SeaBird Exploration Plc
Annual Report
2023
©G. King
Annual Report 2023 2
Table of content
Financial highlights for the Group
3
Letter from the Chairman
4
Group Management
5
Board of Directors
6
Environmental, social and corporate governance
7
Transparency Act
17
Management Report
25
Consolidated Financial Accounts
29
Separate Financial Accounts: Seabird Exploration Plc
77
Independent Auditors’ Report
93
Declaration of the Members of the Board of Directors
100
Annual Report 2023 3
Financial highlights for the Group
Year ended 31 December
All figures in USD 000's except equity ratio
2023
Revenues
34,635
Cost of sales
-19,062
SG&A
-3,969
EBITDA*
8,665
EBIT*
2,411
Profit/(loss) for the period
3,127
Capital expenditures
2,745
Total debt
16,234
Net interest-bearing debt*
14,058
Equity ratio*
50%
Note* see Note 34 in Consolidated Financial Accounts for definitions.
Annual Report 2023 4
Letter from the Chairman
I am very pleased to see Seabird Exploration report a positive
net result for 2023 and would like to thank all our employees for
your dedication and hard work.
The Q1 2023 spin-off of Green Minerals marked the final leg in
the restructuring of the Group. Through the restructuring, we
firmly believe we have right-sized the cost level, high-graded our
capacity to industry-leading standards, amended our operating
model to enable excellence in the product we deliver and
rearranged into an appropriate funding structure. We are
pleased to see these efforts finally beginning to show in the
company`s numbers.
While we have succeeded in making long term OBN source
work the backbone of the Company, the main challenge for
2024 is to further leverage on our considerable track record and
capacity for 2D work. While being an erratic business, the
increased need for energy security in many countries means the
demand for 2D seismic will continue. The Company perceives
competition to be low, providing a promising backdrop for
strong profitability for the few who are left.
The structural growth in OBN continues unabated and the
segment now constitutes more than 40pc of all offshore seismic
activity, up from around 15pc before the large downturn in oil
markets started in 2014. The OBN source market is in our opinion
tighter now than it was at the last peak, but rates have failed to
recover to previous highs of around USD 80,000 per day. We
believe rates need to continue to improve, though, as seismic
equipment & vessel economics are far from where they need to
be to give an adequate return. Considering the extended
downturn from 2014, vessel economics need to overshoot the
“average” profitability just to catch up. Indeed, looking at the
more than 50% reduction in vessel supply in the segments
relevant to SeaBird and no newbuild orders in sight, the 60% or
so growth in OBN demand over the same period implies that
something has to give. That something is usually day rates.
Admittedly, while being a public company has many
advantages, it can also create some constraints depending on
how our equity is priced in the marketplace at any time. We
continue to be strong advocates for the need for further
consolidation in our industry, and believe recent trends support
our argument. Notwithstanding this, we are confident that
SeaBird Exploration following the restructuring is well positioned
to take advantage of current trends in the energy markets.
Recent industry-leading contract awards testifies to this. And we
have both organization and equipment to do more in a market
that is improving.
Seabird enters 2024 with a strong order backlog, a solid balance
sheet and significant cash flow. Following a swift repayment of
close to half the Company`s debt in 2022/23, our capital
allocation focus has now turned to begin distributing cash to our
shareholders. Indeed, in the Q4 2023 report we announced the
first cash dividend in the Company`s history together with an
unambiguous target to pay out all excess cash to shareholders
on a quarterly basis going forward.
The Company continuously monitors opportunities that can
support profitable growth under the constraints mentioned
above.
Finally, I`d like to take this opportunity to thank everyone at
SeaBird for your dedication and can-do-attitude. Always doing
our utmost to deliver the best possible result to our clients keeps
Seabird competitive. Let`s keep up the good work!
Thank you!
Sincerely,
_______________________________________
Ståle Rodahl
Executive Chairman
SeaBird Exploration
Annual Report 2023 5
Group Management
Finn Atle Hamre – Chief Executive Officer.
Position held from 2021.
Mr. Hamre has held the position
as Chief Operating Officer of the
company since June 2018,
before taking over as CEO in
2021. Mr. Hamre has more than
25 years of experience in the
Offshore Oil and Gas industry
across both European and Asian
markets. He has more than 15
years of experience in senior
executive management
positions including VP, MD, CCO and CFO. He holds a B.Eng.
(Hons) in Naval Architecture, and a Master of Business
Administration.
Sveinung Alvestad – Chief Financial Officer.
Position held from 2022.
Mr. Alvestad has joined the
company as Director M&A in
May 2021 and appointed CFO in
August 2022. He has worked in
investment banking for about 10
years, with a special focus on
research on renewables and
energy markets and companies.
He holds a MSc in Industrial
Economics and Technology
Management from the
Norwegian University of Science and Technology (NTNU) in
Trondheim. His engineering specialization is within electrical
energy while the economics specialization is in investment,
finance and financial management.
Annual Report 2023 6
Board of Directors
Ståle Rodahl – Executive Chairman of the board
Ståle Rodahl has served 30
years in the financial industry,
amongst others as a hedge
fund manager and in various
executive positions in the
Investment Banking industry in
New York, London and Oslo
and in companies such as
Alfred Berg, ABN Amro and ABG
Sundal Collier. He has also
served on the Board of Directors
in companies in other industries. Mr. Rodahl holds a MSc with a
major in Finance from the Norwegian Business School, BI with
additional programs from London School of Economics (LSE)
and NASD, New York.
Øivind Dahl-Stamnes – Director
Øivind Dahl-Stamnes has
worked 36 years in the
petroleum industry in Norway
and internationally. He has held
executive/management
positions in Equinor and
Esso/Exxon for more than 15
years within exploration and
production operations. Recent
assignments in Equinor include
Vice President positions for the
Troll field, the North Area Initiative and Partner Operated
Licenses. He has also served as chairman and member of
numerous Production License Management Committees for
Equinor and Esso. Mr. Dahl-Stamnes holds a master’s degree in
geology from NTNU in Trondheim.
Sverre Strandenes – Director
Sverre Strandenes has worked
more than 35 years in the oil and
gas industry,and has extensive
experience from the seismic
industry. He obtained an MSc
degree in geophysics from the
University in Bergen in 1981.
Following that, he held various
positions in Norsk Hydro E&P
division within the Research
Center and the Exploration
Department. In 1995 he joined PGS where he has held several
senior/executive management positions, most recently as
Executive Vice President Sales & Services.
Hans Christian Anderson – Director
Hans Christian Anderson works
as a portfolio manager for one
of the company’s largest
shareholders, Anderson Invest
AS. He founded his first
company when he was 18
years old and has a broad,
international background as an
investor in multiple industries. Mr.
Anderson also serves on the
board of directors of other
companies.
Odd Sondre Svalastog Helsing – Director
Mr. Helsing currently holds the
position as investment manager
at MH Capital AS, the
Company’s largest shareholder.
Mr Helsing has worked more
than 11 years in finance and
prior to joining MH Capital AS
held the position as Co-Head of
Equity and Sales at Clarksons
Platou Securities. Mr. Helsing
holds a bachelor’s in economics
and business administration from Norwegian School of
Economics (NHH). He is a Norwegian citizen and resides in
Norway.
Annual Report 2023 Environmental, Social, and Corporate Governance 7
Environmental, social, and corporate governance
1. Sustainability governance .......................................................................................................................................................................... 8
2. Our approach to ESG and their integration into our strategy................................................................................................................. 8
3. Environment performance ......................................................................................................................................................................... 9
4. Social performance .................................................................................................................................................................................. 10
5. Governance performance ...................................................................................................................................................................... 12
6. Targets and progress ................................................................................................................................................................................ 14
7. Future goals and plans ............................................................................................................................................................................. 14
8. Stakeholder engagement ....................................................................................................................................................................... 14
9. Disclaimer and assumption for the ESG reporting .................................................................................................................................. 15
10. Appendix: Sustainability accounting norms ...................................................................................................................................... 16
Annual Report 2023 Environmental, Social, and Corporate Governance 8
1. Sustainability governance
Sustainability governance in the shipping industry is a crucial
element to ensure responsible and sustainable operations,
considering the growing awareness of environmental and social
issues. International organisations, such as the International
Maritime Organisation (IMO), play a pivotal role in developing
and implementing regulations to address the environmental
impact of shipping activities. Examples include the International
Convention for the Prevention of Pollution from Ships (MARPOL)
and the Energy Efficiency Design Index (EEDI), which aim to set
standards for pollution prevention and reduce greenhouse gas
emissions.
Market-based mechanisms, including sustainability indices,
sustainability-linked loans, and other financial instruments, can
incentivise environmentally friendly behaviour in the shipping
industry. Shipping companies also contribute to sustainability
governance by integrating sustainable practices into their
operations, developing policies, and reporting on their
Environmental, Social, and Governance (ESG) performance.
Stakeholder engagement is another critical aspect of
sustainability governance in shipping. Collaboration with
customers, suppliers, governments, and NGOs helps shipping
companies understand sustainability expectations and needs,
fostering collaborative initiatives. Stakeholder engagement also
builds trust and support, essential for long-term sustainability.
SeaBird Exploration acknowledges the inherent risks in the
shipping industry related to pollution, spills, health and safety,
and corruption. The company has implemented robust policies
and controls to manage these risks, ensuring compliance with
international and local laws. Oversight of SeaBird Exploration's
ESG policy falls under the responsibility of the Board of Directors,
which considers ESG issues throughout the year and reviews the
Code of Conduct and corporate governance structure
annually.
The Chief Executive Officer (CEO) oversees SeaBird Exploration's
operations, with Technical Managers handling incidents on the
front line. Regular training ensures that the team is equipped to
carry out their duties in a vigilant and safe manner. Continuous
monitoring and reporting allow for management follow-up, and
significant cases are reported to the Board of Directors.
In alignment with the Norwegian Corporate Governance Code,
SeaBird Exploration's commitment to sustainability is evident in its
consideration of the United Nations' Sustainable Development
Goals (SDGs). The company believes in contributing positively to
the broader global agenda and collaborates with industry,
customers, suppliers, investors, and regulators to make a
meaningful contribution towards achieving the SDGs.
Material issue
Internal
governance
documents
International standards
and references
Climate
change
Environmental
policy (HSE
policy)
SeaBird
Exploration KPIs
The Paris Agreement
The Intergovernmental
Panel on Climate
Change (IPCC)
Initial IMO Strategy on
Reduction of GHG
Emissions from Ships
Air emissions
Environmental
policy (HSE
policy)
SeaBird
Exploration KPIs
IMO MARPOL
Convention Annex VI
EU Sulphur Directive
2016/802
Ecological
impact
Environmental
policy (HSE
policy)
SeaBird
Exploration KPIs
UN Global Compact
IMO MARPOL
Convention Annex VI
IMO Ballast Water
Management
Convention
Hong Kong Convention
Anti-
corruption
Company’s
Code of
Conduct
SeaBird
Exploration KPIs
UN Global Compact
The US Foreign Corrupt
Practices Act and the
UK Bribery Act
Employee
health and
safety
Company’s
Code of
Conduct
HSE policy
SeaBird
Exploration KPIs
UN Global Compact
ILO Conventions
Maritime Labour
Convention, 2006
International
Management Code for
the Safe Operation of
Ships and for Pollution
Prevention (ISM Code)
Hong Kong Convention
Marine Crew Resource
Management
Accident
and safety
management
Safety
management
system
International
Management Code for
the Safe Operation of
Ships and for Pollution
Prevention (ISM Code)
Marine Crew Resource
Management
2. Our approach to ESG and their
integration into our strategy
SeaBird Exploration, a global provider of high-quality marine
seismic data, places a significant emphasis on Environmental,
Social, and Governance (ESG) factors within its operations. This
ESG report, covering the period from January 1, 2023, to
December 31, 2023, provides a comprehensive overview of the
company's performance in environmental sustainability, social
Annual Report 2023 Environmental, Social, and Corporate Governance 9
responsibility, and corporate governance across all regions of
operation.
The commitment to ESG at SeaBird Exploration stems from the
belief that responsible business practices not only benefit
stakeholders but also contribute to the long-term sustainability
of the business. The primary goal is to create value for
shareholders while minimising environmental impact and
positively contributing to local communities.
The report adopts a transparent and data-driven approach,
leveraging internal and external data sources to evaluate
performance against industry benchmarks and standards.
SeaBird Exploration's commitment to ESG is evident in its
strategy, policies, and operations, and the report serves as a
demonstration of progress towards ESG goals. Recognising
continuous improvement opportunities, the company remains
dedicated to enhancing ESG performance in the years ahead.
The areas of focus include:
• Ensuring the safety of personnel.
• Establishing a profitable and sustainable business.
• Upholding good governance and adherence to
regulations.
• Preserving the environment.
Aligned with the United Nations Global Compact's ten principles
and the Sustainable Development Goals (SDGs), SeaBird
Exploration's Sustainability Strategy aims to contribute to the
SDGs by 2030. The company endeavours to report actions and
initiatives in accordance with international standards and
frameworks, inviting stakeholders to engage in its ESG journey
and collaborate in building a sustainable future for the business
and the broader community.
3. Environment performance
At SeaBird Exploration, we place a paramount emphasis on
environmental sustainability and are unwaveringly committed
to minimising our impact on the environment. Our
environmental management strategy is shaped by the
principles set forth in the United Nations Sustainable
Development Goals (SDGs), with a specific and dedicated
focus on SDG 13 (Climate Action) and SDG 14 (Life Below
Water).
SeaBird Exploration recognises the vital role
of the shipping sector in global trade and
commerce and acknowledges its
responsibility to contribute to Sustainable
Development Goal (SDG) 13, which
emphasises urgent action to combat
climate change and its impacts. As a part
of this commitment, SeaBird Exploration places a strong focus on
environmental protection by meticulously monitoring and
managing emissions, discharges, and spills that could pose
environmental and ecological hazards within the shipping
industry.
The company's comprehensive environmental policy
encompasses various aspects, including environmental due
diligence, carbon dioxide emissions, sulphur oxide emissions,
nitrous oxide emissions, waste management, and spill
prevention. SeaBird Exploration's adherence to the Ship Energy
Efficiency Management Plan (SEEMP) and a robust accident
reporting system ensures diligent and responsible operations.
The company's ISO-certified Safety Management System aligns
with the International Safety Management Code (ISM), ensuring
compliance with international and local laws through proactive
risk management, monitoring, and reporting.
Key focus areas for SeaBird Exploration include:
• Improving Energy Efficiency: Implementing measures
to enhance the energy efficiency of vessels, such as
optimising speed to reduce fuel consumption.
• Reducing Waste and Emissions: Adopting practices to
minimise waste and emissions, including waste
reduction and recycling programs, utilising low sulphur
fuel, and employing ballast water treatment systems to
prevent the spread of invasive species.
• Supporting International Cooperation: Engaging in
and supporting international cooperation initiatives,
such as those led by the International Maritime
Organisation (IMO), to develop and implement
policies and regulations aimed at reducing the
environmental impact of the shipping sector.
• Encouraging Sustainable Supply Chain Practices:
Collaborating with suppliers and customers to promote
sustainable supply chain practices, including efforts to
reduce emissions from cargo handling and
transportation.
Through proactive measures in these areas, SeaBird Exploration
actively contributes to mitigating the impacts of climate
change and aligns with the goals of SDG 13, showcasing its
commitment to environmental sustainability within the shipping
industry.
Depleted reservoirs can be used to store carbon dioxide
through carbon capture and storage projects, and seismic
surveys contributes to map potential areas. SeaBird Exploration
contributed to an OBN/source project in Malaysia, which is
expected to reduce carbon dioxide volumes emitted via flaring
by 3.3 million tonnes of CO2 equivalent per year, making it one
of the largest offshore CCS projects in the world.
Annual Report 2023 Environmental, Social, and Corporate Governance 10
The shipping industry faces the imperative
of managing emissions, discharges, and
spills that could pose environmental and
ecological hazards. These factors, if not
handled with caution, can significantly
impact air and water quality, as well as
marine biodiversity. Recognising our
responsibility to protect the environment, SeaBird Exploration
diligently monitors and manages these risks to safeguard both
the environment and our organisation.
SeaBird Exploration faces potential risks related to discharges
and spills, necessitating effective risk management for success
in our business and the market. Thorough reviews of
environmental threats enable us to develop robust safeguards.
To minimise the environmental impact of our operations, we
employ monitoring and management tools that comply with
international and local legislation. Annual audits by the
Classification Society, in alignment with the ISM Code and,
where applicable, ISO9001 and 14001 standards, further
validate our commitment to environmental responsibility.
Oil spills can have devastating and prolonged effects on
ecosystems. Consequently, SeaBird Exploration has
implemented preventive measures and procedures to mitigate
the risk of oil spills. In 2023, we are proud to report zero oil or
environmental spills, showcasing the effectiveness of our
preventive measures. We adopt a proactive approach,
ensuring all vessels have Shipboard Oil Pollution Emergency
Plans (SOPEPs) and that our crews are trained to respond swiftly
and effectively in emergencies. Regular SOPEP drills maintain
the readiness of our teams and equipment.
By embracing these measures, SeaBird Exploration not only
protects the environment but also ensures the long-term
sustainability of our operations. We remain committed to
continual improvement, striving towards a future with zero spills.
In the realm of ballast water management, which is crucial for
ship stability, SeaBird Exploration acknowledges the potential
ecological threats posed by the discharge of ballast water
containing harmful aquatic species. To address this concern, we
adhere to the International Maritime Organisation's (IMO) Ballast
Water Management Convention, employing authorised Ballast
Water Management Plans and Ballast Water Management
Systems (BWMSs) on our ships. These measures align with
international standards, ensuring the safe and responsible
discharge of ballast water and reflecting our commitment to
environmental stewardship.
Ghost nets and marine debris
Marine debris, particularly ghost nets resulting from abandoned,
lost, or discarded fishing gear, poses a significant environmental
concern. Ghost nets can persistently ensnare and harm marine
animals and underwater equipment, making them a potential
threat during seismic surveys. In addition to the environmental
impact, ghost nets can jeopardise survey equipment, leading to
potential damage or delays in the survey process.
To address this issue, Seabird Exploration actively tackles ghost
nets and other marine debris encountered during surveys. These
items are inadvertently brought to the surface during operations
and are carefully collected, stored on vessels, and subsequently
disposed of in port. The entire process, including the recovery
and disposal of debris, is meticulously logged within our safety
management system.
In 2023, the Eagle Explorer has recorded over 44 instances of
debris being retrieved and appropriately handed over for
proper disposal. This commitment reflects our dedication to
environmental responsibility and minimising the impact of our
operations on marine ecosystems.
Furthermore, Seabird Exploration has implemented specific
procedures and protocols to reduce the generation of marine
debris during surveys. These include the proper disposal of any
debris retrieved during the survey and the implementation of
measures to secure and maintain equipment, minimising the risk
of loss or breakage. These efforts contribute to our commitment
to sustainable practices and the preservation of marine
environments during our seismic survey operations.
Noise emissions
Seabird Exploration actively takes measures to mitigate the
impact of acoustic noise generated by seismic vessels on
marine animals, particularly in environmentally sensitive areas.
The company has implemented specific operating protocols
when navigating through such regions. To further ensure the
protection of marine life, Seabird Exploration deploys protective
species observers on board and utilises passive acoustic
monitoring.
In the year 2023 alone, our commitment to environmental
stewardship resulted in 57 instances where seismic surveys were
temporarily halted due to the presence of protective species in
the proximity of the project area. These measures underscore
our dedication to responsible and sustainable practices that
prioritise the well-being of marine ecosystems and wildlife.
4. Social performance
This section offers comprehensive insights into Seabird
Exploration's labour practices, health and safety policies, and
community engagement initiatives. Additionally, it outlines the
Annual Report 2023 Environmental, Social, and Corporate Governance 11
company's endeavours to foster diversity and inclusion in the
workplace, alongside its human rights policies.
HSE performance
In the realm of offshore operations, where
inherent safety and security hazards
abound, SeaBird Exploration places
paramount importance on meticulous
management to safeguard crewmembers,
vessels, cargo, and the environment.
Anchored in a zero-accident policy, the
company operates in strict accordance with the International
Safety Management (ISM) Code, as delineated in target 3.9.
Recognising safety and security as pivotal elements of its
operations, SeaBird Exploration pledges to accord them the
highest priority. The zero-accident policy serves as the bedrock
of the company's risk management approach, supported by
robust systems and procedures. Crewmembers undergo
comprehensive training to equip them with the necessary skills
and knowledge for effective risk identification and
management.
Adherence to the ISM Code is integral to SeaBird Exploration's
operations, offering a comprehensive framework for safety and
security management in the maritime industry. Regular audits
and inspections ensure compliance with the Code's provisions,
with prompt corrective action taken when necessary.
Acknowledging responsibilities beyond its own operations,
SeaBird Exploration collaborates closely with various
stakeholders, including industry groups and regulatory
authorities, to champion best practices and enhance safety
and security across the industry.
In summary, SeaBird Exploration navigates the inherent hazards
of offshore operations with a dedicated commitment to careful
management, prioritising the well-being of crewmembers,
vessels, cargo, and the environment. The company's zero-
accident policy and adherence to the ISM Code form the core
of its approach, as it actively collaborates with stakeholders to
promote industry-wide best practices and elevate safety and
security standards.
At SeaBird Exploration, the safety and well-being of our onshore
and offshore workers are paramount. Our enduring
commitment to health and safety is integral to our sustained
success. We acknowledge the intrinsic safety and security
hazards associated with offshore operations for our crew,
vessels, cargo, and the environment, prompting the adoption of
a zero-accident policy and strict compliance with the ISM
Code.
To effectively manage risks, we have instituted comprehensive
procedures to assess all known threats to our ships and crew.
Encouraging a culture of reporting, our crew members are
prompted to share all accidents, events, and near misses, with
managerial support in place. Leveraging the OCIMF guidelines
for Lost Time Incidents and Total Recordable Cases and
Frequency, we conduct a thorough analysis of incidents across
our entire fleet, identifying root causes to enhance future
operations.
In 2023, we recorded only four first aid, all associated with poor
situational awareness. Notably, we achieved zero Lost Time
Incidents (LTI) and zero recordables during this period. Our
commitment to continuous improvement in safety measures
ensures that our workers operate in a safe and secure
environment, further solidifying our dedication to their well-
being.
Human and labour rights
At our company, we maintain a steadfast
commitment to upholding universally
accepted human rights, guided by the UN
Guiding Principles on Business and Human
Rights (UNGP). The validity of our
operational license hinges on our
consistent respect for the fundamental
human rights of workers, clients, customers, societies,
governments, and other stakeholders, as stipulated in targets 8.7
and 8.8.
Recognising that safeguarding and promoting human rights is
integral to the sustainable and responsible conduct of our
business, we firmly embed our principles in the UNGP—a
comprehensive framework ensuring businesses' adherence to
human rights. We are devoted to integrating these principles
into all facets of our operations, encompassing hiring and
training practices, supply chain management, and community
engagement.
We acknowledge that upholding human rights demands
ongoing commitment and a dedication to continuous
improvement. Accordingly, we routinely review our policies and
practices to align them with the latest standards and best
practices. Collaboration with diverse stakeholders ensures the
effectiveness and meaningful impact of our endeavours.
In summary, our company is wholly committed to upholding
universally recognised human rights in accordance with the UN
Guiding Principles on Business and Human Rights. We firmly
believe that respecting human rights is imperative for the
responsible conduct of our business, and we are resolute in
continually enhancing our policies and practices to meet the
highest standards.
At SeaBird Exploration, we prioritise the protection of human
rights and align our actions with internationally declared
standards. We recognise the significance of corporate support
and respect for human rights, committing to uphold these
principles across all facets of our operations. Our policies and
practices are grounded in the UN Guiding Principles on Business
and Human Rights, extending to all stakeholders, including
workers, clients, customers, society, government, and others.
As a testament to our commitment to human rights, we ensure
compliance with the Maritime Labour Convention (MLC 2006)
on all our vessels. Each vessel holds a certificate affirming
adherence to the standards outlined in this convention.
Additionally, we have forged a special agreement with the
International Transport Workers' Federation (ITF) to regulate
seafarer working conditions. We take the well-being of our
employees seriously, recognising their fundamental right to work
in a safe and healthy environment.
Annual Report 2023 Environmental, Social, and Corporate Governance 12
We vigilantly monitor our operations to prevent engagement in
any activities that violate human rights. Our robust systems are
designed to identify, prevent, and mitigate potential risks.
Collaborating closely with stakeholders, including local
communities and authorities, allows us to address concerns
promptly and uphold human rights.
In summary, SeaBird Exploration is committed to respecting
human rights and ensuring that our operations align with
internationally declared standards. We prioritise the well-being
of our employees and collaborate with stakeholders to prevent
any potential breaches of human rights.
Diversity and equality
At SeaBird Exploration, our unwavering
commitment is to establish a diverse and
inclusive workplace that champions
equality. Aligned with our dedication to
achieving Sustainable Development Goal
#5 (Gender Equality), we recognise
diversity as a powerful driver of long-term
value development. We firmly believe that a workforce with
varied backgrounds and experiences fosters creativity and
facilitates astute business decisions, enabling us to adapt swiftly
to evolving markets and situations.
In our pursuit of an inclusive workplace, we have instituted a
Code of Conduct that delineates standards and guidelines for
our crew members to adhere to. Our company strictly prohibits
discrimination based on various factors such as sex, ethnicity,
colour, age, religion, sexual orientation, marital status, national
origin, disability, heritage, political opinion, or any other basis.
We take deviations from external legislation or our internal
guidelines seriously, and any such instances or concerns should
be reported directly to the nearest manager or in accordance
with our complaint’s procedures.
Acknowledging the predominantly male composition of the
maritime industry, with women comprising only 2% of the world's
1.2 million seafarers, as reported by the International Maritime
Organisation (IMO), and with 94% working in the cruise industry,
we aim to contribute to a more gender-diverse industry by
striving for balance in the gender composition of our workforce.
In 2023, SeaBird Exploration achieved an average gender
distribution offshore of 3%. Recognising the untapped potential
associated with gender parity, we believe that achieving a
more balanced workforce is crucial. In our office, the gender
distribution stands at 38% women and 62% men.
In conclusion, SeaBird Exploration is an equal opportunity
employer committed to fostering diversity and inclusivity. We
prohibit discrimination against any employee and expect our
crew to adhere to our Code of Conduct. Our commitment
extends to contributing to a more gender-diverse industry, and
we are resolute in achieving gender parity within our workforce.
Training and development
Recognising the vital role of investing in
training and development for
organisational strength, SeaBird Exploration
affirms its commitment to providing
personnel with opportunities for learning
and growth. This commitment is viewed not
only to enhance productivity and
efficiency but also as a catalyst for promoting safe operations.
SeaBird Exploration adopts a systematic approach to training
and development, ensuring that personnel possess the requisite
skills and knowledge to excel in their roles. The strategic
alignment of individuals with appropriate positions through
training contributes to the delivery of meaningful and inclusive
work, thereby contributing to overall success.
The company takes pride in cultivating a culture of learning and
development, viewing investments in personnel growth as
indispensable for organisational stability and the achievement
of long-term goals. As a testament to its commitment to
education and training in the maritime sector, SeaBird
Exploration extends opportunities for cadets to gain hands-on
experience aboard its vessels.
Supporting the next generation of seafarers, SeaBird Exploration
emphasises the importance of contributing to their education
and development. Bringing cadets on board provides them with
practical knowledge and skills that complement classroom
learning, creating invaluable experiences crucial for their
education and future careers in the industry.
The company remains dedicated to promoting education and
training opportunities for all individuals interested in pursuing
maritime careers. By facilitating cadets' experiences on its
vessels, SeaBird Exploration actively contributes to nurturing the
next generation of skilled and knowledgeable seafarers.
5. Governance performance
This section furnishes details on Seabird Exploration's corporate
governance procedures, encompassing insights into its board
composition and methods for risk management. Additionally,
the company may outline its internal control mechanisms and
articulate its guidelines for upholding ethical business practices.
Our company is unwavering in its
commitment to upholding human rights
and advocating for universal labour
standards. We actively instil responsible
conduct among our employees through
the alignment of our values, policies, and
procedures with the principles of target
16.1. The prohibition of corruption is strictly enforced within our
organisation, aligning with our commitment to target 16.2. We
strongly encourage our staff to report any concerns they may
have, fostering a culture of transparency and accountability.
Annual Report 2023 Environmental, Social, and Corporate Governance 13
Ethical business conduct
SeaBird Exploration maintains the highest standards of ethics
and integrity throughout its business operations. This
commitment is clearly articulated in the company's Code of
Conduct, which adheres to the most stringent regulations and
industry recommendations, including the OSEBX.
Recognising that robust governance and risk management
structures are integral to achieving commercial success and
generating long-term value for stakeholders such as employees,
owners, and society, SeaBird Exploration prioritises transparency,
reliability, and accountability in its reporting and
communications.
To ensure that employees are well-prepared with the necessary
training and reporting channels, the company has established
robust policies and procedures for incident reporting and follow-
up. SeaBird Exploration is fully dedicated to operating safely and
in compliance with local laws and regulations, communicating
the implications of relevant legislation to employees through
comprehensive training programs.
The company remains steadfast in its dedication to promoting
effective, accountable, and inclusive institutions at all levels of
the organisation, recognising their pivotal role in building a
sustainable future.
Code of Conduct
SeaBird Exploration's unwavering commitment to transparency,
accountability, and ethical conduct permeates every facet of
its operations. The company ensures compliance with all laws
and regulations in the jurisdictions where it operates, even in
areas with underdeveloped frameworks for human rights and
corruption. Employees are held to high standards of integrity
and honesty, irrespective of any personal or organisational
conflicts of interest. Notably, SeaBird Exploration's activities align
with the goals of Sustainable Development Goal 8, emphasising
the promotion of decent work and economic growth.
In order to guarantee that all individuals associated with SeaBird
uphold these elevated standards of behaviour and business
practices, the company has formulated a comprehensive
Code of Conduct. This document delineates the company's
principles and expectations on crucial matters such as human
and labour rights, health and safety, business ethics, and legal
compliance. The Code of Conduct is readily accessible on the
company's website, integrated into the Safety Management
System, and included in the orientation for new employees.
Furthermore, it serves as a standard addendum in every
significant contract that SeaBird Exploration enters into with third
parties.
Whistleblowing
SeaBird Exploration places a high value on fostering a culture of
transparency and effective communication, recognising their
pivotal role in achieving organisational objectives. In line with
this commitment, the company has formulated a
Whistleblowing Policy designed to offer support to all employees
and contractors willing to report any concerns related to the
company's activities. This includes actions or incidents that may
violate the law, the company's Code of Conduct, or other
policies.
To promote a conducive environment for reporting, SeaBird
Exploration has instituted secure channels for reporting incidents
and whistleblowing. The company actively encourages
employees to feel comfortable bringing forth any concerns.
Colleagues can confidentially report critical issues by sending
an email to whistle@sbexp.com.
SeaBird Exploration wants to assure its employees and
contractors that the company and its representatives are
committed to non-retaliation against anyone who reports a
concern through this channel. It's noteworthy that, as of now,
there have been no reports made through this whistleblowing
channel.
Anti-bribery and corruption
SeaBird Exploration firmly opposes corruption and bribery within
the shipping industry, recognising the detrimental impact these
practices can have on social and economic development.
They pose risks to the safety of shipping crews, increase legal
and reputational liabilities, and contribute to elevated costs. To
address these concerns, SeaBird Exploration has established a
zero-tolerance policy against bribery and corruption at all
stages of its operations, as outlined in its Code of Conduct.
In actively managing corruption risks, the company closely
monitors operations in high-risk countries and refrains from
making port calls in any of the nations ranked in the bottom 20
of Transparency International's Corruption Perception Index for
the year 2023. Moreover, SeaBird Exploration ensures that no
facilitation payments were made in 2023 and reports no
instances of non-monetary sanctions imposed on the company.
Demonstrating a commitment to transparency and anti-
corruption efforts, SeaBird Exploration employs various measures
to combat corruption. All personnel undergo mandatory anti-
corruption training to enhance awareness of corruption issues
and equip them with the skills to navigate potential bribery
challenges.
Supply chain management
SeaBird Exploration operates with the highest level of integrity
and expects all its business partners to adhere to similarly
stringent ethical standards. Before committing to any significant
undertakings or large-scale projects, we make sure to gather
sufficient information about potential collaborators to assess the
risk of corruption or human rights issues.
The extent of due diligence conducted on a specific business
associate is directly proportional to the degree of cooperation
involved. Consequently, we may undertake a comprehensive
due diligence investigation on potential partners, evaluating
any potential reputational concerns. Prior to each
engagement, we screen key suppliers, such as shipping agents
and commercial agents, and mandate their completion of a
thorough due diligence checklist.
In an effort to improve supplier compliance and streamline
management, we are currently in the process of implementing
Annual Report 2023 Environmental, Social, and Corporate Governance 14
new procedures for onboarding, supplier management, and
the tendering and selection of chase vessels. All vendors must
certify that they have read and comprehended SeaBird
Exploration's policies, including the Code of Conduct, to ensure
a collective commitment to ethical standards.
Corporate governance
Openness and confidence are crucial elements in effective
corporate governance, and SeaBird Exploration acknowledges
the significance of cultivating transparency and trust among
various stakeholders. These stakeholders encompass
shareholders, the board of directors, executive management,
employees, customers, suppliers, government agencies, and
the public.
6. Targets and progress
This portion delineates the ESG objectives and aspirations of the
organisation, along with its advancements in achieving these
objectives.
Annually, we establish or sustain a series of crucial indicators or
goals related to various facets of sustainable development, and
the listed Key Performance Indicators (KPIs) reflect these efforts.
KPI
SDG
Target 2024
LTI
SDG 3
0
TRCF
SDG 3
< 1
Total injury rate
SDG 3
< 1
Intervention rate
SDG 8
> 1034
Training hours
SDG 4
> 7059
Retention rates
SDG 8
> 90%
Experience rates
SDG 4
> 90%
Spill
SDG 14
0
Garbage
SDG 14
Reduction from
2023
Emissions
SDG 13
> 80%
Supplier evaluation
SDG 16
> 50
Due to the variable nature of our projects and the fleet size
impacting our operations, establishing emissions targets proves
challenging. Consequently, we've formulated specific
parameter configurations for engines and compressors outlined
in the Ship Energy Efficiency Management Plan (SEEMP).
Optimal settings, referred to as "green seismic operation" or
"green transit," are identified based on the operational context.
Our Key Performance Indicator (KPI) centers on the frequency
of utilising these eco-friendly configurations. We monitor and
assess these targets quarterly. Additionally, we've implemented
the Maress engine settings monitoring system, enabling us to
correlate engine load with operations. This facilitates engine trim
adjustments, reducing emissions in the process.
7. Future goals and plans
In recent times, there has been a growing demand for
sustainable development practices within the energy industry,
and Seabird Exploration has taken strides in this direction by
implementing various initiatives. Here are some areas where
Seabird Exploration can enhance its sustainable development
efforts in the future:
1. Minimise greenhouse gas emissions: Seabird
Exploration is committed to reducing its greenhouse
gas emissions by adopting measures such as
employing more efficient engines settings and
decreasing fuel consumption during operations.
2. Integrate sustainable practices into operations: The
company aims to diminish its environmental footprint
by incorporating sustainable practices, including
waste reduction, utilisation of eco-friendly materials,
and the promotion of recycling.
3. Foster collaboration with stakeholders: Seabird
Exploration intends to promote cooperation with
stakeholders, such as governments, NGOs, and local
communities, to ensure that its operations are
sustainable and devoid of adverse impacts on the
environment and local communities.
4. Advocate sustainability in the supply chain: Seabird
Exploration seeks to instil sustainability within its supply
chain by partnering with suppliers committed to
sustainable practices and sourcing environmentally
friendly materials and equipment.
In essence, Seabird Exploration places a high priority on
sustainable development across all facets of its operations,
ranging from lessening its environmental impact to engaging in
collaborative efforts with stakeholders to guarantee sustainable
and mutually beneficial outcomes.
8. Stakeholder engagement
Stakeholder involvement plays a pivotal role in the sustainable
development strategy of companies such as Seabird
Exploration. As a global marine seismic data acquisition firm,
Seabird Exploration operates in diverse regions, necessitating
interactions with various stakeholders, including governments,
NGOs, local communities, employees, and customers.
To ensure sustainable development, Seabird Exploration
employs several approaches in engaging with stakeholders. A
key method involves regular dialogue with local communities,
governments, and NGOs. Collaboration with governmental
bodies and non-profit organisations is integral for adhering to
regulations, identifying, and mitigating environmental and
social risks, and advocating responsible practices.
Seabird Exploration extends its engagement efforts to
employees through diverse initiatives, ensuring they are well-
informed about the company's sustainable development
policies and practices. This includes providing training on
environmental and social issues, encouraging employees to
report concerns, and acknowledging their contributions to
sustainable development.
Annual Report 2023 Environmental, Social, and Corporate Governance 15
In addition to primary stakeholders, Seabird Exploration actively
involves its customers in the process. Collaborating closely with
customers allows the company to grasp their needs, recognise
areas for improvement, and endorse responsible practices
within the energy industry.
Overall, Seabird Exploration's commitment to stakeholder
engagement serves as a mechanism to identify and mitigate
environmental and social risks, foster responsible practices, and
cultivate trust and support from its stakeholders. Through these
efforts, the company not only builds a reputation as a socially
responsible and environmentally conscious entity but also
attracts and retains customers, employees, and investors who
prioritise sustainable development.
9. Disclaimer and assumption for the
ESG reporting
The information provided relies on the most trustworthy data
accessible during the reporting period. Although ESG disclosures
offer a glimpse into the handling of sustainability risks, there are
instances where certain data may be approximated.
Annual Report 2023 Environmental, Social, and Corporate Governance 16
10. Appendix: Sustainability accounting norms
Topic
Accounting metrics
Unit of measure
Data 2022
Data 2023
Reference
Climate risk and
climate footprint
Scope 1 GHG emissions
Metric tonnes
CO
2
-eq.
15 597
24 192
GRI 305-1
SDG 13
Air pollution
Sulphur emissions (kg)
5 718
7 176
MARPOL Annex VI
Reg. 14
Other air emissions
Metric tonnes (t)
NO
x
: 197
NO
x
: 304
GRI 305-7
SDG 3
MARPOL Annex VI
Reg. 13 and 14
Ship recycling
Responsible ship recycling
Text/figure
N/A
N/A
SDG 8, 12 and 14
EU ship recycling
regulation (EU
1257/2013)
Ecological
impacts
Shipping duration in marine
protected areas and areas
of protected conservation
status
Number of travel
days
0
0
GRI 304-2
SDG 14
Number of aggregate
volume of spills and releases
to the environment
Number, cubic
meters (m
3
)
0
0
GRI 306-3
SDG 14
Accidents, safety
and labour rights
Lost time incident
frequency (LTIF)
Rate
0
0
GRI 403-9
SDG 3 and 8
IMO ISM code
Diversity
Percentage (%)
At the end of 2023, the diversity mix
was 62% men and 38% women in the
office, roughly the same as end of
2022
GRI 405-1
SDG 5 and 10
Labour rights
Text
Maritime Labour Convention (MLC)
certification on all managed vessels
GRI 102-41
SDG 8
Port state control
Number of
deficiencies
0
0
SDG 8 and 14
Marine casualties
Number
0
0
SDG 8
Business ethics
Corruption risk
Number of value
0
0
SDG 16
Facilitation payments
Number
0
0
SDG 16
Fines
Figure
Reporting
currency
$300
0
GRI 419-1
SDG 16
ESG governance
Policies and targets
Text
Code of Conduct, HSE policy,
whistle-blower procedure
GRI
Disclosure of
Management
Approach
Activity metric
Unit of measure
Data 2022
Data 2023
Number of unique shipboard individuals
Number
205
198
Total distance travelled by vessels
Nautical miles (nm)
49464
50181
Operating days
Days
365
365
Number of vessels in total shipping fleet
Number
3
2
Annual Report 2023 Transparency Act 17
Transparency Act
1. Background............................................................................................................................................................................................... 18
2. Explanation of the act .............................................................................................................................................................................. 18
3. Objectives of the act ............................................................................................................................................................................... 18
4. Requirements for compliance ................................................................................................................................................................. 18
5. Impact on businesses ............................................................................................................................................................................... 19
6. Steps taken to comply with the act ........................................................................................................................................................ 19
7. Challenges faced ..................................................................................................................................................................................... 21
8. Solutions to overcome challenges .......................................................................................................................................................... 21
9. Successes achieved ................................................................................................................................................................................. 21
10. Improved supply chain transparency ................................................................................................................................................ 22
11. Increased efficiency in operations ..................................................................................................................................................... 22
12. Enhanced client trust ........................................................................................................................................................................... 23
13. Potential for increased sales and revenue ........................................................................................................................................ 23
14. Recap of key points ............................................................................................................................................................................. 24
15. Future implications of the act ............................................................................................................................................................. 24
16. Recommendations for advances ...................................................................................................................................................... 24
Annual Report 2023 Transparency Act 18
1. Background
The Transparency Act came into effect on July 1, 2022, and
requires several Norwegian companies to have a relationship
with how their business operations may impact fundamental
human rights and decent working conditions. The background
for this law is a clear expectation from the authorities, society,
and clients that businesses should act with increased
responsibility throughout their value chain.
The purpose of the Transparency Act is to promote companies'
respect for fundamental human rights and decent working
conditions in connection with the production of goods and
delivery of services.
The purpose of this report is to provide stakeholders and other
interested parties with insight into SeaBird Exploration’s
operations and performance, including financial,
environmental, and social aspects. The report provides
information on our strategies, goals, and achievements, as well
as any challenges or risks the Group face. The purpose of this
report is also to comply with reporting and transparency
requirements from authorities or regulatory bodies, as well as to
improve SeaBird Exploration's reputation and trust among
stakeholders and society as a whole.
The scope of this report will focus on the company's policies and
practices related to respecting human rights throughout its
operations and supply chain. The report includes information on:
• Human rights risks and impact assessments
• Policies and procedures related to human rights,
including any codes of conduct or standards adopted
by the Group
• Training and awareness-raising activities for employees
and suppliers related to human rights
• Grievance mechanisms for addressing human rights
abuses or violations
• Due diligence processes for identifying and mitigating
human rights risks in the supply chain
• Performance indicators and targets for improving the
company's human rights practices over time.
Overall, the report provides a comprehensive and transparent
account of the company's human rights practices, including
any shortcomings or areas for improvement.
2. Explanation of the act
The Norwegian Transparency Act (offisielllovdata.no/lov/2020
06-19-43) was first passed in June 2020 and became effective
on January 1, 2021. The Act aims to promote transparency and
accountability in Norwegian business operations, particularly in
relation to supply chains and human rights. It requires large
companies to report on their efforts to identify and address risks
of negative impacts on human rights, including forced labor,
child labor, and other human rights violations, in their operations
and supply chains.
In June 2021, the Norwegian Parliament passed an amendment
to the Transparency Act (Prop. 161 L (2020-2021)) to extend the
reporting requirements to include environmental risks and
impacts. The amendment requires large companies to report on
their efforts to identify and address environmental risks and
impacts in their operations and supply chains, including
greenhouse gas emissions, waste management, and water use.
The reporting requirements under the Transparency Act apply to
companies with more than 250 employees or with an annual
turnover exceeding NOK 70 million (approximately USD 8 million)
and are required to be included in the annual report or in a
separate report published on the company's website.
The Norwegian government has stated that the Transparency
Act is part of its broader efforts to promote sustainable business
practices and protect human rights and the environment.
3. Objectives of the act
The objectives of the Norwegian Transparency Act are to
promote transparency and accountability in business
operations, with a particular focus on identifying and addressing
risks of negative impacts on human rights and the environment
in supply chains.
The Act requires large companies to report on their efforts to
identify and address these risks, including forced labor, child
labor, and other human rights violations, as well as
environmental risks and impacts, such as greenhouse gas
emissions, waste management, and water use.
By requiring companies to report on these issues, the Act aims to
increase awareness and understanding of the potential human
rights and environmental impacts of business operations and
supply chains, and to encourage companies to take steps to
prevent and mitigate these risks. The Act also aims to provide
stakeholders, including investors, clients, and civil society
organizations, with information to help them make informed
decisions about companies and their practices. Ultimately, the
objective of the Transparency Act is to promote sustainable
business practices and protect human rights and the
environment.
4. Requirements for compliance
To comply with the Transparency Act, companies must provide
a report that includes the following information:
1. A description of the company's policies and practices
for identifying and addressing risks of negative impacts
on human rights and the environment in its operations
and supply chains.
2. An assessment of the company's actual and potential
negative impacts on human rights and the
environment, including an analysis of risks and impacts
in its supply chain.
3. A description of the measures the company has taken
to prevent and mitigate negative impacts on human
rights and the environment, including information on
due diligence processes, risk assessments, and
remediation efforts.
4. A description of the company's engagement with
stakeholders, including workers, local communities,
and civil society organizations, to identify and address
Annual Report 2023 Transparency Act 19
risks of negative impacts on human rights and the
environment.
5. A description of the company's monitoring and
evaluation mechanisms for assessing the effectiveness
of its measures to prevent and mitigate negative
impacts on human rights and the environment.
6. A statement of assurance by the company's
management that the report is accurate and
complete.
The Transparency Act requires that the report be included in the
company's annual report or in a separate report published on
the company's website. Companies that fail to comply with the
reporting requirements may be subject to fines or other
sanctions.
5. Impact on businesses
The impact of the Norwegian Transparency Act on businesses
depends on the specific company and its operations. However,
in general, the Act has several potential impacts on businesses,
including:
Increased awareness and understanding of human rights and
environmental risks: The reporting requirements of the
Transparency Act require companies to conduct a thorough
assessment of their operations and supply chains to identify and
address risks of negative impacts on human rights and the
environment. This increases the awareness and understanding
of potential risks and impacts and encourages companies to
take steps to prevent and mitigate them.
Increased transparency and accountability: The Transparency
Act requires companies to provide detailed information on their
policies, practices, and efforts to prevent and mitigate negative
impacts on human rights and the environment. This increases
transparency and accountability and helps stakeholders,
including investors, clients, and civil society organizations, make
informed decisions about companies and their practices.
Reputational risks: Companies that fail to comply with the
reporting requirements or are found to have negative impacts
on human rights or the environment could face reputational
risks, which could harm their brand and affect client and investor
confidence.
Increased costs: Companies may need to invest in additional
resources, such as staff or systems, to comply with the reporting
requirements of the Transparency Act. This could result in
increased costs for businesses.
Overall, the impact of the Norwegian Transparency Act on
businesses is likely to be positive in the end, as it encourages
sustainable business practices, protects human rights and the
environment, and promotes transparency and accountability.
However, in the short term, some companies may face
challenges in complying with the reporting requirements and
implementing measures to prevent and mitigate negative
impacts on human rights and the environment. It is important for
businesses to proactively assess their operations, identify risks,
and develop strategies to address them in order to navigate the
impact of the Transparency Act effectively.
6. Steps taken to comply with the act
SeaBird Exploration is a company managing ships and as such
obliged to follow the International Safety Management Code
(ISM), which means we need to have a safety management
system. This system provides us with a tool for among others
handling of controlled documents as policies, procedures, etc.
Our section of governance documents contains:
• Code of conduct
• Mission statement
• Policies on:
o Anti-harassment
o Health, safety, and environment
o Quality
o Right to refuse work
o Security
o Smoking
o Substance abuse
o Whistle-blower
o Working alone
Risk assessments are an integral part of how we do business.
Already on tender stage, a risk assessment is performed, where
the following areas of activities are assessed: opportunities,
general, client, health, safety, security, environment, CSR,
emergency response and contingency, technology and
equipment, logistics, subcontractors/partners, operation,
maritime, legal, and contractual, finance, personnel, and ICT.
Within CSR the following are considered: local content
requirements, politically inconvenient regime, child labor,
medevac facilities and possibilities, local CSR regime and local
information campaign.
SeaBird Exploration’s values:
1. Integrity: We treat everyone involved in the
organization - staff, stakeholders, and customers alike -
with dignity and respect. We are truthful and candid
and endeavor to keep our promises and deliver on our
commitments.
2. Commitment: We are committed to creating a culture
that values individual and collective energy, spirit,
leadership, creativity, and innovation.
3. Excellence: In everything the group do, we search for
excellence and continuous improvement to ensure
client satisfaction and business success.
Organization
Annual Report 2023 Transparency Act 20
Whistleblowing
SeaBird Exploration has developed a policy for whistleblowing in
order to prevent or detect and correct improper activities,
encourage all SeaBird employees and contractor personnel to
report what he or she in good faith believes to be a material
violation of law or policy or questionable business or financial
activities by any SeaBird employees. This includes members of
line management and senior management and ensures that a
formal reporting process is established, and to protect Reporting
Individuals from retaliatory action.
This procedure is also available for external parties, for example
suppliers, and can be reached on our public webpage.
SeaBird Exploration conducts yearly internal and external audits
to ensure that we follow our own and regulatory standards.
Training
SeaBird Exploration has pre-defined training requirements for
both office and vessels. All job descriptions define what is
expected in terms of education and experience. In addition, a
matrix of required training to be taken ad hoc or annually is part
of our safety management system, and subject for yearly
review. The latest additions to the training matrix concern cyber
security and anti-corruption.
Management system
As a ship management company, SeaBird is controlled by
regulators to have a safety management system in place. This
system is approved by Class society and is subject to yearly
audit, both internal and external. In addition, are we audited by
clients and contractors on a regular basis. The safety
management systems contain among others document
control, incident reporting, management of change, risk
assessments, system of permit to work and all our processes and
procedures. All processes and procedures are reviewed on an
annual basis. The safety management system also includes
handling and follow-up of any findings from any kinds of audits.
Handling of deficits
Any kind of incidents or deviation from our standard operations
shall be reported and analyzed with the purpose of improving
health, safety, environmental, security and quality performance.
The process covers the reporting requirements defined in the ISM
Code, ISPS Code, MLC, ISO standards. All personal injuries, spills,
property damages, non-conformities and near-misses shall be
reported and considered for investigation as per SeaBirds
Incident Management Matrix.
Knowledge sharing
The group’s safety management system allows the possibility to
distribute the acquired knowledge within in the fleet. This is
encouraged through procedures, and the question is
automatically raised through the handling of incidents. For
safety observations, the possibility would be same, in addition
good practice and improvement suggestions are categories to
be used.
Definition of risk parameters
Risk parameters for human rights violations in the supply chain
may vary depending on the industry and geographic area.
However, some common risk parameters are:
• Geographical location: Certain areas may have a
higher risk of human rights violations, such as countries
with poor human rights records, areas with political
unrest or conflict, or areas with high labor migration.
• Working conditions: Poor working conditions can lead
to human rights violations, such as forced labor, child
labor, unfair wages, long working hours, hazardous
working conditions, or lack of union rights.
• Environmental issues: Irresponsible environmental
practices can also lead to human rights violations,
such as pollution of water, air, and soil, or destruction
of natural areas and indigenous lands.
• Business practices: Some business practices can also
have a negative impact on human rights, such as
corruption, bribery, or exploitation of the company's
power to pressure suppliers.
• Political involvement: Some companies may also be
involved in political activity that can lead to human
rights violations, such as support for authoritarian
regimes or illegal activities that may threaten human
rights.
It is important to identify these risk parameters to be able to map
and address potential risks in the supply chain to ensure that the
company and its suppliers comply with international human
rights standards.
SeaBird Exploration has developed a questionnaire to be used
for evaluation of suppliers. The questionnaire contains questions
on their quality management system, health and safety,
environmental management system, corporate social
responsibility (CSR) and financial information. The CSR part has
the following questions:
• Is your company certified with social accountability
management system?
• Does your company have in place a policy
commitment to respect human rights?
• Does your company carry out a human rights due
diligence (e.g. a human rights impact assessment) as
appropriate to your size and context of operation?
• Has your company ever been subject of an
investigation or been accused of violating the FCPA,
UK Bribery Act or any applicable anti-corruption laws
or engaging in any practice which could be construed
as an improper payment to a public official.
• Does your company have policies in place to foster a
work environment free from abuse, threats and
mistreatments?
• Does your company have procedures in place that
ensure only hiring employees with a minimum age in
accordance with local laws corresponding to the ILO
conventions?
• Do you provide training to your employees aimed at
anti-corruption?
Annual Report 2023 Transparency Act 21
• Do you acknowledge the right of workers to adopt
collective bargaining?
• Does your company have policies that ensure that
new and existing workers are not discriminated against
on the grounds of race, sex, age, colour, religion,
disability, sexual orientation and ethnicity?
• Does your company have policies on workforce
conditions that ensure reasonable working hours and
fair remunerations corresponding to ILO conventions?
• Does your company have policies that ensure all
workers are provided holidays and leave to which they
are legally entitled?
In addition to the questions above, the suppliers are asked to
provide relevant policies, whether they are certified by
renowned certification organizations like ISO, FPAL, etc. If they
are not, additional information is requested.
Code of conduct
SeaBird Exploration has developed its own Code of Conduct,
which is available on our website. Our Purchase Orders (PO)
refer to this published Code of Conduct and by accepting our
orders, our suppliers also accept our Code of Conduct.
Audits
SeaBird have a system in place to conduct regular audits of our
suppliers. In 2023, four companies were audited, one vendor,
two manning agencies and one agent. There were no findings
related to the purpose of the Transparency Act
Data from 2023
In 2023, the team identified 193 unique suppliers from 21 different
countries. The different countries are listed below along with
their scores in different human rights indexes. The amount of
money spent in the different countries are also listed, and the
number of suppliers in the different countries.
Country
Freedom
House
*
HDI
*
CPI
**
*
Unified
value
(USD)
Number of
companies
Australia
95
0.951
75
9 563
1
Bulgaria
79
0.795
45
20 876
4
Canada
98
0.936
76
3 000
1
Cyprus
92
0.896
53
300 290
9
Czech
Republic
92
0.889
57
38 515
1
Denmark
97
0.948
90
76 519
5
Finland
100
0.940
87
18 857
2
France
89
0.903
71
362 308
4
Germany
94
0.942
78
212 678
6
Greece
86
0.887
49
216
1
India
66
0.633
39
897 084
5
Italy
90
0.895
56
24 557
1
Malaysia
53
0.803
50
880 064
5
The
Netherlands
97
0.941
79
1 943
2
Norway
100
0.961
84
2 941 560
70
Poland
81
0.876
54
37 255
3
Singapore
47
0.939
83
2 222 854
20
Sweden
100
0.947
82
174
1
UAE
18
0.911
68
23 141
4
UK
93
0.929
71
1 874 019
15
USA
83
0.921
69
1 438 227
33
*)https://freedomhouse.org/countries/freedom-world/scores
**)https://hdr.undp.org/data-center/human-development-
index#/indicies/HDI
***)https://www.transparency.org/en/cpi/2022
As SeaBird’s business is part of a highly technical industry, most
of the suppliers either deliver spare parts or technical services on
board the vessels. These parts or services are very specialized
and there are few to none alternatives, Regardless, they are
part of the screening process as outlined earlier. On the
feedback of the questionnaire, all suppliers have responded
satisfactorily, and control both themselves and their own
suppliers. So far, the team have received feedback from 45 of
the suppliers. Unfortunately, not all suppliers reply, even after
several reminders. Numbers of delayed feedback have
decreased in the last months.
This is the second year SeaBird reports on the transparency act,
unfortunately the company started quite late in 2022 sending
out the questionnaire, implying that for example the groups
activity in Egypt ended before this work started. Identifying
Egypt as the country among the suppliers with the highest risk for
human right violations, this should have been recognized earlier.
7. Challenges faced
The main challenge encountered has been to receive
feedback on questionnaires in a timely manner. The nature of
SeaBirds operation can be hectic, and suppliers need to be
reminded to return the questionnaire. Some of the suppliers are
very specialized, and without a real competitor, and can
therefore permit to omit feedback. However, as more and more
companies are in the same situation, standardized
questionnaires should be considered developed, as this can be
a time-consuming exercise.
As SeaBird Exploration is a small company with few employees,
the handling of input or actions to be taken to control our
suppliers is quite challenging. Efforts are being made to involve
a major part of the organization in order to seek the needed
information from our suppliers.
8. Solutions to overcome challenges
For the group to overcome the identified challenges, more
involvement from the entire SeaBird Exploration organization has
been needed. This has had a positive effect where the
organization has a deeper understanding of the necessity to
control the suppliers.
9. Successes achieved
It was difficult to identify any successes in the implementation,
both because the compant had difficulties in getting feedback
from the suppliers, and also, because those they did receive
feedback from, report that their policies follow the intention of
the transparency act. As vendors have gotten more familiar with
Annual Report 2023 Transparency Act 22
the requirements, SeaBird do see that a number of replies have
gone up, but they are still lacking relevant information which
requires additional follow-up from SeaBird side.
10. Improved supply chain transparency
Transparency plays a crucial role in risk mitigation by providing
a clear view of the supply chain. Businesses can proactively
identify vulnerabilities like single-source dependencies, or
geopolitical risks. Armed with this information, companies
develop contingency plans, diversify suppliers, and build
resilience against disruptions such as natural disasters, trade
disputes, or supplier bankruptcies.
Ethical and sustainable practices are promoted through supply
chain transparency. Compliance with labor standards,
environmental regulations, and responsible sourcing principles
can be verified. Understanding the conditions under which
products are manufactured empowers organizations to ensure
fair wages, safe working conditions, and environmentally
responsible operations. Furthermore, transparency facilitates the
identification of potential human rights abuses, promoting social
responsibility throughout the supply chain.
Improved transparency leads to increased efficiency in supply
chain operations. Insight into production cycles, transportation
routes, and inventory levels enables better planning and
optimization. Identifying areas of inefficiency, such as excess
inventory or underutilized transportation capacity, allows for
corrective actions. Moreover, closer collaboration with suppliers
fosters improved communication and coordination,
streamlining processes and reducing costs.
Transparent supply chains simplify regulatory compliance.
Accurate and auditable records regarding product origins,
certifications, and adherence to safety and quality standards
aid in meeting stringent regulations. Proactive identification and
resolution of non-compliance issues minimize the risk of fines or
penalties while demonstrating commitment to regulatory
frameworks.
In summary, improved supply chain transparency empowers
businesses to make informed decisions, mitigate risks, improve
operational efficiency, promote sustainability, and build trust
with clients. By effectively addressing challenges and adapting
to market demands, organizations gain a competitive
advantage in today's globalized and socially conscious
marketplace.
11. Increased efficiency in operations
Improved efficiency in operations encompasses various aspects
that contribute to streamlining processes, optimizing resource
utilization, and eliminating wasteful activities within the supply
chain. Supply chain transparency plays a vital role in achieving
these efficiencies.
Transparency fosters closer collaboration and communication
with suppliers. By sharing information, organizations can work
closely with suppliers to synchronize activities, improve lead
times, and reduce delays. Strong supplier relationships facilitate
faster response times, ensure reliable supply, and enable
efficient problem-solving when issues arise.
Through supply chain transparency, companies can identify
and optimize processes. By visualizing the flow of information
and cash across the supply chain, organizations can identify
areas of inefficiency and implement process improvements.
Streamlining processes reduces lead times, eliminates waste,
minimizes errors, and improves overall productivity.
Transparent supply chains provide visibility into transportation
routes, modes, and costs. This information allows businesses to
optimize transportation logistics, choose the most efficient
routes, and consolidate shipments when possible. Efficient
transportation planning minimizes transit times, reduces fuel
consumption, optimizes capacity utilization, and lowers
transportation costs.
Transparency is often achieved through the integration of digital
technologies, such as supply chain management systems, real-
time tracking tools, and data analytics platforms. These
technologies enable seamless information sharing, automation
of manual tasks, and data-driven insights. By leveraging
technology, organizations can streamline operations, reduce
errors, and improve overall efficiency.
By focusing on these aspects and leveraging the benefits of
supply chain transparency, businesses can optimize their
operations, reduce costs, improve customer satisfaction, and
gain a competitive edge in the market.
The benefits of improved supply chain transparency align with
the objectives of transparency acts and regulations.
Transparency acts are legislative measures implemented by
governments to promote greater visibility and accountability
within supply chains. These acts aim to ensure that businesses
operate ethically, maintain responsible practices, and provide
accurate information to clients.
Transparency acts often emphasize the importance of ethical
and sustainable practices within supply chains. Improved
transparency enables businesses to verify compliance with labor
standards, environmental regulations, and responsible sourcing
principles. By providing visibility into supply chain operations,
these acts promote the adoption of fair wages, safe working
conditions, and environmentally responsible practices.
Transparency acts aim to empower clients by providing them
with accurate information about the products they purchase.
Supply chain transparency enables businesses to trace and
communicate product origins, manufacturing processes, and
other relevant details to clients. This information builds trust,
enhances client confidence, and enables them to make
informed choices based on their values.
Transparency acts encourage businesses to identify and
mitigate risks within their supply chains. Improved transparency
provides companies with a clear view of potential vulnerabilities
and disruptions, such as single-source dependencies or
environmental risks. By proactively addressing these risks,
businesses can enhance their resilience, reduce the impact of
disruptions, and ensure the continuity of their operations.
These acts often require businesses to comply with specific
reporting and disclosure requirements. Improved supply chain
transparency facilitates compliance by providing accurate and
Annual Report 2023 Transparency Act 23
auditable records of activities, certifications, and compliance
with safety and quality standards. By promoting transparency,
these acts ensure that businesses adhere to regulatory
frameworks and maintain accountability.
Supply chain transparency contributes to operational
efficiency, which is aligned with the goals of transparency acts.
By providing visibility into inventory levels, demand patterns, and
production schedules, transparency enables businesses to
optimize processes, reduce waste, and streamline operations.
These efficiencies help companies comply with regulations,
minimize costs, and enhance overall performance.
In summary, the benefits of supply chain transparency closely
align with the goals and objectives of transparency acts. By
promoting ethical practices, empowering clients, mitigating
risks, ensuring compliance, and optimizing processes, supply
chain transparency contributes to the overarching objectives of
transparency legislation.
12. Enhanced client trust
Transparency acts play a significant role in enhancing client trust
and confidence in companies. When businesses prioritize supply
chain transparency and comply with relevant legislation, it
fosters trust among clients. Here's how transparency acts
contribute to building enhanced client trust:
Firstly, transparency acts require businesses to provide clients
with access to information about the products they purchase.
This includes details about sourcing, manufacturing processes,
and relevant certifications or standards followed. By providing
this information, businesses empower clients to make informed
decisions based on their values and preferences. Access to
reliable and accurate information builds confidence in the
products they buy and the companies they support.
Clients increasingly expect businesses to operate with social
responsibility and ethical practices. Transparency acts
encourage companies to disclose their efforts in these areas,
such as fair labor practices, responsible sourcing, and
environmental sustainability. When clients see that a company
is transparent about its commitment to these values, it
establishes trust and reassurance that the business is operating
ethically and responsibly.
Transparency acts hold companies accountable for their
actions and require them to disclose relevant information about
their supply chains. When businesses comply with these
regulations, they demonstrate their commitment to
transparency and accountability. This commitment reassures
clients that the company is reliable and trustworthy, as it is willing
to be transparent and open about its operations.
Transparent supply chains create a foundation for building long-
term relationships with clients. When businesses openly share
information about their supply chain practices and demonstrate
responsible behavior, it establishes a sense of trust and loyalty
among clients. Transparent companies are more likely to attract
and retain customers who value transparency and socially
responsible practices, leading to stronger and more sustainable
customer relationships.
In summary, transparency acts contribute to enhancing client
trust by ensuring businesses provide accurate information,
demonstrate social responsibility, and establish accountability.
By embracing transparency and meeting the requirements of
these acts, companies can build a strong foundation of trust
with clients, leading to increased customer loyalty, and a
competitive advantage in the market.
13. Potential for increased sales and
revenue
Improved supply chain transparency, facilitated by
transparency acts, has the potential to positively impact sales
and revenue for businesses. Here's how increased transparency
can contribute to sales growth and revenue generation:
Firstly, many clients today actively seek out companies that
demonstrate transparency and ethical practices. By being
transparent about their supply chains, businesses can attract a
growing segment of clients who prioritize transparency,
sustainability, and social responsibility. This client preference for
transparent companies can lead to increased sales as clients
choose products from companies they trust and perceive as
responsible.
Supply chain transparency can provide a competitive
advantage in the market. When businesses are transparent
about their sourcing, manufacturing processes, and adherence
to regulations, it differentiates them from competitors.
Transparent companies are often seen as more trustworthy,
credible, and socially responsible, which can give them an
edge in customer acquisition and retention. This competitive
advantage can translate into increased market share, higher
sales, and revenue growth.
Transparency acts reflect the evolving expectations of clients.
As these regulations become more prevalent and companies
comply with them, clients come to expect transparency as a
standard practice. By meeting these expectations and
providing the transparency clients desire, businesses can attract
and retain customers who value such practices. Meeting client
expectations leads to customer satisfaction, positive word-of-
mouth recommendations, and increased sales.
When companies are transparent about their supply chains,
they demonstrate a commitment to integrity, ethical practices,
and client well-being. This transparency fosters a positive
reputation, which can attract new customers and reinforce
loyalty among existing customers. A strong reputation positively
influences purchase decisions, resulting in increased sales and
revenue.
Transparency acts often extend beyond national borders, with
global regulations focusing on supply chain transparency. By
embracing transparency and complying with these regulations,
businesses can expand their reach into new markets.
Transparent supply chains can help overcome barriers to entry
and gain the trust of clients in new regions, driving sales growth
and revenue expansion.
Supply chain transparency can also have an impact on investor
confidence. Investors increasingly consider environmental,
Annual Report 2023 Transparency Act 24
social, and governance (ESG) factors when making investment
decisions. Companies with transparent supply chains are
perceived as lower-risk and more attractive investments.
Enhanced investor confidence can result in increased funding,
capital, and resources that contribute to business growth and
revenue generation.
It is important to note that the actual impact on sales and
revenue will depend on various factors such as industry, target
market, competitive landscape, and the effectiveness of
transparency initiatives. However, by embracing transparency
and meeting the expectations of clients and stakeholders,
businesses can position themselves for increased sales and
revenue opportunities.
14. Recap of key points
In conclusion, SeaBird has a system in place to identify suppliers
and risk-assess the potential exposure to companies violating
human rights. The safety management system also provides the
opportunity for logging, follow-up and addressing any breach
of our code of conduct. Further and more diligent work is
ongoing to secure quality feedback from our suppliers, and
through this process, employees have a higher awareness of the
objective of the Transparency Act.
15. Future implications of the act
Going forward, the company believe that the focus from
Norwegian companies, will make it easier to have questionnaire
returned from suppliers, if they are more used to receive them.
The major EU companies have good procedures in place now,
and we expect minor EU companies and other regions to follow
in the future.
16. Recommendations for advances
Considerable effort is invested in completing forms from
companies with whom SeaBird collaborates with suppliers, as
well as in following up on responses from our own suppliers. It
would be highly advantageous if government officials could
develop a standardized form, streamlining these processes and
promoting efficient feedback.
Annual Report 2023 Management Report 25
Management Report
This Management Report is prepared for Seabird Exploration PLC
(alone or together with its subsidiaries referred to as "Seabird" or
"Company" or "Group").
1.1 Operating activities
2023 was a year of high activity with full utilisation on both
vessels. During the year the Company managed to secure new
long-term contract for one of its vessels and to keep
employment of both vessels through the year.
The Eagle Explorer completed a 2D survey in India in June and
started a Source project in Malaysia in direct continuation.
Thereafter the vessel completed scheduled 5-yearly Class
renewal and continued with a 2D project on Malaysia which
was completed on end February 2024.
The Fulmar Explorer was fully committed throughout the year
and has secured contract commitment until end August 2025.
Seabird’s majority of shares in Green Minerals AS were
distributed to its shareholders on 25 January 2023. As at 31
December 2022 Green Minerals AS was recognised as
discontinued operation.
1.2 Seismic services outlook
During 2023 the demand remained high with some normal
seasonal fluctuations and towards to the end of year the market
stabilized.
In the seismic market, SeaBird operates in two segments: 2D and
OBN source. OBN is primarily related to increased recovery from
producing fields and seismic spending the last couple of years
has largely been allocated to improved oil recovery (IOR) from
producing fields as well as near-field exploration.
This has resulted in a commensurate increase in source vessel
demand related to ocean bottom seismic surveys. The ocean
bottom seismic (OBS) market is still expected to be a core
market for the company and is therefore less sensitive to
fluctuations in oil price than conventional 2D and 3D seismic.
Contract prices are improving compared to previous years and
expected to increase gradually, especially if 2D activity
continues to increase, with the majority of the relevant global
fleet being allocated either to OBN source or 3D. The company
has an upgraded modern, versatile, and competitive fleet of 2
owned vessels plus the ability to outfit additional further vessels.
1.3 Quality, Health, Safety, and
Environment
We are guided by our commitment to quality, health, safety,
and environment (QHSE).
SeaBird’s operating management system is central to the
company’s performance evaluation process and is fully
endorsed and supported by senior management through the
company’s policies.
In addition to quality, the system ensures safe operations. The
company had none Loss time incidents (LTI) in 2023.
SeaBird’s detailed analysis of past performance ensures that
continual improvements are being made to QHSE procedures
and also ensures that set QHSE targets for 2023 are achievable.
Focal points for 2024 is to continue to streamline operations
without compromising on health, safety, environment, and
quality.
Our management system is certified to ISO 14001:2015
(environmental management systems), ISO 9001:2015 (quality
management systems) and ISO 45001:2018 (occupational
health and safety management systems).
All SeaBird vessels comply with the requirements of the
International Safety Management code and the Marine Labor
Convention 2006.
The company continues to work actively on minimizing its
impact on the environment. We strive to achieve the highest
levels of environmental awareness and operational
competency. Continual improvement is achieved by
developing ever more stringent internal environmental plans
and targets annually. No environmental incidents were
recorded in 2023.
Established QHSE processes ensures the company:
✓ Provides a safe, healthy work environment both
offshore and onshore;
✓ Continuously improves operational performance and
quality;
✓ Deliver its services promptly and cost effectively
✓ Considers the environment in all aspects of its
operations
1.4 Transparency act
The Transparency Act came into effect in Norway on July 1,
2022, and requires several Norwegian companies to have a
relationship with how their business operations may impact
fundamental human rights and decent working conditions. The
background for this law is a clear expectation from the
authorities, society, and clients that businesses should act with
increased responsibility throughout their value chain.
SeaBird Exploration, as an ISO-certified company has already
developed routines to identify and manage risk in our day-to-
day operations, where negative impacts on human rights and
the environment in supply chains are identified. We have
developed a questionnaire, where among others forced labour,
child labour and other human rights violations, as well as
environmental risks and impacts are addressed. One of the
challenges encountered is to have the questionnaires returned
in a timely manner, but so far we have not identified any
Annual Report 2023 Management Report 26
negative impacts on neither human rights nor environment.
SeaBird Exploration has a system in place to address and
handles any non-compliance to our code of conduct. We also
carry out in-house audits to verify the compliance of our
suppliers (in 2023, 4 [four] companies where audited). In 2023,
we have used 193 different suppliers, and we have received
feedback from 45 (forty-five) of these. Please see the separate
transparency act section for more information.
1.5 Interaction with the capital market
25 January 2023, the company completed the distribution of its
shares in Green Minerals AS to its shareholders.
1.6 Financial calendar
6 June 2024
Annual General Meeting
15 May 2024
First quarter report
15 August 2024
Half-year report
13 November 2024
Third quarter report
20 February 2025
Fourth quarter report
30 April 2025
Annual report 2024
1.7 20 largest shareholders’ table
Investor
No. of shares
31.12.2023
% of total
Mh Capital As
10,159,676
12.6%
Anderson Invest As
6,098,626
7.6%
Alden As
5,577,219
6.9%
Grunnfjellet As
5,075,301
6.3%
Storfjell As
3,255,775
4.0%
Whiterock Capital As
2,500,000
3.1%
Myrseth
2,436,999
3.0%
Grønland
2,062,759
2.6%
Europa Link As
1,887,129
2.3%
Sigstad
1,810,000
2.2%
North Sea Group As
1,760,000
2.2%
Kfs As
1,210,000
1.5%
Hubris Industrier As
1,208,333
1.5%
Nordnet Livsforsikring As
1,060,028
1.3%
The Bank Of New York
Mellon Sa/Nv
1,006,096
1.3%
F Storm As
953,122
1.2%
Håland
850,000
1.1%
Mp Pensjon Pk
679,816
0.8%
Ps Investments As
655,344
0.8%
Blueberry Capital As
647,830
0.8%
Total number owned by top 20
50,894,053
63.2%
Total number of shares
80,476,271
100.00%
1.8 Financial review
The consolidated financial statements of SeaBird Exploration Plc
as well as the separate financial statements for the parent
company are prepared in accordance with International
Financial Reporting Standards as adopted by the European
Union. Revenues were USD 34.6 million in 2023 compared to USD
20.2 million in 2022. Vessel utilization increased from 39% in 2022
to 90% in 2023. Most of the revenues were related to contracts
with oil companies and other seismic companies. Cost of sales
was USD 19.1 million in 2023 (USD 19.0 million in 2022). SG&A was
USD 4.0 million in 2023, broadly in line with 2022 of USD 3.9 million.
Depreciation and amortization were USD 6.3 million in 2023 (USD
7.1 million in 2022). Total impairments were nil in 2023 (USD 1.5
million in 2022); the impairments in 2022 were primarily related to
Petrel Explorer that was sold in August the same year. The
company reports a net profit of USD 3.1 million for 2023 (loss of
USD 11.6 million in 2022). Capital expenditures were USD 2.7
million in 2023, down from USD 3.9 million in 2022; the capex for
the year 2023 is mainly related to the drydocking of Eagle
Explorer during the year. Cash and cash equivalents at the end
of the year were USD 2.2 million (USD 0.9 million in 2022). Net cash
from operating activities was USD 3.8 million in 2023 (negative
USD 17.0 million in 2022). The company’s term loan facility is
secured with 1st priority mortgage on Eagle Explorer and Fulmar
Explorer. As of 31 December 2023, the balance of the facility was
USD 13.5 million. Net interest-bearing debt was USD 14.1 million
as per 31 December 2023 (USD 15.4 million as per 31 December
2022). The Group refinanced its debt during 2023 and the new
loan facility expires on 30 June 2026. The company has financial
risk management objectives and policies to handle cash flow,
liquidity, and credit risk, which includes frequent forecasting,
review by management and board and by holding sufficient
cash reserves to fund the company’s operations. The company
does not hedge currency, credit, bunker, or other forms of risk.
Please see notes 3 and 31 in the Consolidated Financial
Accounts for further details on the company’s risk management
policies and key risk exposures.
1.9 Significant events during the year
On 12 January 2023, the company announced distribution of
shares in Green Minerals.
On 31 January 2023, the company announced contract
extension.
On 10 May 2023, the company announced contract award for
Eagle Explorer.
On 9 June 2023, the company announced it has signed a term
sheet for the refinancing of the Company's term loan and
guarantee facilities. The full loan amendment agreement was
signed in July 2023.
On 14 July 2023, the company announced contract award for
Fulmar Explorer.
On 12 September 2023, the company announced contract
extension and a new contract award for Eagle Explorer.
1.10 Subsequent events
The most significant events occurred after the date of the
statement of the financial position include:
Annual Report 2023 Management Report 27
On 18 April 2024, the parent Company announced that in the
extraordinary general meeting had been approved the
distribution of NOK 0.25 per share to its shareholders, which will
be effected through the reduction of share premium.
On 23 February 2024, the parent Company announced that the
Board of Directors has proposed a cash dividend of NOK 0.25
per share.
For the full list of subsequent events please refer to Note 33 of
the consolidated financial statements.
1.11 Corporate Governance
Our corporate governance policy guides our operations and
culture. The company’s corporate governance policies are set
out in the corporate governance section of this annual report.
1.12 Going concern
The company’s accounts have been prepared on the basis of
a going concern assumption. Please refer to note 2.1 in the
consolidated financial statements.
1.13 Group Outlook
The company sees continued tendering activity in the OBN
source segment with clients looking for longer commitments and
some interesting 2D prospects.  Activity level is paired with longer
contract durations assumed to be a result of the general energy
situation and oil price. The company believes oil and gas will
remain an important part of the energy mix in the foreseeable
future.
Focus on increased oil recovery and near field developments
will continue to be an important demand driver for the
company’s OBN source services. OBN source is expected to
form the base for the company’s seismic offering going forward
and with quality tonnage, such as the “Eagle Explorer” and the
“Fulmar Explorer”, the company is in a good position to secure
consistent high utilization.
2D remains a cost-efficient exploration method, with national
energy security in select regions as the main driver. Current 2D
tendering activity attests to this.
SeaBird`s response to take advantage of this change in market
dynamics is to consolidate as much high-end capacity as we
can and thereby increase our market share. SeaBird’s
equipment pool enhances SeaBird’s ability to capitalize on its
seismic know-how and market access by equipping third party
vessels on flexible charters. SeaBird is in a unique position to offer
both 2D and OBN source and is therefore able to take
advantage of the higher utilization potential of OBN source,
while at the same time capitalizing on the higher earnings
potential in the niche 2D market.
1.14 Deviation from Q4 2023 report
The group's annual consolidated financial statement has been
adjusted compared to the unaudited quarterly results
announced on 24 February 2024. The adjustments mainly reflect
ECL provisions, non-cash currency adjustments, reclassifications
and tax costs. The total effect is a reduced net profit of USD 3.6
million in the Company’s consolidated statement of income
and USD 2.0 million in reduced net assets for 2023.
1.15 Resolution
The financial statements for the company have been prepared
in accordance with International Financial Reporting Standards,
as adopted by the European Union (EU). They were prepared
under the historical cost convention, except financial
investment and share options that is held at fair value through
profit and loss. Also, the Financial Statements have been
prepared on a going concern basis.
The company’s net profit for 2023 is USD 3.1 million. The profit for
the year will be transferred to the Group’s reserves.
1.16 Financial risk and instruments
SeaBird’s activities are exposed to a variety of financial risks:
market risk (including currency risk, interest rate risk and price
risk), credit risk and liquidity risk. The Group’s overall risk
management focuses on the unpredictability of financial
markets and monitors and controls risks with a potential
significant negative effect for the Group and evaluates to
minimize the risks if the cost of doing so is acceptable. For further
information please see Note 3 and 31 in the Consolidated
Financial Statement.
1.17 Group composition
With reference to Note 19 in the Consolidated Financial
Statement
Company
Shareholding
and voting rights
Aquila Explorer Inc.
100%
Biliria Marine Company Limited
100%
GeoBird Management AS
100%
Green Energy Group AS
100%
Harrier Navigation Company Limited
100%
Hawk Navigation Company Limited
100%
Munin Navigation Company Limited
100%
Oreo Navigation Company Limited
100%
Raven Navigation Company Limited
100%
Sana Navigation Company Limited
100%
Seabed Navigation Company Limited
100%
SeaBird Crewing Mexico S. DE R.L. DE C.V.
100%
SeaBird Exploration Americas Inc.
100%
SeaBird Exploration Asia Pacific PTE. Ltd.
100%
SeaBird Exploration Crewing Limited
100%
SeaBird Exploration Cyprus Limited
100%
SeaBird Exploration Finance Limited
100%
SeaBird Exploration FZ-LLC
100%
SeaBird Exploration Multi-Client Limited
100%
SeaBird Exploration Nigeria Ltd.
100%
SeaBird Exploration Norway AS
100%
SeaBird Exploration Private Limited
26%
SeaBird Exploration Shipping AS
100%
Annual Report 2023 Management Report 28
SeaBird Exploration Vessels Limited
100%
SeaBird Seismic Mexico S. DE R.L. DE C.V.
100%
Susco AS
100%
1.18 Dividend
No dividend was distributed for the years 2022 and 2023. Please
see Subsequent events for more information on capital
distribution.
1.19 Share capital
There are no any restrictions in exercising of voting rights. Please
be referred to Note 15 in the Consolidated Financial Statement
for further information.
1.20 Board of Directors
The Board of Directors consists of Ståle Rodahl (Executive
Chairman of the board), Øivind Dahl-Stamnes (Director), Hans
Christian Anderson (Director), Odd Sondre Svalastog Helsing
(Director) and Sverre Strandenes (Director). Please be referred
to Note 30 for further information.
1.21 Committees
The audit committee has responsibility for overseeing financial
reporting and related internal controls, risk, independent and
internal auditors, and ethics and compliance. The Group’s audit
committee consist of:
• Ståle Rodahl – Executive Chairman of the board
• Sverre Strandenes – Director of the board
The Nominating committee members work to evaluate the
characteristics and performance of board members and are
responsible for selecting the best candidates for each seat on
the board. The Group’s nomination committee consist of:
• Stig Myrseth
• Per Øyvind Berge
• Hans Jan Henry Anderson
1.22 Internal control
The Group operates an internal control system and procedures,
the adequacy of which is evaluated by the Board of Directors
and by an independent Audit Committee which was
established by the Board of Directors. The operation of the
internal control system is intended to manage the risks of not
achieving business objectives and ensure to a reasonable
extent the proper management of the risks of its financial and
operational systems Group. The internal control system includes
procedures aimed at detection and prevention of errors,
omissions and/or fraud which they could cause material
inaccuracies in the preparation of the Group's financial
statements. The adequacy of the internal control system ensures
the validity of financial data and protection against material
errors in the presentation of the Group's results.
Furthermore, the Group performs annual internal audit; Internal
audit to control compliance towards requirements in; ISO 9001,
ISO 14001, ISO 45001, ISM code, ISPS code, MLC and
requirements of the Management System.
1.23 Independent Auditors
The independent auditors RSM Cyprus Ltd have expressed their
willingness to continue in office as the Company’s auditors. A
resolution authorizing the Board of Directors to appoint and fix
their remuneration will be proposed at the next AGM.
Ståle Rodahl, Executive Chairman
Hans Christian Anderson, Director
Øivind Dahl-Stamnes, Director
Sverre Strandenes, Director
Odd Sondre Svalastog Helsing, Director
The board of directors Seabird Exploration PLC
Date 30 April 2024
Annual Report 2023 Consolidated Financial Statement 29
Consolidated Financial Accounts
Consolidated Financial Accounts .............................................. 29
Consolidated statement of income ........................................... 30
Consolidated statement of comprehensive income ................ 31
Consolidated statement of financial position ............................ 32
Consolidated statement of financial position ............................ 33
Consolidated statement of changes in equity .......................... 35
Consolidated statement of cash flow ........................................ 36
Notes to the consolidated financial statements ....................... 37
1 General information ........................................................ 37
2 Material accounting policy information ........................ 37
2.1 Basis of preparation ......................................................... 37
2.2 Adoption of new or revised standards and
interpretations .................................................................. 39
2.3 Consolidation ................................................................... 39
2.4 Segment reporting ........................................................... 40
2.5 Foreign currency translation ........................................... 40
2.6 Interests in joint operations and associates ................... 41
2.7 Property, plant and equipment ...................................... 41
2.8 Intangible assets .............................................................. 42
2.9 Impairment of non-financial assets ................................ 43
2.10 Non-current assets held for sale...................................... 43
2.11 Financial assets and financial liabilities .......................... 43
2.11.1 Financial assets - classification ........................................ 43
2.11.2 De-recognition of financial assets .................................. 45
2.11.3 Financial assets: impairment and credit loss allowance
for ECL .......................................................................................... 45
2.11.4 Reclassification of financial assets .................................. 46
2.11.5 Financial assets write off .................................................. 46
2.11.6 Financial liabilities measurement categories ................. 46
2.11.7 De-recognition of financial liabilities .............................. 46
2.12 Inventories ........................................................................ 46
2.13 Cash and cash equivalents ............................................ 47
2.14 Share capital .................................................................... 47
2.15 Current and deferred tax ................................................ 47
2.16 Employee benefits and share based payments ........... 47
2.17 Provisions .......................................................................... 48
2.18 Revenue recognition ....................................................... 48
2.19 Leases ............................................................................... 50
2.20 Dividend distribution ........................................................ 51
2.21 Comparatives .................................................................. 51
2.22 Contingent assets and liabilities ..................................... 51
2.23 Contract costs .................................................................. 51
2.24 Costs to fulfil a contract .................................................. 52
3 Risk factors and financial risk management .................. 52
3.1 Financial risk factors ......................................................... 52
3.2 Other risk factors .............................................................. 53
3.3 Fair value estimation ........................................................ 54
4 Critical accounting estimates and judgments .............. 54
5 Segment information ...................................................... 56
6 Revenue ........................................................................... 56
7 Property, plant and equipment ..................................... 57
8 Income tax expense ....................................................... 59
9 Multi-client library ............................................................ 59
10 Trade receivables and contract assets ......................... 60
11 Other current assets ........................................................ 60
12 Asset held for sale ............................................................ 60
13 Inventories ........................................................................ 61
14 Cash and bank balances ............................................... 61
15 Share capital and share options .................................... 61
16 Trade and other payables .............................................. 62
17 Provisions and other liabilities ......................................... 63
18 Interest bearing loans and borrowings .......................... 63
19 Subsidiaries and associates within the Group ............... 64
20 Other financial items, net ............................................... 66
21 Other income (expenses), net ....................................... 66
22 Expenses by nature ......................................................... 67
23 Audit expenses ................................................................ 67
24 Employee benefit expense............................................. 68
25 Finance expense ............................................................. 68
26 Earnings per share ........................................................... 68
27 Dividends ......................................................................... 69
28 Commitments and contingencies ................................. 69
29 Leases ............................................................................... 69
30 Related-party transactions ............................................. 70
31 Financial instruments ....................................................... 71
32 Long-term investments .................................................... 74
33 Subsequent events .......................................................... 74
34 Performance measurement definitions ......................... 75
35 Operating environment .................................................. 75
Annual Report 2023 Consolidated Financial Statement 30
Consolidated statement of income
Year ended 31 December
All figures in USD 000's
Note
2023
2022
Revenues
5, 6
34,635
20,164
Cost of sales
22
-19,062
-19,036
Selling, general and administrative expenses
22
-3,969
-3,889
Other income (expenses), net
10, 17, 21
-2,939
1,485
Earnings before interest, tax, depreciation and amortization (EBITDA)
8,665
-1,276
Gain/(loss) on sale of property, plant and equipment
74
260
Depreciation
7, 9
-6,274
-6,960
Amortization
9
-54
-139
Impairment
7
-
-1,502
Earnings before interest and taxes (EBIT)
2,411
-9,617
Finance income
63
10
Finance expense
25
-2,588
-1,854
Share of net profit/(loss) of associates
19
-26
224
Other financial items, net
19, 20
3,539
-475
Profit/(loss) before income tax
3,399
-11,712
Income tax
8
-272
107
Profit/(loss) continuing operations
3,127
-11,605
Net profit/(loss) discontinued operations
-
-1,256
Profit/(loss) for the period
3,127
-12,861
Profit/(loss) attributable to continuing operations
Shareholders of the parent
3,127
-11,605
Non-controlling interests
19
-
-
Profit/(loss) attributable to discontinued operations
Shareholders of the parent
-
-639
Non-controlling interests
19
-
-617
Earnings per share
26
0.04
-0.21
From continuing operations
26
0.04
-0.20
From discontinued operations
26
-
-0.01
Annual Report 2023 Consolidated Financial Statement 31
Consolidated statement of comprehensive income
Year ended 31 December
All figures in USD 000's
Note
2023
2022
Profit/(loss)
3,127
-12,861
Other comprehensive income
-
-
Exchange difference arising on the consolidation of foreign companies financial
accounts
-
-
Total other comprehensive income, net of tax
-
-
Total comprehensive income
3,127
-12,861
Total comprehensive income attributable to:
Shareholders of the parent
3,127
-12,244
Non-controlling interests
19
-
-617
Total
3,127
-12,861
Annual Report 2023 Consolidated Financial Statement 32
Consolidated statement of financial position
As of 31 December
All figures in USD 000's
Note
2023
2022
ASSETS
Non-current assets
Property, plant and equipment
7
39,453
42,982
Multi-client library
9
-
54
Investment in associates and other investments
19, 32
327
224
Total non-current assets
39,780
43,260
Current assets
Inventories
13
1,125
643
Trade receivables
10
9,642
12,428
Other current assets
11
1,258
6,119
Restricted cash
14
42
57
Cash and cash equivalents
14
2,176
851
Total current assets
14,243
20,098
Assets classified as held for sale
12
-
175
Assets classified as held for distribution
19
-
2,333
TOTAL ASSETS
54,023
65,866
Annual Report 2023 Consolidated Financial Statement 33
Consolidated statement of financial position
As of 31 December
All figures in USD 000's
Note
2023
2022
EQUITY
Shareholders' equity
Paid in capital
15
36,944
36,944
Currency translation reserve
-395
-395
Share options granted
15
153
595
Retained earnings
-9,899
-8,404
Total equity attributable to the parent
26,803
28,740
Non-controlling interests
-
1,075
TOTAL EQUITY
26,803
29,815
LIABILITIES
Non-current liabilities
Loans and borrowings non-current
18
13,115
-
Total non-current liabilities
13,115
-
Current liabilities
Trade payables
16
3,821
9,051
Contract liability
16
469
1,467
Other payables
16
3,124
7,773
Provisions and other liabilities
17
2,249
331
Loans and borrowings current
18
3,119
16,287
Tax liabilities
8
1,323
1,000
Total current liabilities
14,105
35,909
Liabilities classified as held for distribution
19
-
142
TOTAL LIABILITIES
27,220
36,051
TOTAL EQUITY AND LIABILITIES
54,023
65,866
Annual Report 2023 Consolidated Financial Statement 34
On 30 April 2024, the Board of Directors of SeaBird Exploration Plc authorized these consolidated financial statements for issue.
Ståle Rodahl – Executive Chairman
Hans Christian Anderson – Director
Øivind Dahl-Stamnes – Director
Sverre Strandenes – Director
Odd Sondre Svalastog Helsing – Director
Annual Report 2023 Consolidated Financial Statement 35
Consolidated statement of changes in equity
All figures in USD 000's
Paid in
capital
Currency
translation
reserve
Share
options
granted
Retained
earnings
Non-
controlling
intrests
Total
equity
Equity as of 1 January, 2022
45,492
-407
192
-17,861
930
28,346
Profit/(Loss)
-12,244
-617
-12,861
Other comprehensive income
-
Total comprehensive income
-
-
-
-12,244
-617
-12,861
Share issue
12,651
12,651
Share premium reduction
-16,233
16,233
-
Share premium reduction - Green Minerals AS
shares
-4,966
4,966
-
Transactions with non-controlling interest
-
-
-
572
762
1,334
Share options granted/cancelled
-
-
403
-
-
403
Other equity transactions
-
12
-
-69
-
-57
Total contributions by and distributions to owners
-8,548
12
403
21,702
762
14,331
Equity as of 31 December 2022
36,944
-395
595
-8,404
1,075
29,815
Profit/(Loss) for the year
3,127
-
3,127
Other comprehensive income for the year
-
-
Total comprehensive income for the year
-
-
-
3,127
-
3,127
Distribution of Green Minerals AS
-4,610
-4,610
Deconsolidation of Green Minerals AS
-240
-
-1,075
-1,315
Net share options movement
-202
-202
Other equity transactions
-
-
-12
-12
Total contributions by and distributions to owners
-
-
-442
-4,622
-1,075
-6,139
Equity as of 31 December 2023
36,944
-395
153
-9,899
-
26,803
Annual Report 2023 Consolidated Financial Statement 36
Consolidated statement of cash flow
Year ended 31 December
All figures in USD 000's
Note
2023
2022
Cash flows from operating activities
Profit/(loss) before income tax
3,399
-11,712
Adjustments for
Depreciation, amortization and impairment
7, 9, 28
6,327
8,601
Movement in provision
17
1,430
-
Loss /(gain) from disposal of fixed assets
-74
-260
Unrealized exchange (gain)/loss
347
482
Interest expense on financial liabilities
25
2,588
1,588
Other items
-2,927
-
(Increase)/decrease in inventories
-482
543
(Increase)/decrease in trade receivables, contract assets and restricted cash
5,602
-9,641
Increase/(decrease) in trade payables, contract liability and other payables
-8,038
-6,703
Increase/(decrease) in tax liabilities
323
110
Net cash used in operating activities
8,495
-16,992
Cash flows from investing activities
Capital expenditures
7
-2,745
-3,895
Proceeds from disposal of PPE
7
249
9,586
Net cash used in investing activities
-2,496
5,691
Cash flows from financing activities
Net proceeds from issuance of ordinary shares
15
-
12,651
Receipts from borrowings
18
14,200
11,501
Repayment of borrowings
18
-16,997
-10,606
Interest paid
-1,996
-1,551
Dividend received
119
-
Net cash from financing activities
-4,674
11,995
Net decrease in cash and cash equivalents
1,325
694
Cash and cash equivalents at beginning of the period, unrestricted
14
851
157
Cash and cash equivalents at end of the period, unrestricted
14
2,176
851
Net increase in cash and cash equivalents from discontinued operation
-25
Cash and cash equivalents at beginning of the period in from discontinued
operation, unrestricted
2,155
Cash and cash equivalents at end of the period in discontinued operations,
unrestricted
2,130
Annual Report 2023 Consolidated Financial Statement 37
Notes to the consolidated financial statements
All figures in USD 1.000, if not stated otherwise. The consolidated financial statements and the separate financial statements are an integral
part of the annual financial statements and should be read in conjunction with each other.
1 General information
Seabird Exploration Plc (alone or together with its subsidiaries referred to as “SeaBird” or “company” or “Group”) is a global provider of
marine seismic data for the oil and gas industry. SeaBird specializes in high quality operations within the high end of the 2D and source
vessel market. SeaBird concentrates on contract seismic surveys. The main success criteria for the Group are an unrelenting focus on
quality, health, safety and environment (QHSE), combined with efficient collection of high-quality seismic data.
The company was incorporated in the British Virgin Islands as a limited liability company in 2000. The company was re-domiciled to Cyprus
on 18 December 2009. Seabird has direct ownership in two vessels and the company is listed on Oslo Børs with ticker SBX. The company’s
registered address is at Panteli Katelari 16, Diagoras House floor 7, 1097, Nicosia, Cyprus. The Group main office is located in Bergen
(Norway) with the office address Sandviksbodene 68, 5035 Bergen. SeaBird Exploration Plc is tax resident in Norway and registered in the
corporate registers both in Norway and Cyprus.
At 31 December 2023, Seabird’s owned fleet consisted of the seismic vessels “Eagle Explorer” (Eagle) and “Fulmar Explorer” (Fulmar). The
Group sold one non-core vessel, the Petrel Explorer, in August 2022. In addition, the Group has a substantial pool of seismic equipment
which could be operated on third parties’ vessels. At year-end there were no chartered vessels in operation.
The accompanying consolidated and separate financial statements represent the activities of SeaBird for the year ended 31 December
2023 (the “period”). These consolidated and separate financial statements were authorized for issue by the board of directors on 30 April
2024.
2 Material accounting policy information
The accounting policies that are material to the Group are set out below. These policies have been consistently applied to all years
presented in these consolidated financial statements unless otherwise stated.
2.1 Basis of preparation
These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards.
(IFRS) as adopted by the European Union (EU) and the requirements of the Cyprus Companies Law, Cap.113. The consolidated financial
statements have been prepared under the historical cost convention, except financial investment and share options that is held at fair
value through profit and loss. The preparation of financial statements also requires the use of assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current
events and actions, actual results may ultimately differ from those estimates. The areas involving a higher degree of judgment or
complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 4
Critical accounting estimates and judgments.
Going concern assumption
The assessment of going concern relies heavily on the ability of the Group to secure future cash inflows over the going concern assessment
period which extends through to a period of at least one year from the date of approval of the financial statements to meet their liabilities
as they become due. The following steps have been undertaken to allow Management to conclude on the appropriateness of the going
concern assumption:
a. Understand what could cause the Group not to be a going concern
b. Consider the current liquidity position, customer and sector position, market and operational risks and availability of additional
funding if required
c. Board review of the base case forecast produced by management
d. Perform reverse stress tests to assess under what circumstances going concern would become a risk – and assess the likelihood
of whether they could occur
e. Examine other mitigating actions to remedy the stress test scenarios
Annual Report 2023 Consolidated Financial Statement 38
f. Conclude upon the going concern assumption
(a) Understand what could cause the Group not to be a going concern
The potential scenarios which could lead to the Group not being a going concern are:
• Not having sufficient cash to meet liabilities as they fall due and therefore not being able to provide services to its customer base
and meet financing obligations. The main source of operating cash flows for the Group is the securing of employment for its
fleet. As of 31 December 2023 the Group was in a net current asset position of USD 0.1 million.
• A non-remedied breach of the financial covenants of Sparebank 1 SMN bank (Note 18 Interest bearing loans and borrowings)
and failure to obtain a waiver. Under the terms of the agreement this could lead to the outstanding balance becoming due for
immediate repayment. These covenants are:
✓ Minimum fee cash: USD 1 million
✓ Positive working capital excluding current portion of interest-bearing debt
✓ Equity ratio 45 %
(b) Consider the current liquidity position, customer and sector position, market and operational risks and availability of additional
funding if required.
At 31 December 2023 unrestricted cash and cash equivalents amounted to USD 2.2 million, while total current assets amounted to USD
14.2 million.
As at 31 December 2023, the Group had Interest-bearing loans and borrowings of USD 16.2 million, current liabilities of USD 14.1 million and
current liabilities excluding interest bearing debt of USD 11.0 million. As at 31 December 2023, the Group’s total equity amounted to USD
26.8 million, after a net profit of USD 3.1 million for the year.
The general market outlook continued to improve in 2023, with both tendering activity and rate level being higher now than were a year
ago. At the same time the seismic industry has gone through a momentous resetting where the fleet of active vessels has been reduced
by more than 50% and the number of players has been drastically reduced. Following the conversion of Fulmar Explorer in 2021
(completed early 2022) the company is well positioned to take advantage of the strong market. The attractiveness of the Group’s assets
is also reflected in the contracts secured during the year, namely a two year contract for the “Fulmar Explorer” and two contracts for the
“Eagle Explorer”. This has resulted in the best yearly EBITDA result for seven years. The Eagle Explorer is currently available, but given the
leads and discussion the management is confident that she will back on work shortly.
If needed, the company may also attempt to raise liquidity through the stock exchange by utilizing equity market opportunities. This was
successfully applied on two occasions during 2022. The access to the public equity market does not exclude the possibility to dispose of
tangible fixed assets held by the company and delay scheduled investment programs and capital expenditure if required to ensure
additional liquidity. This was also implemented in 2022 through the sale of one non-core vessel with a substantial loan repayment effect.
(c) Board review of the base case forecast produced by management
The management has developed a base case cashflow forecast incorporating the most likely scenarios based on historic data and
contract activity. The following steps were taken by the Board to ensure the most accurate base case budget is prepared:
- The inputs and assumptions used in the base case cashflow forecast were compared to external market sources to ensure
reasonability.
- Inputs and assumptions were challenged through historic data.
- Reviewed the variance analysis between prior year projected cashflows versus actual cash flows.
- Compared employment rates to approved and prospective contracts.
- Challenged the cost base used for contracts.
- Ensured the base cashflow is updated with actual data from 2023.
- Examined different scenarios, their likelihood and impact on the Group.
- Reviewed the probability of signing new contracts, based on current negotiation developments.
- Obtained approval and confirmed the refinancing of its existing loan facilities.
The main assumptions/facts used in the cash flow projections include the estimated EBITDA to be generated in 2024, the inclusion of cash
inflows relating to potential contracts. If these assumptions are accurately estimated there should be no breach of covenants in the next
twelve months and the Group will be able to cover its short-term liabilities.
Annual Report 2023 Consolidated Financial Statement 39
(d) Perform reverse stress tests to assess under what circumstances going concern would become a risk
The base case forecast model was further adjusted to establish at what point the Group may not be able to meet its obligations. The
Management has developed two stress test scenarios:
1. The first stress test scenario incorporates a reduced utilization or reduced contract rates by 50% on new employment. In this
scenario, the company will be able to meet all its commitments.
2. The second stress test scenario includes only the signed contracts up to the signing date of the financial statements. In its
assessment, the board considers availability of alternative sources of financing to mitigate the impact on liquidity, including cost
saving measures and tighter working capital control as a first response. The Group has contingency plans in place in case of a
prolonged stand-off, which will take the Group’s run-rate on cash costs down to a very low level, enabling it to handle a period
of low demand from the oil companies. However, based on the sensitivity, the Group will have sufficient cash to cover its
expenses and commitments during the forecast period.
Hence, for the going concern becoming a risk for the Group, it would need to see a scenario where the existing contract is cancelled
and new contracts are at lower profitability than the existing one would be awarded. That said, the current project progresses properly
and there are no any events leading to such incidents.
(e) Examine other mitigating actions to remedy the stress test scenarios.
- Diversification of operations
- Alternative credit funding sources
- The Group is listed in the Oslo Stock Exchange and has access to funds from shareholders, if needed.
- As per above this tool was applied successfully twice during 2022; the latest share issue in July 2022 was substantially
oversubscribed indicating the general interest to invest in the seismic market and the Group.
(f) Conclude upon the going concern assumption
The above matters do not reveal any significant doubt over the Group’s ability to continue as a going concern. However, Management
determined that the actions taken so far and the available options are sufficient regarding this matter of going concern, and has therefore
prepared the consolidated and stand-alone financial statements on a going concern basis.
2.2 Adoption of new or revised standards and interpretations
There were no changes in accounting principles and no new IFRS standards, amendments or interpretations that have been up for
adoption in 2023.
New standards, amendments, IFRSs or IFRIC interpretations for annual reporting periods after 31st of December 2023 are expected to not
be significant for the Group’s financial statements going forward.
2.3 Consolidation
(A) Subsidiaries
The consolidated financial statements incorporate the financial statements of the company and entities (including structured entities)
controlled by the company (its “subsidiaries”).
Control is achieved when the company:
- has power over the investee;
- is exposed, or has rights, to variable returns from its involvement with the investee; and
- has the ability to use its power to affect its returns.
The company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more
of the three elements of control listed above.
When the company has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are
sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally.
Subsidiaries are fully consolidated from the date on which control is transferred to SeaBird. They are de-consolidated from the date that
control ceases. The purchase method of accounting is used to account for the acquisition of subsidiaries by SeaBird. The cost of an
acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of
exchange. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially
Annual Report 2023 Consolidated Financial Statement 40
at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the
fair value of SeaBird’s share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair
value of the net assets of the subsidiary acquired, the difference is recognized directly in the income statement.
Inter-company transactions, balances and unrealized gains on transactions between SeaBird companies are eliminated. Accounting
policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by SeaBird. For a complete
listing of subsidiaries please refer to note 19 Subsidiaries and associates within the Group.
(B) Non-controlling interests (minority interests)
Changes in a parent's ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary are equity
transactions (meaning transactions with owners in their capacity as owners).
For more information regards to non-controlling interest see note 19 Subsidiaries and associates within the Group.
If the Group loses control of a subsidiary with non-controlling interest;
- the Group derecognizes the assets and liabilities of the former subsidiary from the consolidated statement of financial position
- Recognizes any investment retained in the former subsidiary at its fair value when control is lost and subsequently accounts for it
and for any amounts owed by or to the former subsidiary in accordance with relevant IFRSs. That fair value shall be regarded as
the fair value on initial recognition of a financial asset in accordance with IFRS 9 or, when appropriate, the cost on initial
recognition of an investment in an associate or joint venture.
- recognizes the gain or loss associated with the loss of control attributable to the former controlling interest
The non-controlling interest represents the investment in Green Minerals AS.
Green Minerals AS was decided to be distributed to SeaBird’s shareholder in 2022, and as such has been recognized as discontinued
operation in the annual accounts for 2022. The distribution was completed 25 January 2023, and thus deconsolidated from the annual
accounts for the year 2023.
2.4 Segment reporting
A segment is a distinguishable component of the Group that is engaged in providing related services (business segment), or in providing
services within a particular economic environment (geographical segment), which is subject to risks and returns that are different from
those of other segments. The Group has one business segment. The CEO of the Group is considered to be the Chief Operating Decision
Maker.
2.5 Foreign currency translation
(A) Presentation currency
The consolidated financial statements are presented in US dollars, which is also the Group’s functional currency.
(B) Transactions and balances
Foreign currency transactions are translated into the presentation currency using the exchange rates prevailing at the dates of the
transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are
recognized in the income statement. Foreign exchange gains and losses arising from financing activities are recognized in finance costs
while all other foreign exchange gains and losses are recognized in their individual line items.
(C) Seabird companies
The results and financial position of all the SeaBird entities that have a functional currency different from the presentation currency are
translated into the presentation currency as follows:
I. assets and liabilities for each balance sheet item are translated at the closing rate at the date of that balance sheet;
II. income and expenses are translated at average exchange rates during the year (unless this average is not a reasonable
approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses
are translated at the dates of the transactions); and
III. all resulting exchange differences are recognized as a separate component of equity.
Annual Report 2023 Consolidated Financial Statement 41
On consolidation, exchange differences arising from the translation of the net investment in foreign operations are taken to shareholders’
equity. When a foreign operation is sold, exchange differences that were recorded in equity are recognized in the income statement as
part of the gain or loss on sale.
2.6 Interests in joint operations and associates
Joint operations
A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and
obligations for the liabilities, relating to the arrangement. Joint control is the contractually agreed sharing of control of an arrangement,
which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.
When a group entity undertakes its activities under joint operations, the Group as a joint operator recognizes in relation to its interest in a
joint operation:
- its assets, including its share of any assets held jointly;
- its liabilities, including its share of any liabilities incurred jointly;
- its revenue from the sale of its share of the output arising from the joint operation;
- its share of the revenue from the sale of the output by the joint operation; and
- its expenses, including its share of any expenses incurred jointly.
The Group accounts for the assets, liabilities, revenue and expenses relating to its interest in a joint operation in accordance with the IFRS
Standards applicable to the particular assets, liabilities, revenue and expenses.
When a group entity transacts with a joint operation in which a group entity is a joint operator (such as a sale or contribution of assets),
the Group is considered to be conducting the transaction with the other parties to the joint operation, and gains and losses resulting from
the transactions are recognized in the Group’s consolidated financial statements only to the extent of other parties’ interests in the joint
operation.
When a group entity transacts with a joint operation in which a group entity is a joint operator (such as a purchase of assets), the Group
does not recognize its share of the gains and losses until it resells those assets to a third party.
The Group’s multi-client projects presented in these financial statements joint control arrangements accounted for as joint operations.
Associates
Associates are entities over which the consolidated entity has significant influence but not control or joint control. Investments in associates
are accounted for using the equity method. Under the equity method, the share of the profits or losses of the associate is recognised in
profit or loss and the share of the movements in equity is recognised in other comprehensive income. Investments in associates are carried
in the statement of financial position at cost plus post-acquisition changes in the consolidated entity's share of net assets of the associate.
Goodwill relating to the associate is included in the carrying amount of the investment and is neither amortised nor individually tested for
impairment. Dividends received or receivable from associates reduce the carrying amount of the investment.
When the consolidated entity's share of losses in an associate equal or exceeds its interest in the associate, including any unsecured long-
term receivables, the consolidated entity does not recognise further losses, unless it has incurred obligations or made payments on behalf
of the associate.
The consolidated entity discontinued the use of the equity method upon the loss of significant influence over the associate and recognises
any retained investment at its fair value. Any difference between the associate's carrying amount, fair value of the retained investment
and proceeds from disposal is recognised in profit or loss.
2.7 Property, plant and equipment
Property, plant and equipment comprise mainly vessels and seismic equipment on board owned or chartered vessels. Vessels, seismic
equipment designated for source and 2D operation and office equipment are carried at historical cost, less accumulated depreciation
and impairment.
Cost represents either the purchase price or the fair value at the time of acquisition if the purchase was through a business combination.
Certain expenditures for conversions and major improvements are also capitalized if they appreciably extend the life or increase the
earning capacity of a vessel. Elements of cost include costs that are directly attributable to the improvement or conversion project but
not administration and other general overhead costs. Subsequent costs are included in the asset’s carrying amount or recognized as a
separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and
the cost of the item can be measured reliably. All other repairs and maintenance are charged to the income statement during the
financial period in which they are incurred.
Annual Report 2023 Consolidated Financial Statement 42
Depreciation on property, plant and equipment is calculated on a straight-line basis (historical cost less residual value) over their estimated
useful lives, as follows:
- Vessels: Up to 25 years
- Conversion expenditures: Vessels remaining life
- Seismic equipment (immovable): Vessels remaining life
- Seismic equipment (movable): 3 to 8 years
- Office equipment: 3 years
The vessels are depreciated from the date they are available for use, i.e. when they are in the location and condition necessary for them
to be capable of operating in the manner intended by management. Costs for special periodic and class renewal surveys (dry-docking)
are capitalized and depreciated over the estimated period between surveys. When special periodic and class renewal surveys occur the
part of the fixed assets register that is replaced is derecognized. Other maintenance and repair costs are expensed as incurred. The
assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date.
An asset’s carrying amount is derecognized upon disposal or when no future economic benefits are expected to arise from the continued
use of the asset. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included under
“Gain/(loss) on sale of property, plant and equipment” in the income statement.
Property, plant and equipment under construction or under conversion are recognized at cost less impairment. Elements of cost include
costs that are directly attributable to the conversion project but not administration and other general overhead costs.
2.8 Intangible assets
(A) Intangible assets acquired separately
Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortization and accumulated
impairment losses. Amortization is recognized on a straight‑line basis over their estimated useful lives. The estimated useful life and
amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for
on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated
impairment losses.
(B) Internally‑generated intangible assets – research and development expenditure
Expenditure on research activities is recognized as an expense in the period in which it is incurred. An internally‑generated intangible asset
arising from development (or from the development phase of an internal project) is recognized if, and only if, all of the following conditions
have been demonstrated:
- the technical feasibility of completing the intangible asset so that it will be available for use or sale;
- the intention to complete the intangible asset and use or sell it;
- the ability to use or sell the intangible asset;
- how the intangible asset will generate probable future economic benefits;
- the availability of adequate technical, financial and other resources to complete the development and to use or sell the
intangible asset; and
- the ability to measure reliably the expenditure attributable to the intangible asset during its development.
The amount initially recognized for internally‑generated intangible assets is the sum of the expenditure incurred from the date when the
intangible asset first meets the recognition criteria listed above. Where no internally‑generated intangible asset can be recognized,
development expenditure is recognized in profit or loss in the period in which it is incurred. Subsequent to initial recognition,
internally‑generated intangible assets are reported at cost less accumulated amortization and accumulated impairment losses, on the
same basis as intangible assets that are acquired separately.
(C) De-recognition of intangible assets
An intangible asset is derecognized on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses
arising from de-recognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying
amount of the asset, and are recognized in profit or loss when the asset is derecognized.
Following initial recognition, intangible assets are carried at cost less any accumulated amortization and any accumulated impairment
losses. Intangible assets with finite lives are amortized over the useful economic lives based on straight line amortization. Useful lives and
amortization method for intangible assets with finite useful life are reviewed at least annually. Gains and losses arising from de-recognition
of an intangible asset are measured at the difference between the net sales proceeds and the carrying amount of the asset and are
reported as “other income (expenses), net” in the income statement as part of operating profit.
Annual Report 2023 Consolidated Financial Statement 43
The company currently owns no intangible assets other than multi-client investments, which are described below.
(D) Multi-client library
The multi-client library consists of seismic data surveys to be licensed to customers on a non-exclusive basis. Costs directly incurred in
acquiring, processing and otherwise completing multi-client seismic surveys, including depreciation and mobilization costs, are capitalized
to the multi-client library.
Generally, each multi-client survey is amortized in a manner that reflects the pattern of consumption of its economic benefits.
Upon completion of data processing and delivery to the prefunding customers and those contracted during the work in progress phase,
amortization is recognized based on total costs versus forecasted total revenues of the project.
Thereafter, a straight-line amortization is applied over the project's remaining useful life, which for most projects is estimated to be four
years. The straight-line amortization is distributed evenly through the financial years, independently of sales during the quarters.
Whenever there is an indication that a survey may be impaired, an impairment test is performed in accordance with the policy described
in Note 2.9 Impairment of non-financial assets. A systematic impairment test of all surveys is performed at least annually at the end of the
financial year.
2.9 Impairment of non-financial assets
At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether
there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the
asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable
amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating
units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation
basis can be identified.
Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and
whenever there is an indication that the asset may be impaired.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows
are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or
cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced
to its recoverable amount. An impairment loss is recognized in profit or loss.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised
estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have
been determined had no impairment loss been recognized for the asset (cash-generating unit) in prior years. A reversal of an impairment
loss is recognized in profit or loss.
2.10 Non-current assets held for sale
Non-current assets (and disposal groups) classified as held for sale are measured at the lower of carrying amount and fair value less costs
to sell.
Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a sale transaction
rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset (or disposal
group) is available for immediate sale in its present condition. Management must be committed to the sale which should be expected
to qualify for recognition as a completed sale within one year from the date of classification.
Property, plant and equipment and intangible assets are not depreciated or amortized once classified as held for sale.
Assets and liabilities classified as held for sale are presented separately as current items in the statement of financial position.
2.11 Financial assets and financial liabilities
Financial assets and financial liabilities are recognized in the Group’s balance sheet when the Group becomes a party to the contractual
provisions of the instrument. Financial assets and financial liabilities are initially measured at fair value and are subsequently held at fair
value or amortized cost based on the classification provisions described below.
2.11.1 Financial assets - classification
The Group classifies its financial assets in the following measurement categories:
Annual Report 2023 Consolidated Financial Statement 44
- those to be measured subsequently at fair value (either through other comprehensive income “OCI” or through profit or loss), and
- those to be measured at amortized cost
The classification and subsequent measurement of debt financial assets depends on: (i) the Group's business model for managing the
related assets portfolio and (ii) the cash flow characteristics of the asset.
In order for a financial asset to be classified and measured at amortized cost or fair value through OCI, it needs to give rise to cash flows
that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI
test and is performed at an instrument level.
The Group’s business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The
business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both.
Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the
market place (regular way trades) are recognized on the trade date, i.e., the date that the Group commits to purchase or sell the asset.
For purposes of subsequent measurement, financial assets are classified in four categories:
- Financial assets at amortized cost (debt instruments)
- Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments)
- Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon de-recognition (equity
instruments)
- Financial assets at fair value through profit or loss
Financial assets at amortized cost (debt instruments)
This category is the most relevant to the Group. The Group measures financial assets at amortized cost if both of the following conditions
are met:
- The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows,
and
- The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
Financial assets at amortized cost are subsequently measured using the effective interest (EIR) method and are subject to impairment.
Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired.
The Group’s financial assets at amortized cost includes trade receivables, cash and cash equivalents and restricted cash.
Financial assets at fair value through OCI (debt instruments)
The Group measures debt instruments at fair value through OCI if both of the following conditions are met:
- The financial asset is held within a business model with the objective of both holding to collect contractual cash flows and selling,
and
- The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
For debt instruments at fair value through OCI, interest income, foreign exchange revaluation and impairment losses or reversals are
recognized in the statement of profit or loss and computed in the same manner as for financial assets measured at amortized cost. The
remaining fair value changes are recognized in OCI. Upon de-recognition, the cumulative fair value change recognized in OCI is recycled
to profit or loss.
The Group does not hold any debt instruments at fair value through OCI.
Financial assets designated at fair value through OCI (equity instruments)
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value
through OCI. The classification is determined on an instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognized as other income in the statement
of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds as a recovery of
part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through
OCI are not subject to impairment assessment. The Group does not hold any equity instruments at fair value through OCI.
Annual Report 2023 Consolidated Financial Statement 45
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include financial assets held for trading, financial assets designated upon initial
recognition at fair value through profit or loss, or financial assets mandatorily required to be measured at fair value. Financial assets are
classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term. Derivatives, including
separated embedded derivatives, are also classified as held for trading unless they are designated as effective hedging instruments.
Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at fair value through
profit or loss, irrespective of the business model. Notwithstanding the criteria for debt instruments to be classified at amortized cost or at
fair value through OCI, as described above, debt instruments may be designated at fair value through profit or loss on initial recognition
if doing so eliminates, or significantly reduces, an accounting mismatch.
Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value with net changes in fair
value recognized in the statement of profit or loss.
This category includes the listed debt investment and the non-listed equity investment shown within the line long-term investments.
2.11.2 De-recognition of financial assets
Financial assets are derecognized when the rights to receive cash flows from the financial assets have expired or have been transferred
and the Group has transferred substantially all the risks and rewards of ownership.
On de-recognition of a financial asset in its entirety, the difference between the carrying amount (measured at the date of de-
recognition) and the consideration received (including any new asset obtained less any new liability assumed) shall be recognized in
profit or loss.
2.11.3 Financial assets: impairment and credit loss allowance for ECL
The Group assesses on a forward looking basis the ECL for debt instruments (including loans) measured at amortized cost and FVOCI and
with the exposure arising from loan commitments and financial guarantee contracts. The Group measures ECL and recognizes credit loss
allowance at each reporting date. The measurement of ECL reflects: (i) an unbiased and probability weighted amount that is determined
by evaluating a range of possible outcomes, (ii) time value of money and (iii) all reasonable and supportable information that is available
without undue cost and effort at the end of each reporting period about past events, current conditions and forecasts of future conditions.
The carrying amount of the financial assets is reduced through the use of an allowance account, and the amount of the loss is recognized
in profit or loss.
Debt instruments measured at amortized cost are presented in the consolidated statement of financial position net of the allowance for
ECL.
For debt instruments at FVOCI, an allowance for ECL is recognized in profit or loss and it affects fair value gains or losses recognized in OCI
rather than the carrying amount of those instruments.
Expected losses are recognized and measured according to one of two approaches: general approach or simplified approach.
For trade receivables including trade receivables with a significant financing component and contract assets and lease receivables the
Group applies the simplified approach permitted by IFRS 9, which uses lifetime expected losses to be recognized from initial recognition
of the financial assets.
For all other financial asset that are subject to impairment under IFRS 9, the Group applies the general approach. The Group applies a
three-stage model for impairment, based on changes in credit quality since initial recognition. A financial instrument that is not credit
impaired on initial recognition is classified in Stage 1.
Financial assets in Stage 1 have their ECL measured at an amount equal to the portion of lifetime ECL that results from default events
possible within the next 12 months or until contractual maturity, if shorter (''12 months ECL''). If the Group identifies a significant increase in
credit risk (''SICR'') since initial recognition, the asset is transferred to Stage 2 and its ECL is measured based on ECL on a lifetime basis, that
is, up until contractual maturity but considering expected prepayments, if any (''Lifetime ECL''). If the Group determines that a financial
asset is credit impaired, the asset is transferred to Stage 3 and its ECL is measured as a Lifetime ECL.
In assessing whether the credit risk on a financial instrument has increased significantly since initial recognition, the Group compares the
risk of a default occurring on the financial instrument at the reporting date with the risk of a default occurring on the financial instrument
at the date of initial recognition. In making this assessment, the Group considers both quantitative and qualitative information that is
reasonable and supportable, including historical experience and forward-looking such as the future prospects of the oil and gas industry
in which the Group’s debtors operate.
Despite the foregoing, the Group assumes that the credit risk on a financial instrument has not increased significantly since initial
recognition if the financial instrument is determined to have low credit risk at the reporting date. A financial instrument is determined to
Annual Report 2023 Consolidated Financial Statement 46
have low credit risk if the financial instrument has a low risk of default, the debtor has a strong capacity to meet its contractual cash flow
obligations in the near term, and adverse changes in economic and business conditions in the longer term may, but will not necessarily,
reduce the ability of the counterparty to fulfil its contractual cash flow obligations. The Group considers a financial asset to have low
credit risk when the asset has external credit rating of ‘investment grade’ in accordance with the globally understood definition or if an
external rating is not available, the asset has an internal rating of ‘performing’. Performing means that the counterparty has a strong
financial position and there is no past due amounts.
The Group considers a financial asset in default when internal or external information indicates that the Group is unlikely to receive the
outstanding contractual amounts in full.
A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that
financial asset have occurred. Evidence that a financial asset is credit-impaired includes observable data about events such as:
significant financial difficulty of the issuer or the borrower; a breach of contract, such as a default or past due event; it is becoming
probable that the borrower will enter bankruptcy or other financial reorganization; or the disappearance of an active market for that
financial asset because of financial difficulties.
2.11.4 Reclassification of financial assets
Financial instruments are reclassified only when the business model for managing those assets changes. The reclassification has a
prospective effect and takes place from the start of the first reporting period following the change.
2.11.5 Financial assets write off
Financial assets are written off, in whole or in part, when the Group exhausted all practical recovery efforts and has concluded that there
is no reasonable expectation of recovery. The write off represents a de-recognition event. The Group may write off financial assets that
are still subject to enforcement activity when the Group seeks to recover amounts that are contractually due, however, there is no
reasonable expectation of recovery.
2.11.6 Financial liabilities measurement categories
Financial liabilities are initially recognized at fair value and classified as subsequently measured at amortized cost, except for (i) financial
liabilities at FVTPL: this classification is applied to derivatives, financial liabilities held for trading (e.g. short positions in securities), contingent
consideration recognized by an acquirer in a business combination and other financial liabilities designated as such at initial recognition
and (ii) financial guarantee contracts and loan commitments.
The Group’s financial liabilities are classified as subsequently measured at amortized cost.
Borrowings
Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently carried at amortized cost.
Any difference between the proceeds (net of transaction costs) and the redemption value is recognized in profit or loss over the period
of the borrowings, using the effective interest method, unless they are directly attributable to the acquisition, construction or production
of a qualifying asset, in which case they are capitalized as part of the cost of that asset. Borrowings are classified as current liabilities,
unless the Group has an unconditional right to defer settlement of the liability for at least twelve months after the consolidated statement
of financial position date.
2.11.7 De-recognition of financial liabilities
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. The difference between
the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in profit or loss.
When the Group exchanges with the existing lender one debt instrument into another one with the substantially different terms, such
exchange is accounted for as an extinguishment of the original financial liability and the recognition of a new financial liability. Similarly,
the Group accounts for substantial modification of terms of an existing liability or part of it as an extinguishment of the original financial
liability and the recognition of a new liability. In determining whether a modification of terms of a liability is a substantial modification, the
Group considers quantitative and qualitative factors. It is assumed that the terms are substantially different if the discounted present value
of the cash flows under the new terms, including any fees paid net of any fees received and discounted using the original effective rate
is at least 10 per cent different from the discounted present value of the remaining cash flows of the original financial liability. If the
modification is not substantial, the difference between: (1) the carrying amount of the liability before the modification; and (2) the present
value of the cash flows after modification, is recognized in profit or loss as the modification gain or loss.
2.12 Inventories
Inventories are stated at the lower of cost and net realizable value. Cost is determined using the first-in, first-out (FIFO) method. The Group’s
inventories comprise of fuel and lube oils.
Annual Report 2023 Consolidated Financial Statement 47
2.13 Cash and cash equivalents
Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments.
2.14 Share capital
Ordinary share capital is classified as equity. The difference between the fair value of the consideration received by the company and
the nominal value of the share capital issued is taken to the share premium account.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the
proceeds.
Where and if any group company purchases the parent company’s equity share capital (treasury shares), the consideration paid,
including any directly attributable incremental costs (net of income taxes), is deducted from equity attributable to the Group’s equity
holders until the shares are cancelled or reissued. Where such shares are subsequently reissued, any consideration received (net of any
directly attributable incremental transaction costs and the related income tax effects) is included in equity attributable to the Group’s
equity holders.
Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of the goods or services
received, except where that fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity
instruments granted, measured at the date the entity obtains the goods or the counterparty renders the service. For more information see
Note 15 Share capital and share options.
2.15 Current and deferred tax
The tax expense for the period comprises current and deferred tax. Tax is recognized in the income statement, except to the extent that
it relates to items recognized directly in equity. In this case, the tax is also recognized in equity. The current income tax charge is calculated
on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where SeaBird operates and
generates taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject
to interpretation. SeaBird establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the consolidated financial statements.
However, the deferred income tax, if it is not accounted for, arises from initial recognition of an asset or liability in a transaction other than
a business combination that at the time of the transaction affects neither accounting, nor taxable profit or loss.
Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet
date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.
Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the
temporary differences can be utilized. Deferred income tax is provided on temporary differences arising on investments in subsidiaries
and associates, except where the timing of the reversal of the temporary difference is controlled by SeaBird and it is probable that the
temporary difference will not reverse in the foreseeable future.
2.16 Employee benefits and share based payments
(A) Pension obligations
SeaBird operates various defined contribution plans under which it pays fixed contributions into a separate entity. The Group has no further
payment obligations once the contributions have been paid. The contributions are recognized as employee benefit expense when they
are due. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is
available.
(B) Share-based compensation
Equity-settled, share-based compensation plans, under which the Group receives services from employees as consideration for SeaBird
equity instruments (options) is booked as an expense. The total amount to be expensed over the vesting period is determined by reference
to the fair value of the options granted, excluding the impact of any nonmarket vesting conditions (for example, profitability and sales
growth targets).
Nonmarket vesting conditions are included in assumptions about the number of options that are expected to vest. At each balance sheet
date, the entity revises its estimates of the number of options that are expected to vest. It recognizes the impact of the revision of original
estimates, if any, in the income statement, with a corresponding adjustment to equity. The proceeds received net of any directly
attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.
Annual Report 2023 Consolidated Financial Statement 48
The entity may modify the terms of an existing equity instrument granted in a share-based payment transaction. As a minimum, the services
received are measured at the grant date fair value, unless the instruments do not vest because of a failure to satisfy a non-market vesting
condition that was specified at grant date. This applies irrespective of any modifications to the terms and conditions on which the
instruments were granted (including cancellation or settlement). In addition, the effects of modifications that increase the total fair value
of the share-based payment arrangement, or are otherwise beneficial to the employee, are recognized. A modification that results in a
decrease in the fair value of equity instruments does not result in a reduction in the expense recognized in future periods. When the
modification increases the fair value of the equity instruments granted, the incremental fair value is measured by comparing the fair value
of the instrument immediately before and immediately after the modification. This incremental fair value is then included in the
measurement of the amount recognized for services received. If the modification occurs during the vesting period, the incremental fair
value granted is included in the measurement of the amount recognized for services received over the period from the modification date
until the date when the modified equity instruments vest. The amount based on the grant date fair value of the original equity instruments
continues to be recognized over the remainder of the original vesting period. If the modification occurs after vesting date, the incremental
fair value granted is recognized immediately. If the modification increases the number of equity instruments granted, the fair value of the
additional equity instruments granted, measured at the date of the modification, is included in the measurement of the amount
recognized for services received.
The cancellation or settlement of an equity instrument is accounted for as an acceleration of vesting. The amount that would otherwise
have been recognized for services received over the remainder of the vesting period is, therefore, recognized immediately. If new equity
instruments are granted to an employee in connection with the cancellation of existing equity instruments, and they are identified, on the
date when they are granted, as replacement equity instruments for the cancelled equity instruments, this is accounted for as a
modification of the original equity instruments. The incremental fair value granted is the difference between the fair value of the
replacement equity instruments and the net fair value of the cancelled equity instruments at the date the replacement equity instruments
are granted. The net fair value of the cancelled equity instruments is their fair value, immediately before the cancellation, less the amount
of any payment made to the employee that is accounted for as deduction from equity. If the entity does not identify new equity
instruments granted as replacement equity instruments for those cancelled, the new equity instruments are accounted for as a new grant.
2.17 Provisions
Provisions are recognized when SeaBird has a present legal or constructive obligation as a result of past events, it is more likely than not
that an outflow of resources will be required to settle the obligation and the amount has been reliably estimated.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the reporting
date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows
estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value
of money is material), using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the
obligation. The increase in the provision due to passage of time is recognized as interest expense.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable
is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured
reliably.
A restructuring provision is recognized when the Group has developed a detailed formal plan for the restructuring and has raised a valid
expectation in those affected that it will carry out the restructuring by starting to implement the plan or announcing its main features to
those affected by it. The measurement of a restructuring provision includes only the direct expenditures arising from the restructuring,
which are those amounts that are both necessarily entailed by the restructuring and not associated with the ongoing activities of the
entity.
Onerous leases are contracts where the unavoidable costs of meeting the obligations under the contract exceed the economic benefits
expected to be received under it. Provision is made in respect of onerous contracts for the present obligation under the contract. Where
there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the
class of obligations as a whole. A provision is recognized even if the likelihood of an outflow with respect to any one item included in the
same class of obligations may be small.
2.18 Revenue recognition
Revenues for contracts with customers arise primarily from proprietary seismic services . Source contracts of seismic vessels and time-
charter contracts of maritime vessels under which a vessel is chartered-out to the customer for a specific period are accounted for as
leases (refer to Note 2.19 Leases).
Revenue is recognized at the amount that the Group expects to be entitled in exchange for transferring the promised services to the
customer (the ‘transaction price’). The Group includes in the transaction price an amount of variable consideration (for example,
additional consideration related to a “variation order”) only to the extent that it is probable that a significant reversal will not occur when
the associated uncertainly is resolved. Revenue is shown net of value-added tax, discounts, and after eliminating sales within the Group.
Revenue is recognized when it is probable that the Group will collect the consideration to which it will be entitled and when specific
Annual Report 2023 Consolidated Financial Statement 49
criteria have been met under the contract. In evaluating whether collectability is probable, the Group considers only the customer’s
ability and intention to pay.
Estimates of revenues, costs or extent of progress toward completion are revised if circumstances change. Any resulting increases of
decreases in estimates are reflected in the profit or loss in the period in which the circumstances become known to the management.
The principles applied for each of the main types of contracts with customers are described in more detail below:
Identification of performance obligations
The Group assesses whether a contract contains one or more performance obligations (that is, distinct promises to provide a service) and
allocates the transaction price to each performance obligation on the basis of its standalone selling price. The proprietary 2D contracts
(that do not include data processing service) are generally considered to have a single performance obligation. The service related to
seismic data processing, which is occasionally agreed in contracts with customers, is typically considered to be a separate performance
obligation.
Timing of revenue recognition in proprietary seismic services
Revenue from proprietary seismic services (2D contracts) is recognized over time as the services are performed and the Group is entitled
to the compensation under the contract for the work performed. The performance obligation is considered to be satisfied over time
because the Group performs the service at the customer specification, the resulting data is owned by the customer the Group is entitled
to payment at any given point in time for the portion of work performed and the Group has no alternative right to otherwise use or benefit
from the resultant data. Revenue is recognized based on the actual service provided to the end of the reporting period as a proportion
of the total services to be provided. The percentage of completion is measured with reference to the actual cost (cost per day multiplied
by days lapsed) to total expected costs (cost per day multiplied by expected project days).
Timing of revenue recognition in source contracts and time-charter contracts
Revenue from source contracts and time-charter contracts is recognized in accordance with the lessor accounting policies (Note 2.19
Leases). Typically, source contracts and time-charter contracts are classified as operating leases and hire income is recognized on a
straight-line basis over the term of the relevant lease.
Financing component
The Group typically does not have any contracts where the period between the delivery of the service and payment by the customer
exceeds one year. Consequently, the Group elects to use the practical expedient and does not adjust any of the transaction prices for
the time value of money.
Contract assets and contract liabilities
In case the services rendered by the Group as of the reporting date exceed the payments made by the customer as of that date and
the Group does not have the unconditional right to charge the client for the services rendered (that is, the Group has earned ‘unbilled
revenue’), a contract asset is recognized. The Group assesses a contract asset for impairment in accordance with IFRS 9 using the
simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the contract
asset. An impairment of a contract asset is measured, presented and disclosed on the same basis as a financial asset that is within the
scope of IFRS 9 (see Note 2.11.3 Financial assets: impairment and credit loss allowance for ECL).
If the payments made by a customer exceed the services rendered under the relevant contract, a contract liability is recognized. The
Group recognizes any unconditional rights to consideration separately from contract assets as a trade receivable because only the
passage of time is required before the payment is due.
Costs to obtain or fulfil contracts with customers
The Group can recognize the incremental costs incurred by the Group to obtain contracts with customers and the costs incurred in fulfilling
contracts with customers that are directly associated with the contract as an asset, if such costs meet the following recognition criteria:
- Incremental costs of obtaining contracts are those costs that the Group incurs to obtain a contract with customer that would not
have been incurred if the contract had not been obtained.
- Costs to fulfil a contract are those that (a) relate directly to the contract, (b) generate or enhance resources of the Group that will
be used in satisfying performance obligations, and (c) the costs are expected to be recovered.
The Group accounts for the mobilization costs incurred to transfer the vessel to the intended contract area as “costs to fulfil a contract” if
they meet the above criteria and recognizes the costs as an asset on the balance sheet, classified within “other current assets”. The asset
is amortized on a straight-line basis over the term of the specific contract it relates to, consistent with the pattern of recognition of the
Annual Report 2023 Consolidated Financial Statement 50
associated revenue and recognized in “cost of sales” in the profit or loss. Additionally, the asset is assessed for impairment under the
expected credit loss provisions and any impairment loss is recognized in “cost of sales” in profit or loss.
The Group recognizes the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset
that the Group otherwise would have recognized is one year or less.
2.19 Leases
The Group as a lessee
The Group assesses whether a contract is or contains a lease, at inception of the contract.
The Group enters into lease agreements as a lessee with respect to its vessels chartered-in, the Group’s office premises, as well as rentals
of office equipment. The Group recognizes a right-of-use asset and a corresponding lease liability with respect to all lease arrangements
in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value
assets (such as small items of office equipment). For these leases, the Group recognizes the lease payments as an operating expense on
a straight- line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic
benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date,
discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the lessee uses its incremental borrowing rate.
Lease payments included in the measurement of the lease liability comprise:
- Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
- Variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
- The amount expected to be payable by the lessee under residual value guarantees;
- The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
- Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is presented as a separate line in the consolidated statement of financial position.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective
interest method) and by reducing the carrying amount to reflect the lease payments made.
The Group re-measures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:
- The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of
exercise of a purchase option, in which case the lease liability is re-measured by discounting the revised lease payments using a
revised discount rate.
- The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual
value, in which cases the lease liability is re-measured by discounting the revised lease payments using an unchanged discount rate
(unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).
- A lease contract is modified, and the lease modification is not accounted for as a separate lease, in which case the lease liability is
re-measured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate
at the effective date of the modification.
The Group did not make any such adjustments during the current year.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the
commencement day, less any lease incentives received and any initial direct costs. They are subsequently measured at cost less
accumulated depreciation and impairment losses.
Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lessee transfer’s
ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the
related right-of-use asset is depreciated over the useful life of the underlying asset.
The depreciation starts at the commencement date of the lease.
The right-of-use assets are presented as a separate line in the consolidated statement of financial position.
The Group applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as
described in the ‘Property, Plant and Equipment’ policy (see Note 2.7 Property, plant and equipment).
Annual Report 2023 Consolidated Financial Statement 51
Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and the right-of-use asset.
The related payments are recognized as an expense in the period in which the event or condition that triggers those payments occurs
and are recognized in profit or loss, classified within "Cost of sales" if related to rental of vessels or in "Selling, general and administrative
expenses" if related to rental of office space or office equipment.
As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and
associated non-lease components as a single arrangement. The Group has used this practical expedient.
The Group as lessor
The Group enters into lease agreements as a lessor with respect to its vessels chartered-out under source contracts.
Leases for which the Group is a lessor are classified as finance or operating leases. Whenever the terms of the lease transfer substantially
all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases are classified as operating
leases.
When the Group is an intermediate lessor, it accounts for the head lease and the sublease as two separate contracts. The sublease is
classified as a finance or operating lease by reference to the right-of-use asset arising from the head lease.
Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease. Initial direct costs incurred
in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognized on a straight-line
basis over the lease term.
Amounts due from lessees under finance leases are recognized as receivables at the amount of the Group’s net investment in the leases.
Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the Group’s net investment
outstanding in respect of the leases.
When a contract includes lease and non-lease components, the Group applies IFRS 15 to allocate the consideration under the contract
to each component.
2.20 Dividend distribution
Dividend distribution to the Group’s shareholders is recognized as a liability in SeaBird’s financial statements in the period in which the
dividends are approved by the Board of Directors.
2.21 Comparatives
Where necessary, comparative figures have been adjusted to conform to changes in presentation in the current year.
2.22 Contingent assets and liabilities
Contingent assets are not recognized in the financial statements but are disclosed in the notes to the financial statements where an inflow
of economic benefits is probable. Contingent liabilities are defined as:
- possible obligations resulting from past events, and whose existence will be confirmed only by the occurrence or non‑occurrence of
one or more uncertain future events not wholly within the control of the entity; and
- a present obligation that arises from past events but is not recognized because:
(i) it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation;
or
(ii) the amount of the obligation cannot be measured with sufficient reliability.
Contingent liabilities are not reported in the financial statements, with the exception of contingent liabilities which originate from business
combinations. For more information see Note 28 Commitments and contingencies.
2.23 Contract costs
Costs incurred relating to future performance obligations are deferred and recognized as assets in the consolidated statement of financial
position.
The nature of the asset is incremental costs of obtaining a contract that would not have incurred if the contract had not been obtained
and will be recovered by the revenue over the contract period.
Costs related to contracts and future performance obligation longer than 12 months are classified and presented as other non-current
assets. All other costs for future performance are presented as other current assets.
Contract costs incurred will be expensed and presented as Operational expenses (cost of sales) in line with the satisfaction of the
performance obligation.
Annual Report 2023 Consolidated Financial Statement 52
2.24 Costs to fulfil a contract
If the costs incurred in fulfilling a contract with a customer are not within the scope of another Standard the company recognizes an asset
from the costs incurred to fulfil a contract if those costs meet all of the following criteria:
(a) the costs relate directly to a contract or to an anticipated contract that the company can specifically identify);
(b) the costs generate or enhance resources of the entity that will be used in satisfying (or in continuing to satisfy) performance obligations
in the future; and
(c) the costs are expected to be recovered
Costs related to mobilization of vessels are capitalized under other current assets and amortized over the contract period when the above
criteria are satisfied.
3 Risk factors and financial risk management
3.1 Financial risk factors
SeaBird’s activities are exposed to a variety of financial risks: market risk (including currency risk, interest rate risk and price risk), credit risk
and liquidity risk. The Group’s overall risk management focuses on the unpredictability of financial markets and monitors and controls risks
with a potential significant negative effect for the Group and evaluates to minimize the risks if the cost of doing so is acceptable. The
Group may use derivative financial instruments to hedge certain risk exposures from time to time. This note presents information about the
Group’s exposure to each of the above risks, the Group’s objectives, policies and procedures for measuring and managing risk, and the
Group’s management of capital. Further quantitative disclosures are included in Note 31 Financial instruments. The board of directors has
overall responsibility for the establishment and oversight of the Group’s risk management framework. The audit committee oversees how
management monitors and manages risk and review the adequacy of the risk management framework in relation to the risks faced by
SeaBird.
(A) Market risk
(I) Currency exchange risk
Currency risk is the risk that the value of financial instruments will fluctuate due to changes in foreign exchange rates. The Group’s
operating cash inflows are derived from its seismic activities, which are mostly priced in U. S. dollar whilst vessels’ costs and crew costs are
also mostly in U.S. dollar, thus creating a natural hedge. Nevertheless, as the Group operates internationally, it undertakes transactions
denominated in foreign currencies, in particular with regards to taxation payments, as well as administrative expenses. Consequently, the
Group is exposed to foreign exchange risk, primarily with respect to Norwegian kroner, Euro, Singapore Dollar, and British Pound. To
manage foreign exchange risk arising from future commercial transactions and recognized assets and liabilities, the Group’s
management monitors the currency rate fluctuations continuously and entities in the Group may use from time-to-time various foreign
exchange contracts. SeaBird did not have any open foreign exchange contracts as at 31 December 2023 and 2022. Quantitative
information regarding the Group’s exposure to foreign exchange risk as at year end is set out in Note 31 Financial instruments.
(II) Interest rate risk
Interest rate risk is the risk that the value of financial instruments will fluctuate due to changes in market interest rates. Variable interest
rates expose the Group to cash flow interest rate risk, while fixed interest rates expose the Group to fair value interest rate risk. The Group’s
income and operating cash flows are substantially independent of changes in market interest rates as the Group has no significant interest
bearing assets. The Group has a loan see Note 18 Interest bearing loans and borrowings. The management monitors the interest rate
fluctuations on a continuous basis and acts accordingly. Quantitative information regarding the Group’s exposure to interest rate risk as
at year end is set out in Note 31 Financial instruments.
(B) Credit risk
The company sells its services solely to participants in the energy industry, which may increase the Group’s overall exposure to credit risk
as customers may be similarly affected by prolonged industry downturns. SeaBird has policies in place to ensure that sales of services are
made to customers with an appropriate credit history. When contracts are made with counterparties that are considered particularly
risky, the company normally dictates short payment terms and upfront payments in contractual arrangements with the client to properly
mitigate credit risk. Still, the Group faces the risk of non-payment from customers.
Credit risk also arises from cash and cash equivalents, deposits with financial institutions as well as contract assets and contract costs.
SeaBird seeks to limit the amount of credit exposure to any financial institution and is only investing in liquid securities with counterparties
with strong credit ratings. The Group’s policy is to provide financial guarantees only to wholly-owned subsidiaries or performance
guarantees and similar in the normal course of business.
Annual Report 2023 Consolidated Financial Statement 53
Note 31 Financial instruments details the Group’s maximum exposure to credit risk and the measurement bases used to determine
expected credit losses.
(C) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding through an
adequate amount of available debt funding and the ability to close out market positions. Due to the cyclical nature of the seismic industry,
SeaBird has been aiming to maintain flexibility in funding by a mixture of debt and equity financing. Quantitative information about the
Group’s exposure to liquidity risk is set out in Note 31 Financial instruments.
(D) Risks related to debt arrangements
SeaBird’s current and future debt arrangements may include covenants and undertakings of a general, financial and technical nature
and such debt arrangements may contain cross-default provisions. Failure by the Group to meet any of the covenants, undertakings
and/or a failure to repay debt instalments falling due could result in all outstanding amounts under the different debt arrangements
becoming immediately due for payment, which could potentially have a material adverse effect on the Group’s financial position and
the value of the shares and the Group’s operations and results. Please see Note 18 Interest bearing loans and borrowings for more
information.
(E) Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as going concern while maximizing the return
to shareholders through the optimization of the debt and equity balance. The Group’s overall strategy remains unchanged from prior
year. The capital structure of the Group consists of net debt (borrowings – disclosed in Note 18 Interest bearing loans and borrowings –
after deducting cash and bank balances – disclosed in Note 14 Cash and bank balances) and equity of the Group (comprising issued
capital, reserves and retained earnings). The Group is subject to capital requirements, see Note 18 Interest bearing loans and borrowings
were the loan covenants are described.
3.2 Other risk factors
SeaBird is subject to various other risk factors. The risks described below are not exhaustive as additional risks not presently known to SeaBird
or which SeaBird currently deems immaterial may also impair the Group’s business operations. If any of the following risks actually
materialize, SeaBird’s business, financial position and operating results could be materially and adversely affected.
SeaBird is exposed to the economic cycle, as changes in the general economic situation could affect demand for SeaBird’s services.
Demand for offshore geophysical services depends on the level of capital spending by oil and gas companies. Capital expenditures, and
in particular exploration and development expenditures, by oil and gas companies can be negatively affected by a number of factors
including, but not limited to, decreases in oil and gas prices, fluctuations in production levels and disappointing exploration results.
Low oil prices typically lead to a reduction in capital expenditures as these companies scale down their investment budgets. Sustained
periods of substantially reduced capital expenditures by these companies may reduce the demand for the SeaBird’s products and
services. Furthermore, recoveries in oil and gas prices do not immediately increase exploration, development and production spending,
so improving demand for SeaBird’s services will generally lag oil and gas price increases. SeaBird’s operating income/loss and operating
results can vary from month to month. Its operating income is difficult to forecast due to changes in oil companies’ exploration and
production (E&P) budgets and expenditures, the competitive environment, efficiency in operations, adverse weather conditions and
other general economic, changes in input costs and changes market conditions.
SeaBird is also exposed to commodity (bunker fuel) price risk on some contracts. As SeaBird in general has a fairly short order backlog for
contracts where SeaBird is carrying the risk of bunker fuel prices, this risk has not historically been mitigated by forward commodity
contracts. Changes in oil prices and exploration and production budgets could materially affect the business and operating results.
Unanticipated difficulties in pursuing SeaBird’s business strategy could have a material adverse effect on the Group’s business, operating
results, or financial condition. The market for SeaBird’s products and services is competitive. SeaBird faces competition from other
companies within the seismic industry. Generally, overcapacity in the seismic market would have a negative effect on the operating
results of the Group, and the possible failure of SeaBird to maintain competitive offering of equipment and services could have a material
adverse effect on its business, operating results or financial condition.
SeaBird has a strategy of contracting its vessels both towards the long-term market as well as the more volatile spot market. There can be
no guarantee that SeaBird will be able to secure contracts at such rates and utilization rates that are needed. In addition, SeaBird may
experience significant off-hires between charters. Furthermore, disputes under the charter parties may occur, which can result in
responsibility and losses for the Group. Operations in international markets are subject to risks inherent in international business activities,
including, in particular, general economic conditions in each such country, overlapping differing tax structures, managing an organization
spread over various jurisdictions, unexpected changes in regulatory requirements, complying with a variety of foreign laws and
regulations. SeaBird’s business depends on contracts with customers regarding collection and sale/licensing of geophysical data.
Annual Report 2023 Consolidated Financial Statement 54
Each contract normally involves a substantial value or consideration to the Group. Furthermore, some of the contracts are governed by
the laws of the operations’ areas, which may create both legal and practical difficulties in case of a dispute or conflict. SeaBird also
operates in regions where the ability to protect contractual and other legal rights may be limited compared to regions with more well-
established markets.
There will always be operational risks involved in performing offshore seismic surveys. This includes among others unexpected failure or
damage to vessels and technical equipment, work accidents or adverse weather conditions. These risks can cause personal injury,
prevent surveys to be performed as scheduled, other business interruptions, property and equipment damage, pollution and
environmental damage. SeaBird may be subject to claims as a result of these hazards. SeaBird seeks to prevent loss or damages from
such incidents by insurance, contractual regulations and emergency routines. However, there will always be some exposure to technical
and operational risks, with unforeseen problems leading to unexpectedly high operating costs, substantial losses, additional investments,
etc., which may have a material negative effect on the Group’s operating results and financial position. If for example a vessel is rendered
a total loss, the contract with the customer will be void and SeaBird will under such circumstances lose income that would otherwise come
from operating this vessel. Additionally, the occurrence of any of these risks could damage SeaBird’s reputation.
The parent company is subject to taxation in Norway while several of its subsidiaries are subject to taxation in Cyprus. The Group is also
subject to taxation in various other jurisdictions because of its global operations. SeaBird faces the risk that its tax filings are challenged
and may be subject to unexpected claims for unpaid taxes or sanctions as a consequence of breach of applicable tax legislation.
3.3 Fair value estimation
The fair value of financial instruments traded in active markets (such as listed debt and equity investments) is based on quoted market
prices at the balance sheet date. The quoted market price used for financial assets held by SeaBird is the current bid price.
The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. SeaBird uses a
variety of methods and makes assumptions that are based on market conditions existing at each balance sheet date including quoted
market prices or dealer quotes for similar instruments and discounted cash flows.
The carrying value of financial assets and financial liabilities approximate their fair values.
Details with regards to fair value estimation relevant to other financial instruments are set out in Note 31 Financial instruments.
4 Critical accounting estimates and judgments
The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that
affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may
differ from these estimates.
Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of
future events that are believed to be reasonable under the circumstances. Revisions to accounting estimates are recognized in the period
in which the estimates are revised and in any future periods affected.
Judgments made by management in the application of IFRSs that have significant effect on the consolidated financial statements and
estimates with a significant risk of material adjustment in the next year are discussed below.
(A) Estimating useful lives, residual value of vessels and equipment
The Group’s estimates of useful lives and plans for depreciation are based on investment considerations and on experience of technical
and economic life of similar assets. Expected useful life and residual values of the vessels can change according to environmental
requirements, wear and tear, corporate strategy, actual usage of the asset, as well as other operational reasons. If the economic life
assigned to the assets proves to be too long, impairment losses or higher depreciation expense could result in future periods, while longer
actual useful life will decrease the depreciation expense in future years. The assets’ residual values and useful lives are reviewed, and
adjusted if appropriate, at least at each year-end.
(B) Estimated impairment of vessels and equipment
The carrying amount of a vessel is reviewed for potential impairment whenever events or changes in circumstances indicate that the
carrying amount may not be fully recoverable. In such instances, an impairment charge would be recognized if the recoverable amount
(higher of value-in-use and fair value) and its eventual disposition is less than the vessel's carrying amount.
When examining internal indicators of impairment, management assesses a number of factors, such as the vessels’ backlog, operating
cash flows, financial plans, and the Group’s business strategy. Management also considers the physical condition when assessing the
earning capacity of an asset. In examining external indicators for impairment, management considers factors such as the economic
Annual Report 2023 Consolidated Financial Statement 55
cycle and macro-economic fluctuations, global oil price movement, factors affecting governmental exploration plans, as well as other
factors impacting the customers’ capex plans and demand for seismic services.
The recoverable amounts of the vessels are ordinarily determined using value in use calculations. Each vessel, along with the seismic
equipment attached or allocated to the vessel, is considered to be a cash generating unit being tested for impairment. In developing
estimates of future cash flows, the Group must make assumptions about future day-rates, utilization, operating expenses, capital
investments, residual values and remaining useful life of the vessels. These assumptions are based on historical trends as well as future
expectations. Although management believes that the assumptions used to evaluate potential impairment are reasonable and
appropriate, such assumptions may be highly subjective. Significant and unanticipated changes in these assumptions could result in
impairments in the future periods. Currently, there is elevated uncertainty with regards to the future outlook in terms of utilization and day-
rates. To the extent that the future actual revenues achieved prove to be less than forecasted, impairment losses on vessels and
equipment may result.
Note 7 Property, plant and equipment sets out information about the impairment testing performed in the current year.
(C) Going concern assumption
The assessment of the Company for the appropriateness of the use of the going concern basis is disclosed in Note 2.1 Basis of preparation.
(D) Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised
cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the consolidated entity's
assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly since initial
recognition, based on reasonable and supportable information that is available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit loss
allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a default event that is
possible within the next 12 months. Where a financial asset has become credit impaired or where it is determined that credit risk has
increased significantly, the loss allowance is based on the asset's lifetime expected credit losses. The amount of expected credit loss
recognised is measured on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument
discounted at the original effective interest rate.
For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance is recognised in other
comprehensive income with a corresponding expense through profit or loss. In all other cases, the loss allowance reduces the asset's
carrying value with a corresponding expense through profit or loss.
(E) Provision for liabilities
Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as a result of a past event, it is
probable the consolidated entity will be required to settle the obligation, and a reliable estimate can be made of the amount of the
obligation. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the
reporting date, taking into account the risks and uncertainties surrounding the obligation. If the time value of money is material, provisions
are discounted using a current pre-tax rate specific to the liability. The increase in the provision resulting from the passage of time is
recognised as a finance cost.
(F) Income tax
The consolidated entity is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required in determining
the provision for income tax. There are many transactions and calculations undertaken during the ordinary course of business for which
the ultimate tax determination is uncertain. The consolidated entity recognises liabilities for anticipated tax audit issues based on the
consolidated entity's current understanding of the tax law. Where the final tax outcome of these matters is different from the carrying
amounts, such differences will impact the current and deferred tax provisions in the period in which such determination is made.
Deferred tax assets are recognised for deductible temporary differences only if the consolidated entity considers it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
Annual Report 2023 Consolidated Financial Statement 56
5 Segment information
The company’s seismic services and operations are conducted and monitored within the Group as one business segment.
Primary reporting format – types of revenues
All figures in USD 000's 2023 2022 Contract revenue 34,635 20,164 Total 34,635 20,164
Revenues from the company’s largest customer in 2023 amounted to 62% of the Group’s total annual revenues. In 2022 the largest
customer contributed to 26% of total revenues.
Secondary reporting format – geographical segments
All figures in USD 000's 2023 2022 REVENUE Europe, Middle East & Africa (EMEA) 28 5,126 North & South America (NSA) 18,152 5,150 Asia Pacific (APAC) 16,455 9,888 Total 34,635 20,164 SEGMENT ASSETS Europe, Middle East & Africa (EMEA) 4,289 22,368 North & South America (NSA) 26,721 25,481 Asia Pacific (APAC) 23,013 18,017 Total 54,023 65,866 CAPITAL EXPENDITURE Europe, Middle East & Africa (EMEA) 268 3,895 North & South America (NSA) 530 - Asia Pacific (APAC) 1,947 - Total 2,745 3,895
A substantial portion of the property and equipment is mobile due to SeaBird’s world-wide operation. Asset locations at the end of a
period are not necessarily indicative of the geographic distribution of the revenues generated by such assets during the period.
Geographic distribution of assets is based upon location of physical ownership. The geographic distribution of revenues is based upon
location of performance. Capital expenditures are based on the location of the company that is making the investment.
6 Revenue
Revenue split on type of contract
All figures in USD 000's 2023 2022 Contract revenue - 4,917 Time-charter revenue 34,607 15,211 Other revenues 28 36 Total revenues 34,635 20,164
The amount of revenue as presented above represents the revenue net of discounts. Within the year an amount of USD 2.6 million has
been provided as a discount to the associate.
Annual Report 2023 Consolidated Financial Statement 57
Time of revenue recognition
All figures in USD 000's 2023 2022 At a point in time - - Over time 34,635 20,164 Total revenues 34,635 20,164
Set out below is the amount of revenue recognized from
All figures in USD 000's 2023 2022 Amounts included in contract liabilities at the beginning of the year 1,467 368 Amounts included in contract liabilities at the end of the year 469 1,467
7 Property, plant and equipment
The company’s capital expenditures in 2023 was USD 2.7 million, where approximately USD 1.7 million was related to the 5-year special
purpose survey of the “Eagle Explorer”, the remaining relates to ordinary maintenance expenditures for the company. The total capital
expenditures for the vessel in 2022 was USD 3.9 million, where the lion share relates to the finalization of the reactivation and upgrade for
the “Fulmar Explorer”.
Dry-dock All figures in USD 000's Vessels and costs and Office equipment equipment equipment Total Opening net book amount as of 1 January, 2022 41,773 4,170 106 46,050 Additions 522 3,373 - 3,895 Sale of assets -254 -34 - -288 Depreciation -5,458 -1,449 -53 -6,960 Impairment - - - - Assets reclassified (to)/from held for sale 285 - - 285 Other - - - - Net book amount as of 31 December 2022 36,868 6,060 53 42,982 Cost 49,858 9,009 159 59,026 Accumulated depreciation and impairment -12,990 -2,948 -106 -16,044 Net book amount as of 31 December 2022 36,868 6,060 53 42,982 Opening net book amount as of 1 January, 2023 36,868 6,060 53 42,982 Additions 2,150 595 - 2,745 Depreciation -4,287 -1,933 -53 -6,274 Net book amount as of 31 December 2023 34,731 4,722 - 39,453 Cost 51,124 9,603 159 60,886 Accumulated depreciation and impairment -16,392 -4,881 -159 -21,433 Net book amount as of 31 December 2023 34,731 4,722 - 39,453
Annual Report 2023 Consolidated Financial Statement 58
Impairment assessment
The Group performed impairment reviews and determined the value in use of its fleet based on discounted estimated future cash flows
carried out in accordance with the Group's policy described in Note 2.9 Impairment of non-financial assets. The assessment has not
resulted in any impairment loss.
The Group’s value in use model includes estimates of the expected future cash flows for each vessel along with the immovable and
allocated movable seismic equipment. Cash flows are based on day-rates, utilization, operating costs and required capital investments
over the remaining life of the vessel. These cash flows are discounted at the Group’s weighted average cost of capital (WACC) which
approximates 12.0% to estimate the present value, which is compared to book value at the date of the assessment. The impairment
review is performed on the following vessels:
Asset Valuation approach Eagle Explorer Value in use Fulmar Explorer Value in use
The main assumptions used in the calculation of the value in use of the Group’s vessels are:
- Day-rates are based on an approximately 10% discount to awarded and probable projects expected to materialize. The rates
are increased by 2% per year.
- Utilization is based on awarded and probable projects expected to materialize. Utilization beyond is based on the historic
average utilization of the industry. Utilization remains constant until the end of the vessel’s useful life.
- Operating and capital expenditure is based on historic averages and the Group’s operating budget and business plan. Expenses
increase by 2% per year.
WACC is calculated using a standard WACC model in which cost of equity, cost of debt and capital structure are the key parameters.
WACC has been set at 12.2% (2022: 13.0%). The WACC is estimated on a post-tax basis to be in line with the post-tax cash flows used in
the model.
The calculation of value in use is sensitive to changes in the key assumptions, which are considered to be the day-rates, utilization rates,
daily OPEX and the discount rate. Management has performed a sensitivity analysis on these assumptions in order to assess the impact
on the recoverable amounts had the key assumptions been changed in the negative direction, all other things being equal.
The following apply to Fulmar Explorer:
- A decrease in day-rates by 10% over the remaining useful life of the vessels would result in an impairment loss of USD 3.3 million.
- A decrease in utilization rates by 10%-points over the remaining useful life of the vessels would result in an impairment loss of USD
6.2 million.
- An increase in operating expenses by 10% over the remaining useful life would not induce impairment loss.
- An increase in the WACC by 5%-points (41% increase) would not induce impairment loss.
The following apply to Eagle Explorer:
- A decrease in day-rates by 10% over the remaining useful life of the vessels would result in an impairment loss of USD 0.9 million.
- A decrease in utilization rates by 10%-points over the remaining useful life of the vessels would result in an impairment loss of USD
5.1 million.
- An increase in operating expenses by 10% over the remaining useful life would not induce impairment loss.
- An increase in the WACC by 5%-points (41% increase) would not induce impairment loss.
Given the inherent imprecision and corresponding importance of the key assumptions used in the impairment tests, it is possible that
changes in the future conditions may lead management to use different key assumptions, which could require a material change in the
carrying amount of the vessels. The risks associated with the judgments, estimates and assumptions used in this exercise are discussed in
Note 4 Critical accounting estimates and judgments (B).
The impairment assessment on the Group’s fleet is carried out in accordance with the Group's policy described in Note 2.9 Impairment of
non-financial assets to the financial statements.
Mortgages and assets
The Group has a loan and guarantee facilities with Sparebank 1 SMN with a total frame of USD 15.6 million (see note 18 Interest bearing
loans and borrowings). The facilities are secured with 1
st
priority mortgages over the vessels, assignment of the vessel’s earnings, insurances,
trade receivables, bank accounts and inventories.
Annual Report 2023 Consolidated Financial Statement 59
Other payables amounted to USD 1.0 million as of 31 December 2023 are secured by 2nd priority mortgages on the vessels.
8 Income tax expense
SeaBird Exploration Plc is subject to taxation in Norway which impose corporation tax at the rate of 22% and the majority of its subsidiaries
in Cyprus. The Group is also subject to taxation in various other jurisdictions because of its global operations. The Group continues to
evaluate its historical tax exposures which might change the reported tax expense.
All figures in USD 000's 2023 2022 Current period 199 33 Adjustment for prior periods 73 -140 Total current tax 272 -107 All figures in USD 000's 2023 2022 Continuing operations profit/(loss) before income tax 3,399 -11,712 Tax arising at the rate of 22% 748 -2,577 Effect of tax adjustments in arriving at taxable profit and tax losses -748 2,577 Foreign operations taxed at different rates - - Tax effect current year 199 33 Reassessment of prior year tax provisions 73 -140 Total tax expense/(reversal) attributable to continuing operations 272 -107 All figures in USD 000's 2023 2022 Attributable to continued operations 272 -107 Attributable to discontinued operations - - All figures in USD 000's 2023 2022 Long term tax payables - - Current portion of tax liabilities 1,323 1,000 Total tax liabilities 1,323 1,000
Income taxes, penalties, and interest
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in
the countries where SeaBird operates and generates taxable income. SeaBird establishes provisions where appropriate on the basis of
amounts expected to be paid to the tax authorities.
In deciding whether deferred tax assets are to be recognized in connection to unutilized tax losses, management considers the subsidiary’s
history of taxable losses and the probability of generating taxable profits before the unused tax losses expire. Management’s assessment
has concluded that no deferred tax assets should be recognized as at year-end.
9 Multi-client library
The components of the multi-client library are summarized as follows:
All figures in USD 000's 2023 2022 Opening net book amount as of 1 January 54 179 Amortization -54 -139 Other - 14 Net book amount as of 31 December - 54
Annual Report 2023 Consolidated Financial Statement 60
Costs directly incurred in acquiring, processing and otherwise completing multi-client seismic surveys, including vessel's depreciation, are
capitalized to the multi-client library. Please see Note 2.9 – Impairment of non-financial assets – for the capitalization and amortization
policies related to the multi-client library.
10 Trade receivables and contract assets
Trade receivables
All figures in USD 000's 2023 2022 Trade receivables gross 11,704 16,093 Less allowance for expected credit losses -2,062 -3,665 Trade receivables – net 9,642 12,428
Of the USD 11.7 million in gross trade receivables, USD 1.8 million relates to receivables from associated companies (Note 19 Subsidiaries
and associates within the Group and Note 30 Related-party transactions).
The average credit period on sales of goods is approximately 30 days. None of the trade receivables that have been written off is subject
to enforcement activities.
Allowance for ECL and write offs, net of reversals
The movement in allowance of expected credit losses that has been recognized for trade receivables and contract assets, as well as the
methodology under which the allowance has been estimated, are presented in Note 3.1 Financial risk factors.
All figures in USD 000's 2023 2022 Loss on trade receivables 2,062 - Reversed write offs - - Allowance for ECL and write offs, net of reversals 2,062 -
11 Other current assets
Other current assets overview
All figures in USD 000's 2023 2022 Prepaid expenses and deposits 165 1,471 Contract costs 95 2,261 Other current assets 998 2,387 Total other current assets 1,258 6,119
The contract costs relate to preparation and mobilization of the vessel and equipment to the intended contract area, capitalized as
“costs to fulfil a contract” under the Group’s accounting policy described in Note 2.18 Revenue recognition and Note 2.24 Costs to fulfil
a contract.
The contract costs at 31 December 2023 are fully amortized within Q1 2024. The total amount of contract costs recognized as at 31
December 2022 have been amortized in the profit or loss in the financial year 2023. No impairments have been recognized in the year in
respect of contract costs assets.
12 Asset held for sale
Assets held for sale have been marketed for sale or have been agreed sold but the sales process have not been concluded. The valuations
represent sales price or estimated market values for the equipment partly substantiated by statements from independent experts. The
Company had nil asset held for sale as at 31 December 2023. USD 0.2 million was held for sale as at 31 December 2022, the sale was
finalized during 2023 in line with book values of 31 December 2022.
Annual Report 2023 Consolidated Financial Statement 61
All figures in USD 000's 2023 2022 Equipment - 175 Total assets held for sale - 175
13 Inventories
The company recognized USD 1.2 million in fuel and lube oil consumption as expenses in 2023 (2022: USD 3.4 million).
All figures in USD 000's 2023 2022 Marine gas oil 726 457 Lube oil 399 186 Total inventories 1,125 643
14 Cash and bank balances
The restricted cash is held in blocked bank accounts related to payroll tax, employees’ prepaid taxes and rent deposits.
All figures in USD 000's 2023 2022 Restricted cash 42 57 Cash and cash equivalents 2,176 851 Cash and bank balances 2,218 908
15 Share capital and share options
Number of authorized shares
2023 2022 Number of ordinary shares 91,000,000 91,000,000 Nominal value per share EUR 0.17 EUR 0.17
Share Capital
All figures in USD 000's 2023 2022 Share capital 16,036 16,036 Share premium 20,908 20,908 Paid in capital 36,944 36,944
Number of shares issued
2023 2022 Total number of shares issued at 1 January 80,476,265 34,276,665 New shares issued - 46,199,600 Reclassification 6 - Total number of shares as per 31 December 80,476,271 80,476,265
In January 2022 the Company issued 14,000,000 new shares at a premium price of NOK 2.25 and increased its share capital by EUR
2,380,000 to EUR 8,207,033.
Annual Report 2023 Consolidated Financial Statement 62
In May 2022 the Company issued 3,500,000 new shares at a premium price of NOK 2.25 and increased its share capital by EUR 595,000 to
EUR 8,802,033.
In July 2022 the Company issued 26,699,600 new shares at a premium price of NOK 3.00 and increased its share capital by EUR 4,538,932
to EUR 13,340,965.
In November 2022 the Company issued 2,000,000 new shares at a premium price of NOK 3.00 and increased its share capital by EUR
340,000 to EUR 13,680,965.
In December 2022 the Company reduced its share premium by USD 16,233,336 with the purpose to write off losses of the Company. The
share premium was further reduced by USD 4,965,858 in relation with the distribution of the Company’s shares in Green Minerals AS to its
shareholders. The distribution was completed on 25 January 2023.
In March 2023 the Company reallocated 6 shares that has been held outside the Norwegian VPS in relation with the reallocation of the
shareholder register from Cyprus to Norway. The shares were registered with a premium price of nil and increased its share capital by EUR
1.
There are no share classes and no voting restrictions on the shares.
Employee Share Option Plans
The employee share option program consists of 2.3 million warrants and options as of 31 December 2023. The options will vest over period
of three years from the grant date, while the Warrants will vest over a period of two years. One third of the options granted will vest one
year after grant date, one third of the options granted will vest two years after grant date and one third of the options granted will vest
three years after grant date; similar, the warrants will be distributed over two periods. All options and warrants are exercisable at any time
within one year from the corresponding vested dates. The options and the warrants have an average exercise price of NOK 6.23.
Estimated value of the share options granted, reduced for services not rendered, as at 31 December 2023, is presented in equity as share
options granted.
Number of options and warrants outstanding Opening amount as of 1 January, 2023 3,140,000 Granted during the year - Forfeited during the year - Exercised in year - Expired in year -820,000 Closing amount at 31 December 2023 2,320,000 of which is vested 1,166,667 of which is non-vested 1,153,333 Total options 2,320,000
Share based payments effect on the group’s profit or loss amounts to USD 0.2 million for 2023 and USD -0.2 million for 2022. The total value
of share options granted is calculated using the Black-Scholes model, assuming that all the options will be exercised. The fair value
determined at the grant date is expensed over the vesting period of the options for the options granted less expected number of forfeited
options. The calculation is based on:
- Trailing 252 days logarithmic return volatility of 43%
- Given exercise price for the given option trance the given year, averaging to NOK 6.23
- Time to maturity for the given option tranches
- Assume no dividends
- A risk-free interest rate of 5.6 % per annum
16 Trade and other payables
Contract liability is income earned before contract start-up and accrued over the contract period. The accrued amount at 31 December
2023 was related to one contract starting up in late 2023 and was completed in early 2024.
Annual Report 2023 Consolidated Financial Statement 63
The Group has a credit line with Glander International Bunkering, this vendor credit is secured with second priority mortgages over the
vessels.
All figures in USD 000's 2023 2022 Trade payables 3,821 9,051 Contract liability 469 1,467 Accrued interest on taxes - 48 Accrued interest on loans - 172 Vendor credit - 2,341 Accrued vessel and office costs 1,826 3,124 Payroll related liabilities 1,126 1,286 VAT and other payables 172 802 Total trade and other payables 7,414 18,291
17 Provisions and other liabilities
Provisions and other liabilities
All figures in USD 000's 2023 2022 Legal provision 488 331 Other liabilities related arbitration awards 1,761 - Total Provisions and other liabilities 2,249 331
Other liabilities relate to two arbitrations which were awarded against two fully owned subsidiaries within the year under review, with the
final amount due being USD 1.8 million. The Profit & Loss impact for the year is USD 1.4 million which has been recognised in other expenses
(see Note 21 Other income (expenses), net).
Changes in provisions
All figures in USD 000's 2023 2022 Opening book amount as of 1 January 331 331 Additional provision in the year 1,430 - Reclassification 488 - Closing book amount as of 31 December 2,249 331
An amount of USD 0.5 million has been reclassified from Other Payable in the 2022 Annual report to Provision and other liabilities in the
2023 annual accounts.
18 Interest bearing loans and borrowings
Sparebank 1 SMN term loan and guarantee facility
Within the year, the Group received a new bank facility for the amount of USD 14.2m for the repayment of the facilities which matured in
June 2023. The effective loan interest was 12.3% in 2023 (2022: 8.8%). The loan facility carries quarter instalments of USD 0.77 million and
has a maturity date on 30 of June 2026. The new facility includes also a guarantee of USD 1.4 million which matures on 05 of July 2026. The
loan is recognized in the books at par value. The facilities are secured with 1
st
priority mortgages over the vessels, assignment of the vessel’s
earnings, insurances, trade receivables, bank accounts and inventories.
Seabird has a USD 14.2 million bank facility where the balance is USD 13.5 million at year end 2023.
Sparebank 1 SMN loan financial covenants:
- Minimum free cash: USD 1 million
Annual Report 2023 Consolidated Financial Statement 64
- Positive working capital excluding current portion of interest bearing debt
- Equity ratio 45 %
The Group is in compliance with all the financial and non-financial bank loan covenants as of 31 December 2023, with the exception of
the value of hull and machinery insurances which shall be equal to at least 80% of the vessel’s market value. Due to the substantial
increased of the market value of the Company’s two vessels, the value of the hull and machinery insurances has fallen below the 80%
threshold per 31 December 2023. The Company has received a waiver from the lender in respect of this covenant.
All figures in USD 000’s 2023 2022 Sparebank 1 SMN Non-current 10,543 - Current 3,061 15,687 Other Non-current 2,572 - Current 58 600 Total 16,234 16,287
All figures in USD 000’s 2023 2022 Opening book amount as of 1 January 16,287 15,327 Receipts from borrowings 14,200 11,501 Conversion of borrowing 2,340 - Interest on loans and borrowings 2,400 1,616 Repayment of borrowings -16,997 -10,606 Interest paid -1,996 -1,551 Closing book amount as of 31 December 16,234 16,287
An amount of USD 2.3m which was included in other payables as at 31 December 2022, was converted into a loan within the year under
review. The loan does not carry any instalments and there is no specified maturity date.
19 Subsidiaries and associates within the Group
Company Shareholding and voting Country of Owner rights incorporation 2023 2022 Aquila Explorer Inc. Seabird Exploration PLC Panama 100% 100% Biliria Marine Company Limited** Seabird Exploration PLC Cyprus 100% 100% GeoBird Management AS Seabird Exploration PLC Norway 100% 100% Green Energy Group AS* Seabird Exploration PLC Norway 100% 100% Harrier Navigation Company Limited Seabird Exploration PLC Cyprus 100% 100% Hawk Navigation Company Limited** Seabird Exploration PLC Cyprus 100% 100% Munin Navigation Company Limited** Seabird Exploration PLC Cyprus 100% 100% Oreo Navigation Company Limited** Seabird Exploration PLC Cyprus 100% 100% Raven Navigation Company Limited** Seabird Exploration PLC Cyprus 100% 100% Sana Navigation Company Limited Seabird Exploration PLC Cyprus 100% 100% Seabed Navigation Company Limited Seabird Exploration PLC Cyprus 100% 100% SeaBird Crewing Mexico S. DE R.L. DE C.V. Seabird Exploration Norway AS Mexico 100% 100% SeaBird Exploration Americas Inc. Seabird Exploration PLC USA 100% 100%
Annual Report 2023 Consolidated Financial Statement 65
SeaBird Exploration Asia Pacific PTE. Ltd. Seabird Exploration PLC Singapore 100% 100% SeaBird Exploration Crewing Limited Seabird Exploration PLC Cyprus 100% 100% SeaBird Exploration Cyprus Limited Seabird Exploration PLC Cyprus 100% 100% SeaBird Exploration Finance Limited Seabird Exploration PLC Cyprus 100% 100% SeaBird Exploration FZ-LLC Seabird Exploration PLC UAE 100% 100% SeaBird Exploration Multi-Client Limited Seabird Exploration PLC Cyprus 100% 100% SeaBird Exploration Nigeria Ltd. Seabird Exploration Norway AS Nigeria 100% 100% SeaBird Exploration Norway AS Seabird Exploration PLC Norway 100% 100% SeaBird Exploration Private Limited Seabird Exploration PLC India 26% 26% SeaBird Exploration Shipping AS Seabird Exploration PLC Norway 100% 100% SeaBird Exploration Vessels Limited Seabird Exploration PLC Cyprus 100% 100% SeaBird Seismic Mexico S. DE R.L. DE C.V. Seabird Exploration Norway AS Mexico 100% 100% Susco AS* Seabird Exploration PLC Norway 100% 100%
*) Green Energy Group AS and Susco AS were dissolved 7 March 2024.
**) Biliria Marine Company Limited, Hawk Navigation Company Limited, Munin Navigation Company Limited, Oreo Navigation Company
Limited and Raven Navigation Company Limited field for voluntary liquidation with the Cyprus court on 29 December 2023. The voluntary
liquidation process is expected to be completed in 2024.
Seabird Exploration Private Limited is recognised using the equity accounting principle. For further information, please refer to Note 2.6
Interests in joint operations and associates.
Green Minerals AS was distributed to shareholders on 25 January 2023, the remaining 446,801 (approximately 3% of the outstanding shares)
shares is booked at fair value through the profit and loss. During the prior year, Green Minerals AS was considered a subsidiary with 51%
shareholding and voting rights.
The company has recognized the following balances for its investment in other companies:
All figures in USD 000's 2023 2022 Associates 65 224 Other investments 262 - Total other financial items, net 327 224
Other investments represent the shareholding in Green Minerals AS, which is recognized at fair value through the profit and loss
Equity accounted investees:
All figures in USD 000's 2023 2022 Opening book amount as of 1 January 224 - Dividends received -119 - Share of profit / (loss) included in net financials -26 224 Impairments -14 - Closing book amount as of 31 December 65 224
Annual Report 2023 Consolidated Financial Statement 66
Associated company:
Year ended 31 December All figures in USD 000's 2023 2022 Current assets 2,047 11,875 Current liabilities -1,795 -11,012 Net assets 252 863 Share of net asset 65 224 Revenue 17,324 7,511 Expenses -17,423 -6,650 Total comprehensive income -99 861 Share of profit / (loss) -26 224
Asset and liabilities held for distribution:
Year ended 31 December All figures in USD 000's 2023 2022 Cash and cash equivalents - 2,156 Trade and other receivables - 169 Receivables from related parties - 8 Total Assets - 2,333 Trade and other payables - 142 Total Liabilities - 142
20 Other financial items, net
All figures in USD 000's 2023 2022 Foreign exchange gain 367 482 Foreign exchange loss -599 -293 Other financial income 3,995 26 Other financial expense -224 -690 Total other financial items, net 3,539 -475
Other financial income represents the Group’s profit from distributing the Group’s majority shareholdings in Green Minerals AS to its
shareholders (USD 3.7 million) and the fair value gain through the profit and loss for the remaining shares held (USD 0.3 million). The
distribution was completed on 25 January 2023.
21 Other income (expenses), net
All figures in USD 000's 2023 2022 Net client reimbursements 189 1,304 Meals and accommodation 523 171 Loss on trade receivables -2,062 - Other income (expense) -1,589 10 Total other income (expense) -2,939 1,485
Annual Report 2023 Consolidated Financial Statement 67
Loss on trade receivables relates to movement in allowance of expected credit losses. Please see Note10 Trade receivables and contract
assets for more information on the loss on trade receivables.
Two fully owned subsidiaries of the Group were part of separate arbitrations that were awarded against the respective companies within
the year under review. The Profit & Loss impact for the year is USD 1.4 million which has been recognised in other income/(expenses) (see
Note 17 Provisions and other liabilities).
22 Expenses by nature
Cost of sales
All figures in USD 000's 2023 2022 Charter hire - - Seismic and marine expenses 6,298 13,974 Other operating expenses 2,599 90 Cost of sales 8,897 14,064Crew and crew related costs 10,165 4,972 Total charter hire and operating expenses 19,062 19,036
Selling, general and administrative expenses
All figures in USD 000's 2023 2022 Staff cost and Directors’ remuneration 1,200 2,159 Legal and professional 1,678 1,171 Travel expenses 72 21 Rent and other office expenses 73 90 Other expenses SG&A 946 448 Selling, general and administrative expenses 3,969 3,889
Included in Rent and office expenses is the rental cost of office premises and small items of office equipment following the ‘short-term
leases’ and ‘low-value assets’ exemptions adopted by the Group.
23 Audit expenses
All figures in USD 000's 2023 2022 Statutory audit 334 198
An amount of USD 0.3 million relates to prior year under provision and is included under legal and professional expenses.
Annual Report 2023 Consolidated Financial Statement 68
24 Employee benefit expense
All figures in USD 000's 2023 2022 Crew salaries and benefits 8,415 3,433 Salary costs for staff 691 1,602 Social security cost for staff 183 208 Pension cost for staff 186 172 Directors’ remuneration 112 142 Insurance and other costs 28 35 Total employee benefit expense 9,615 5,592 Including accrued costs relating to the employee stock option plan 153 595 Average number of employees and temporary crew contractors 76 67
25 Finance expense
All figures in USD 000's 2023 2022 Interest on loans and borrowings 2,400 1,616 Interest on suppliers' balances 165 237 Interest on tax liabilities 23 1 Total finance expense 2,588 1,854
26 Earnings per share
Basic earnings per share are calculated by dividing the profit attributable to equity holders of the company by the weighted average
number of ordinary shares in issue during the year (Note 15 Share capital and share options).
All figures in USD and/or 000's except earnings per share 2023 2022 Number of shares Number of ordinary shares in issue at period end 80,476 80,476 Weighted average number of ordinary shares in issue 80,476 59,228 Profit/(Loss) attributable to equity holders of the company Profit/(Loss) attributable to ordinary shares 3,127 -12,244 Profit/(Loss) attributable to ordinary shares for continue operation 3,127 -11,605 Profit/(Loss) attributable to ordinary shares for discontinue operation - -639 Basic earnings per share From continuing operations 0.04 -0.20 From discontinued operations - -0.01 Total basic earnings per share 0.04 -0.21
The total outstanding amount of shares in the company was 80,476,271 common shares at 31 December 2023 with a nominal value of
EUR 0.17 per share. There are no share classes. The weighted average number of ordinary shares issued was 80.5 million in 2023 and 59.2
million in 2022.
Annual Report 2023 Consolidated Financial Statement 69
27 Dividends
No dividend was distributed for the year ended 31 December 2022 and no dividend is proposed to be distributed for the year ended 31
December 2023. Please see note 33 Subsequent events for more information on shareholder distribution.
28 Commitments and contingencies
i) The Group has a tax refund claim of USD 1.5 million in India, the realization of which is considered probable. In addition, the company
has a tax penalty claim of USD 1.5 million from Indian authorities related to contracts in 2013 and 2014, the outcome of which is not
assessed as probable. It is uncertain when and if the cases will be concluded.
ii) One of the Group’s Norwegian wholly owned subsidiary has received a summons demanding compensation "at the court's discretion"
in connection with a de-rigging of seismic equipment from a third-party vessel the company managed in 2020-2021. The company
considers the claim to be groundless, and no provision has therefore been made in the accounts. A response to the summons has been
filed and the main hearing in the district court is scheduled for December 2024.
iii) During 2020 the Group sold it’s shares in Osprey Navigation Co. Inc. Operating activities in this company ceased in 2020 with the sale
of Osprey Explorer for demolition. The sale of the shares generated a non-cash profit of USD 3.0 million as an old balance sheet item
previously recorded as a tax liability in Seabird accounts remained in Osprey Navigation Co. Inc upon the sale and therefore was de-
recognized in the Seabird consolidated financial statements. Although unlikely, it cannot be ruled out that the creditor may seek to
recover the remaining balance from other Group companies, including the parent company SeaBird Exploration Plc. However, to date
there is no indication that this will be the case. In this respect it should also be considered that additional tax exposure may incur related
to VAT, currency risk and delayed interest charges, which may increase a future potential liability.
iv) In March 2022 a wholly owned subsidiary of the Group (the “Subsidiary”), received a letter from the London Court of International
Arbitration (“LCIA”), based on which a counterparty (“the Claimant”) submitted a request for arbitration for the adjudication of disputes
arose between the two parties under a representation agreement signed in 2018. As at year end 31 December 2022 and as of the date
of signing off the consolidated Financial Statements being 23 June 2023, no final award was being issued by the LCIA. The management
of the Group as at 31 December 2022 and as at the date of signing the respective Consolidated Financial Statements, performed an
assessment over the outcome of the above described arbitration, and concluded that the possibilities of receiving an award by the LCIA
against the Subsidiary and in favour of the Claimant were remote. Therefore, the management on the basis of its assessment, neither
informed the external auditors over the existence of this arbitration which was in progress nor included any disclosures over this matter in
the Consolidated Financial Statements for the year ended 31 December 2022, in line with the provisions of IAS 37 Contingent Liabilities
and Contingent Assets. On 7 November 2023, LCIA issued a final award against the Subsidiary for the above arbitration, based on which
it should pay to the Claimant an amount of USD 1.02m, plus other sundry costs (see Note 21 Other income (expenses), net). Following the
final decision issued by the LCIA, it proved that the management’s assessment as at 31 December 2022 in regards to this case was wrong
and as a result the matter should have been disclosed in the Consolidated Financial Statements for the year ended 31 December 2022.
The payable amount of USD 1.1m remains outstanding as at 31 December 2023 and is disclosed in Note 17 Provisions and other liabilities.
29 Leases
The Group as a lessee
There are no lease agreements for assets at 31 December for 2023 and 2022.
The Group has adopted IFRS 16 "Leases from 1 January 2019. IFRS 16 sets out a model for identification of lease arrangements and their
treatment in financial statements. Long-term lease contracts usually need to be brought on to the balance sheet.
The Group as a lessor
During 2023 the company did the following short-term leases:
- Eagle Explorer – approximately 10 months
- Fulmar Explorer - 12 months
During 2022 the company did the following short-term leases:
- Eagle Explorer – approximately 5 months
- Fulmar Explorer - approximately 7 months
Annual Report 2023 Consolidated Financial Statement 70
30 Related-party transactions
Key management and board compensation
Key management is defined as Finn Atle Hamre (CEO) and Sveinung Alvestad (CFO).
Board include Ståle Rodahl (Chairman), Øivind Dahl-Stamnes, Hans Christian Andersson, Sverre Strandenes and Odd Sondre Svalastog
Helsing.
All figures in USD 000's 2023 2022 Management salaries and other short-term employee benefits 512 406 Post-employment benefits 29 38 Board remuneration 112 142 Consulting agreements (board members) 176 61 Total key management and board compensation 829 647
Loans from related parties
No loans were granted nor outstanding in 2023. During the year 2022, short term loans were granted to a subsidiary of the Group
amounting to a total of NOK2.660.000 from related parties. The loans bore interest of 5% resulting to NOK133.000 interest charge. All
amounts were received and repaid within the year 2022.
Loans to related parties
The Company has no loans to related parties.
Balances and transactions with related parties
As of 31 December 2023, the Group has recorded USD 1.8 million (2022: USD 8.8 million) in trade receivables from associated company.
The net total revenue recognised by the Group of the associated company for the year 2023 was USD 7.4 million (2022: USD 5.0 million),
plus an amount of USD 0.02m representing other income.
Commitments and contingencies to related parties
The Company has neither commitments nor contingencies to related parties.
Shareholding
Management and the board of directors, as of 31 December 2023 held the following shares on own account:
Ordinary Outstanding Outstanding Name Title % ownership shares options* warrants* Ståle Rodahl Chairman 3,255,775 4.05% 240,000 360,000 Board Hans Christian Anderson Member - - - - Board Odd Sondre Svalastog Helsing Member 1,208,333 1.50% - - Board Øivind Dahl-Stamnes Member 70,000 0.09% - - Board Sverre Strandenes Member - - - - Finn Atle Hamre CEO 15,125 0.02% 740,000 - Sveinung Alvestad CFO 44,843 0.06% 600,000 -
*Please see Note 15 Share capital and share options for further information of the company's share option program.
Annual Report 2023 Consolidated Financial Statement 71
On 24 February 2023, Mr Sondre Helsing, Board member, has through his wholly owned company Hubris Industrier AS today purchased
325,000 shares in Seabird Exploration Plc at a price of NOK 4.54 per share. Following this transaction Mr Helsing owns 1,208,333 shares in
the Company.
On 24 November 2023, Mr Øivind Dahl-Stamnes, Board member, has through his wholly owned company Dorris AS purchased 6,800 shares
in Seabird Exploration Plc at a price of NOK 5.08 per share. Following this transaction Mr Dahl-Stamnes owns 70,000 shares, representing
approximately 0.1% of the outstanding shares in the Company.
On 16 November 2023, Mr Øivind Dahl-Stamnes, Board member, has transferred 43,200 shares from his personal account to his wholly
owned company Dorris AS. Mr. Dahl-Stamnes holding in Seabird Exploration Plc remains unchanged at 63,200 shares, representing
approximately 0.1% of the outstanding shares.
On 9 October 2023, Mr Øivind Dahl-Stamnes, Board member, has transferred 20,000 shares from his personal account to his wholly owned
company Dorris AS. Mr. Dahl-Stamnes holding in Seabird Exploration Plc remains unchanged at 63,200 shares, representing approximately
0.1% of the outstanding shares.
Purchase of services from board members
Storfjell AS, a company controlled by Ståle Rodahl (Chairman of the Board of the Company), has invoiced Seabird Exploration PLC USD
0.2 million related to various consultancy work performed. The comparable figure for 2022 was USD 0.1 million.
31 Financial instruments
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group.
The Group has the following types of financial assets that are subject to the expected credit loss model:
- trade receivables
- cash and cash equivalents and restricted bank balances
In general, vessels on time charter are prepaid, while vessels contracted to oil companies usually have payment terms on an average of
approximately 30 days. Interest is charged on outstanding overdue trade receivables.
The Group always measures the loss allowance for trade receivables (including lease receivables) and contract assets at an amount
equal to lifetime expected credit loss (ECL). The expected credit losses on trade receivables are estimated by carrying out an individual
assessment on each outstanding balance. Management takes into account the counterparty's financial position, past default
experience, industry knowledge and market reputation. Management also considers macroeconomic factors, such as general economic
conditions, factors specific to the oil and seismic industry and an assessment of both the current and the forecast direction of conditions
at the reporting date.
There has been no change in the estimation techniques or significant assumptions made during the current reporting period.
The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no
realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings.
The collection of receivables is closely monitored by management.
With regards to cash and cash equivalents, the Group measures its expected credit loss by reference to the banks’ external credit ratings
and relevant published default and loss rates, taking into consideration the EUR 100,000 per bank deposit protection guaranteed under
the EU Deposit Guarantee Scheme. The Norwegian Bank’s Guarantee Fund covers deposits up to NOK 2 million per depositor per bank.
The Group monitors changes in external credit ratings and default rates and compares these to credit risk at initial recognition. Cash held
at banks with investment grade are assessed as low credit risk and belong to Stage 1. As the Group’s deposits are held in banks with high
credit quality ratings with investment grade, the probability of default is low, and the expected credit loss is minimal. Thus, no loss has been
recognized in the consolidated financial statements.
Annual Report 2023 Consolidated Financial Statement 72
Group’s maximum exposure to credit risk:
All figures in USD 000's Note 2023 2022 Trade receivables 10 11,704 16,093 Restricted cash 14 42 57 Cash and cash equivalents 14 2,176 851 Total 13,923 17,001
The ageing of trade receivables at the reporting date was:
All figures in USD 000's Gross Impairment Total Not past due 6,118 - 6,118 Past due 0-30 days 4,587 - 4,587 Past due 31-120 days - - - More than 120 days 5,388 -3,665 1,723 Total trade receivable as of 31 December 2022 16,093 -3,665 12,428 Not past due 5,238 - 5,238 Past due 0-30 days 2,217 - 2,217 Past due 31-120 days 416 - 416 More than 120 days 3,834 -2,062 1,772 Total trade receivable as of 31 December 2023 11,704 -2,062 9,642
The following table details the movement in the allowance for expected credit losses of trade receivables and contract assets:
All figures in USD 000's Note 2023 2022 Opening amount as of 1 January 3,665 3,665 Provision for expected credit losses 2,062 - Write-off -3,665 - Net carrying amount as of 31 December 2,062 3,665
The Group has recognized a loss allowance of 100% against all receivables over 120 days past due because historical experience has
indicated that the receivables are generally not recoverable. Please note that the USD 1.8 million included on the balance sheet with
duration above 120 days relates to an associated company that the company has high visibility of recovering the funds.
As described in Note 3.1 Financial risk factors (B), the company’s concentration of credit risk is due to the narrow customer base within
the oil & gas industry and the fact that the market participants face common risks connected to the industry’s general economic
conditions.
Liquidity Risk
Ultimate responsibility for risk management rests with the board of directors, which has established an appropriate liquidity risk
management framework for the management of the group’s short-, medium- and long-term funding and liquidity requirements. The
group manages liquidity risk by maintaining sufficient cash and cash equivalents, seeking the availability of equity funding and debt
funding, and by continuously monitoring forecast and actual cash flows.
The tables below summarize the maturity profile of the group’s financial liabilities at year end on contractual undiscounted payments. The
tables have been drawn based on the earliest date on which the Group can be required to pay. The tables include both interest and
principal cash flows. Floating interest rates are applied on the interest-bearing borrowings (refer to Note 18 Interest bearing loans and
borrowings) and tax liabilities.
Annual Report 2023 Consolidated Financial Statement 73
On Less Than All figures in USD 000's 1 to 5 Years Total Demand 12 Months Interest-bearing borrowings - 16,287 - 16,287 Trade payables - 9,051 - 9,051 Other payables - 9,240 - 9,240 Provisions - 331 - 331 Total financial liabilities as of 31 December 2022 - 34,909 - 34,909 Interest-bearing borrowings - 4,921 15,207 20,128 Trade payables - 3,821 - 3,821 Other payables - 3,593 - 3,593 Provisions - 2,249 - 2,249 Total financial liabilities as of 31 December 2023 - 14,584 15,207 29,791
Interest-bearing borrowings included amortisation profile of debt and interest for the respective periods.
Currency risk
As described in Note 3.1 Financial risk factors (A)(I), the Group undertakes transactions denominated in foreign currencies; consequently,
exposures to exchange rate fluctuations arise. The Group is mainly exposed to fluctuations with respect to Norwegian kroner, Euro and
Singapore Dollar.
The carrying amounts of the Group's foreign currency denominated monetary assets and monetary liabilities at the reporting date are
presented in the tables below.
All figures in USD 000's Total NOK EUR SGD Others Assets 2,632 2,627 5 - - Liabilities -5,458 -2,379 -2,422 -805 148 Net position as of 31 December 2022 -2,826 248 -2,417 -805 148 Sensitivity 10% -283 25 -242 -81 15 All figures in USD 000's Total NOK EUR SGD Other Assets 1,403 524 74 - 805 Liabilities -3,859 -612 -1,512 -1,297 -439 Net position as of 31 December 2023 -2,457 -88 -1,438 -1,297 366 Sensitivity 10% -246 -9 -144 -130 37
The table also details the Group's sensitivity to a 10% decrease in US dollar against the relevant foreign currencies. A positive number
below indicates an increase in profit. For a 10% weakening of US dollar against the relevant currency, there would be an opposite negative
impact on the profit.
Exchange rates applied during the year:
Average rate Year end USD per : 2023 2022 2023 2022 EUR 1.0810 1.0536 1.1050 1.0666 GBP 1.2433 1.2309 1.2715 1.2026 NOK 0.0947 0.1039 0.0983 0.1014 SGD 0.7443 0.7246 0.7573 0.7459
Annual Report 2023 Consolidated Financial Statement 74
Interest rate risk
As described in Note 3.1 Financial risk factors (A)(II), the Group's exposure to the risk of changes in market interest rates relates primarily to
the Group's borrowing from Sparebank 1 SMN which is a floating interest loan.
The table below presents the carrying values of its floating-rate financial instrument:
All figures in USD 000's Note 2023 2022 Sparebank 1 SMN - Libor + margin 18 13,605 15,687
Cash equivalents and restricted cash of USD 2.2 million as at 31 December 2023 (2022: USD 0.9 million) are interest bearing assets with
variable rates.
An increase/decrease of 100 basis points in interest rates at during 2022 would have increased/decreased equity and profit or loss by USD
0.1 million (2022: USD 0.2 million).
Fair value estimation
Green Minerals AS was distributed to shareholders on 25 January 2023, the remaining 446,801 (approximately 3% of the outstanding shares)
shares is booked at fair value through the profit and loss. The fair value per 31 December 2023 was USD 0.3 million.
32 Long-term investments
The group holds a long-term investment which relates to an associated company (Note 19 Subsidiaries and associates within the Group).
Green Minerals AS is booked at fair value through the profit and loss. The Group holds 3% of the Green Minerals AS’s shares outstanding.
33 Subsequent events
On 18 April 2024, the parent Company announced that in the extraordinary general meeting had been approved the distribution of NOK
0.25 per share to its shareholders, which will be effected through the reduction of share premium.
On 23 February 2024, the parent Company announced that the Board of Directors has proposed a cash dividend of NOK 0.25 per share.
Annual Report 2023 Consolidated Financial Statement 75
34 Performance measurement definitions
Seabird presents the alternative performance measurements (APM) that are regularly reviewed by management and aim to enhance
the understanding of the Company’s performance. APMs are calculated consistently over time and are based on financial data
presented in accordance with IFRS and other operational data as described in below table.
35 Operating environment
The economic environment in 2023 and over the medium term is subject to a high degree of uncertainty, with the continuation of the war
in Ukraine, Israel-Gaza conflict, rising tensions in US-China relations, high inflation and high interest rates threatening a significant slowdown
in the global economy.
Russia – Ukraine conflict
The conflict between Russia and Ukraine continues to be highly unstable. The tension in the region impacted the Russian and global
economies negatively and resulted to ongoing political tensions and international sanctions against certain Russian companies and
individuals. The sanctions imposed restricted the parties from having access to foreign financial markets, including removing access of
several Russian banks to the international SWIFT system.
The EU, UK and US (amongst others) have also imposed sanctions against the Russian central bank, restricting the access of the Russian
state to foreign currency reserves, and introduced further asset freezes against designated individuals/entities and sectoral sanctions.
Alternative performance measurements Measure Description Reason EBITDA -Operating profit before EBITDA is defined as operating profit before This is a measure for evaluation of operating profitability on depreciation and amortization depreciation and impairment of fixed assets a more variable cost basis as it excludes depreciation and and represents earnings before interest, tax impairment. EBITDA shows operating profitability regardless and depreciation, and is a key financial of capital structure and tax situations. parameter for Seabird. EBIT- Operating profit EBIT represents earnings before interest and EBIT shows operating profitability regardless of capital tax. structure and tax situations. Equity ratio Equity divided by assets at the reporting Measure capital contributed by shareholders to fund the date. Company’s assets. Earnings per share Earnings divided by average number of Measures the Company’s earnings on a per-share basis. shares outstanding. Net interest bearing debt Net interest-bearing debt consists of both Net interest-bearing debt is a measure of the Company’s current and non-current interest-bearing net indebtedness that provides an indicator of the overall liabilities less interest bearing financial statement. It measures the Company’s ability to pay all assets, cash and cash equivalents. interest-bearing liabilities within available interest bearing financial assets, cash and cash equivalents, if all debt matured on the day of the calculation. It is therefore a measurement of the risk related to the Company’s capital structure. Other definitions Measure Description Vessel utilization Utilization is a measure of the Company`s ability to keep vessels in operation and on contract with clients, expressed as a percentage and are based on actual days.
Annual Report 2023 Consolidated Financial Statement 76
The conflict between Ukraine and Russia may have an impact on global Oil & Gas demand and pricing which again may affect the
global market for Marine Seismic services. The Group also uses some crew members of Ukraine and Russian Nationality, these crew
members have been working for the Group for a number of years and have not so far indicated any mistrust or other concerns by working
together. This situation is monitored by the Group. Secondary the Group may encounter difficulties to pay salaries to Russian crew
members due sanctions. If such situation arises the Group will assess the possibility and ultimately change crew to other Nationalities.
Currently the Group does not have any ongoing projects or contracts with Russian or Ukrainian interests.
The situation is still evolving and further sanctions and limitations on business activity of companies operating in the region, as well as
consequences on the Russian economy in general, may arise but the full nature and possible effects of these are unknown.
Israel – Gaza conflict
The Israel-Gaza conflict has escalated on 07 October 2023, with the launch of a major attack by Hamas. There might be a significant
exposure and economic uncertainty for entities with operations, subsidiary entities or investment in the war area. Other entities, which do
not have a direct exposure with the war area might also be indirectly affected by the negative global economy and global trade impact
that arise due to the war.
Management believes that it is neither significantly impacted from the Israel-Gaza nor the Russia-Ukraine conflict, as its operations are not
affected by the situation, therefore are reasonably well positioned to withstand volatility and economic uncertainties that may arise from
the geopolitical and global economic environment. Management will continue to monitor the situation closely and assesses appropriate
actions when, and if, needed.
Annual Report 2023 Financial Statement Seabird Exploration PLC 77
Separate Financial Accounts: Seabird Exploration Plc
Statement of income .............................................................................................................................................................................................. 78
Statement of comprehensive income .................................................................................................................................................................. 78
Statement of financial position .............................................................................................................................................................................. 79
Statement of cash flow ........................................................................................................................................................................................... 81
Statement of changes in equity ............................................................................................................................................................................ 82
Notes to the financial statements .......................................................................................................................................................................... 83
1 General information ..................................................................................................................................................................................... 83
2 Material accounting policy information ..................................................................................................................................................... 83
3 Income tax expense ..................................................................................................................................................................................... 84
4 Trade receivables and other current assets ............................................................................................................................................... 84
5 Cash and cash equivalents ......................................................................................................................................................................... 84
6 Share capital and share options ................................................................................................................................................................. 85
7 Trade payables and other payables .......................................................................................................................................................... 86
8 Revenues ....................................................................................................................................................................................................... 86
9 Other income (expenses), net ..................................................................................................................................................................... 86
10 Other financial items, net ............................................................................................................................................................................. 87
11 Expenses by nature....................................................................................................................................................................................... 87
12 Finance expenses ......................................................................................................................................................................................... 87
13 Dividends ....................................................................................................................................................................................................... 87
14 Shares in subsidiaries and associates .......................................................................................................................................................... 87
15 Commitments and contingencies .............................................................................................................................................................. 89
16 Related-Party transactions ........................................................................................................................................................................... 89
17 Financial Instruments .................................................................................................................................................................................... 91
18 Audit fees ...................................................................................................................................................................................................... 92
19 Subsequent events ....................................................................................................................................................................................... 92
Annual Report 2023 Financial Statement Seabird Exploration PLC 78
Statement of income
Year ended 31 December
All figures in USD 000's
Note
2023
2022
Revenues
8
-
1,003
Cost of sales
-4
-54
Selling, general and administrative expenses
11
-1,036
-1,397
Other income (expenses), net
9
-2,051
-
Impairment on group receivables, net
16,17
-15
-6,808
Write down on group payables
16
1,518
-
Impairment on investments in subsidiaries, net of reversals
14
-5,385
-4,241
Earnings before interest and taxes (EBIT)
-6,973
-11,497
Finance expense
12.16
-2,183
-631
Share of net income (loss) of associates
14
-5
-
Fair value adjustments through profit and loss
14
262
-
Other financial items, net
10, 14
6,117
791
Profit/(loss) before income tax
-2,782
-11,337
Income tax
3
-
-
Profit/(loss) for the period
-2,782
-11,337
Statement of comprehensive income
Year ended 31 December
All figures in USD 000's
Note
2023
2022
Profit/(loss)
-2,782
-11,337
Other comprehensive income
-
-
Total other comprehensive income, net of tax
-
-
Total comprehensive income
-2,782
-11,337
Annual Report 2023 Financial Statement Seabird Exploration PLC 79
Statement of financial position
As of 31 December
All figures in USD 000's
Note
2023
2022
ASSETS
Non-current assets
Investments in subsidiaries
14
49,869
50,328
Financial assets at fair value through profit and loss
14
262
-
Investment in associated companies
14
65
-
Total non-current assets
50,196
50,328
Current assets
Trade receivables and other current assets
4
10
5
Due from related parties
16
7,544
12,760
Cash and cash equivalents
5
136
40
Total current assets
7,690
12,805
Assets classified as held for distribution
14
-
2
TOTAL ASSETS
57,886
63,135
EQUITY
Shareholders' equity
Paid in capital
6
36,944
36,944
Revaluation reserve
12
12
Share options granted
6
153
354
Retained earnings
-12,867
-5,475
TOTAL EQUITY
24,242
31,835
LIABILITIES
Non-current liabilities
Total non-current liabilities
-
-
Current liabilities
Trade payables and other payables
7
218
320
Due to related parties
16.17
33,426
30,981
Total current liabilities
33,644
31,301
TOTAL LIABILITIES
33,644
31,301
TOTAL EQUITY AND LIABILITIES
57,886
63,135
Annual Report 2023 Financial Statement Seabird Exploration PLC 80
On 30 April 2024, the board of directors of SeaBird Exploration Plc authorized these Financial Statements for issue.
Ståle Rodahl – Executive Chairman
Hans Christian Anderson – Director
Øivind Dahl-Stamnes – Director
Sverre Strandenes – Director
Odd Sondre Svalastog Helsing – Director
Annual Report 2023 Financial Statement Seabird Exploration PLC 81
Statement of cash flow
Year ended 31 December
All figures in USD 000's
Note
2023
2022
Cash flows from operating activities
Profit/(loss) before income tax
-2,782
-11,337
Adjustments for
Write down on group payables
16
-1,518
-
Impairment on investments in subsidiary
16
5,385
4,241
Impairment on group receivables, net
16
15
6,808
Share option plan
6
-202
-244
Loss /(gain) from sale of shares in subsidiaries
-4,608
-
Unrealized exchange (gain)/loss
9
88
Interest income
16
-1,434
-931
Interest expense
16
2,183
631
Fair value adjustments through profit or loss
-262
-
Share of net income/(loss) of associates and joint ventures
5
-
Other items
2,009
697
(Increase)/decrease in trade and other receivables and restricted cash
-2,065
1
Increase/(decrease) in trade and other payables
-102
-7
Net movement of related parties balances
16
3,460
-12,558
Net cash used in operating activities
96
-12,611
Cash flows from investing activities
Payment for investment in subsidiaries
-
-
Net cash used in investing activities
-
-
Cash flows from financing activities
Net proceeds from issuance of ordinary shares
6
-
12,651
Net cash from financing activities
-
12,651
Net decrease in cash and cash equivalents
96
40
Cash and cash equivalents at beginning of the period, unrestricted
40
0
Cash and cash equivalents at end of the period, unrestricted
136
40
Annual Report 2023 Financial Statement Seabird Exploration PLC 82
Statement of changes in equity
All figures in USD 000's
Paid in
capital
Revaluation
reserve
Share
options
granted
Retained
earnings
Total
equity
Equity as of 1 January, 2022
45,492
12
110
-15,338
30,276
Profit/(Loss)
-11,337
-11,337
Other comprehensive income
-
Total comprehensive income
-
-
-
-11,337
-11,337
Share issue
12,651
12,651
Share premium reduction
-16,233
16,233
0
Share premium reduction – Green Minerals shares
-4,966
4,966
-0
Net share options movement
244
244
Other equity transactions
-
Total contributions by and distributions to owners
-8,548
-
244
21,199
12,895
Equity as of 31 December 2022
36,944
12
354
-5,475
31,835
Profit/(Loss) for the year
-2,782
-2,782
Other comprehensive income for the year
-
Total comprehensive income for the year
-
-
-
-2,782
-2,782
Share issue
-
Green Minerals distribution
-4,610
-4,610
Net share options movement
-202
-202
Other equity transactions
-
Total contributions by and distributions to owners
-
-
-202
-4,610
-4,811
Equity as of 31 December 2023
36,944
12
153
-12,867
24,241
Annual Report 2023 Financial Statement Seabird Exploration PLC 83
Notes to the financial statements
All figures in USD 1.000, if not stated otherwise.
The separate financial statements are an integral part of the annual financial statements and should be read in conjunction with the
consolidated financial statements.
1 General information
The accompanying consolidated financial statements represent the activities of SeaBird Exploration PLC for the year ended 31 December
2023 (the “period”). The financial statements were authorized for issue by the board of directors on 30 April 2024.
These financial statements are the separate financial statements.
Country of incorporation
The company was incorporated in the British Virgin Islands as a limited liability company in 2000. The company was re-domiciled to Cyprus
on 18 December 2009. Seabird has direct ownership in two vessels and the company is listed on Oslo Børs with ticker SBX. The company’s
registered address is at Panteli Katelari 16, Diagoras House floor 7, 1097, Nicosia, Cyprus. The Group main office is located in Bergen
(Norway) with the office address Sandviksbodene 68, 5035 Bergen. SeaBird Exploration Plc is tax resident in Norway and registered in the
corporate registers both in Norway and Cyprus.
Principal activities
The principal activity of the company, which is unchanged from last year, is the ownership of companies operating within the seismic
industry, including providing financing to subsidiaries.
Basis of preparation
Going concern
As at 31 December 2023 the Company is in a net current liability position of USD 26.0, and incurred losses for the year of USD 2.8 million. As
at 31 December 2023 the Company is in a net assets position of USD 24.2 million. The assessment of going concern of the Company relies
heavily on the ability of the Company and its subsidiaries, the Group, to secure future cash inflows over the going concern assessment
period which extends through to a period of at least one year from the date of approval of the financial statements to meet their liabilities
as they become due. Refer also to Note 2.1 of the Consolidated Financial Statements.
Based on the assessment, Seabird Group will be in the position to repay its short-term obligations as they fall due. For this reason,
management considers it reasonable to use the assumption of going concern in the preparation of the audited financial statements of
the Company.
2 Material accounting policy information
The accounting policies that are material to the Company are set out below. These policies have been consistently applied to all years
presented in these consolidated financial statements unless otherwise stated. SeaBird Exploration Plc has prepared its financial statements
in accordance with International Financial Reporting Standards as adopted by the European Union. The accounting policies are
consistent with those applied in the consolidated financial statements.
Dividend income is recognized when the shareholders' rights to receive payment have been established.
For the discussion of risk factors, financial risk management, and critical accounting estimates and judgments; refer to note 3 and 4 of the
consolidated financial statements.
Shares in subsidiaries (see Note 14 Shares in subsidiaries and associates) are stated at cost less any provision for impairment. The Company
periodically evaluates the recoverability of investments in subsidiaries whenever indicators of impairment are present. Indicators of
impairment include such items as declines in profitability, negative balance between the subsidiary's equity position and the carrying
value of the investment, or external macro-economic factors that may indicate that the carrying amount of an asset is not recoverable.
If facts and circumstances indicate that investment in subsidiaries may be impaired, the estimated future cash flows associated with these
subsidiaries are compared to their carrying amounts to determine if a write-down to fair value is necessary.
The remaining accounting policies applied by the Company are those described in note 2 to the Consolidated Financial Statement.
Annual Report 2023 Financial Statement Seabird Exploration PLC 84
3 Income tax expense
SeaBird Exploration Plc is subject to taxation in Norway which impose corporation tax at the rate of 22%.
All figures in USD 000's
2023
2022
Current period
-
-
Adjustment for prior periods
-
-
Total current tax
-
-
All figures in USD 000's
2023
2022
Continuing operations profit/(loss) before income tax
-2,782
-11,337
Tax arising at the rate of 22%
-612
-2,494
Effect of tax adjustments in arriving at taxable profit and tax losses
612
2,494
Total tax expense/(reversal) attributable to continuing operations
-
-
The company performed a detailed review of its tax provisions as a part of its annual closing procedures.
4 Trade receivables and other current assets
Trade receivables
All figures in USD 000's
2023
2022
Trade receivables gross
2,060
-
Less allowance for expected credit losses
-2,060
-
Total trade receivables
-
-
Allowance for ECL and write offs, net of reversals
All figures in USD 000's
2023
2022
Loss on trade receivables
2,060
-
Reversed write offs
-
-
Total allowance for ECL
2,060
-
Other current assets
All figures in USD 000's
2023
2022
Prepaid expenses and deposits
10
5
Other current assets
-
-
Total other current assets
10
5
5 Cash and cash equivalents
All figures in USD 000's
2023
2022
Cash and cash equivalents
136
40
Cash and bank balances
136
40
Annual Report 2023 Financial Statement Seabird Exploration PLC 85
6 Share capital and share options
Number of authorized shares:
2023
2022
Number of ordinary shares
91,000,000
91,000,000
Nominal value per share
EUR 0.17
EUR 0.17
Share capital:
All figures in USD 000's
2023
2022
Share capital
16,036
16,036
Share premium
20,908
20,908
Paid in capital
36,944
36,944
Number of shares issued:
Total number of shares issued at 1 January
80,476,265
34,276,665
New shares issued
-
46,199,600
Reclassification
6
-
Total number of shares as per 31 December
80,476,271
80,476,265
In January 2022 the Company issued 14,000,000 new shares at a premium price of NOK 2.25 and increased its share capital by EUR
2,380,000 to EUR 8,207,033.
In May 2022 the Company issued 3,500,000 new shares at a premium price of NOK 2.25 and increased its share capital by EUR 595,000 to
EUR 8,802,033.
In July 2022 the Company issued 26,699,600 new shares at a premium price of NOK 3.00 and increased its share capital by EUR 4,538,932
to EUR 13,340,965.
In November 2022 the Company issued 2,000,000 new shares at a premium price of NOK 3.00 and increased its share capital by EUR
340,000 to EUR 13,680,965.
In December 2022 the Company reduced its share premium by USD 16,233,336 with the purpose to write off losses of the Company. The
share premium was further reduced by USD 4,965,858 in relation with the distribution of the Company’s shares in Green Minerals AS to its
shareholders. The distribution was completed on 25 January 2023.
In March 2023 the Company reallocated 6 shares that has been held outside the Norwegian VPS in relation with the reallocation of the
shareholder register from Cyprus to Norway. The shares were registered with a premium price of nil and increased its share capital by EUR
1.
There are no share classes and no voting restrictions on the shares.
Employee Share Option Plans
The employee share option program consists of 2.3 million warrants and options as of 31 December 2023. The options will vest over period
of three years from the grant date, while the Warrants will vest over a period of two years. One third of the options granted will vest one
year after grant date, one third of the options granted will vest two years after grant date and one third of the options granted will vest
three years after grant date; similar, the warrants will be distributed over two periods. All options and warrants are exercisable at any time
within one year from the corresponding vested dates. The options and the warrants have an average exercise price of NOK 6.23.
Estimated value of the share options granted, reduced for services not rendered, as at 31 December 2023, is presented in equity as share
options granted.
Annual Report 2023 Financial Statement Seabird Exploration PLC 86
Number of options and warrents outstanding
Opening amount as of 1 January, 2023
3,140,000
Granted during the year
-
Forfeited during the year
-
Exercised in year
-
Expired in year
-820,000
Closing amount at 31 December 2023
2,320,000
of which is vested
1,166,667
of which is non-vested
1,153,333
Total options
2,320,000
Share based payments effect on the group’s profit or loss amounts to USD 0.2 million for 2023 and USD -0.2 million for 2022. The total value
of share options granted is calculated using the Black-Scholes model, assuming that all the options will be exercised. The fair value
determined at the grant date is expensed over the vesting period of the options for the options granted less expected number of forfeited
options. The calculation is based on:
- Trailing 252 days logarithmic return volatility of 43%
- Given exercise price for the given option trance the given year, averaging to NOK 6.23
- Time to maturity for the given option tranches
- Assume no dividends
- A risk-free interest rate of 5.6 % per annum
7 Trade payables and other payables
All figures in USD 000's
2023
2022
Trade payables
60
312
Accrued expenses and other payables
158
8
Total trade and other payables
218
320
8 Revenues
All figures in USD 000's
2023
2022
Costs recharged to group companies (Management fee)
-
958
Management fee mark-up to group companies
-
45
Total revenues
-
1,003
The group has a transfer pricing policy in place, which implies that certain sales, general and administrative costs are rechargeable to
SeaBird Exploration Norway.
9 Other income (expenses), net
All figures in USD 000's
2023
2022
Allowance for ECL and write offs, net of reversals
-2,060
-
Other income (expenses)
9
-
Other income (expenses), net
-2,051
-
Annual Report 2023 Financial Statement Seabird Exploration PLC 87
10 Other financial items, net
All figures in USD 000's
2023
2022
Profit on sale of shares
4,608
-
Interest income on intercompany borrowings
1,407
927
Net foreign exchange gain/(loss)
31
-92
Other financial income/(expense)
71
-44
Total other financial items, net
6,117
791
Profit on sale of shares represents the Company’s profit from distributing the Company’s shareholdings in Green Minerals AS to its
shareholders (USD 4.6 million). The distribution was completed on 25 January 2023.
The other financial income/(expense) includes an amount of USD 0.07m relating to the fair value gain on the acquisition of the associate.
11 Expenses by nature
All figures in USD 000's
2023
2022
Directors’ remuneration
112
142
Net share options movement
-202
244
Legal and professional
476
400
Other expenses SG&A
650
611
Selling, general and administrative expenses
1,036
1,397
Other expenses SG&A include management fee charge of USD 0.5 million to Seabird Exploration Norway AS (2022: USD 0.5 million).
12 Finance expenses
All figures in USD 000's
2023
2022
Interest expense on intercompany borrowings
2,183
631
Total finance expense
2,183
631
Please see Note 16 Related-Party transactions for more information on Interest expense on intercompany borrowings.
13 Dividends
No dividend was distributed for the year ended 31 December 2022 and no dividend is proposed to be distributed for the year ended 31
December 2023. Please see Note 33 in the consolidated statement for more information on shareholder distribution.
14 Shares in subsidiaries and associates
Company
Country of
incorporation
Shareholding and voting
rights
Investments in subsidiaries
(USD000's)
2023
2022
2023
2022
Aquila Explorer Inc.
Panama
100%
100%
-
-
Biliria Marine Company Limited**
Cyprus
100%
100%
10
127
GeoBird Management AS
Norway
100%
100%
672
-
Green Energy Group AS*
Norway
100%
100%
3
3
Harrier Navigation Company Limited
Cyprus
100%
100%
13,635
13,635
Annual Report 2023 Financial Statement Seabird Exploration PLC 88
Hawk Navigation Company Limited**
Cyprus
100%
100%
-
-
Munin Navigation Company Limited**
Cyprus
100%
100%
9
33
Oreo Navigation Company Limited**
Cyprus
100%
100%
-
-
Raven Navigation Company Limited**
Cyprus
100%
100%
77
1,025
Sana Navigation Company Limited
Cyprus
100%
100%
2
2
Seabed Navigation Company Limited
Cyprus
100%
100%
3,865
3,865
SeaBird Exploration Americas Inc.
USA
100%
100%
-
-
SeaBird Exploration Asia Pacific PTE. Ltd.
Singapore
100%
100%
0
-
SeaBird Exploration Crewing Limited
Cyprus
100%
100%
2,061
2,061
SeaBird Exploration Cyprus Limited
Cyprus
100%
100%
2,657
2,657
SeaBird Exploration Finance Limited
Cyprus
100%
100%
1,049
1,049
SeaBird Exploration FZ-LLC
UAE
100%
100%
41
41
SeaBird Exploration Multi-Client Limited
Cyprus
100%
100%
292
332
SeaBird Exploration Norway AS
Norway
100%
100%
0
-
SeaBird Exploration Private Limited***
India
26%
26%
65
-
SeaBird Exploration Shipping AS
Norway
100%
100%
40
40
SeaBird Exploration Vessels Limited
Cyprus
100%
100%
25,456
25,456
Susco AS*
Norway
100%
100%
-
2
*) Green Energy Group AS and Susco AS were dissolved on 7 March 2024.
**) Biliria Marine Company Limited, Hawk Navigation Company Limited, Munin Navigation Company Limited, Oreo Navigation Company
Limited and Raven Navigation Company Limited field for voluntary liquidation with the Cyprus court on 29 December 2023. The voluntary
liquidation process is expected to be completed in 2024.
***) Seabird Exploration Private Limited is recognised using the equity accounting principle. For further information, please refer to Note
22.6 interest in joint operation and associated in the consolidated financial statement for information on transactions with non-controlling
interests.
Green Minerals AS was distributed to shareholders on 25 January 2023, the remaining 446,801 (approximately 3% of the outstanding shares)
shares is booked at fair value through the profit and loss. During the prior year, Green Minerals AS was considered a subsidiary with 51%
shareholding and voting rights. It’s carrying amount as at 31 December 2022 was USD 0.002m, and it was recorded under “Assets classified
as held for distribution”.
Movements in investments in subsidiaries:
All figures in USD 000's
2023
2022
Opening book amount as of 1 January
50,328
54,569
Acquisition
4,926
2
Reclassifies to Assets classified as held for distribution
-2
Impairments
-5,385
-4,241
Closing book amount as of 31 December
49,869
50,328
The acquisition in 2023 relates to debt conversions to equity in two wholly owned Norwegian subsidiaries.
Annual Report 2023 Financial Statement Seabird Exploration PLC 89
Equity accounted investees:
All figures in USD 000's
2023
2022
Opening book amount as of 1 January
-
-
Acquisition
1
-
Fair value gain on acquisition
69
-
Share of profit (loss)
-5
-
Closing book amount as of 31 December
65
-
Financial assets at fair value through profit and loss:
All figures in USD 000's
2023
2022
Opening book amount as of 1 January
-
-
Fair value gain on distribution
307
-
Fair value gain/(loss) in the period
-45
Closing book amount as of 31 December
262
-
15 Commitments and contingencies
The company's commitments and contingencies as per 31 December 2023 relate to the financial guarantees as described in Note 16
Related-Party transactions (v).
16 Related-Party transactions
i) Purchases of services and expenses recharged to group companies
Expenses amounting to nil were recharged to group companies with 5% mark-up during 2023 (2022: USD 1.0 million recharged to group
companies).
ii) Key management personnel compensation
The compensation of the key management personnel employed by the company's subsidiaries, as well as the remuneration of the
company's directors, are presented in group Consolidated Financial Statement note 30.
iii) Due from related parties
Loans to companies within SeaBird group:
All figures in USD 000's
2023
2022
Opening net book amount as of 1 January
12,760
12,808
Additional loans, net of repayments
-1,682
5,833
Conversion of loans to equity in subsidiaries
-4,926
-
Interest charged
1,407
927
Impairment on group receivables, net
-15
-6,808
Net book amount as of 31 December
7,544
12,760
Gross book amount
19,287
24,534
Accumulated impairment
-11,743
-11,774
Net book amount as of 31 December
7,544
12,760
The above loans were provided at 6.9 % weighted average interest rate (5.8% in 2022) and have been repayable on demand. The loans
are unsecured.
Annual Report 2023 Financial Statement Seabird Exploration PLC 90
Impairment losses are included in statement of income, "Impairment on group receivables".
iv) Due to related parties
Loans from companies within SeaBird group:
All figures in USD 000's
2023
2022
Opening net book amount as of 1 January
30,981
36,780
Additional loans, net of repayments
1,780
-6,430
Interest charged
2,183
631
Write down on group payables
-1,518
-
Net book amount as of 31 December
33,426
30,981
The above loans were provided at 6.9 % weighted average interest rate (5.8% in 2022) and are repayable on demand.
v) Financial guarantees
The company is exposed to credit risk in relation to financial guarantees given to Sparebank 1 SMN related to a credit facility provided to
SeaBird Exploration Norway AS. The company is equally liable for the repayment of the facility. However, the management has considered
the substance of the agreement and concluded that the obligation is in substance a financial guarantee. The Company's maximum
exposure in respect of these guarantees is the maximum amount the company could have to pay if the guarantee is called on,
irrespective of the likelihood of being exercised, as shown below:
All figures in USD 000's
2023
2022
Sparebank 1 SMN credit facility
13,605
15,687
The Sparebank 1 SMN credit facility which have been guaranteed by the Company has a maximum limit of USD 15.6 million. The balance
is USD 13.5 million at year end 2023.
vi) Dividends
The company received dividends from subsidiaries of nil in 2023 (nil in 2022).
vii) Shareholding
Management and the board of directors, as of 31 December 2023 held the following shares on own account:
Name
Title
Ordinary
shares
% ownership
Outstanding
options*
Outstanding
warrants*
Ståle Rodahl
Chairman
3,255,775
4.05%
240,000
360,000
Hans Christian Anderson
Board
Member
-
-
-
-
Odd Sondre Svalastog Helsing
Board
Member
1,208,333
1.50%
-
-
Øivind Dahl-Stamnes
Board
Member
70,000
0.09%
-
-
Sverre Strandenes
Board
Member
-
-
-
-
Finn Atle Hamre
CEO
15,125
0.02%
740,000
-
Sveinung Alvestad
CFO
44,843
0.06%
600,000
-
*) See Note 6 Share capital and share options for further information of the company's share option program.
Annual Report 2023 Financial Statement Seabird Exploration PLC 91
17 Financial Instruments
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the company.
The company has the following types of financial assets that are subject to the expected credit loss model:
- Amounts due from related
- Cash and bank balances (including restricted cash)
- Financial guarantees
The table below details the company's maximum exposure to credit risk as at year end:
All figures in USD 000's
Note
2023
2022
Amounts due from related parties, gross
16
19,287
24,534
Financial guarantees
16
13,605
15,687
Cash and cash equivalents
5
136
40
Total
33,028
40,261
The amount of financial guarantee contracts presented in the table above reflects the company’s maximum exposure with regards to
the guarantees described in Note 16 Related-Party transactions (v) and is not an amount recognized on the statement of financial
position.
The receivables from subsidiaries are assessed for lifetime expected credit losses, determining whether credit risk has increased significantly
since initial recognition. At year-end 2023 the gross receivable balance is USD 19.3 million. When the Company has receivables from
subsidiaries, the loss allowance is estimated based on individual assessment per receivable, taking into consideration the subsidiary's
equity position, financial performance, liquidity position and ability to pay. The company writes off an amount due from related companies
when there is information indicating that the counterparty is unable to pay and/or when there is a management decision to settle intra-
group balances through write-offs.
With regards to cash and cash equivalents, the company measures its expected credit loss by reference to the banks’ external credit
ratings and relevant published default and loss rates, taking into consideration the €100.000 per bank deposit protection guaranteed
under the EU Deposit Guarantee Scheme and the NOK 2 million guarantee provided by the Norwegian Bank’s Guarantee Fund. As the
company's balances at year end were minimal, no loss has been recognized in the financial statements.
Liquidity Risk
Ultimate responsibility for risk management rests with the board of directors, which has established an appropriate liquidity risk
management framework for the management of the company’s short-, medium- and long-term funding and liquidity requirements. The
company manages liquidity risk by continuously monitoring forecast and actual cash flows on a group level and ensuring the availability
of funding through an adequate amount of available debt or equity.
The table below summarizes the maturity profile of the company’s financial liabilities at 31 December 2023 on contractual undiscounted
payments.
The amounts included for financial guarantee contracts are the maximum amount the company could be forced to settle under the
arrangement for the full guaranteed amount if that amount is claimed by the counterparty to the guarantee (see Note 16 Related-Party
transactions) and is not an amount recognized on the statement of financial position.
All figures in USD 000's
On
Demand
Less Than
12 Months
1 to 5 Years
Total
Due to related parties
30,981
-
-
30,981
Financial guarantee contracts
-
15,687
-
15,687
Total financial liabilities as of 31 December 2022
30,981
15,687
-
46,668
Due to related parties
33,426
-
-
33,426
Financial guarantee contracts
-
4,921
15,207
20,128
Annual Report 2023 Financial Statement Seabird Exploration PLC 92
Total financial liabilities as of 31 December 2023
33,426
4,921
15,207
53,554
Financial guarantee contracts include amortisation profile of debt and interest for the respective periods.
Currency risk
The company’s exposure to foreign currency risk was as follows based on notional amounts per 31 December 2023.
All figures in USD 000's
Total
NOK
EUR
GBP
Others
Assets
-
-
41
Liabilities
-523
-296
-268
-
Net position as of 31 December 2022
-523
-296
-268
41
-
Sensitivity 10%
-52
-30
-27
4
-
All figures in USD 000's
Total
NOK
EUR
GBP
Others
Assets
7,888
7,823
-
-
65
Liabilities
-209
-209
-
-
-
Net position as of 31 December 2023
7,679
7,613
-
-
65
Sensitivity 10%
768
761
-
-
7
The following significant exchange rates applied during the year:
Average rate
Year end
USD per :
2023
2022
2023
2022
EUR
1.0810
1.0536
1.1050
1.0666
GBP
1.2433
1.2309
1.2715
1.2026
NOK
0.0947
0.1039
0.0983
0.1014
SGD
0.7443
0.7246
0.7573
0.7459
18 Audit fees
All figures in USD 000's
2023
2022
Statutory audit
157
198
19 Subsequent events
Note 33 to the consolidated financial statements describes the significant events that occurred subsequent to the end of the reporting
period that impact the company and its subsidiaries. There were no other significant events concerning the parent company alone.
100
Annual Report 2023
DECLARATION OF THE MEMBERS OF THE BOARD OF DIRECTORS AND
THE OFFICIALS RESPONSIBLE FOR THE PREPARATION OF THE FINANCIAL
STATEMENTS
SeaBird Exploration Plc – 30 April 2024
In accordance with Article 9 sections (3c) and (7) of the Transparency Requirements (Traded Securities in Regulated Markets) Law 2007
(''the Law'') we, the members of the Board of Directors and the Company official responsible for the financial statements of Seabird
Exploration Plc for the year ended 31 December 2023, on the basis of our knowledge, declare that:
(a) The annual consolidated and separate financial statements which are presented on pages 29 to 92:
(i) have been prepared in accordance with the applicable International Financial Reporting Standards as adopted
by the European Union and the provisions of Article 9, section (4) of the law
(ii) provide a true and fair view of the particulars of assets and liabilities, the financial position and profit or loss of the
Seabird Exploration Plc and the entities included in the consolidated financial statements as a whole
(b) The management report provides a fair view of the developments and the performance as well as the financial position of
the Seabird Exploration Plc as a whole, together with a description of the main risks and uncertainties which they face.
Members of the Board of Directors:
Ståle Rodahl – Executive Chairman
Hans Christian Anderson – Director
Øivind Dahl-Stamnes – Director
Sverre Strandenes – Director
Odd Sondre Svalastog Helsing – Director
Responsible for drafting the financial statements:
Sveinung Alvestad, Chief Financial Officer
Seabird Exploration Plc
Cyprus
Panteli Katelari 16
Diagoras House floor 7
1097 Nicosia
Cyprus
Norway
Sandviksbodene 68
5035 Bergen
Norway
https://www.sbexp.com/
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