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Access
the future
Annual Report 2023
eddawind.com
01
Strategic
Report
Board of
Directors’ Report
Governance
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Financial
Statements
Edda Wind ASA – Annual Report 2023
Contents
Strategic report
01 About Edda Wind
03 Highlights
04 At a Glance
07 CEO Statement
08 Investment Case
09 Edda Wind Value Chain
10 Market Overview
13 Business Model
14 Strategy
15 Stakeholder Engagement
16 ESG
Board of Directors’ report
27 Board of Directors’
28 Board of Directors’ Report
Governance report
33 Governance at a Glance
34 Norwegian Code of Practice for Corporate Governance
38 Remuneration Report
Financial statements
42 Consolidated Financial Statements
65 Company Financial Statements
72 Auditors Report
Edda Wind –
a provider of offshore
wind service vessels
We enable a greener future by providing
our clients with easy access to the future
of sustainable energy production
eddawind.com
Photo: Stephan Giesen
Edda Wind ASA – Annual Report 2023
Strategic
Report
Board of
Directors’ Report
Governance
Report
Financial
Statements
02
Strategic
Report
01 About Edda Wind
03 Highlights
04 At a glance
07 CEO statement
08 Investment case
09 Edda Wind Value Chain
10 Market overview
13 Business model
14 Strategy
15 Stakeholder Engagement
16 ESG
03
Strategic
Report
Board of
Directors’ Report
Governance
Report
Financial
Statements
Edda Wind ASA – Annual Report 2023
28,425
39,3682023
2022
1,935
(3,868) 2023
2022
223,082
244,2942023
2022
107,758
251,9122023
2022
6,569
7,4362023
2022
351,138
582,2582023
2022
52.3%
48.9%2023
2022
183,680
28 4,882202 3
2022
66,714
271,2222023
2022
3,3 74
(190)2023
2022
Highlights
Highlights
Market
• Favourable demand outlook for C/SOVs despite announced delays
and setbacks within the supply chain
• Delays and unscheduled work at the wind farms result in additional
work for CSOVs
• Oil & gas sector continues to extract tonnage, including purpose-
built CSOVs
• High seasonal dayrates observed for the CSOV market
Edda Wind
• Revenue of EUR 39.4 million (+38% growth vs 2022)
• Four vessels commenced operation during the year
1 EBITDA (earnings before interest, tax, depreciation and amortisation) is defined as operating revenue and gain/loss on sale of assets less operating expenses,
adjusted for amortisation of late delivery penalties.
2 EBIT (earnings before interest and tax) is defined as total income (operating revenue and gain/loss on sale of assets) less operating expenses, other gain/loss and
depreciation and amortisation.
3 NIBD (net interest-bearing debt) is defined as total interest-bearing debt (non-current interest bearing debt and current interest-bearing debt) less cash and cash
equivalents, restricted cash and current financial investments.
Key figures (EUR 1,000)
Revenue
39,368
EBITDA
1
7,436
EBIT
2
(190)
Profit/(loss) for the period
(3,868)
Vessel book value
271,222
Newbuilding book value
244,294
Total assets
582,258
Equity
284,882
Equity ratio
48.9%
NIBD
3
251,912
04
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Edda Wind ASA – Annual Report 2023
Who
are we
Edda Wind ASA (“Edda Wind”) is a
provider of purpose-built service
operation vessels (SOVs) and
commissioning service operation
vessels (CSOVs) for offshore wind
farms worldwide.
We enable a greener future by providing
our clients with easy access to the future
of sustainable energy production with our
high-quality vessels based on Edda Wind’s
specifications and know-how.
Our customers
The Group’s customer base consists of offshore
wind farm developers and operators, such as
Vestas, Ørsted, SSE Renewables, Siemens Gamesa
and Ocean Breeze Energy. The Group’s portfolio
is growing, with clients having significant offshore
wind ambitions, resulting in great potential to
expand the customer base. The Group’s business
is primarily carried out in Europe, but we are
leveraging the Group’s network and proven
track-record in positioning vessels to win
contracts worldwide.
Our fleet
Edda Wind’s fleet consists of dedicated state-of-
the-art offshore wind vessels. During the year, the
Group owned and operated three SOVs and three
CSOVs. The Group also operated two frontrunner
vessels for parts of the year. The Group has
a newbuilding programme for further SOVs and
CSOVs at yards in Spain, Norway and Vietnam,
which brings the fleet up to 13
1
vessels. All of the
Group’s vessels are designed to transport wind
turbine technicians and other personnel, as well as
equipment, spares and consumables, to offshore
wind farm sites, and to serve as accommodation
hubs for wind turbine technicians as they perform
work on the wind turbines. All vessels have high-
standard cabins and common areas. The Group’s
CSOVs under construction will be able to
accommodate up to 120 persons, while the Group’s
SOVs can accommodate up to 60 persons. The
Group’s vessels are all equipped with motion
compensated gangway systems with an adjustable
pedestal to ensure safe and optimal connections
to the turbines, even in harsh weather conditions,
and motion compensated cranes. The design is
optimised for an efficient logistical operation
for the turbine technicians. The gangway of
the Group’s CSOVs under construction are also
being built for gangway height flexibility, enabling
accommodation of various access heights without
reconfiguring the vessel.
As at April 2024:
8
vessels under construction
5
operated vessels
At a Glance
Photo: Nicki Pløk
1 Excluding the sale of Edda Passat in Q1 2024.
Under construction
Firm contract
Option period
Frontrunner
05
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Fleet
overview
At a Glance continued
Vessel Type Current client Start
1
End Option ’24 ’25 ’26 ’27 ’28
Edda Passat
3
SOV
Edda Mistral SOV
Sep-18 Sep-24 4 x 1 year
Edda Brint SOV
Mar-23 May-37 Up to 1.6 years
C-416 SOV
Q4-23 Q3-28 < 1 year
Edda Breeze CSOV
Apr-21 Apr-32 Up to 2.6 years
Edda Boreas CSOV
Q3-23 Q2-25 1 year
Edda Nordri CSOV
Q1-24 Q1-26 < 1 year
C-492 CSOV
Q2-25
2
Q4-25 < 1 year
C-503 CSOV Q4-24
C-504 CSOV Q2-25
NB965 CSOV Q1-25
NB966 CSOV Q1-25
NB967 CSOV Q2-25
NB968 CSOV Q1-26
1 Planned delivery for uncontracted vessels under construction.
2 C492 to be delivered Q2 2024 and ready for operation in Q3 2024.
3 Edda Passat was sold in March 2024.
06
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At a Glance continued
October 2015
The Group’s fully-owned
subsidiary, West Energy
AS, was established and
entered into a charter
party with Ørsted.
May 2016
West Energy AS entered
into a charter party
with Ørsted, currently
operated by Edda Mistral.
2018
Edda Passat and
Edda Mistral delivered
from shipyard.
January 2020
Shipbuilding contracts
were entered into with
Astilleros Gondán for two
CSOVs, Edda Breeze and
Edda Boreas, and with
Balenciaga S.A. for two
SOVs, Edda Brint and C-416.
February 2020
Charter parties were
concluded for Edda
Breeze and Edda Brint
with Ocean Breeze Energy
GmbH & Co. KG and
Vestas Offshore Wind
UK Ltd, respectively.
March 2021
Shipbuilding contracts
were entered into with
Astilleros Gondán for
two CSOVs, Edda Nordri
and C-492.
April 2021
Contract with Doggerbank
Offshore Windfarm
Project 1 Projco Limited
was entered into for
Edda Boreas.
November 2021
Entered into an EUR 110
million green loan facility
for the refinancing of Edda
Passat, Edda Mistral and
the pre- and post-delivery
financing of Edda Boreas
and C-416.
Edda Wind ASA was
listed on the Oslo
Stock Exchange.
January 2022
Three CSOVs ordered,
two at Colombo Dockyard
(Sri Lanka) and one at
Astilleros Gondán, C-503.
May 2022
Edda Breeze delivered
from the yard and
commenced installation
and commissioning of
gangway system.
July 2022
Newbuilding order
at Colombo Dockyard
cancelled due to
political unrest.
October 2022
Edda Brint was delivered
from the yard and
commenced installation
and commissioning of
gangway system.
November 2022
Ørsted extended charter
for Edda Passat by seven
months to October 2023.
One CSOV ordered at
Astilleros Gondán, C-504.
December 2022
Ørsted extended the
charter for Edda Mistral by
one year to August 2024.
February 2023
Entered into a EUR 120
million green loan
facility for the pre- and
post-delivery financing of
newbuildings Edda Nordri,
C-492 and C-503.
Edda Boreas delivered
from the yard and
commenced installation
and commissioning of
gangway system.
March 2023
Four CSOVs were ordered from Vard shipyard for delivery in 2025 and
2026 and NOK 1.2 billion raised in new equity in a private placement.
Edda Breeze and Edda Brint commenced operations.
Charter parties were concluded with Vestas for 750 days.
April 2023
Edda Wind started the transition towards a standalone organisation in 2025.
July 2023
Edda Boreas commenced operations.
December 2023
Entered into an EUR 161 million green loan facility for the pre- and post-
delivery financing of newbuildings NB965, NB966, NB967 and NB968
Edda Nordri commenced operations.
Edda Wind’s ambition
for the future
Being the leading
provider of offshore
wind service vessels.
07
Edda Wind ASA – Annual Report 2023
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Edda Wind – an eventful year
2023 has been a year of transition for Edda
Wind. We successfully grew our vessels in
operation from two to six vessels, delivering
on our growth strategy.
In March 2023, we ordered four additional
vessels from the Vard Group, solidifying our
position as the unrivalled market leader
within the C/SOV sector with a total of 13
vessels in operation and under construction
(post the sale of Edda Passat). At the same
time, we raised NOK 1.2 billion to cover the
equity portion of the vessels and secured
and attractive EUR 161 million green term
loan facility agreement for the vessels in
December 2023. During 2023, Edda Wind
secured financing in excess of EUR 400
million in total capital for our newbuilding
programme and we are grateful for the
support from our investors and lenders.
Despite operational difficulties related to
our gangway operation, we are confident
that the current issues, which resulted in
unscheduled offhire during in Q4 2023
and Q1 2024 , will be resolved. Edda Wind
expects some fluctuations in its financial
performance during the ramp-up phase
as new vessels are entering operations
with associated additional costs. However,
our long-term view remains firm and
highly positive.
The offshore wind industry continues to
grow, and all signs point towards this upward
trend persisting. This growth is supported by
the industry’s optimism, market analysts, and
investors alike. The projected growth is
further supported by a record high number
of offshore wind final investment decisions
(FIDs) in 2023. Market reports predict a
demand for over 250 service vessels in the
offshore wind industry by the end of this
decade, compared to a supply side of
approximately 80 Tier 1 C/SOVs.
The anticipated demand-supply gap is
expected to result in favourable dayrates,
particularly in the shorter commissioning
segment. The trend is further amplified by
the fact that subsea tonnage is
transitioning from offshore wind back to oil
& gas. This demand presents an exciting
growth opportunity for Edda Wind, as we
are a leading operator with a portfolio of
both long-term and short/medium-term
contracts. This balance allows us to
maintain stable cash flows while retaining
the flexibility to capitalise on favourable
market dynamics.
In February 2024, Edda Wind announced
the sale of the vessel Edda Passat. The
transaction was completed in March.
The rationale for the sale of the vessel is
to optimise the Company’s fleet strategy,
including alignment of vessel design.
As of April 2024, Edda Wind’s fleet has
grown to 13 vessels, including vessels under
construction but excluding Edda Passat,
and our order backlog amounted to
approximately EUR 416 million. Several of
the newbuilds are uncommitted and are
expected to secure work in a market with
high demand for this type of vessel, with
expectations for attractive dayrates.
On the organisational side, Edda Wind
is making significant progress in the
recruitment process for the future onshore
organisation and the preparation to assume
management of the Edda Wind fleet.
Existing ship management and corporate
agreements with Østensjø Rederi will remain
in effect until the end of 2024. Eight vessels
will be operational by the end of 2024, with
an additional five expected within 2026.
2023 has been both exciting and
challenging, with numerous milestones
achieved. Looking ahead, we anticipate
the commencement of operations for three
newbuilds during 2024 and look forward to
seeing them on water.
We are grateful to all stakeholders
who have shown, and continue to show,
confidence in Edda Wind and our
business model.
Kenneth Walland
CEO
Photo: Bård Gudim
CEO Statement
08
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Investment Case
• • Renewable energy at the core of our strategy
• • Expanding client portfolio with significant potential
• • Extensive experience and competence pool in
maritime operations
• • Prioritising safe and efficient operations
• • Newly constructed vessels designed for
zero-emission readiness
• • Actively exploring opportunities in all key offshore wind hubs
• • The Group aims to service most of the offshore windfarm
value chain
Targeted focus
and appropriate
skill set
Strategically positioned
throughout the global
market’s value chain
Highly attractive
backlog and
financial profile
Photo: Balenciaga S.A.Photo: Eivind RøhnePhoto: Eivind Røhne
1 As at 31 December 2023.
• • Total backlog of EUR 416 million
1
in place with seven of 13
vessels currently contracted
• • Vessel availability well matched to C/SOV demand and
supply curves
• • Attractive financing in place for all vessels, except one
newbuild, expected to be financed in first half of 2024
• • Secured financing in excess of EUR 400 million in total capital
in 2023
• • Significant share of debt fixed long term at attractive all-in
rates through private placements and CIRR-options
Edda Wind is uniquely positioned with
competitive advantages along several
dimensions:
09
Edda Wind ASA – Annual Report 2023
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Edda Wind Value Chain
Offshore wind value chain
Offshore wind
project stages
Commissioning and installation (C&I) Operation and maintenance (O&M)
Operation and maintenance
Scope of work
C/SOV
application
SOV or CSOV
• • Continuous O&M work throughout the life
of the wind farm
• • Need for continuous logistics solutions
and accommodation
Continuous transfer of crew and equipment
Tailored logistics and accommodation solutions
CSOV
CSOV and SOV
Installation of tower
and turbine
• • Connection of turbines
sub-station and grid
• • Cable laying potentially
requiring personnel
• • Transfer during hook-up
• • Mounting and installation
of the tower and the
turbine rotor blades on
the transition piece
Installation of
foundations
Export and array
cable laying
• • The foundations for wind
generation is constructed
• • Installation of monopilers,
tripods, transition
piece and jackets to
support installation
10
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Edda Wind ASA – Annual Report 2022
2020 2021 2022 2023 2024e 2025e 2026e 2027e 2028e 2029e 2030e
0
5
10
15
20
25
30
35
8
11
12
13
15
17
19
21
23
26
30
The development of
the energy transition
Market Overview
The development of the energy transition
The world is rapidly advancing towards a pivotal
moment in the global energy sector, as it shifts
away from fossil fuels towards zero-carbon energy
sources. The key driver behind this shift is the
critical need to significantly reduce CO
2
emissions
related to energy production, in order to mitigate
the effects of climate change. Achieving this
requires immediate and decisive action on all
fronts, with the Paris Agreement setting forth bold
CO
2
reduction targets. The global energy sector
can only meet these targets by developing
renewable energy sources such as offshore wind,
while simultaneously leveraging new technologies
to reduce the carbon footprint of the current
energy value chain.
Amidst this, the global energy crisis sparked by
Russia’s invasion of Ukraine, causing implications
for households, businesses and entire economies,
promotes urgency for the build-out of renewable
energy sources, thus becoming more important
than ever. Energy security concerns have
motivated countries to increasingly turn to
renewables such as solar and wind to reduce
reliance on imported fossil fuels.
The public’s growing concern for sustainability
and the energy transition, combined with various
political initiatives supported by governments –
such as the United Nations’ focus on the
Sustainable Development Goals and the
Green Deal’s target of zero emissions by 2050,
creates a favourable environment for Edda Wind.
The Company recognises both the opportunity
and the responsibility to contribute towards a
cleaner, more sustainable, and energy-efficient
future by actively participating in the ongoing
energy transition.
Offshore wind positioned to lead the
energy transition
The offshore wind market is witnessing a
consistent expansion on a global scale. It is
projected that by the year 2030, the worldwide
capacity will escalate to approximately 270 GW,
a substantial increase from the approximately
70 GW recorded in 2023. 2023 also registered
the highest number of FIDs globally, supporting
market analysts growth projections. Presently,
China is considered as the
largest market in terms of GW, accounting for
a significant proportion of the total installed
capacity. Despite the fact that China is anticipated
to undergo considerable growth by 2030, with its
installed capacity predicted to surge by more than
150%, other nations are expected to experience an
even more accelerated growth rate. By the year
2030, it is forecasted that China will represent
approximately 34% of the global installed capacity,
followed by the UK and Germany.
Offshore wind – total offshore wind turbines (in thousands)
Source: Rystad Energy
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0
40
80
120
160
200
240
280
2022 2023 2024e 2025e 2026e 2027 e 2028e 2029e 2030e
0
40
80
120
160
200
240
280
2022 2023 2024e 2025e 2026e 2027 e 2028e 2029e 2030e
Market Overview continued
As the offshore wind capacity continues to expand at a rapid pace,
the number of wind turbines continues to grow significantly. At the
end of 2023, there are approximately 13,000 offshore wind turbines
installed globally, a number which is expected to grow to more
than 30,000 by 2030, with Europe and Asia accounting for most
installations. The substantial growth in offshore wind turbines is
a key catalyst for the growing demand projected for vessels, which
will be required both during the C&I phase and for O&M throughout
the wind farms’ lifespan.
Both water depth and distance to shore for offshore wind farms
have increased significantly in the past decade. This has led to
more complex operations for servicing the turbines and added
additional demand.
The growth in the number of offshore wind turbines will naturally
lead to similar growth in demand for vessels to assist in installation,
maintenance and service for turbines. Vessel supply has not been
accelerating at the same pace as demand. Lead times of 2-3 years
in construction of a C/SOV means that supply and demand can be
estimated relatively accurately for the next few years. Leading
analytical environments predict that there will be a demand for close
to 150 vessels globally (excluding China) by 2026 which is expected
to increase to more than 250 vessels by 2030, exemplified by the bar
chart on the right. At year-end 2026, the supply side is expected to
constitute approximately 80 Tier 1 vessels and approximately ten Tier
2 vessels, resulting in a total of approximately 90 vessels. Despite the
anticipation of additional vessels being constructed and options being
exercised, the demand forecast suggests a significant gap between
supply and demand in the C/SOV market going forward. In other
words, there is a clear requirement for more vessels to balance the
market. Over the past 8-10 years, the gap between supply and
demand has been bridged by vessels constructed to serve offshore
oil & gas installations. More recently, the demand for such vessels in
Demand and supply expectations
# of vessels
C/SOV forecasted demand
Supply Tier 1
Supply Tier 2
Total C/SOV demand
CSOV demand (excluding China)
SOV demand (excluding China)
Source: Clarksons Renewables Source: Clarksons Renewables
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China
50%
United Kingdom
21%
Germany
12%
Netherlands
5%
Denmark
3%
Belgium
3%
Others
5%
2023
China
34%
United Kingdom
18%
Germany
8%
United States
6%
Taiwan (China)
4%
South Korea
4%
Vietnam
3%
Netherlands
6%
Denmark
2%
Poland
2%
Others
13%
2030
Market Overview continued
the oil & gas sector has rebounded, a trend
anticipated to persist in the foreseeable future.
Consequently, many vessels have transitioned back
from offshore wind due to the oil & gas sector’s
greater willingness and capacity to pay for these
specialised vessels. Looking ahead, it is not
expected that these vessels will continue to
operate in the wind sector and balance the
supply and demand in offshore wind. As a result
of these shifts, owners of offshore wind vessels
can anticipate a robust market outlook in the
short to medium term.
A strong market outlook is normally accompanied
by increasing rates. Over the last few years this has
been observed in the C/SOV market, particularly in
the shorter-term commissioning market.
Long-term SOV O&M contracts are linked to
newbuilding cost at the time of tendering. Shipyard
capacity is currently limited due to strong demand
from several shipping sectors. There is also
only a limited number of yards capable of, and
experienced with, building C/SOVs, further limiting
access to building slots. As a consequence, yard
prices have increased over the last few years.
This naturally provides a competitive advantage for
owners like Edda Wind, who have acted promptly,
and are now in a position where they have vessels
already ordered and under construction.
In order to capitalise on the highly favourable
market for short- and medium-term contracts in
the commissioning sector, possessing a substantial
fleet is of paramount importance. Developers and
Original Equipment Manufacturers (OEMs) seldom
have the opportunity to secure vessels on long-
term contracts in this market. This is primarily
due to their development programmes typically
comprising multiple projects commissioned
either concurrently or with intermittent gaps.
The versatility provided by a larger fleet,
especially those vessels designed to service the
commissioning market, is thus an indispensable
asset for vessel owners. This adaptability facilitates
the maximisation of fleet utilisation by allocating
vessels to projects based on their availability.
Equally significant, it ensures the provision of
vessel(s) to clients based on their requirements,
subject to agreed notice periods, provided that
commitments for work access are reciprocated
by the client. For Edda Wind, being the largest
operator in the C/SOV market, the capacity
to establish framework agreements or similar
arrangements will undoubtedly confer a decisive
competitive edge in the future.
Total capacity (in GW) per country
Source: Rystad Energy
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Edda Wind develops, builds, owns,
operates and charters out purpose-built
SOVs and CSOVs for offshore wind farms.
The Group acknowledges the opportunities
and responsibilities to contribute to a cleaner,
more sustainable and energy-efficient future.
Our business model empowers us to fulfil
this commitment.
Our business
model
Business Model
Optimising
Our capital structure
Our strategic objective is to optimise
our capital structure, thereby
augmenting the potential for capital
distribution to shareholders in
alignment with our dividend policy.
Specifically, for newbuilds with
longer-term contracts, the Group
targets a financial leverage within the
range of 70-90% of the associated
newbuild costs. Conversely,
for vessels under shorter-term
contracts, we aim for debt financing
in the range of 50-70% of the
newbuild costs.
Balancing
Our approach to long-
and short-term contracts
Our strategic goal is to secure
a portion of long-term contracts,
thereby ensuring stable cash flows
and facilitating financing solutions.
Simultaneously, we aim to maintain
exposure to the short-term
spot market, which exhibits
robust fundamentals for the
foreseeable future.
Market leading
Provider of offshore wind
service vessels
Upon completing the construction
of the C/SOVs currently underway, we
will possess the world’s most extensive
fleet of purpose-built offshore wind
C/SOVs. The strategic initiative
underscores our commitment to
the rapidly expanding market for
offshore wind service vessels.
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Renewable energy
at the centre of
the strategy
Strategy
The Group’s strategic
orientation is singularly
centred on the offshore wind
industry. Acknowledged as
essential to creating enduring
value for shareholders,
sustainability constitutes an
opportunity for innovation,
heightened efficiency, and
serves as the bedrock for
sustained growth.
The business model and strategy are supported by the capital,
experience and network, and competence of the Group’s
major shareholders as well as its dedicated management and
organisation. The Group is already well positioned within the
industry with a diversified contract portfolio with leading clients,
including Ørsted, Ocean Breeze, Vestas, Siemens Gamesa and
SSE Renewables, as well as having future-ready assets prepared
for new zero-emission operations creating a solid platform for
further growth and development. Global environmental concerns
have led to significant investments in decarbonisation.
The decarbonisation through electrification is expected to
continue, which will further support positive development
for offshore wind. While this supports the Group’s business
model, strategy and prospects, future development will also be
influenced by licensing and development of new offshore wind
farms, access to capital and competent sea and shore personnel
as well as being able to offer cost efficient services to clients
while meeting future emission standards.
Photo: Stephan Giesen
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Working for our
stakeholders
Stakeholder Engagement
Maintaining a regular and
open dialogue with key
stakeholders is important for
Edda Wind, as it contributes
to a better understanding
of stakeholder expectations,
possible challenges and
opportunities, and the
potential impact of our
activities. This, in turn,
serves as a basis for
better decision-making.
Stakeholders are defined as those entities or individuals that are expected to be significantly
affected by Edda Wind’s activities, services and decisions.
Key stakeholders and how we communicate with them:
Investors
• • Annual and quarterly reports and presentations
• • Regular Board meetings (for main investors)
• • Press releases and stock exchange notices
Suppliers
• • Procurement policies
• • Supplier assessments
• • Regular dialogue with key suppliers
Customers
• • Customer meetings
• • Regular dialogue
• • Tender activities
Employees
• • Performance appraisals
• • Management communication
Ship manager
• • Day-to-day communication
• • Regular operations meetings
Authorities and
local communities
• • Membership organisations
• • Sponsorships
Sustainability reporting
Edda Wind’s sustainability reporting is prepared
in reference with the Global Reporting Initiative
(GRI) Standards 2021. The report has been
prepared by senior management and reviewed
by the Audit Committee. No third-party
verification has been performed.
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Environmental,
social and
governance
ESG
Scope of the report and reporting boundaries
The report covers activities for the calendar year 2023 for
Edda Wind and its subsidiaries and is aligned with the other
information provided in the Annual Report. Edda Wind has
outsourced ship management to Østensjø Rederi. The scope
of reporting covers all activities under Edda Wind’s operational
control, including activities performed by Østensjø Rederi on
our behalf. Environmental data, such as greenhouse gas (GHG)
emissions and waste disposals, are reported on an operational
control basis (i.e. covering both owned and hired-in vessels).
People-related data includes data from personnel under direct
employment, as well as personnel working on board our vessels
hired in through Østensjø Rederi.
Refer to note 5 to the consolidated financial statements for
a full overview of entities within the Group.
Sustainability highlights
66% increase in vessel days in renewable
energy segment
Four state-of-the-art newbuildings
ordered – prepared for zero-emission
solutions
Upscaling the organisation with
increased capacity and competence
Increased gender diversity
in organisation
Governance
Be a trusted
and transparent
business partner
Social
Be a safe
workplace
and inclusive
employer
Environmental
Contribute to
a greener future
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10
4 1
7
11
5 2
8
12
6 3
9
Materiality assessment
and priorities
Edda Wind conducted a full materiality
assessment in 2022. The materiality
assessment helped us identify the
aspects of our business that will have
the most impact on the environment
and the people working for us.
The materiality assessment is based
on direct engagement with key
stakeholders. In the assessment,
the importance of different topics
is ranked by internal and external
stakeholders, such as Board members,
investors, lenders, suppliers,
customers and members of executive
management. The assessment
provided the following results:
ESG continued
Importance for business
Importance for stakeholders
Business ethics and anti-corruption
Operational safety, prevention of accidents,
injuries and absence
GHG emissions from operations
Supply chain management
Waste management and ship recycling
Human rights and equal treatment
Tax transparency
Green growth and decarbonisation
Sustainable innovation
Customer focus
Human capital development
Data privacy and data security
10
4
1
7
11
5
2
8
12
6
3
9
Environmental issues
Social issues
Governance issues
Other
Based on the materiality assessment, the Group management team defined a set of sustainability
priorities and related material topics, which was also approved by the Board of Directors. There are
no changes to the material topics in 2023. Edda Wind plans on conducting a full double materiality
assessment in accordance with the EU’s Corporate Sustainability Reporting Directive (CSRD) in 2024.
United Nations Sustainable Development Goals:
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Materiality assessment overview
Strategic topics Strategic ambition Material topics What the topic covers Why is the topic material Topic boundary
Environmental
Contribute to a
greener future
Offer effective and
energy efficient
shipping solutions
for the construction,
operation and
maintenance of
offshore wind farms.
Investing in
sustainable
solutions
Our investment
programme and ambitions
for zero emission.
Addressing climate change and associated risks require solutions with lower GHG emissions. Edda Wind Group
GHG emissions GHG emissions from
own operations.
Addressing climate change and associated risks require solutions with lower GHG emissions. Edda Wind Group
Pollution Impact of our activities
and vessels on air, soil
and water.
Pollution can lead to contamination, ecological disruption and impact on human health. Edda Wind Group
Social
Be a safe
workplace
and inclusive
employer
Have a safe working
environment with no
personal injuries and
where people are
treated equally
and without
discrimination.
Operational safety
on board
Accidents, injuries and
absence. Risk assessment
and mitigating
measurements.
Safe working conditions are contingent upon a robust safety culture and essential for
effective and profitable operations.
Edda Wind Group,
customers,
suppliers and
business partners
Equality, diversity
and inclusion in the
workforce
Respect and protection
of equal opportunities.
Establishing an inclusive, diverse and non-discriminatory workplace is crucial for attracting
and retaining top local talents possessing the appropriate competence, experience, skills
and motivation.
Edda Wind Group,
suppliers and
business partners
Human rights Respect and protection of
fundamental human rights.
Respecting and protecting human rights is crucial as it ensures ethical and social responsible
business practices.
Edda Wind Group,
customers,
suppliers and
business partners
Competence
development
Investing in human capital. The skills and competencies of the people working for us are crucial for long-term
profitability and fulfilment of our vision.
Edda Wind Group
Governance
Be a trusted
and transparent
business
partner
Uphold a high
standard of ethical
behaviour in all our
operations.
Business ethics
and anti-corruption
Compliant and
ethical operations.
Sound business ethics and anti-corruption efforts are essential to uphold ethical business
conduct, mitigate financial and reputational risk, and to contribute to a transparent and
responsible corporate environment.
Edda Wind Group,
customers,
suppliers and
business partners
Supply chain
management
Responsible procurement
and supplier management.
Effective supply chain management is integral to ensure commitment to responsible
business conduct across the entire value chain.
Edda Wind Group,
suppliers and
business partners
Cyber security Safeguarding our data. Cyber security safeguards sensitive data, ensures business continuity, and mitigates
potential environmental and social impacts associated with cyber threats.
Edda Wind Group
ESG continued
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Contribute to a
greener future
Offshore wind stands at the forefront
of decarbonising the global energy
market. Edda Wind’s fleet plays a vital
role in supporting existing and future
offshore wind parks, contributing to
the provision of cleaner, renewable
and cost-efficient energy worldwide.
Sustainability has a central position
in our strategy, focusing on the
offshore wind sector, encompassing
both the O&M segment and the
commissioning segment.
ESG continued
Key risks Description Possible adverse effects
Physical risks
Harsher weather conditions • • Reduced utilisation due to waiting on weather
• • Reduced predictability and increased difficulties to perform
crew changes
• • Increased risk of personal injuries offshore
• • Increased risk of asset/equipment breakdown
• • Increased wear and tear of assets/equipment
Rising sea levels
• • Difficulty finding adequate ports to perform port calls, mobilisation/
demobilisation and crew change
Resource scarcity
• • Higher prices for necessary resources
• • Lack of access to necessary resources
Transition risks
Penalties or taxes related to emissions • • Higher operating cost for our vessels
• • Reduced vessel value
Emerging technology of zero-emission
on offshore vessels
• • Increased CAPEX requirements to stay aligned with the technology
development in the industry
• • Reduced vessel value
• • Reduced utilisation
Market shifts
• • Increased CAPEX requirements to stay aligned with the technology
development in the industry
• • Reduced vessel value
• • Reduced utilisation
Reputational impacts
• • Increased stakeholder focus and expectations for climate-impact
management. Reduced access to competent personnel
and increased cost of capital if we aren’t aligned with the
stakeholder expectations
Transition
opportunity
Market shifts • • Increased taxation/penalties for GHG emissions leading to reduced
demand for fossil fuels and increased demand for renewable
energy worldwide
Key climate-related risks and opportunities
Environmental
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Our ambitions Investing in
sustainable solutions
We fully endorse the Green Deal’s
objective of achieving zero emissions
by 2050 and are actively engaged in
contributing to the production of
renewable energy. Furthermore,
we are diligently working to minimise
our own environmental footprint as
an integral part of the offshore wind
value chain.
Edda Wind’s ongoing newbuilding
programme will bring the fleet to a total
of 13
1
purpose-built offshore wind
vessels by 2026. With this, Edda Wind’s
fleet will consist of next-generation
offshore wind service vessels.
Implemented energy-saving equipment
Each vessel under construction is designed to
have a low environmental footprint without
compromising its operational capabilities. The vessels
are designed with systems to increase energy
efficiency and decrease overall energy consumption.
The vessels are equipped with battery hybrid
propulsion systems that enable us to reduce the
number of diesel generators in operation since the
batteries can be considered as a spinning reserve in
critical situations. It also enables us to reduce the
size and number of generator sets, which will simplify
maintenance, reduce vessel weight and reduce fuel
consumption. In addition, the ventilation systems on
board are set up to utilise the residual heat from the
engines’ cooling water systems, rather than from the
diesel generators. The energy-saving equipment
implemented will give the newbuildings a minimum
of 30% reduction in GHG emissions compared to
first-generation offshore wind service vessels.
Prepared for zero-emission
All of Edda Wind’s newbuildings are prepared for
zero-emission operations without compromising
operational capabilities. The vessels are prepared
to take on board the liquid organic hydrogen
carriers (LOHC) concept with the potential for
zero-emission operations. Edda Wind has received
NOK 105 million in grants from Enova during 2021-
2023 related to the LOHC setup and battery hybrid
propulsion systems.
ESG continued
In 2024, we have implemented our
Environmental Policy, setting our commitment
to environmental issues.
To deliver enhanced value to our customers while
minimising our environmental footprint, we
collaborate with them to optimise our vessels and
explore development of alternative fuels, including
hydrogen. Employing cutting-edge technology, we
integrate battery-hybrid solutions, and our
newbuildings are designed to facilitate hydrogen-
based operations, fit for zero-emissions. Our latest
newbuildings are also prepared for zero-emission
through methanol fuel sources.
Our ambition is to:
1. Offer zero emission on our vessels
by 2030
2. Be carbon-neutral by 2040
Edda Wind has entered into a letter of intent for
using the LOHC technology with Hydrogenius LOHC
Maritime AS (“Hydrogenius LOHC”). Hydrogenius
LOHC has developed and patented the LOHC
technology for particularly safe, easy and efficient
storage and transportation of hydrogen, which will
revolutionise the supply chain for hydrogen. The
unique feature is that hydrogen is chemically
bonded to the low-toxicity, non-explosive and
low-cost carrier oil, which can be used to store
and transport large quantities of hydrogen under
ambient conditions, using the already existing fossil
fuel infrastructure. The carrier oil Hydrogenious
LOHC uses – benzyltoluene – can be loaded and
unloaded with hydrogen over the lifetime of the
vessel. Edda Wind’s target is to be able to offer
this zero-emission solution to clients by the end
of this decade.
Preparing for CSRD
In 2024, Edda Wind has started a process
of preparing for the upcoming reporting
requirements of the CSRD. The process will include
defining a transition plan, setting detailed targets
with action plans, and metric reporting.
1 Excluding Edda Passat.
Photo: Stephan Giesen
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ESG continued
2023 2022 2021
Freight income 36,955 26,930 23,933
Total vessel days 1,647 994 730
Emissions directly from operations 2023 2022 2021
Owned vessels 22,966 11,709 10,164
Hired-in vessels 3,853 11,138 9,226
Total Scope 1 CO
2
(tonnes) 26,819 22,847 19,390
2023 2022 2021
Owned vessels 751 822 749
Hired-in vessels 1,129 1,505 1,602
Edda Winds main source of GHG
emission is the consumption of fossil
fuel by our vessels. We actively work
to minimise our impact and have
implemented several solutions to
reduce emissions.
The Edda Wind fleet is operated with variable
speed generators and equipped with additional
power-saving measures. These include heat-
recovery systems that utilise residual heat from
the engines’ cooling water systems to substitute
electrical warming, as well as frequency-controlled
propellers, pumps and fans. The implemented
measures have the capacity to significantly reduce
fuel consumption and CO
2
emissions by up to 30%.
The Group had 1,647 operating vessel days during
2023, compared to 994 operating vessel days in
2022. Total CO
2
emissions increased by 17% from
2022 to 2023 while total operating vessel days
increased by 66%.
The main reason for this relative decrease is the
replacement of the frontrunner with Edda Breeze,
which came into operation in March. The
frontrunner was built in 2002 and was not equipped
with the same emission-reducing solutions as
mentioned above. This trend clearly shows the
lower emission profile of our modern fleet.
Edda Wind Scope 3 emissions have not been
quantified in 2023. The material Scope 3 categories
for the Group are:
• • Category 1: Purchased goods and services
• • Category 2: Upstream transportation
and distribution
• • Category 5: Waste generated in operations
• • Category 6: Business travels
• • Category 7: Employee commuting for seafarers
The Scope 3 emissions are mainly related to
resources used in construction of our vessels,
as well as air travel for seafarers commuting
to/from vessels.
GHG emissions
A Ship Energy Efficiency Management Plan (SEEMP)
is implemented on all operated vessels, describing
initiatives and measurable goals to increase energy
efficiency. The SEEMP also clarifies roles and
responsibilities on board, thereby increasing
awareness among crew members. To further
reduce CO
2
emissions, the vessels are delivered
with recommended eco speed during transit.
The eco speed is calculated to be the speed level
giving the best energy efficiency during transit.
In addition, the ship propellers are frequently
polished, and the ship hulls are regularly cleaned
to reduce water resistance.
Scope 1
Average CO
2
emissions (kg per work hour)
Scope 2 and 3
2021 20232022
0%
250%
200%
150%
100%
50%
136%
226%
139%
118%
Vessel days
CO
2
emissions (ton)
Emissions indirectly from purchased electricity 2023 2022 2021
Purchased electricity
Location based (kWh) – – –
Market based 16,220 11,891 6,276
Shore-based power-supply
Location based (kWh) 372,270 635,303 –
Market based – – –
Total Scope 2 (kWh) 372,270 647,194 6,276
Total Scope 2 CO
2
(tonnes) 69 115 –
Total Scope 1 and 2 CO
2
(tonnes) 26,888 22,962 19,390
Scope 3 Not available Not available Not available
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ESG continued
Edda Wind operates within the marine
environment. We acknowledge that
our activities may have negative
impacts on air, soil and water, and work
on measures to reduce such impacts.
Air pollution
Apart from GHG emissions, we impact the
air through exhaust emissions from the main
engines of our vessels, mainly nitrogen oxide (NOx)
and sulfur oxide (SOx) emissions. We actively limit
our impact through the implementation of
solutions such as a selective catalyst reactor (SCR).
The SCR system reducesthe level of NOx in the
exhaust gas from the engine by means of catalyst
elements and a reducing agent (urea). The SCR
system can reduce levels of NOx emissions by as
much as 90%. Customers are encouraged to utilise
the SCR system and to use low-sulfur marine gas
oil to reduce SOx emissions. Our vessels also
operate under the SEEMP to reduce fuel
consumption and thereby also reducing exhaust
emissions to the air.
Pollution
2023 2022 2021
NOx (tonnes) 169.4 273.9 247.8
SOx (tonnes) 11.2 12.2 9.4
Pollution
Waste management
On board waste management of the Edda Wind
fleet complies with the Convention for Prevention
of Marine Pollution (MARPOL). All waste is handled
in accordance with the Garbage Management
Procedure, whereby all waste is categorised into
categories as defined in the amendments to
MARPOL annex V and disposed of in accordance
with the requirements for each category. During
2023, Edda Wind generated 89.4 tonnes of waste,
compared to 62.0 tonnes in 2022. The increase
is due to a higher number of vessel days in 2023
compared to last year. Waste is mainly generated
from personnel on board. The average waste
in kilogramme per personnel hour was 0.037,
compared to 0.05 in 2022. Edda Wind’s ambition
is to keep waste per personnel hour low and not
exceed 0.05.
Oil spill prevention
Edda Wind follows the International Convention
on Oil Pollution Preparedness, Response and
Co-operation. Our ambition is to comply with
all regulations regarding marine pollution and
have zero spills of hazardous materials into the
environment. All vessels are equipped with oil
pollution prevention equipment such as booms
and sorbents. Shipboard areas where spillage
is most common are protected so that the
residues are easily recovered. Each vessel has an
Emergency Preparedness Manual which also covers
emergency procedures in case of spills. All spills
are reported to management, and cause and
corrective actions are followed up. Edda Wind
has not had any spills in 2023, compared to a spill
of a total of 15 litres in 2022 related to hydraulic
hose failures.
Biodiversity and ecosystems
Edda Wind complies with the regulations in
the Ballast Water Management Convention and
CLEAN class notation. Bilge water discharged to
the environment complies with MARPOL
requirements.
Ship recycling
Edda Wind has not performed any ship recycling
during the period. Edda Wind’s fleet consists of
new vessels with a long remaining economic
lifetime, and as such Edda Wind does not expect
to perform any ship recycling in the near or
mid-future. However, Edda Wind recognises that
ship recycling must be performed in accordance
with strict standards to mitigate any adverse effects
on the environment, personnel health, and safety.
As such, Edda Wind will in due course comply with
applicable regulations for future ship recycling.
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Be a safe workplace and
inclusive employer
Our ambition is to have a safe working
environment with no personal injuries.
Safety is the cornerstone of good
seamanship and something we never
compromise on.
ESG continued
Key opportunities Key risks
• • Motivated employees fostering
a healthy work environment
• • Low turnover
• • Increased diversity and
talent base
• • Attractive reputation as employer
• • Harm to personnel
• • Difficulty securing and
maintaining talent in
key functions
• • Lack of access to
competent personnel
Key risks and opportunities related to our workforce
Social
Operational safety on board
The crew on board our vessels are hired in through our ship manager,
Østensjø Rederi. Our vessels operate under our ship manager’s safety
management system, which is ISM certified through several flag states.
All personnel on board our vessels are covered by the safety
management system. Our ship manager holds the following
certifications:
• • ISO 9001:2015
• • ISO 14001:2015
• • ISO 45001:2018
• • ISPS
Edda Wind continuously works together with Østensjø Rederi to
minimise the risk of personal injuries, and environmental and property
damage. Risk assessments are performed regularly on shore and on
board the vessels. A risk assessment shall be in place in advance of any
operation to ensure that the operation can be safely executed. Any
hazards that are identified in the assessment shall have corresponding
mitigating control measures. This creates awareness among our
personnel and underpins the safety culture within Edda Wind. The crew
also have the right to remove themselves from work situations that they
believe can cause injuries or ill health, through a “Stop the job” policy. All
personnel shall have knowledge of this policy when onboarding a vessel.
All crew members must complete a familiarisation checklist as part of
their introduction to the vessel. This is a comprehensive checklist that
includes a review of both general and vessel-specific topics, such as
relevant HSEQ policies, use of equipment, assessment of risks and
hazards, and reporting routines.
All personnel on board undergo a health examination by a certified medical
examiner before commencing work on board our vessels. All vessels are
equipped with exercise equipment on board for the crew’s disposal. In
addition, there are procedures in place to ensure prompt access to
medical care and treatment whether on board a vessel or ashore.
All incidents, accidents and near-misses, as well as other non-
conformities, damage or breakdowns, shall be reported. In addition,
all observations from which the Company may learn should be notified
to the HSE department. All reports are reviewed by the HSE department
and delegated to a responsible person (fleet manager) in charge of
follow-up and implementing mitigating actions.
The Group monitors and reports lost time incident frequency (LTIF), total
recordable case frequency (TRCF), restricted work case frequency, medical
treatment injuries, and sick leave. This is reported monthly to management.
LTIF was 1.92 as at 31 December 2023 and TRCF 2.40. We have not had any
fatalities during the year. We have had one high-potential incident during
the year, where one person fell from the gangway and sustained injuries.
The incident was thoroughly investigated and mitigating actions were
implemented. The incident frequency is higher than our targets of LTIF < 1
and TRCF < 2. A high incident frequency is not something Edda Wind
considers acceptable. We will in 2024 work actively to improve our
procedures and communication to reinforce the safety culture that we
need to operate safely.
Establishing the Edda Wind management system
A crucial part of becoming a stand-alone company and managing our
own vessels is to implement our own internal management system and
obtain a document of compliance and ISO certifications. The process
started in 2023 with the recruitment of our own HSEQ specialists. During
the next year, we will define our way of working to foster the Edda Wind
safety culture. The work also includes reviewing our targets, action plans
and resources going forward.
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ESG continued
Edda Wind strives to create a culture
where people are treated equally
regardless of nationality, gender
or other factors.
Equality, diversity
and inclusion in
the workforce
In February 2024, we implemented our Human Rights Policy, establishing our commitments to non-
discrimination, equal opportunities and respect for human rights and labour standards.
Edda Wind hires in services from Østensjø Rederi, such as vessel crew, corporate services and technical
management. We conduct our business, whether directly or through suppliers, with respect for human
rights and labour standards, including conventions and guidelines related to wage and salary, working
conditions, freedom of association, and the prevention of child or forced labour, and we are Maritime
Labour Convention compliant. Østensjø Rederi ensures that all seafarers’ contracts are in accordance with
local collective bargaining agreements and International Transport Workers’ Federation standards. Edda
Wind goes far to ensure that the people working for us can thrive and grow, both onshore and offshore.
Offshore we provide amenities like gyms and entertainment, healthy meals and spacious living quarters
for on board personnel.
Edda Wind also hires in corporate management services from Østensjø Rederi. These services constitute
an average 9.5 FTEs. Shipping has traditionally been a male-dominated business. Edda Wind seeks to
promote a diverse workforce and to ensure non-discriminating recruitment processes, as per HR policies.
Gender Age Employment region
Number Male Female < 30
30-
50 > 50 Norway UK
Central
Europe Asia
Board of Directors Headcount 7 57% 43% 0% 43% 57% 7 0 0 0
Employees Headcount 20 70% 30% 0% 55% 45% 16 4 0 0
Hired-in offshore
personnel
FTE 249 88% 12% 7% 72% 22% 28 71 107 43
Hired-in personnel represents offshore crew members hired in through Østensjø Rederi.
Investing in human capital
The skills and competencies of the people working for us are crucial to our performance and our ability to
live up to our vision. This far, most of our activities have been outsourced. However, a strategic decision was
made this year to establish an independent entity, enabling us to perform project, technical and corporate
management ourselves. During the year, Edda Wind upscaled its onshore organisation from nine employees
to 20 employees. The onshore organisation is expected to grow to around 30 people by 2025. In 2024, we will
also expand our offshore organisation.
Building a new organisation is a rigorous and time-consuming process. However, we perceive this as a
distinctive opportunity to redefine our operational methodologies and cultivate an efficient and proficient
organisational culture. Through the incorporation of industry best practices and the integration of
innovative approaches, our objective is to craft a workplace culture that not only aligns with current
demands but also serves as the bedrock for long-term success.
Photo: Bård Gudim
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Be a trusted and transparent
business partner
Edda Wind strives to uphold the
highest standard of ethical behaviour
in all our activities. We want to enable
our employees to deliver the best
customer experience and to ensure
that we operate with the highest
standards of integrity at all times.
ESG continued
Key opportunities Key risks
• • Customer confidence
• • Attracting cooperation with
responsible parties
• • Increased awareness
among employees
• • Non-compliance events with
adverse consequences
• • Exposure to high-risk countries
• • Non-compliance in the
supply chain
Key risks and opportunities
Governance
Establishing the Edda Wind way of working
An important part of becoming a stand-alone organisation is to establish
clear guidelines and commitments. During 2023, we started the process
of strengthening our policies and clarifying our commitments. The new
policies have been be implemented in 2024. The new policies include an
Anti-Corruption Policy, Trade and Sanctions Policy and Whistleblowing
Policy. Further, we will start implementation of a formal whistleblower
channel in 2024.
In 2024 we also plan to release the Edda Wind Code of Conduct, setting
our expectations, commitments and requirements for ethical conduct
from our employees and Board members, and also extending to all persons
working on board the Edda Wind vessels. The Code of Conduct will be
followed by a separate Supplier Code of Conduct, setting expectations
for ethical conduct by our suppliers.
Business ethics and anti-corruption
The Group has a zero-tolerance policy regarding corruption and bribery.
We conduct our business in compliance with all applicable laws, rules and
regulations on anti-bribery, anti-corruption and anti-money laundering.
No incidents of non-compliance with such laws and regulations have been
noted in 2023. Edda Wind has not conducted any business in countries
with a high risk of corruption, according to Transparency International’s
Corruption Perception Index from 2022. Our ISM manager, Østensjø Rederi
AS, is a member of Transparency International, and Edda Wind will adhere
to the principles of that organisation. It is important that someone who
discovers wrongdoing and non-compliance with policies or applicable law
is able to report it without risk of retaliation or discrimination. No whistles
have been reported in 2023.
Supply chain management
Our goal is to influence our entire value chain toward sustainable
maritime trade. Supply chain management it currently performed by
our ship manager through their Supplier Qualification Procedure, where
suppliers are required to fill out a questionnaire with a set of questions
on ESG topics. Based on their input, the suppliers are scored. If suppliers
score above a set threshold, the appropriateness and continuance of the
supplier relationship is assessed.
Edda Wind is currently preparing to take over ownership of supply chain
management and aim to implement a Supplier Code of Conduct with a
procedure for upfront assessment of risk and periodical supplier audits.
Edda Wind is committed to respecting and securing human rights and
business ethics through the supply chain. Our Transparency act is
published on the Group’s webpage, www.eddawind.com.
Cyber security
Our objective is to minimise cyber security risk and to secure
employees’ active contribution to a risk prevention culture. We work
closely with our ship manager, each ship’s crew, and employees onshore
to build and enforce strong cyber protection. We have conducted a
vulnerability assessment of all internet-facing resources and put in place
internal guidelines for secure application development. We will continue
to develop the maturity of our systems to strengthen our defence and
to keep up with regulatory updates. We have implemented our own
Data Protection Policy and GDPR practices have been established.
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Board of
Directors’
Board
Jan Eyvin Wang
Chair of the Board
Jan Eyvin Wang has worked in the Wilh. Wilhelmsen Group
since 1982, and currently holds the position of Executive Vice
President New Energy. He has had several senior positions in
the Wilh. Wilhelmsen Group in Norway and abroad, including
the position of president and CEO of Wilh. Wilhelmsen ASA,
as well as the position of CEO of EUKOR Car Carriers Inc. and
CEO of United European Car Carriers (UECC).
Wang holds a BA in Business Administration from Heriot-Watt
University, Edinburgh, Scotland from 1981, and an Advanced
Management Programme from Harvard Business School
from 2003.
Håvard Framnes
Director
Håvard Framnes holds a Master of Science in Business and
Economics, MBA in Finance and Accounting from the Norwegian
School of Business and Economics (NHH) and National University
of Singapore. He holds the position of CEO at Johannes
Østensjø d.y. AS. Framnes’ previous experience includes the
role as CFO of the Østensjø Group, founder and Chair of Reach
Subsea AS, CFO of DeepOcean ASA and various Board positions
in DeepOcean ASA group companies.
Mr. Framnes has various experience within auditing and
corporate finance, including from Selmer, PwC and SEB.
Martha Kold Monclair
Director
Martha Kold Monclair is a Non-Executive Director of the public
listed companies, Hexagon Purus ASA, Reach Subsea ASA as
well as CapeOmega AS and BW LPG Ltd. She holds a master’s
degree and PhD from the Norwegian University of Science
and Technology (NTNU) and a Doctorate in Economics from
BI Norwegian Business School.
Monclair has served two years as Chief Executive Officer
of Steinsvik Group and ten years as Chief Executive Officer
of DeepWell.
Toril Eidesvik
Director
Toril Eidesvik has broad experience in international shipping
and finance, and has previously held the position as Chief
Executive Officer of each of Green Reefers ASA, EMS Seven
Seas ASA and Nekkar ASA (previously TTS Group ASA). Eidesvik
holds several Board positions, including Munck Cranes AS,
Port of London Authority and Eksportfinans ASA.
Eidesvik holds a Master of Laws from the University of Oslo
from 1993.
Adrian Geelmuyden
Director
Adrian Geelmuyden is currently Director of Seatankers
Management and has experience as Head of Sale and
Purchase of Solstad Offshore ASA, Chartering Manager at
Deep Sea Supply and has also been partner and shipbroker at
R.S. Platou.
Geelmuyden holds a bachelor’s in economics from Norwegian
School of Business and Economics (NHH).
Duncan Bullock
Director
Duncan Bullock is an investment professional with 15 years’
experience working in the energy sector, across developed
and emerging markets, and conventional and renewable
energy infrastructure projects.
Mr. Bullock is currently an investment Director of Quantum
Power. He has previously worked with Octopus Investments,
Citigroup and PriceWaterhouseCooper. He holds a Master in
Arts from Oxford University.
Cecilie Serck-Hanssen
Director
Cecilie Serck-Hanssen is currently CEO of Gluteus Medius AS,
a privately-owned investment company. She has previously
held several different positions at SEB and DNB within the
corporate and private banking market.
She holds a Master of Business Administration from
Norwegian School of Business and Economics (NHH).
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Market development and outlook
The ongoing restructuring of the world’s energy
systems in a greener direction has continued
and strengthened throughout 2023. The leading
analytical environment within offshore wind
estimates a continued significant growth in energy
generation capacity from offshore wind turbines
until at least the end of this decade. This will
naturally be accompanied by a sharp growth in the
number of wind turbines installed and in operation.
As of the end of 2023, there were approximately
13,000 offshore wind turbines installed globally,
which is anticipated to grow to approximately
30,000 wind turbines by 2030. Consequently, it is
estimated that in excess of 250 C/SOVs will be
needed to assist with commissioning and operation
of these; a number that compares favourably with
the existing fleet of approximately 90 vessels,
including vessels under construction. Further
market information can be found in our
Strategic Report.
Edda Wind emphasises that the information
included in this Annual Report contains certain
forward-looking statements that address activities
or developments that the Group anticipates will or
may occur in the future. The statements are based
on assumptions and estimates, and some of them
are beyond the Group’s control and therefore
subject to risks and uncertainties.
Consolidated annual accounts
The Group’s financial statements for 2023 are
prepared in accordance with International Financial
Reporting Standards (IFRS), as endorsed by the EU.
Edda Wind ASA (“Edda Wind” or the
“Group”) is a provider of offshore
wind service vessels, headquartered
in Haugesund. The Group develops,
builds, owns, operates, and charters
out purpose-built service operation
vessels (SOVs) and commissioning
service operation vessels (CSOVs)
for offshore wind farms worldwide.
The Group has operated three SOVs, three CSOVs
and two chartered in frontrunners, resulting in 1,649
available vessel days during 2023. The Group also
has eight dedicated offshore wind vessels under
construction, of which one SOV and seven CSOVs.
Edda Wind has a long-standing track record in
maritime operations. The ambition of the Group is
to be the leading provider of offshore wind service
vessels. Following delivery of vessels under
construction, Edda Wind will have the largest fleet
of purpose-built offshore wind C/SOVs in the world,
solely focusing on the fast-growing offshore wind
market. The Group’s ambition is to secure a share
of long-term contracts to ensure cash flows, while
also having exposure in the short-term spot market.
Board of Directors’
Report
Income statement
Total operating income for the year ended
31 December 2023 was EUR 39,368 thousand
compared to EUR 28,425 thousand for the year
ended 31 December 2022. The increase is mainly
due to increased operational days with new vessels
commencing operations during 2023, less offhire
related to commercial downtime for Edda Passat and
technical challenges on Edda Breeze and Edda Brint.
Total operating expenses before depreciation for
the year ended 31 December 2023 were EUR 32,348
thousand compared to EUR 21,856 thousand for the
year ended 31 December 2022. The increase is
mainly related to the commenced operation of new
vessels during the year, offset by lower hire cost
for frontrunner vessels. During 2022, an external
frontrunner was hired in for Edda Breeze for the full
year. Edda Breeze commenced operation at the
end of March 2023, and as such the frontrunner
contract was terminated on this date. A hired-in
vessel operated as frontrunner for newbuild C-416
under the Siemens Gamesa charter from October
2023 until end of December 2023.
Depreciation was EUR 7,210 thousand for the year
ended December 2023 compared to EUR 3,195
thousand for the year ended December 2022.
Depreciation increased due to new vessels
commencing operation in 2023.
Edda Wind generated an operating loss of EUR 190
thousand for the year ended 31 December 2023,
compared to an operating profit of EUR 3,374
thousand for the year ended 31 December 2022.
The decrease is mainly due to operational
challenges related to our gangway operation that
has led to unscheduled offhire during 2023.
Net financial expense for the year ended
31 December 2023 was EUR 3,678 thousand
compared to EUR 1,440 thousand for the year
ended 31 December 2022. The increase in net
financial expense is mainly due to increased
interest rates and interest expense on the
financing of the new vessels that commenced
operation during the year. The increase is offset
by higher interest income on bank deposits.
Total comprehensive income for the year ended
31 December 2023 was negative EUR 3,829
thousand compared to negative EUR 652 thousand
for the year ended 31 December 2022. The change
is mainly due to the above-mentioned factors, as
well as currency translation difference. Currency
translation difference reflects the effects of
currency fluctuations when revaluing subsidiaries
with functional currency in GBP or NOK to EUR.
The Group did not have any R&D activities during
2023 or 2022.
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Statement of financial position
The Group’s material assets at year end 2023
consist of six purpose-built offshore C/SOVs in
operation and eight dedicated offshore wind
vessels under construction.
Total non-current assets as at 31 December 2023
were EUR 524,492 thousand, of which book value of
vessels and newbuildings amounted to EUR 515,516
thousand, up from EUR 289,796 thousand the
previous year. The increase is mainly due to
payment of pre-delivery yard instalments for the
Groups newbuildings. The Group has received EUR
2,062 thousand in grants from ENOVA during 2023
(EUR 4,569 thousand in 2022), booked as a reduction
of newbuilding cost price.
The Group has also incurred EUR 7,062 thousand in
liquidated damages related to delayed delivery of
Edda Breeze and Edda Brint to clients. The amount
is capitalised as other non-current assets and
recognised in the profit and loss (P&L) on a straight-
line basis over the contract period from the date
the vessels were delivered to the clients. As at
31 December 2023, a total of EUR 416 thousand has
been recognised in the P&L. In 2022, Group entered
into a loan agreement as compensation for
payment obligations assumed to avoid delay of
certain equipment. As at 31 December 2023, the
outstanding balance is EUR 1.8 million.
Total current assets as at 31 December 2023 was
EUR 57,766 thousand compared to EUR 54,285
thousand as at 31 December 2022. Cash and cash
equivalents were EUR 32,918 at 31 December 2023,
down from EUR 45,021 last year. The decrease in
cash is mainly due to payment of pre-delivery yard
instalments and repayment of post-delivery
financing during the year, offset by drawdown of
interest-bearing debt and proceeds from the
private placement performed in March 2023.
Edda Wind acquired legal title to C-416 in October
2023 to ensure the vessels completion. Following
this, Edda Wind entered into a loan agreement
of EUR 11 million as pre-financing of the tax lease
benefit under the Spanish tax lease structure. The
pre-financing has been used to cover expenses on
behalf of the yard until the vessel is completed.
Upon completion, the total tax lease benefit of EUR
14 million will be paid to Edda Wind and partly used
to repay the pre-financing loan. As of 31 December
2023, Edda Wind has paid EUR 11 million on behalf
of the yard, included in the balance sheet as
short-term receivables. The vessel was delivered
in Q1 2024.
Total liabilities were EUR 297,376 thousand at the end
of 2023, up from EUR 167,458 thousand the previous
year. Net interest-bearing debt has increased from
EUR 156,964 thousand to EUR 284,830 thousand
mainly due to drawdown on the pre-delivery
financing facilities for the newbuildings.
At year end 2023, total equity for the Group was
EUR 284,882 thousand. The equity has increased
from EUR 183,680 thousand from the previous year.
The increase is mainly due to proceeds from the
private placement performed in March 2023, less
the negative result for the year. Equity ratio
decreased from 52.3% in 2022 to 48.9% in 2023.
Statement of cash flow
Net cash flow from operating activities for 2023
was negative EUR 13,100 thousand compared to a
positive cash flow of EUR 9,225 thousand for 2022.
The decrease is mainly due to an increase in net
working capital during the year as increased activity
attributed to higher accounts receivables and
prepayments. The short-term receivables recognised
in relation to taking title of C-416 also negatively
affects the cash flow from operating activities.
Net cash flow from investment activities was
negative EUR 227,415 thousand in 2023 due to
payment of yard instalments for newbuildings.
Net cash flow from financing activities was
EUR 228,843 thousand in 2023 (EUR 41,107 thousand
in 2022). The Group has drawn down in total
EUR 140,846 thousand during the year on
pre-delivery facilities and repaid EUR 10,564
thousand on post-delivery facilities. The Group
has also received EUR 105,032 thousand in proceed
from the private placement performed in
March 2023.
Financial results and financial position –
parent company
Edda Wind ASA serves as parent company of
the Group. In 2023, the Company reported a profit
after tax of EUR 4,786 thousand, compared to
EUR 2,321 thousand in 2022. Operating expenses
for 2023 were EUR 1,461 thousand, a decrease
from EUR 2,000 thousand in 2022. Net financial
income was EUR 8,369 thousand in 2023 compared
to EUR 4,320 thousand in 2022. The increase is
primarily due to interest on loans to subsidiaries,
as well as currency effects. The increase is offset
by reduced group contributions received in 2023
compared to 2022.
The Company’s total assets were EUR 311,384
thousand at year end 2023 compared to EUR 173,701
thousand at year end 2022. Total assets mainly
comprise of shares in subsidiaries, as well as
short-term receivables from group companies and
cash. Cash balance at year end 2023 was EUR 6,351
thousand, down from EUR 26,739 thousand the
year before. The reduction is primarily explained
by payments of yard instalments on behalf of
subsidiaries. Booked equity at year end 2023 was
EUR 280,149 thousand, compared to EUR 170,442
thousand at year end 2022. Equity ratio is 90%.
The Board of Directors has recommended that this
year’s profit of EUR 4,786 thousand be allocated to
other equity.
Other than stated above, the Company has not
experienced, nor does it have information about
any significant other trends, uncertainties,
demands, commitments or events that are
reasonably likely to have a material effect on the
Company’s financial performance or prospects
since the end of 2023 and until the date of the
Annual Report.
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Operational risk
Edda Wind is exposed to the risk of cost increases,
including cost of vessel construction, operating
cost and maintenance cost, as well as risk related
to utilisation of the vessels. If any of the Group’s
vessels are taken out of operation, this could
materially impact the Group’s business, prospects
and financial results including its ability to be
compliant with the financial covenants pursuant
to its financing arrangements. Long-term
charter agreements include escalation clauses.
Construction and acquisition of new vessels is an
important element of the Group’s growth strategy.
The acquisition, construction, supervision and
delivery of new vessels are subject to several risks,
including the risk of potential cost overruns and
delays, risk of new vessels not meeting quality
and performance standards and unexpected
operational problems, political unrest and other
circumstances including macroeconomic factors,
financial problems at yards and key suppliers. The
newbuilding contracts are based on fixed price
agreements with the yards.
Commercial risk
The Group’s earnings and liquidity is dependent on
the Group’s ability to obtain profitable rates for its
vessels. The demand for the Group’s services may
be volatile and is subject to variations for several
reasons, including competition from other service
providers and uncertainty in the general demand in
the industry. The demand for the Group’s vessels is
dependent on the future development and operation
of offshore wind farms. Whilst Edda Wind has an
ambition to further expand its portfolio of contracts,
the process for obtaining new customer agreements
is competitive and generally involves intensive
screening and competitive bidding processes.
Liquidity and financial risk
Liquidity risk is related to the risk that the
Group may not be able to meet its financial and
operational obligations as they fall due. The Group’s
approach to managing liquidity is to manage
cash flows from operation of long-term charter
contracts, and the liquidity situation is monitored
and projected via liquidity budgets prepared by
management on a regular basis. The Group’s
liquidity situation is considered satisfactory at the
date of the Annual Report. However, the Group is
continously exploring alternatives to strengthen
its balance sheet, including its liquidity position.
The Group has secured long-term financing on all of
its vessels in operation or under construction, except
one. Edda Wind’s loan agreements contain financial
covenants relating to minimum liquidity, working
capital, equity ratio, debt service coverage and loan
to value. The Group was in compliance with all
covenants at year-end. The Group faces risk that
financing of the one remaining newbuilding may not
be obtainable on attractive terms. The repayment
profile under the Group’s existing financing
agreements includes obligations for the Group to
repay large parts of the principal loan balance at the
final scheduled repayment date, close to or at final
maturity of the loan. Consequently, the Group will
need to refinance such debts prior to final maturity.
Edda Wind’s overall policy is to maintain a strong
capital base to maintain investor, creditor and marked
confidence and to sustain operations and future
business developments.
Foreign exchange risk
The Group’s reporting currency is Euro. A significant
portion of the Group’s operating expenses, capital
expenses and certain of its current and future
revenues is and will likely be incurred in other
currencies, such as NOK, GBP and USD. As a result,
the Group is exposed to the risks that such other
currencies, including NOK, GBP and USD, may
appreciate or depreciate relative to the EUR. The
Group has established hedging strategies to
monitor and mitigate risks on material exposures.
Interest risk
The Group has incurred, and may in the future
incur, significant amounts of debt. The Group
has a floating interest under certain of its debt
arrangements and is thereby exposed to interest
rate risk.
Tax risk
Ten of the Group’s vessels in operation or under
construction are subject to certain Spanish tax lease
structures. Whilst the Spanish tax lease structures
enable the Group to acquire the newbuilds at a
discounted net price, the structure involves certain
risks including counterparty risk and regulatory risk
for the Group. Under such Spanish tax lease
structures, Edda Wind assumes certain obligations
and liabilities which would not exist if the vessels
were acquired under the standalone shipbuilding
contract. The tax lease structure is also dependent
on compliance of the various requirements and
obligations under the arrangement, the failure of
which may entail Edda Wind being obliged to repay
certain tax lease advantages.
Credit risk
The Group has credit risk related to charter
contracts. The customers are considered solid,
and the risk of customers not having the financial
capability to fulfil their obligations to the Group is
considered acceptable.
Sustainability in Edda Wind’s operations
Sustainability is a strategic objective for Edda Wind
and considered key to its ability to create long-
term value for its shareholders. Please refer to our
sustainability reporting on page 16.
The growing environmental awareness and
requirement for green and renewable energy is
the basis for the business strategy, and operations
of Edda Wind’s fleet is part of the solution. The
operation of the Group’s vessels nevertheless
impacts the environment. Edda Wind has systems
in place for continuous measurement of emissions
to the environment and Edda Wind is taking
measures to reduce its impact. The newbuildings
are equipped with battery hybrid propulsion
systems, which, together with other energy saving
equipment, is expected to reduce GHG emissions
by a minimum of 30% compared to previous
generation offshore wind service vessels. The
newbuilds are also being prepared for installation
of zero-emission hydrogen technology to enable
zero-emission operations.
The safety of personnel on board the vessels is
paramount to Edda Wind’s operations. The Group
monitors and reports LTIF and TRCF on a monthly
basis, which is followed up based on established
targets, trends and/or individual cases. LTIF was
1.92 in 2023, while TRCF was 2.40. The incident
frequencies were higher than our targets of LTIF <1
and TRCF <2. A high incident frequency is not
something Edda Wind considers acceptable. We
will in 2024 work actively to improve our procedures
and communication to reinforce the safety culture
that we need to operate safely.
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Edda Wind hires in services from Østensjø Rederi AS,
such as vessel crew, corporate management and
technical management. Edda Wind is dedicated to
treating employees and hired-in personnel with
respect and have a zero-tolerance for discrimination.
All personnel working for Edda Wind shall have equal
opportunities regardless of gender, ethnic
background, nationality, religion or disability. The
working environment onshore and offshore is
considered good.
The skills and competencies of the people working
for us are crucial to our performance and our
ability to live up to our vision. This far, most of our
activities have been outsourced. However, a
strategic decision was made this year to establish
an independent entity, enabling us to perform
project, technical and corporate management
ourselves. During the year, Edda Wind upscaled its
onshore organisation from nine employees to 20
employees at year end. 30% of the employees are
female. The onshore organisation is expected to
grow to around 30 people by 2025.
Edda Wind is committed to doing business in
accordance with laws and legal requirements,
including anti-corruption and bribery laws, in all
jurisdictions we operate. Laws and other legal
requirements currently applicable to the Group
include, but are not limited to, European Union,
national state, flag state, class, coastal state, port
state and local laws and regulations under multiple
jurisdictions worldwide (however, mainly in Europe),
such as those of the European Union, Norway, the
United Kingdom, Spain, Germany and the
United States.
Edda Wind ASA has signed a Directors and Officers
Liability Insurance (D&O). The D&O insurance provides
financial protection for the directors and officers of
a company in the event that they are being sued in
conjunction with the performance of their duties as
they relate to the company. The insurance comprises
the directors’ and officers’ personal legal liabilities,
including defence- and legal costs.
Corporate Social Responsibility
Edda Wind’s policy commitments are found in the
Group’s Corporate Governance Policy Manual, which
includes the Corporate Social Responsibility (CSR)
Policy. The CSR Policy stipulates that the Group shall
respect human and labour rights, establish good
health, safety and environment standards, facilitate
good dialogue with stakeholders, and generally
operate in accordance with the applicable regulatory
framework and good business practice. The CEO is
responsible for ensuring follow-up of and compliance
with the content of the policy. The policy is adopted
by the Board of Directors and shall be evaluated at
least every second year.
An important part of becoming a stand-alone
organisation is to establish clear guidelines and
commitments. During 2023, we started the process
of strengthening our policies and clarifying our
commitments. The new policies will be implemented
in 2024, replacing the CSR Policy. Further, we will
implement a formal whistleblower channel in 2024.
In 2024 we also plan to release the Edda Wind
Code of Conduct, setting our expectations,
commitments and requirements for ethical conduct
from our employees and Board members, and also
extending to all persons working on board the Edda
Wind vessels. The Code of Conduct will be followed
by a separate Supplier Code of Conduct, setting
expectations for ethical conduct by our suppliers.
In relation to the Transparency Act that came into
force 1 July 2022, Edda Wind’s published report is
available on www.eddawind.com/investor-
relations/.
Further information can be found in our
sustainability reporting on page 16 in this report.
Subsequent events
Edda Wind has experienced technical challenges with
the gangway systems. The challenges have previously
been dealt with during regular operation. To ensure
that the systems are achieving the expected reliability
and performance, Edda Wind has taken three of its
vessels, Edda Breeze, Edda Brint and Edda Boreas,
out of operation to implement robust solutions to
the various issues. The vessels were in operation
again in March. Edda Brint experienced further
offhire during March and April, but has been in
constructive dialogue with the charterers throughout.
Due to offhire and extraordinary capital expenditure
caused by technical issues on Edda Brint and Edda
Breeze, Edda Wind utilised embedded equity cure
mechanisms in the Group’s two bonds and did one
technical equity cure on each in 2024, in addition to
one equity cure on one of the bonds in 2023.
In February 2024, Edda Wind, through its subsidiary
West Energy AS, entered into a sale and purchase
agreement regarding the sale of all outstanding
shares in Puerto de Calella S.L., the registered
owner of Edda Passat. The transaction was
completed in March 2024. The rationale for the
sale was to optimise the Group’s fleet strategy,
including alignment of vessel design. The proceeds
from the sale will be used for general corporate
purposes, including the repayment of outstanding
debt related to Edda Passat.
Edda Wind took delivery of the newbuild C416 in
March 2024.
Going concern
The consolidated financial statements and parent
financial statements have been prepared based on
an assumption of going concern. This is based on
the Group’s budgets for 2024, as well as cash flow
forecast and contract status for newbuildings.
Responsibility statement
We hereby confirm that, to the best of our
knowledge, the annual accounts for the period
1 January 2023 to 31 December 2023 have been
prepared in accordance with applicable accounting
standards; and that the information in the accounts
represents a true and fair view of the Group
and parent company’s assets, liabilities, financial
position, and overall performance. We further
confirm that the Annual Report provides a true
and fair view of the development, earnings and
standings of the Group and parent company,
and sets out the most important risk factors
and uncertainties facing the Group.
Haugesund, 24 April 2024
The Board of Directors of Edda Wind ASA
(signed electronically)
Jan Eyvin Wang
Chair of the Board
Håvard Framnes
Board member
Toril Eidesvik
Board member
Adrian Geelmuyden
Board member
Duncan Bullock
Board member
Martha Kold Monclair
Board member
Cecilie Wammer Serck-Hanssen
Board member
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33 Governance at a Glance
34 Norwegian Code of Practice for
Corporate Governance
38 Remuneration Report
Corporate
Governance
Report
Photo: Eivind Røhne
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External auditor
Nomination
Committee
Board of Directors
Audit
Committee
Remuneration
Committee
Executive management
General meeting
Governance at a Glance
Edda Wind ASA is the parent
company of the Edda Wind Group.
Edda Wind ASA is a Norwegian
public limited company listed on
the Oslo Stock Exchange, subject to
Norwegian corporate, accounting,
exchange listing and security trading.
The Board of Directors has the ultimate
responsibility when it comes to ensuring
that the Company has implemented sound
corporate governance. Edda Wind ASA and its
Board of Directors have a strong commitment
to ensure trust in the Company and to enhance
shareholder value through efficient decision-
making and good communication between
management, the Board of Directors, and
shareholders. The Company’s framework
for corporate governance is intended to
decrease business risk, maximise value
and utilise the Company’s resources in an
efficient, sustainable manner, to the benefit of
shareholders, employees and society at large.
The Board of Directors review, monitor and discuss
issues, risks and opportunities related to safety,
security and sustainability. Regular Board meetings
are held during the year, and topics such as
investments and sustainability are considered
in the Board’s strategic work, as well as in the
implementation of business plans and monitoring
of performance.
The Board of Directors has three sub-committees.
The Audit Committee assists in monitoring and
overseeing risk management, including climate-
related risks, and compliance with commitments
and requirements for ethical conduct concerning
financial reporting. The Nomination Committee is
responsible for proposing candidates for members
of the Board and the Nomination Committee, and
remuneration to the members of these bodies.
The Remuneration Committee’s main tasks are
to prepare recommendations for the Board of
Directors regarding salary and other employment
issues in respect of executive management,
as well as prepare the report on remuneration
to management.
Day-to-day management lies with the CEO, who is
responsible for managing Edda Wind’s policies and
actions related to safety, security and sustainability.
Governance
at a Glance
Edda Wind ASA – Annual Report 2023
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Financial
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34 Norwegian Code of Practice for Corporate Governance
Edda Wind ASA has adopted the
Norwegian Code of Practice for
Corporate Governance of 14
October 2021 (the “Corporate
Governance Code”).
The Corporate Governance Code
is based on the principle of
“explain or comply”, which means
that a company must comply with
the recommendations of the
Corporate Governance Code or
explain why it has chosen an
alternative approach to specific
recommendations.
Norwegian Code
of Practice for
Corporate
Governance
Business
Edda Wind ASA’s objective as set out in its Articles
of Association is to directly or indirectly, own and
conduct business within the offshore renewable
segment including, but not limited to, ownership
and management of specialised vessels, various
auxiliary services, as well as participation and
ownership in other companies. The Company’s
Articles of Association are available on the
Company’s webpage, www.eddawind.com.
The Company’s principal objectives, strategies and
risk profile are presented in the Annual Report.
Equality and dividends
The Edda Wind Group’s objectives when managing
capital are to secure financial ability to execute the
Group’s operational strategy, manage operational
and financial risks, deliver attractive returns to the
shareholders and to maintain an optimal capital
structure to reduce the cost of capital including
compliance with covenants in the loan agreements
and to meet obligation as they fall due. For
newbuilds with longer-term contracts, the
Company targets to have a financial leverage
in range of 75-85% of newbuild cost. For vessels
without contract, the Company seeks to secure
financing of 50-60% of newbuild cost.
At 31 December 2023, the Company’s equity
amounted to EUR 284,882 thousand.
The Company has an ambition to pay regular
dividends. The Company aims to pay a dividend
of more than 50% of free cash flows after debt
service subject to consideration of its outlook,
investment opportunities, working capital, debt
service and financial position.
The Board of Directors will in the ordinary course
of business of the Company have authorisation to
increase the share capital of the Company and to
repurchase the Company’s own shares.
Equal treatment of shareholders and transactions
with related parties
All shareholders shall be treated on an equal
basis. Edda Wind ASA’s shares are listed on the
Oslo Stock Exchange and all issued shares carry
equal voting rights.
Any transactions in own shares shall be carried out
through the Oslo Stock Exchange.
The Board of Directors aims to ensure that any
material future transactions between the Company
and shareholders, a shareholder’s parent company,
members of the Board of Directors, executive
personnel, or close associates of any such parties
are entered into on arm’s length terms. For any
such transactions which do not require approval
by the general meeting pursuant to the Norwegian
Public Limited Liability Companies Act, the Board
of Directors will on a case-by-case basis assess
whether a fairness opinion from an independent
third party should be obtained.
According to the Norwegian Public Limited Liability
Companies Act, the Company’s shareholders have
pre-emption rights in share offerings against cash
contribution. Such pre-emption rights may, however,
be set aside, either by the general meeting or by the
Board of Directors if the general meeting has
granted the Board authorisation which allows for this.
Any resolution to set aside pre-emption rights will be
justified by the common interests of the Company
and the shareholders, and such justification will be
publicly disclosed through a stock exchange notice
from the Company.
In the event of a future share buy-back programme,
the Board of Directors will aim to ensure that all
transactions pursuant to such programme will be
carried out either through the trading system at
Oslo Børs or at prevailing prices at Oslo Børs and in
accordance with the Market Abuse Regulation. In the
event of such programme, the Board of Directors will
take the Company’s and shareholders’ interests into
consideration and aim to maintain transparency and
equal treatment of all shareholders. If there is limited
liquidity in the Company’s shares, the Company shall
consider other ways to ensure equal treatment of
all shareholders.
Shares and negotiability
The shares in Edda Wind ASA are freely tradable.
The Articles of Association do not impose any
limitations on ownership of the shares.
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Norwegian Code of Practice for Corporate Governance continued
General meeting
In accordance with Norwegian law, the Annual
General Meeting of the Company’s shareholders
is required to be held each year on or prior to
30 June. Notice of the general meeting shall as
principal rule be made by written notification to
all shareholders with a known address no later than
21 days prior to the date of the general meeting.
Provided documents concerning items to be
discussed at the general meeting are made
available on the Company’s website, the
requirement of mailing the documents to the
shareholders does not apply. This also applies for
documents which, according to the law, shall be
included in or attached to the notice of the general
meeting. Despite this, each shareholder is entitled
to request that the documents concerning items
to be discussed at the general meeting are mailed.
The Company may set a deadline in the notice of
the general meeting for registration of attendance
at the general meeting, which shall not fall earlier
than five days prior to the general meeting.
The Board can decide that the shareholders shall
be able to cast votes in writing, including by
electronic communication, in a period prior to
the general meeting. For such voting an adequate
method to authenticate the sender shall be used.
A shareholder may vote at the general meeting
either in person or by proxy. All the Company’s
shareholders who are registered in the register of
shareholders maintained with the VPS as of the
date of the general meeting, or who have otherwise
reported and documented ownership to shares,
are entitled to participate at general meetings,
without any requirement of pre-registration.
The Annual General Meeting is chaired by the Chair
of the Board, or an individual appointed by the
Chair. Having the Chair of the Board of Directors or
a person appointed by him/her chairing general
meetings simplifies the preparations for the general
meetings significantly. The Company encourages
shareholders to attend the Annual General Meeting.
It is also the intention to have representatives of the
Board of Directors attending the Annual General
Meeting. The Board of Directors and the Nomination
Committee shall, as a general rule, be present at
general meetings. The auditor will attend the
ordinary general meeting and any extraordinary
general meetings to the extent required by the
agenda items or other relevant circumstances.
The Annual General Meeting shall discuss and
decide on the following matters:
• • approval of the annual accounts and the Annual
Report, including distribution of dividend, if any;
and
• • other matters that pursuant to law or the Articles
of Association fall under the authority of the
general meeting.
Nomination Committee
According to the Articles of Association the
Company shall have a Nomination Committee
consisting of a minimum of two members to be
elected by the general meeting. The members shall
be elected for a period of two years. The majority
of the committee should be independent of the
Board of Directors and the executive personnel.
No more than one member of the Nomination
Committee should be a member of the Board of
Directors. The general meeting determines the
remuneration to the Nomination Committee.
The Nomination Committee proposes candidates
for members of the Board and the Nomination
Committee, and remuneration to the members of
these bodies. The general meeting may decide on
guidelines for the Nomination Committee.
Board of Directors
The composition of the Board of Directors should
ensure that the Board can attend to the common
interests of all shareholders and to meet the
Company’s need for expertise, capacity and
diversity. Attention should be paid to ensuring
that the Board can function effectively as a
collegiate body.
The composition of the Board of Directors should
ensure that it can operate independently of any
special interests. The majority of the shareholder-
elected members of the Board should be
independent of the Company’s executive
personnel and material business contacts.
At least two of the members of the Board elected
by shareholders should be independent of the
Company’s main shareholder(s).
The Board of Directors should not include
executive personnel. If the Board does include
executive personnel, the Company should
provide an explanation for this and implement
consequential adjustments to the organisation of
the work of the Board, including the use of Board
committees to help ensure more independent
preparation of matters for discussion by the Board.
The Chair of the Board of Directors should be
elected by the general meeting. The term of office
for members of the Board of Directors should not
be longer than two years at a time. The Annual
Report should provide information to illustrate
the expertise of the members of the Board of
Directors, and information on their record of
attendance at Board meetings. In addition, the
Annual Report should identify which members
are independent.
The Company’s Board of Directors currently
consists of seven members, of which four are men
and three are women. None of the members of the
Board hold executive management positions in the
Company. Three of the members of the Board are
independent of the Company’s main shareholders.
The Chair of the Board of Directors together with
one Director jointly have the right to sign for and
on behalf of the Company. The Board of Directors
may grant procuration. Members of the Company’s
Board of Directors are elected by the Company’s
shareholders in an ordinary or extraordinary
general meeting for two-year periods.
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The work of the Board of Directors
The Board of Directors is responsible for the overall
management of the Company and shall supervise
the Company’s business and the Company’s
activities in general. The Norwegian Public Limited
Liability Companies Act regulates the duties and
procedures of the Board of Directors. In addition,
the Board of Directors has adopted supplementary
rules of procedures, which provides further
regulation on inter alia the duties of the Board of
Directors and the CEO, the division of work between
the Board of Directors and the CEO, the annual plan
for the Board of Directors, notices of Board
proceedings, administrative procedures, minutes,
Board committees, transactions between the
Company and the shareholders, and matters
of confidentiality.
The Board shall produce an annual plan for its work,
with particular emphasis on objectives, strategy
and implementation. The CEO shall at least once
a month, by attendance or in writing, inform the
Board of Directors about the Company’s activities,
position and profit trend. The Board of Directors’
consideration of material matters in which the
Chair of the Board is, or has been, personally
involved, shall be chaired by some other member
of the Board.
The Board of Directors shall perform a self-
evaluation of its performance and expertise
annually and present the evaluation to the
Nomination Committee.
Audit Committee
The Company’s Audit Committee is governed by
the Norwegian Public Limited Liability Companies
Act and a separate instruction adopted by the
Board of Directors. The members of the Audit
Committee are appointed by and among the
members of the Board of Directors. A majority
of the members shall be independent of the
Company’s operations, and at least one member
who is independent of the Company shall have
qualifications in accounting or auditing. Board
members who are also members of executive
management cannot be members of the Audit
Committee. The principal tasks of the Audit
Committee are to:
(a) Prepare the Board of Directors’ supervision
of the Company’s financial reporting process;
(b) Monitor the systems for internal control and
risk management;
(c) Have continuous contact with the Company’s
auditor regarding the audit of the annual
accounts; and
(d) Review and monitor the independence of the
Company’s auditor, including in particular the
extent to which the auditing services provided
by the auditor, or the audit firm represent
a threat to the independence of the auditor.
Remuneration Committee
The Company’s Remuneration Committee is
governed by a separate instruction adopted
by the Board of Directors. The members of the
Remuneration Committee are appointed by and
among the members of the Board of Directors and
shall be independent of the Company’s executive
management. The principal tasks of the
Remuneration Committee are to prepare:
(a) The Board of Directors’ declaration on
determination of salaries and other
remuneration for executive management in
accordance with the Norwegian Public Limited
Liability Companies Act section 6-16 a; and
(b) Other matters relating to remuneration and
other material employment issues in respect of
executive management.
Risk management and internal control
Risk management and internal control are given
high priority by the Board of Directors ensuring
that adequate systems for risk management and
internal control are in place. The control system
consists of interdependent areas which include risk
management, control environment, control activities,
information and communication, and monitoring.
The Company’s management team is responsible
for establishing and maintaining sufficient internal
control over financial reporting. Company-specific
policies, standards and accounting principles have
been developed for the annual and quarterly
financial reporting of the Group. The CEO and CFO
supervise and oversee the external reporting and
the internal reporting processes. This includes
assessing financial reporting risks and internal
controls over financial reporting within the Group.
The consolidated external financial statements are
prepared in accordance with IFRS and International
Accounting Standards as adopted by the EU.
The Board of Directors shall ensure that the
Company has sound internal control and systems
for risk management, including compliance with
the Company’s corporate values, ethical guidelines,
and guidelines for corporate social responsibility.
The Company plans to issue its Code of Conduct
in 2024, describing the Company’s ethical
commitments and requirements related to
business practice and personal conduct. If
employees experience situations or matters that
may be contrary to rules and regulations or the
Company’s Code of Conduct, they are urged to
raise their concern with their immediate superior
or another manager in the Company. The Company
will establish a formal whistleblower channel in 2024
that will enable employees to alert the Company’s
governing bodies about possible breaches of the
Code of Conduct.
The Board of Directors shall present a report of
the Company’s financial statement in the Annual
Report. The Audit Committee shall assist the Board
of Directors on an ongoing basis in monitoring the
Company’s system for risk management and
internal control. In connection with the quarterly
financial statements, the Audit Committee shall
present to the Board of Directors reviews and
information regarding the Company’s current
business performance and risks.
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Norwegian Code of Practice for Corporate Governance continued
Remuneration of the Board of Directors
The remuneration of the Board of Directors shall be
decided by the Company’s general meeting, and
should reflect the Board of Directors’ responsibility,
expertise, time commitment and the complexity of
the Company’s activities. The remuneration should
not be linked to the Company’s performance.
The Annual Report shall provide details of all
elements of the remuneration and benefits of each
member of the Board of Directors, which includes a
specification of any remuneration in addition to
normal fees for the members of the Board.
If members of the Board of Directors take on
specific assignments for the Company outside
ordinary duties as Board members, this should be
disclosed to the full Board. The remuneration for
such additional duties should be approved by the
Board of Directors.
Remuneration of executive personnel
The Board of Directors will in accordance with the
Norwegian Public Limited Liability Companies Act
prepare separate guidelines for the stipulation of
salary and other remuneration to key management
personnel. The guidelines shall include the main
principles applied in determining the salary and
other remuneration of executive management and
shall ensure convergence of the financial interests
of executive management and the shareholders.
The guidelines will be made available to and shall
be dealt with by the ordinary general meeting in
accordance with the Norwegian Public Limited
Liability Companies Act.
The Board of Directors aims to ensure that
performance-related remuneration of executive
management in the form of share options, annual
bonus programmes or the like, if used, are linked to
value creation for shareholders or the Company’s
earnings performance over time.
Information and communications
The Company has implemented an Investor Relations
Policy with the aim of keeping shareholders, analysts,
investors and other stakeholders continuously
updated on the Company’s operations and
performance. Financial reports and presentations
are provided to the market in accordance with the
Company’s financial calendar, on a quarterly and
annual basis. Information of importance is made
available to the stock market through notifications
to the Oslo Stock Exchange in accordance with
the Stock Exchange regulations, and on the
Company’s website.
Takeovers
In the event the Company becomes the subject of
a takeover bid, the Board of Directors shall seek to
ensure that the Company’s shareholders are treated
equally and that the Company’s activities are not
unnecessarily interrupted. The Board of Directors
shall also ensure that the shareholders have
sufficient information and time to assess the offer.
There are no defence mechanisms against takeover
bids in the Company’s Articles of Association,
nor have other measures been implemented to
specifically hinder acquisitions of shares in the
Company. The Board of Directors has not
established written guiding principles for how it will
act in the event of a takeover bid, as such situations
are normally characterised by concrete and one-off
situations which make guidelines challenging to
prepare. In the event a takeover were to occur,
the Board of Directors will consider the relevant
recommendations in the Corporate Governance
Code and whether the concrete situation entails
that the recommendations in the Corporate
Governance Code can be complied with or not.
Auditor
The Company’s independent auditor is Ernst &
Young AS (EY). The auditor is appointed by the
general meeting. The Board of Directors will require
the Company’s auditor to annually present to the
Audit Committee a review of the Company’s internal
control procedures, including identified weaknesses
and proposals for improvement, as well as the main
features of the plan for the audit of the Company.
Furthermore, the Board of Directors will require the
auditor to participate in meetings of the Board of
Directors that deal with the annual accounts. At
least one Board meeting with the auditor shall be
held each year in which no member of executive
management is present. The Board of Directors’
Audit Committee shall review and monitor the
independence of the Company’s auditor, including
the extent to which services other than auditing
provided by the auditor or the audit firm represents
a threat to the independence of the auditor.
The remuneration to the auditor for statutory audit
will be approved by the ordinary general meeting.
The Board of Directors should report to the general
meeting on details of fees for audit work and any
fees for other specific assignments.
The board of directors shall ensure that the auditor
submits the main features of the plan for the audit
of the company to the audit committee annually.
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38 Remuneration Report
Prepared in accordance with the Norwegian Public
Limited Liability Companies Act (“Companies Act”)
section 6-16 building on the requirements in the
EU Shareholder Rights Directive (2017/828), the
report gives to the best of our knowledge, a fair
and true presentation of remuneration awarded to
senior executives in the Group in 2023.
The report has been reviewed by the
Group’s auditor EY and will be presented to the
Annual General Meeting on 29 May 2024 for an
advisory vote.
Our objective in providing this report is to give
a transparent and comprehensive overview of the
remuneration of senior executives and to:
• • provide clarity of the remuneration
arrangements;
• • confirm a strong link between performance and
remuneration; and
• • ensure shareholders’ interests and expectations
are aligned with Company development, including
strategic ambitions and business performance.
This remuneration report describes the practice
of the Group for 2023.
Haugesund, 24 April 2024
On behalf of the Board of Directors
Jan Eyvin Wang
Chair of the Board
Remuneration report
for 2023
Supporting increased transparency
related to senior executive
remuneration, the Board has today
considered and endorsed the
remuneration report for Edda Wind
ASA for the fiscal year 2023.
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3939
Compliance with the remuneration guidelines
The first remuneration guidelines of the Group were
presented and adopted at the Annual General
Meeting on 6 May 2022. The guidelines were
developed to ensure the Group’s remuneration of
senior executives complies with relevant regulatory
requirements, is aligned with the Group’s values,
people policy and performance-based remuneration
philosophy, and is easy to understand and be
assessed by the Group’s various stakeholders.
The below list of principles guide remuneration:
• • The remuneration of senior executives is designed
to retain and attract the right employees with the
skills and expertise necessary to deliver on the
Group’s short- and long-term ambitions, including
both financial and non-financial targets.
• • The compensation should be competitive, but not
market leading, in the relevant labour market(s).
• • The compensation should be fair, reflect the
complexity and responsibility for each position as
well as the performance of the individual.
• • Compensation should reflect the Group’s overall
performance and financial results.
• • Remuneration should be aligned with and
strengthen the common interest of Edda Wind’s
senior executives and the Group’s shareholders.
• • The guidelines, including the objective of each
element of the remuneration, award levels and
performance criteria should be clear, transparent
and give a comprehensive overview of how the
Group compensates senior executives and how
the different elements are believed to contribute
to realising the Group’s strategic ambitions,
long-term interests and profitability.
Key business events in 2023
The Group ordered four newbuildings in March
2023. With this action Edda Wind is clearly taking
the leading role in the growing market for C/SOVs
with a planned fleet of 13 vessels. Edda Breeze and
Edda Brint commenced operations at the end of
March 2023. Edda Boreas commenced operation in
July 2023 and Edda Nordri in end of December 2023.
A strategic decision has been made to establish
an independent entity by 2025, enabling Edda Wind
to perform services that previously have been
outsourced. During the year, the Group has
started preparing for the transition, upscaling
our organisation from nine to 20 employees,
including two new members of the executive
management team.
Remuneration of senior executives in 2023
Total remuneration to senior executives amounted
to NOK 9,957,886 in 2023, of which 79.6% was base
salaries and other benefits, 15.0% was bonuses and
5.5% pensions. Other benefits included work-related
non-monetary employment benefits such as
company car, insurance and digital media. There
were no changes in pension schemes for senior
executives in 2023. A full breakdown of remuneration
can be found in the tables on page 48. A bonus of
NOK 1,489,749 was paid to management during 2023,
related to the short-term bonus scheme.
Management incentive scheme
The Group has approved a one-year rolling incentive
scheme for its management. The maximum bonus
pursuant to the incentive scheme equals the annual
base salary, and the bonus is accrued based on
changes in the trading price for the shares:
• • below 10% increase does not entitle bonus;
• • an increase of 30% or more entitles a maximum
bonus; and
• • an increase between 10% and 30% entitles pro
rata share of the maximum bonus.
Remuneration Report continued
Senior executives
As of 31 December 2023, the Group
management team included:
• • Kenneth Walland, CEO
• • Tom Johan Austrheim, CFO
• • Jan Lodden, COO
• • Håkon Vevang, CCO
• • Nina Marie Wathne, CHRO
(start date 1 September 2023)
• • Ellen Sofie Ottesen, CTO
(start date 1 October 2023)
Remuneration report
for 2023 continued
Any dividends distributed on the shares within
the relevant incentive periods will be added to
the share price. The bonus will be paid two years
after accrual if the employee is still employed
at the payment date. The incentive scheme may
be terminated by the Board of Directors. If it is
terminated, the accrued bonus (if any) will be paid
to the employees. As of 31 December 2023, the
Group has not recognised any accrued bonus
related to the incentive scheme.
Further, to encourage a strong performance
culture, Edda Wind offers an annual variable pay
rewarding individuals for annual achievements.
The targets are linked to the Group’s financial and
non-financial performance and is capped at three
months salary.
Pension and insurance schemes
The Group offers insurance benefits for senior
executives aligned with local markets. The scheme
includes coverage for old age, disability, spouse
and children, and supplement payments from the
Norwegian National Insurance system.
Severance package schemes
As a rule, senior executives who resign voluntarily
or are found guilty of gross misconduct, gross
negligence, disloyalty, or other material breach
of his/her duties are not entitled to severance.
The CEO has a non-compete restriction in his
employment contract. There are no agreements
between the Group and the members of
management providing for benefits upon
termination of employment, except for the CEO
and CFO who, respectively, has a contractual
right to 12 months’ and 6 months’ severance pay
following the notice period. There are no loans,
prepayments or other guarantees provided to
management at year end.
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Remuneration tables
The table below shows the remuneration paid to senior executives in NOK in 2023, broken down by base
salary, bonus, other benefits, and pension.
Management Position Start date Salary Bonus
Other
benefits
Pension
costs
Kenneth Walland CEO 01.04.2021 2,466,531 561,708 17,064 120,281
Håkon Vevang CCO 01.04.2021 1,454,468 340,915 17,064 120,281
Tom Johan Austrheim CFO 18.05.2021 1,699,483 416,668 17,064 120,281
Jan Lodden COO 01.07.2022 1,454,468 170,458 17,064 120,281
Nina Wathne CHRO 01.09.2023 433,332 – 5,688 35,156
Ellen Sofie Ottesen CTO 01.10.2023 337,500 – 4,266 27,867
Total 7,845,782 1,489,749 78,210 544,147
Board members Position
Yearly remuneration
(NOK)
Remuneration paid in 2023
(NOK)
1
Jan Eyvin Wang Chair of the Board
2
450,000 325,000
Håvard Framnes Board member 325,000 450,000
Martha Kold Monclair Board member 325,000 325,000
Toril Eidesvik Board member 325,000 325,000
Duncan Bullock Board member 325,000 325,000
Adrian Geelmuyden Board member 325,000 325,000
Cecilie Serck-Hanssen Board member 325,000 325,000
Total 2,400,000 2,400,000
Audit Committee members
Position
Yearly remuneration
(NOK)
Remuneration paid in 2023
(NOK)
Martha Kold Monclair Leader 50,000 50,000
Håvard Framnes Member 40,000 40,000
Total 90,000 90,000
Remuneration Committee members Position
Yearly remuneration
(NOK)
Remuneration paid in 2023
(NOK)
Jan Eyvin Wang Leader 25,000 25,000
Håvard Framnes Member 20,000 20,000
Total 45,000 45,000
Nomination Committee members Position
Yearly remuneration
(NOK)
Remuneration paid in 2023
(NOK)
Benedicte Gude Leader 20,000 20,000
Johannes Østensjø Member 15,000 15,000
Total 35,000 35,000
Senior executives’ shareholdings in Edda Wind ASA
An overview of senior executives’ private shareholdings in the Company, not awarded as remuneration,
can be found in note 3 to the consolidated financial statements.
Senior executives on internal and external Boards
The Group consists of a portfolio of companies. In order to ensure the Group’s interests are taken
care of and that there is good governance of the investments, the Group may appoint employees or
representatives to serve on internal and external Boards. Senior executives represent Edda Wind ASA
on subsidiary Boards.
Remuneration of Board and Remuneration Committee members including the Audit Committee
Remuneration to Board and Board committee members are awarded one year in arrears. The following
remuneration has been paid during 2023:
Remuneration Report continued
1 The remuneration paid in 2023 is for the period from the Annual General Meeting 2022 to the Annual General Meeting 2023.
2 Jan Eyvin Wang was appointed Chairman on 25 May 2023.
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42 Consolidated Financial Statements
65 Company Financial Statements
72 Auditors Report
Financial
Statements
Photo: Stephan Giesen
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Consolidated Financial Statements
Income Statement
(EUR 1,000)
Notes 2023
2022
Freight income
2
3 6 ,9 5 5
2 6 ,9 3 0
Other operating income
2
2 , 41 3
1 , 496
Total operating income
39,368
28 , 425
Payroll and remuneration
3
(1 6 , 3 2 5)
(8 , 60 9)
Other operating expenses
3, 7
(1 6 , 02 3)
(1 3 , 24 8)
Total operating expenses before depreciation
(32 ,348)
(2 1 , 8 5 6)
Operating profit/(loss) before depreciation
7, 0 2 0
6 , 5 69
Depreciation
4
(7, 2 1 0)
(3 ,1 95)
Operating profit/(loss)
(1 9 0)
3 , 3 74
Financial income and expenses
Financial income
11
1, 5 4 3
3 86
Financial expenses
11
(5 , 3 5 3)
(1 ,8 90)
Net currency gains/(losses)
132
64
Financial income/(expense)
(3 , 678)
(1 , 4 40)
Profit/(loss) before tax
(3 , 86 8)
1 ,9 3 5
Tax (income)/expense
9
–
–
Profit/(loss) for the year
(3 , 86 8)
1 ,9 3 5
Basic/diluted earnings per share
14
(0 . 0 4)
0.03
2023
2022
Profit/(loss) for the year
(3 , 86 8)
1 ,9 3 5
Items that may be reclassified to the income statement
Currency translation differences
39
(2 , 5 87)
Other comprehensive income, net of tax
39
(2 , 5 87)
Total comprehensive income for the year
(3 , 8 2 9)
(6 52)
Notes 1 to 16 on the next pages are an integral part of these consolidated financial statements.
Statement of Comprehensive Income
(EUR 1,000)
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Consolidated Financial Statements continued
Notes 1 to 16 on the next pages are an integral part of these consolidated financial statements.
Haugesund, 24 April 2024
The Board of Directors of Edda Wind ASA
Jan Eyvin Wang Martha Kold Monclair
Chairman of the Board Board member
Toril Eidesvik Håvard Framnes
Board member Board member
Adrian Geelmuyden Duncan J. Bullock
Board member Board member
Cecilie Wammer Serck-Hanssen
Board member
Notes 31.12.2023
31.12.2022
ASSETS
Non-current assets
Other non-current assets
15
8, 84 0
7, 0 5 0
Vessels
4
271,222
66 ,7 14
Newbuildings
4
2 4 4 , 2 94
223 ,0 82
Machinery and equipment
4
136
7
Total non-current assets
5 24 , 49 2
296 , 8 5 3
Current assets
Account receivables
6, 7
10, 65 0
3 ,9 2 6
Other current receivables
15
1 4 ,1 98
1 ,1 5 3
Other current assets
12
–
4 ,11 4
Financial derivatives
10
–
7 1
Cash and cash equivalents
12
3 2 ,9 1 8
4 5 ,021
Total current assets
5 7, 7 6 6
5 4 , 285
Total assets
582, 258
3 51 ,1 3 8
EQUITY AND LIABILITIES
Equity
Share capital
13
1 , 071
64 4
Share premium
22 0,73 2
1 16 ,12 8
Other equity
6 3 ,07 9
6 6 ,9 0 8
Total equity
284 ,882
18 3, 680
Non-current liabilities
Non-current interest-bearing debt
8
2 5 7, 1 0 1
1 46 , 013
Total non-current liabilities
2 5 7, 1 0 1
14 6 ,01 3
Current liabilities
Account payables
7
5,48 8
3 ,017
Public duties payable
18 3
8 5
Current interest-bearing debt
8
27 ,729
10, 951
Other current liabilities
7, 15
6 , 875
7, 3 9 3
Total current liabilities
40, 275
21 ,4 4 6
Total equity and liabilities
58 2 , 258
3 5 1 ,1 3 8
Statement of Financial Position
(EUR 1,000)
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Consolidated Financial Statements continued
Foreign
Other currency
Share Share paid-in RetainedtranslationOther Total
capital premium capital earningsreserveequity equity
Balance at 01.01.2023
644
11 6 ,1 2 8
27,608
38 , 4 57
84 4
66,908
18 3, 68 0
Share capital increase by issuance of
new shares
427
104 ,604
–
–
–
–
1 05 ,03 1
Profit for the year
–
–
–
(3 , 8 6 8)
–
(3 , 8 68)
(3 , 86 8)
Other comprehensive income
–
–
–
–
39
39
39
Balance at 31.12.2023
1 ,07 1
22 0,73 2
27,608
34 , 588
882
6 3 , 079
284, 882
Foreign
Other currency
Share Share paid-in RetainedtranslationOther Total
capital premium capital earningsreserveequity equity
Balance at 01.01.2022
64 4
1 16 ,12 8
2 7, 6 0 8
3 6 , 522
3 , 4 31
6 7, 5 6 0
184 , 3 32
Profit for the year
–
–
–
1 ,9 3 5
–
1 ,9 3 5
1 ,9 3 5
Other comprehensive income
–
–
–
–
(2 , 5 87)
(2 , 5 87)
(2 , 5 87)
Balance at 31.12.2022
644
11 6 ,1 28
2 7, 6 0 8
38 , 4 57
84 4
6 6 ,9 0 8
183 , 680
Notes 1 to 16 on the next pages are an integral part of these consolidated financial statements.
Notes 2023
2022
Cash flow from operations
Profit/(loss) before tax
(3 , 86 8)
1 ,9 3 5
Financial (income)/expenses
3 , 678
1,4 40
Depreciation and amortisation
4
7, 2 1 0
3 ,19 5
Change in net working capital
(20,120)
2,656
Net cash flow from operations
(1 3 ,1 0 0)
9, 2 2 5
Cash flow from investment activities
Investments in fixed assets
4
(2 3 1 ,9 2 5)
(9 2, 0 12)
Changes in restricted cash – investment commitment
12
–
(2 , 9 22)
Reclassification of restricted cash to cash
4 , 510
–
Net cash flow from investment activities
(22 7 , 4 15)
(94 ,9 3 4)
Cash flow from financing activities
Proceeds from issuance of interest-bearing debt
8
140,84 6
4 9, 8 5 6
Repayment of interest-bearing debt
8
(1 0 , 5 6 4)
(6 , 8 59)
Proceeds from other interest-bearing debt
8
(3 ,70 8)
–
Interest received
1 ,5 4 3
–
Interest paid including interest derivatives
11
(3 , 8 8 0)
(1 , 7 76)
Paid other financial expenses
11
(4 2 6)
(11 4)
Proceeds from issuance of new shares
13
10 5 ,03 2
–
Net cash flow from financing activities
228 ,843
41 ,1 07
Effects of currency rate changes on bank deposits, cash and
equivalents
Net change in bank deposits, cash and equivalents
(11,6 71)
(4 4 , 6 03)
Translation difference
(4 3 2)
104
Cash and cash equivalents at 01.01
45 ,021
89, 5 2 0
Cash and cash equivalents at 31.12
3 2 ,9 1 8
4 5 , 021
The Group is located and operates in several countries and each entity has several bank accounts in
different currencies. Unrealised currency effects are included in translation difference.
Notes 1 to 16 on the next pages are an integral part of these consolidated financial statements.
Cash Flow Statement
(EUR 1,000)
Statement of Changes in Equity
(EUR 1,000)
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Consolidated Financial Statements continued
Note 1 General accounting principles
General information
Edda Wind ASA and its subsidiaries (collectively “the Group”) offer services to the offshore wind segment
within the maritime sector. Edda Wind ASA is a public limited liability company registered in Norway with its
headquarters at Spannavegen 152 in Haugesund and whose shares are publicly traded on the Oslo
Stock Exchange.
Basis of preparation
The consolidated financial statements are prepared in accordance with IFRS
®
Accounting Standards as
adopted by the EU.
The financial statements have been prepared on a historical cost basis, except certain financial assets and
liabilities, including derivatives which are measured at fair value. The consolidated financial statements are
presented in Euro (EUR), and are rounded to nearest thousand unless clearly stated otherwise.
The consolidated financial statements have been prepared on a going concern basis.
New standards and interpretations not yet adopted
Edda Wind has not implemented any new standards with effect from 1 January 2023. Certain new
accounting standards and interpretations have been published during the year, however these are not
expected to have a material impact on the Group in the current of future reporting periods. The Group
will apply new and amended standards when they become effective.
Principles of consolidation
The Group’s consolidated financial statements comprise of Edda Wind ASA and companies in which
Edda Wind ASA has a controlling interest as at 31 December 2023.
The subsidiaries included in the consolidated financial statements are listed in note 5.
All intra-Group assets and liabilities, equity, income, expenses and cash flows relating to transactions
between members of the Group are eliminated in full on consolidation.
In the consolidated financial statements, income and expenses of both domestic and foreign subsidiaries,
not using Euro as functional currency, are translated using the average exchange rate for the accounting
period. Balance sheet items are translated using the balance sheet date as exchange rate date.
Critical accounting estimates and assumptions
When preparing the financial statements, the Group must make assumptions and estimates. These
estimates are based on the actual underlying business, its present and forecasted profitability over time,
and expectations about external factors such as interest rates, foreign exchange rates and market
fluctuations which are outside the Group’s control. This represents a substantial risk that actual conditions
will vary from the estimates.
Notes to the Consolidated Financial Statements
(EUR 1,000)
Most balance sheet items will be affected by uncertainty related to estimates and assumptions to a certain
degree. The item most affected, and where estimates and assumptions are assessed to have the greatest
influence include the Group’s assessment of vessel values. Accounting principles applied, estimates and
assumptions used by management are presented in the respective notes.
Segment information
The Group’s chief operating decision makers (the “CODM”), being the Board of Directors and Group
management team, measures the financial and operating performance of the Group on a consolidated
level. The CODM does not review a measure of operating result on a lower level than the consolidated
Group, therefore the Group has one reportable segment being the Offshore Wind segment. Refer to note 2
for additional information regarding revenue by geographical region and major customers.
Summary of significant accounting policies
Significant accounting policies adopted in the preparation of these consolidated financial statements are
included below in note 1 to the extent they have not already been disclosed in other relevant notes. These
policies have been consistently applied to all the years presented, unless otherwise stated.
Foreign currencies
The Group’s consolidated financial statements are presented in Euros, which is also the parent company’s
functional currency. For each entity within the Group, the Group has determined the functional currency
based on the primary economic environment of which the entity operates. Items included in the financial
statements are measured using that functional currency. The functional currency for the Group’s entities
are EUR, GBP and NOK.
The financial statements for the Group’s foreign operations, i.e. subsidiaries with functional currency other
than that of the parent, are translated as follows:
• • Balance sheet items are translated at the closing exchange rate on the balance sheet date.
• • Income and expense items are translated at a rate that is representative as an average exchange rate for
the period, unless the exchange rates fluctuate significantly for that period, in which case the exchange
rates at the dates of the transactions are used.
The foreign exchange translation difference arising from translating foreign operations are recognised in
other comprehensive income until disposal of the foreign operation. The Group has not recognised any net
investment hedges for its part in net investment in foreign operations.
The Group has used the following exchange rates:
EUR/NOK
EUR/GBP
As at 31.12.2023
11.2915
0.8682
Average 2023
11.4200
0.8707
As at 31.12.2022
10.5522
0.8826
Average 2022
10.1128
0.8523
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Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 1 General accounting principles continued
Spanish tax lease
In connection with the newbuilding contracts, the Group has, together with the Spanish shipyards
Balenciaga S.A. and Astilleros Gondán, Spanish banks, Bankinter and Banko de Sabadell, and certain Spanish
participant companies (together, the “AIE”) (with external investors) established a structure that qualifies for
a Spanish tax regime for financial leasing of newbuild contracts and vessels Spanish Tax Lease, or “STL”.
Spanish Tax Lease is a structure containing certain tax benefits in Spain, that also results in a lower
construction cost for the Group’s vessels. Management has made several considerations when it comes to
accounting of the STL structure. See note 4 for further information.
Statement of consolidated cash flow
The statement of cash flow is prepared in accordance with the indirect model .
Note 2 Revenue from contracts with customers
Financial reporting principles
A time charter contract contains both a bareboat element in scope of IFRS 16 and a service component in
scope of IFRS 15. Revenue for bareboat agreements are in scope of IFRS 16 Leases. Both the lease element
and the service element is recognised as operating income.
Revenue derived from customer contracts in scope of IFRS 15 Revenue from Contracts with Customers,
are assessed using the five-step model, where only customer contracts with a firm commitment is used
as basis for revenue recognition. Charter revenue from contracts with customers is recognised upon
satisfaction of the performance obligation for the transfer of goods and services in each such contract.
The revenue amount recognised is equal to the consideration the Group expects to be entitled in
exchange for the goods and services. Any loss on contract is accrued when a loss is probable. The
performance obligation is considered satisfied as the charter service is delivered, and apportioned
according to the number of days for each contract occurring before and after the end of an accounting
period. The contract period begins when the vessel is delivered to the customer, and ends when the
vessel is redelivered to Edda Wind. As the customers are invoiced in the amount assessed to correspond
to the value of the completed performance obligation, the Group have elected to apply the practical
expedient to recognise revenue in the amount to which it has the right to invoice.
Leases, in which a significant portion of the risks and rewards of ownership are retained by the Group as
lessor, are classified as operating leases. Lease income for the leasing of vessels is recognised as
operating lease and recognised in the income statement on a straight-line basis over the lease period.
The lease period commences from the time the ship is made available to the customer and terminates
upon agreed return .
Operating income
The Group’s revenue mainly derives from offering vessels and maritime personnel to the
offshore wind sector under long-term chartering agreements. Under these agreements the
Group delivers a vessel, including crew, to the customer. The customer determines, within
the contractual limits, how the vessel is to be utilised. The Group is remunerated at an agreed
daily rate for use of vessel, equipment, crew and other resources or services utilised under
the contract. The Group’s contracts also include victualling covering meals and bedding
provided to customer personnel on board the vessel. The Group’s revenue is split into a
service element, lease element, revenue from victualling and other income. The revenue
is mainly recognised over time as the performance obligation is satisfied over time.
The Group also provides management services to companies outside of the Group.
Remuneration for management services is classified as other revenue and recognised over
time as performance obligation is satisfied over time.
2023
2022
Offshore wind operating revenue
Revenue from contracts with customers:
Service element from contracts with dayrates
20,496
14,580
Victualling
2,775
1,909
Other income
2,413
1,496
Lease revenue:
Lease element from contracts with dayrates
13,684
10,441
Total operating income
39,368
28,425
Payments from charter contracts are generally due within 30 to 60 days after the end of each
month or 30 to 60 days after the service is completed. Payment terms for all other services
delivered is usually 30 days after the service is invoiced.
2023
2022
Contract balances
Account receivables
10,650
3,926
Contract assets
–
–
Contract liabilities
–
–
The Group has not recognised any revenue in 2023 from performance obligations satisfied in
previous periods (2022: 0).
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Consolidated Financial Statements continued
Note 2 Revenue from contracts with customers continued
Reporting by customers and geographical markets
2023
2022
Revenue
Ratio %
Revenue
Ratio %
Revenue geographical markets
United Kingdom
25,875
70%
18,750
70%
Germany
9,086
25%
8,180
30%
France
1,994
5%
–
–
Freight income
36,955
100%
26,930
100%
Sri Lanka
2,000
83%
1,000
67%
Norway
235
10%
496
33%
United Kingdom
178
7%
3
–
Other operating income
2,413
100%
1,499
100%
Geographical distribution of revenue is based on the location of clients.
The Group’s freight revenue in 2023 is mainly derived from five customers, compared to two customers in 2022.
Contract status and coverage
Vessel
Contract duration
Edda Mistral
Q3 2024 + extension options
Edda Breeze
Q2 2032 + extension options
Edda Brint
Q2 2037 + extension options
Edda Boreas
Q2 2025 + extension options
Edda Nordri
Q3 2024 + extension options
C-416 (Delivery Q1 2024)
Q3 2028 + extension options
C-492 (Delivery Q2 2024)
Q2 2025 until Q4 2025
C-503
TBA
C-504
TBA
NB 965
TBA
NB 966
TBA
NB 967
TBA
NB 968
TBA
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Leasing
During the year the Group leased two vessels on short-term leases. The leases are in scope for IFRS 16,
however, the Group has elected to apply the recognition exemption for short term-leases and as such has
recognised the lease payments as expense over the lease period. One of the leased vessels has operated
as frontrunner for Edda Breeze from April 2021 to March 2023. The other leased vessel has operated as
frontrunner for Edda Goelo from October 2023 to December 2023. The Group has recognised a lease
expense of EUR 6,197 thousand during 2023, compared to EUR 8,452 thousand in 2022.
Other revenue
On 28 July 2022, Edda Wind entered into an agreement with Colombo Dockyard PLC for the cancellation
of two newbuilding contracts signed 31 January 2022. Under this agreement, Edda Wind will receive a
compensation in excess of incurred project costs. EUR 2,000 thousand has been recognised during 2023
(EUR 1,000 thousand recognised in 2022). The remaining agreed compensation will be recognised as other
income when the payment is received.
The deliveries of Edda Breeze and Edda Brint to clients were postponed until end of March 2023 due to
delayed delivery of the gangway systems. Following the delay, Edda Wind incurred liquidated damages
for both vessels until delivery. As of 31 December 2023, Edda Wind has incurred a total of EUR 7.0 million
in liquidated damages. The amount is capitalised as other non-current assets and is recognised in the P&L
on a straight-line basis over the contract period from the date the vessels were delivered to the clients. As
at 31 December 2023, a total for EUR 416 thousand has been recognised in the P&L and EUR 6,645 thousand
is capitalised.
Note 3 Payroll and remuneration
The Group employed in total 19 persons as at 31 December 2023 (2022: nine), of which 15 employed through
Edda Wind Management AS and four employed through Edda Supply Ships (UK) Limited.
All employees are included in defined contribution plans. The vessels’ crew are hired from Østensjø Rederi
AS and external suppliers and presented as hired personnel.
Notes 2023
2022
Employee benefits
Salary and holiday pay
1,645
1,133
Employer’s national insurance contribution
275
157
Pension costs
99
64
Other personnel costs
65
48
Total employee benefits
2,084
1,402
Hired personnel
7
14,240
7,207
Total employee benefits and hired crew
16,325
8,609
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Financial
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Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 3 Payroll and remuneration continued
Other Pension
2023
Wages
Bonus
benefits costs
Remuneration to management:
Kenneth Walland (CEO)
243
49
19
11
Tom Johan Austrheim (CFO)
163
36
4
11
Håkon Vevang (CCO)
141
30
6
11
Jan Lodden (CCO)
136
15
4
11
Nina Marie Wathne (CHRO) (start date 1 September 2023)
38
–
–
3
Ellen Sofie Ottesen (CTO) (start date 1 October 2023)
30
–
–
2
Total remuneration to management
751
130
33
48
Other Pension
2022
Wages
Bonus
benefits costs
Remuneration to management:
Kenneth Walland (CEO)
242
35
20
11
Tom Johan Austrheim (CFO)
142
18
3
11
Håkon Vevang (CCO)
121
17
5
11
Jan Lodden (CCO) (start date 1 July 2022)
63
–
1
5
Total remuneration to management
568
69
29
37
The CEO has a non-compete restriction in his employment contract. There are no agreements between the
Group and the members of management providing for benefits upon termination of employment, except
for the CEO who has a contractual right to 12 months’ severance pay following the notice period.
The salary and other remuneration of the CEO are decided by the Board of Directors. The Board of Directors
has delegated the responsibility for determining the salaries of the other senior executives to the CEO.
Management incentive scheme
The Group has approved a one-year rolling incentive scheme for its management. The maximum bonus
pursuant to the incentive scheme equals the annual base salary, and the bonus is accrued based on
changes in the trading price for the shares:
• • Below 10% increase does not entitle bonus.
• • An increase of 30% or more entitles maximum bonus.
• • An increase between 10% and 30% entitles pro rata share of the maximum bonus.
Any dividends distributed on the shares within the relevant incentive periods will be added to the share price.
The bonus will be paid two years after accrual if the employee is still employed at the payment date. The
incentive scheme may be terminated by the Board of Directors. If it is terminated, the accrued bonus (if any)
will be paid to the employees. As of 31 December 2023, the Group has not recognised any accrued bonus.
The Group has also approved a short-term incentive scheme for senior executives, where the targets are
linked to the Group’s financial and non-financial performance. Maximum opportunity for annual variable pay
is capped at three months’ salary.
Name
Position
2023
2022
Remuneration to the Board of Directors:
Jan Eyvin Wang
Chairman
31
9
Håvard Framnes
Director
45
15
Martha Kold Monclair
Director
33
10
Toril Eidesvik
Director
29
9
Duncan J. Bullock
Director
29
9
Cecilie Wammer Serck-Hanssen
Director
29
9
Adrian Geelmuyden
Director
29
9
Total remuneration to the Board of Directors
223
68
Jan Eyvin Wang was appointed as Chairman on 25 May 2023.
There are no agreements between the Group and the members of the Board of Directors providing for
benefits upon termination.
2023
2022
Expensed audit fee (excluding VAT)
Audit services
253
158
Non-audit services required by law
41
7
Total expensed audit fee
294
165
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Financial
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Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Shares owned by the Board of Directors and management
The table below shows the shares owned by members of the Board of Directors and by members of
management at year end, including shares owned by immediate family and/or controlled companies:
Number Ownership
Shareholder of shares share
Kenneth Walland AS
Owned by Kenneth Walland (CEO)
260,162
0.23%
Håkon Vevang
CCO
54,200
0.05%
Lungo Invest AS
Owned by Tom Johan Austrheim (CFO)
161,761
0.14%
Framnes Holding AS
Owned by Håvard Framnes (Board member)
41,680
0.04%
Jan Eyvin Wang
Chairman
92,493
0.08%
Kold Invest AS
Owned by Martha Kold Monclair (Board member)
27,820
0.02%
Toril Eidesvik
Board member
21,680
0.02%
Adrian Geelmuyden
Board member
33,680
0.03%
Cecilie Wammer Serck-Hanssen
Board member
4,336
0.00%
Total
697,812
0.62%
Note 4 Tangible assets
Financial reporting principles
Depreciation of assets is calculated on a straight-line basis over the economic life of the asset adjusted
for residual value and impairment. Depreciation commences when the asset is ready for use. Residual
value for each vessel after its economic life is set to the expected recycling value of the vessel.
For vessels, a share of the purchase price is decomposed to periodic maintenance and are depreciated
until first classification of said vessel. Based on the Group’s periodic maintenance programme, the
expected lifetime of a vessel is set to 30 years. The periodic maintenance is depreciated over 5 years.
Vessels under construction (“newbuildings”) are capitalised based on instalments paid to the shipyard and
other costs directly attributable to the construction, including borrowing costs during the construction
period. Capitalised cost for vessels under construction is reclassified to vessels when the vessel is delivered
and ready for use. Vessels under construction are not subject to depreciation until the vessel is ready for use.
Grants received from government agencies directly related to the acquisition of vessels is recognised in
accordance with IAS 20 Accounting for Government Grants and Disclosure of Government Assistance as
a reduction in the cost price of the vessel acquired when there is reasonable assurance that the Group
complies with conditions attached to the grants.
Critical accounting estimates and assumptions
The carrying amount of vessels is based on management’s assumption of useful life and residual value.
The basis for the assessment is for the Group to utilise the vessel over the entirety of its economic life,
where the residual value of the vessel at the end of the useful life period is expected to be close to future
price for steel, less cost of recycling. This includes the hull and other significant components designed to
last throughout the vessel’s useful life. Due to a high degree of uncertainty in the future market for steel
recycling, the Group has concluded to set the residual value to zero for each vessel. Management
reassesses the useful life assumption on a yearly basis. Useful life for SOVs and CSOVs is 30 years, and
for periodic maintenance is five years.
At each reporting date the vessels are reviewed for any indicators that the assets may be impaired. The
review is carried out by management and IAS 36 Impairment of Assets is applied to determine whether
tangible assets are impaired and to account for any impairment loss identified. Assets that are subject to
amortisation or depreciation are reviewed for impairment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. If any such indication exists, or when annual
impairment testing for an asset is required, estimates of the asset’s recoverable amount are prepared.
For the purpose of assessing impairment the assets are grouped at the lowest levels for which there are
separately identifiable cash flows (cash generating units, “CGUs”). Management has assessed that each
vessel is a separate CGU. The recoverable amount is the highest of the fair market value less cost to sell,
and the net present value (NPV) of future estimated cash flow from the employment of the asset (“value
in use”). When performing a value in use calculation, management must use judgement in estimating the
assets future cash flow, hereunder utilisation, dayrates and discount rates.
The NPV is based on a discount rate according to a weighted average cost of capital (WACC) reflecting
the Group’s required rate of return. The WACC is calculated based on the Company’s long-term
borrowing rate and a risk-free rate plus a risk premium for the equity. If the recoverable amount is lower
than the book value, impairment has occurred, and the asset shall be revalued.
Impairment losses are recognised in the income statement. Non-financial assets other than goodwill that
suffered impairment are reviewed for possible reversal of the impairment at each reporting date.
50
Edda Wind ASA – Annual Report 2023
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 4 Tangible assets continued
Period New-
2023
Vessels
maintenance
Equipment
buildings
Total
Cost 01.01
78,820
2,273
76
223,082
304,251
Additions
–
3,536
136
228,252
231,925
Reclassification
201,644
5,396
–
(207,040)
–
Currency translation differences
1,311
31
–
–
1,342
Cost 31.12
281,775
11,235
212
244,294
537,516
Accumulated depreciation 01.01
(12,256)
(2,122)
(69)
–
(14,447)
Depreciation
(6,075)
(1,129)
(7)
–
(7,210)
Currency translation differences
(182)
(25)
–
–
(207)
Accumulated depreciation 31.12
(18,513)
(3,276)
(76)
–
(21,865)
Carrying amounts
263,262
7,959
136
244,294
515,651
Remaining instalments newbuildings
–
–
–
224,510
224,510
Period New-
2022
Vessels
maintenance
Equipment
buildings
Total
Cost 01.01
83,128
2,390
69
131,077
216,664
Additions
–
–
7.00
94,110
94,117
Currency translation differences
(4,308)
(117)
–
(2,105)
(6,531)
Cost 31.12
78,820
2,273
76
223,082
304,250
Accumulated depreciation 01.01
(10,153)
(1,753)
(66)
–
(11,972)
Depreciation
(2,748)
(444)
(3)
–
(3,195)
Currency translation differences
645
74
–
–
720
Accumulated depreciation 31.12
(12,256)
(2,123)
(69)
–
(14,447)
Carrying amounts
66,563
150
7
223,082
289,803
Remaining instalments newbuildings
–
–
–
186,142
186,142
The depreciation schedule for vessels is 30 years straight-line depreciation. For period maintenance,
the depreciation is set to five years.
Impairment
The Group has performed an assessment of impairment indicators in accordance with IAS 36. Identification
of impairment indicators is based on an assessment of development in market rates, earnings for the fleet,
vessel operating expenses, operating profit, technological development, change in regulations, interest
rates, discount rates, inherent climate risk and the relationship between market capitalisation and book
value. The impairment assessment covers both operational vessels, as well as vessels under construction
at year end.
As of 31 December 2023, the market capitalisation of the Group was below book value of the Group’s
equity. As such, the Group has performed an impairment test for its operational vessels, as well as vessels
under construction.
Assumptions
As part of the assessment of vessel value, the Group obtained broker values. When comparing broker
values to book values, a substantial headroom is identified. To further support the broker values. the Group
has performed an impairment test through a value in use model, calculating discounted future cash flows
throughout the useful lifetime for each separately identifiable cash-generating unit. Management has used
judgement in estimating the asset’s future cash flow, such as utilisation, operating expenses, dayrates and
discount rate. The estimates reflects the current market conditions.
Edda Wind had six vessels in operation in 2023, and has secured contracts for two of its newbuildings.
Following strong activity in the offshore wind market and several offshore wind farms coming closer to
installation, the tendering activity is still going strong. Market reports indicate a demand for more than 250
service vessels in the offshore wind industry by the end of this decade. The supply of existing C/SOVs plus
newbuildings amounts to approximately 90 vessels, most of which are engaged on firm contracts. It is
expected that the demand-supply gap will result in favourable utilisation levels and dayrates going forward.
The discount rate is based on the WACC pre-tax for the Group of 8.0-9.6%.
51
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 4 Tangible assets continued
Climate risk
Management has also assessed the asset’s exposure to climate-related risk when estimating future cash
flows. Climate risk refers to the impact climate-related issues may have on the Group’s business, and can be
divided into the following categories: physical, regulatory, technological, market and reputational.
Physical risks, such as changes in weather conditions or sea levels may impact the Group adversely through
reduced utilisation and thereby reduced revenue potential or by making crew changes more difficult and
thereby driving higher costs. Management has assessed the physical risk as being low. All vessels are
equipped with technology to handle harsh weather conditions, such as motion compensated gangway
systems and cranes.
Identified regulatory risks relate to emissions, such as penalties or increased taxation on CO
2
emissions or
other emission-reducing measures that may adversely affect the Group. Although the Group’s vessels main
source of emission is CO
2
, the newbuildings are built for zero-emission technology and the Group therefore
expects that it will be able to reduce its emissions going forward.
Main risks related to the technological aspect and the market mainly relates to the LOHC technology not
materialising or the emergence of new technology or other renewable energy segments. Such risks may
entail increased capital expenditure to stay competitive, or reduced growth in the offshore wind segments
leading to reduced demand and thereby reduced dayrates, utilisation and revenue potential. Given the
accelerating transition from fossil-based to zero-carbon energy sources, with considerable investments
within the offshore wind segment, the Group does not expect that the offshore wind segment will be
deprioritised in the energy market.
Identified reputational risk includes a shift in stakeholder preferences which can lead to the Group being
less attractive to investors thereby reducing access to capital or increasing the cost of capital.
Edda Wind’s strategy is exclusively focusing on the offshore wind industry. With the increasing focus on
decarbonisation of the global energy market to stall climate change, Edda Wind sees major opportunities
in the offshore wind market.
Conclusion
The value in use calculation shows a recoverable amount that exceeds the book value of the assets.
As such, no impairment has been recognised as at 31 December 2023.
Spanish Tax Lease
In connection with the newbuilding contracts the Group has, together with the Spanish shipyards
Balenciaga S.A. and Astilleros Gondán, Spanish banks, Bankinter and Banco de Sabadell, and certain Spanish
participant companies (together, the “AIE”) (with external investors) established a structure that qualifies for
a Spanish tax regime for financial leasing of newbuild contracts and vessels (Spanish Tax Lease, or “STL”).
Spanish Tax Lease is a structure containing certain tax benefits in Spain, that also results in a lower
construction cost for the Group’s vessels.
The newbuilding contracts are agreements between the Group’s Norwegian ship owning companies
(the Group subsidiaries) and the shipyards. The structure is established so that the Norwegian ship owning
companies sell the newbuilds to the Spanish Tax Lease structure at delivery of the vessels. The Norwegian
ship owning company will lease the vessels back from the STL structure under a bareboat agreement.
This agreement will normally have a contract length of 12 to 36 months from delivery of the vessel. Upon
maturity of the lease contract the Norwegian ship owning company has a right and obligation to buy the
shares of the Spanish AIE, which has to remain owner of the vessel over a certain period of years in order
to maintain the benefits in the tax lease structure.
Prior to delivery of the vessel from the shipyard, the Norwegian ship owning company pays instalments
directly to the shipyard equal to the net price of the vessel. Following the delivery, the vessel is sold to a
leasing company within the STL structure at a consideration equal to the gross price of the vessel. The
difference between the gross and net price is the STL benefit. In accordance with the lease agreements,
all financing and cash payments in the STL structure in the leasing period are pre-arranged between the
involved parties, and based on the agreement, the consideration from the leasing company is paid to the
Norwegian ship owning company and immediately deposited to an account under the STL structure, less
the STL benefit, which is rerouted to the shipyard. Following the deposit, Edda Wind is released from making
any other payment under the STL agreements. As such, the STL benefit is a pre-arranged flow-through of cash
in Edda Wind originating from within the STL structure. Construction cost for newbuildings under the Spanish
Tax Lease arrangement is therefore recorded on a net basis (i.e. net of tax benefit) for the Group.
There are no opportunities for the external investors of the AIE to make any decisions for the AIE that has not
been regulated in the contracts following the newbuilding contract and the tax lease contracts, and they are
at the end of the lease contract period obliged to sell the shares to the Norwegian ship owning company for
EUR 1. All construction financing is made from the Norwegian ship owning companies to the shipyards, and
the payments follows a fixed plan in accordance with the newbuilding contract. The external post-delivery
financing of the vessel will remain with the Norwegian ship owning company during the tax lease period.
52
Edda Wind ASA – Annual Report 2023
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Board of
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 4 Tangible assets continued
By leasing back the vessels from the STL structure through a bareboat agreement, the Group retains the
control and use, substantially all the economic benefit of this use, and the right to direct the use of the vessels.
Hence, the Norwegian ship owning companies remain in control of the vessels over the entire tax lease
contract period, first through the bareboat agreement and then at the end of the tax lease where they
have the right and the obligation to buy the shares in the AIE which owns the vessel at that time.
Based on all facts and circumstances discussed above, the Group have assessed that the sale and purchase
agreement of the vessels do not constitute a sale of the vessels, and that the vessels shall continue to be
recognised and subsequently measured in accordance with IAS 16 Property, Plant and Equipment during
and after the lease period.
Government grants
For newbuildings, the Group has received a cash grant from Enova SF, of which EUR 2.1 million (2022: 4.7
million) has been paid during the year. The Enova SF grant provides financial support for the installation
of the LOHC concept with potential for future zero-emission operations and battery propulsion systems. All
of the fleets newbuildings are prepared for hydrogen-based operations with zero GHG emissions.
Note 5 subsidiaries
Ownership/
Date of voting
Subsidiaries
acquisition
Business office/country
Nature of business
rights
Edda Wind Management AS
01.02.2021
Haugesund, Norway
Management services
100%
Edda Wind Investment AS
01.04.2021
Haugesund, Norway
Investment
100%
Edda Wind I AS
09.12.2019
Haugesund, Norway
Vessel operations
100%
Edda Wind II AS
24.01.2020
Haugesund, Norway
Vessel operations
100%
Edda Wind III AS
24.01.2020
Haugesund, Norway
Vessel operations
100%
Edda Wind IV AS
24.01.2020
Haugesund, Norway
Vessel owner
100%
Edda Wind V AS
01.02.2021
Haugesund, Norway
Vessel owner
100%
Edda Wind VI AS
01.02.2021
Haugesund, Norway
Vessel owner
100%
Edda Wind VII AS
11.01.2022
Haugesund, Norway
Vessel owner
100%
Edda Wind VIII AS
11.01.2022
Haugesund, Norway
Dormant
100%
Edda Wind IX AS
11.01.2022
Haugesund, Norway
Vessel owner
100%
Edda Wind X AS
24.01.2022
Haugesund, Norway
Dormant
100%
Edda Wind XI AS
24.01.2022
Haugesund, Norway
Vessel owner
100%
Edda Wind XII AS
01.02.2022
Haugesund, Norway
Vessel owner
100%
Edda Wind XIV AS
21.02.2023
Haugesund, Norway
Vessel owner
100%
Edda Wind XV AS
21.02.2023
Haugesund, Norway
Vessel owner
100%
Ownership/
Date of voting
Subsidiaries
acquisition
Business office/country
Nature of business
rights
Edda Wind XVI AS
01.03.2023
Haugesund, Norway
Dormant
100%
Edda Wind XVII AS
01.03.2023
Haugesund, Norway
Dormant
100%
Edda Wind XVIII AS
01.03.2023
Haugesund, Norway
Dormant
100%
Edda Wind XIX AS
01.03.2023
Haugesund, Norway
Dormant
100%
Edda Wind XX AS
01.03.2023
Haugesund, Norway
Dormant
100%
Edda Wind Crewing AS
01.03.2023
Haugesund, Norway
Dormant
100%
Edda Wind UK
27.02.2023
Hampshire, United
Dormant
100%
Kingdom
West Energy AS
27.03.2020
Haugesund, Norway
Vessel operations
100%
Edda Supply Ships UK Ltd
25.03.2020
Aberdeen, United
Management services
100%
Kingdom
Tier-subsidiaries of Edda Wind Investment AS
Edda Wind France
09.08.2023
Eyguieres, France
Vessel operations
100%
Edda Wind USA LLC
16.06.2021
Delaware, USA
Dormant
100%
Tier-subsidiaries of Edda Wind I AS
Mar de Grado SL
29.09.2023
Santa Cruz de Tenerife,
Vessel owner
100%
Spain
Tier-subsidiaries of Edda Wind II AS
Puerto de Gandesa SL
29.09.2023
Santa Cruz de Tenerife,
Vessel owner
100%
Spain
Tier-subsidiaries of Edda Wind III AS
Mar de Berrobi SL
29.09.2023
Santa Cruz de Tenerife,
Vessel owner
100%
Spain
Tier-subsidiaries of West Energy AS
Puerto de Calella SL
20.12.2018
Santa Cruz de Tenerife,
Vessel owner
100%
Spain
Puerto de Llafranc SL
18.12.2019
Santa Cruz de Tenerife,
Vessel owner
100%
Spain
Tier-subsidiaries of Edda Supply Ships (UK) Ltd
Edda Supply Ships III Ltd
03.07.2020
Aberdeen, United
Dormant
100%
Kingdom
53
Edda Wind ASA – Annual Report 2023
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 5 subsidiaries continued
The Group’s principal subsidiaries at 31 December 2023 are set out above. There have been no changes to
the ownership/voting rights since the date of acquisition as stated above. Unless otherwise stated, they
have share capital consisting solely of ordinary shares that are held directly by the Group, and the
proportion of ownership interests held equals the voting rights held by the Group.
Note 6 Receivables
Financial reporting principles
The Group applies a simplified approach in calculating the expected credit loss in accordance with IFRS
9 Financial Instruments, recognising a loss allowance based on the estimated lifetime credit losses at each
reporting date based on historical credit losses and knowledge of customers.
Account receivables
2023
2022
Receivables from third-party customers
11,579
3,805
Receivables from other related parties
71
122
Total accounts receivables
11,650
6,926
Allowance for expected credit losses
(1,000)
(3,000)
Total accounts receivables, net
10,650
3,926
At 31 December 2023, EUR 1,850 thousand in account receivables had fallen due but not been subject to
impairment. Corresponding figures for 2022 are EUR 116 thousand. Historically, the percentage of bad debts
has been low, and the Group expects the customers to settle outstanding receivables. Receivables fallen
due but not subject to impairment have the following age composition:
2023
2022
Aging of account receivables past due but not impaired
Up to 90 days
1,116
–
Over 90 days
733
116
Total fallen due
1,850
116
Note 7 Related party transactions
Financial reporting principles
Related parties are defined as entities outside of the Group that are under control directly or indirectly,
joint control or significant influence by the owners of Edda Wind ASA. All transactions with related parties
are entered into on marked terms based on arm’s length principles. Transactions with related parties
include shared services and other services provided by the Group. Shared Services are priced in
accordance with the principles set out in the OECD Transfer Pricing Guidelines and are delivered
according to agreements that are renewed annually. The services are:
• • Operation and supervision of the vessels.
• • Crew hire.
• • Corporate management services.
• • Vessel insurance services.
• • Leasing of frontrunner vessel Edda Fjord.
Material related parties
The Group’s material related parties are:
• • Østensjø Wind AS, which owns 19% of Edda Wind ASA.
• • Johannes Østensjø d.y. AS, the parent company of Østensjø Wind AS.
• • Østensjø Rederi AS, a sister company of Østensjø Wind AS.
• • Solent Towage Ltd, a company 85% owned by Johannes Østensjø d.y. AS.
• • Wilhelmsen New Energy AS, which owns 25.4% of Edda Wind ASA.
• • West Supply VIII AS, a company 75% owned by Johannes Østensjø d.y. AS.
• • Wilhelmsen Insurance Services AS, a sister company of Wilhelmsen New Energy AS.
54
Edda Wind ASA – Annual Report 2023
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
2023
2022
Transactions with related parties
Hired crew from Østensjø Rederi AS
11,859
5,852
Leasing of Edda Fjord from West Supply VIII AS
Purchase of management services, operation and supervision of vessels from
3,270
9,147
Østensjø Rederi AS
1,281
726
Sale of services to Østensjø Rederi AS
(375)
(407)
Guarantee commission to Johannes Østensjø d.y. AS
–
826
Board fee to Johannes Østensjø d.y. AS
43
–
Insurance cost to Wilhelmsen Insurance Services AS
699
261
Purchase of goods from Wilhelmsen Ships Service
104
–
Total transactions with related parties
16,881
16,405
The balance sheet includes the following amounts resulting from transactions with related parties.
31.12.2023
31.12.2022
Accounts receivable
Østensjø Rederi AS
50
45
Edda Crewing Services Ltd
10
10
Solent Towage Ltd
–
58
West Supply I AS
4
–
West Supply III AS
7
8
Total accounts receivable
71
122
Accounts payable
Østensjø Rederi AS
577
481
Johannes Østensjø d.y. AS
94
406
West Supply VIII AS
–
940
Edda Crewing Services Ltd
241
310
Mercator Crewing Inc.
292
–
Mercator Services AS
–
26
Mercator Services II AS
41
–
Wilhelmsen Insurance Services AS
339
61
Østensjø Drift AS
–
8
Total accounts payable
1,584
2,233
31.12.2023
31.12.2022
Other current receivables
Østensjø Rederi AS
7
–
Total current receivables
7
–
Other current liabilities
Østensjø Rederi AS
–
1
Østensjø Drift AS
–
8
West Supply VIII AS
2
16
Total current liabilities
3
25
Note 8 Interest-bearing debt
In February 2023, the Group entered into Senior Secured Green Term Pre- and Post-Delivery Facility
Agreement. The facility will be used for pre- and post-delivery financing of three CSOVs currently under
construction at the Spanish yard Astilleros Gondán S.A. Total facility amount is EUR 120 million. As per
31 December 2023 the Group has drawn an amount equal to EUR 60 million of the facility amount.
In November 2023, the Group entered into an amendment and restated agreement for the originally
Pre- and Post-Delivery Secured Green Loan Facility agreement of EUR 110 million dated 10 November 2021,
where the total commitments of the facility has been increased with a revolving facility of EUR 20 million.
In December 2023, the Group entered into a Senior Secured Green Term Loan Facility Agreement. The
facility will be used for pre- and post-delivery financing of four CSOVs currently under construction at the
Norwegian yard VARD. Total facility amount is EUR 161.2 million. As at 31 December 2023 the Group has drawn
an amount equal to EUR 38 million of the facility amount.
As at 31 December 2023, the Group had fixed all-in interest on approximately 60% of its long-term interest-
bearing debt. Interest on the remaining portion is based on the relevant reference rate (EURIBOR/SONIA)
and a margin.
31.12.2023
31.12.2022
Interest-bearing debt
Debt to financial institutions
211,534
80,239
Bonds
73,296
76,725
Total interest-bearing debt
284,830
156,964
The tables below show a summary of the terms of the Group’s interest-bearing debt. The Group hedges
a part of its interest-bearing debt with floating interest. Refer to note 10 for further details.
Note 7 Related party transactions continued
55
Edda Wind ASA – Annual Report 2023
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Board of
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Governance
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 8 Interest-bearing debt continued
Carrying
2023 amount
Debt instrument
Facility
Currency
Maturity
(EUR)
Debt to financial Senior Secured Green Term Loan
EUR
Upon delivery, no later
institutions Facility/Newbuild vessel C-416 Pre- than two years after first
Delivery Facility
utilisation date
21,169
Debt to financial Senior Secured Green Term Loan
EUR
Jul 2035
institutions Facility/Edda Boreas Facility 27,888
Debt to financial Senior Secured Green Term Loan
EUR
Feb 2027
institutions Facility/Edda Boreas Incremental
Facility 5,715
Debt to financial Senior Secured Green Term Loan
GBP
Feb 2030
institutions Facility/Edda Passat ECA tranche 7,982
Debt to financial Senior Secured Green Term Loan
GBP
Dec 2026
institutions Facility/Edda Mistral ECA tranche 7,078
Debt to financial Senior Secured Green Term Loan
GBP
Dec 2026
institutions Facility/Edda Passat and Edda
Mistral Commercial tranche 16,227
Debt to financial Senior Secured Green Term Loan
EUR
Dec 2025
institutions Facility/Contract Revolving Facility 19,619
Debt to financial Senior Secured Green Term Loan
EUR
Sep 2035
institutions Facility/C491 ECA tranche 16,634
Debt to financial Senior Secured Green Term Loan
EUR
Sep 2029
institutions Facility/C491 Commercial tranche 14,751
Debt to financial Senior Secured Green Term Loan
EUR
Upon delivery,
10,687
institutions facility/Newbuild Vessel C-492 no later than
Pre-Delivery ECA tranche Jan 2025
Debt to financial Senior Secured Green Term Loan
EUR
Upon delivery,
9,477
institutions Facility/Newbuild Vessel C-492 no later than
Pre-Delivery Commercial tranche Jan 2025
Debt to financial Senior Secured Green Term Loan
EUR
Upon delivery,
4,268
institutions Facility/Newbuild Vessel C-503 no later than
Pre-Delivery ECA tranche Mar 2025
Debt to financial Senior Secured Green Term Loan
EUR
Upon delivery,
3,091
institutions Facility/Newbuild Vessel no later than
C-503
Pre-Delivery Commercial
Mar 2025
tranche
Carrying
2023 amount
Debt instrument
Facility
Currency
Maturity
(EUR)
Debt to financial Senior Secured Pre- and Post-
EUR
Feb 2026
12,108
institutions Delivery Facilities Agreement/
Newbuild Vessel NB 965
Pre-Delivery Facility
Debt to financial Senior Secured Pre- and Post-
EUR
Feb 2026
12,108
institutions Delivery Facilities Agreement/
Newbuild Vessel NB 966
Pre-Delivery Facility
Debt to financial Senior Secured Pre- and Post-
EUR
Feb 2026
12,108
institutions Delivery Facilities Agreement/
Newbuild Vessel NB 967
Pre-Delivery Facility
Debt to financial Senior Secured Pre- and Post-
EUR
Feb 2026
(492)
institutions Delivery Facilities Agreement/
Newbuild Vessel NB 968 Pre-
Delivery Facility
Debt to financial
Edda Wind IV – prefunding C-416
EUR
Oct 2024
11,118
institutions
Bond
Edda Wind I Facility
EUR
Sep 2031
34,573
Bond
Edda Wind III Facility/Senior
GBP
2037
38,723
Secured
Notes 2020
Total interest-bearing debt
284,830
56
Edda Wind ASA – Annual Report 2023
Strategic
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Board of
Directors’ Report
Governance
Report
Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 8 Interest-bearing debt continued
Carrying
2022 amount
Debt instrument
Facility
Currency
Maturity
(EUR)
Debt to financial Senior Secured Green Term Loan
EUR
Upon delivery,
21,169
institutions Facility/Newbuild Vessel no later than
Pre-Delivery Facility C-416 Oct 2023
Debt to financial Senior Secured Green Term Loan
EUR
Upon delivery,
23,765
institutions Facility/Newbuild Vessel no later than
Edda Boreas Oct 2023
Pre-Delivery Facility
Debt to financial Senior Secured Green Term Loan
GBP
Feb 2030
18,750
institutions Facility/Edda Passat and Edda
Mistral ECA tranche
Debt to financial Senior Secured Green Term Loan
GBP
Dec 2026
16,555
institutions Facility/Edda Passat and Edda
Mistral Commercial tranche
Bond
Edda Wind I Facility
EUR
Sep 2031
36,827
Bond
Edda Wind III Facility/Senior
GBP
2037
39,898
Secured
Notes 2020
Total interest-bearing debt
156,964
The tables below show the actual maturity structure, with the amount due in year one as the first year’s
instalment classified under other current liabilities. The amounts are based on contractual undiscounted
cash flows ex. interest payments and interest hedge. Repayments in foreign currency is calculated based
on currency rate at the balance sheet date.
31.12.2023
31.12.2022
Repayment schedule for debt to financial institutions
Due in year 1
23,642
6,889
Due in year 2
43,537
9,189
Due in year 3
29,895
9,189
Due in year 4
31,567
9,189
Due in year 5 and later
82,894
45,785
Total repayment schedule for debt to financial institutions
211,534
80,239
The repayment schedule for debt to financial institutions is based on renewal of a bank guarantee expiring
in 2027. If the bank guarantee is not renewed, EUR 39.7 million of the debt to financial institutions will fall due
in 2027.
31.12.2023
31.12.2022
Repayment schedule for bond
Due in year 1
4,088
4,062
Due in year 2
4,268
4,056
Due in year 3
4,763
4,235
Due in year 4
5,081
4,728
Due in year 5 and later
55,096
59,643
Total repayment schedule for bond
73,296
76,725
The table below shows the book value of pledged assets. The Group’s vessels and newbuilds financed with
interest-bearing debt is held as collateral.
31.12.2023
31.12.2022
Book value of pledged assets
Pledged vessels
271,222
66,714
Pledged vessels under construction
234,391
180,493
Total book value of pledged assets
505,613
247,207
The table below shows the Group’s net interest-bearing debt:
31.12.2023
31.12.2022
Net interest-bearing debt
Non-current interest-bearing debt
257,101
146,013
Current interest-bearing debt
27,729
10,951
Total interest-bearing debt
284,830
156,964
Cash and cash equivalent
32,918
45,021
Restricted cash
–
4,114
Net interest-bearing debt
251,912
107,829
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 8 Interest-bearing debt continued
Changes in liabilities arising from financing activities
The table below shows the changes in the Group’s liabilities arising from financing activities:
Total
change
Interest- Interest- in net
Cash and bearing bearing Total interest-
Changes in net interest-bearing debt cash Restricted debt due debt due financing bearing
from financing activities equivalent cash within 1 year after 1 year activities debt
2023
Net interest-bearing debt 01.01
45,021
4,114
10,951
146,013
156,964
107,829
Reclassifications
–
(4,114)
27,729
(27,729)
–
4,114
Cash flows
(11,671)
–
(10,564)
137,138
126,574
138,245
Foreign exchange adjustments
(432)
–
(388)
1,624
1,236
1,668
Other non-cash movements
–
–
–
55
55
55
Net interest-bearing debt 31.12
32,918
–
27,729
257,101
284,830
251,912
2022
Net interest-bearing debt 01.01
89,520
7,036
6,951
110,545
117,496
20,940
Reclassifications
10,951
(10,951)
–
–
Cash flows
(44,603)
(2,922)
(6,951)
49,948
42,997
90,522
Foreign exchange adjustments
104
–
–
(4,217)
(4,217)
(4,321)
Other non-cash movements
–
–
–
687
687
687
Net interest-bearing debt 31.12
45,021
4,114
10,951
146,013
156,964
107,829
Covenants
Loan agreements entered into by the Group contain financial covenants. As at 31 December 2023, the Group
is not in breach with any of the covenants included in the facilities as described below and is not expected
to breach any of the covenants within the next 12 months, provided that the Group’s operations will
continue in accordance with the current plan and course of business.
Financial covenants
Minimum cash requirement, on a consolidated basis (but excluding Edda Wind I and Edda Wind III) of at
least equal to the sum of EUR 1.5 million for each of the Group’s vessels on charter contracts longer than
12 months plus EUR 2.25 million for each of the Group’s vessels on charter contracts shorter than 12 months
and 5% of gross interest-bearing debt (including any lease obligations and excluding Edda Wind I and
Edda Wind III).
The Group shall maintain a positive working capital, book equity ratio of at least 30%, interest coverage ratio
(EBITDA to net interest cost) of at least 2.50:1 and average market value of vessels to aggregate amount of
loans under the post-delivery facility of at least 130%.
Edda Wind I and Edda Wind III have covenants related to minimum debt service coverage where the debt
service coverage ratio shall not be less than 1.10:1.
Certain of our loan agreements contain change of control conditions.
Note 9 Tax
Ordinary taxation
The ordinary rate of corporation tax in Norway is 22% of net profit for 2023 and 2022. Norwegian limited
liability companies are encompassed by the participation exemption method for share income. Thus,
share dividends and gains are tax-free for the receiving company. Corresponding losses on shares are
not deductible. The participation exemption method does not apply to share income from companies
considered low taxed and that are located outside the European Economic Area (EEA), and on share income
from companies owned by less than 10% resident outside the EEA.
For Group companies located in the same country and within the same tax regime, taxable profits in one
company can be offset against tax losses and tax loss carry forwards in other Group companies. Deferred
tax/deferred tax asset has been calculated on temporary differences to the extent that it is likely that these
can be utilised in each country and for Norwegian entities the Group has applied a rate of 22% for 2023
and 2022.
The effective tax rate for the Group will, from period to period, change dependent on the Group gains and
losses from investments inside the exemption method and tax exempt revenues from tonnage tax regimes.
Foreign taxes
Companies domiciled outside Norway will be subject to local taxation, either on ordinary terms or under
special tonnage tax rules. When dividends are paid, local withholding taxes may be applicable. This generally
applies to dividends paid by companies domiciled outside the EEA.
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 9 Tax continued
The Group’s Spanish subsidiaries, Puerto de Calella SL, Puerto de Llafranc SL, Mar de Grado SL, Mar de
Berrobi SL and Puerto de Gandesa SL are taxed in accordance with the Spanish Tonnage Tax regime.
Tonnage tax is recognised as an operating expense in the income statement.
EUR thousand 2023
2022
Allocation of tax expense/(income) for the year
Change in deferred tax
–
–
Total tax expense/(income)
–
–
Tax effect of temporary differences
Fixed assets
40
16,663
Trade receivables
(1,500)
(3,000)
Non-current assets
–
57
Limitation of interest expense carry forward
(143)
(2,575)
Temporary differences
(1,604)
(11,144)
Tax loss carried forward
(68,383)
(32,260)
Basis for deferred tax asset
(69,987)
(21,116)
Deferred tax asset
(15,397)
(4,645)
Deferred tax asset not recognised
15,397
4,645
Deferred tax asset in the balance sheet
–
–
Analysis of effective tax rate
Tax expense on 22% of profit before tax
(851)
426
Permanent differences
(12,954)
(1,198)
Deferred tax asset not recognised
13,804
1,672
Non-taxable income from tonnage tax regimes
–
(900)
Recognised tax expense
–
–
The Group has not recognised deferred tax assets in the balance sheet due to uncertainty of future taxable
profits to cover tax loss carried forward .
Note 10 Financial risk
Market risk
The Group is subject to financial risk through operations, financial markets risk, foreign currency risk,
interest rate risk and freight rates. The financial risk affects the value of the Group’s financial assets,
liabilities and future cash flows.
The Group has established hedging strategies to monitor risks on material exposures. Derivatives are only
used to manage the risk related to fluctuations in interest rates.
Foreign exchange risk
The Group is exposed to currency risk on revenues and costs in non-functional currencies (transaction risk),
and balance sheet items denominated in currencies other than non-functional currencies (translation risk).
The Group’s largest foreign exchange exposures are GBP against EUR and NOK against EUR.
The Group’s expected future charter revenue is partly hedged by debt financing and operating expenses
in the corresponding foreign currency, reducing the effect of currency fluctuations in the Group’s
income statement.
The effects of changes in currency have the following effects on the Group’s income statement and other
comprehensive income:
2023
2022
Currency through the income statement
Net currency items in the income statement
132
64
Currency translations through other comprehensive income
39
(2,587)
Total currency effects through the income statement and other
comprehensive income
171
(2,523)
The Group’s long-term interest-bearing debt is allocated in the following currencies:
31.12.2023
31.12.2022
Allocation of currency for interest bearing debt
EUR
214,820
81,760
GBP
70,010
75,204
Total
284,830
156,964
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
The following table show the Group’s financial instrument exposed to changes in interest rates:
Financial instruments
Notional Market
2023
Currency
Swap
Maturity
amount value
Interest rate swap
GBP
1.35%
27.02.2023
–
–
Total interest rate swap at 31.12
–
–
Notional Market
2022
Currency
Swap
Maturity
amount value
Interest rate swap
GBP
1.35%
27.02.2023
8,342
71
Total interest rate swap at 31.12
8,342
71
Note 10 Financial risk continued
The following table show the Group’s sensitivity on profit and loss before tax due to changes in GBP from
the Group’s monetary assets and liabilities.
Income statement sensitivities of changes
in foreign currency
(10%)
(5%)
0%
5%
10%
EUR/GBP Spot rate 31.12.2023
1.04
1.09
1.15
1.21
1.27
Income statement effect 2023 (before tax)
1,656
(1,176)
(4,008)
(6,839)
(9,671)
EUR/GBP Spot rate 31.12.2022
1.02
1.07
1.13
1.19
1.24
Income statement effect 2022 (before tax)
7,992
4,963
1,935
(1,093)
(4,122)
Except for translation adjustments from subsidiaries with functional currency other than EUR, there are no
effects on other comprehensive income. The Group has an immaterial exposure from NOK against EUR.
Interest rate risk
The Group’s exposure to interest risk relates primarily to the Group’s interest-bearing debt with floating
interest rates. To mitigate risk related to this, the Group had one long-term interest rate swaps for a portion
of the Group’s interest-bearing debt to finance institutions. The interest swap expired in February 2023.
See note 8 for information on the Group’s interest-bearing debt as at 31 December 2023.
An increase of 1 percentage point in interest rate will cause a EUR 334 thousand increase in interest cost in
2023 (2022: EUR 375 thousand). Interests related to vessels under construction are ACTIVATED as part of the
newbuild cost price, and as such an increase in interest percentage will also have an effect on activated
interest. As at 31 December 2023, the Group had fixed all-in interest on approximately 60% of its long term
interest bearing debt .
60
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 10 Financial risk continued
Credit risk
The Group is exposed to credit risk related to charter contracts as the Group has signed contracts
with customers. The customers are considered solid, and the risk of customers not having the financial
capability to fulfil their obligations to the Group is considered low. The Group has applied the practical
simplified approach in accordance with IFRS 9 to calculate loss on receivables. In calculating loss provisions,
receivables are reviewed and assessed on an individual level taking into account facts and circumstances
for the individual customer. A loss provisions of EUR 1.0 million has been recognised for receivables in 2023
(2022: 3.0 million)
The following table shows the ageing of accounts receivables:
Not 1-30 days 31-60 days 61-90 days > 90 days
yet due overdue overdue overdue
overdue
Total
2023
8,800
186
930
–
733
10,650
2022
3,810
–
–
–
116
3,926
The main portion of overdue receivables has been paid after the balance sheet date.
Liquidity and financing risk
Liquidity risk relates to the risk that the Group will not be able to meet its financial and operational
obligations as they are due. The Group’s approach to managing liquidity is to manage cash flows from
operation from long-term charter contracts, and the liquidity situation is monitored and projected via
liquidity budgets prepared by management on a regular basis. The Group has secured financing for all
operating vessels and all of its newbuilding vessels except one. Edda Wind expects to be able to secure
financing for the remaining vessel under construction. The Group is continously exploring alternatives to
strengthen its balance sheet, including its liquidity position.
The tables below show the expected future undiscounted cash flows from financial liabilities. Interest due is
based on interest rates at period end 31 December 2023 and 31 December 2022.
2023 Less than 1 Between 1 Between 2 Later than 5
Undiscounted cash flows financial liabilities year and 2 years and 5 years years
Debt to financial institutions
23,642
43,537
79,757
64,599
Bond
4,088
4,268
14,940
50,001
Financial derivatives
–
–
–
–
Interest due
11,210
14,031
41,908
14,304
Total undisclosed cash flow financing liabilities
38,939
61,835
136,604
128,904
Current liabilities, excluding next year’s instalment on
interest-bearing debt
12,546
Total gross undiscounted cash flows financial liabilities
31.12.2023
51,485
61,835
136,604
128,904
2022 Less than 1 Between 1 Between 2 Later than 5
Undiscounted cash flows financial liabilities year and 2 years and 5 years years
Debt to financial institutions
6,889
9,189
33,486
30,676
Bond
4,062
4,056
14,009
54,598
Financial derivatives
(71)
–
–
–
Interest due
4,666
5,295
12,451
10,935
Total undisclosed cash flow financing liabilities
15,546
18,540
59,945
96,209
Current liabilities, excluding next year’s instalment on
interest-bearing debt
10,495
Total gross undiscounted cash flows financial liabilities
31.12.2022
26,041
18,540
59,945
96,209
Capital structure
The Group’s overall policy is to maintain a strong capital base to maintain investor, creditor and market
confidence and to sustain operations and future business development.
31.12.2023
31.12.2022
Capital structure
Total equity
284,882
183,680
Total assets
582,258
351,138
Equity ratio
48.9%
52.3%
61
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Financial
Statements
Consolidated Financial Statements continued
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
Note 10 Financial risk continued
Fair value
The fair value of financial instruments nominated in other currencies than EUR is determined based on the
currency exchange rate at the balance sheet date. The fair value of financial instruments traded in an active
market is based on quoted market prices at the balance sheet date. The fair value of financial instruments
not traded in an active market (over-the-counter contracts) is based on third-party quotes. These quotes
use observable market rates for price discovery. Specific valuation techniques used by financial
counterparties (banks) to value financial derivatives include:
• • Quoted market prices or dealer quotes for similar derivatives.
• • The fair value of interest rate swaps is calculated as the net present value of the estimated future cash
flows based on observable yield curves.
The carrying value less impairment provision of receivables and payables are assumed to approximate
their fair values. The Group estimates the fair value of financial liabilities for disclosure purposes by
discounting the future contractual cash flows at current market interest rates available to the Group for
similar financial derivatives.
The following table show the fair value and book value (amortised cost) of the Group’s interest-bearing debt:
Interest-bearing debt
Fair value
Book value
2023
Debt to financial institutions
215,443
211,534
Bonds
73,296
73,296
Total interest-bearing debt 31.12
288,739
284,830
2022
Debt to financial institutions
80,495
80,239
Bonds
76,725
76,725
Total interest-bearing debt 31.12
157,220
156,964
The fair values are based on cash flows discounted using a rate based on market rates including margins
and are within level 2 of the fair value hierarchy .
The following table show the Group’s financial liabilities as measured in the fair value hierarchy. The Group’s
only financial liabilities measured at fair values are interest rate swaps financial derivatives. The Group does
not hold financial assets measured at fair value.
31.12.2023
31.12.2022
Financial assets at fair value
Level 1
Level 2
–
71
Level 3
Total financial assets at fair value
–
–
31.12.2023
31.12.2022
Financial liabilities at fair value
Level 1
Level 2
–
–
Level 3
Total financial liabilities at fair value
–
–
The fair value of financial instruments traded in active markets is based on quoted market prices at the
balance sheet date. A market is regarded as active if quoted prices are readily and regularly available from
an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices
represent actual and regularly occurring market transactions on an arm's length basis.
Level 1: The quoted market price used for financial assets is the current close price. The Group does not
hold financial assets or liabilities measured at level 1 at year end 2023 or 2022.
Level 2: The fair value of financial instruments not traded in an active market (over-the-counter contracts)
are based on third-party quotes (Mark-to-Market). These quotes use observable market rates for price
discovery. The different techniques typically applied by financial counterparties (banks) were described
above. These instruments – interest rate swap derivatives – are included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the financial asset
or liability is in level 3. The Group does not hold financial assets or liabilities measured at level 3 at year end
2023 or 2022. As such, there are no changes in level 3 instruments during the periods.
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Financial
Statements
Consolidated Financial Statements continued
Note 10 Financial risk continued
The following tables show the changes in financial instruments measured at fair value:
2023
2022
Financial liabilities (financial assets) at fair value
Financial liabilities measured at fair value at 01.01
(71)
91
Gain/(loss) in fair value through the income statement
–
(162)
Derecognition of interest swap due to expiration
71
–
Total financial liabilities (financial assets) at fair value 31.12
–
(71)
The following tables show the Group’s financial assets and liabilities by measurement category:
Fair value
through
2023 Amortised income
Financial instrument by category cost
statement
Total
Assets
Accounts receivable and other short-term receivables
24,848
–
24,848
Cash and cash equivalents
32,918
–
32,918
Total assets 31.12
57,766
–
57,766
Liabilities
Non-current debt to financial institutions
187,893
–
187,893
Non-current bonds
69,208
–
69,208
Financial derivatives
–
–
–
Current debt to financial institutions
23,642
–
23,642
Current bonds
4,088
–
4,088
Other current liabilities
12,546
–
12,546
Total liabilities 31.12
297,376
–
297,376
Notes to the Consolidated Financial Statements continued
(EUR 1,000)
2022
Financial instrument by category
Fair value
through
Amortised income
cost
statement
Total
Assets
Accounts receivable and other short-term receivables
5,079
–
5,079
Other current assets
4,114
–
4,114
Financial derivatives
–
71
71
Cash and cash equivalents
45,021
–
45,021
Total assets 31.12
54,214
71
54,285
Liabilities
Non-current debt to financial institutions
73,350
–
73,350
Non-current bonds
72,663
–
72,663
Current debt to financial institutions
6,889
–
6,889
Current bonds
4,062
–
4,062
Other current liabilities
10,495
–
10,495
Total liabilities 31.12
167,459
–
167,459
Note 11 Financial items
Note
2023
2022
Financial income
Other financial income
1,543
224
Currency differences
132
64
Unrealised gain on financial derivatives
5
–
162
Total financial income
1,675
450
2023
2022
Financial expense
Interest expenses
4,855
1,776
Realised loss on financial derivatives
5
71
–
Other financial expenses
426
114
Total financial expense
5,353
1,890
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Financial
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Consolidated Financial Statements continued
Note 12 Cash and cash equivalents
Financial reporting principles
Cash and cash equivalents include cash in hand and deposits held at call with banks with maturities of
three months or less. Restricted deposits are classified separately from unrestricted bank deposits under
cash and cash equivalents.
2023
2022
Cash and cash equivalents 31.12
Bank deposits
32,918
45,021
Sum cash and cash equivalents 31.12
32,918
45,021
In addition to amount in cash and cash equivalent, the Group holds restricted cash related to withheld tax of
EUR 1.2 million (2022: EUR 54,000). As of 31 December 2022 the Group held restricted cash of EUR 54.1 million in
Edda Wind III AS, only available for payment of incurred construction cost for the newbuilding, which was
reclassified to cash and cash equivalents when the related vessel commenced operations in 2023.
Note 13 Share capital
Edda Wind’s share capital amounts to NOK 11,231,449 divided into 112,314,488 shares, each with a nominal
value of NOK 0.1.
In March 2023, Edda Wind performed a private placement, raising a total of NOK 1.2 billion through the
allocation of 48 million new shares at a subscription price of NOK 25 per share.
Largest shareholders at 31 December 2023
Number Ownership
Shareholder
Country
of shares share
Wilhelmsen New Energy AS
Norway
28,500,000
25.4%
Geveran Trading Co Ltd
Cyprus
24,306,313
21.6%
Østensjø Wind AS
Norway
21,300,000
19.0%
Credit Suisse (Switzerland) Ltd.
Ireland
17,888,331
15.9%
VJ Invest AS
Norway
1,313,235
1.2%
J.P. Morgan SE
Luxembourg
1,129,603
1.0%
Varner Equities AS
Norway
776,973
0.7%
State Street Bank and Trust Comp
United States
665,780
0.6%
Wahl Eiendom AS
Norway
656,000
0.6%
Clearstream Banking S.A.
Luxembourg
637,118
0.6%
Largest shareholders
97,173,353
86.5%
Others
15,141,135
13.5%
Total
112,314,488
100.0%
Largest shareholders at 31 December 2022
Number Ownership
Shareholder
Country
of shares share
Østensjø Wind AS
Norway
16,500,000
14.7%
Wilhelmsen New Energy AS
Norway
16,500,000
14.7%
Geveran Trading Co Ltd
Cyprus
7,551,754
6.7%
Credit Suisse (Switzerland) Ltd.
Ireland
6,888,331
6.1%
J.P. Morgan SE
Luxembourg
1,126,184
1.0%
VJ Invest AS
Norway
1,009,615
0.9%
Morgan Stanley & Co. Int. Plc.
United Kingdom
958,887
0.9%
Forenede Industrier Shipping AS
Norway
585,716
0.5%
Varner Equities AS
Norway
518,767
0.5%
Kontrari AS
Norway
500,000
0.4%
Portia AS
Norway
500,000
0.4%
Largest shareholders
52,639,254
46.9%
Others
11,675,234
18.2%
Total
64,314,488
65.0%
Note 14 Earnings per share
The Company does not hold treasury shares and the weighted average number of diluted and ordinary
shares is the same, as the Company does not hold any dilutive instruments.
Earnings per share
Amount in EUR
2023
2022
Earnings per share
Net profit attributable to ordinary shareholders of Edda Wind ASA
(3,867,732)
1,934,902
Weighted average number of outstanding shares to calculate earnings per share
101,819,340
64,314,488
Earnings per share in EUR
(0.04)
0.03
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Financial
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Consolidated Financial Statements continued
Note 15 Other circumstances
In relation to one of the newbuildings, the Group has assumed payment obligations and purchased certain
equipment directly in order to avoid delays in delivery. As at 31 December 2023 the obligation was EUR 0.2
million. The Group will be compensated for the assumed obligations through a loan agreement in the net
amount of EUR 2.4 million paid over two years. As at 31 December 2023, the loan amount was EUR 1.8 million.
As previously disclosed, Edda Wind acquired legal title to C-416 in October 2023 to ensure the vessels
completion. Subsequent to this, Edda Wind has entered into a loan agreement of EUR 11 million as pre-
financing of the tax lease benefit under the Spanish Tax Lease structure. The pre-financing will be used to
cover expenses on behalf of the yard until the vessel is completed. Upon completion, the total tax lease
benefit of EUR 14 million will be used to settle the pre-funding. As at 31 December 2023, Edda Wind has paid
11 million on behalf of the yard, which is included in the balance sheet as short-term receivable. The vessel is
expected to be completed in early Q2 2024.
Note 16 Events after balance sheet date
Edda Wind has experienced technical challenges with the gangway systems. The challenges have previously
been dealt with during regular operation. To ensure that the systems are achieving the expected reliability
and performance, Edda Wind has taken three of its vessels, Edda Breeze, Edda Brint and Edda Boreas, out of
operation to implement robust solutions to the various issues. The vessels were in operation again in March.
Edda Brint experienced further offhire during March and April, but has been in constructive dialogue with
the charterers throughout. Due to offhire and extraordinary capital expenditure caused by technical issues
on Edda Brint and Edda Breeze, Edda Wind utilised embedded equity cure mechanisms in the Group’s two
bonds and did one technical equity cure on each in 2024, in addition to one equity cure on one of the bonds
in 2023.
In February 2024, Edda Wind, through its subsidiary West Energy AS, entered into a sale and purchase
agreement regarding the sale of all outstanding shares in Puerto de Calella S.L., the registered owner of
Edda Passat. The transaction was completed in March 2024. The proceeds from the sale will be used for
general corporate purposes, including the repayment of outstanding debt related to Edda Passat.
Edda Wind took delivery of the newbuild C416 in March 2024.
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Company Financial Statements
Income Statement
(EUR 1,000)
Balance Sheet
(EUR 1,000)
Notes 2023 2022
Other operating expenses 2 1,461 2,000
Total operating expenses 1,461 2,000
Operating profit (1,461) (2,000)
Financial income and expenses
Interest income from Group companies 3 4,592 2,534
Other financial income 3.4 2,876 4,060
Net currency differences 1,052 (2,071)
Interest paid to Group companies 3 (25) –
Other interest expenses (123) –
Other financial expenses (2) (204)
Financial income/(expense) 8,369 4,320
Profit/(loss) before tax 6,908 2,320
Tax (income)/expense 5 (2,122) –
Profit/(loss) for the year 4,786 2,320
Notes 1 to 9 on the next pages are an integral part of these financial statements.
Notes 2023 2022
ASSETS
Financial assets
Investment in subsidiary companies 4 143,820 108,462
Long-term receivables 1,862 2,462
Total financial assets 145,682 110,924
Current assets
Receivables from Group companies 3 156,370 34,966
Other short-term receivables 3 2,980 1,071
Cash and cash equivalents 6 6,351 26,739
Total current assets 165,702 62,777
Total assets 311,384 173,701
EQUITY AND LIABILITIES
Equity
Share capital 7.8 1,071 644
Share premium 7 271,972 167,478
Other equity 7 7,107 2,321
Total equity 280,149 170,442
Non-current liabilities
Debt to financial institutions 9 19,692 –
Total non-current liabilities 19,692 –
Current liabilities
Account payables 3 79 562
Liabilities to Group companies 3 10,806 –
Other current liabilities 3.1 657 2,696
Total current liabilities 11,542 3,259
Total liabilities 31,235 3,259
Total equity and liabilities 311,384 173,701
Notes 1 to 9 on the next pages are an integral part of these financial statements.
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Balance Sheet continued
(EUR 1,000)
Haugesund, 24 April 2024
The Board of Directors of Edda Wind ASA
Jan Eyvin Wang Martha Kold Monclair
Chairman of the Board Board member
Toril Eidesvik Håvard Framnes
Board member Board member
Adrian Geelmuyden Duncan J. Bullock
Board member Board member
Cecilie Wammer Serck-Hanssen Kenneth Walland
Board member CEO
Cash Flow Statement
(EUR 1,000)
Notes 2023 2022
Cash flow from operations
Profit/(loss) before tax 63,908 2,321
Group contribution, received 3 (607) (3,972)
Change in trade payables 483 312
Change in other current assets and other liabilities (124,548) (11,337)
Net cash flow from operations (117,764) (12,676)
Cash flow from investment activities
Change in long-term loan 600 (2,462)
Investments in subsidiaries 4 (27,836) (38,125)
Net cash flow from investment activities (27,236) (40,587)
Cash flow from financing activities
Net drawn interest-bearing debt 19,692 –
Increase capital 104,921 –
Net cash flow from financing activities 124,613 –
Effects of currency rate changes on bank deposits, cash and
equivalents
Net change in bank deposits, cash and equivalents (20,388) (53,263)
Cash and cash equivalents at 01.01 26,739 80,002
Cash and cash equivalents at 31.12 6,351 26,739
Note 1 to 9 on the next pages are an integral part of these financial statements.
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Notes to the Company Financial Statements
(EUR 1,000)
Note 1 General accounting principles
Accounting policies
The financial statements have been prepared in accordance with the Norwegian Accounting Act of 1998
and generally accepted accounting principles in Norway.
Shares in subsidiaries
Subsidiaries and investments in associates are valued at cost in the Company accounts. The investment is
valued at cost of the shares in the subsidiary, less any impairment losses. An impairment loss is recognised
if the impairment is not considered to be temporary, in accordance with generally accepted accounting
principles. Impairment losses are reversed if the reason for the impairment loss disappears in a later period.
Dividend, Group contributions and other distribution from subsidiaries are recognised in the same year as
they are recognised in the financial statements of the provider. If dividends / Group contributions exceed
withheld profits after the acquisition date, the excess amount represents repayment of invested capital,
and the distribution will be deducted from the recorded value of the acquisition in the balance sheet for
the parent company.
Valuation and classification of assets and liabilities
Assets intended for permanent ownership or use in the business are classified as non-current assets. Other
assets are classified as current assets. Receivables due within one year are classified as current assets. The
classification of current and non-current liabilities is based on the same criteria. Current assets are valued
at the lower of historical cost and fair value. Fixed assets are carried at historical cost but are written down
to their recoverable amount if this amount is lower than the carrying amount and the decline is expected to
be permanent. Fixed assets with limited economic life are depreciated on a systematic basis in accordance
with a reasonable depreciation schedule. Other long-term liabilities, as well as short-term liabilities, are
valued at nominal value.
Provisions
Provisions are recognised when the Company faces an obligation (legal or constructive) as a result of past
event and it is probable that an outflow of resources will be required to settle the obligation and a reliable
estimate can be made on the amount of the obligation. The expense related to a provision is presented in
the statement of profit and loss. All provisions are reviewed at end of each reporting period and adjusted to
reflect best estimate.
Use of estimates
The management has used estimates and assumptions that have affected the income statement and the
valuation of assets and liabilities, as well as uncertain assets and liabilities on the balance sheet date during
preparation of the financial statements in accordance with generally accepted accounting principles
inNorway.
Foreign currency
The financial statements of the Company are presented in Euro. Monetary items (assets, liabilities and bank
deposits) in foreign currency are converted at the exchange rate as on the balance sheet date.
Receivables
Receivables are recognised at nominal value, less the accrual for expected losses of receivables.
Provisions for doubtful accounts are made on the basis of individual assessment of each receivable.
For the remaining receivables, a general provision is estimated based on expected loss.
Dividend
Dividend income is recognised when the right to receive payment is established, normally when the
dividend is approved by the general meeting of the subsidiary. Dividend distribution to shareholders
is recognised as a liability when the dividend is approved by the general meeting.
Tax
The tax expense consists of the tax payable and changes to deferred tax. Deferred tax/tax assets are
calculated on all differences between the book value and tax value of assets and liabilities. Deferred tax
assets are recorded on the balance sheet when it is more likely than not that the tax assets will be utilised.
Taxes payable and deferred taxes are recognised directly in equity to the extent that they relate to equity
transactions.
Cash flow statements
The statement of cash flow is prepared in accordance with the indirect model. Cash and cash equivalents
include cash, bank deposits and other short-term investments which immediately and with minimal
exchange risk can be converted into known cash amounts, with due date less than three months from
purchase date.
Note 2 Payroll and remuneration
Edda Wind ASA has no employees and is therefore not obliged to follow the Mandatory Occupational
Pensions Act. Edda Wind ASA’s management team is employed and remunerated through subsidiary Edda
Wind Management AS as shown in table below:
2023 Wages Bonus
Other
benefits
Pension
costs
Remuneration to management:
Kenneth Walland (CEO) 243 49 19 11
Tom Johan Austrheim (CFO) 163 36 4 11
Håkon Vevang (CCO) 141 30 6 11
Jan Lodden (CCO) 136 15 4 11
Nina Marie Wathne (CHRO) (start date 1 September 2023) 38 – – 3
Ellen Sofie Ottesen (CTO) (start date 1 October 2023) 30 – – 2
Total remuneration to management 751 130 33 48
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Note 2 Payroll and remuneration continued
2022 Salaries Bonus
Other
benefits
Pension
costs
Remuneration to management
Kenneth Walland (CEO) 242 35 20 11
Håkon Vevang (CCO) 121 17 5 11
Tom Johan Austrheim (CFO) 142 18 3 11
Jan Lodden (COO) (start date 01.07.2022) 63 – 1 5
Total remuneration to management 568 69 29 38
Name Position 2023 2022
Remuneration to the Board of Directors:
Jan Eyvin Wang Chairman 31 9
Håvard Framnes Director 45 15
Martha Kold Monclair Director 33 10
Toril Eidesvik Director 29 9
Duncan J. Bullock Director 29 9
Cecilie Wammer Serck-Hanssen Director 29 9
Adrian Geelmuyden Director 29 9
Total remuneration to the Board of Directors 223 68
Jan Eyvin Wang was appointed as Chairman on 25 May 2023.
2023 2022
Expensed audit fee (excluding VAT)
Audit services 103 52
Other assurance services 34 4
Total expensed audit fee 137 56
Note 3 Transactions with related parties
The profit and loss statement includes the following amounts resulting from transactions with related parties.
2023 2022
Management fee
Edda Wind Management AS 226 22
Total 226 22
Reimbursed cost
Edda Wind Management AS – 1,300
Total – 1,300
Interest income
Edda Wind Management AS 17 14
Edda Wind Investment AS 1 0
Edda Wind I AS 199 141
Edda Wind II AS 192 857
Edda Wind III AS 58 53
Edda Wind IV AS 448 737
Edda Wind V AS 74 509
Edda Wind VI AS 399 51
Edda Wind VII AS 223 5
Edda Wind VIII AS 0 3
Edda Wind IX AS 558 154
Edda Wind X AS 0 –
Edda Wind XI AS 748 –
Edda Wind XII AS 651 –
Edda Wind XIV AS 566 –
Edda Wind XV AS 455 –
West Energy AS 3 8
Total 4,592 2,534
Interest expenses
Edda Wind VIII AS 25 –
Total 25 –
Notes to the Company Financial Statements continued
(EUR 1,000)
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Financial income 2023 2022
West Energy AS 658 222
Puerto de Calella 172 –
Edda Wind Management AS – 60
Edda Wind I AS 199 –
Edda Wind II AS 282 –
Edda Wind IV AS 211 –
Edda Wind V AS 176 –
Edda Wind VI AS 71 –
Edda Wind VII AS – 1,815
Edda Wind VIII AS 110 1,875
Edda Wind IX AS 33 –
Edda Wind XI AS 3 –
Edda Wind XII AS 3 –
Edda Wind XIV AS 3 –
Total 1,923 3,972
The balance sheet includes the following amounts resulting from transactions with related parties
2023 2022
Short-term receivables
Group companies 158,667 34,966
Associated companies 3 –
Total 158,670 34,966
Accounts payable
Group companies – 251
Associated companies – 291
Total – 542
The Company acts as guarantor for the interest-bearing debt of its subsidiaries.
Note 4 Investment in subsidiaries
Subsidiaries
Business
office/country
Nature
of business
Ownership/
voting rights Currency Result Equity
Book
value
(EUR)
Edda Wind
Management AS
Haugesund, Norway Management
services
100% NOK (18,293) 940 93
Edda Wind
Investment AS
Haugesund, Norway Investment 100% NOK (36) 30 4
Edda Wind I AS Haugesund, Norway Vessel operations 100% EUR (4,860) 7,764 23,363
Edda Wind II AS Haugesund, Norway Vessel operations 100% EUR (7,004) 11,992 21,748
Edda Wind III AS Haugesund, Norway Vessel operations 100% GBP (5,543) 7,090 22,653
Edda Wind IV AS Haugesund, Norway Vessel owner 100% EUR (4,082) 6,452 12,407
Edda Wind V AS Haugesund, Norway Vessel operations 100% EUR (2,372) 16,401 16,582
Edda Wind VI AS Haugesund, Norway Vessel owner 100% EUR (1,035) 7,466 8,617
Edda Wind VII AS Haugesund, Norway Vessel owner 100% EUR 195 771 1,821
Edda Wind VIII AS Haugesund, Norway Dormant 100% EUR 388 936 1,880
Edda Wind IX AS Haugesund, Norway Vessel owner 100% EUR (936) 2,772 3,869
Edda Wind X AS Haugesund, Norway Dormant 100% EUR (7) (11) 5
Edda Wind XI AS Haugesund, Norway Vessel owner 100% EUR (1,329) (275) 5
Edda Wind XII AS Haugesund, Norway Vessel owner 100% EUR (848) 51 5
Edda Wind XIV AS Haugesund, Norway Vessel owner 100% EUR (1,027) (218) 5
Edda Wind XV As Haugesund, Norway Vessel owner 100% EUR (426) 322 5
Edda Wind XVI AS Haugesund, Norway Dormant 100% EUR (6) (3) 4
Edda Wind XVII AS Haugesund, Norway Dormant 100% EUR (6) (3) 4
Edda Wind XVIII AS Haugesund, Norway Dormant 100% EUR (6) (3) 4
Edda Wind XIX AS Haugesund, Norway Dormant 100% EUR (6) (3) 4
Edda Wind XX AS Haugesund, Norway Dormant 100% EUR (6) (3) 4
Edda Wind
Crewing AS
Haugesund, Norway Dormant 100% EUR (6) (3) 4
West Energy AS Haugesund, Norway Vessel operations 100% GBP 1,914 23,716 23,169
Edda Supply Ships
UK Ltd
Aberdeen,
United Kingdom
Management
services
100% GBP 31 270 43
Based on the subsidiaries underlying assets and operation, no impairment charge has been made to the
investments in 2023 or 2022.
Notes to the Company Financial Statements continued
(EUR 1,000)
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Note 4 Investment in subsidiaries continued
Edda Wind ASA has given group contributions of EUR 9,644,348. The group contributions are given with tax
effect and are booked as increase in investment. Edda Wind ASA has also received group contributions of
EUR 607,482. The group contributions are received with tax effect and are booked as financial income.
Note 5 Tax
Income tax for the year 2023 2022
Tax payable – –
Tax effect group contribution (2,122) –
Change in deferred tax – –
Total income tax expense (benefit) (2,122) –
Basis for tax payable 2023 2022
Profit before tax 6,908 2,321
Permanent differences 2,723 793
Taxable income 9,631 3,114
Group contribution received 607 3,972
Group contribution given (9,644)
Tax loss carried forward (594) (7,086)
Basis tax payable – –
Temporary differences and deferred tax 2023 2022 Change
Tax loss carried forward – (254) 254
Deferred tax – (56) 56
Change in deferred tax/deferred tax asset 56 384
Correction from 2021 – 1,129
Not recorded deferred tax asset (56) (1,512)
Deferred tax (+) / Deferred tax asset (-) – –
Note 6 Cash and cash equivalents
2023 2022
Bank deposits EUR 5,860 25,277
Bank deposits NOK 241 1,161
Bank deposits GBP 251 301
Total cash and cash equivalents 6,351 26,739
The Company does not have any restricted cash as of 31 December 2023.
Note 7 share capital
Edda Wind ASA’s share capital amounts to NOK 11,231,449 divided into 112,314,488 shares, each with a nominal
value of NOK 0.1.
In March 2023, Edda Wind performed a private placement, raising a total of NOK 1.2 billion through the
allocation of 48 million new shares at a subscription price of NOK 25 per share.
Largest shareholders at 31 December 2023
Shareholder Country
Number
of shares
Ownership
share
Wilhelmsen New Energy AS Norway 28,500,000 25.4%
Geveran Trading Co Ltd Cyprus 24,306,313 21.6%
Østensjø Wind AS Norway 21,300,000 19.0%
Credit Suisse (Switzerland) Ltd. Ireland 17,888,331 15.9%
VJ Invest AS Norway 1,313,235 1.2%
J.P. Morgan SE Luxembourg 1,129,603 1.0%
Varner Equities AS Norway 776,973 0.7%
State Street Bank and Trust Comp United States 665,780 0.6%
Wahl Eiendom AS Norway 656,000 0.6%
Clearstream Banking S.A. Luxembourg 637,118 0.6%
Largest shareholders 97,173,353 86.5%
Others 15,141,135 13.5%
Total 112,314,488 100.0%
During 2023, Edda Wind ASA increased its number of shares from 64,314,488 shares at nominal value of NOK
0.1 to 112,314,488 shares at nominal value of NOK 0.1.
Notes to the Company Financial Statements continued
(EUR 1,000)
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Note 7 share capital continued
Largest shareholders at 31 December 2022
Shareholder Country
Number
of shares
Ownership
share
Østensjø Wind AS Norway 16,500,000 25.7%
Wilhelmsen New Energy AS Norway 16,500,000 25.7%
Geveran Trading Co Ltd Cyprus 7,551,754 11.7%
Credit Suisse (Switzerland) Ltd. Ireland 6,888,331 10.7%
J.P. Morgan SE Luxembourg 1,126,184 1.8%
VJ Invest AS Norway 1,009,615 1.6%
Morgan Stanley & Co. Int. Plc. United Kingdom 958,887 1.5%
Forenede Industrier Shipping AS Norway 585,716 0.9%
Varner Equities AS Norway 518,767 0.8%
Kontrari AS Norway 500,000 0.8%
Portia AS Norway 500,000 0.8%
Largest shareholders 52,639,254 81.8%
Others 11,675,234 18.2%
Total 64,314,488 100.0%
Note 8 Changes in equity
Share
capital
Share
premium
Other
equity Total equity
Balance at 01.01.2023 644 167,478 2,321 170,442
Capital increase by issuance of new shares 427 104,494 – 104,921
Profit/loss for the year 4,786 5,479
Balance at 31.12.2023 1,071 271,972 7,107 280,149
Note 9 Interest bearing debt
The table below shows the Company’s interest-bearing debt:
2023 2022
Interest-bearing debt 20,000 –
Debt insurance cost (308) –
Total 19,692 –
Loan agreements contains financial covenants at Group level related to minimum cash. In addition, the
Group is required to maintain a positive working capital, book equity ratio of at least 30%, interest coverage
ratio (EBITDA to net interest cost) of at least 2.50:1 and average market value of vessels to aggregate amount
of loans under the post-delivery facility of at least 130%.
The interest-bearing debt matures in December 2025.
Note 10 Other circumstances
In 2022, in relation to a newbuilding in one of Edda Wind ASA’s subsidiaries, the Company assumed payment
obligations and purchased certain equipment directly in order to avoid delays in delivery. As at December
2023 the obligation was EUR 0.2 million. The Company will be compensated for the assumed obligations
through a loan agreement in the net amount of EUR 2.4 million paid over two years. As at 31 December 2023,
the outstanding loan amount was EUR 1.8 million.
Note 11 Subsequent events
No subsequent events reported.
Notes to the Company Financial Statements continued
(EUR 1,000)
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A member firm of Ernst & Young Global Limited
INDEPENDENT AUDITOR'S REPORT
To the Annual Shareholders' Meeting of Edda Wind ASA
Report on the audit of the financial statements
Opinion
We have audited the financial statements of Edda Wind ASA (the Company) which comprise the financial
statements of the Company and the consolidated financial statements of the Company and its
subsidiaries (the Group). The financial statements of the Company comprise the balance sheet as at 31
December 2023 and the income statement and cash flow statement for the year then ended and notes to
the financial statements, including a summary of significant accounting policies. The consolidated
financial statements of the Group comprise the statement of financial position as at 31 December 2023,
the income statement, statement of comprehensive income, statement of changes in equity and cash flow
statement for the year then ended and notes to the financial statements, including material accounting
policy information.
In our opinion
• the financial statements comply with applicable legal requirements,
• the financial statements give a true and fair view of the financial position of the Company as at 31
December 2023 and its financial performance and cash flows for the year then ended in
accordance with the Norwegian Accounting Act and accounting standards and practices
generally accepted in Norway,
• the consolidated financial statements give a true and fair view of the financial position of the
Group as at 31 December 2023 and its financial performance and cash flows for the year then
ended in accordance with IFRS Accounting Standards as adopted by the EU.
Our opinion is consistent with our additional report to the audit committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of
the financial statements section of our report. We are independent of the Company and the Group in
accordance with the requirements of the relevant laws and regulations in Norway and the International
Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants
(including International Independence Standards) (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 5 years from the election by the general meeting of the
shareholders on 18 October 2019 for the accounting year 2019.
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Independent auditor's report - Edda Wind ASA 2023
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Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements for 2023. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters. For each matter below, our description of how our audit addressed the matter is
provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial
statements section of our report, including in relation to these matters. Accordingly, our audit included the
performance of procedures designed to respond to our assessment of the risks of material misstatement
of the financial statements. The results of our audit procedures, including the procedures performed to
address the matters below, provide the basis for our audit opinion on the financial statements.
Impairment assessment of vessels and newbuilds
Basis for the key audit matter
As of 31 December 2023, the market
capitalization of the Group was below book value
of the Group equity. Group management have
identified the impairment indicator to be related to
vessels and newbuilds and have therefore tested
recoverable amounts. The carrying amount of the
Group’s vessels and newbuilds amounted to
EUR 515 million, which corresponds to 88% of
assets. Remaining installments for newbuilds
amount to EUR 224,4 million. No impairment was
recognized on vessels and newbuilds.
Management have classified each vessel and
newbuild as a cash generating unit (“CGU”).
Management have measured the recoverable
amount of vessels and newbuilds by comparing
the carrying amount and remaining installments
of each CGU to the highest of fair value less cost
to sell and value in use. Key assumptions for the
value-in-use calculation were forecasted day-
rates, operating costs, utilization, estimated
useful life of the vessels and discount rate.
Considering the extent of estimates and
assumptions applied in the impairment
evaluation, and management’s involvement and
significant judgement in establishing them, we
assess impairment assessment of vessels and
newbuilds as a key audit matter.
Our audit response
We evaluated the appropriateness of
management’s identification of the Group’s
CGUs. For the value in use calculation, we
compared day-rates to the firm contracts and
estimated future rates to historical spot rates and
future market expectation from third party for the
SOV and CSOV market. Operating costs have
been compared to approved budget, historical
expenses and future expectation from third party.
Estimated useful life of the vessels have been
compared to industry practice and plans for
docking and maintenance. We involved an
internal specialist in testing the mathematical
accuracy of the value-in-use calculation, in the
assessment of the model and the discount rate
applied. Furthermore, we assessed
managements fair value less cost to sale and
compared with third party broker valuation
reports.
We refer to note 4 of the consolidated financial
statements.
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Other information
Other information consists of the information included in the annual report other than the financial
statements and our auditor’s report thereon. Management (the board of directors and the general
manager) is responsible for the other information. Our opinion on the financial statements does not cover
the other information, and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information,
and, in doing so, consider whether the board of directors’ report, the statement on corporate governance
and the statement on corporate social responsibility contain the information required by applicable legal
requirements and whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the
work we have performed, we conclude that the other information is materially inconsistent with the
financial statements, there is a material misstatement in this other information or that the information
required by applicable legal requirements is not included in the board of directors’ report, the statement
on corporate governance or the statement on corporate social responsibility, we are required to report
that fact.
We have nothing to report in this regard, and in our opinion, the board of directors’ report, the statement
on corporate governance and the statement on corporate social responsibility are consistent with the
financial statements and contain the information required by applicable legal requirements.
Responsibilities of management for the financial statements
Management is responsible for the preparation of the financial statements of the Company that give a
true and fair view in accordance with the Norwegian Accounting Act and accounting standards and
practices generally accepted in Norway, and for the preparation of the consolidated financial statements
of the Group that give a true and fair view in accordance with IFRS Accounting Standards as adopted by
the EU. Management is responsible for such internal control as management determines is necessary to
enable the preparation of financial statements that are free from material misstatement, whether due to
fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s and the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless management either intends to liquidate the
Company or the Group, or to cease operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error,
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Independent auditor's report - Edda Wind ASA 2023
A member firm of Ernst & Young Global Limited
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s and the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s and the Group’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the financial statements or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company and the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group audit.
We remain solely responsible for our audit opinion.
We communicate with the board of directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the audit committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters
that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the board of directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the key
audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on other legal and regulatory requirement
Report on compliance with regulation on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of Edda Wind ASA we have performed an assurance
engagement to obtain reasonable assurance about whether the financial statements included in the
annual report, with the file name eddawindasa-2023-12-31-en, have been prepared, in all material
respects, in compliance with the requirements of the Commission Delegated Regulation (EU) 2019/815
on the European Single Electronic Format (ESEF Regulation) and regulation pursuant to Section 5-5 of
the Norwegian Securities Trading Act, which includes requirements related to the preparation of the
annual report in XHTML format and iXBRL tagging of the consolidated financial statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all material
respects, in compliance with the ESEF Regulation.
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Edda Wind ASA – Annual Report 2023
Strategic
Report
Board of
Directors’ Report
Governance
Report
Financial
Statements
Auditor’s Report continued
Auditor’s Report continued
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Independent auditor's report - Edda Wind ASA 2023
A member firm of Ernst & Young Global Limited
Management’s responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
Regulation. This responsibility comprises an adequate process and such internal control as management
determines is necessary.
Auditor’s responsibilities
Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in all material
respects, the financial statements included in the annual report have been prepared in accordance with
the ESEF Regulation. We conduct our work in accordance with the International Standard for Assurance
Engagements (ISAE) 3000 – “Assurance engagements other than audits or reviews of historical financial
information”. The standard requires us to plan and perform procedures to obtain reasonable assurance
about whether the financial statements included in the annual report have been prepared in accordance
with the ESEF Regulation.
As part of our work, we perform procedures to obtain an understanding of the company’s processes for
preparing the financial statements in accordance with the ESEF Regulation. We test whether the financial
statements are presented in XHTML-format. We evaluate the completeness and accuracy of the iXBRL
tagging of the consolidated financial statements and assess management’s use of judgement. Our
procedures include reconciliation of the iXBRL tagged data with the audited financial statements in
human-readable format. We believe that the evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Bergen, 24. April 2024
ERNST & YOUNG AS
Øyvind Nore
State Authorised Public Accountant (Norway)
Remuneration Report
Statsautoriserte revisorer
Ernst & Young AS
Thormøhlens gate 53 D, 5006 Bergen
Postboks 6163, 5892 Bergen
Foretaksregisteret: NO 976 389 387 MVA
Tlf: +47 24 00 24 00
www.ey.no
Medlemmer av Den norske
Revisorforening
A member firm of Ernst & Young Global Limited
INDEPENDENT AUDITOR’S ASSURANCE REPORT ON REMUNERATION REPORT IN EDDA WIND
ASA FOR THE FINANCIAL YEAR 2023
To the General Meeting of Edda Wind ASA
Opinion
We have performed an assurance engagement to obtain reasonable assurance that Edda Wind ASA’s
report on salary and other remuneration to directors (the remuneration report) for the financial year ended
31 December 2023 has been prepared in accordance with section 6-16 b of the Norwegian Public Limited
Liability Companies Act and the accompanying regulation.
In our opinion, the remuneration report has been prepared, in all material respects, in accordance with
section 6-16 b of the Norwegian Public Limited Liability Companies Act and the accompanying regulation.
Board of directors’ responsibilities
The board of directors is responsible for the preparation of the remuneration report and that it contains
the information required in section 6-16 b of the Norwegian Public Limited Liability Companies Act and
the accompanying regulation and for such internal control as the board of directors determines is
necessary for the preparation of a remuneration report that is free from material misstatements, whether
due to fraud or error.
Our independence and quality control
We are independent of the company in accordance with the requirements of the relevant laws and
regulations in Norway and the International Ethics Standards Board for Accountants’ International Code
of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code),
and we have fulfilled our other ethical responsibilities in accordance with these requirements. The firm
applies International Standard on Quality Management, which requires the firm to design, implement and
operate a system of quality management including policies or procedures regarding compliance with
ethical requirements, professional standards and applicable legal and regulatory requirements.
Auditor’s responsibilities
Our responsibility is to express an opinion on whether the remuneration report contains the information
required in section 6-16 b of the Norwegian Public Limited Liability Companies Act and the accompanying
regulation and that the information in the remuneration report is free from material misstatements. We
conducted our work in accordance with the International Standard for Assurance Engagements (ISAE)
3000 – “Assurance engagements other than audits or reviews of historical financial information”.
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Board of
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Governance
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Financial
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Auditor’s Report continued
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Independent auditor’s assurance report on remuneration report - Edda Wind ASA 2023
A member firm of Ernst & Young Global Limited
We obtained an understanding of the remuneration policy approved by the general meeting. Our
procedures included obtaining an understanding of the internal control relevant to the preparation of the
remuneration report in order to design procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the company’s internal control. Further we
performed procedures to ensure completeness and accuracy of the information provided in the
remuneration report, including whether it contains the information required by the law and accompanying
regulation. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Bergen, 24 April 2024
ERNST & YOUNG AS
Øyvind Nore
State Authorised Public Accountant (Norway)
Remuneration Report continued