Note 1.1 - Corporate information
Cavendish Hydrogen ASA (\u201cthe Company\u201d), was incorporated on 13 March 2024 for the purpose of continuing the hydrogen fueling station manufacturing activities (Nel Hydrogen Fueling segment) of the previous parent company of Nel ASA.
Cavendish Hydrogen ASA became the parent of the Fueling Group (\u201cthe group\u201d) in May 2024 through an internal reorganization whereby Nel ASA transferred all its shares in Nel Hydrogen Inc, Nel Korea Co. Ltd, Nel Hydrogen A/S (the \u201cFueling Entities\u201d) to the group. This included shares in Nel Austria GmbH as a subsidiary of Nel Hydrogen A/S and Hydrogen Energy Network as an investment in Nel Korea Co. Ltd.
The transactions listed above are considered to be common control transactions and were recognized on a carry-over basis. In general, all amounts presented for the comparative period 2023 have therefore been recorded at predecessor values as they have been included in Nel ASA's financial statements.
Cavendish Hydrogen ASA was distributed to the shareholders of Nel ASA on 12th June 2024 by way of a dividend in kind, through a distribution regarded as repayment of paid in capital by the shareholders of Nel ASA.
The Company is a public limited liability company listed on the Oslo Stock Exchange and domiciled in Norway. The address of its registered office is Dronning Eufemias gate 16, N-0191 Oslo, Norway.
The Company, and its subsidiaries (together \u2018the group\u2019) is a manufacturer of hydrogen fueling stations. The Company\u2019s core product is hydrogen fueling stations that provide fuel cell electric vehicles (FCEV) including cars, vans, buses and trucks with comparable fast fueling and long range as conventional vehicles today. Beside pure sales of the fueling stations the company offers services such as project execution, site engineering, installation, commissioning, operation support and service and maintenance for its own products.
The consolidated financial statements are presented in Euro (EUR) to reflect the main influcences on the group's sales prices and cost base. For each entity, the Group determines the functional currency and items included in the financial statements of each entity are measured using that functional currency. The functional currency of Cavendish Hydrogen ASA is Norwegian krone (\"NOK\").
For presentation purposes, balance sheet items are translated from functional currency to presentation currency by using exchange rates at the reporting date.
All values are rounded to the nearest thousand, unless when indicated otherwise. As a result of rounding differences numbers or percentages may not add up to the total. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralInformationAboutFinancialStatementsExplanatory", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__7": { "value": "Cavendish Hydrogen ASA ", "dimensions": { "concept": "ifrs-full:NameOfReportingEntityOrOtherMeansOfIdentification", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__8": { "value": "Cavendish Hydrogen ASA ", "dimensions": { "concept": "ifrs-full:NameOfParentEntity", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__9": { "value": "Cavendish Hydrogen ASA ", "dimensions": { "concept": "ifrs-full:NameOfUltimateParentOfGroup", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__11": { "value": "ASA ", "dimensions": { "concept": "ifrs-full:LegalFormOfEntity", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__6": { "value": "The transactions listed above are considered to be common control transactions and were recognized on a carry-over basis. In general, all amounts presented for the comparative period 2023 have therefore been recorded at predecessor values as they have been included in Nel ASA's financial statements.
Cavendish Hydrogen ASA was distributed to the shareholders of Nel ASA on 12th June 2024 by way of a dividend in kind, through a distribution regarded as repayment of paid in capital by the shareholders of Nel ASA.
", "dimensions": { "concept": "ifrs-full:DisclosureOfDividendsExplanatory", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__10": { "value": "Norway. ", "dimensions": { "concept": "ifrs-full:DomicileOfEntity", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__12": { "value": "Norway. ", "dimensions": { "concept": "ifrs-full:CountryOfIncorporation", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__13": { "value": "Dronning Eufemias gate 16, N-0191 Oslo, Norway. ", "dimensions": { "concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__14": { "value": "The Company, and its subsidiaries (together \u2018the group\u2019) is a manufacturer of hydrogen fueling stations. The Company\u2019s core product is hydrogen fueling stations that provide fuel cell electric vehicles (FCEV) including cars, vans, buses and trucks with comparable fast fueling and long range as conventional vehicles today. Beside pure sales of the fueling stations the company offers services such as project execution, site engineering, installation, commissioning, operation support and service and maintenance for its own products.", "dimensions": { "concept": "ifrs-full:DescriptionOfNatureOfEntitysOperationsAndPrincipalActivities", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__17": { "value": "Note 1.2 - Basis for Preparation
The consolidated financial statements of Cavendish Hydrogen ASA and its subsidiaries (collectively \u201cthe Group\u201d or \u201cCavendish\u201d) comprise the statement of total comprehensive income, consolidated statement of financial position, consolidated statement of cash flows, consolidated statement of changes in equity and related notes.
The group\u2019s consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU).
Applying predecessor accounting Cavendish account for the transaction mentioned in Note 1.1 as if it had taken place prior to the comparative
period presented. The financial statements therefore present historical information as if the Company and its subsidiaries constituted the group of entities under control of the Company in 2023.
The comparative figures in the financial statements presented herein have been carved out of the financial statements of Nel ASA Group as if the Company had obtained the control of the assets and liabilities of the Fueling entities as of 1 January 2023. The carrying amounts of the assets and liabilities in 2023 in the financial statements are based on the predecessor values of the consolidated financial statements prepared by the previous parent company Nel ASA.
As reorganization of ownership interests, assets and liabilities under common control is outside the scope of IFRS 3 Business Combinations, predecessor accounting approach has been applied following IAS 8.12 and industry practise.
Accounts are based on the principle of historical cost, except for certain financial instruments, which are measured at fair value.
The consolidated financial statements are presented in Euro (EUR) to reflect the main influcences on the group's sales prices and cost base. For each entity, the Group determines the functional currency and items included in the financial statements of each entity are measured using that functional currency. The functional currency of Cavendish Hydrogen ASA is Norwegian krone (\"NOK\").
For presentation purposes, balance sheet items are translated from functional currency to presentation currency by using exchange rates at the reporting date.
Items within total comprehensive income are translated from functional currency to presentation currency by applying yearly average exchange rates. The resulting translation differences are recognized in other comprehensive income.
All values are rounded to the nearest thousand, unless when indicated otherwise. As a result of rounding differences numbers or percentages may not add up to the total.
The financial statements are prepared based on a going concern assumption.
The consolidated financial statements are presented in Euro (EUR) to reflect the main influcences on the group's sales prices and cost base. For each entity, the Group determines the functional currency and items included in the financial statements of each entity are measured using that functional currency. The functional currency of Cavendish Hydrogen ASA is Norwegian krone (\"NOK\").
For presentation purposes, balance sheet items are translated from functional currency to presentation currency by using exchange rates at the reporting date.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFunctionalCurrencyExplanatory", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__15": { "value": "Definition and applying of materiality judgements in preparation of these con-solidated financial statements
These consolidated financial statements aim to provide useful financial information which increase the understandability of Cavendish and its performance. To meet the information needs of its primary users, Cavendish apply materiality judgments which are necessary to meet this objective, and Cavendish has made such judgments related to recognition, measurement, presentation and disclosures. Within these consolidated financial statements information
is considered material if omitting, misstating or obscuring it could reasonably be expected to influence decisions taken by primary users based on the information provided. In practice this will lead to Cavendish omitting certain information if it is assessed it will obscure the material information. The materiality judgments are reassessed at each reporting date and updated based on changed facts and Cavendish specific circumstances.
Basis of consolidation
The consolidated financial statements comprise the financial statements of the parent company and its subsidiaries as of 31 December 2024. Consolidation of a subsidiary begins when the group obtains control over the subsidiary and ceases when the group loses control of the subsidiary. Control is achieved if, and only if, the group has power over the investee, is exposed to, or has rights to, variable returns from its involvement with the investee, and has the ability to affect those returns through its power over the investee.
Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the group has less than a majority of the voting or similar rights of an investee, the group considers all relevant
facts and circumstances in assessing whether it has power over an investee, including: i) The contractual arrangement with the other vote holders of the investee, ii) Rights arising from other contractual arrangements and iii) The group\u2019s voting rights and potential voting rights.
The group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the group gains control until the date the group ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the parent of the group. There are no non-controlling interests in the Group as all subsidiaries are 100 % owned. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the group\u2019s accounting policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the group are fully eliminated upon
consolidation.
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 derecognises the related assets (including goodwill), liabilities and other components of equity while any transaction gain or loss is recognised in statement of comprehensive income.
Foreign exchange and currency
Transactions and balances
Transactions in foreign currencies are converted to functional currency to the exchange rate on the transaction date. Exchange rate gains and losses are recognised within \u2018finance cost\u2019 in the profit or loss. Foreign currency monetary items are translated into functional currency using the balance sheet closing rates. Non-monetary items that are measured in terms of historical cost in a foreign currency continue to be translated using the exchange rate that prevailed at the date of the transaction. Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates that prevailed at the date when the fair value was measured.
All foreign currency translations are recognised in profit or loss as finance cost.
Consolidation of subsidiaries
The individual financial statements of a subsidiary are prepared in the subsidiary\u2019s functional currency. In preparing the consolidated financial statements, the statement of comprehensive income items from the subsidiaries are converted to EUR using the respective monthly average exchange rates, while statement of financial position items is converted using the rate at year-end. Exchange rate gains and losses are recognised net within Other comprehensive income and accumulated in Currency translation differences in \u2018Other components of equity\u2019.
Foreign exchange and currency
Transactions and balances
Transactions in foreign currencies are converted to functional currency to the exchange rate on the transaction date. Exchange rate gains and losses are recognised within \u2018finance cost\u2019 in the profit or loss. Foreign currency monetary items are translated into functional currency using the balance sheet closing rates. Non-monetary items that are measured in terms of historical cost in a foreign currency continue to be translated using the exchange rate that prevailed at the date of the transaction. Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates that prevailed at the date when the fair value was measured.
All foreign currency translations are recognised in profit or loss as finance cost.
Consolidation of subsidiaries
The individual financial statements of a subsidiary are prepared in the subsidiary\u2019s functional currency. In preparing the consolidated financial statements, the statement of comprehensive income items from the subsidiaries are converted to EUR using the respective monthly average exchange rates, while statement of financial position items is converted using the rate at year-end. Exchange rate gains and losses are recognised net within Other comprehensive income and accumulated in Currency translation differences in \u2018Other components of equity\u2019.
Consolidation of subsidiaries
The individual financial statements of a subsidiary are prepared in the subsidiary\u2019s functional currency. In preparing the consolidated financial statements, the statement of comprehensive income items from the subsidiaries are converted to EUR using the respective monthly average exchange rates, while statement of financial position items is converted using the rate at year-end. Exchange rate gains and losses are recognised net within Other comprehensive income and accumulated in Currency translation differences in \u2018Other components of equity\u2019.
", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSubsidiariesExplanatory", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__25": { "value": "Statement of comprehensive income
The Group present a single statement of \u2018Consolidated statement of comprehensive income\u2019 which comprise all components of profit
or loss, OCI and the comprehensive income for the period.
Statement of cash flows
The Group uses the indirect method for the presentation of the cash flow statement.
Statement of cash flows
The Group uses the indirect method for the presentation of the cash flow statement.
Note 1.3 - Significant judgements, estimates and assumption
The preparation of the consolidated financial statements in accordance with IFRS and applying the chosen accounting policies requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.
The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. The estimates and the underlying assumptions are reviewed on an ongoing basis.
The accounting policies applied by management which includes a significant degree of estimates and assumptions or judgments that may have the most significant effect on the amounts recognized in the financial statements, are summarized below:
Revenue recognition from contracts with customers (note 2.1)
Deferred tax assets (note 2.8)
Development costs and impairment testing (note 3.1)
A detailed description of the significant estimates and assumptions are included in the individual note referenced above.
Significant accounting judgements \u2013 revenue recognition
The Group applied the following judgements that significantly affect the determination of the timing of revenue from contracts with customers:
Performance obligations
In determining whether revenue from a specific contract can be classified as customised and in turn recognised using a progress-based measurement, several criteria must be evaluated. The first criterion is related to alternative use. Manufacturing a customised product or piece of equipment for a specific customer that would require significant cost to modify to be able to transfer it to another customer, then the contract would likely meet the criteria of no alternative use. The other important criterion is that an
enforceable right to payment exists in the contract between the group and the customer. Right to payment entails that the group has a right to receive payment from the customer if the contract would be terminated. Upon termination at a certain time, the group should be able to recover costs incurred and a reasonable margin.
Determining whether revenue from a contract should be recognised over time or at point in time could have a significant effect on the financial statements and are to some extent dependent upon judgements from management.
Estimation uncertainty \u2013 revenue recognition
The Group applied the following estimations that significantly affect the determination of the timing of revenue from contracts with customers:
Timing - Total contract costs
In a customised customer project, Cavendish uses cost-to-cost input method when measuring progress; thus, the total cost estimates can significantly impact measured progress and
revenue recognition. The total project cost comprises estimates on the ability to execute the planned engineering and design phase, the availability of skilled resources, performance of subcontractors, commodity prices, foreign currency and Cavendish\u2019s manufacturing capacity, productivity and quality.
Significant accounting judgements \u2013 Deferred tax assets
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies.
The group has EUR 31 394 thousand of tax
amounts from tax losses carried forward (EUR 26 576 thousand in 2022). These losses relate to subsidiaries that have a history of losses, do not expire, and to some extent may not be used to offset taxable income elsewhere in the group. On this basis, the group has determined that it cannot recognise deferred tax assets from the tax losses carried forward. Deferred tax assets not recognised in the statement of financial statement amount to EUR 31 816 thousand in 2023 (27 331 in 2022).
Calculations of the tax base for the year | 2024 | 2023 |
Income (loss) before tax | -23 555 | -29 692 |
Permanent differences | -509 | -1 306 |
Change in temporary differences | -1 972 | 4 093 |
Use of tax losses carried forward | 3 352 | 3 355 |
The year's taxable income | -22 685 | -23 550 |
Reconciliation of tax expense to Norwegian nominal statutory tax rate | 2024 | 2023 |
Nominal tax rate | 22% | 22% |
Income (loss) before tax | -23 555 | -29 692 |
Tax this years income (loss), estimated | -5 182 | -6 532 |
Tax effect of: | ||
Tax rates different from Norway | 83 | 70 |
Permanent differences | -107 | -287 |
Change in tax rates recognised in temporary differences | 0 | 0 |
Change in deferred tax | -58 | -59 |
Change in not recognized deferred tax assets (tax liabilities) | 5 214 | 6 753 |
Other differences | -746 | -742 |
Currency translation differences | 0 | -7 |
Income tax expense | -796 | -804 |
Income tax expense comprise | 2024 | 2023 |
Income tax payable | -737 | -745 |
Change in deferred tax | -58 | -59 |
Other | 0 | 0 |
Total income tax expense (income) | -796 | -804 |
Tax effects of temporary differences | 2024 | 2023 |
Trade receivables and customers contracts | -174 | 38 |
Intangible assets | 2 432 | 1 597 |
Property, plant and equipment | -1 379 | -1 092 |
Inventories | 145 | 133 |
Accrued warranty | -356 | -477 |
Leases | 6 | 15 |
Deferred income | -708 | -80 |
Other accruals | -86 | -801 |
Shares and other investments | -274 | 0 |
Tax losses carry forward | -31 394 | -26 576 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset | -796 | -804 |
Reconciliation to statement of financial position | 2024 | 2023 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset not recognised in statement of financial position | 31 816 | 27 331 |
Deferred tax liability in the statement of financial position | 29 | 88 |
Changes in recognised deferred tax liability | 2024 | 2023 |
Balance as of 01.01. | 88 | 147 |
Recognised in the income statement | -58 | -60 |
Translation differences on deferred taxes | 0 | 1 |
Balance as of 31.12. | 29 | 88 |
The majority of the deferred tax asset is related to tax losses carry forward. As of 31 December 2024, it is considered not to be likely that the deferred tax asset can be utilised in near future, therefore no deferred tax asset has been
capitalised. Table below show net operating losses carried forward by country multiplied with the tax rate, the deferred tax asset not recognised.
Tax losses carry forward by country | 2024 | 2023 |
Norway | 38 | 0 |
Denmark | 22 840 | 19 897 |
United States | 7 925 | 5 589 |
South Korea | 590 | 1 090 |
Balance as of 31.12. | 31 394 | 26 576 |
Significant accounting judgements - Development costs
Development expenditures on an individual project are recognised as an intangible asset when the group can demonstrate:
The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
How the asset will generate future economic benefits
Its intention to complete and its ability and intention to use or sell the asset
The availability of resources to complete the asset
The ability to measure reliably the expenditure during development
To demonstrate technical feasibility and availability of resources, it should be a high certainty that Cavendish has the intention and ability to complete. Cavendish categorises its intention and ability to complete in a matrix
with the overarching risk to complete buckets low, medium and high. In the phase of a project where the risk of completing is medium to high, then the development costs are expensed as incurred. A capitalised development project commence amortisation when a succesful pilot is demonstrated. After a succesful pilot, the technology is in the condition necessary for it to be capable of operating in the manner indented by management and enters \u2018ramp-up\u2019 stage. Subsequent expenditure is maintenance of existing technology (expensed).
Total technology spend for 2024 was EUR 9 963 (8 144) thousand, of which EUR 6 231 (3 044) million and EUR 3 732 (5 100) thousand has been capitalised and expensed, respectively.
Annual impairment test - assumptions
CGU
The annual impairment test is performed for the Group's Cash Generating Units (CGUs). A CGU is defined as the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups thereof. The way management monitors operations assisted in the judgements of identifying the CGUs. Cavendish has identified the group as one CGU.
Key assumptions
The calculations of value in use are sensitive to several assumptions, the following are assessed key assumptions in the measured value:
Revenue growth and gross margin
EBITDA margins
Discount rate / Weighted average cost of capital (WACC)
Forecast period
For the CGU a recoverable amount has been measured. The impairment test has been based on the business and strategy plans approved by the Board of Directors and management\u2019s best estimate of cash flows. The recoverable amount is based on a discounted cash flow model determined value in use, which are based on the following:
the future expectations reflected in the current budget and strategy over the next 6-year period (forecast period), and do not include restructuring activities that the group is not yet committed to; and
Terminal value beyond year 2031 applying a growth rate of 2.0%
There is uncertainty associated with the assumptions used as a basis in the preparation of budgets for the calculation of value in use. These calculations require the use of estimates and assumptions about future income and expense trends. Expected or reasonably possible climate and environmental changes as well as regulatory changes responding to such changes, impacts the assessment of financial viability and remaining useful life of the assets. Such factors are assessed in the same way as uncertainties in future income and expense trends, impacting cash flow estimates used for the test.
The cash flow forecasts are derived based on an assessment of transition to zero emission infrastructure and mobility solutions. As described in the Risk and opportunities section in the Board of Directors\u2019 Report, a delay in this
transition constitutes a significant risk for the Group.
Cavendish has extended the forecast period to seven years instead of the typical five years based on the assessment that 2029 is not a steady state of the hydrogen industry and not for Cavendish, specifically. This is among other things based on delays around European countries\u2019 implementation of the Alternative Fuels Infrastructure Regulation (AFIR) and the announced timelines from truck OEMs developing heavy-duty hydrogen trucks.
Discount rate
Discount rates represent the current market assessment of the risks, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the group and its operating segments and is derived from its weighted average cost of capital (WACC). The WACC considers the cost of debt and equity. The cost of equity is derived from the expected return on investment by the group\u2019s investors. The cost of debt is based on the interest-bearing borrowings the 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. Adjustments to the discount rate are made to factor in the specific amount and timing of the future cash flows to reflect a pre-tax nominal discount rate. Pre-tax nominal discount rate is 15.2%.
Annual impairment test - results and sensitivity
The impairment test has been prepared in accordance with IAS 36 impairment of non-financial assets following the discounted cash flow methodology for value in use within the standard. The cash flows projections relate to the cash-generating unit in the current condition which means future investments not commenced has not been included in the valuation. It excludes cash inflows and investments forecasted to meet the market demand before 2031. In addition, the standard encourages a conservative valuation to ensure that assets are not carried at more than their recoverable amount.
(Amounts in EUR thousands) | Cavendish |
Goodwill | 0 |
Other intangible assets | 12 675 |
Other invested capital | 23 373 |
Carrying value | 36 047 |
Recoverable amount | 56 118 |
Headroom | 20 070 |
Pre-tax nominal discount rate | 15.2% |
Terminal growth rate | 2.0% |
The CGU Cavendish covers the production and manufacturing of hydrogen refueling stations in Herning, Denmark. The operations consist of both assembly of hydrogen refueling stations, marketing activities and product development. The CGU offers H2Station\u00ae for fast fueling of fuel cell electric vehicles as well as services in relation to the supply of these stations. The
objective to the CGU is to deliver world class fueling stations offering a complete solution from sourcing and storage of hydrogen to fueling of vehicles.
The table below show the sensitivity analysis for the range of +/-2 percentage points in WACC and +/-4 percentage points in EBITDA margin.
Sensitivity in headroom (Amounts in EUR thousands) | Percentage point change in EBITDA margin | ||||
-4.0% | -2.0% | 0.0% | 2.0% | 4.0% | |
Changes in WACC | |||||
-2.0% | 2 369 | 26 193 | 49 969 | 73 708 | 97 446 |
-1.0% | -8 148 | 12 565 | 33 229 | 53 856 | 74 483 |
0.0% | -16 362 | 1 879 | 20 070* | 38 225 | 56 379 |
1.0% | -22 910 | -6 678 | 9 506 | 25 652 | 41 798 |
2.0% | -28 216 | -13 645 | 0 878 | 15 364 | 29 849 |
*Represents headroom in impairment calculation for the CGU. Negative numbers in the table indicate impairment.
Additional sensitivities - assumptions
The sensitivities in the table show the change in assumptions that results in zero headroom, at
perpetuity growth 2.0%, all else being equal.
Key assumption | Assumption change |
Revenue growth* | -15 367 thousand |
Gross margin** | -3.2% |
Free cash flow margin*** | -2.5% |
*If revenue assumption in the terminal year changes with the assumption change, the headroom is zero.
**If average gross margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
***If free cash flow margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
Note 1.3 - Significant judgements, estimates and assumption
The preparation of the consolidated financial statements in accordance with IFRS and applying the chosen accounting policies requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.
The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. The estimates and the underlying assumptions are reviewed on an ongoing basis.
The accounting policies applied by management which includes a significant degree of estimates and assumptions or judgments that may have the most significant effect on the amounts recognized in the financial statements, are summarized below:
Revenue recognition from contracts with customers (note 2.1)
Deferred tax assets (note 2.8)
Development costs and impairment testing (note 3.1)
A detailed description of the significant estimates and assumptions are included in the individual note referenced above.
Note 2.1 - Revenue from contracts with customers
The revenue in the Company is from sale of hydrogen fueling stations, including installation, commissioning, and long-term service agreements. Additionally, the Company earns revenue from replacement parts and accessories in the aftermarket.
The Group\u2019s revenues result from the sale of goods or services and reflect the consideration to which the Group is and expect to be entitled. IFRS 15 requires the Group to assess revenue recognition based on a five-step model. For its customer contracts, the Group identifies the performance obligations (goods or services), determines the transaction price, allocates the contract transaction price to the performance obligations, and recognises the revenue when
(or as) the performance obligations are satisfied.
Revenue recognition is determined on a contract-by-contract basis by determining the terms and performance obligations given in a specific contract. Based on the specific customer contract and its obligations, revenue under IFRS 15 is either recognised at a point in time or over time, 72% (2023: 88%) and 28% (2023: 12%) of revenue in 2023, respectively. Revenue is recognised over-time using the method that best depicts the pattern of the transfer of control over time. The method applied is the cost-to-cost input method, adjusted as time and goods are delivered to the customer. Costs of performance under the contract are expensed as incurred.
Significant accounting judgements \u2013 revenue recognition
The Group applied the following judgements that significantly affect the determination of the timing of revenue from contracts with customers:
Performance obligations
In determining whether revenue from a specific contract can be classified as customised and in turn recognised using a progress-based measurement, several criteria must be evaluated. The first criterion is related to alternative use. Manufacturing a customised product or piece of equipment for a specific customer that would require significant cost to modify to be able to transfer it to another customer, then the contract would likely meet the criteria of no alternative use. The other important criterion is that an
enforceable right to payment exists in the contract between the group and the customer. Right to payment entails that the group has a right to receive payment from the customer if the contract would be terminated. Upon termination at a certain time, the group should be able to recover costs incurred and a reasonable margin.
Determining whether revenue from a contract should be recognised over time or at point in time could have a significant effect on the financial statements and are to some extent dependent upon judgements from management.
Estimation uncertainty \u2013 revenue recognition
The Group applied the following estimations that significantly affect the determination of the timing of revenue from contracts with customers:
Timing - Total contract costs
In a customised customer project, Cavendish uses cost-to-cost input method when measuring progress; thus, the total cost estimates can significantly impact measured progress and
revenue recognition. The total project cost comprises estimates on the ability to execute the planned engineering and design phase, the availability of skilled resources, performance of subcontractors, commodity prices, foreign currency and Cavendish\u2019s manufacturing capacity, productivity and quality.
Type of Goods or Services
The group generates revenue from customer contracts from two principal sources: i) Equipment and ii) Projects, I&C (Installation and Commissioning) and Service. The equipment and projects sales are mainly generated from standard equipment.
Standard equipment
The group recognizes revenue at the point in time at which it satisfies a performance obligation by transferring the control of a good or service to the customer, generally this upon agreed incoterms, which is mainly at shipment. The customer has control of a good or service when it has the ability to direct the use of and obtain substantially all of the remaining benefits from the good or service.
The point in time measurement basis for standard equipment has been the main method of recognizing revenue.
Customized equipment
Most of the group\u2019s revenue stems from standard equipment, however, certain contracts requires customized equipment. Customized equipment occurs when the group is creating a good that it cannot sell to another customer without significant re-work and the group would incur significant economic losses to direct the asset for another use. Such sale of customized equipment is recognized as revenue over-time
if the group has an enforceable right to payment for performance completed to date. The group has not recognized any sale of customized equipment in 2024 or 2023, but this type of sale is considered likely in the future.
Projects
The project contracts typically comprise design, siting, installation, and commissioning of standard product or customized equipment. They often include a standard installation service and commissioning, each assessed as individual performance obligations. Revenue recognition for equipment depends on assessment of standard or customized equipment. Revenue for installation and commissioning is recognized over-time measuring progress using a cost-to-cost input method.
Service
The service contracts typically comprise service and maintenance (S&M), extended warranty, 24/7 remote monitoring, repair, replacement parts and accessories.
For separately sold service and maintenance contracts where the group has agreed to provide routine maintenance services over a period for a fixed price, revenue is recognized on a straight-line basis over the contract period as the stand-ready obligation is time elapsed.
The following table show the revenue from contracts with customers by type of goods or service:
Segments / Type of goods or service | 2024 | 2023 | ||||
Equipment | Project, I&C and Service | Total | Equipment | Project, I&C and Service | Total | |
Timing of revenue recognition | ||||||
Revenue recognised at point in time | 17 740 | 4 511 | 22 251 | 15 988 | 9 548 | 25 536 |
Revenue recognised over time | 0 | 8 756 | 8 756 | 0 | 3 352 | 3 352 |
TOTAL Revenue from contracts with customers | 17 740 | 13 268 | 31 007 | 15 988 | 12 900 | 28 887 |
Onerous contracts
In the circumstance that the unavoidable costs directly related to project is expected to exceed the economic benefits expected to be received under the contract, the estimated loss on the
contract will be recognised in its entirety in the period when such loss is identified. Additional information for onerous contracts is disclosed in note 5.5 \u2018Provisions\u2019.
Contract balances
Equipment contracts with a customer will have milestone payments with variable structures. The contract price will be invoiced when certain criteria are met. A typical milestone structure could be contract acceptance, placement of major supplier purchases, delivery/shipment and complete installation and commissioning. The payment structure of the contracts typically results in advance payments and progress billings exceed the satisfaction of performance obligations in progress. Consequently, creating a net contract liability. In certain circumstances based on the order value, credit worthiness of geographic location, the group may require payment in advance of shipment. The group does not accept returns of product or provide customers refunds or other similar concessions.
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 recognised for the earned consideration that is conditional. As of the balance sheet date, the cumulative costs incurred plus recognised profit (less recognised loss) on each contract is
compared against the advances and progress billings. Where the cumulative costs incurred plus the recognised profits (less recognised losses) exceed advances and progress billings, the balance is presented as due from customers on construction contracts within \u201ccontract assets\u201d. When the contract assets become an unconditional right to consideration they are reclassified and presented separately as trade receivables, usually when invoices are issued to the customers.
Contract liabilities
A contract liability is the obligation to transfer goods or services to a customer for which the 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 recognised when the payment is made, or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the group performs under the contract. Where advances and progress billings exceed the cumulative costs incurred plus recognised profits (less recognised losses), the balance is presented as due to customers on construction contracts within \u201ccontract liabilities\u201d.
Contract balances | 2024 | 2023 | ||||
Contract assets | Contract liabilities | Total | Contract assets | Contract liabilities | Total | |
Rights to consideration on contracts in progress | 1 718 | 9 755 | 11 474 | 7 547 | 7 572 | 15 118 |
Less - advances and progress billings | -290 | -18 874 | -19 164 | -6 906 | -25 033 | -31 938 |
TOTAL Contract assets (liabilities) | 1 429 | -9 119 | 641 | -17 461 |
Contract assets | 2024 | 2023 |
Balance as of 01.01. | 641 | 3 937 |
Transfers from contract assets recognised at the beginning of the period to receivables | -931 | -3 831 |
Increases due to measure of progress in the period | 1 707 | 631 |
Revaluation | 12 | -96 |
Balance as of 31.12. | 1 429 | 641 |
Contract liabilities | 2024 | 2023 |
Balance as of 01.01. | -17 461 | -22 747 |
Revenue from amounts included in contract liabilities at the beginning of the period | 16 874 | 17 052 |
Billings and advances received not recognised as revenue in the period | -8 532 | -12 151 |
Basis adjustment - effect of hedge accounting | 0 | -119 |
Revaluation | 0 | 504 |
Balance as of 31.12. | -9 119 | -17 461 |
Order backlog
The performance obligations in contracts with customers vary from a few months to 4 years. The order backlog as of 31 December 2024, was EUR 17 411 thousands (2023: EUR 32 401
thousands). The transaction price allocated to the remaining performance obligations is illustrated in table below:
as of 31.12.2024 | 2025 | 2026 | 2027 | 2028 or later | Total backlog |
Partly unsatisfied performance obligations | 9 154 | 883 | 544 | 371 | 10 952 |
Unsatisfied performance obligations | 4 737 | 1 696 | 26 | 0 | 6 459 |
TOTAL backlog | 13 891 | 2 579 | 570 | 371 | 17 411 |
as of 31.12.2023 | 2024 | 2025 | 2026 | 2027 or later | Total backlog |
Partly unsatisfied performance obligations | 21 583 | 1 947 | 542 | 213 | 24 284 |
Unsatisfied performance obligations | 4 094 | 3 715 | 307 | 0 | 8 117 |
TOTAL backlog | 25 677 | 5 662 | 849 | 213 | 32 401 |
Note 2.8 - Income taxes
The tax expense in the statement of comprehensive income comprises of the tax payable for the period and of the change in deferred tax. Deferred tax is calculated at the prevailing tax rate in the respective countries where the parent company and subsidiaries are tax resident. Deferred tax is calculated based on temporary differences that exist between
accounting and tax values, as well as any tax loss carry forward at the end of the financial year. The deferred tax asset is recognised if it is probable that the company will have a sufficient tax profit to be able to utilise the tax asset.
Significant accounting judgements \u2013 Deferred tax assets
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies.
The group has EUR 31 394 thousand of tax
amounts from tax losses carried forward (EUR 26 576 thousand in 2022). These losses relate to subsidiaries that have a history of losses, do not expire, and to some extent may not be used to offset taxable income elsewhere in the group. On this basis, the group has determined that it cannot recognise deferred tax assets from the tax losses carried forward. Deferred tax assets not recognised in the statement of financial statement amount to EUR 31 816 thousand in 2023 (27 331 in 2022).
Calculations of the tax base for the year | 2024 | 2023 |
Income (loss) before tax | -23 555 | -29 692 |
Permanent differences | -509 | -1 306 |
Change in temporary differences | -1 972 | 4 093 |
Use of tax losses carried forward | 3 352 | 3 355 |
The year's taxable income | -22 685 | -23 550 |
Reconciliation of tax expense to Norwegian nominal statutory tax rate | 2024 | 2023 |
Nominal tax rate | 22% | 22% |
Income (loss) before tax | -23 555 | -29 692 |
Tax this years income (loss), estimated | -5 182 | -6 532 |
Tax effect of: | ||
Tax rates different from Norway | 83 | 70 |
Permanent differences | -107 | -287 |
Change in tax rates recognised in temporary differences | 0 | 0 |
Change in deferred tax | -58 | -59 |
Change in not recognized deferred tax assets (tax liabilities) | 5 214 | 6 753 |
Other differences | -746 | -742 |
Currency translation differences | 0 | -7 |
Income tax expense | -796 | -804 |
Income tax expense comprise | 2024 | 2023 |
Income tax payable | -737 | -745 |
Change in deferred tax | -58 | -59 |
Other | 0 | 0 |
Total income tax expense (income) | -796 | -804 |
Tax effects of temporary differences | 2024 | 2023 |
Trade receivables and customers contracts | -174 | 38 |
Intangible assets | 2 432 | 1 597 |
Property, plant and equipment | -1 379 | -1 092 |
Inventories | 145 | 133 |
Accrued warranty | -356 | -477 |
Leases | 6 | 15 |
Deferred income | -708 | -80 |
Other accruals | -86 | -801 |
Shares and other investments | -274 | 0 |
Tax losses carry forward | -31 394 | -26 576 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset | -796 | -804 |
Reconciliation to statement of financial position | 2024 | 2023 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset not recognised in statement of financial position | 31 816 | 27 331 |
Deferred tax liability in the statement of financial position | 29 | 88 |
Changes in recognised deferred tax liability | 2024 | 2023 |
Balance as of 01.01. | 88 | 147 |
Recognised in the income statement | -58 | -60 |
Translation differences on deferred taxes | 0 | 1 |
Balance as of 31.12. | 29 | 88 |
The majority of the deferred tax asset is related to tax losses carry forward. As of 31 December 2024, it is considered not to be likely that the deferred tax asset can be utilised in near future, therefore no deferred tax asset has been
capitalised. Table below show net operating losses carried forward by country multiplied with the tax rate, the deferred tax asset not recognised.
Tax losses carry forward by country | 2024 | 2023 |
Norway | 38 | 0 |
Denmark | 22 840 | 19 897 |
United States | 7 925 | 5 589 |
South Korea | 590 | 1 090 |
Balance as of 31.12. | 31 394 | 26 576 |
Note 3.1 - Intangible assets
Research and development
Research activities are defined as activities whose purpose is to generate new technological understanding or knowledge. Research costs are expensed as incurred.
Capitalised development costs are recognised at historical cost after the deduction of accumulated amortisations and impairments. The capitalised value is amortised over the period of expected future earnings from the related project on a straight-line basis.
As an indication of the level of internal technology costs, Cavendish had in 2024 60 research and development professionals globally developing the next generation of fueling stations.
Cavendish has recognized on the statement of Financial Position Technology from internal development of EUR 12 066 thousand as of 31.12.2024.
Significant accounting judgements - Development costs
Development expenditures on an individual project are recognised as an intangible asset when the group can demonstrate:
The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
How the asset will generate future economic benefits
Its intention to complete and its ability and intention to use or sell the asset
The availability of resources to complete the asset
The ability to measure reliably the expenditure during development
To demonstrate technical feasibility and availability of resources, it should be a high certainty that Cavendish has the intention and ability to complete. Cavendish categorises its intention and ability to complete in a matrix
with the overarching risk to complete buckets low, medium and high. In the phase of a project where the risk of completing is medium to high, then the development costs are expensed as incurred. A capitalised development project commence amortisation when a succesful pilot is demonstrated. After a succesful pilot, the technology is in the condition necessary for it to be capable of operating in the manner indented by management and enters \u2018ramp-up\u2019 stage. Subsequent expenditure is maintenance of existing technology (expensed).
Total technology spend for 2024 was EUR 9 963 (8 144) thousand, of which EUR 6 231 (3 044) million and EUR 3 732 (5 100) thousand has been capitalised and expensed, respectively.
Useful life, amortisation plan
Technology has a useful life of 3-7 years
Customer relationship has a useful life of 7-10 years
Goodwill has indefinite life
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Acquisition cost as of 01.01.2023 | 20 208 | 281 | 20 489 |
Additions from internal development | 2 842 | 0 | 2 842 |
Additions aqcuired separately | 202 | 0 | 202 |
Disposals | -3 008 | 0 | -3 008 |
Currency effects | -153 | -13 | -166 |
Acquisition cost as of 31.12.2023 | 20 091 | 268 | 20 359 |
Additions from internal development | 6 038 | 0 | 6 038 |
Additions aqcuired separately | 193 | 0 | 193 |
Disposals | -118 | 0 | -118 |
Currency effects | 18 | 0 | 18 |
Acquisition cost as of 31.12.2024 | 26 221 | 268 | 26 489 |
Accumulated amortisation and impairment as of 01.01.2023 | 12 332 | 207 | 12 539 |
Amortisation | 2 263 | 30 | 2 292 |
Reversed amortisation disposals | -3 008 | 0 | -3 008 |
Currency effects | -134 | -13 | -147 |
Accumulated amortisation and impairment as of 31.12.2023 | 11 452 | 224 | 11 676 |
Amortisation | 2 250 | 29 | 2 280 |
Reversed amortisation disposals | -118 | 0 | -118 |
Impairment | 50 | 0 | 50 |
Currency effects | -6 | 0 | -6 |
Accumulated amortisation and impairment as of 31.12.2024 | 13 628 | 253 | 13 881 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 608 |
Impairment loss EUR 50 (0) thousand, from the category Technology, is included within \u201cImpairment of tangible and intangible assets\u201d in profit or loss. The impairment of technology is related to not material development project. The assessment included uncertainty of future economic benefits from these products, both from actuals historical results and as Cavendish develops new technology that will replace existing. Cavendish will focus on
developing its core technology with special focus on high-pressure compression, cooling and control. Cavendish will continue to invest in the development of next generation Heavy-Duty Vehicle (\u201cHDV\u201d) equipment such as high-capacity station modules and dispensers.
Specification of carrying amount
2024
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 12 066 | 0 | 12 066 |
Acquired separately | 418 | 0 | 418 |
Acquired through business combinations | 110 | 15 | 125 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 607 |
2023
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 7 747 | 0 | 7 747 |
Acquired separately | 19 | 0 | 19 |
Acquired through business combinations | 873 | 44 | 918 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Intangible assets with indefinite useful lives - impairment considerations
The Group assesses fixed assets for impairment in accordance with IAS 36. Intangible assets with indefinite useful lives and intangible assets not yet available for intended use are assessed at least annually or when there are indicators of impairment. Impairment indicators include a more uncertain near-term market outlook due to a slow-down in government incentives combined with higher interest rates and potential tariffs and customs in addition to a market capitalization of the Group that has fallen below the book value of equity.
As of 31 December 2024, the market capitalization of the group was approximately 65% below the book value of equity. Management assesses the share price to be negatively affected by the general uncertainty in the hydrogen and \u201cgreen transition\u201d sector.
Impairment losses are recognised where the recoverable amount is less than the carrying amount.
Annual impairment test - assumptions
CGU
The annual impairment test is performed for the Group's Cash Generating Units (CGUs). A CGU is defined as the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups thereof. The way management monitors operations assisted in the judgements of identifying the CGUs. Cavendish has identified the group as one CGU.
Key assumptions
The calculations of value in use are sensitive to several assumptions, the following are assessed key assumptions in the measured value:
Revenue growth and gross margin
EBITDA margins
Discount rate / Weighted average cost of capital (WACC)
Forecast period
For the CGU a recoverable amount has been measured. The impairment test has been based on the business and strategy plans approved by the Board of Directors and management\u2019s best estimate of cash flows. The recoverable amount is based on a discounted cash flow model determined value in use, which are based on the following:
the future expectations reflected in the current budget and strategy over the next 6-year period (forecast period), and do not include restructuring activities that the group is not yet committed to; and
Terminal value beyond year 2031 applying a growth rate of 2.0%
There is uncertainty associated with the assumptions used as a basis in the preparation of budgets for the calculation of value in use. These calculations require the use of estimates and assumptions about future income and expense trends. Expected or reasonably possible climate and environmental changes as well as regulatory changes responding to such changes, impacts the assessment of financial viability and remaining useful life of the assets. Such factors are assessed in the same way as uncertainties in future income and expense trends, impacting cash flow estimates used for the test.
The cash flow forecasts are derived based on an assessment of transition to zero emission infrastructure and mobility solutions. As described in the Risk and opportunities section in the Board of Directors\u2019 Report, a delay in this
transition constitutes a significant risk for the Group.
Cavendish has extended the forecast period to seven years instead of the typical five years based on the assessment that 2029 is not a steady state of the hydrogen industry and not for Cavendish, specifically. This is among other things based on delays around European countries\u2019 implementation of the Alternative Fuels Infrastructure Regulation (AFIR) and the announced timelines from truck OEMs developing heavy-duty hydrogen trucks.
Discount rate
Discount rates represent the current market assessment of the risks, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the group and its operating segments and is derived from its weighted average cost of capital (WACC). The WACC considers the cost of debt and equity. The cost of equity is derived from the expected return on investment by the group\u2019s investors. The cost of debt is based on the interest-bearing borrowings the 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. Adjustments to the discount rate are made to factor in the specific amount and timing of the future cash flows to reflect a pre-tax nominal discount rate. Pre-tax nominal discount rate is 15.2%.
Annual impairment test - results and sensitivity
The impairment test has been prepared in accordance with IAS 36 impairment of non-financial assets following the discounted cash flow methodology for value in use within the standard. The cash flows projections relate to the cash-generating unit in the current condition which means future investments not commenced has not been included in the valuation. It excludes cash inflows and investments forecasted to meet the market demand before 2031. In addition, the standard encourages a conservative valuation to ensure that assets are not carried at more than their recoverable amount.
(Amounts in EUR thousands) | Cavendish |
Goodwill | 0 |
Other intangible assets | 12 675 |
Other invested capital | 23 373 |
Carrying value | 36 047 |
Recoverable amount | 56 118 |
Headroom | 20 070 |
Pre-tax nominal discount rate | 15.2% |
Terminal growth rate | 2.0% |
The CGU Cavendish covers the production and manufacturing of hydrogen refueling stations in Herning, Denmark. The operations consist of both assembly of hydrogen refueling stations, marketing activities and product development. The CGU offers H2Station\u00ae for fast fueling of fuel cell electric vehicles as well as services in relation to the supply of these stations. The
objective to the CGU is to deliver world class fueling stations offering a complete solution from sourcing and storage of hydrogen to fueling of vehicles.
The table below show the sensitivity analysis for the range of +/-2 percentage points in WACC and +/-4 percentage points in EBITDA margin.
Sensitivity in headroom (Amounts in EUR thousands) | Percentage point change in EBITDA margin | ||||
-4.0% | -2.0% | 0.0% | 2.0% | 4.0% | |
Changes in WACC | |||||
-2.0% | 2 369 | 26 193 | 49 969 | 73 708 | 97 446 |
-1.0% | -8 148 | 12 565 | 33 229 | 53 856 | 74 483 |
0.0% | -16 362 | 1 879 | 20 070* | 38 225 | 56 379 |
1.0% | -22 910 | -6 678 | 9 506 | 25 652 | 41 798 |
2.0% | -28 216 | -13 645 | 0 878 | 15 364 | 29 849 |
*Represents headroom in impairment calculation for the CGU. Negative numbers in the table indicate impairment.
Additional sensitivities - assumptions
The sensitivities in the table show the change in assumptions that results in zero headroom, at
perpetuity growth 2.0%, all else being equal.
Key assumption | Assumption change |
Revenue growth* | -15 367 thousand |
Gross margin** | -3.2% |
Free cash flow margin*** | -2.5% |
*If revenue assumption in the terminal year changes with the assumption change, the headroom is zero.
**If average gross margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
***If free cash flow margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
Note 2.1 - Revenue from contracts with customers
The revenue in the Company is from sale of hydrogen fueling stations, including installation, commissioning, and long-term service agreements. Additionally, the Company earns revenue from replacement parts and accessories in the aftermarket.
The Group\u2019s revenues result from the sale of goods or services and reflect the consideration to which the Group is and expect to be entitled. IFRS 15 requires the Group to assess revenue recognition based on a five-step model. For its customer contracts, the Group identifies the performance obligations (goods or services), determines the transaction price, allocates the contract transaction price to the performance obligations, and recognises the revenue when
(or as) the performance obligations are satisfied.
Revenue recognition is determined on a contract-by-contract basis by determining the terms and performance obligations given in a specific contract. Based on the specific customer contract and its obligations, revenue under IFRS 15 is either recognised at a point in time or over time, 72% (2023: 88%) and 28% (2023: 12%) of revenue in 2023, respectively. Revenue is recognised over-time using the method that best depicts the pattern of the transfer of control over time. The method applied is the cost-to-cost input method, adjusted as time and goods are delivered to the customer. Costs of performance under the contract are expensed as incurred.
Significant accounting judgements \u2013 revenue recognition
The Group applied the following judgements that significantly affect the determination of the timing of revenue from contracts with customers:
Performance obligations
In determining whether revenue from a specific contract can be classified as customised and in turn recognised using a progress-based measurement, several criteria must be evaluated. The first criterion is related to alternative use. Manufacturing a customised product or piece of equipment for a specific customer that would require significant cost to modify to be able to transfer it to another customer, then the contract would likely meet the criteria of no alternative use. The other important criterion is that an
enforceable right to payment exists in the contract between the group and the customer. Right to payment entails that the group has a right to receive payment from the customer if the contract would be terminated. Upon termination at a certain time, the group should be able to recover costs incurred and a reasonable margin.
Determining whether revenue from a contract should be recognised over time or at point in time could have a significant effect on the financial statements and are to some extent dependent upon judgements from management.
Estimation uncertainty \u2013 revenue recognition
The Group applied the following estimations that significantly affect the determination of the timing of revenue from contracts with customers:
Timing - Total contract costs
In a customised customer project, Cavendish uses cost-to-cost input method when measuring progress; thus, the total cost estimates can significantly impact measured progress and
revenue recognition. The total project cost comprises estimates on the ability to execute the planned engineering and design phase, the availability of skilled resources, performance of subcontractors, commodity prices, foreign currency and Cavendish\u2019s manufacturing capacity, productivity and quality.
Type of Goods or Services
The group generates revenue from customer contracts from two principal sources: i) Equipment and ii) Projects, I&C (Installation and Commissioning) and Service. The equipment and projects sales are mainly generated from standard equipment.
Standard equipment
The group recognizes revenue at the point in time at which it satisfies a performance obligation by transferring the control of a good or service to the customer, generally this upon agreed incoterms, which is mainly at shipment. The customer has control of a good or service when it has the ability to direct the use of and obtain substantially all of the remaining benefits from the good or service.
The point in time measurement basis for standard equipment has been the main method of recognizing revenue.
Customized equipment
Most of the group\u2019s revenue stems from standard equipment, however, certain contracts requires customized equipment. Customized equipment occurs when the group is creating a good that it cannot sell to another customer without significant re-work and the group would incur significant economic losses to direct the asset for another use. Such sale of customized equipment is recognized as revenue over-time
if the group has an enforceable right to payment for performance completed to date. The group has not recognized any sale of customized equipment in 2024 or 2023, but this type of sale is considered likely in the future.
Projects
The project contracts typically comprise design, siting, installation, and commissioning of standard product or customized equipment. They often include a standard installation service and commissioning, each assessed as individual performance obligations. Revenue recognition for equipment depends on assessment of standard or customized equipment. Revenue for installation and commissioning is recognized over-time measuring progress using a cost-to-cost input method.
Service
The service contracts typically comprise service and maintenance (S&M), extended warranty, 24/7 remote monitoring, repair, replacement parts and accessories.
For separately sold service and maintenance contracts where the group has agreed to provide routine maintenance services over a period for a fixed price, revenue is recognized on a straight-line basis over the contract period as the stand-ready obligation is time elapsed.
The following table show the revenue from contracts with customers by type of goods or service:
Segments / Type of goods or service | 2024 | 2023 | ||||
Equipment | Project, I&C and Service | Total | Equipment | Project, I&C and Service | Total | |
Timing of revenue recognition | ||||||
Revenue recognised at point in time | 17 740 | 4 511 | 22 251 | 15 988 | 9 548 | 25 536 |
Revenue recognised over time | 0 | 8 756 | 8 756 | 0 | 3 352 | 3 352 |
TOTAL Revenue from contracts with customers | 17 740 | 13 268 | 31 007 | 15 988 | 12 900 | 28 887 |
Onerous contracts
In the circumstance that the unavoidable costs directly related to project is expected to exceed the economic benefits expected to be received under the contract, the estimated loss on the
contract will be recognised in its entirety in the period when such loss is identified. Additional information for onerous contracts is disclosed in note 5.5 \u2018Provisions\u2019.
Contract balances
Equipment contracts with a customer will have milestone payments with variable structures. The contract price will be invoiced when certain criteria are met. A typical milestone structure could be contract acceptance, placement of major supplier purchases, delivery/shipment and complete installation and commissioning. The payment structure of the contracts typically results in advance payments and progress billings exceed the satisfaction of performance obligations in progress. Consequently, creating a net contract liability. In certain circumstances based on the order value, credit worthiness of geographic location, the group may require payment in advance of shipment. The group does not accept returns of product or provide customers refunds or other similar concessions.
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 recognised for the earned consideration that is conditional. As of the balance sheet date, the cumulative costs incurred plus recognised profit (less recognised loss) on each contract is
compared against the advances and progress billings. Where the cumulative costs incurred plus the recognised profits (less recognised losses) exceed advances and progress billings, the balance is presented as due from customers on construction contracts within \u201ccontract assets\u201d. When the contract assets become an unconditional right to consideration they are reclassified and presented separately as trade receivables, usually when invoices are issued to the customers.
Contract liabilities
A contract liability is the obligation to transfer goods or services to a customer for which the 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 recognised when the payment is made, or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the group performs under the contract. Where advances and progress billings exceed the cumulative costs incurred plus recognised profits (less recognised losses), the balance is presented as due to customers on construction contracts within \u201ccontract liabilities\u201d.
Contract balances | 2024 | 2023 | ||||
Contract assets | Contract liabilities | Total | Contract assets | Contract liabilities | Total | |
Rights to consideration on contracts in progress | 1 718 | 9 755 | 11 474 | 7 547 | 7 572 | 15 118 |
Less - advances and progress billings | -290 | -18 874 | -19 164 | -6 906 | -25 033 | -31 938 |
TOTAL Contract assets (liabilities) | 1 429 | -9 119 | 641 | -17 461 |
Contract assets | 2024 | 2023 |
Balance as of 01.01. | 641 | 3 937 |
Transfers from contract assets recognised at the beginning of the period to receivables | -931 | -3 831 |
Increases due to measure of progress in the period | 1 707 | 631 |
Revaluation | 12 | -96 |
Balance as of 31.12. | 1 429 | 641 |
Contract liabilities | 2024 | 2023 |
Balance as of 01.01. | -17 461 | -22 747 |
Revenue from amounts included in contract liabilities at the beginning of the period | 16 874 | 17 052 |
Billings and advances received not recognised as revenue in the period | -8 532 | -12 151 |
Basis adjustment - effect of hedge accounting | 0 | -119 |
Revaluation | 0 | 504 |
Balance as of 31.12. | -9 119 | -17 461 |
Order backlog
The performance obligations in contracts with customers vary from a few months to 4 years. The order backlog as of 31 December 2024, was EUR 17 411 thousands (2023: EUR 32 401
thousands). The transaction price allocated to the remaining performance obligations is illustrated in table below:
as of 31.12.2024 | 2025 | 2026 | 2027 | 2028 or later | Total backlog |
Partly unsatisfied performance obligations | 9 154 | 883 | 544 | 371 | 10 952 |
Unsatisfied performance obligations | 4 737 | 1 696 | 26 | 0 | 6 459 |
TOTAL backlog | 13 891 | 2 579 | 570 | 371 | 17 411 |
as of 31.12.2023 | 2024 | 2025 | 2026 | 2027 or later | Total backlog |
Partly unsatisfied performance obligations | 21 583 | 1 947 | 542 | 213 | 24 284 |
Unsatisfied performance obligations | 4 094 | 3 715 | 307 | 0 | 8 117 |
TOTAL backlog | 25 677 | 5 662 | 849 | 213 | 32 401 |
Note 2.1 - Revenue from contracts with customers
The revenue in the Company is from sale of hydrogen fueling stations, including installation, commissioning, and long-term service agreements. Additionally, the Company earns revenue from replacement parts and accessories in the aftermarket.
The Group\u2019s revenues result from the sale of goods or services and reflect the consideration to which the Group is and expect to be entitled. IFRS 15 requires the Group to assess revenue recognition based on a five-step model. For its customer contracts, the Group identifies the performance obligations (goods or services), determines the transaction price, allocates the contract transaction price to the performance obligations, and recognises the revenue when
(or as) the performance obligations are satisfied.
Revenue recognition is determined on a contract-by-contract basis by determining the terms and performance obligations given in a specific contract. Based on the specific customer contract and its obligations, revenue under IFRS 15 is either recognised at a point in time or over time, 72% (2023: 88%) and 28% (2023: 12%) of revenue in 2023, respectively. Revenue is recognised over-time using the method that best depicts the pattern of the transfer of control over time. The method applied is the cost-to-cost input method, adjusted as time and goods are delivered to the customer. Costs of performance under the contract are expensed as incurred.
Significant accounting judgements \u2013 revenue recognition
The Group applied the following judgements that significantly affect the determination of the timing of revenue from contracts with customers:
Performance obligations
In determining whether revenue from a specific contract can be classified as customised and in turn recognised using a progress-based measurement, several criteria must be evaluated. The first criterion is related to alternative use. Manufacturing a customised product or piece of equipment for a specific customer that would require significant cost to modify to be able to transfer it to another customer, then the contract would likely meet the criteria of no alternative use. The other important criterion is that an
enforceable right to payment exists in the contract between the group and the customer. Right to payment entails that the group has a right to receive payment from the customer if the contract would be terminated. Upon termination at a certain time, the group should be able to recover costs incurred and a reasonable margin.
Determining whether revenue from a contract should be recognised over time or at point in time could have a significant effect on the financial statements and are to some extent dependent upon judgements from management.
Estimation uncertainty \u2013 revenue recognition
The Group applied the following estimations that significantly affect the determination of the timing of revenue from contracts with customers:
Timing - Total contract costs
In a customised customer project, Cavendish uses cost-to-cost input method when measuring progress; thus, the total cost estimates can significantly impact measured progress and
revenue recognition. The total project cost comprises estimates on the ability to execute the planned engineering and design phase, the availability of skilled resources, performance of subcontractors, commodity prices, foreign currency and Cavendish\u2019s manufacturing capacity, productivity and quality.
Type of Goods or Services
The group generates revenue from customer contracts from two principal sources: i) Equipment and ii) Projects, I&C (Installation and Commissioning) and Service. The equipment and projects sales are mainly generated from standard equipment.
Standard equipment
The group recognizes revenue at the point in time at which it satisfies a performance obligation by transferring the control of a good or service to the customer, generally this upon agreed incoterms, which is mainly at shipment. The customer has control of a good or service when it has the ability to direct the use of and obtain substantially all of the remaining benefits from the good or service.
The point in time measurement basis for standard equipment has been the main method of recognizing revenue.
Customized equipment
Most of the group\u2019s revenue stems from standard equipment, however, certain contracts requires customized equipment. Customized equipment occurs when the group is creating a good that it cannot sell to another customer without significant re-work and the group would incur significant economic losses to direct the asset for another use. Such sale of customized equipment is recognized as revenue over-time
if the group has an enforceable right to payment for performance completed to date. The group has not recognized any sale of customized equipment in 2024 or 2023, but this type of sale is considered likely in the future.
Projects
The project contracts typically comprise design, siting, installation, and commissioning of standard product or customized equipment. They often include a standard installation service and commissioning, each assessed as individual performance obligations. Revenue recognition for equipment depends on assessment of standard or customized equipment. Revenue for installation and commissioning is recognized over-time measuring progress using a cost-to-cost input method.
Service
The service contracts typically comprise service and maintenance (S&M), extended warranty, 24/7 remote monitoring, repair, replacement parts and accessories.
For separately sold service and maintenance contracts where the group has agreed to provide routine maintenance services over a period for a fixed price, revenue is recognized on a straight-line basis over the contract period as the stand-ready obligation is time elapsed.
The following table show the revenue from contracts with customers by type of goods or service:
Segments / Type of goods or service | 2024 | 2023 | ||||
Equipment | Project, I&C and Service | Total | Equipment | Project, I&C and Service | Total | |
Timing of revenue recognition | ||||||
Revenue recognised at point in time | 17 740 | 4 511 | 22 251 | 15 988 | 9 548 | 25 536 |
Revenue recognised over time | 0 | 8 756 | 8 756 | 0 | 3 352 | 3 352 |
TOTAL Revenue from contracts with customers | 17 740 | 13 268 | 31 007 | 15 988 | 12 900 | 28 887 |
Onerous contracts
In the circumstance that the unavoidable costs directly related to project is expected to exceed the economic benefits expected to be received under the contract, the estimated loss on the
contract will be recognised in its entirety in the period when such loss is identified. Additional information for onerous contracts is disclosed in note 5.5 \u2018Provisions\u2019.
Contract balances
Equipment contracts with a customer will have milestone payments with variable structures. The contract price will be invoiced when certain criteria are met. A typical milestone structure could be contract acceptance, placement of major supplier purchases, delivery/shipment and complete installation and commissioning. The payment structure of the contracts typically results in advance payments and progress billings exceed the satisfaction of performance obligations in progress. Consequently, creating a net contract liability. In certain circumstances based on the order value, credit worthiness of geographic location, the group may require payment in advance of shipment. The group does not accept returns of product or provide customers refunds or other similar concessions.
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 recognised for the earned consideration that is conditional. As of the balance sheet date, the cumulative costs incurred plus recognised profit (less recognised loss) on each contract is
compared against the advances and progress billings. Where the cumulative costs incurred plus the recognised profits (less recognised losses) exceed advances and progress billings, the balance is presented as due from customers on construction contracts within \u201ccontract assets\u201d. When the contract assets become an unconditional right to consideration they are reclassified and presented separately as trade receivables, usually when invoices are issued to the customers.
Contract liabilities
A contract liability is the obligation to transfer goods or services to a customer for which the 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 recognised when the payment is made, or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the group performs under the contract. Where advances and progress billings exceed the cumulative costs incurred plus recognised profits (less recognised losses), the balance is presented as due to customers on construction contracts within \u201ccontract liabilities\u201d.
Contract balances | 2024 | 2023 | ||||
Contract assets | Contract liabilities | Total | Contract assets | Contract liabilities | Total | |
Rights to consideration on contracts in progress | 1 718 | 9 755 | 11 474 | 7 547 | 7 572 | 15 118 |
Less - advances and progress billings | -290 | -18 874 | -19 164 | -6 906 | -25 033 | -31 938 |
TOTAL Contract assets (liabilities) | 1 429 | -9 119 | 641 | -17 461 |
Contract assets | 2024 | 2023 |
Balance as of 01.01. | 641 | 3 937 |
Transfers from contract assets recognised at the beginning of the period to receivables | -931 | -3 831 |
Increases due to measure of progress in the period | 1 707 | 631 |
Revaluation | 12 | -96 |
Balance as of 31.12. | 1 429 | 641 |
Contract liabilities | 2024 | 2023 |
Balance as of 01.01. | -17 461 | -22 747 |
Revenue from amounts included in contract liabilities at the beginning of the period | 16 874 | 17 052 |
Billings and advances received not recognised as revenue in the period | -8 532 | -12 151 |
Basis adjustment - effect of hedge accounting | 0 | -119 |
Revaluation | 0 | 504 |
Balance as of 31.12. | -9 119 | -17 461 |
Order backlog
The performance obligations in contracts with customers vary from a few months to 4 years. The order backlog as of 31 December 2024, was EUR 17 411 thousands (2023: EUR 32 401
thousands). The transaction price allocated to the remaining performance obligations is illustrated in table below:
as of 31.12.2024 | 2025 | 2026 | 2027 | 2028 or later | Total backlog |
Partly unsatisfied performance obligations | 9 154 | 883 | 544 | 371 | 10 952 |
Unsatisfied performance obligations | 4 737 | 1 696 | 26 | 0 | 6 459 |
TOTAL backlog | 13 891 | 2 579 | 570 | 371 | 17 411 |
as of 31.12.2023 | 2024 | 2025 | 2026 | 2027 or later | Total backlog |
Partly unsatisfied performance obligations | 21 583 | 1 947 | 542 | 213 | 24 284 |
Unsatisfied performance obligations | 4 094 | 3 715 | 307 | 0 | 8 117 |
TOTAL backlog | 25 677 | 5 662 | 849 | 213 | 32 401 |
Note 2.2 - Other income
(Amounts in EUR thousands) | 2024 | 2023 |
Government grants | 343 | 1 017 |
Other income | 0 | 489 |
TOTAL Other operating income | 343 | 1 506 |
Government grants are provided to Cavendish Hydrogen A/S and relate to assets amortized. Refer to note 5.2 for additional information on government grants.
Note 2.2 - Other income
(Amounts in EUR thousands) | 2024 | 2023 |
Government grants | 343 | 1 017 |
Other income | 0 | 489 |
TOTAL Other operating income | 343 | 1 506 |
Government grants are provided to Cavendish Hydrogen A/S and relate to assets amortized. Refer to note 5.2 for additional information on government grants.
Note 5.3 - Deferred income
(Amounts in EUR thousands) | 2024 | 2023 |
Government grants | 2 014 | 1 392 |
TOTAL deferred income | 2 014 | 1 392 |
Government grants
Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached conditions will be complied with. When the grants relate to an expense item, it is normally recognised as other operating income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed.
Grants received that relate to an acquisition
or development of assets has been presented \"gross\" in Cavendish's financial statements. A gross presentation entails that the grant received is presented separately as deferred income. The deferred income is presented as a non-current liability and is amortised over the useful life of the related asset. The amortised part of the deferred income is presented as other operating income in the statement of comprehensive income.
Government grants (Amounts in EUR thousands) | 2024 | 2023 |
As of 31.12.2023 | 1 392 | 2 011 |
Grants received | 940 | 181 |
Income recognised within 'other operating income' in 2024 (note 2.2) | -343 | -1 017 |
Translation difference | 26 | 217 |
As of 31.12.2024 | 2 014 | 1 392 |
The aging schedule shows the remaining governments grants divided in the year the grants was initially received.
The group is not aware of any unfulfilled conditions associated with these grants.
Deferred income aging schedule | <2021 | 2021 | 2022 | 2023 | 2024 | TOTAL |
Government grants as of 31.12.2024 | 670 | 193 | 173 | 38 | 940 | 2.014 |
Government grants as of 31.12.2023 | 969 | 236 | 154 | 33 | 0 | 1.392 |
Note 2.2 - Other income
(Amounts in EUR thousands) | 2024 | 2023 |
Government grants | 343 | 1 017 |
Other income | 0 | 489 |
TOTAL Other operating income | 343 | 1 506 |
Government grants are provided to Cavendish Hydrogen A/S and relate to assets amortized. Refer to note 5.2 for additional information on government grants.
Note 2.6 - Other operating expenses
(Amounts in EUR thousands) | 2024 | 2023 |
Research and development expenditure | 688 | 1 201 |
Utilities | 134 | 138 |
Professional fees | 4 665 | 2 881 |
Travel expenses | 1 479 | 1 693 |
IT and communication costs | 1 356 | 1 132 |
Changes in provisions | 336 | -2 237 |
Repair and maintenance | 165 | 109 |
Premises costs | 302 | 541 |
Sub supplier services | 956 | 3 330 |
Other expenses | 3 697 | 3 344 |
TOTAL Other operating expenses | 13 779 | 12 132 |
Note 2.3 - Segment information
Cavendish identifies its reportable segments and discloses segment information under IFRS 8 Operating Segments. This standard requires Cavendish to identify its segments according to the organization and reporting structure used by management. The executive management group is the chief operating decision maker and monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment.
The group operates within three main segments; \u2018Equipment\u2019, \u2018Projects, I&C and Service\u2019 and
\u2018Corporate and other\u2019. The identification of segments in the group is made based on the different types of services the division offers and is supplemented by the location of the group\u2019s legal entities.
Segment performance is evaluated based revenues and EBITDA and is measured consistently with the consolidated financial statements.
Billing of goods and services between operating segments are effected on an arm\u2019s length basis.
2024 | Operating segments | |||
Revenues by geographic region based on customer location | Equipment | Project, I&C and Service | Corporate and other | Total |
Norway | 0 | 228 | 0 | 228 |
Europe ex Norway | 279 | 5 001 | 0 | 5 280 |
North America | 17 461 | 6 828 | 0 | 24 289 |
Asia | 0 | 1 211 | 0 | 1 211 |
TOTAL Revenue from contracts with customers | 17 740 | 13 268 | 0 | 31 007 |
Other operating income | 0 | 0 | 343 | 343 |
Operating expenses excluding depreciation, amortisation and impairment | -10 960 | -19 654 | -19 714 | -50 328 |
EBITDA | 6 779 | -6 386 | -19 371 | -18 978 |
Cavendish generates sales with large customers, in particular related to the sale of equipment, which is individually above 10%. Year 2024 includes revenues from two undisclosed US customers which accounted for approximately 53% and 12%, representing a total 65% of
revenue from contracts with customers in 2024.
In 2023, revenue from four customers accounted for 67% of total revenues with 22%, 19%, 15% and 11% respectively.
2023 | Operating segments | |||
Revenues by geographic region based on customer location | Equipment | Project, I&C and Service | Corporate and other | Total |
Norway | 0 | 135 | 0 | 135 |
Europe ex Norway | 8 879 | 4 464 | 0 | 13 343 |
North America | 7 110 | 7 0793 | 0 | 14 202 |
Asia | 0 | 1 207 | 0 | 1 207 |
TOTAL Revenue from contracts with customers | 15 988 | 12 899 | 0 | 28 887 |
Other operating income | 0 | 0 | 1 506 | 1 506 |
Operating expenses excluding depreciation, amortisation and impairment | -16 187 | -17 542 | -16 034 | -49 763 |
EBITDA | -199 | -4 643 | -14 528 | -19 370 |
Intangible assets, Property, plant and equipment and total assets by geography | Intangible assets | Property, plant and equipment | Total assets | |||
2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
Norway | 0 | 0 | 0 | 0 | 34 155 | 0 |
Denmark | 12 608 | 8 683 | 9 960 | 10 153 | 49 323 | 49 830 |
USA | 0 | 0 | 1 287 | 1 504 | 9 392 | 14 470 |
South Korea | 0 | 0 | 149 | 223 | 2 330 | 3 238 |
Balance as of 31.12. | 12 608 | 8 683 | 11 395 | 11 880 | 95 199 | 67 538 |
Note 2.4 - Raw materials
Raw materials in the income statement comprise the following:
(Amounts in EUR thousands) | 2024 | 2023 |
Raw material | 14 691 | 13 366 |
Freight expense | 408 | 798 |
TOTAL | 15 099 | 14 164 |
Note 2.4 - Raw materials
Raw materials in the income statement comprise the following:
(Amounts in EUR thousands) | 2024 | 2023 |
Raw material | 14 691 | 13 366 |
Freight expense | 408 | 798 |
TOTAL | 15 099 | 14 164 |
Note 2.5 - Personnel expenses
(Amounts in EUR thousands) | 2024 | 2023 |
Salaries1 | 22 386 | 21 947 |
Social security tax | 970 | 1 206 |
Pension expense | 1 699 | 1 517 |
Other payroll expenses2 | 833 | 857 |
Capitalised salary to technology development | -4 436 | -2 060 |
TOTAL | 21 451 | 23 467 |
1 Included here are expenses amounting to EUR 256 thousands to a pro-rata accrual related to the Group\u2019s one-time cash-settled Long Term Incentive Program for the executive management and certain key employees, which will be settled on 12 July 2025 subject to continued employment. 2 Included here are expenses amounting to EUR 277 (2023: EUR 92) thousands related to the Group\u2019s RSU program (EUR 232 thou-sands) and legacy share option program from Nel ASA (EUR 45 thousand, accelerated vesting at spin-off). |
2024 | 2023 | |
Average number of full time employees | 246 | 255 |
Hereof women | 44 | 48 |
Share-based payments
Cavendish compensate selected employees with Restricted Share Units (RSU's) as part of a program to incentivize and retain key employees. When granted, there is only service-time based vesting conditions, which is between 2-3 years. Vesting requires the RSU-holder to
still be an employee in the Group. The share-based payment is equity-settled. Each RSU, when exercised will give the right to one share in the Group. The RSU's are granted without consideration.
Recognition, costs and social security provisions
The fair value of the RSU's are measured as the grant-date price of the Company's shares, and employees are not entitled to potential dividends while the RSU is unvested. The cost of the RSU's are recognized over the service period in accordance with IFRS 2 - Share-based payment.
Social security tax provisions are accrued on a quarterly basis and becomes payable at exercise of the RSUs. The social security tax provisions are estimated based on the gain on the share-based instruments multiplied with the relevant social security tax rate.
The total expense recognised for the share-based programs, excluding social security, during 2024 was EUR 232 thousands. The total social security accruals at the end of the year are EUR 2 thousands. The total intrinsic value of the company's share-based instruments is EUR 232 thousands as of 31 December 2024.
Pensions
The group has defined contribution pension scheme for its employees. This scheme is funded through payments to insurance companies. A defined contribution plan is one under which the group pays fixed contributions to a separate legal entity. The group has no legal or constructive obligations to pay further
contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. For defined contribution plans, the group pays contribution to publicly or privately administered pension insurance plans on an obligatory, contractual or voluntary basis. The group has no further payment obligations once the contributions have been paid. The contributions are recognised as a salary expense when they fall due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.
The parent company has pension plans that meet the requirements of the Pension Act of Norway. The Danish and the US subsidiary have pension plans that meet their respective requirements.
Restricted share units held by members of group management | Expiry1 | ||||||
Name | Opening balance | Granted | Vested | Closing balance | 2026 | 2027 | Total intrinsic value 31 Dec 20242 |
Robert Borin | 0 | 189 040 | 0 | 189 040 | 94 520 | 94 520 | 65 |
Marcus Halland | 0 | 96 666 | 0 | 96 666 | 48 333 | 48 333 | 33 |
Other members of group management | 0 | 394 658 | 0 | 394 658 | 197 329 | 197 329 | 135 |
TOTAL | 0 | 680 364 | 0 | 680 364 | 340 182 | 340 182 | 232 |
1\tAll RSU's are granted and vested on 12 July in a given fiscal year. 2\tThe RSU's have a strike price of EUR 0. |
Note 2.5 - Personnel expenses
(Amounts in EUR thousands) | 2024 | 2023 |
Salaries1 | 22 386 | 21 947 |
Social security tax | 970 | 1 206 |
Pension expense | 1 699 | 1 517 |
Other payroll expenses2 | 833 | 857 |
Capitalised salary to technology development | -4 436 | -2 060 |
TOTAL | 21 451 | 23 467 |
1 Included here are expenses amounting to EUR 256 thousands to a pro-rata accrual related to the Group\u2019s one-time cash-settled Long Term Incentive Program for the executive management and certain key employees, which will be settled on 12 July 2025 subject to continued employment. 2 Included here are expenses amounting to EUR 277 (2023: EUR 92) thousands related to the Group\u2019s RSU program (EUR 232 thou-sands) and legacy share option program from Nel ASA (EUR 45 thousand, accelerated vesting at spin-off). |
2024 | 2023 | |
Average number of full time employees | 246 | 255 |
Hereof women | 44 | 48 |
Share-based payments
Cavendish compensate selected employees with Restricted Share Units (RSU's) as part of a program to incentivize and retain key employees. When granted, there is only service-time based vesting conditions, which is between 2-3 years. Vesting requires the RSU-holder to
still be an employee in the Group. The share-based payment is equity-settled. Each RSU, when exercised will give the right to one share in the Group. The RSU's are granted without consideration.
Recognition, costs and social security provisions
The fair value of the RSU's are measured as the grant-date price of the Company's shares, and employees are not entitled to potential dividends while the RSU is unvested. The cost of the RSU's are recognized over the service period in accordance with IFRS 2 - Share-based payment.
Social security tax provisions are accrued on a quarterly basis and becomes payable at exercise of the RSUs. The social security tax provisions are estimated based on the gain on the share-based instruments multiplied with the relevant social security tax rate.
The total expense recognised for the share-based programs, excluding social security, during 2024 was EUR 232 thousands. The total social security accruals at the end of the year are EUR 2 thousands. The total intrinsic value of the company's share-based instruments is EUR 232 thousands as of 31 December 2024.
Pensions
The group has defined contribution pension scheme for its employees. This scheme is funded through payments to insurance companies. A defined contribution plan is one under which the group pays fixed contributions to a separate legal entity. The group has no legal or constructive obligations to pay further
contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods. For defined contribution plans, the group pays contribution to publicly or privately administered pension insurance plans on an obligatory, contractual or voluntary basis. The group has no further payment obligations once the contributions have been paid. The contributions are recognised as a salary expense when they fall due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.
The parent company has pension plans that meet the requirements of the Pension Act of Norway. The Danish and the US subsidiary have pension plans that meet their respective requirements.
Restricted share units held by members of group management | Expiry1 | ||||||
Name | Opening balance | Granted | Vested | Closing balance | 2026 | 2027 | Total intrinsic value 31 Dec 20242 |
Robert Borin | 0 | 189 040 | 0 | 189 040 | 94 520 | 94 520 | 65 |
Marcus Halland | 0 | 96 666 | 0 | 96 666 | 48 333 | 48 333 | 33 |
Other members of group management | 0 | 394 658 | 0 | 394 658 | 197 329 | 197 329 | 135 |
TOTAL | 0 | 680 364 | 0 | 680 364 | 340 182 | 340 182 | 232 |
1\tAll RSU's are granted and vested on 12 July in a given fiscal year. 2\tThe RSU's have a strike price of EUR 0. |
2024 | 2023 | |
Average number of full time employees | 246 | 255 |
Hereof women | 44 | 48 |
Note 2.6 - Other operating expenses
(Amounts in EUR thousands) | 2024 | 2023 |
Research and development expenditure | 688 | 1 201 |
Utilities | 134 | 138 |
Professional fees | 4 665 | 2 881 |
Travel expenses | 1 479 | 1 693 |
IT and communication costs | 1 356 | 1 132 |
Changes in provisions | 336 | -2 237 |
Repair and maintenance | 165 | 109 |
Premises costs | 302 | 541 |
Sub supplier services | 956 | 3 330 |
Other expenses | 3 697 | 3 344 |
TOTAL Other operating expenses | 13 779 | 12 132 |
Note 2.7 - Finance income and cost
(Amounts in EUR thousands) | 2024 | 2023 |
Interest income | 1 289 | 153 |
Other | 294 | 0 |
Finance income | 1 582 | 153 |
Interest expense | 209 | 2 125 |
Interest expense lease liabilities | 52 | 49 |
Net foreign exchange loss | 432 | 830 |
Change in fair value financial instruments | 842 | 2 736 |
Finance cost | 1 535 | 5 740 |
Net finance income (cost) | 48 | -5 587 |
The change in fair value financial instruments is due to change in fair value of Cavendish\u2019s shareholding in HyNet.
Note 2.7 - Finance income and cost
(Amounts in EUR thousands) | 2024 | 2023 |
Interest income | 1 289 | 153 |
Other | 294 | 0 |
Finance income | 1 582 | 153 |
Interest expense | 209 | 2 125 |
Interest expense lease liabilities | 52 | 49 |
Net foreign exchange loss | 432 | 830 |
Change in fair value financial instruments | 842 | 2 736 |
Finance cost | 1 535 | 5 740 |
Net finance income (cost) | 48 | -5 587 |
The change in fair value financial instruments is due to change in fair value of Cavendish\u2019s shareholding in HyNet.
Note 2.7 - Finance income and cost
(Amounts in EUR thousands) | 2024 | 2023 |
Interest income | 1 289 | 153 |
Other | 294 | 0 |
Finance income | 1 582 | 153 |
Interest expense | 209 | 2 125 |
Interest expense lease liabilities | 52 | 49 |
Net foreign exchange loss | 432 | 830 |
Change in fair value financial instruments | 842 | 2 736 |
Finance cost | 1 535 | 5 740 |
Net finance income (cost) | 48 | -5 587 |
The change in fair value financial instruments is due to change in fair value of Cavendish\u2019s shareholding in HyNet.
Note 2.7 - Finance income and cost
(Amounts in EUR thousands) | 2024 | 2023 |
Interest income | 1 289 | 153 |
Other | 294 | 0 |
Finance income | 1 582 | 153 |
Interest expense | 209 | 2 125 |
Interest expense lease liabilities | 52 | 49 |
Net foreign exchange loss | 432 | 830 |
Change in fair value financial instruments | 842 | 2 736 |
Finance cost | 1 535 | 5 740 |
Net finance income (cost) | 48 | -5 587 |
The change in fair value financial instruments is due to change in fair value of Cavendish\u2019s shareholding in HyNet.
Note 2.7 - Finance income and cost
(Amounts in EUR thousands) | 2024 | 2023 |
Interest income | 1 289 | 153 |
Other | 294 | 0 |
Finance income | 1 582 | 153 |
Interest expense | 209 | 2 125 |
Interest expense lease liabilities | 52 | 49 |
Net foreign exchange loss | 432 | 830 |
Change in fair value financial instruments | 842 | 2 736 |
Finance cost | 1 535 | 5 740 |
Net finance income (cost) | 48 | -5 587 |
The change in fair value financial instruments is due to change in fair value of Cavendish\u2019s shareholding in HyNet.
Note 2.7 - Finance income and cost
(Amounts in EUR thousands) | 2024 | 2023 |
Interest income | 1 289 | 153 |
Other | 294 | 0 |
Finance income | 1 582 | 153 |
Interest expense | 209 | 2 125 |
Interest expense lease liabilities | 52 | 49 |
Net foreign exchange loss | 432 | 830 |
Change in fair value financial instruments | 842 | 2 736 |
Finance cost | 1 535 | 5 740 |
Net finance income (cost) | 48 | -5 587 |
The change in fair value financial instruments is due to change in fair value of Cavendish\u2019s shareholding in HyNet.
Note 2.7 - Finance income and cost
(Amounts in EUR thousands) | 2024 | 2023 |
Interest income | 1 289 | 153 |
Other | 294 | 0 |
Finance income | 1 582 | 153 |
Interest expense | 209 | 2 125 |
Interest expense lease liabilities | 52 | 49 |
Net foreign exchange loss | 432 | 830 |
Change in fair value financial instruments | 842 | 2 736 |
Finance cost | 1 535 | 5 740 |
Net finance income (cost) | 48 | -5 587 |
The change in fair value financial instruments is due to change in fair value of Cavendish\u2019s shareholding in HyNet.
Note 3.4 - Non-current financial assets
(Amounts in EUR thousands) | 2024 | 2023 |
Investment in Hydrogen Energy Network (HyNet) | 0 | 872 |
Other non-current financial assets | 207 | 163 |
Balance as of 31.12. | 207 | 1 035 |
Hydrogen Energy Network (HyNet)
The group\u2019s shareholdings in Hydrogen Energy Network (HyNet) constitute a 4.75 % ownership interest. HyNet is structured as a Special Purpose Company and is principally engaged in expanding the hydrogen fueling infrastructure in South Korea.
During 2024, the Group recognised negative fair value adjustment of EUR 872 thousand in the HyNet investment. The fair value adjustment is based on the financial situation in the company
is strained and the company needs additional capital either through capital increases, investor loans or external loans. Therefore, a negative fair value adjustment is assessed prudent and unbiased. The accumulated cost of shares in HyNet is EUR 3 800 thousand and cost less fair value adjustments equals EUR 0 per 31 December 2024. The shares are unquoted and there have not been any transactions of an identical or similar instrument.
Note 2.8 - Income taxes
The tax expense in the statement of comprehensive income comprises of the tax payable for the period and of the change in deferred tax. Deferred tax is calculated at the prevailing tax rate in the respective countries where the parent company and subsidiaries are tax resident. Deferred tax is calculated based on temporary differences that exist between
accounting and tax values, as well as any tax loss carry forward at the end of the financial year. The deferred tax asset is recognised if it is probable that the company will have a sufficient tax profit to be able to utilise the tax asset.
Significant accounting judgements \u2013 Deferred tax assets
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies.
The group has EUR 31 394 thousand of tax
amounts from tax losses carried forward (EUR 26 576 thousand in 2022). These losses relate to subsidiaries that have a history of losses, do not expire, and to some extent may not be used to offset taxable income elsewhere in the group. On this basis, the group has determined that it cannot recognise deferred tax assets from the tax losses carried forward. Deferred tax assets not recognised in the statement of financial statement amount to EUR 31 816 thousand in 2023 (27 331 in 2022).
Calculations of the tax base for the year | 2024 | 2023 |
Income (loss) before tax | -23 555 | -29 692 |
Permanent differences | -509 | -1 306 |
Change in temporary differences | -1 972 | 4 093 |
Use of tax losses carried forward | 3 352 | 3 355 |
The year's taxable income | -22 685 | -23 550 |
Reconciliation of tax expense to Norwegian nominal statutory tax rate | 2024 | 2023 |
Nominal tax rate | 22% | 22% |
Income (loss) before tax | -23 555 | -29 692 |
Tax this years income (loss), estimated | -5 182 | -6 532 |
Tax effect of: | ||
Tax rates different from Norway | 83 | 70 |
Permanent differences | -107 | -287 |
Change in tax rates recognised in temporary differences | 0 | 0 |
Change in deferred tax | -58 | -59 |
Change in not recognized deferred tax assets (tax liabilities) | 5 214 | 6 753 |
Other differences | -746 | -742 |
Currency translation differences | 0 | -7 |
Income tax expense | -796 | -804 |
Income tax expense comprise | 2024 | 2023 |
Income tax payable | -737 | -745 |
Change in deferred tax | -58 | -59 |
Other | 0 | 0 |
Total income tax expense (income) | -796 | -804 |
Tax effects of temporary differences | 2024 | 2023 |
Trade receivables and customers contracts | -174 | 38 |
Intangible assets | 2 432 | 1 597 |
Property, plant and equipment | -1 379 | -1 092 |
Inventories | 145 | 133 |
Accrued warranty | -356 | -477 |
Leases | 6 | 15 |
Deferred income | -708 | -80 |
Other accruals | -86 | -801 |
Shares and other investments | -274 | 0 |
Tax losses carry forward | -31 394 | -26 576 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset | -796 | -804 |
Reconciliation to statement of financial position | 2024 | 2023 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset not recognised in statement of financial position | 31 816 | 27 331 |
Deferred tax liability in the statement of financial position | 29 | 88 |
Changes in recognised deferred tax liability | 2024 | 2023 |
Balance as of 01.01. | 88 | 147 |
Recognised in the income statement | -58 | -60 |
Translation differences on deferred taxes | 0 | 1 |
Balance as of 31.12. | 29 | 88 |
The majority of the deferred tax asset is related to tax losses carry forward. As of 31 December 2024, it is considered not to be likely that the deferred tax asset can be utilised in near future, therefore no deferred tax asset has been
capitalised. Table below show net operating losses carried forward by country multiplied with the tax rate, the deferred tax asset not recognised.
Tax losses carry forward by country | 2024 | 2023 |
Norway | 38 | 0 |
Denmark | 22 840 | 19 897 |
United States | 7 925 | 5 589 |
South Korea | 590 | 1 090 |
Balance as of 31.12. | 31 394 | 26 576 |
Note 2.8 - Income taxes
The tax expense in the statement of comprehensive income comprises of the tax payable for the period and of the change in deferred tax. Deferred tax is calculated at the prevailing tax rate in the respective countries where the parent company and subsidiaries are tax resident. Deferred tax is calculated based on temporary differences that exist between
accounting and tax values, as well as any tax loss carry forward at the end of the financial year. The deferred tax asset is recognised if it is probable that the company will have a sufficient tax profit to be able to utilise the tax asset.
Significant accounting judgements \u2013 Deferred tax assets
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies.
The group has EUR 31 394 thousand of tax
amounts from tax losses carried forward (EUR 26 576 thousand in 2022). These losses relate to subsidiaries that have a history of losses, do not expire, and to some extent may not be used to offset taxable income elsewhere in the group. On this basis, the group has determined that it cannot recognise deferred tax assets from the tax losses carried forward. Deferred tax assets not recognised in the statement of financial statement amount to EUR 31 816 thousand in 2023 (27 331 in 2022).
Calculations of the tax base for the year | 2024 | 2023 |
Income (loss) before tax | -23 555 | -29 692 |
Permanent differences | -509 | -1 306 |
Change in temporary differences | -1 972 | 4 093 |
Use of tax losses carried forward | 3 352 | 3 355 |
The year's taxable income | -22 685 | -23 550 |
Reconciliation of tax expense to Norwegian nominal statutory tax rate | 2024 | 2023 |
Nominal tax rate | 22% | 22% |
Income (loss) before tax | -23 555 | -29 692 |
Tax this years income (loss), estimated | -5 182 | -6 532 |
Tax effect of: | ||
Tax rates different from Norway | 83 | 70 |
Permanent differences | -107 | -287 |
Change in tax rates recognised in temporary differences | 0 | 0 |
Change in deferred tax | -58 | -59 |
Change in not recognized deferred tax assets (tax liabilities) | 5 214 | 6 753 |
Other differences | -746 | -742 |
Currency translation differences | 0 | -7 |
Income tax expense | -796 | -804 |
Income tax expense comprise | 2024 | 2023 |
Income tax payable | -737 | -745 |
Change in deferred tax | -58 | -59 |
Other | 0 | 0 |
Total income tax expense (income) | -796 | -804 |
Tax effects of temporary differences | 2024 | 2023 |
Trade receivables and customers contracts | -174 | 38 |
Intangible assets | 2 432 | 1 597 |
Property, plant and equipment | -1 379 | -1 092 |
Inventories | 145 | 133 |
Accrued warranty | -356 | -477 |
Leases | 6 | 15 |
Deferred income | -708 | -80 |
Other accruals | -86 | -801 |
Shares and other investments | -274 | 0 |
Tax losses carry forward | -31 394 | -26 576 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset | -796 | -804 |
Reconciliation to statement of financial position | 2024 | 2023 |
Deferred tax asset | -31 787 | -27 244 |
Deferred tax asset not recognised in statement of financial position | 31 816 | 27 331 |
Deferred tax liability in the statement of financial position | 29 | 88 |
Changes in recognised deferred tax liability | 2024 | 2023 |
Balance as of 01.01. | 88 | 147 |
Recognised in the income statement | -58 | -60 |
Translation differences on deferred taxes | 0 | 1 |
Balance as of 31.12. | 29 | 88 |
The majority of the deferred tax asset is related to tax losses carry forward. As of 31 December 2024, it is considered not to be likely that the deferred tax asset can be utilised in near future, therefore no deferred tax asset has been
capitalised. Table below show net operating losses carried forward by country multiplied with the tax rate, the deferred tax asset not recognised.
Tax losses carry forward by country | 2024 | 2023 |
Norway | 38 | 0 |
Denmark | 22 840 | 19 897 |
United States | 7 925 | 5 589 |
South Korea | 590 | 1 090 |
Balance as of 31.12. | 31 394 | 26 576 |
Note 2.9 - Earnings per share
Earnings per share are calculated by dividing the profit/loss for the year by the corresponding weighted average of the number of outstanding shares during the reporting period. \u2018Diluted earnings per share\u2019 is based on the same calculation as for earnings per share, but it also considers all potential shares with dilutive effect that have been outstanding during the period. Potential shares relate to agreements that confer the right to issue shares in future. Options and RSU\u2019s are excluded if their effect would have been anti-dilutive.
Earnings per share is calculated as profit/(loss) attributable to the equity holders of the parent company divided by the average number of shares outstanding.
The Company was established 13 March 2024, and the Group had no shares outstanding in 2023. The Company was established with a share capital of NOK 1 milllion (EUR 88 802) and 5 000 000 shares.
The Company became the parent of the Cavendish Group following a reorganisation on 30 April 2024. Subsequent the reorganisation, the share capital of the Company is NOK 67 236 290 (EUR 5 889 thousand) with a total number of shares of 33 618 145. The proforma earnings per share for 2023 have been presented as if these shares were outstanding for 2023.
(Amounts in EUR thousands) | 2024 | 2023 |
Net loss attributable to the equity holders of the parent company and for the purpose of basic and diluted shares | -22 759 | -28 889 |
Basic earnings per share | ||
Issued ordinary shares at 1 January | 0 | 0 |
RSU's exercised | 0 | 0 |
Share issued | 33 618 145 | 0 |
Issued ordinary shares at 31 December | 33 618 145 | 0 |
Effect of weighting (RSU's exercised and share issued during the year) | 0 | 0 |
Weighted-average number of shares outstanding for the purpose of basic earnings per share | 33 618 145 | 33 618 145 |
Basic earnings per share for loss attributable to the equity holders of the parent company (EUR) | -0.68 | -0.86 |
Diluted earnings per share | ||
Weighted-average number of shares outstanding for the purpose of basic earnings per share | 33 618 145 | 33 618 145 |
Effect of RSU's on issue1 | 0 | 0 |
Weighted-average number of shares outstanding for the purpose of diluted earnings per share | 33 618 145 | 33 618 145 |
Diluted earnings per share for loss attributable to the equity holders of the parent company (EUR) | -0.68 | -0.86 |
1 As of 31 December 2024, 680 364 weighted-average RSU\u2019s were excluded from the diluted weighted-average number of ordinary shares calculation because their effect would have been anti-dilutive (earnings per share is negative).\t |
Note 3.1 - Intangible assets
Research and development
Research activities are defined as activities whose purpose is to generate new technological understanding or knowledge. Research costs are expensed as incurred.
Capitalised development costs are recognised at historical cost after the deduction of accumulated amortisations and impairments. The capitalised value is amortised over the period of expected future earnings from the related project on a straight-line basis.
As an indication of the level of internal technology costs, Cavendish had in 2024 60 research and development professionals globally developing the next generation of fueling stations.
Cavendish has recognized on the statement of Financial Position Technology from internal development of EUR 12 066 thousand as of 31.12.2024.
Significant accounting judgements - Development costs
Development expenditures on an individual project are recognised as an intangible asset when the group can demonstrate:
The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
How the asset will generate future economic benefits
Its intention to complete and its ability and intention to use or sell the asset
The availability of resources to complete the asset
The ability to measure reliably the expenditure during development
To demonstrate technical feasibility and availability of resources, it should be a high certainty that Cavendish has the intention and ability to complete. Cavendish categorises its intention and ability to complete in a matrix
with the overarching risk to complete buckets low, medium and high. In the phase of a project where the risk of completing is medium to high, then the development costs are expensed as incurred. A capitalised development project commence amortisation when a succesful pilot is demonstrated. After a succesful pilot, the technology is in the condition necessary for it to be capable of operating in the manner indented by management and enters \u2018ramp-up\u2019 stage. Subsequent expenditure is maintenance of existing technology (expensed).
Total technology spend for 2024 was EUR 9 963 (8 144) thousand, of which EUR 6 231 (3 044) million and EUR 3 732 (5 100) thousand has been capitalised and expensed, respectively.
Useful life, amortisation plan
Technology has a useful life of 3-7 years
Customer relationship has a useful life of 7-10 years
Goodwill has indefinite life
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Acquisition cost as of 01.01.2023 | 20 208 | 281 | 20 489 |
Additions from internal development | 2 842 | 0 | 2 842 |
Additions aqcuired separately | 202 | 0 | 202 |
Disposals | -3 008 | 0 | -3 008 |
Currency effects | -153 | -13 | -166 |
Acquisition cost as of 31.12.2023 | 20 091 | 268 | 20 359 |
Additions from internal development | 6 038 | 0 | 6 038 |
Additions aqcuired separately | 193 | 0 | 193 |
Disposals | -118 | 0 | -118 |
Currency effects | 18 | 0 | 18 |
Acquisition cost as of 31.12.2024 | 26 221 | 268 | 26 489 |
Accumulated amortisation and impairment as of 01.01.2023 | 12 332 | 207 | 12 539 |
Amortisation | 2 263 | 30 | 2 292 |
Reversed amortisation disposals | -3 008 | 0 | -3 008 |
Currency effects | -134 | -13 | -147 |
Accumulated amortisation and impairment as of 31.12.2023 | 11 452 | 224 | 11 676 |
Amortisation | 2 250 | 29 | 2 280 |
Reversed amortisation disposals | -118 | 0 | -118 |
Impairment | 50 | 0 | 50 |
Currency effects | -6 | 0 | -6 |
Accumulated amortisation and impairment as of 31.12.2024 | 13 628 | 253 | 13 881 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 608 |
Impairment loss EUR 50 (0) thousand, from the category Technology, is included within \u201cImpairment of tangible and intangible assets\u201d in profit or loss. The impairment of technology is related to not material development project. The assessment included uncertainty of future economic benefits from these products, both from actuals historical results and as Cavendish develops new technology that will replace existing. Cavendish will focus on
developing its core technology with special focus on high-pressure compression, cooling and control. Cavendish will continue to invest in the development of next generation Heavy-Duty Vehicle (\u201cHDV\u201d) equipment such as high-capacity station modules and dispensers.
Specification of carrying amount
2024
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 12 066 | 0 | 12 066 |
Acquired separately | 418 | 0 | 418 |
Acquired through business combinations | 110 | 15 | 125 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 607 |
2023
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 7 747 | 0 | 7 747 |
Acquired separately | 19 | 0 | 19 |
Acquired through business combinations | 873 | 44 | 918 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Intangible assets with indefinite useful lives - impairment considerations
The Group assesses fixed assets for impairment in accordance with IAS 36. Intangible assets with indefinite useful lives and intangible assets not yet available for intended use are assessed at least annually or when there are indicators of impairment. Impairment indicators include a more uncertain near-term market outlook due to a slow-down in government incentives combined with higher interest rates and potential tariffs and customs in addition to a market capitalization of the Group that has fallen below the book value of equity.
As of 31 December 2024, the market capitalization of the group was approximately 65% below the book value of equity. Management assesses the share price to be negatively affected by the general uncertainty in the hydrogen and \u201cgreen transition\u201d sector.
Impairment losses are recognised where the recoverable amount is less than the carrying amount.
Annual impairment test - assumptions
CGU
The annual impairment test is performed for the Group's Cash Generating Units (CGUs). A CGU is defined as the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups thereof. The way management monitors operations assisted in the judgements of identifying the CGUs. Cavendish has identified the group as one CGU.
Key assumptions
The calculations of value in use are sensitive to several assumptions, the following are assessed key assumptions in the measured value:
Revenue growth and gross margin
EBITDA margins
Discount rate / Weighted average cost of capital (WACC)
Forecast period
For the CGU a recoverable amount has been measured. The impairment test has been based on the business and strategy plans approved by the Board of Directors and management\u2019s best estimate of cash flows. The recoverable amount is based on a discounted cash flow model determined value in use, which are based on the following:
the future expectations reflected in the current budget and strategy over the next 6-year period (forecast period), and do not include restructuring activities that the group is not yet committed to; and
Terminal value beyond year 2031 applying a growth rate of 2.0%
There is uncertainty associated with the assumptions used as a basis in the preparation of budgets for the calculation of value in use. These calculations require the use of estimates and assumptions about future income and expense trends. Expected or reasonably possible climate and environmental changes as well as regulatory changes responding to such changes, impacts the assessment of financial viability and remaining useful life of the assets. Such factors are assessed in the same way as uncertainties in future income and expense trends, impacting cash flow estimates used for the test.
The cash flow forecasts are derived based on an assessment of transition to zero emission infrastructure and mobility solutions. As described in the Risk and opportunities section in the Board of Directors\u2019 Report, a delay in this
transition constitutes a significant risk for the Group.
Cavendish has extended the forecast period to seven years instead of the typical five years based on the assessment that 2029 is not a steady state of the hydrogen industry and not for Cavendish, specifically. This is among other things based on delays around European countries\u2019 implementation of the Alternative Fuels Infrastructure Regulation (AFIR) and the announced timelines from truck OEMs developing heavy-duty hydrogen trucks.
Discount rate
Discount rates represent the current market assessment of the risks, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the group and its operating segments and is derived from its weighted average cost of capital (WACC). The WACC considers the cost of debt and equity. The cost of equity is derived from the expected return on investment by the group\u2019s investors. The cost of debt is based on the interest-bearing borrowings the 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. Adjustments to the discount rate are made to factor in the specific amount and timing of the future cash flows to reflect a pre-tax nominal discount rate. Pre-tax nominal discount rate is 15.2%.
Annual impairment test - results and sensitivity
The impairment test has been prepared in accordance with IAS 36 impairment of non-financial assets following the discounted cash flow methodology for value in use within the standard. The cash flows projections relate to the cash-generating unit in the current condition which means future investments not commenced has not been included in the valuation. It excludes cash inflows and investments forecasted to meet the market demand before 2031. In addition, the standard encourages a conservative valuation to ensure that assets are not carried at more than their recoverable amount.
(Amounts in EUR thousands) | Cavendish |
Goodwill | 0 |
Other intangible assets | 12 675 |
Other invested capital | 23 373 |
Carrying value | 36 047 |
Recoverable amount | 56 118 |
Headroom | 20 070 |
Pre-tax nominal discount rate | 15.2% |
Terminal growth rate | 2.0% |
The CGU Cavendish covers the production and manufacturing of hydrogen refueling stations in Herning, Denmark. The operations consist of both assembly of hydrogen refueling stations, marketing activities and product development. The CGU offers H2Station\u00ae for fast fueling of fuel cell electric vehicles as well as services in relation to the supply of these stations. The
objective to the CGU is to deliver world class fueling stations offering a complete solution from sourcing and storage of hydrogen to fueling of vehicles.
The table below show the sensitivity analysis for the range of +/-2 percentage points in WACC and +/-4 percentage points in EBITDA margin.
Sensitivity in headroom (Amounts in EUR thousands) | Percentage point change in EBITDA margin | ||||
-4.0% | -2.0% | 0.0% | 2.0% | 4.0% | |
Changes in WACC | |||||
-2.0% | 2 369 | 26 193 | 49 969 | 73 708 | 97 446 |
-1.0% | -8 148 | 12 565 | 33 229 | 53 856 | 74 483 |
0.0% | -16 362 | 1 879 | 20 070* | 38 225 | 56 379 |
1.0% | -22 910 | -6 678 | 9 506 | 25 652 | 41 798 |
2.0% | -28 216 | -13 645 | 0 878 | 15 364 | 29 849 |
*Represents headroom in impairment calculation for the CGU. Negative numbers in the table indicate impairment.
Additional sensitivities - assumptions
The sensitivities in the table show the change in assumptions that results in zero headroom, at
perpetuity growth 2.0%, all else being equal.
Key assumption | Assumption change |
Revenue growth* | -15 367 thousand |
Gross margin** | -3.2% |
Free cash flow margin*** | -2.5% |
*If revenue assumption in the terminal year changes with the assumption change, the headroom is zero.
**If average gross margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
***If free cash flow margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
Note 3.1 - Intangible assets
Research and development
Research activities are defined as activities whose purpose is to generate new technological understanding or knowledge. Research costs are expensed as incurred.
Capitalised development costs are recognised at historical cost after the deduction of accumulated amortisations and impairments. The capitalised value is amortised over the period of expected future earnings from the related project on a straight-line basis.
As an indication of the level of internal technology costs, Cavendish had in 2024 60 research and development professionals globally developing the next generation of fueling stations.
Cavendish has recognized on the statement of Financial Position Technology from internal development of EUR 12 066 thousand as of 31.12.2024.
Significant accounting judgements - Development costs
Development expenditures on an individual project are recognised as an intangible asset when the group can demonstrate:
The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
How the asset will generate future economic benefits
Its intention to complete and its ability and intention to use or sell the asset
The availability of resources to complete the asset
The ability to measure reliably the expenditure during development
To demonstrate technical feasibility and availability of resources, it should be a high certainty that Cavendish has the intention and ability to complete. Cavendish categorises its intention and ability to complete in a matrix
with the overarching risk to complete buckets low, medium and high. In the phase of a project where the risk of completing is medium to high, then the development costs are expensed as incurred. A capitalised development project commence amortisation when a succesful pilot is demonstrated. After a succesful pilot, the technology is in the condition necessary for it to be capable of operating in the manner indented by management and enters \u2018ramp-up\u2019 stage. Subsequent expenditure is maintenance of existing technology (expensed).
Total technology spend for 2024 was EUR 9 963 (8 144) thousand, of which EUR 6 231 (3 044) million and EUR 3 732 (5 100) thousand has been capitalised and expensed, respectively.
Useful life, amortisation plan
Technology has a useful life of 3-7 years
Customer relationship has a useful life of 7-10 years
Goodwill has indefinite life
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Acquisition cost as of 01.01.2023 | 20 208 | 281 | 20 489 |
Additions from internal development | 2 842 | 0 | 2 842 |
Additions aqcuired separately | 202 | 0 | 202 |
Disposals | -3 008 | 0 | -3 008 |
Currency effects | -153 | -13 | -166 |
Acquisition cost as of 31.12.2023 | 20 091 | 268 | 20 359 |
Additions from internal development | 6 038 | 0 | 6 038 |
Additions aqcuired separately | 193 | 0 | 193 |
Disposals | -118 | 0 | -118 |
Currency effects | 18 | 0 | 18 |
Acquisition cost as of 31.12.2024 | 26 221 | 268 | 26 489 |
Accumulated amortisation and impairment as of 01.01.2023 | 12 332 | 207 | 12 539 |
Amortisation | 2 263 | 30 | 2 292 |
Reversed amortisation disposals | -3 008 | 0 | -3 008 |
Currency effects | -134 | -13 | -147 |
Accumulated amortisation and impairment as of 31.12.2023 | 11 452 | 224 | 11 676 |
Amortisation | 2 250 | 29 | 2 280 |
Reversed amortisation disposals | -118 | 0 | -118 |
Impairment | 50 | 0 | 50 |
Currency effects | -6 | 0 | -6 |
Accumulated amortisation and impairment as of 31.12.2024 | 13 628 | 253 | 13 881 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 608 |
Impairment loss EUR 50 (0) thousand, from the category Technology, is included within \u201cImpairment of tangible and intangible assets\u201d in profit or loss. The impairment of technology is related to not material development project. The assessment included uncertainty of future economic benefits from these products, both from actuals historical results and as Cavendish develops new technology that will replace existing. Cavendish will focus on
developing its core technology with special focus on high-pressure compression, cooling and control. Cavendish will continue to invest in the development of next generation Heavy-Duty Vehicle (\u201cHDV\u201d) equipment such as high-capacity station modules and dispensers.
Specification of carrying amount
2024
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 12 066 | 0 | 12 066 |
Acquired separately | 418 | 0 | 418 |
Acquired through business combinations | 110 | 15 | 125 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 607 |
2023
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 7 747 | 0 | 7 747 |
Acquired separately | 19 | 0 | 19 |
Acquired through business combinations | 873 | 44 | 918 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Intangible assets with indefinite useful lives - impairment considerations
The Group assesses fixed assets for impairment in accordance with IAS 36. Intangible assets with indefinite useful lives and intangible assets not yet available for intended use are assessed at least annually or when there are indicators of impairment. Impairment indicators include a more uncertain near-term market outlook due to a slow-down in government incentives combined with higher interest rates and potential tariffs and customs in addition to a market capitalization of the Group that has fallen below the book value of equity.
As of 31 December 2024, the market capitalization of the group was approximately 65% below the book value of equity. Management assesses the share price to be negatively affected by the general uncertainty in the hydrogen and \u201cgreen transition\u201d sector.
Impairment losses are recognised where the recoverable amount is less than the carrying amount.
Annual impairment test - assumptions
CGU
The annual impairment test is performed for the Group's Cash Generating Units (CGUs). A CGU is defined as the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups thereof. The way management monitors operations assisted in the judgements of identifying the CGUs. Cavendish has identified the group as one CGU.
Key assumptions
The calculations of value in use are sensitive to several assumptions, the following are assessed key assumptions in the measured value:
Revenue growth and gross margin
EBITDA margins
Discount rate / Weighted average cost of capital (WACC)
Forecast period
For the CGU a recoverable amount has been measured. The impairment test has been based on the business and strategy plans approved by the Board of Directors and management\u2019s best estimate of cash flows. The recoverable amount is based on a discounted cash flow model determined value in use, which are based on the following:
the future expectations reflected in the current budget and strategy over the next 6-year period (forecast period), and do not include restructuring activities that the group is not yet committed to; and
Terminal value beyond year 2031 applying a growth rate of 2.0%
There is uncertainty associated with the assumptions used as a basis in the preparation of budgets for the calculation of value in use. These calculations require the use of estimates and assumptions about future income and expense trends. Expected or reasonably possible climate and environmental changes as well as regulatory changes responding to such changes, impacts the assessment of financial viability and remaining useful life of the assets. Such factors are assessed in the same way as uncertainties in future income and expense trends, impacting cash flow estimates used for the test.
The cash flow forecasts are derived based on an assessment of transition to zero emission infrastructure and mobility solutions. As described in the Risk and opportunities section in the Board of Directors\u2019 Report, a delay in this
transition constitutes a significant risk for the Group.
Cavendish has extended the forecast period to seven years instead of the typical five years based on the assessment that 2029 is not a steady state of the hydrogen industry and not for Cavendish, specifically. This is among other things based on delays around European countries\u2019 implementation of the Alternative Fuels Infrastructure Regulation (AFIR) and the announced timelines from truck OEMs developing heavy-duty hydrogen trucks.
Discount rate
Discount rates represent the current market assessment of the risks, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the group and its operating segments and is derived from its weighted average cost of capital (WACC). The WACC considers the cost of debt and equity. The cost of equity is derived from the expected return on investment by the group\u2019s investors. The cost of debt is based on the interest-bearing borrowings the 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. Adjustments to the discount rate are made to factor in the specific amount and timing of the future cash flows to reflect a pre-tax nominal discount rate. Pre-tax nominal discount rate is 15.2%.
Annual impairment test - results and sensitivity
The impairment test has been prepared in accordance with IAS 36 impairment of non-financial assets following the discounted cash flow methodology for value in use within the standard. The cash flows projections relate to the cash-generating unit in the current condition which means future investments not commenced has not been included in the valuation. It excludes cash inflows and investments forecasted to meet the market demand before 2031. In addition, the standard encourages a conservative valuation to ensure that assets are not carried at more than their recoverable amount.
(Amounts in EUR thousands) | Cavendish |
Goodwill | 0 |
Other intangible assets | 12 675 |
Other invested capital | 23 373 |
Carrying value | 36 047 |
Recoverable amount | 56 118 |
Headroom | 20 070 |
Pre-tax nominal discount rate | 15.2% |
Terminal growth rate | 2.0% |
The CGU Cavendish covers the production and manufacturing of hydrogen refueling stations in Herning, Denmark. The operations consist of both assembly of hydrogen refueling stations, marketing activities and product development. The CGU offers H2Station\u00ae for fast fueling of fuel cell electric vehicles as well as services in relation to the supply of these stations. The
objective to the CGU is to deliver world class fueling stations offering a complete solution from sourcing and storage of hydrogen to fueling of vehicles.
The table below show the sensitivity analysis for the range of +/-2 percentage points in WACC and +/-4 percentage points in EBITDA margin.
Sensitivity in headroom (Amounts in EUR thousands) | Percentage point change in EBITDA margin | ||||
-4.0% | -2.0% | 0.0% | 2.0% | 4.0% | |
Changes in WACC | |||||
-2.0% | 2 369 | 26 193 | 49 969 | 73 708 | 97 446 |
-1.0% | -8 148 | 12 565 | 33 229 | 53 856 | 74 483 |
0.0% | -16 362 | 1 879 | 20 070* | 38 225 | 56 379 |
1.0% | -22 910 | -6 678 | 9 506 | 25 652 | 41 798 |
2.0% | -28 216 | -13 645 | 0 878 | 15 364 | 29 849 |
*Represents headroom in impairment calculation for the CGU. Negative numbers in the table indicate impairment.
Additional sensitivities - assumptions
The sensitivities in the table show the change in assumptions that results in zero headroom, at
perpetuity growth 2.0%, all else being equal.
Key assumption | Assumption change |
Revenue growth* | -15 367 thousand |
Gross margin** | -3.2% |
Free cash flow margin*** | -2.5% |
*If revenue assumption in the terminal year changes with the assumption change, the headroom is zero.
**If average gross margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
***If free cash flow margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
Note 3.2 - Property, plant and equipment
Property, plant and equipment comprise owned and leased assets.
Property, plant and equipment are measured using the cost model; thus, recognised at cost price after deduction for accumulated depreciation and any impairment. Cost prices include purchase price and costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended.
The assets are depreciated using the straight-line method over the expected useful life of the asset. Costs of direct maintenance on the operating assets are expensed as incurred. Additional investments and improvements are added to the asset\u2019s cost price and depreciated in line with the remaining useful life of the asset.
(Amounts in EUR thousands) | Office machinesand other equipment | Productionequipment | Buildings | Technical installations | Right-of-use Assets (note 3.3) | TOTAL |
Acquisition cost as of 01.01.2023 | 6 357 | 857 | 8 595 | 49 | 1 737 | 17 594 |
Additions | 1 234 | 2 | 3 | 0 | 889 | 2 128 |
Remeasurement | 0 | 0 | 0 | 0 | 20 | 20 |
Currency effects | -84 | -2 | -28 | -3 | -93 | -210 |
Acquisition cost as of 31.12.2023 | 7 507 | 857 | 8 570 | 46 | 2 552 | 19 532 |
Additions | 1 119 | 4 | 476 | 0 | 147 | 1 745 |
Disposals | -89 | 0 | -32 | 0 | 0 | -120 |
Remeasurement | 0 | 0 | 0 | 0 | 7 | 7 |
Currency effects | 80 | -1 | -6 | 0 | 21 | 94 |
Acquisition cost as of 31.12.2024 | 8 618 | 860 | 9 008 | 46 | 2 726 | 21 257 |
Accumulated depreciation as of 01.01.2023 | 2 659 | 505 | 1 081 | 3 | 1 064 | 5 313 |
Depreciation | 1 507 | 115 | 329 | 2 | 443 | 2 397 |
Impairment | 0 | 32 | 16 | 0 | 0 | 47 |
Currency effects | -59 | -1 | 17 | 0 | -62 | -105 |
Accumulated depreciation as of 31.12.2023 | 4 108 | 651 | 1 442 | 5 | 1 446 | 7 652 |
Depreciation | 1 411 | 68 | 316 | 2 | 494 | 2 292 |
Reversed depreciation disposals | -118 | 0 | -11 | 0 | 0 | -129 |
Currency effects | 48 | 0 | -1 | 0 | 0 | 47 |
Accumulated depreciation as of 31.12.2024 | 5 449 | 719 | 1 747 | 7 | 1 940 | 9 862 |
Carrying value as of 31.12.2023 | 3 400 | 206 | 7 127 | 41 | 1 106 | 11 880 |
Carrying value as of 31.12.2024 | 3 169 | 141 | 7 261 | 39 | 786 | 11 395 |
Useful life | 3-5 years | 3-8 years | 30-40 years | 15-20 years | 2-10 years | |
Depreciation plan | Straight-line | Straight-line | Straight-line | Straight-line | Straight-line |
Useful life, depreciation plan
Office machines and other equipment has a useful life of 3-5 years
Production equipment has a useful life of 3-8 years
Buildings have a useful life of 30-40 years
Technical installations have a useful life of 15-20 years
Right of use assets has a useful life of 2-10 years
Impairment
An assessment of impairment of property, plant and equipment is made if there is an indication
of impairment. If the impairment test reveals that an asset\u2019s carrying amount is higher than the recoverable amount, an impairment loss will be recognised.
Property, plant and equipment is included in 'other invested capital' in the annual impairment test. See note 3.1 for impairment considerations for other invested capital.
Note 3.1 - Intangible assets
Research and development
Research activities are defined as activities whose purpose is to generate new technological understanding or knowledge. Research costs are expensed as incurred.
Capitalised development costs are recognised at historical cost after the deduction of accumulated amortisations and impairments. The capitalised value is amortised over the period of expected future earnings from the related project on a straight-line basis.
As an indication of the level of internal technology costs, Cavendish had in 2024 60 research and development professionals globally developing the next generation of fueling stations.
Cavendish has recognized on the statement of Financial Position Technology from internal development of EUR 12 066 thousand as of 31.12.2024.
Significant accounting judgements - Development costs
Development expenditures on an individual project are recognised as an intangible asset when the group can demonstrate:
The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
How the asset will generate future economic benefits
Its intention to complete and its ability and intention to use or sell the asset
The availability of resources to complete the asset
The ability to measure reliably the expenditure during development
To demonstrate technical feasibility and availability of resources, it should be a high certainty that Cavendish has the intention and ability to complete. Cavendish categorises its intention and ability to complete in a matrix
with the overarching risk to complete buckets low, medium and high. In the phase of a project where the risk of completing is medium to high, then the development costs are expensed as incurred. A capitalised development project commence amortisation when a succesful pilot is demonstrated. After a succesful pilot, the technology is in the condition necessary for it to be capable of operating in the manner indented by management and enters \u2018ramp-up\u2019 stage. Subsequent expenditure is maintenance of existing technology (expensed).
Total technology spend for 2024 was EUR 9 963 (8 144) thousand, of which EUR 6 231 (3 044) million and EUR 3 732 (5 100) thousand has been capitalised and expensed, respectively.
Useful life, amortisation plan
Technology has a useful life of 3-7 years
Customer relationship has a useful life of 7-10 years
Goodwill has indefinite life
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Acquisition cost as of 01.01.2023 | 20 208 | 281 | 20 489 |
Additions from internal development | 2 842 | 0 | 2 842 |
Additions aqcuired separately | 202 | 0 | 202 |
Disposals | -3 008 | 0 | -3 008 |
Currency effects | -153 | -13 | -166 |
Acquisition cost as of 31.12.2023 | 20 091 | 268 | 20 359 |
Additions from internal development | 6 038 | 0 | 6 038 |
Additions aqcuired separately | 193 | 0 | 193 |
Disposals | -118 | 0 | -118 |
Currency effects | 18 | 0 | 18 |
Acquisition cost as of 31.12.2024 | 26 221 | 268 | 26 489 |
Accumulated amortisation and impairment as of 01.01.2023 | 12 332 | 207 | 12 539 |
Amortisation | 2 263 | 30 | 2 292 |
Reversed amortisation disposals | -3 008 | 0 | -3 008 |
Currency effects | -134 | -13 | -147 |
Accumulated amortisation and impairment as of 31.12.2023 | 11 452 | 224 | 11 676 |
Amortisation | 2 250 | 29 | 2 280 |
Reversed amortisation disposals | -118 | 0 | -118 |
Impairment | 50 | 0 | 50 |
Currency effects | -6 | 0 | -6 |
Accumulated amortisation and impairment as of 31.12.2024 | 13 628 | 253 | 13 881 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 608 |
Impairment loss EUR 50 (0) thousand, from the category Technology, is included within \u201cImpairment of tangible and intangible assets\u201d in profit or loss. The impairment of technology is related to not material development project. The assessment included uncertainty of future economic benefits from these products, both from actuals historical results and as Cavendish develops new technology that will replace existing. Cavendish will focus on
developing its core technology with special focus on high-pressure compression, cooling and control. Cavendish will continue to invest in the development of next generation Heavy-Duty Vehicle (\u201cHDV\u201d) equipment such as high-capacity station modules and dispensers.
Specification of carrying amount
2024
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 12 066 | 0 | 12 066 |
Acquired separately | 418 | 0 | 418 |
Acquired through business combinations | 110 | 15 | 125 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 607 |
2023
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 7 747 | 0 | 7 747 |
Acquired separately | 19 | 0 | 19 |
Acquired through business combinations | 873 | 44 | 918 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Intangible assets with indefinite useful lives - impairment considerations
The Group assesses fixed assets for impairment in accordance with IAS 36. Intangible assets with indefinite useful lives and intangible assets not yet available for intended use are assessed at least annually or when there are indicators of impairment. Impairment indicators include a more uncertain near-term market outlook due to a slow-down in government incentives combined with higher interest rates and potential tariffs and customs in addition to a market capitalization of the Group that has fallen below the book value of equity.
As of 31 December 2024, the market capitalization of the group was approximately 65% below the book value of equity. Management assesses the share price to be negatively affected by the general uncertainty in the hydrogen and \u201cgreen transition\u201d sector.
Impairment losses are recognised where the recoverable amount is less than the carrying amount.
Annual impairment test - assumptions
CGU
The annual impairment test is performed for the Group's Cash Generating Units (CGUs). A CGU is defined as the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups thereof. The way management monitors operations assisted in the judgements of identifying the CGUs. Cavendish has identified the group as one CGU.
Key assumptions
The calculations of value in use are sensitive to several assumptions, the following are assessed key assumptions in the measured value:
Revenue growth and gross margin
EBITDA margins
Discount rate / Weighted average cost of capital (WACC)
Forecast period
For the CGU a recoverable amount has been measured. The impairment test has been based on the business and strategy plans approved by the Board of Directors and management\u2019s best estimate of cash flows. The recoverable amount is based on a discounted cash flow model determined value in use, which are based on the following:
the future expectations reflected in the current budget and strategy over the next 6-year period (forecast period), and do not include restructuring activities that the group is not yet committed to; and
Terminal value beyond year 2031 applying a growth rate of 2.0%
There is uncertainty associated with the assumptions used as a basis in the preparation of budgets for the calculation of value in use. These calculations require the use of estimates and assumptions about future income and expense trends. Expected or reasonably possible climate and environmental changes as well as regulatory changes responding to such changes, impacts the assessment of financial viability and remaining useful life of the assets. Such factors are assessed in the same way as uncertainties in future income and expense trends, impacting cash flow estimates used for the test.
The cash flow forecasts are derived based on an assessment of transition to zero emission infrastructure and mobility solutions. As described in the Risk and opportunities section in the Board of Directors\u2019 Report, a delay in this
transition constitutes a significant risk for the Group.
Cavendish has extended the forecast period to seven years instead of the typical five years based on the assessment that 2029 is not a steady state of the hydrogen industry and not for Cavendish, specifically. This is among other things based on delays around European countries\u2019 implementation of the Alternative Fuels Infrastructure Regulation (AFIR) and the announced timelines from truck OEMs developing heavy-duty hydrogen trucks.
Discount rate
Discount rates represent the current market assessment of the risks, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the group and its operating segments and is derived from its weighted average cost of capital (WACC). The WACC considers the cost of debt and equity. The cost of equity is derived from the expected return on investment by the group\u2019s investors. The cost of debt is based on the interest-bearing borrowings the 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. Adjustments to the discount rate are made to factor in the specific amount and timing of the future cash flows to reflect a pre-tax nominal discount rate. Pre-tax nominal discount rate is 15.2%.
Annual impairment test - results and sensitivity
The impairment test has been prepared in accordance with IAS 36 impairment of non-financial assets following the discounted cash flow methodology for value in use within the standard. The cash flows projections relate to the cash-generating unit in the current condition which means future investments not commenced has not been included in the valuation. It excludes cash inflows and investments forecasted to meet the market demand before 2031. In addition, the standard encourages a conservative valuation to ensure that assets are not carried at more than their recoverable amount.
(Amounts in EUR thousands) | Cavendish |
Goodwill | 0 |
Other intangible assets | 12 675 |
Other invested capital | 23 373 |
Carrying value | 36 047 |
Recoverable amount | 56 118 |
Headroom | 20 070 |
Pre-tax nominal discount rate | 15.2% |
Terminal growth rate | 2.0% |
The CGU Cavendish covers the production and manufacturing of hydrogen refueling stations in Herning, Denmark. The operations consist of both assembly of hydrogen refueling stations, marketing activities and product development. The CGU offers H2Station\u00ae for fast fueling of fuel cell electric vehicles as well as services in relation to the supply of these stations. The
objective to the CGU is to deliver world class fueling stations offering a complete solution from sourcing and storage of hydrogen to fueling of vehicles.
The table below show the sensitivity analysis for the range of +/-2 percentage points in WACC and +/-4 percentage points in EBITDA margin.
Sensitivity in headroom (Amounts in EUR thousands) | Percentage point change in EBITDA margin | ||||
-4.0% | -2.0% | 0.0% | 2.0% | 4.0% | |
Changes in WACC | |||||
-2.0% | 2 369 | 26 193 | 49 969 | 73 708 | 97 446 |
-1.0% | -8 148 | 12 565 | 33 229 | 53 856 | 74 483 |
0.0% | -16 362 | 1 879 | 20 070* | 38 225 | 56 379 |
1.0% | -22 910 | -6 678 | 9 506 | 25 652 | 41 798 |
2.0% | -28 216 | -13 645 | 0 878 | 15 364 | 29 849 |
*Represents headroom in impairment calculation for the CGU. Negative numbers in the table indicate impairment.
Additional sensitivities - assumptions
The sensitivities in the table show the change in assumptions that results in zero headroom, at
perpetuity growth 2.0%, all else being equal.
Key assumption | Assumption change |
Revenue growth* | -15 367 thousand |
Gross margin** | -3.2% |
Free cash flow margin*** | -2.5% |
*If revenue assumption in the terminal year changes with the assumption change, the headroom is zero.
**If average gross margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
***If free cash flow margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
Note 3.2 - Property, plant and equipment
Property, plant and equipment comprise owned and leased assets.
Property, plant and equipment are measured using the cost model; thus, recognised at cost price after deduction for accumulated depreciation and any impairment. Cost prices include purchase price and costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended.
The assets are depreciated using the straight-line method over the expected useful life of the asset. Costs of direct maintenance on the operating assets are expensed as incurred. Additional investments and improvements are added to the asset\u2019s cost price and depreciated in line with the remaining useful life of the asset.
(Amounts in EUR thousands) | Office machinesand other equipment | Productionequipment | Buildings | Technical installations | Right-of-use Assets (note 3.3) | TOTAL |
Acquisition cost as of 01.01.2023 | 6 357 | 857 | 8 595 | 49 | 1 737 | 17 594 |
Additions | 1 234 | 2 | 3 | 0 | 889 | 2 128 |
Remeasurement | 0 | 0 | 0 | 0 | 20 | 20 |
Currency effects | -84 | -2 | -28 | -3 | -93 | -210 |
Acquisition cost as of 31.12.2023 | 7 507 | 857 | 8 570 | 46 | 2 552 | 19 532 |
Additions | 1 119 | 4 | 476 | 0 | 147 | 1 745 |
Disposals | -89 | 0 | -32 | 0 | 0 | -120 |
Remeasurement | 0 | 0 | 0 | 0 | 7 | 7 |
Currency effects | 80 | -1 | -6 | 0 | 21 | 94 |
Acquisition cost as of 31.12.2024 | 8 618 | 860 | 9 008 | 46 | 2 726 | 21 257 |
Accumulated depreciation as of 01.01.2023 | 2 659 | 505 | 1 081 | 3 | 1 064 | 5 313 |
Depreciation | 1 507 | 115 | 329 | 2 | 443 | 2 397 |
Impairment | 0 | 32 | 16 | 0 | 0 | 47 |
Currency effects | -59 | -1 | 17 | 0 | -62 | -105 |
Accumulated depreciation as of 31.12.2023 | 4 108 | 651 | 1 442 | 5 | 1 446 | 7 652 |
Depreciation | 1 411 | 68 | 316 | 2 | 494 | 2 292 |
Reversed depreciation disposals | -118 | 0 | -11 | 0 | 0 | -129 |
Currency effects | 48 | 0 | -1 | 0 | 0 | 47 |
Accumulated depreciation as of 31.12.2024 | 5 449 | 719 | 1 747 | 7 | 1 940 | 9 862 |
Carrying value as of 31.12.2023 | 3 400 | 206 | 7 127 | 41 | 1 106 | 11 880 |
Carrying value as of 31.12.2024 | 3 169 | 141 | 7 261 | 39 | 786 | 11 395 |
Useful life | 3-5 years | 3-8 years | 30-40 years | 15-20 years | 2-10 years | |
Depreciation plan | Straight-line | Straight-line | Straight-line | Straight-line | Straight-line |
Useful life, depreciation plan
Office machines and other equipment has a useful life of 3-5 years
Production equipment has a useful life of 3-8 years
Buildings have a useful life of 30-40 years
Technical installations have a useful life of 15-20 years
Right of use assets has a useful life of 2-10 years
Impairment
An assessment of impairment of property, plant and equipment is made if there is an indication
of impairment. If the impairment test reveals that an asset\u2019s carrying amount is higher than the recoverable amount, an impairment loss will be recognised.
Property, plant and equipment is included in 'other invested capital' in the annual impairment test. See note 3.1 for impairment considerations for other invested capital.
Note 3.1 - Intangible assets
Research and development
Research activities are defined as activities whose purpose is to generate new technological understanding or knowledge. Research costs are expensed as incurred.
Capitalised development costs are recognised at historical cost after the deduction of accumulated amortisations and impairments. The capitalised value is amortised over the period of expected future earnings from the related project on a straight-line basis.
As an indication of the level of internal technology costs, Cavendish had in 2024 60 research and development professionals globally developing the next generation of fueling stations.
Cavendish has recognized on the statement of Financial Position Technology from internal development of EUR 12 066 thousand as of 31.12.2024.
Significant accounting judgements - Development costs
Development expenditures on an individual project are recognised as an intangible asset when the group can demonstrate:
The technical feasibility of completing the intangible asset so that the asset will be available for use or sale
How the asset will generate future economic benefits
Its intention to complete and its ability and intention to use or sell the asset
The availability of resources to complete the asset
The ability to measure reliably the expenditure during development
To demonstrate technical feasibility and availability of resources, it should be a high certainty that Cavendish has the intention and ability to complete. Cavendish categorises its intention and ability to complete in a matrix
with the overarching risk to complete buckets low, medium and high. In the phase of a project where the risk of completing is medium to high, then the development costs are expensed as incurred. A capitalised development project commence amortisation when a succesful pilot is demonstrated. After a succesful pilot, the technology is in the condition necessary for it to be capable of operating in the manner indented by management and enters \u2018ramp-up\u2019 stage. Subsequent expenditure is maintenance of existing technology (expensed).
Total technology spend for 2024 was EUR 9 963 (8 144) thousand, of which EUR 6 231 (3 044) million and EUR 3 732 (5 100) thousand has been capitalised and expensed, respectively.
Useful life, amortisation plan
Technology has a useful life of 3-7 years
Customer relationship has a useful life of 7-10 years
Goodwill has indefinite life
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Acquisition cost as of 01.01.2023 | 20 208 | 281 | 20 489 |
Additions from internal development | 2 842 | 0 | 2 842 |
Additions aqcuired separately | 202 | 0 | 202 |
Disposals | -3 008 | 0 | -3 008 |
Currency effects | -153 | -13 | -166 |
Acquisition cost as of 31.12.2023 | 20 091 | 268 | 20 359 |
Additions from internal development | 6 038 | 0 | 6 038 |
Additions aqcuired separately | 193 | 0 | 193 |
Disposals | -118 | 0 | -118 |
Currency effects | 18 | 0 | 18 |
Acquisition cost as of 31.12.2024 | 26 221 | 268 | 26 489 |
Accumulated amortisation and impairment as of 01.01.2023 | 12 332 | 207 | 12 539 |
Amortisation | 2 263 | 30 | 2 292 |
Reversed amortisation disposals | -3 008 | 0 | -3 008 |
Currency effects | -134 | -13 | -147 |
Accumulated amortisation and impairment as of 31.12.2023 | 11 452 | 224 | 11 676 |
Amortisation | 2 250 | 29 | 2 280 |
Reversed amortisation disposals | -118 | 0 | -118 |
Impairment | 50 | 0 | 50 |
Currency effects | -6 | 0 | -6 |
Accumulated amortisation and impairment as of 31.12.2024 | 13 628 | 253 | 13 881 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 608 |
Impairment loss EUR 50 (0) thousand, from the category Technology, is included within \u201cImpairment of tangible and intangible assets\u201d in profit or loss. The impairment of technology is related to not material development project. The assessment included uncertainty of future economic benefits from these products, both from actuals historical results and as Cavendish develops new technology that will replace existing. Cavendish will focus on
developing its core technology with special focus on high-pressure compression, cooling and control. Cavendish will continue to invest in the development of next generation Heavy-Duty Vehicle (\u201cHDV\u201d) equipment such as high-capacity station modules and dispensers.
Specification of carrying amount
2024
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 12 066 | 0 | 12 066 |
Acquired separately | 418 | 0 | 418 |
Acquired through business combinations | 110 | 15 | 125 |
Carrying value as of 31.12.2024 | 12 593 | 15 | 12 607 |
2023
(Amounts in EUR thousands) | Technology | Customerrelationship | TOTAL |
Internal development | 7 747 | 0 | 7 747 |
Acquired separately | 19 | 0 | 19 |
Acquired through business combinations | 873 | 44 | 918 |
Carrying value as of 31.12.2023 | 8 639 | 44 | 8 682 |
Intangible assets with indefinite useful lives - impairment considerations
The Group assesses fixed assets for impairment in accordance with IAS 36. Intangible assets with indefinite useful lives and intangible assets not yet available for intended use are assessed at least annually or when there are indicators of impairment. Impairment indicators include a more uncertain near-term market outlook due to a slow-down in government incentives combined with higher interest rates and potential tariffs and customs in addition to a market capitalization of the Group that has fallen below the book value of equity.
As of 31 December 2024, the market capitalization of the group was approximately 65% below the book value of equity. Management assesses the share price to be negatively affected by the general uncertainty in the hydrogen and \u201cgreen transition\u201d sector.
Impairment losses are recognised where the recoverable amount is less than the carrying amount.
Annual impairment test - assumptions
CGU
The annual impairment test is performed for the Group's Cash Generating Units (CGUs). A CGU is defined as the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups thereof. The way management monitors operations assisted in the judgements of identifying the CGUs. Cavendish has identified the group as one CGU.
Key assumptions
The calculations of value in use are sensitive to several assumptions, the following are assessed key assumptions in the measured value:
Revenue growth and gross margin
EBITDA margins
Discount rate / Weighted average cost of capital (WACC)
Forecast period
For the CGU a recoverable amount has been measured. The impairment test has been based on the business and strategy plans approved by the Board of Directors and management\u2019s best estimate of cash flows. The recoverable amount is based on a discounted cash flow model determined value in use, which are based on the following:
the future expectations reflected in the current budget and strategy over the next 6-year period (forecast period), and do not include restructuring activities that the group is not yet committed to; and
Terminal value beyond year 2031 applying a growth rate of 2.0%
There is uncertainty associated with the assumptions used as a basis in the preparation of budgets for the calculation of value in use. These calculations require the use of estimates and assumptions about future income and expense trends. Expected or reasonably possible climate and environmental changes as well as regulatory changes responding to such changes, impacts the assessment of financial viability and remaining useful life of the assets. Such factors are assessed in the same way as uncertainties in future income and expense trends, impacting cash flow estimates used for the test.
The cash flow forecasts are derived based on an assessment of transition to zero emission infrastructure and mobility solutions. As described in the Risk and opportunities section in the Board of Directors\u2019 Report, a delay in this
transition constitutes a significant risk for the Group.
Cavendish has extended the forecast period to seven years instead of the typical five years based on the assessment that 2029 is not a steady state of the hydrogen industry and not for Cavendish, specifically. This is among other things based on delays around European countries\u2019 implementation of the Alternative Fuels Infrastructure Regulation (AFIR) and the announced timelines from truck OEMs developing heavy-duty hydrogen trucks.
Discount rate
Discount rates represent the current market assessment of the risks, taking into consideration the time value of money and individual risks of the underlying assets that have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the group and its operating segments and is derived from its weighted average cost of capital (WACC). The WACC considers the cost of debt and equity. The cost of equity is derived from the expected return on investment by the group\u2019s investors. The cost of debt is based on the interest-bearing borrowings the 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. Adjustments to the discount rate are made to factor in the specific amount and timing of the future cash flows to reflect a pre-tax nominal discount rate. Pre-tax nominal discount rate is 15.2%.
Annual impairment test - results and sensitivity
The impairment test has been prepared in accordance with IAS 36 impairment of non-financial assets following the discounted cash flow methodology for value in use within the standard. The cash flows projections relate to the cash-generating unit in the current condition which means future investments not commenced has not been included in the valuation. It excludes cash inflows and investments forecasted to meet the market demand before 2031. In addition, the standard encourages a conservative valuation to ensure that assets are not carried at more than their recoverable amount.
(Amounts in EUR thousands) | Cavendish |
Goodwill | 0 |
Other intangible assets | 12 675 |
Other invested capital | 23 373 |
Carrying value | 36 047 |
Recoverable amount | 56 118 |
Headroom | 20 070 |
Pre-tax nominal discount rate | 15.2% |
Terminal growth rate | 2.0% |
The CGU Cavendish covers the production and manufacturing of hydrogen refueling stations in Herning, Denmark. The operations consist of both assembly of hydrogen refueling stations, marketing activities and product development. The CGU offers H2Station\u00ae for fast fueling of fuel cell electric vehicles as well as services in relation to the supply of these stations. The
objective to the CGU is to deliver world class fueling stations offering a complete solution from sourcing and storage of hydrogen to fueling of vehicles.
The table below show the sensitivity analysis for the range of +/-2 percentage points in WACC and +/-4 percentage points in EBITDA margin.
Sensitivity in headroom (Amounts in EUR thousands) | Percentage point change in EBITDA margin | ||||
-4.0% | -2.0% | 0.0% | 2.0% | 4.0% | |
Changes in WACC | |||||
-2.0% | 2 369 | 26 193 | 49 969 | 73 708 | 97 446 |
-1.0% | -8 148 | 12 565 | 33 229 | 53 856 | 74 483 |
0.0% | -16 362 | 1 879 | 20 070* | 38 225 | 56 379 |
1.0% | -22 910 | -6 678 | 9 506 | 25 652 | 41 798 |
2.0% | -28 216 | -13 645 | 0 878 | 15 364 | 29 849 |
*Represents headroom in impairment calculation for the CGU. Negative numbers in the table indicate impairment.
Additional sensitivities - assumptions
The sensitivities in the table show the change in assumptions that results in zero headroom, at
perpetuity growth 2.0%, all else being equal.
Key assumption | Assumption change |
Revenue growth* | -15 367 thousand |
Gross margin** | -3.2% |
Free cash flow margin*** | -2.5% |
*If revenue assumption in the terminal year changes with the assumption change, the headroom is zero.
**If average gross margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
***If free cash flow margin rate assumption is reduced with this percentage point in the terminal year, the headroom is zero.
Research and development
Research activities are defined as activities whose purpose is to generate new technological understanding or knowledge. Research costs are expensed as incurred.
Capitalised development costs are recognised at historical cost after the deduction of accumulated amortisations and impairments. The capitalised value is amortised over the period of expected future earnings from the related project on a straight-line basis.
As an indication of the level of internal technology costs, Cavendish had in 2024 60 research and development professionals globally developing the next generation of fueling stations.
Cavendish has recognized on the statement of Financial Position Technology from internal development of EUR 12 066 thousand as of 31.12.2024.
Note 3.2 - Property, plant and equipment
Property, plant and equipment comprise owned and leased assets.
Property, plant and equipment are measured using the cost model; thus, recognised at cost price after deduction for accumulated depreciation and any impairment. Cost prices include purchase price and costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended.
The assets are depreciated using the straight-line method over the expected useful life of the asset. Costs of direct maintenance on the operating assets are expensed as incurred. Additional investments and improvements are added to the asset\u2019s cost price and depreciated in line with the remaining useful life of the asset.
(Amounts in EUR thousands) | Office machinesand other equipment | Productionequipment | Buildings | Technical installations | Right-of-use Assets (note 3.3) | TOTAL |
Acquisition cost as of 01.01.2023 | 6 357 | 857 | 8 595 | 49 | 1 737 | 17 594 |
Additions | 1 234 | 2 | 3 | 0 | 889 | 2 128 |
Remeasurement | 0 | 0 | 0 | 0 | 20 | 20 |
Currency effects | -84 | -2 | -28 | -3 | -93 | -210 |
Acquisition cost as of 31.12.2023 | 7 507 | 857 | 8 570 | 46 | 2 552 | 19 532 |
Additions | 1 119 | 4 | 476 | 0 | 147 | 1 745 |
Disposals | -89 | 0 | -32 | 0 | 0 | -120 |
Remeasurement | 0 | 0 | 0 | 0 | 7 | 7 |
Currency effects | 80 | -1 | -6 | 0 | 21 | 94 |
Acquisition cost as of 31.12.2024 | 8 618 | 860 | 9 008 | 46 | 2 726 | 21 257 |
Accumulated depreciation as of 01.01.2023 | 2 659 | 505 | 1 081 | 3 | 1 064 | 5 313 |
Depreciation | 1 507 | 115 | 329 | 2 | 443 | 2 397 |
Impairment | 0 | 32 | 16 | 0 | 0 | 47 |
Currency effects | -59 | -1 | 17 | 0 | -62 | -105 |
Accumulated depreciation as of 31.12.2023 | 4 108 | 651 | 1 442 | 5 | 1 446 | 7 652 |
Depreciation | 1 411 | 68 | 316 | 2 | 494 | 2 292 |
Reversed depreciation disposals | -118 | 0 | -11 | 0 | 0 | -129 |
Currency effects | 48 | 0 | -1 | 0 | 0 | 47 |
Accumulated depreciation as of 31.12.2024 | 5 449 | 719 | 1 747 | 7 | 1 940 | 9 862 |
Carrying value as of 31.12.2023 | 3 400 | 206 | 7 127 | 41 | 1 106 | 11 880 |
Carrying value as of 31.12.2024 | 3 169 | 141 | 7 261 | 39 | 786 | 11 395 |
Useful life | 3-5 years | 3-8 years | 30-40 years | 15-20 years | 2-10 years | |
Depreciation plan | Straight-line | Straight-line | Straight-line | Straight-line | Straight-line |
Useful life, depreciation plan
Office machines and other equipment has a useful life of 3-5 years
Production equipment has a useful life of 3-8 years
Buildings have a useful life of 30-40 years
Technical installations have a useful life of 15-20 years
Right of use assets has a useful life of 2-10 years
Impairment
An assessment of impairment of property, plant and equipment is made if there is an indication
of impairment. If the impairment test reveals that an asset\u2019s carrying amount is higher than the recoverable amount, an impairment loss will be recognised.
Property, plant and equipment is included in 'other invested capital' in the annual impairment test. See note 3.1 for impairment considerations for other invested capital.
Note 3.3 - Leases
At inception of a contract, the Group assesses whether a 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. To assess whether a contract conveys the right to control the use of an identified asset, the Group uses the definition of a lease in IFRS 16.
As a lessee
At commencement date or on modification of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease component based on its relative stand-alone prices. The Group has not chosen to follow the practical expedient to account for the lease and non-lease components as a single component. Non-lease components are treated separately in other standards than IFRS 16.
The group recognise a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease, or if that rate cannot be readily determined, the Group's incremental borrowing rate. Generally, the Group uses its incremental borrowing rate (IBR) as the discount rate. The IBR 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 IBR therefore reflects what the Group 'would have to pay', which requires estimation when no observable rates are available (such as for subsidiaries that do not enter into financing transactions). The Group determines its incremental borrowing rate by considering various interest rates (risk free rate as 10-year government bonds, and
risk premiums) and makes certain adjustments to reflect the terms of the lease, the type of the asset leased and certain entity-specific estimates (such as the subsidiary's stand-alone credit rating).
Lease payments included in the measurement of the lease liability comprise the following: i) fixed payments and ii) variable lease payments that depend on an index, initially measured using the index or rate as at the commencement date. The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset.
Payments for insurance, property tax and VAT are excluded from the lease payments amount as they are defined variable lease payments.
The Group presents right-of-use assets in 'property, plant and equipment' and the lease liabilities within \u2018lease liabilities\u2019, divided into current and non-current portions.
Short-term leases and leases of low value assets
Cavendish has elected the practical expedient of treating short-term leases and low value assets outside the scope of IFRS 16.
The group has lease contracts for various items of offices, warehouse, parking, vehicles and other equipment used in its operations. Leases of offices, warehouse and parking have lease terms of 5 years while motor vehicles and other equipment generally have lease terms between 3 and 5 years. The Group's obligations under its leases are secured by the lessor's title to the leased assets.
Right-of-use assets
(Amounts in EUR thousands) | Office and warehouse | Motor vehicles | Equipment | TOTAL |
As of 01.01.2023 | 482 | 153 | 40 | 675 |
Additions | 277 | 608 | 0 | 886 |
Remeasurement | 11 | 8 | 1 | 20 |
Depreciation | -274 | -157 | -12 | -443 |
Translation difference | -19 | -13 | 0 | -31 |
As of 31.12.2023 | 477 | 600 | 29 | 1 106 |
Additions | 48 | 87 | 12 | 147 |
Remeasurement | 0 | 6 | 1 | 7 |
Depreciation | -252 | -231 | -11 | -494 |
Translation difference | -1 | 19 | 3 | 21 |
As of 31.12.2024 (note 3.2) | 271 | 480 | 34 | 786 |
Lease liabilities
The table below show the carrying amounts of lease liabilities (both current and non-current portion) and the movements during the period:
(Amounts in EUR thousands) | 2024 | 2023 |
Balance as of 01.01. | 1 040 | 670 |
Additions | 147 | 889 |
Remeasurement | 7 | 20 |
Accretion of interest | 52 | 49 |
Lease payments | -498 | -556 |
Translation differences | 11 | -31 |
Balance as of 31.12. | 759 | 1 040 |
Current | 400 | 600 |
Non-current | 358 | 440 |
Balance as of 31.12. | 759 | 1 040 |
The maturity analysis of undiscounted cash flow in lease liabilities is disclosed in Note 5.2. The difference between discounted cash flows and undiscounted cash flows (discount effect) is EUR 56 (95) thousand as of 31.12.2024.
Reconciliation of liabilities arising from financing activities in statement of cash flows, split in cash flows and non-cash changes:
(Amounts in EUR thousands) | 2024 | 2023 |
Balance as of 01.01. | 1 040 | 670 |
Cash flows principal amount | -446 | -508 |
Cash flows interests | -52 | -49 |
Non-cash changes: | ||
Additions and remeasurements | 153 | 908 |
Accretion of interest expense | 52 | 49 |
Foreign currency effects | 11 | -31 |
Balance as of 31.12. | 759 | 1 040 |
Amounts recognized in profit or loss
(Amounts in EUR thousands) | 2024 | 2023 |
Depreciation expense of right-of-use assets | -494 | -320 |
Interest expense on lease liabilities | -52 | -49 |
Expense relating to leases of low-value assets | -24 | -21 |
Expense relating to short-term leases, excluding short-term leases of low-value assets | 0 | -78 |
TOTAL amount recognised in profit or loss | -570 | -467 |
Other information
2024 | 2023 | |
Total cash outflow for leases as a lessee | 522 | 655 |
Weighted incremental borrowing rate used as discount rate for the measuring of lease liabilities | 7.0 % | 8.0 % |
Extension and termination options
The Group has several lease contracts that include extension and termination options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Group's business needs.
Note 3.4 - Non-current financial assets
(Amounts in EUR thousands) | 2024 | 2023 |
Investment in Hydrogen Energy Network (HyNet) | 0 | 872 |
Other non-current financial assets | 207 | 163 |
Balance as of 31.12. | 207 | 1 035 |
Hydrogen Energy Network (HyNet)
The group\u2019s shareholdings in Hydrogen Energy Network (HyNet) constitute a 4.75 % ownership interest. HyNet is structured as a Special Purpose Company and is principally engaged in expanding the hydrogen fueling infrastructure in South Korea.
During 2024, the Group recognised negative fair value adjustment of EUR 872 thousand in the HyNet investment. The fair value adjustment is based on the financial situation in the company
is strained and the company needs additional capital either through capital increases, investor loans or external loans. Therefore, a negative fair value adjustment is assessed prudent and unbiased. The accumulated cost of shares in HyNet is EUR 3 800 thousand and cost less fair value adjustments equals EUR 0 per 31 December 2024. The shares are unquoted and there have not been any transactions of an identical or similar instrument.
Note 6.2 - Financial risk factors
The key financial risks the group is exposed to are related to liquidity, currency, interest rate, and credit risk.
Liquidity risk
Liquidity risk is the potential loss that occurs when the group fails to fulfil its contractual obligations when they fall due. Cavendish is operating in a fast-growing, emerging market, with a long list of initiatives in many regions. The need to address growth opportunities ahead of actual market demand, balanced with the need to conserve cash, is a continual challenge. The timing of addressing such elements and risks is important. Moving too fast could result in an unnecessarily high cost level, with cash requirements beyond the current financing plan.
However, the group has a strong liquidity position, EUR 41 778 thousand, as per 31.12.2024. The strong cash position is a good basis for the group\u2019s growth strategy. The group monitors its risks associated with lack of capital up against the company\u2019s planned activities.
The group will, if necessary, attempt to raise capital through private placements, debt financing, partnerships, and strategic alliances
or from other sources.
The group may fail to raise capital on acceptable terms, or not do it at all, and this can result in a liquidation of the group.
Currency risk
Cavendish operates internationally and is subject to currency risks arising from foreign currency transactions and exposures. As the group presents its consolidated results in EUR, any change in exchange rates between EUR and its subsidiaries\u2019 functional currencies, primarily with respect to changes in USD and KRW, affects its consolidated statement of income and consolidated statement of financial position. Since the DKK is pegged against EUR, it is assumed to not cause any currency risk. As the group expands its operations with projects in new markets the currency risk exposure increases.
The group is on an overall level managed as a EUR company for currency risk management purposes with primary focus on EUR cash flow.
The group\u2019s gross foreign currency risk exposure is significant, with the majority of revenue and expenses denominated in foreign currency, in particular the USD and KRW. The group mitigates the currency risk exposure by entering into forward currency contracts with financial institutions when considered relevant.
The group has a residual net currency risk exposure considering hedging which is considered low to medium.
Interest rate risk
The group does not have a significant amount of interest-bearing long-term debt. Due to the low amount of debt in the group it is assessed that a change in interest rates will not have a material effect on the financial statements.
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Cavendish is exposed to credit risk from its operating activities (primarily trade receivables
and contract assets) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. The carrying amounts of financial assets and contract assets represent the maximum credit exposure.
Expected credit loss assessment
Expected Credit Losses are measured as the present value of all cash shortfalls (i.e., the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expect to receive).
Historically, the Group has had no credit losses on its trade receivables, however in 2024 the Group has recognized credit losses relating to two specific customers due to an individual assessment following common credit risk characteristics; geographic region, age of customer relationship and type of products purchased.
Note 3.4 - Non-current financial assets
(Amounts in EUR thousands) | 2024 | 2023 |
Investment in Hydrogen Energy Network (HyNet) | 0 | 872 |
Other non-current financial assets | 207 | 163 |
Balance as of 31.12. | 207 | 1 035 |
Hydrogen Energy Network (HyNet)
The group\u2019s shareholdings in Hydrogen Energy Network (HyNet) constitute a 4.75 % ownership interest. HyNet is structured as a Special Purpose Company and is principally engaged in expanding the hydrogen fueling infrastructure in South Korea.
During 2024, the Group recognised negative fair value adjustment of EUR 872 thousand in the HyNet investment. The fair value adjustment is based on the financial situation in the company
is strained and the company needs additional capital either through capital increases, investor loans or external loans. Therefore, a negative fair value adjustment is assessed prudent and unbiased. The accumulated cost of shares in HyNet is EUR 3 800 thousand and cost less fair value adjustments equals EUR 0 per 31 December 2024. The shares are unquoted and there have not been any transactions of an identical or similar instrument.
Note 4.3 - Prepaid expenses and other current assets
(Amounts in EUR thousands) | 2024 | 2023 |
VAT net receivable | 281 | 232 |
Prepayments | 201 | 35 |
Other current assets | 3 707 | 2 379 |
Balance as of 31.12. | 4 189 | 2 646 |
Note 3.4 - Non-current financial assets
(Amounts in EUR thousands) | 2024 | 2023 |
Investment in Hydrogen Energy Network (HyNet) | 0 | 872 |
Other non-current financial assets | 207 | 163 |
Balance as of 31.12. | 207 | 1 035 |
Hydrogen Energy Network (HyNet)
The group\u2019s shareholdings in Hydrogen Energy Network (HyNet) constitute a 4.75 % ownership interest. HyNet is structured as a Special Purpose Company and is principally engaged in expanding the hydrogen fueling infrastructure in South Korea.
During 2024, the Group recognised negative fair value adjustment of EUR 872 thousand in the HyNet investment. The fair value adjustment is based on the financial situation in the company
is strained and the company needs additional capital either through capital increases, investor loans or external loans. Therefore, a negative fair value adjustment is assessed prudent and unbiased. The accumulated cost of shares in HyNet is EUR 3 800 thousand and cost less fair value adjustments equals EUR 0 per 31 December 2024. The shares are unquoted and there have not been any transactions of an identical or similar instrument.
Note 4.1 - Inventories
Inventories comprises purchased raw materials, work in progress and finished goods. Obsolescence is considered for inventories and write-down is performed on obsolete goods.
Inventories are measured under the weighted-average cost formula. The cost of each item is determined from the weighted average of the cost of similar items at the beginning of a period and the cost of similar items bought or produced during the period.
Inventories are measured at the lowest of cost and net realisable value. Net realisable value is the estimated future sales price of the product the group expects to realise when the product
is processed and sold, less estimated costs to complete production and bring the product to sale.
During 2024 allowance for obsolete inventory increased with EUR -932 thousand to EUR -1 509 thousand per 31 December 2024. The increase is due to a write down of inventory from a customer termination of a service contract of 7 stations in the US. This station product used several components of legacy technology that lead to certain spare parts being obsolete.
The amount of inventories recognized as an expense was EUR 10 096 (14 020) thousands during 2024.
(Amounts in EUR thousands) | 2024 | 2023 |
Raw material | 5 672 | 6 687 |
Work in progress | 3 119 | 3 879 |
Finished goods | 11 473 | 17 759 |
Allowance for obsolete inventory | -1 509 | -577 |
Balance as of 31.12. | 18 754 | 27 748 |
Note 4.2 - Trade receivables
Trade receivables are initially recognised at their transaction price, i.e. the amount of consideration to which Cavendish expects to be entitled for transferring the promised goods or services to the customer. Trade receivables are subsequently accounted for at amortised cost and are reviewed for impairment on an
ongoing basis. Trade receivables are generally not discounted. Trade receivables are presented net of expected credit losses. Changes in the expected credit loss are recognised within other operating expenses in statement of comprehensive income.
(Amounts in EUR thousands) | 2024 | 2023 |
Receivables from third-party customers | 5 573 | 7 186 |
Receivables from related parties | 0 | 3 056 |
Gross trade receivables | 5 573 | 10 243 |
Allowance for expected credit losses | -734 | 0 |
Balance as of 31.12. | 4 839 | 10 243 |
Trade receivables are non-interest bearing and are generally on terms 30 to 60 days.
The allowance for expected credit losses covers the amounts that are assessed as uncertain. In 2024 Cavendish has recognized a credit loss allowance of EUR -734 thousand relating to two specific US based customers mainly representing the time value of money.
See Note 6.2 on credit risk of trade receivables, which explains how the group manages and measures expected credit loss of trade receivables that are neither past due nor impaired.
Cavendish recognises loss allowances for \u2018Expected Credit Loss\u2019 (ECL) on:
Financial assets measured at amortised cost; and
Contract assets
Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECLs.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group's historical experience and informed credit assessment, that includes forward-looking information.
Measurement of ECLs
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to Cavendish in accordance with the contract and the cash flows that Cavendish expects to receive).
Presentation of allowance for ECL in the statement of financial position
Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets.
Note 4.2 - Trade receivables
Trade receivables are initially recognised at their transaction price, i.e. the amount of consideration to which Cavendish expects to be entitled for transferring the promised goods or services to the customer. Trade receivables are subsequently accounted for at amortised cost and are reviewed for impairment on an
ongoing basis. Trade receivables are generally not discounted. Trade receivables are presented net of expected credit losses. Changes in the expected credit loss are recognised within other operating expenses in statement of comprehensive income.
(Amounts in EUR thousands) | 2024 | 2023 |
Receivables from third-party customers | 5 573 | 7 186 |
Receivables from related parties | 0 | 3 056 |
Gross trade receivables | 5 573 | 10 243 |
Allowance for expected credit losses | -734 | 0 |
Balance as of 31.12. | 4 839 | 10 243 |
Trade receivables are non-interest bearing and are generally on terms 30 to 60 days.
The allowance for expected credit losses covers the amounts that are assessed as uncertain. In 2024 Cavendish has recognized a credit loss allowance of EUR -734 thousand relating to two specific US based customers mainly representing the time value of money.
See Note 6.2 on credit risk of trade receivables, which explains how the group manages and measures expected credit loss of trade receivables that are neither past due nor impaired.
Cavendish recognises loss allowances for \u2018Expected Credit Loss\u2019 (ECL) on:
Financial assets measured at amortised cost; and
Contract assets
Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECLs.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group's historical experience and informed credit assessment, that includes forward-looking information.
Measurement of ECLs
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to Cavendish in accordance with the contract and the cash flows that Cavendish expects to receive).
Presentation of allowance for ECL in the statement of financial position
Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of the assets.
Note 4.3 - Prepaid expenses and other current assets
(Amounts in EUR thousands) | 2024 | 2023 |
VAT net receivable | 281 | 232 |
Prepayments | 201 | 35 |
Other current assets | 3 707 | 2 379 |
Balance as of 31.12. | 4 189 | 2 646 |
Note 4.3 - Prepaid expenses and other current assets
(Amounts in EUR thousands) | 2024 | 2023 |
VAT net receivable | 281 | 232 |
Prepayments | 201 | 35 |
Other current assets | 3 707 | 2 379 |
Balance as of 31.12. | 4 189 | 2 646 |
Note 4.4 - Cash and cash equivalents
Cash and cash equivalents include cash, bank deposits and all other monetary items due within three months or less.
(Amounts in EUR thousands) | 2024 | 2023 |
Cash and cash equivalents | 41 778 | 7 018 |
Balance as of 31.12. | 41 778 | 7 018 |
(Amounts in EUR thousands) | 2024 | 2023 |
Norwegian Kroner | 16 181 | 0 |
US Dollars | 5 370 | 733 |
Danish Kroner | 2 048 | 2 644 |
Euro | 17 006 | 2 357 |
GB Pounds | 673 | 767 |
Korean Won | 500 | 517 |
Balance as of 31.12. | 41 778 | 7 018 |
Note 5.1 - Share capital and shareholders
Share capital
The share capital comprises the number of shares multiplied by their par value and are classified as equity. Expenses which can be attributed directly to the issue of new shares or options (less tax) are recognised in equity as a reduction in the proceeds received.
As of 31 December 2024, the group's share capital was EUR 5 889 thousand, consisting of 33 618 145 shares each with a par value of NOK 2 (app. EUR 0.17).
The parent company has only one share class and no special regulations relating to the shares; thus, one share represents one vote.
Shareholders as of 31.12.2024 | Country | Number of shares | Ownership |
CLEARSTREAM BANKING S.A.1 | Luxembourg | 21 739 667 | 64.67% |
CACEIS Bank | Germany | 846 166 | 2.52% |
AXON AS | Norway | 691 817 | 2.06% |
The Bank of New York Mellon SA/NV | Belgium | 502 354 | 1.49% |
Nordnet Bank AB | Sweden | 460 249 | 1.37% |
SIX SIS AG | Switzerland | 333 368 | 0.99% |
JMI AS | Norway | 326 540 | 0.97% |
UBS Switzerland AG | Switzerland | 324 200 | 0.96% |
Avanza Bank AB | Sweden | 260 985 | 0.78% |
GALILEO AS | Norway | 258 748 | 0.77% |
Saxo Bank A/S | Denmark | 223 251 | 0.66% |
CAVENDISH HYDROGEN ASA | Norway | 200 180 | 0.60% |
NORTH SEA GROUP AS | Norway | 170 000 | 0.51% |
Danske Bank A/S | Denmark | 161 104 | 0.48% |
KBC Bank NV | Belgium | 153 633 | 0.46% |
Euroclear Bank S.A./N.V. | Belgium | 148 102 | 0.44% |
YOUNAS RASK AS | Norway | 138 258 | 0.41% |
The Bank of New York Mellon SA/NV | Belgium | 130 657 | 0.39% |
BNP Paribas | France | 118 140 | 0.35% |
Citibank, N.A. | Ireland | 113 700 | 0.34% |
Total 20 largest shareholders | 27 301 119 | 81.21% | |
Total remaining shareholders | 6 317 026 | 18.79% | |
Total number of shares | 33 618 145 | 100.00% | |
1 Clearstream Banking S.A. is a leading international central securities depository, and the shareholdings in Cavendish Hydrogen ASA consist of a large number of retail investors with no major individual holdings. |
Note 5.1 - Share capital and shareholders
Share capital
The share capital comprises the number of shares multiplied by their par value and are classified as equity. Expenses which can be attributed directly to the issue of new shares or options (less tax) are recognised in equity as a reduction in the proceeds received.
As of 31 December 2024, the group's share capital was EUR 5 889 thousand, consisting of 33 618 145 shares each with a par value of NOK 2 (app. EUR 0.17).
The parent company has only one share class and no special regulations relating to the shares; thus, one share represents one vote.
Shareholders as of 31.12.2024 | Country | Number of shares | Ownership |
CLEARSTREAM BANKING S.A.1 | Luxembourg | 21 739 667 | 64.67% |
CACEIS Bank | Germany | 846 166 | 2.52% |
AXON AS | Norway | 691 817 | 2.06% |
The Bank of New York Mellon SA/NV | Belgium | 502 354 | 1.49% |
Nordnet Bank AB | Sweden | 460 249 | 1.37% |
SIX SIS AG | Switzerland | 333 368 | 0.99% |
JMI AS | Norway | 326 540 | 0.97% |
UBS Switzerland AG | Switzerland | 324 200 | 0.96% |
Avanza Bank AB | Sweden | 260 985 | 0.78% |
GALILEO AS | Norway | 258 748 | 0.77% |
Saxo Bank A/S | Denmark | 223 251 | 0.66% |
CAVENDISH HYDROGEN ASA | Norway | 200 180 | 0.60% |
NORTH SEA GROUP AS | Norway | 170 000 | 0.51% |
Danske Bank A/S | Denmark | 161 104 | 0.48% |
KBC Bank NV | Belgium | 153 633 | 0.46% |
Euroclear Bank S.A./N.V. | Belgium | 148 102 | 0.44% |
YOUNAS RASK AS | Norway | 138 258 | 0.41% |
The Bank of New York Mellon SA/NV | Belgium | 130 657 | 0.39% |
BNP Paribas | France | 118 140 | 0.35% |
Citibank, N.A. | Ireland | 113 700 | 0.34% |
Total 20 largest shareholders | 27 301 119 | 81.21% | |
Total remaining shareholders | 6 317 026 | 18.79% | |
Total number of shares | 33 618 145 | 100.00% | |
1 Clearstream Banking S.A. is a leading international central securities depository, and the shareholdings in Cavendish Hydrogen ASA consist of a large number of retail investors with no major individual holdings. |
Note 5.2 - Long-term debt
Long-term debt - lender (Amounts in EUR thousands) | Legal entity | Maturity | Interest rate | 2024 | 2023 |
Nykredit - Vejlevej 5 - Property | Cavendish Hydrogen A/S | 2038 | 3.19 % | 1 354 | 1 438 |
Nykredit - Vejlevej 5 - Property | Cavendish Hydrogen A/S | 2038 | 0.84 % | 445 | 477 |
Nykredit - Vejlevej 3 - Land | Cavendish Hydrogen A/S | 2028 | 3.51 % | 64 | 84 |
Nel ASA | Cavendish Hydrogen A/S | Repayable on demand | NIBOR 3M + 3 % | 0 | 2 013 |
Nel ASA | Cavendish Korea Co. Ltd | Repayable on demand | NIBOR 3M + 3 % | 0 | 11 756 |
Balance as of 31.12. | 1 862 | 15 767 | |||
Current portion | 138 | 134 | |||
Non-current portion | 1 725 | 15 633 | |||
Balance as of 31.12. | 1 862 | 15 767 |
Carrying amount of assets that are pledged (Amounts in EUR thousands) | 2024 | 2023 |
Building | 5 619 | 5 881 |
TOTAL | 5 619 | 5 881 |
Reconciliation of liabilities arising from financing activities
(Amounts in EUR thousands) | 2024 | 2023 |
Balance as of 01.01. | 15 767 | 25 647 |
New loan | 2 507 | 28 363 |
Payment of loan | -6 860 | -634 |
Non-cash changes: | ||
Debt conversion | -9 695 | -43 704 |
Accretion of interest | 209 | 1 884 |
Foreign currency effects | -65 | 4 211 |
Balance as of 31.12. | 1 863 | 15 767 |
The reconciliation of lease liabilities arising from financing activities is disclosed in note 3.3 leases.
Maturity analysis
Maturity analysis for long-term debt (undiscounted cash flows)
2023 | 2024 | 2025 | 2026 | 2027 | >2027 | Total |
Nykredit | 134 | 138 | 142 | 146 | 1 438 | 1 998 |
Related party loans, including interest | - | - | 13 769 | - | - | 13 769 |
Lease liabilities (note 3.3) | 453 | 328 | 231 | 121 | 2 | 1 135 |
Estimated interest cost1 | 44 | 41 | 41 | 41 | 244 | 410 |
TOTAL long-term debt including interest | 631 | 507 | 14 183 | 307 | 1 684 | 17 313 |
1 Based on prevailing debt installment agreements and interest rates. |
Note 5.2 - Long-term debt
Long-term debt - lender (Amounts in EUR thousands) | Legal entity | Maturity | Interest rate | 2024 | 2023 |
Nykredit - Vejlevej 5 - Property | Cavendish Hydrogen A/S | 2038 | 3.19 % | 1 354 | 1 438 |
Nykredit - Vejlevej 5 - Property | Cavendish Hydrogen A/S | 2038 | 0.84 % | 445 | 477 |
Nykredit - Vejlevej 3 - Land | Cavendish Hydrogen A/S | 2028 | 3.51 % | 64 | 84 |
Nel ASA | Cavendish Hydrogen A/S | Repayable on demand | NIBOR 3M + 3 % | 0 | 2 013 |
Nel ASA | Cavendish Korea Co. Ltd | Repayable on demand | NIBOR 3M + 3 % | 0 | 11 756 |
Balance as of 31.12. | 1 862 | 15 767 | |||
Current portion | 138 | 134 | |||
Non-current portion | 1 725 | 15 633 | |||
Balance as of 31.12. | 1 862 | 15 767 |
Carrying amount of assets that are pledged (Amounts in EUR thousands) | 2024 | 2023 |
Building | 5 619 | 5 881 |
TOTAL | 5 619 | 5 881 |
Reconciliation of liabilities arising from financing activities
(Amounts in EUR thousands) | 2024 | 2023 |
Balance as of 01.01. | 15 767 | 25 647 |
New loan | 2 507 | 28 363 |
Payment of loan | -6 860 | -634 |
Non-cash changes: | ||
Debt conversion | -9 695 | -43 704 |
Accretion of interest | 209 | 1 884 |
Foreign currency effects | -65 | 4 211 |
Balance as of 31.12. | 1 863 | 15 767 |
The reconciliation of lease liabilities arising from financing activities is disclosed in note 3.3 leases.
Maturity analysis
Maturity analysis for long-term debt (undiscounted cash flows)
2023 | 2024 | 2025 | 2026 | 2027 | >2027 | Total |
Nykredit | 134 | 138 | 142 | 146 | 1 438 | 1 998 |
Related party loans, including interest | - | - | 13 769 | - | - | 13 769 |
Lease liabilities (note 3.3) | 453 | 328 | 231 | 121 | 2 | 1 135 |
Estimated interest cost1 | 44 | 41 | 41 | 41 | 244 | 410 |
TOTAL long-term debt including interest | 631 | 507 | 14 183 | 307 | 1 684 | 17 313 |
1 Based on prevailing debt installment agreements and interest rates. |
Note 5.3 - Deferred income
(Amounts in EUR thousands) | 2024 | 2023 |
Government grants | 2 014 | 1 392 |
TOTAL deferred income | 2 014 | 1 392 |
Government grants
Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached conditions will be complied with. When the grants relate to an expense item, it is normally recognised as other operating income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed.
Grants received that relate to an acquisition
or development of assets has been presented \"gross\" in Cavendish's financial statements. A gross presentation entails that the grant received is presented separately as deferred income. The deferred income is presented as a non-current liability and is amortised over the useful life of the related asset. The amortised part of the deferred income is presented as other operating income in the statement of comprehensive income.
Government grants (Amounts in EUR thousands) | 2024 | 2023 |
As of 31.12.2023 | 1 392 | 2 011 |
Grants received | 940 | 181 |
Income recognised within 'other operating income' in 2024 (note 2.2) | -343 | -1 017 |
Translation difference | 26 | 217 |
As of 31.12.2024 | 2 014 | 1 392 |
The aging schedule shows the remaining governments grants divided in the year the grants was initially received.
The group is not aware of any unfulfilled conditions associated with these grants.
Deferred income aging schedule | <2021 | 2021 | 2022 | 2023 | 2024 | TOTAL |
Government grants as of 31.12.2024 | 670 | 193 | 173 | 38 | 940 | 2.014 |
Government grants as of 31.12.2023 | 969 | 236 | 154 | 33 | 0 | 1.392 |
Note 5.4 - Other liabilities
Other current liabilities
(Amounts in EUR thousands) | 2024 | 2023 |
Vacation allowance and other salary related accruals | 1 880 | 1 980 |
Other current liabilities | 725 | 1 207 |
Balance as of 31.12. | 2 606 | 3 187 |
Other non-current liabilities
(Amounts in EUR thousands) | 2024 | 2023 |
Other non-current liabilities | 0 | 13 |
Balance as of 31.12. | 0 | 13 |
Note 5.4 - Other liabilities
Other current liabilities
(Amounts in EUR thousands) | 2024 | 2023 |
Vacation allowance and other salary related accruals | 1 880 | 1 980 |
Other current liabilities | 725 | 1 207 |
Balance as of 31.12. | 2 606 | 3 187 |
Other non-current liabilities
(Amounts in EUR thousands) | 2024 | 2023 |
Other non-current liabilities | 0 | 13 |
Balance as of 31.12. | 0 | 13 |
Note 5.4 - Other liabilities
Other current liabilities
(Amounts in EUR thousands) | 2024 | 2023 |
Vacation allowance and other salary related accruals | 1 880 | 1 980 |
Other current liabilities | 725 | 1 207 |
Balance as of 31.12. | 2 606 | 3 187 |
Other non-current liabilities
(Amounts in EUR thousands) | 2024 | 2023 |
Other non-current liabilities | 0 | 13 |
Balance as of 31.12. | 0 | 13 |
Note 5.5 - Provisions
Provisions, contingent liabilities and contingent assets
The group makes provisions when a legal or constructive obligation exists as a result of past events, it is more likely than not that a transfer of financial resources will be required to settle the obligation, and the amount of the obligation can be reliably estimated. When the group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. When the effect is significant, provisions are calculated
by discounting expected cash flows at a pre-tax rate that reflects the time value of money and if appropriate the risks specific to the liability. Increase in provisions as a result of time passing, is presented as interest expense.
Information regarding significant contingent liabilities is disclosed. A contingent asset is not recognised, but information is disclosed if there is a possibility that a significant advantage will accrue to the group.
(Amounts in EUR thousands) | Accrued warranty | Employee benefits | Settlement and claims | Onerous contracts | TOTAL |
As of 01.01.2023 | 3 174 | 805 | 1 688 | 1 186 | 6 853 |
Additions | 1 796 | 1 282 | 0 | 426 | 3 503 |
Used during the year | -1 471 | -741 | -88 | -837 | -3 137 |
Reversal of unused provisions | -1 309 | 0 | -1 570 | -214 | -3 093 |
Foreign currency translation | -27 | -43 | -30 | -12 | -112 |
As of 31.12.2023 | 2 162 | 1 302 | 0 | 549 | 4 014 |
Additions | 796 | 333 | 925 | 450 | 2 504 |
Used during the year | -1 363 | -1 170 | 0 | -473 | -3 005 |
Reversal of unused provisions | -372 | 0 | 0 | 0 | -372 |
Foreign currency translation | 2 | -12 | 0 | -3 | -13 |
As of 31.12.2024 | 1 226 | 453 | 925 | 524 | 3 128 |
Accrued warranty
The group\u2019s warranty to customers is limited to replacement parts and services and generally expires one year from the date of shipment or contract completion. Such warranties are limited in time, for most products not exceeding 12 months. Warranty is based on both contractual commitments and caused by liability under background law.
Estimated warranty obligations are recorded in the period in which the related revenue is recognised or when a project is installed or commissioned. The group quantifies and records an estimate for warranty related costs, which is principally based on historical experience. The
accounting for warranties requires the Group to make assumptions and apply judgments when estimating product failure rates and expected material and labour costs. The group adjusts accruals as warranty claim data and historical experience warrant. If actual results are not consistent with the assumptions and judgments used to calculate the warranty liability because either failure rates or repair costs differ from the groups assumptions, the group may be exposed to gains or losses that could be material. Accrued warranty provision is based on experience assumptions.
Employee benefits
Cavendish has short term incentive bonuses in place for all employees. The provision for bonus incurred in 2024 to be finally measured and paid in 2025 is EUR 217 thousand (1 302).
In addition, the employee benefits include provision for social security on RSU\u2019s for social
security payable in Norway, calculated at the intrinsic value at year end. The provision fluctuates with the number of active RSU\u2019s, timing of exercise and Cavendish Hydrogen ASA share price. See note 2.5 for further information on incentive program.
Settlement and claims
Settlement and claims comprise disputes, claims and fines where cash outflow is assessed probable (more likely that not to occur). The provision per 31 December 2024 relates to case with an undisclosed US-based customer which Cavendish still cooperates closely with.
In the first quarter of 2024, Iwatani Corporation of America filed a lawsuit with claims for damages towards Cavendish Hydrogen Inc,
Cavendish Hydrogen A/S, Nel ASA and certain other individual defendants, including current CEO and the Chair of the Board of Cavendish Hydrogen ASA, in connection with agreements for delivery of fueling equipment and services between Cavendish Hydrogen Inc. and Iwatani Corporation of America. No provisions have been made in the financial statements as of 31st December 2024.
Onerous contracts
An onerous contract is a contract in which the unavoidable costs (i.e. the lower of the cost of fulfilling the contract and any compensation or penalties arising from failure to fulfil it) exceed the economic benefits expected to be
received under the contract. For all contracts that are onerous, the present obligation under the contract is recognised and measured as a provision.
Note 5.5 - Provisions
Provisions, contingent liabilities and contingent assets
The group makes provisions when a legal or constructive obligation exists as a result of past events, it is more likely than not that a transfer of financial resources will be required to settle the obligation, and the amount of the obligation can be reliably estimated. When the group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. When the effect is significant, provisions are calculated
by discounting expected cash flows at a pre-tax rate that reflects the time value of money and if appropriate the risks specific to the liability. Increase in provisions as a result of time passing, is presented as interest expense.
Information regarding significant contingent liabilities is disclosed. A contingent asset is not recognised, but information is disclosed if there is a possibility that a significant advantage will accrue to the group.
(Amounts in EUR thousands) | Accrued warranty | Employee benefits | Settlement and claims | Onerous contracts | TOTAL |
As of 01.01.2023 | 3 174 | 805 | 1 688 | 1 186 | 6 853 |
Additions | 1 796 | 1 282 | 0 | 426 | 3 503 |
Used during the year | -1 471 | -741 | -88 | -837 | -3 137 |
Reversal of unused provisions | -1 309 | 0 | -1 570 | -214 | -3 093 |
Foreign currency translation | -27 | -43 | -30 | -12 | -112 |
As of 31.12.2023 | 2 162 | 1 302 | 0 | 549 | 4 014 |
Additions | 796 | 333 | 925 | 450 | 2 504 |
Used during the year | -1 363 | -1 170 | 0 | -473 | -3 005 |
Reversal of unused provisions | -372 | 0 | 0 | 0 | -372 |
Foreign currency translation | 2 | -12 | 0 | -3 | -13 |
As of 31.12.2024 | 1 226 | 453 | 925 | 524 | 3 128 |
Accrued warranty
The group\u2019s warranty to customers is limited to replacement parts and services and generally expires one year from the date of shipment or contract completion. Such warranties are limited in time, for most products not exceeding 12 months. Warranty is based on both contractual commitments and caused by liability under background law.
Estimated warranty obligations are recorded in the period in which the related revenue is recognised or when a project is installed or commissioned. The group quantifies and records an estimate for warranty related costs, which is principally based on historical experience. The
accounting for warranties requires the Group to make assumptions and apply judgments when estimating product failure rates and expected material and labour costs. The group adjusts accruals as warranty claim data and historical experience warrant. If actual results are not consistent with the assumptions and judgments used to calculate the warranty liability because either failure rates or repair costs differ from the groups assumptions, the group may be exposed to gains or losses that could be material. Accrued warranty provision is based on experience assumptions.
Employee benefits
Cavendish has short term incentive bonuses in place for all employees. The provision for bonus incurred in 2024 to be finally measured and paid in 2025 is EUR 217 thousand (1 302).
In addition, the employee benefits include provision for social security on RSU\u2019s for social
security payable in Norway, calculated at the intrinsic value at year end. The provision fluctuates with the number of active RSU\u2019s, timing of exercise and Cavendish Hydrogen ASA share price. See note 2.5 for further information on incentive program.
Settlement and claims
Settlement and claims comprise disputes, claims and fines where cash outflow is assessed probable (more likely that not to occur). The provision per 31 December 2024 relates to case with an undisclosed US-based customer which Cavendish still cooperates closely with.
In the first quarter of 2024, Iwatani Corporation of America filed a lawsuit with claims for damages towards Cavendish Hydrogen Inc,
Cavendish Hydrogen A/S, Nel ASA and certain other individual defendants, including current CEO and the Chair of the Board of Cavendish Hydrogen ASA, in connection with agreements for delivery of fueling equipment and services between Cavendish Hydrogen Inc. and Iwatani Corporation of America. No provisions have been made in the financial statements as of 31st December 2024.
Onerous contracts
An onerous contract is a contract in which the unavoidable costs (i.e. the lower of the cost of fulfilling the contract and any compensation or penalties arising from failure to fulfil it) exceed the economic benefits expected to be
received under the contract. For all contracts that are onerous, the present obligation under the contract is recognised and measured as a provision.
Note 5.5 - Provisions
Provisions, contingent liabilities and contingent assets
The group makes provisions when a legal or constructive obligation exists as a result of past events, it is more likely than not that a transfer of financial resources will be required to settle the obligation, and the amount of the obligation can be reliably estimated. When the group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. When the effect is significant, provisions are calculated
by discounting expected cash flows at a pre-tax rate that reflects the time value of money and if appropriate the risks specific to the liability. Increase in provisions as a result of time passing, is presented as interest expense.
Information regarding significant contingent liabilities is disclosed. A contingent asset is not recognised, but information is disclosed if there is a possibility that a significant advantage will accrue to the group.
(Amounts in EUR thousands) | Accrued warranty | Employee benefits | Settlement and claims | Onerous contracts | TOTAL |
As of 01.01.2023 | 3 174 | 805 | 1 688 | 1 186 | 6 853 |
Additions | 1 796 | 1 282 | 0 | 426 | 3 503 |
Used during the year | -1 471 | -741 | -88 | -837 | -3 137 |
Reversal of unused provisions | -1 309 | 0 | -1 570 | -214 | -3 093 |
Foreign currency translation | -27 | -43 | -30 | -12 | -112 |
As of 31.12.2023 | 2 162 | 1 302 | 0 | 549 | 4 014 |
Additions | 796 | 333 | 925 | 450 | 2 504 |
Used during the year | -1 363 | -1 170 | 0 | -473 | -3 005 |
Reversal of unused provisions | -372 | 0 | 0 | 0 | -372 |
Foreign currency translation | 2 | -12 | 0 | -3 | -13 |
As of 31.12.2024 | 1 226 | 453 | 925 | 524 | 3 128 |
Accrued warranty
The group\u2019s warranty to customers is limited to replacement parts and services and generally expires one year from the date of shipment or contract completion. Such warranties are limited in time, for most products not exceeding 12 months. Warranty is based on both contractual commitments and caused by liability under background law.
Estimated warranty obligations are recorded in the period in which the related revenue is recognised or when a project is installed or commissioned. The group quantifies and records an estimate for warranty related costs, which is principally based on historical experience. The
accounting for warranties requires the Group to make assumptions and apply judgments when estimating product failure rates and expected material and labour costs. The group adjusts accruals as warranty claim data and historical experience warrant. If actual results are not consistent with the assumptions and judgments used to calculate the warranty liability because either failure rates or repair costs differ from the groups assumptions, the group may be exposed to gains or losses that could be material. Accrued warranty provision is based on experience assumptions.
Employee benefits
Cavendish has short term incentive bonuses in place for all employees. The provision for bonus incurred in 2024 to be finally measured and paid in 2025 is EUR 217 thousand (1 302).
In addition, the employee benefits include provision for social security on RSU\u2019s for social
security payable in Norway, calculated at the intrinsic value at year end. The provision fluctuates with the number of active RSU\u2019s, timing of exercise and Cavendish Hydrogen ASA share price. See note 2.5 for further information on incentive program.
Settlement and claims
Settlement and claims comprise disputes, claims and fines where cash outflow is assessed probable (more likely that not to occur). The provision per 31 December 2024 relates to case with an undisclosed US-based customer which Cavendish still cooperates closely with.
In the first quarter of 2024, Iwatani Corporation of America filed a lawsuit with claims for damages towards Cavendish Hydrogen Inc,
Cavendish Hydrogen A/S, Nel ASA and certain other individual defendants, including current CEO and the Chair of the Board of Cavendish Hydrogen ASA, in connection with agreements for delivery of fueling equipment and services between Cavendish Hydrogen Inc. and Iwatani Corporation of America. No provisions have been made in the financial statements as of 31st December 2024.
Onerous contracts
An onerous contract is a contract in which the unavoidable costs (i.e. the lower of the cost of fulfilling the contract and any compensation or penalties arising from failure to fulfil it) exceed the economic benefits expected to be
received under the contract. For all contracts that are onerous, the present obligation under the contract is recognised and measured as a provision.
Note 5.5 - Provisions
Provisions, contingent liabilities and contingent assets
The group makes provisions when a legal or constructive obligation exists as a result of past events, it is more likely than not that a transfer of financial resources will be required to settle the obligation, and the amount of the obligation can be reliably estimated. When the group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. When the effect is significant, provisions are calculated
by discounting expected cash flows at a pre-tax rate that reflects the time value of money and if appropriate the risks specific to the liability. Increase in provisions as a result of time passing, is presented as interest expense.
Information regarding significant contingent liabilities is disclosed. A contingent asset is not recognised, but information is disclosed if there is a possibility that a significant advantage will accrue to the group.
(Amounts in EUR thousands) | Accrued warranty | Employee benefits | Settlement and claims | Onerous contracts | TOTAL |
As of 01.01.2023 | 3 174 | 805 | 1 688 | 1 186 | 6 853 |
Additions | 1 796 | 1 282 | 0 | 426 | 3 503 |
Used during the year | -1 471 | -741 | -88 | -837 | -3 137 |
Reversal of unused provisions | -1 309 | 0 | -1 570 | -214 | -3 093 |
Foreign currency translation | -27 | -43 | -30 | -12 | -112 |
As of 31.12.2023 | 2 162 | 1 302 | 0 | 549 | 4 014 |
Additions | 796 | 333 | 925 | 450 | 2 504 |
Used during the year | -1 363 | -1 170 | 0 | -473 | -3 005 |
Reversal of unused provisions | -372 | 0 | 0 | 0 | -372 |
Foreign currency translation | 2 | -12 | 0 | -3 | -13 |
As of 31.12.2024 | 1 226 | 453 | 925 | 524 | 3 128 |
Accrued warranty
The group\u2019s warranty to customers is limited to replacement parts and services and generally expires one year from the date of shipment or contract completion. Such warranties are limited in time, for most products not exceeding 12 months. Warranty is based on both contractual commitments and caused by liability under background law.
Estimated warranty obligations are recorded in the period in which the related revenue is recognised or when a project is installed or commissioned. The group quantifies and records an estimate for warranty related costs, which is principally based on historical experience. The
accounting for warranties requires the Group to make assumptions and apply judgments when estimating product failure rates and expected material and labour costs. The group adjusts accruals as warranty claim data and historical experience warrant. If actual results are not consistent with the assumptions and judgments used to calculate the warranty liability because either failure rates or repair costs differ from the groups assumptions, the group may be exposed to gains or losses that could be material. Accrued warranty provision is based on experience assumptions.
Employee benefits
Cavendish has short term incentive bonuses in place for all employees. The provision for bonus incurred in 2024 to be finally measured and paid in 2025 is EUR 217 thousand (1 302).
In addition, the employee benefits include provision for social security on RSU\u2019s for social
security payable in Norway, calculated at the intrinsic value at year end. The provision fluctuates with the number of active RSU\u2019s, timing of exercise and Cavendish Hydrogen ASA share price. See note 2.5 for further information on incentive program.
Settlement and claims
Settlement and claims comprise disputes, claims and fines where cash outflow is assessed probable (more likely that not to occur). The provision per 31 December 2024 relates to case with an undisclosed US-based customer which Cavendish still cooperates closely with.
In the first quarter of 2024, Iwatani Corporation of America filed a lawsuit with claims for damages towards Cavendish Hydrogen Inc,
Cavendish Hydrogen A/S, Nel ASA and certain other individual defendants, including current CEO and the Chair of the Board of Cavendish Hydrogen ASA, in connection with agreements for delivery of fueling equipment and services between Cavendish Hydrogen Inc. and Iwatani Corporation of America. No provisions have been made in the financial statements as of 31st December 2024.
Onerous contracts
An onerous contract is a contract in which the unavoidable costs (i.e. the lower of the cost of fulfilling the contract and any compensation or penalties arising from failure to fulfil it) exceed the economic benefits expected to be
received under the contract. For all contracts that are onerous, the present obligation under the contract is recognised and measured as a provision.
Note 6.1 - Operational risk factors
Objectives, policies and processes for managing capital
The group's objective is to manage the capital structure to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders. The group sets the size of capital in proportion to business strategy, risk and financial market conditions. The group manages the capital structure and adjusts it in the light of changes in economic conditions, perceived risk associated with product development and risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the group may adjust the amount of new share issue or increase the debt by taking up loans.
Technological change
There is a risk that competitors may utilize technological change to launch new products and services, to provide products or services at more competitive prices, or to secure exclusive rights to new technologies. That includes but is not limited to cryo-compressed hydrogen, liquid hydrogen and sub cooled liquid hydrogen technologies. If these circumstances materialize, it may have a material adverse effect on the Group's business, prospects, financial results or results of operations.
Expansion risk
The uneven pace of Cavendish's anticipated expansion in facilities, staff and operations may place serious demands on the group\u2019s managerial, technical, financial, and other resources. The organization is currently relatively small and there is no guarantee that the group will be able to build a capable organization at a speed that is required to meet the demands of its customers or potential customers. Cavendish\u2019s failure to manage its growth effectively or to implement its strategy in a timely manner may significantly harm its ability to achieve profitability.
Dependence of third parties in manufactur-ing
The group\u2019s operations relies on external subcontractors and suppliers of services and goods to varying degrees. This operating model inherently contains a risk to the group\u2019s goodwill and branding. If suppliers fail to meet agreed or generally accepted standards in areas such as environmental compliance, human rights, labor relations and product quality, this could have a significant adverse effect on the group\u2019s business, prospects, financial results and results of operations. In general, the company aims at dual sourcing of critical components to limit risk. In addition, the majority of the spending
directed towards large industrial companies with full ISO compliance and smaller vendors that are in compliance with local legislation. Further, Cavendish conducts regular quality reviews, including production site visits for risk assessment.
Cavendish is dependent on a limited number of third-party suppliers for key production components for its fueling equipment. All contract manufactured or purchased components are designed and selected in order to avoid a critical supply situation. However, in a worst case scenario, if Cavendish fails to develop or maintain its relationships with its suppliers or such suppliers are prevented from supplying, Cavendish may be delayed in manufacturing its products or its products may be available only at a higher cost which could prevent Cavendish from timely delivering its products to its customers and Cavendish may experience order cancellation, customer claims and loss of market share. To reduce the sourcing risk Cavendish\u2019s supply chain strategy is to have dual supply chains on all components. Cavendish currently has few components with single source and is at the risk of temporary supply chain disruptions should one or more suppliers fail to deliver.
Project risk
Cavendish participates in large commercial projects. Large commercial projects are subject to risks of delay and cost overruns inherent in any large construction project from numerous factors, including:
unexpectedly long delivery times for, or shortages of, key equipment, parts and materials;
unforeseen design and engineering problems leading to delays;
labor disputes and work stoppages;
HSE accidents/incidents or other safety hazards;
disputes with suppliers;
last minute changes to the customer's specifications;
adverse weather conditions or any other force majeure events; and
inability or delay in obtaining regulatory approvals or permits
Failure to complete a commercial project on time may result in the delay, renegotiation or cancellation of the contract. Further, significant delays could have a negative impact on Cavendish\u2019s reputation and customer relationships. Cavendish could also be exposed to contractual penalties for failure to complete the project and commence operations in a timely manner, all of which would adversely affect Cavendish\u2019s business, financial condition and results of operations.
Key Personnel
The successful development and performance of the group\u2019s business depends on the group\u2019s ability to attract and retain skilled professionals with appropriate experience and expertise. Further, if the group loses the service of its senior management or key personnel, it may not be able to execute its business strategy. There is no assurance, however, that the group will be able to attract or retain such personnel on acceptable terms or at all. Any failure to attract or retain such personnel could have a material and adverse effect on the group\u2019s business and operations.
Intellectual property rights
Cavendish seeks to protect important proprietary manufacturing processes, documentation and other written materials, and other intellectual property primarily under patent, trade secret and copyright laws. It also typically requires employees, consultants and companies that have access to its proprietary information to execute confidentiality agreements. The steps taken by Cavendish to protect its proprietary information may not be adequate to prevent misappropriation of its technology.
In addition, Cavendish\u2019s proprietary rights may not be adequately protected because:
people may not be deterred from misappropriating its technologies despite the existence of laws or contracts prohibiting misappropriation:
policing unauthorized use of Cavendish\u2019s intellectual property is difficult, expensive and time-consuming, and the group may be unable to determine the extent of any unauthorized use; and
the laws and legislation of countries in which the group sells or plans to sell its products may offer little or no protection for its proprietary technologies
Unauthorized copying or other misappropriation of Cavendish\u2019s proprietary technologies could enable third parties to benefit from its technologies without paying for doing so. Any inability to adequately protect its proprietary rights could harm the group\u2019s ability to compete, to generate revenue and to grow its business. This could have a significant adverse effect on the group\u2019s business, prospects, financial results and results of operations.
In order to achieve future success in a highly competitive market, the Group is dependent on its ability to protect patents on the technology embodied in its products and production processes. Failure in obtaining patent applications or insufficient scope and/or protection of issued patents may make it difficult for the Group to effectively protect its intellectual property from misuse or infringement by other companies. Any inability to obtain and enforce intellectual property rights in some countries could have a significant adverse effect on the group\u2019s business, prospects, financial results and results of operations. In addition, given the costs of obtaining patent protection and the sometimes limited potential for protection, the group may choose not to protect certain innovations that later turn out to be important. There is also a general risk that the group receives information subject to confidentiality agreements, regarding other parties\u2019 know-how
and trade secrets in relation to technology which may hinder the group from development of similar intellectual assets.
Adverse publicity and product liability
Product liability claims against the group could result in adverse publicity and potentially monetary damages. It is possible that its products could result in injury, whether by product malfunctions, defects, improper installation or other causes. The successful assertion of product liability claims against the group could result in potentially significant monetary damages, which could have a significant adverse effect on the group\u2019s business, prospects, financial results and results of operations.
Legal, governmental or arbitration pro-ceedings
The Company, the Group, its customers or third parties may be involved in legal, governmental or arbitration proceedings related to the ordinary course of the Group's business, including personal injury litigation, intellectual property litigation, contractual litigation, environmental litigation, tax or securities litigation, as well as other proceedings.
The Group is currently involved in a legal dispute where a contracting party is, among other things, claiming intentional misrepresentation, fraudulent behavior, concealment, false promises, fraud in making contracts, breach of contract for deliveries and maintenance of equipment for hydrogen fueling. Based on reasonable evaluations at this early stage of the dispute, the companies and persons involved will fight the allegations, on both formal, procedural and material basis.
Defending against the claims may lead to the Group incurring significant legal costs and other external costs, while also requiring the attention and capacity of the Group's key management and other internal resources.
In the event that the Group is unsuccessful in defending against or settling the above mentioned claim or is otherwise unsuccessful in defending against other claims that may arise, or negotiating reasonable settlements with its customers, subcontractors, or other parties, the Group could incur cost overruns, reduced profits, or, in some cases, a loss of an operation or service, all of which could result in financial difficulties or bankruptcy any specific entities and individuals ultimately subject to a successful claim and/or the Group as a whole.
Large commercial contracts
The Group participates in large commercial contracts consisting of multiple hydrogen fueling station modules for installation across several
sites, and in a variety of legal jurisdictions, which are subject to risks of delay, defect/warranty costs and cost overruns inherent in any large framework contract. Failure to complete part of a contract covering multiple station modules on time may result in the delay, defect/warranty costs, renegotiation, or cancellation of the contract. The risk is concentrated as the majority of the Group's current order backlog relates to a single customer for which limited deliveries have taken place at the date of this combined statements.
Note 6.2 - Financial risk factors
The key financial risks the group is exposed to are related to liquidity, currency, interest rate, and credit risk.
Liquidity risk
Liquidity risk is the potential loss that occurs when the group fails to fulfil its contractual obligations when they fall due. Cavendish is operating in a fast-growing, emerging market, with a long list of initiatives in many regions. The need to address growth opportunities ahead of actual market demand, balanced with the need to conserve cash, is a continual challenge. The timing of addressing such elements and risks is important. Moving too fast could result in an unnecessarily high cost level, with cash requirements beyond the current financing plan.
However, the group has a strong liquidity position, EUR 41 778 thousand, as per 31.12.2024. The strong cash position is a good basis for the group\u2019s growth strategy. The group monitors its risks associated with lack of capital up against the company\u2019s planned activities.
The group will, if necessary, attempt to raise capital through private placements, debt financing, partnerships, and strategic alliances
or from other sources.
The group may fail to raise capital on acceptable terms, or not do it at all, and this can result in a liquidation of the group.
Currency risk
Cavendish operates internationally and is subject to currency risks arising from foreign currency transactions and exposures. As the group presents its consolidated results in EUR, any change in exchange rates between EUR and its subsidiaries\u2019 functional currencies, primarily with respect to changes in USD and KRW, affects its consolidated statement of income and consolidated statement of financial position. Since the DKK is pegged against EUR, it is assumed to not cause any currency risk. As the group expands its operations with projects in new markets the currency risk exposure increases.
The group is on an overall level managed as a EUR company for currency risk management purposes with primary focus on EUR cash flow.
The group\u2019s gross foreign currency risk exposure is significant, with the majority of revenue and expenses denominated in foreign currency, in particular the USD and KRW. The group mitigates the currency risk exposure by entering into forward currency contracts with financial institutions when considered relevant.
The group has a residual net currency risk exposure considering hedging which is considered low to medium.
Interest rate risk
The group does not have a significant amount of interest-bearing long-term debt. Due to the low amount of debt in the group it is assessed that a change in interest rates will not have a material effect on the financial statements.
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Cavendish is exposed to credit risk from its operating activities (primarily trade receivables
and contract assets) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. The carrying amounts of financial assets and contract assets represent the maximum credit exposure.
Expected credit loss assessment
Expected Credit Losses are measured as the present value of all cash shortfalls (i.e., the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expect to receive).
Historically, the Group has had no credit losses on its trade receivables, however in 2024 the Group has recognized credit losses relating to two specific customers due to an individual assessment following common credit risk characteristics; geographic region, age of customer relationship and type of products purchased.
Note 6.3 - Market risk factors
Market development risk
Significant markets for fueling products, other hydrogen energy products or renewable energy as a major source for hydrogen production may never develop or may develop more slowly than the group anticipates. This would significantly harm Cavendish's revenues and may cause Cavendish to be unable to recover the expenditures it has incurred and expects to incur in the development of its products.
Regulatory issues
The group\u2019s operations are subject to numerous environmental requirements. Such laws and regulations govern, among other matters, air pollution emissions, wastewater discharges, solid and hazardous waste management, and the use, composition, handling, distribution and transportation of hazardous materials. Many of these laws and regulations are becoming increasingly stringent (and may contain \u201cstrict liability\u201d), and the cost of compliance with these
requirements can be expected to increase over time.
The group cannot predict the impact of new or changed laws or regulations relating to health, safety, the environment or other concerns or changes in the ways that such laws or regulations are administered, interpreted or enforced. The requirements to be met, as well as the technology and length of time available to meet those requirements, continue to develop and change. To the extent that any of these requirements impose substantial costs or constrain the group\u2019s ability to expand or change its processes, the group\u2019s business, prospects, financial results and results of operations could suffer. Any breach of such requirements could in addition result in fines or other substantial costs and/or constraint the group\u2019s ability to operate its production plant, which could have a significant adverse effect on its business, prospects, financial results and results of operations.
In recent years, there has been significant progress in establishing regulatory frameworks for hydrogen activities. In the EU, renewable hydrogen is addressed and given a pivotal role in both the EUs climate strategy, as delineated in the 'Fit for 55' package, the Alternative Fuels Infrastructure Regulation (\u201cAFIR\u201d) and the Commission's REPowerEU communication. Additionally, revisions to the Energy Taxation Directive support renewable hydrogen by increasing taxes on fossil fuels. Furthermore, in the U.S., the Inflation Reduction Act (\"IRA\") and the Bipartisan Infrastructure Law (\"BIL\") have proven to be very helpful in reducing the cost gap between renewable and fossil hydrogen, and hence de-risking hydrogen projects. The IRA's clean energy incentives include many provisions for clean hydrogen and fuel cell technologies, either extending many existing federal tax credits, increasing existing federal tax credits, or creating new federal tax credits.
Despite recent rapid regulatory developments, some gaps persist, notably in standards development, especially concerning technical and safety standards for hydrogen transport and storage. In the European context, there are also uncertainties regarding state aid regulations for decarbonization efforts. The Company anticipates encountering industry-specific government regulations in its operational jurisdictions, such as regulatory approvals or permits required for product design, installation, and operation. Delays in obtaining such approvals could restrict the Group's development and growth. Furthermore, changing regulations, or interpretations of current or future regulations, may lead to the Group being required to redesign or stop marketing and selling products in certain geographies, or redesigning or changing products already delivered.
The Company depends substantially on government subsidies. Political developments could lead to a material deterioration of the conditions for, or a discontinuation of, the subsidies for its technology. It is also possible that government financial support for the Company\u2019s technology will be subject to judicial review and determined to be in violation of
applicable constitutional or legal requirements or be significantly reduced or discontinued for other reasons. Without government subsidies, or with reduced government subsidies, the availability of profitable investment opportunities for the Company would be significantly lower, which could have a material adverse effect on Nel's business, financial condition, results of operations and cash flows.
Competition
The Group competes in a highly competitive market, with many current and potential competitors within hydrogen fueling products and services and many competitors providing substitutional products or services based on other technologies. The market consists of competitors which have partly longer operating histories, greater name recognition, lower costs, access to larger customer bases and significantly greater financial, sales and marketing, distribution, technical and other resources than the Group. There is a risk that competitors may utilize technological change to launch new products and services, to provide products or services at more competitive prices, or to secure exclusive rights to new technologies. That includes but is not limited to cryo-compressed hydrogen, liquid hydrogen and sub cooled liquid hydrogen technologies. If these circumstances materialize, it may have a material adverse effect on the Group's business, prospects, financial results or results of operations
Note 6.4 - Climate-related risks and opportunities
Climate-related opportunities
Cavendish is a pure play hydrogen company. The climate-related opportunities are the company\u2019s only opportunities. The assumption from climate-related opportunities in climate-related scenarios have impacted the financial statements. Specifically, the climate-related opportunities are the driver for the revenue and activity growth included in the company\u2019s impairment tests. In addition, the climate-related opportunities also impact the assessment of probable future economic benefits from capitalised technology development.
Climate-related risks
The company pursue solely climate-related opportunities; therefore, the company does not have any transformation of any legacy business negatively impacted by the climate-related scenarios. Further analysis of the climate-related risks below:
Regulatory risks and Geopolitics
While climate change is the megatrend, the anticipated role of green hydrogen as a sustainable activity contributing to climate change mitigation could change. How geopolitics will impact and shape climate policies
going forward constitutes a risk for Cavendish. We would not be significantly impacted by the introduction of a potential carbon tax or restrictions on the use of carbon-intensive assets. Further, we do not consume products from conflict areas and our consumption of rare materials is limited. However, we identify opportunities in the enactment of a low carbon economy.
The Geo-political situation has developed negatively with higher uncertainty around the global trade situation with potential tariffs and customs.
Reputation risk
Cavendish recognizes the importance of maintaining a strong brand in the developing renewable hydrogen industry. Reputational risk comprises: i) any damage to brand value that will cause lost opportunities, ii) challenges in recruiting and retaining talent that in turn could halt technology developments and damage customer experience, and iii) challenges in attracting investors due to damaged reputation which could affect the going concern status of the group.
Note 6.1 - Operational risk factors
Objectives, policies and processes for managing capital
The group's objective is to manage the capital structure to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders. The group sets the size of capital in proportion to business strategy, risk and financial market conditions. The group manages the capital structure and adjusts it in the light of changes in economic conditions, perceived risk associated with product development and risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the group may adjust the amount of new share issue or increase the debt by taking up loans.
", "dimensions": { "concept": "ifrs-full:DisclosureOfObjectivesPoliciesAndProcessesForManagingCapitalExplanatory", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__101": { "value": "Liquidity risk
Liquidity risk is the potential loss that occurs when the group fails to fulfil its contractual obligations when they fall due. Cavendish is operating in a fast-growing, emerging market, with a long list of initiatives in many regions. The need to address growth opportunities ahead of actual market demand, balanced with the need to conserve cash, is a continual challenge. The timing of addressing such elements and risks is important. Moving too fast could result in an unnecessarily high cost level, with cash requirements beyond the current financing plan.
However, the group has a strong liquidity position, EUR 41 778 thousand, as per 31.12.2024. The strong cash position is a good basis for the group\u2019s growth strategy. The group monitors its risks associated with lack of capital up against the company\u2019s planned activities.
The group will, if necessary, attempt to raise capital through private placements, debt financing, partnerships, and strategic alliances
or from other sources.
The group may fail to raise capital on acceptable terms, or not do it at all, and this can result in a liquidation of the group.
", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__100-1": { "value": "Currency risk
Cavendish operates internationally and is subject to currency risks arising from foreign currency transactions and exposures. As the group presents its consolidated results in EUR, any change in exchange rates between EUR and its subsidiaries\u2019 functional currencies, primarily with respect to changes in USD and KRW, affects its consolidated statement of income and consolidated statement of financial position. Since the DKK is pegged against EUR, it is assumed to not cause any currency risk. As the group expands its operations with projects in new markets the currency risk exposure increases.
The group is on an overall level managed as a EUR company for currency risk management purposes with primary focus on EUR cash flow.
The group\u2019s gross foreign currency risk exposure is significant, with the majority of revenue and expenses denominated in foreign currency, in particular the USD and KRW. The group mitigates the currency risk exposure by entering into forward currency contracts with financial institutions when considered relevant.
The group has a residual net currency risk exposure considering hedging which is considered low to medium.
Interest rate risk
The group does not have a significant amount of interest-bearing long-term debt. Due to the low amount of debt in the group it is assessed that a change in interest rates will not have a material effect on the financial statements.
Note 6.3 - Market risk factors
Market development risk
Significant markets for fueling products, other hydrogen energy products or renewable energy as a major source for hydrogen production may never develop or may develop more slowly than the group anticipates. This would significantly harm Cavendish's revenues and may cause Cavendish to be unable to recover the expenditures it has incurred and expects to incur in the development of its products.
Regulatory issues
The group\u2019s operations are subject to numerous environmental requirements. Such laws and regulations govern, among other matters, air pollution emissions, wastewater discharges, solid and hazardous waste management, and the use, composition, handling, distribution and transportation of hazardous materials. Many of these laws and regulations are becoming increasingly stringent (and may contain \u201cstrict liability\u201d), and the cost of compliance with these
requirements can be expected to increase over time.
The group cannot predict the impact of new or changed laws or regulations relating to health, safety, the environment or other concerns or changes in the ways that such laws or regulations are administered, interpreted or enforced. The requirements to be met, as well as the technology and length of time available to meet those requirements, continue to develop and change. To the extent that any of these requirements impose substantial costs or constrain the group\u2019s ability to expand or change its processes, the group\u2019s business, prospects, financial results and results of operations could suffer. Any breach of such requirements could in addition result in fines or other substantial costs and/or constraint the group\u2019s ability to operate its production plant, which could have a significant adverse effect on its business, prospects, financial results and results of operations.
In recent years, there has been significant progress in establishing regulatory frameworks for hydrogen activities. In the EU, renewable hydrogen is addressed and given a pivotal role in both the EUs climate strategy, as delineated in the 'Fit for 55' package, the Alternative Fuels Infrastructure Regulation (\u201cAFIR\u201d) and the Commission's REPowerEU communication. Additionally, revisions to the Energy Taxation Directive support renewable hydrogen by increasing taxes on fossil fuels. Furthermore, in the U.S., the Inflation Reduction Act (\"IRA\") and the Bipartisan Infrastructure Law (\"BIL\") have proven to be very helpful in reducing the cost gap between renewable and fossil hydrogen, and hence de-risking hydrogen projects. The IRA's clean energy incentives include many provisions for clean hydrogen and fuel cell technologies, either extending many existing federal tax credits, increasing existing federal tax credits, or creating new federal tax credits.
Despite recent rapid regulatory developments, some gaps persist, notably in standards development, especially concerning technical and safety standards for hydrogen transport and storage. In the European context, there are also uncertainties regarding state aid regulations for decarbonization efforts. The Company anticipates encountering industry-specific government regulations in its operational jurisdictions, such as regulatory approvals or permits required for product design, installation, and operation. Delays in obtaining such approvals could restrict the Group's development and growth. Furthermore, changing regulations, or interpretations of current or future regulations, may lead to the Group being required to redesign or stop marketing and selling products in certain geographies, or redesigning or changing products already delivered.
The Company depends substantially on government subsidies. Political developments could lead to a material deterioration of the conditions for, or a discontinuation of, the subsidies for its technology. It is also possible that government financial support for the Company\u2019s technology will be subject to judicial review and determined to be in violation of
applicable constitutional or legal requirements or be significantly reduced or discontinued for other reasons. Without government subsidies, or with reduced government subsidies, the availability of profitable investment opportunities for the Company would be significantly lower, which could have a material adverse effect on Nel's business, financial condition, results of operations and cash flows.
Competition
The Group competes in a highly competitive market, with many current and potential competitors within hydrogen fueling products and services and many competitors providing substitutional products or services based on other technologies. The market consists of competitors which have partly longer operating histories, greater name recognition, lower costs, access to larger customer bases and significantly greater financial, sales and marketing, distribution, technical and other resources than the Group. There is a risk that competitors may utilize technological change to launch new products and services, to provide products or services at more competitive prices, or to secure exclusive rights to new technologies. That includes but is not limited to cryo-compressed hydrogen, liquid hydrogen and sub cooled liquid hydrogen technologies. If these circumstances materialize, it may have a material adverse effect on the Group's business, prospects, financial results or results of operations
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. Cavendish is exposed to credit risk from its operating activities (primarily trade receivables
and contract assets) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. The carrying amounts of financial assets and contract assets represent the maximum credit exposure.
Expected credit loss assessment
Expected Credit Losses are measured as the present value of all cash shortfalls (i.e., the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expect to receive).
Historically, the Group has had no credit losses on its trade receivables, however in 2024 the Group has recognized credit losses relating to two specific customers due to an individual assessment following common credit risk characteristics; geographic region, age of customer relationship and type of products purchased.
", "dimensions": { "concept": "ifrs-full:DisclosureOfCreditRiskExplanatory", "language": "en", "entity": "scheme:254900D1PHII0FANVY07", "period": "2024-01-01T00:00:00/2025-01-01T00:00:00" } }, "f0__s6__6__106": { "value": "Note 7.1 - Composition of the group
The following subsidiaries are included in the consolidated financial statements of Cavendish Hydrogen ASA:
Company | Location | Main operations | Consolidated from: | Ownership/votes 2024 | Ownership/votes 2023 |
Cavendish Hydrogen A/S | Herning, Denmark | Sales, engineering, manufacturing, projects and service | 01.07.2015 | 100 % | 100 % |
Cavendish Hydrogen Co. Ltd | Daejeon, South Korea | Projects and service | 01.07.2018 | 100 % | 100 % |
Cavendish Hydrogen Inc | Irvine, California USA | Projects and service | 01.01.2019 | 100 % | 100 % |
Cavendish Hydrogen GmbH | Wien, Austria | Sales and engineering | 30.03.2022 | 100 % | 100 % |
All subsidiaries are 100 % owned. There is no uncertainty about control and no restrictions on the ability to access or use assets and settle liabilities in the group.
Note 7.1 - Composition of the group
The following subsidiaries are included in the consolidated financial statements of Cavendish Hydrogen ASA:
Company | Location | Main operations | Consolidated from: | Ownership/votes 2024 | Ownership/votes 2023 |
Cavendish Hydrogen A/S | Herning, Denmark | Sales, engineering, manufacturing, projects and service | 01.07.2015 | 100 % | 100 % |
Cavendish Hydrogen Co. Ltd | Daejeon, South Korea | Projects and service | 01.07.2018 | 100 % | 100 % |
Cavendish Hydrogen Inc | Irvine, California USA | Projects and service | 01.01.2019 | 100 % | 100 % |
Cavendish Hydrogen GmbH | Wien, Austria | Sales and engineering | 30.03.2022 | 100 % | 100 % |
All subsidiaries are 100 % owned. There is no uncertainty about control and no restrictions on the ability to access or use assets and settle liabilities in the group.
Note 7.1 - Composition of the group
The following subsidiaries are included in the consolidated financial statements of Cavendish Hydrogen ASA:
Company | Location | Main operations | Consolidated from: | Ownership/votes 2024 | Ownership/votes 2023 |
Cavendish Hydrogen A/S | Herning, Denmark | Sales, engineering, manufacturing, projects and service | 01.07.2015 | 100 % | 100 % |
Cavendish Hydrogen Co. Ltd | Daejeon, South Korea | Projects and service | 01.07.2018 | 100 % | 100 % |
Cavendish Hydrogen Inc | Irvine, California USA | Projects and service | 01.01.2019 | 100 % | 100 % |
Cavendish Hydrogen GmbH | Wien, Austria | Sales and engineering | 30.03.2022 | 100 % | 100 % |
All subsidiaries are 100 % owned. There is no uncertainty about control and no restrictions on the ability to access or use assets and settle liabilities in the group.
Note 7.2 - Executive management remuneration
Cavendish was established as a separate group and listed on the Oslo Stock Exchange on 12 June 2024 after a spin-off from the Nel ASA Group. On the basis hereof disclosure of Cavendish Executive Management Compensation and number of shares owned is limited to the period after the spin-off.
Remuneration of management 2024(amounts in EUR thousands) | Salary | Bonus | Pension expense | Other remuneration1 | Total remuneration | Number of shares |
Robert Borin, CEO | 167 | 0 | 19 | 142 | 328 | 0 |
Marcus Halland, CFO | 107 | 0 | 11 | 72 | 190 | 0 |
TOTAL | 274 | 0 | 30 | 214 | 518 | 0 |
1 Other remuneration is related to RSU program (EUR 98 thousand) and pro-rata value of cash-based LTIP Program (EUR 116 thousand) |
Note 7.2 - Executive management remuneration
Cavendish was established as a separate group and listed on the Oslo Stock Exchange on 12 June 2024 after a spin-off from the Nel ASA Group. On the basis hereof disclosure of Cavendish Executive Management Compensation and number of shares owned is limited to the period after the spin-off.
Remuneration of management 2024(amounts in EUR thousands) | Salary | Bonus | Pension expense | Other remuneration1 | Total remuneration | Number of shares |
Robert Borin, CEO | 167 | 0 | 19 | 142 | 328 | 0 |
Marcus Halland, CFO | 107 | 0 | 11 | 72 | 190 | 0 |
TOTAL | 274 | 0 | 30 | 214 | 518 | 0 |
1 Other remuneration is related to RSU program (EUR 98 thousand) and pro-rata value of cash-based LTIP Program (EUR 116 thousand) |
Note 7.4 - Related parties
Executive management
Information on key management compensation is disclosed in note \u20187.2 executive management remuneration\u2019.
Board of Directors
Members of Cavendish\u2019s Board of Directors\u2019 remuneration and share ownership are disclosed in the tables below. The company was established in 2024 and therefore did not have a Board of Directors for the financial year 2023.
Remuneration Board of Directors 2024 | Period | Board member (EUR thousands) | Audit committee (EUR thousands) | Remuneration committee (EUR thousands) | Other remuneration (EUR thousands) | Total remuneration (EUR thousands) |
Jon Andr\u00e9 L\u00f8kke - Chair of the Board1) | 15 May - Dec 6 2024 | 37 | 0 | 4 | 232 | 63 |
Mimi Kristine Berdal1) | 15 May - Dec 6 2024 | 20 | 4 | 0 | 0 | 24 |
Vibeke Str\u00f8mme1) | 15 May - Dec 6 2024 | 20 | 0 | 5 | 0 | 25 |
Allan B\u00f8dskov Andersen1) | 15 May - Dec 6 2024 | 20 | 6 | 0 | 0 | 26 |
Kim S\u00f8g\u00e5rd Kristensen1) | 15 May - Dec 6 2024 | 20 | 4 | 0 | 0 | 24 |
Board of Directors at balance sheet date | ||||||
Lavrans Grjotheim - Chair of the Board1 and 3) | 6 Dec - 31 Dec 2024 | 5 | 1 | 0 | 0 | 5 |
Sheri Shaghayegh Shamlou1) | 6 Dec - 31 Dec 2024 | 2 | 1 | 0 | 0 | 4 |
Anders Gravir Imenes1) | 6 Dec - 31 Dec 2024 | 2 | 1 | 1 | 0 | 4 |
TOTAL | 125 | 15 | 9 | 23 | 171 | |
1 At an Extraordinary General Meeting in December 2024, Lavrans Grjotheim, Sheri Shaghayegh and Anders Gravir Imenes were elect-ed as new board members replacing the previous Board of Directors. In February 2025 a new Extraordinary General Meeting was held and Jon Andr\u00e9 L\u00f8kke, Mimi Kristine Berdal, Vibeke Str\u00f8mme, Allan B\u00f8dskov Andersen and Kim S\u00f8g\u00e5rd Kristensen were reelected as Board of Directors.\t 2 Consultancy fee related to work outside role of chair of the Board provided through Ludens AS. 3 Per 31 Dec 2024 Lavrans Grojtheim held 950 565 shares through Axon AS and Galileo AS equal to 2.83% of the total share capital. The shares have been sold subsequent to the balance sheet date.\t |
Note 7.3 - External audit remuneration
Fees to the group auditor (Amounts in EUR thousands) | 2024 | 2023 |
Statutory auditing services | 212 | 97 |
Attestation services | 6 | 17 |
Non-auditing services | 0 | 10 |
TOTAL | 218 | 124 |
Note 7.5 - Events after the balance sheet date
Information about the group's financial position that has occurred after the balance sheet date is disclosed if the information is considered to be significant for the group's current financial statements and future position.
On 21 January 2025 Cavendish announced a cost reduction and restructuring plan that has been executed during February 2025.
Further, on 7 February 2025 an extraordinary general assembly was held and Jon Andr\u00e9 L\u00f8kke, Vibeke Str\u00f8mme, Mimi Berdal, Allan Andersen and Kim Kristensen was elected as the new board of directors.
There have not been any other significant events after the balance sheet date that have not been previously disclosed in this report.
Note 7.6 - Going concern
The financial statement is presented on the going concern assumption under International Financial Reporting Standards. As per the date of this report the group has sufficient working capital and cash on hand to fund operations beyond the next twelve-month period.
The Board of Directors confirmed on this basis that the going concern assumption is valid, and that financial statements are prepared in accordance with this assumption.