2022
Bulk Industrier AS Annual Report
Sustainability as a business
4
Board of Directors Report 2022
13
Consolidated financial statements 2022
69
Parent company financial statements 2022
83
Responsibility statement
Contents
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Bulk Industrier AS Annual Report 2022Bulk Industrier AS Annual Report 2022
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Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
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Board of Directors Report 2022
- Bulk Industrier AS
Our three Business Areas
Bulk Industrial Real Estate is a Nordic real estate
developer and owner, specializing in industrial buildings,
large modern warehouses, cross-dock terminals and
logistics parks. We seek to be the preferred partner for
our customers, offering prime locations, state-of-the-art
facilities and sustainable solutions. The business area
was established in 2006 and has demonstrated a
significant ability to develop industrial properties for a
large and diversified portfolio of customers. In 2022 we
have completed more than 50 development projects since
establishment, summing up to more than 500,000 square
meters of high quality, flexible and energy efficient
facilities. We also own a considerable portfolio of yielding
properties, and a vast plot bank, allowing us to take part
in value creation in all phases of real estate development
and ownership.
Bulk Data Centers is an industrial developer and
operator of data centers and data center services across
the Nordics. Bulk has a portfolio of assets, capabilities
and partners to serve any data center customer require-
ment in a fast, secure, cost efficient and sustainable way.
We operate scalable facilities, we continue to add new
sites to our portfolio, and we have access to strategically
located land. We have in-house expertise in data center
design, engineering and operations that combined with
our industrial real estate development experience and
dark fiber network deployments allow us to shape the full
value chain of the data processing infrastructure. We can
serve customers in dedicated hyperscale facilities and
customers in need of server racks in a Colo environment.
Bulk Fiber Networks owns and controls dark fiber infra-
structure with the purpose of enabling the Nordics for large
scale data processing. Our fiber infrastructure is modern
with high capacity including both subsea and terrestrial
systems. We offer dark fiber, telehousing and cable landing
facilities to carriers, large scale data center customers and
others that want to produce bandwidth services on top of
our infrastructure. Bulk considers itself an infrastructure pro-
vider within fiber, being a partner rather than a competitor
to traditional carriers. Bulk has available thousands of km of
dark fiber, including both intercontinental, North European
and intra-Nordic infrastructure that connects main European
markets as well as the US. We continue to explore new
subsea and terrestrial fiber routes that could be strategic
enablers for the data center growth in the Nordics.
Investment criteria
• Sustainability: Target opportunities that enable or deliver
a fundamentally more sustainable global society
• Infrastructure: Invest in infrastructure that is critical for
the global, modern society
• Long term perspective and Scalable: Ability and
willingness to invest with an industrial mindset with
patience and focus on scalability from the start
• Nordic: Bulk Leverage the Nordic region’s favorable
business climate, sustainable power sources and polit-
ical stability
The investment criteria is set to ensure a mindset and focus
to support the Company’s long-term vision. The Company
has a strong capital allocation capability that makes it
robust to fundamental changes in market dynamics.
The Company´s headquarter is in the city of Oslo in Norway.
2022 in short
Our financial results are a consolidation of different busi-
ness models within our three Business Areas. Some of
these business models represent financial results that can
vary substantially from one financial reporting period to an-
other despite limited variability in the underlying business.
The primary reason for such fluctuations are a) portfolio
sales of Industrial Real Estate projects, and b) delivery of
data center services (e.g., design, installation, maintenance)
where revenues occasionally include a significant propor-
tion of hardware that is procured by Bulk and included in
a services delivery. Additionally, there may be a difference
between timing of cash flow and revenue recognition for
customer contracts within our Fiber Networks business in
IFRS reports, due to the business model of selling Indefea-
sible Rights of Use (IRU). Please also see note 1.
• Total revenues of NOK 276,1 million compared to
NOK 365.7 million last year.
• Industrial Real Estate: The Group acquired a plot
at Danebuåsen late 2021 with hand over in the first
quarter of 2022. In addition, the Group acquired the
remaining 50% of AE Bulk Co-Invest AS holding 25%
of Berger Terminal Holding II AS in the first quarter
2022. The Group further acquired the remaining 49% of
the shares in Bulk Vestby II AS from DSV in accordance
with the option agreement. Projects have been handed
over to Leman in Vestby, Kominox at Lindeberg, Lett-
butikk in Enebakk, Kjellmann Office at Lindeberg, and
DSV at Vestby during 2022. The Group handed over
the first stages of the construction project in Denmark
during Q4. The last stage of the project has been deliv-
ered Q1 2023. The Group signed the third stage of the
Namron building in September 2022. Multiple roof top
solar projects have been initiated, including agreements
with Lettbutikk, DSV and Kjellmann and operative solar
systems on PetXL and Leman. The investment prop-
erty portfolio saw a decrease in fair value in Q4 due to
increasing interest rates with negative impact on the
yield. However, vacancy is low and rent is increasing
with inflation, and there is still a strong demand for lo-
gistic buildings. Industrial Real Estate is well positioned
with several plots available to meet market demand
• Data Centers: New contracts and Letter of Intends are
signed on our data center sites during 2022. Installation
of 125MVA sub-station is completed at N01 Campus.
The installation ensures immediate access to large
scale 100% renewable energy with the highest levels of
resilience. During 2022, construction has begun on new
10MW data center at N01 Campus, supporting High
Performance Computing, enterprise, system integrators
and cloud providers. The levelling of additional 160,000
sqm of zoned land is well underway at N01 Cam-
pus, and the first area has been completed ready for
additional 40MW of data center capaicity. Further, new
1.5MW of white space capacity has been added
at OS-IX data center. The data center at DK01 Campus
has entered into a multi-year agreement with Esbjerg
Municipality for secure, sustainable and flexible Colo-
cation of the municipality’s IT environment. Regarding
sustainable initiatives, Bulk has signed agreements
with two businesses that will be able to re-use the heat
generated at Bulk Data Center N01, thus establishing
the first phase of a circular industry cluster.
• Fiber Networks: The Havsil Cable system, connecting
Kristiansand and Esbjerg is fully operational with live
traffic during 2022. The Havhingsten system connecting
the UK and Ireland into Esbjerg is also finalized during
the year. There are now active customers on all seg-
ments of the Inter City Ring. The two last telehouses
on the Inter-City Ring in Norway was completed in Q4,
bringing the total of telehouses to twelve on the Inter
City Ring in addition to three telehouses in Denmark.
The last branch of the Havfrue cable system was final-
ized in the end of 2022 and ready for service in Q1 2023.
A customer has exercised options for the cable system
on the Irish branch, of which the transaction is expected
to be completed during Q1 2023. The pre-study for
the terrestrial cable system of Leif Erikson is finalized
and the project continues to mature with the customer
and partner dialogues in 2023. Following the current
security situation in Europe, Bulk Fiber Networks has
increased its security activities concerning sub-sea and
terrestrial fiber cables in general.
• Group development: Group development: Bulk
Infrastructure and/or relevant subsidiaries are certified
in accordance with ISO 9001 Quality Management,
14001 Environmental Management, 22301 Business
Continuity and 27001 Information Security. EN50600 for
Data Center design and operation is now implemented.
As part of our focus on sustainability, Bulk have also
decided to measure the Carbon Footprint of its activities
and establish a budget and action plan to reduce the
greenhouse gas emissions going forward.
• Group financing: Bulk Infrastructure Group AS
completed a new senior unsecured green bond issue
of NOK 500 million, with maturity date 15 September
2026. An application will be made for the bonds to be
listed on Oslo Børs. The net proceeds from the bond
issue will be used in accordance with the green bond
framework. Under the framework, Bulk seeks to finance
or refinance green buildings, sustainable infrastructure,
and energy efficiency. Bulks framework is rated Medium
Green shading by Cicero
• The COVID-19 pandemic had minor influence on the
operations in 2022. The pandemic has not caused any
critical incidents or situations in our deliverables or
business continuity
• Following the current security situation in Europe,
Bulk has increased its security activities concerning sub-
sea and terrestrial fiber cables in general. The Group is
monitoring the energy crisis in Europe. The impact on
the Group accounts has not been material in 2022.
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Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
Future development
Industrial Real Estate - The demand for new and
modern industrial properties remains high and we expect
continued healthy demand going forward. The Group has
in 2022 signed three new lease agreements for existing
properties, in addition to new projects where construc-
tion will start in 2023. Bulk is also involved in zoning and
development of new industrial real estate locations, both
alone and in partnerships. Bulk Industrial Real Estates
strategic landbank contains more than 900 000 sqm of
owned land, as well as options for an additional 500 000
sqm of land, all located in highly attractive logistics areas.
Throughout the year, Bulk has strengthened its ability to
effectively rezone and regulate land in the existing land
bank, as well as the ability to identify and obtain new land
areas for the land bank. Bulk strives to maintain excellent
communication and cooperation with the local communi-
ties where Bulk has activities.
Data Centers - The underlying demand for data processing
and storage infrastructure is fueled by the global megatrend
of digitization. The Nordic market for data center capacity is
expected to grow significantly going forward. At the macro
level, the expected growth is driven by the global increase
in need for data processing. Cool climate, energy surplus,
sustainable energy mix (zero-emission), low electricity
prices and political stability represents a strong value
proposition for the Nordic region, positioning the region for
an increasing share of the global data center market.
Bulk Data Centers AS has, through fully and partly owned
subsidiaries, improved our position for taking a substantial
market share of this growth going forward with new capacity
developed in 2022 and additional plots suitable for data
center acquired in both Norway and Denmark. Data Centers
has a number of expansion projects across its data center
sites in Norway. The construction of a 10MW data center
is ongoing at N01 Campus, and white space capacity of
1.5 MW at OS-IX is added. To meet demand for low cost
and renewable powered data center capacity, a further
160,000 meters of levelled land will be complete at the
N01 Campus, in readiness for 40MW data center capacity.
The combination of scalable data center assets at strate-
gic locations in the Nordics and our capability to develop
new sites with a short time to market, make Bulk a leading
provider in the Nordics. The underlying recurring revenue
growth across our asset portfolio is positive with new Nor-
dic and International customers added during 2022.
Fiber networks - The strong growth in data processing
and storage drives the demand for new investments in
underlying fiber infrastructure, including both subsea and
terrestrial systems. Bulk is well positioned as a leading
provider of large capacity transport fiber, both going into
the Nordics and within the Nordics. Several of Bulk’s new
systems are completed and operational during 2022:
The Havfrue System, connecting the US and the Nordics
is fully operational between the US, Norway and Denmark.
The branch connecting into Ireland, was finalized in the
end of 2022 and ready for service in Q1 2023. The Havsil
Cable system, connecting Kristiansand and Esbjerg is op-
erational with live traffic in 2022. The capacity of the Havsil
System more than doubles the total capacity existing over
any other subsea system connecting into Norway, pro-
viding almost “unlimited” capacity for the years to come.
The Norwegian Inter-City Ring is fully completed and
operational and the two last telehouses has come in place
during Q4 2022. We continue to explore opportunities for
new fiber network developments being strategic enablers
for the Nordic data center market. The underlying recurring
revenue growth across our fiber networks portfolio is posi-
tive with new Nordic and International customers added on
our fiber systems during 2022.
There should not be placed undue reliance on these
forward-looking statements as they reflect current views
about future events and are, by their nature, subject to
significant risks and uncertainties because they relate to
events and depend on circumstances that may occur in
the future.
Report on the annual accounts
Total income for The Group was NOK 276.1 million
compared to NOK 365.7 million last year. The decrease
of NOK 89.5 million mainly relates to no property sales in
2022 amounting to a variance of NOK 182.5, partly offset
by increased rental income and increase in revenue from
sales within Data Centers. NOK 145.4 million of total
income is generated from Industrial Real Estate in 2022,
compared to NOK 274.7 million last year. Data Centers
generated a total income of NOK 119.0 million in 2022,
compared to NOK 82.2 million in 2021. The increase
within Data Centers is due to the acquisition of previously
associated company, OS-IX Holding AS, as well as an
increase in general customer base. In the Fiber Networks
area, we gained an income of NOK 11.8 million com-
pared to NOK 7.0 million in 2021. The Group’s operating
loss was NOK 510.8 million in 2022 compared to a profit
of NOK 1,204.7 million last year, while the annual net
loss was NOK 575.6 million in 2022, a decrease from a
profit of NOK 832.8 million in 2021.
Industrial Real Estate contributed with a loss for the year
of NOK 330.8 million in 2022, compared to NOK 1,101.3
million last year. The decrease is mainly driven by the
negative fair value on the investment property portfolio
amounting to NOK 369.2 million, compared to a positive
fair value of NOK 1,352.8 million in 2021. The nega-
tive fair value in 2022 is mainly a result of demanding
economic times of rapidly increasing interest rates and
higher inflation, causing yielding properties and develop-
ment plots to decrease in value.
Total current assets were NOK 506.6 million as of
December 31, 2022 compared to NOK 1,125.8 million as
of December 31, 2021.
Total cash was NOK 290.5 million as of December 31, 2022
compared to NOK 696.3 million as of December 31, 2021.
Cashflow from operations were negative with NOK 54.8
million in 2022 compared to negative NOK 180.7 million
in 2021. The increase is mainly related to a positive change
in trade and other payables. Cashflow from investments
in 2022 is negative with NOK 1,648.3 million, of which
NOK 808.3 million is related to purchase and improvement
in investment property and NOK 512.5 million is related to
purchase of fixed assets, mainly in the data center and
fiber segment. Cashflow from financing is positive with
NOK 1,297.3 million in 2022, mainly related to proceeds
from borrowings of NOK 1,361.5 million, partly offset by
finance cost of NOK 297.9 million.
The Group’s total liabilities amounted to NOK 5,993.6
million as of December 31, 2022, compared to NOK
4,336.7 million as of December 31, 2021. The increase
is mainly due to increased borrowings related to ongo-
ing construction projects and investment property, and
issuance of a new green bond. The short-term portion of
borrowings is NOK 2,186.4 million as of December 31,
2022, an increase of NOK 2,045.8 million compared to
last year. NOK 685.9 million of the short-term portion of
borrowings is related to construction loans, of which NOK
263.4 million is refinanced in Q1 2023. Bond loan Bulk
Industrier AS 20/23 FRN – BUIN 03 have maturity July
14, 2023, of NOK 1,500 million. The management is in a
process of refinancing the bond loan, which is estimated
to be concluded in May 2023. The remaining loans are in
the process of refinancing prior to maturity in the second
half year of 2023. The Group continuously monitors the
Group’s installments and expiration of the debt and pre-
pares plans to be able to meet its obligations.
Other financial and interest costs amounted to NOK 290.7
million in 2022 compared to NOK 174.1 million in 2021.
The Group monitors its financial cost and is continuously
working on financial structure.
Total assets at the end of the year amounted to NOK
8,092.5 million compared to NOK 7,149.8 million last year.
The equity-to-assets ratio as of December 31, 2022 was
25.9 %, compared to 39.3 % as of December 31, 2021.
The Group’s financial position is strong.
Research and development
The Group has invested resources and know-how into
research and development during 2022. Our largest
research investment relates to standardized high-capac-
ity data center designs that offer low cost of ownership,
strong operational standards, sustainable solutions and
short time to market for development. The objective is to
benefit from the R&D project by being the fastest provid-
er to deliver high quality and large data center capacity to
the Nordic market going forward.
Financial risk
The Group is exposed to these types of risk:
Liquidity risk - The Group intends to have sufficient
liquidity to meet all its obligations, including the new in-
vestments that are ongoing. The Group intends to main-
tain a reasonable amount of liquidity to meet unforeseen
obligations. The Group continuously monitors the Groups
liquidity and has a long-term liquidity forecast in place
Interest risk - The Group has loans with a number of
financial institutions, all with long-term repayment plans.
The Group is exposed to changes in NIBOR interest
rates and SWAP interest. The distribution of fixed and
floating interest rates was 10/90 by the end of the period.
Credit risk - The Group’s warehouse and distribution
properties are characterized by high standards, good
locations, long lease agreements and reliable tenants.
There were no material credit losses in 2022. The
Group’s tenants normally pay quarterly and in advance
and the lease agreements usually require an additional
form of collateral or security. Within Data Centers, the
portfolio is diversified, limiting the effect of credit risk
towards each single customer.
Currency Exchange risk – The Group is increasingly
exposed to both cost and revenue in different currencies
due to growth in international assets and customers.
Processes and tools to manage these up and down-side
risks are being developed in line with increased exposure.
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Market risk
The transaction market for commercial properties
Demand for commercial real estate in Norway has been
strong over the last years and we still see a strong inter-
est for this asset class in the current market. Particularly
properties with long-term lease agreements and good
location are attractive.
Rental Market for warehouses and logistic buildings
The Group is exposed to the risk of changes in lease and
rental prices in the market. The Group has several long-
term lease agreements in place. The weighted average
lease term for tenants has increased from 7.7 years last
year to 8.3 years as of December 31, 2022 due to several
new signed long-term agreements. The lease agreements
provide The Group with fixed and predictable revenues
throughout the contract period. Most lease agreements
are adjusted annually 100 % in line with the consumer
price index. The rate of vacancy in the groups properties
is 0.7 % as of December 31, 2022, compared to 1.8 %
as of December 31, 2021.
Demand for data center services and fiber networks
- The macro drivers for large scale demand for digital
Nordic infrastructure are healthy and suggest strong
market growth long term. The timing of such large-scale
demand asset by asset is difficult to predict and hence
exposes The Group to short term uncertainty on capacity
development and utilization. Risk is managed by strong
focus on our time to market capability that allows for bet-
ter matching of capacity build-out and verified demand as
well as discipline in build-up of fixed cost in early stages
of new asset operations.
Climate-related risk
Bulk is exposed to climate-related risks and climate
change could have a range of potential impacts on
Bulk’s business. Through a climate analysis based on
recommendations of the Task Force on Climate-related
Financial Disclosures (TCFD), we have identified
increasing temperatures and extreme weather events,
as key risks to our physical assets. In addition to the
physical risks, there are also increasing legislative
regulations at both the national and EU levels that
have an impact on our operations. The climate has
not had any material impact on the business in 2022.
Refer to our TCFD report 2022 on the Group´s
homepage, bulkinfrastructure.com, for more information.
Working environment and personnel
Bulk had a total of 81 employees at the end of year 2022.
In addition to permanent employees, over 20 consultants
and 50 subcontractors are performing operational ser-
vices on Bulks behalf.
Bulk is committed to a goal of zero harm to people,
assets, and the environment. The cornerstone of this
objective is a strong, structured, and companywide HSE
system, setting clear standards for HSE management
and leadership. Regular audits aim to identify improve-
ments and help address potential shortcomings. Bulk
is focused on continuous improvement and learning
throughout the organization. The HSE culture is founded
on the principle that HSE is personally responsibility for
every employee.
In total Bulk had four lost time injuries and one medical
treatment within our subcontractors’ personnel. One of
the incidents was critical caused long term sick leave,
but all injured personnel have recovered well and are
back to work.
Bulk is committed to a goal of zero harm to its employees,
not just through accident prevention, but also through
safeguarding employee’s physical and mental health.
In November 2022 Bulk implemented a crisis manage-
ment tool, Rayvn, to handle the whole notification and
emergency response process.
The company complies with Norwegian law i.e within
maternity/ paternity leave, sick leave and sick leave days
for being home with children. The company gives the
employees leave with full pay within the absence
categories described above.
All employees are part of a Company’s insurance scheme
in the country they are employed in. The insurance
includes different treatments such as physiotherapy,
psychologist, and online access to consulting with a
doctor. In addition, Bulk offers an all-around annual
health assessment to all employees. All employees were
offered voluntary vaccination shots against the flu virus.
The sick leave amounted to 2,6% of the total work force
in 2022. The sick leave statistics are a combination of long-
and short-term leave. This is an increase from 1,9% in
2021. The increase in short-term sickness can be explained
by the reopening of society due to Corona. Staff returned to
the offices and the general infection rate went up during the
year, in addition to other flu symptoms.
The company established our first working environment
committee in 2022. The committee met quarterly during
the year and consisted of Safety delegates, Employee
representatives as well as representatives for Manage-
ment. Bulk also has two elected employee representa-
tives to submit requests or grievances on behalf of the
staff. The representatives had a quarterly meeting
with CEO and HR.
Bulk has an all year People Strategy. This entails focus
on Engagement, Development and Appreciation. One
of the key priorities in 2022 was to further develop the
people processes within the Company and standardize
policies and procedures. The company also launched an
initiative called Bulk Academy at the end of the year. The
academy is meant to promote internal knowledge sharing
between coworkers through presentations. Building on
both optional and mandatory training and strengthening
a learning culture.
The company introduced the Engagement & Satisfaction
system Winningtemp in late 2021. Winningtemp is based
on artificial intelligence in combination with international
studies on job engagement and satisfaction. The
employees receive a bi-weekly short questionnaire that
is linked to nine categories linked by research to the
topics. The survey is done anonymously. Winningtemp
has been active and collecting data during 2022 with
94% survey participation among the staff. Bulks aim in
introducing a system such as this, is to measure and
optimize the employee experience. This enables Bulks
leaders to check in with our employees across countries,
time zones, at the office or working from home. The
overall temperature for team spirit in 2022 was 7,9 and
commitment was 8 out of 10.
Bulk has established routines for notifications & deviation
reports. All employees of Bulk have the right and a duty
to notify, and we encourage employees to use the oppor-
tunity when needed. Guidelines for deviation reports are
listed in the company’s management system.
The Company has also an internal Hotline established on
an online notification channel, for employees that wants
to remain anonymous and / or if want an independent
party (KPMG) to receive their notice.
Gender equality and discrimination
Bulk is committed to equal career opportunities and work
continuously towards a diverse and gender balanced
workforce. The workforce consisted of 18% women and
82% men. The female percentage of Manager positions
where 4% and executive leader team had 33% women.
Bulk successfully increased their gender balance in 2021.
The company unfortunately decreased the female percent-
age in 2022 due to large scale recruting carried out in a
difficult employers market in 2022.
Bulk will continue recruitment of female professionals and
maintain a focus on the best suitable candidate for each
role. This also relates to orientation, age, nationality, and
other types of discriminatory factors.
The Company is aware of the importance of equal
opportunities relating to promotions, performance, devel-
opment opportunities as well as compensation & benefits.
These areas are all assessed and reviewed once a year.
Environment reporting/
Preserving the environment
Apart from legal obligations, our company will proactively
protect the environment and strive to create long term
sustainable solutions for the next generations.
Bulk was founded on the concept of making the sustain-
able and societal advantages of the Nordics available to
the global market. We are proud of our vision: Racing to
bring sustainable infrastructure to a global audience. We
pursue opportunities to contribute to global sustainable
development at scale and we use our creative power to
develop new high quality, reliable and clean solutions.
We respect the environment, people and society as a
whole. In January 2022, Bulk joined UN Global Compact;
the world’s largest voluntary corporate sustainability
initiative. For 2022 Bulk will report (CoP 2022) on
aligning with the SDGs and the ten principles for
responsible business with strategy and operations.
Our Integrated Management System is used to sound-
ly manage, secure and continuously improve all work
processes that affect Environment, and we follow up our
performance indicators from our Environmental Action
plan along with systematic risk management.
A key priority in 2022 was to assess climate risk in line
with the Task Force on Climate-related Financial Disclosure
(TCFD) framework. The results of this assessment can
be found in a separate report, refer TCFD report 2022
on the Group´s homepage, bulkinfrastructure.com.
Further, Bulk has focused on data collection for our
climate account across all business areas. The work is
a step in Bulk’s plan to reduce emissions and accom-
plish net zero by 2050 in line with the GHG reduction
targets as announced in 2021. It is the first year the
climate account is published. The climate account will be
integrated in the TCFD report 2022. The data collected
for the climate account will be utilized to determine our
most significant emissions and how we can implement
measures to reduce these in the coming years.
Corporate governance
- risk management and internal control
General
Bulk is subject to corporate governance reporting
requirements according to the Norwegian Accounting
Act, section 3-3b and 3-3c. Refer our homepage,
bulkinfrastructure.com, for information regarding the
Norwegian Transparency Act.
Bulk’s board of directors believes that good Corporate
Governance is a prerequisite for a sound and sustainable
company and Bulk’s corporate governance is based on
openness and equal treatment of shareholders. Bulk’s
Peder Nærbø
Founder and Executive Chair
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Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
Oslo, April 28, 2023
The board of Bulk Industrier AS
objective for Corporate Governance is accountability,
transparency, fairness, and simplicity with the goal of
maximizing shareholder value while creating added value
for all in compliance with laws, regulations and ethical
standards.
Governing structures and controls help to ensure that
we run our business in justifiable and profitable manner
for the benefit of employees, shareholders, partners,
customers, and society.
Bulk is committed to operate in accordance with respon-
sible, ethical, sustainable, and sound business principles,
with respect for people, the environment, and the society.
The work of the board of directors is based on the exis-
tence of a clearly defined division of roles and responsi-
bilities between the shareholders, the board of directors
and the company’s management. Policies and proce-
dures have been established to manage risks and the
board of directors evaluate the overall risk management
systems on a regular basis.
The board of directors ensures that Bulk has in place
sound and appropriate internal control systems and sys-
tems for risk management. Having effective internal con-
trol systems and systems for risk management in place
prevents the group from situations that can damage its
reputation or financial standing. Furthermore, effective
and proper internal control and risk management are
important factors when building and maintaining trust, to
reach the company’s objectives, and ultimately create
value. Bulk has implemented an Integrated Management
System that are proportionate to and reflect the extent
and nature of Bulk’s activities. The Integrated Manage-
ment System carries out processes to analyze: 1) the
organizational context and strategic priorities; 2) the
organization’s interested parties and their requirements;
and 3) the organization’s risks and opportunities, includ-
ing those which should be treated within the structure of
its management system. Bulk is certified within several
ISO standards; ISO 9001,14001,22301 and 27001 and
main focus in 2022 was to include the new businesses in
Denmark in the ISO certification.
The internal control system also addresses the organi-
zation and execution of the company’s financial report-
ing, as well as cover the company’s corporate values,
compliance with all laws and regulations that apply
to the Group’s business activities, ethical guidelines
and principles of corporate social responsibility. Bulk’s
core values are clearly defined and are reflected in the
Company’s Code of Ethics. The Code of Ethics includes
ethical guidelines and guidelines for corporate social
responsibility, hereunder bribery and anti-corruption,
unlawful discrimination and human rights, health, safety,
and environmental issues.
The Group have a directors and officers liability insur-
ance in place. The insurance coverage is NOK 75 million
and cover all Group Companies within ownership of 50%
or more. The insurance applies to board members, CEO,
members of the Group Management and employees that
may incur independent management responsibility. The
directors and officer’s liability insurance covers the entire
world for Companies registered in Norway. It does not
cover lawsuits filed in USA and Canada in accordance
with American laws.
Corporate governance in Bulk is subject to regular
review and discussion by the board of directors.
Annual review and risk management
in the annual report
The board of directors annually reviews the company’s
most important areas of risk exposure and the internal
control arrangement in place for such areas. The review
pay attention to any material shortcomings or weakness-
es in the company’s internal control and how risks are
being managed.
In the annual report, the board of directors describes the
main features of the company’s internal control and risk
management systems as they are connected to the com-
pany’s financial reporting. This cover the control environ-
ment in the company, risk assessment, control activities
and information, communication and follow-up. The
board of directors is obligated to ensure that it is updated
on the company’s financial situation and shall continually
evaluate whether the company’s equity and liquidity are
adequate in relation to the risk from the company’s activ-
ities, and take immediate action if the company’s equity
or liquidity at any time is shown to be inadequate. The
company’s management focus on frequent and relevant
reporting of both operational and financial matters to the
board of directors, where the purpose is to ensure that
the board of directors has sufficient information for deci-
sion-making and is able to respond quickly to changing
conditions. Board meetings are held frequently, and man-
agement reports are provided to the board as a minimum
on a quarterly basis.
Human rights
Our company is dedicated to protecting human rights. We
are a committed equal opportunity employer and will abide
by all fair labor practices. We will ensure that our activities
do not directly or indirectly violate human rights and act in
accordance with the Norwegian Transparency act.
Bulk has in 2022 follow up required activities within
Human rights through the rollout of the revised Code
of Conduct to employees, suppliers and partners.
Donations and aid
Our company may preserve a budget to make monetary
donations. These donations will aim to:
• Advance the arts, education and community events
• Alleviate those in need
• Support initiatives related to sustainability
Instead of giving Christmas gift to employees Bulk donated
an equal amount to Blue Cross Norway which is a major
Norwegian volunteer organization working in the field of
alcohol and drug abuse.
Supporting the community
Our company may initiate and support community
investment and educational programs. It can provide
support to nonprofit organizations or movements to
promote cultural and economic development of global
and local communities.
Bulk engaged in local initiatives like partnering with the
Sustainability Festival in Kristiansand – and sponsor
Sustainathon for students, Global Goals World Cup and
Sustainable Conference. Bulk also collaborated with local
university giving guest lectures and providing cases for
Master theses and participate in local research projects –
like Norce regarding hydrogen distribution and storage.
Subsequent events
The Board of Bulk Infrastructure Holding AS, the subsidiary
of Bulk Industrier AS, has called on NOK 500 million in
equity commitment from one of the investors in line with
an agreement established in 2020.
The transaction is finalized in Q1 2023.
In December 2022 a customer exercised an option to
aquire fiber on the Havfrue cable system. The fiber is
classified as assets held for sale as of yearend. The
transaction was completed during Q1 2023.
There are no other material subsequent events after the
reporting period.
Profit/Loss for the year and allocation of funds
The Board of Directors proposes that the loss for the year
for Bulk Industrier AS amounting to NOK 133,333,006 will
be transferred as follows;
Other equity
- 133,333,006
Total brought forward -133,333,006
16
Profit and loss
18
Consolidated balance sheet
20
Change in equity
21
Cashflow statement
22
Notes to the consolidated financial statements
Bulk Industrier AS
Consolidated financial
statements 2022
Bulk Industrier AS Annual Report 2022
13
12
Bulk Industrier AS Annual Report 2022
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
14 15
Consolidated financial
statement 2022
Presentations
1 Consolidated statement of profit and loss and other comprehensive income
2 Consolidated balance sheet
3 Consolidated statement of changes in equity
4 Cashflow statements- consolidated
Notes to the consolidated accounts for 2022
1 Corporate information
2 Accounting principles
3 Accounting estimates and significant judgements
4 Segment information
5 Rental income
6 Investment property
7 Other operating expenses
8 Employee benefit expense
9 Share-based payments
10 Joint venture and associated companies
11 Business combinations and acquisitions
12 Financial income and costs
13 Income tax and deferred tax
14 Goodwill
15 Intangible assets
16 Property, plant & equipment
17 Investments in subsidiaries, joint ventures and associated companies
18 Financial assets and liabilities
19 Derivative financial instruments
20 Options, contingent assets and contingent liabilities
21 Leases - group as a lessee (IFRS 16 disclosure)
22 Inventories
23 Trade and other receivables
24 Cash and cash equivalents
25 Paid in equity and shareholders
26 Financial risk management
27 Capital structure and capital management
28 Interest-bearing debt and bond loan
29 Reconciliation of net debt
30 Accruals and prepayments from customers
31 Subsequent events after the reporting period
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
16 17
Consolidated statement of profit and loss
For the year ended 31 December 2022
Consolidated statement of profit and loss
For the year ended 31 December 2022
(Figures in NOK ‘000) Notes 2022 2021
Rental income 4,5 177,073 87,909
Revenue property sales 4,6 -8,269 182,537
Revenue from sales 4 71,310 59,979
Other revenue 4 36,015 35,248
Total revenue and other income 4,5 276,129 365,673
Property-related expenses 4 21,233 12,269
Cost of property sales 4,6 - 173,883
Cost of sales 4 67,746 61,291
Other cost 7,8,9 328,727 266,303
Total expenses 417,707 513,746
Operating profit before fair value adjustments on investment properties -141,578 -148,073
Fair value adjustments on investment properties 6 -369,200 1,352,819
Operating profit -510,778 1,204,745
Share of profit/loss(-) of investments accounted for using the equity method 10 -42,990 77,267
Remeasurement gain of previous held equity investments 11 90,056 -
Finance income 12 97,616 18,867
Finance costs 12 352,667 205,391
Fair value adjustments on derivatives 12 27,067 4,901
Net financial items -180,918 -104,357
Profit before income tax -691,696 1,100,388
Income tax expense 13 -116,081 267,563
Profit for the period -575,615 832,826
(Figures in NOK ‘000) Notes 2022 2021
Profit for the period -575,615 832,826
Other comprehensive income
Items that may be reclassified to profit and loss
Exchange differences on translation on foreign operations 4 18,417 -6,417
Other comprehensive income for the year, net of tax 18,417 -6,417
Total comprehensive income -557,198 826,408
Attributable to:
Shareholders in the parent Company -347,046 306,651
Non-controlling interests -210,152 519,757
Earnings per share basic and diluted (NOK) 25 -3,436,101 3,066,515
Oslo, April 28, 2023
The Board of Bulk Industrier AS
Peder Nærbø
Founder and Executive Chair
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
18 19
Consolidated balance sheet Consolidated balance sheet
(Figures in NOK ‘000) Notes 2022 2021
Assets
Intangible fixed assets
Goodwill 14,15 2,070 -
Other intangible assets 15 13,682 1,445
Total intangible assets 15,752 1,445
Other non-current assets
Investment property 4,6 4,628,451 4,184,248
Property, plant & equipment 16 2,338,985 1,328,690
Investment in Associated company 10,11,17 136,767 289,212
Receivable from related party 18 441 10,229
Derivative financial instruments 18,19 23,992 1,139
Other receivables 18,20 30,913 22,468
Investment in shares 18 15,514 11,504
Right-of-use assets 21 250,790 175,101
Total other non-current assets 7,425,852 6,022,592
Total non-current assets 7,441,605 6,024,037
Current assets
Inventories 22 8,463 5,484
Receivable from related party 18,25 26,900 82,680
Trade and other receivables 18,23 180,786 169,724
Receivable parent company Group restructuring 18 - 171,553
Cash and cash equivalents 18,24 290,459 696,325
Total current assets 506,608 1,125,767
Assets classified as held for sale 16 144,248 -
Total assets 8,092,461 7,149,804
(Figures in NOK ‘000) Notes 2022 2021
Equity and liabilities
Paid in equity
Ordinary shares 101 100
Total paid in equity 25,31 101 100
Retained earnings
Retained earnings 429,193 765,991
Total retained earnings 429,193 765,991
Non-controlling interests 1,669,542 2,046,990
Total equity 25,31 2,098,836 2,813,081
Non-current liabilities
Bond loan 18,26,28,29 1,463,902 2,460,610
Borrowings 18,26,27,28,29 1,694,089 1,081,665
Derivative financial instruments 18,19 4,274 9,540
Lease liabilities 21 60,907 31,885
Other long-term liabilities 18,26,30 88,326 82,293
Deferred tax liabilities 13 215,368 290,204
Total non-current liabilities 3,526,866 3,956,196
Current liabilities
Trade payables 18 79,347 75,148
Short-term portion of borrowings 18,26,27,28 2,186,446 140,618
Short-term portion of derivatives 18,19 455 1,279
Short-term portion of lease liabilities 21 14,580 8,144
Debt to related party 18,25 9,892 -
Other payables 18,30 176,038 155,338
Total current liabilities 2,466,759 380,527
Total liabilities 5,993,625 4,336,723
Total equity and liabilities 8,092,461 7,149,804
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
20 21
Consolidated statement of changes in equity
(Figures in NOK ‘000) Note
Paid in
equity
Share capital Exchange
differences
on translation on
foreign operations
Retained
earnings
Non-
controlling
interests
Total equity
01.01.2021 100 5,526 409,043 731,401 1,146,070
Profit of the period 310,031 522,795 832,826
Other comprehensive income - currency -3,380 -3,038 -6,417
Transaction with non-controlling interest -6,711 6,711 -
Share issue in subsidiary 145,399 731,747 877,146
Restructuring of Group -38,900 -38,900
Sale of shares to minority* -42,766 57,374 14,608
Dividend approved -9,719 -9,719
Other changes -2,533 -2,533
31.12.2021 100 2,146 763,845 2,046,990 2,813,081
01.01.2022 100 2,146 763,845 2,046,990 2,813,081
Profit of the period -356,745 -218,870 -575,615
Capital increase - B share 1 1
Other comprehensive income - exchange differences 9,699 8,718 18,417
Adjustment of minority share 6,764 -6,764 -
Transaction with non-controlling interest -160,533 -160,533
Other changes 3,485 3,485
31.12.2022 101 11,845 417,348 1,669,542 2,098,836
*The amounts have been altered to reflect the correct allocation of equity between majority and minority upon establishement of minority.
Cashflow statement - consolidated
(Figures in NOK ‘000) Note 2022 2021
Cash flow from operations
Profit before income taxes -691,696 1,100,388
Adjust for:
Depreciation and impairment 15,16 77,769 53,097
Fair value adj. on investment properties 6 369,200 -1,352,819
Share of profit/loss(-) of investments accounted for using the
equity method 9,10 42,990 -77,267
Remeasurement gain of previous held equity investments 11 -90,056 -
Finance income 12 -97,616 -18,867
Finance costs 12 352,667 205,391
Fair value change derivatives 12 -27,067 -4,901
Cashflow before change in working capital -63,809 -94,976
Change in working capital
Trade and other receivables 18 -57,243 -122,172
Trade and other payables 18 66,278 -26,332
Property under development - inventory 6 - 62,759
Net cash flow from operations (A) -54,774 -180,721
Cash flow from investments
Purchase and improvements of investments property 6 -808,267 -1,093,011
Sale of real estate infrastructure 6 29,647 -
Purchase of shares -4,011 -
Dividend received 2,711 650
Purchase of shares in associated companies -195,374 -761
Purchase of shares in subsidiaries -160,533 -
Sale of fiber infrastructure 8 - 206,074
Purchase of fixed assets 7, 8 -512,517 -321,275
Net cash flow from investments (B) -1,648,342 -1,208,324
Cash flow from financing
Sale of shares in group companies - 62,530
Finance cost paid including interest paid on derivatives 12 -297,882 -187,438
Interest received 12 11,847 1,263
Proceeds from Borrowings 26,28,29 1,361,544 1,000,687
Change in other long-term liabilities 18,26 6,034 -5,419
Change in receivable related party 18,25 216,333 -181,783
Change in payable related party 18,25 9,892 -
Principal paid on lease liabilities 21 -7,585 -4,163
Interest paid on lease liabilities 21 -2,933 -2,064
Share issue - 877,146
Group restructuring - -48,710
Net cash flow from financing (C) 1,297,250 1,512,050
Net change in cash and cash equivalents (A+B+C) -405,867 123,006
Cash and cash equivalents at the beginning of the period 696,325 573,320
Cash and cash equivalents at the end of the period 290,459 696,325
Restricted funds 24 4,799 4,494
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
22 23
• Investment properties are recognized at their fair value and
• Financial derivatives are recognized at their fair value over the
• Investment in shares are recognized at fair value over profit
• The consolidated accounts have been prepared with consis-
• The corresponding figures have been prepared on the basis of
• Joint operations: In joint operations, two or more organizations
• Joint ventures: Joint ventures are accounted for using the
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
24 25
• the lease term (using a revised discount rate)
• the assessment of a purchase option (using a revised
• the amounts expected to be payable under residual value guar-
• future lease payments resulting from a change in an index or a
• the lease transfers ownership of the asset to the lessee by the
• the lessee has the option to purchase the asset at a price which
• the lease term is for the major part of the economic life of the
• at the inception of the lease, the present value of the minimum
• the leased assets are of a specialized nature such that only the
• The leases transfer substantially all the risks and rewards
• The lease terms are for the major part of the economic life of the
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
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• the customer simultaneously receives and consumes the
• the entity’s performance creates or enhances an asset (for
• the entity’s performance does not create an asset with an
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Bulk Industrier AS
Financial statement 2022
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
68 69
70
Income statement
72
Balance sheet
74
Cash flow statement
77
Notes to financial statement
83
Auditor’s report
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70 71
Income statement
(NOK ‘000) Note 2022 2021
Operating income and operating expenses
Other expenses 1 5,507 -
Total expenses 5,507 -
Operating profit/loss -5,507 -
Financial income and expenses
Other interest income 2, 3 1,050 404
Other financial income 4, 5 436 21,419
Write-down of financial current assets 578 -
Write-down of other financial fixed assets 3,714 -
Interest expense to group companies 173 -
Other interest expenses 6 115,613 33,187
Other financial expenses 9,234 3,126
Net financial items -127,826 -14,490
Result before tax -133,333 -14,490
Tax expense 7 - -
Result for the year -133,333 -14,490
Allocation of result for the year
Transferred from other equity 8 133,333 14,490
Total brought forward -133,333 -14,490
Oslo, April 28, 2023
The board of Bulk Industrier AS
Peder Nærbø
Founder and Executive Chair
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
72 73
Balance sheet Balance sheet
(NOK ‘000) Note 2022 2021
Assets
Non-current assets
Non-current financial assets
Investments in subsidiaries 9 1,469,761 1,469,761
Investments in shares and other securities 4, 10 14,265 10,255
Other long-term receivables 2 5,633 9,853
Total non-current financial assets 1,489,659 1,489,868
Total non-current assets 1,489,659 1,489,868
Current assets
Receivables
Receivable parent company Group restructuring - 171,553
Other short-term receivables 2, 3, 11 32,244 16,042
Receivables from group companies 2 - 51,482
Total receivables 32,244 239,077
Bank deposits, cash and cash equivalents 12 64,335 -
Total bank deposits, cash and cash equivalents 64,335 -
Total current assets 96,579 239,077
Total assets 1,586,238 1,728,945
(NOK ‘000) Note 2022 2021
Equity and liabilities
Equity
Paid in equity
Share capital 8, 13 101 100
Share premium reserve 8 48,618 48,618
Total paid-up equity 48,719 48,718
Retained earnings
Other equity 5, 8 -164,843 -24,209
Total retained earnings -164,843 -24,209
Total equity -116,123 24,510
Liabilities
Provisions
Other provisions 5 213,595 206,294
Total provisions 213,595 206,294
Other non-current liabilities
Bonds 6 - 1,476,259
Liabilities to group companies 9,892 -
Total non-current liabilities 9,892 1,476,259
Current liabilities
Bonds 6 1,446,682 -
Trade payables 1,488 5
Other current liabilities 2, 6 30,704 21,878
Total current liabilities 1,478,874 21,882
Total liabilities 1,702,361 1,704,436
Total equity and liabilities 1,586,238 1,728,945
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
74 75
Indirect cash flow
(NOK ‘000) Note 2022
Cash flows from operating activities
Profit/loss before tax
-133,333
Change in accounts payable
1,483
Change in other accrual items
-3,155
Net cash flows from operating activities
-135,005
Cash flows from investment activities
Payments to buy other investments 6
-39,395
Net cash flows from investment activities
-39,395
Cash flows from financing activities
Repayment of long-term liabilities
5,808
Change in receivable related party 2
232,927
Net cash flows from financing activities
238,735
Net change in cash and cash equivalents
64,335
Cash and cash equivalents at the start of the period
-
Cash and cash equivalents at the end of the period
64,335
Accounting principles
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
76 77
The financial statements are presented in accordance with relevant
Norwegian laws and generally accepted accounting principles
for other enterprises. The principles are outlined below and have
been consistently applied to all periods presented, unless other-
wise is stated.
CURRENT ASSETS AND LIABILITIES
Balances that fall due within a year are classified as current assets
and liabilities. The value of current assets is presented as the lower
historical cost and fair value.
USE OF ESTIMATES
The preparation of accounts in accordance with the Accounting Act
requires the use of estimates. It also requires Group management
to exercise judgment in applying the Group’s accounting policies.
The areas where significant judgments and estimates have been
made in preparing the financial statements and their effect are
disclosed in the notes.
CLASSIFICATION AND ASSESSMENT
OF BALANCE SHEET ITEMS
Assets intended for long term ownership or use are classified as
fixed assets. Assets relating to the operating cycle have been
classified as current assets. Other receivables are classified as
current assets if they are to be repaid within one year after the
transaction date. Similar criteria apply to liabilities. First year’s
instalment on long term liabilities and long term receivables are,
however, not classified as short term liabilities and current assets.
BOND LOAN
The bond is measured by amortized cost according to the Norwegian
Accounting Act chapter 5. Amortized cost calculated by effective
interest rate is accepted in the standard assessment guidelines.
The amortized cost of an asset is comprised by original cost,
minus transactions between the parties (eg payments, interest
and fees), plus effective interest. An impairment would decrease
the calculated value.
INVESTMENTS IN OTHER COMPANIES
The cost method is applied to investments in subsidiaries and
associated companies. Cost may vary with capital contributions.
Investments are subject to impairments if permanent fair value is
lower than cost. Previous impairments may be reversed if there
are significant changes in value.
Dividends are classified as financial income. Capital contributions
from previous ownership are classified as return of capital and will
reduce historic cost.
RECEIVABLES
Receivables are recognized at fair value. A provision for impairment
is established when objective evidence exists that the company
will be unable to collect the entire amount due in accordance with
the original terms of the each receivable. There has been made
provisions for default loans in 2022.
TAX
The tax charge in the income statement includes both payable
taxes for the period and changes in deferred tax. Deferred tax is
calculated at 22 % on the basis of the temporary differences that
exist between accounting and tax values, as well as any possible
taxable loss carried forwards at the end of the accounting year.
Tax enhancing or tax reducing temporary differences, which are
reversed or may be reversed in the same period, have been
eliminated.
CASH FLOW STATEMENT
The cash flow statement has been prepared according to the
indirect method. Cash and cash equivalents include cash, bank
deposits, and other short term investments which immediately
and with minimal exchange risk can be converted into known
cash amounts, with due date less than three months from pur-
chase date.
CHANGES IN ACCOUNTING PRINCIPLES
There were no changes in the accounting principles applied by
the company in 2022.
CONSOLIDATED FINANCIAL STATEMENTS
Bulk Industrier AS is included in the consolidated financial state-
ment of Green Keeper AS and consolidated financial statement
of Bulk Industrier AS. The consolidated financial statements are
available at Karenlyst Alle 53, Oslo.
(NOK ‘000)
Statutory audit fee 871
Other services -
Assurance services -
Tax advisory 421
Total audit fee 1,292
Receivables and liabilities
The company has short-term receivables of TNOK 32 244.
The company has long-term receivables with a minimum of 1 year to maturity of TNOK 5 633.
The company does not have any long-term debt due later than 5 years.
Balances with group companies and related parties
Bulk Industrier AS has short term receivables from group companies of TNOK 5 090 as of 31.12.2022 compared to TNOK 223 035 as of
31.12.2021. See also Note 3.
Bulk industrier AS has long term receivables from the related company Hood AS of TNOK 5 633.
Bulk Industrier AS has a long-term debt to group companies of TNOK 9 892 as of 31.12.2022 compared to TNOK 0 as of 31.12.2021.
In 2022 the company had the following transactions with related parties:
The (indirect) shareholder and Board Chairman, Peder Nærbø, has a short term debt to Bulk Industrier AS of TNOK 25 817 at the end of
2022. The debt is interest-bearing with TNOK 452 in 2022.
Bulk Industrier has a long-term debt of TNOK 9 892 to Green Keeper AS at the end of 2022.
Note 3
Related party transactions with shareholder
Note 2
Debtors, liabilities, pledged assets and guarantees etc.
There are no employees or obligations to employees in the company in 2022. No remuneration has been paid to senior executives or
members of the board in 2022
OTP (Statuatory occupational pension)
The company does not have employees, consequently it has not been necessary to establish a statutory occupational pension scheme
in accordance with the Norwegian law on required occupational pension (“lov om obligatorisk tjenestepensjon”).
Expensed audit fee
Expenses paid to the auditor for 2022 amounts to TNOK 1 292,- including vat.
Note 1
Personnel expenses, number of employees, remuneration, loan to employees
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
78 79
Note 4
Dividends
Dividends received from investments in other companies:
1 = TNOK 1000
2022 2021
Tracking Systems AS 436 -
Note 5
Other provisions for liabilities
Note 6
Bond loan
Bulk Industrier AS issued a 3 year NOK 1 100 million senior secured FRN bond 14th of July, 2020 (20/23). The bond issue replaced
the previous bond BUIN01 ISIN NO0010824188. The Group further performed a tap issue of additional NOK 400 million on the
unsecured bond on 1 July 2021.
The bond’s maturity date is the 14th of July 2023, and is therefore classified as short term debt in 2022.
Spesification Bond 2022
ISIN NO0010886922
Ticker Oslo Stock Exchange BUIN
Maurity date 14.07.2023
Amount NOK 1 500 000 000
Coupon Nibor 3 mnd + 6,25 %
Coupon type FRN
Coupon Freqency Quarterly
Trustee Nordic Trustee AS
Other provisions for liabilities are deferred income related to the restructuring of the group in 2015 and sale of shares in Bulk Infrastructure
Holding AS to another Group Company in 2019. In 2021 Bulk Industrier sold a portion of the shares in Bulk Infrastructure Holding AS,
which has led to a realization of the deferred income related to the restructuring.
In 2022 a part of the realization of deferred income related to restructuring mentioned above has been reversed due to a recalculation
of indirect ownership to group companies. TNOK 7 301 has been recognized as reversed income directly against other equity.
Financial covenants
Equity ratio > 35 % for Operating Company, Bulk Infrastructure Group AS Minimum liquidity of no less than NOK 50 000 000
Incurrence test
The incurrence test is met if net bond debt to adjusted book equity ratio is maximum 1.75x.
Security
First priority pledge over the issuer’s shares in Bulk Infrastructure Holding AS.
Valuation
The bond, including additional tap, is listed at Oslo Stock Exchange as of December 31, 2022.
The fair value of the bond is estimated to be equal to the face value of the bond.
See note 10 for further information.
The Company has invested in own bond, as of 31.12.2022 a book value of NOK 50,4 millions (15,0 millions as of 31.12.21).
The investment is presented net, together with the bond.
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
80 81
Note 7
Ta x
(NOK ‘000) 2022 2021
This year’s tax expense
Entered tax on ordinary profit/loss:
Payable tax
- -
Changes in deferred tax assets
- -
Tax expense on ordinary profit/loss
- -
Taxable income:
Result before tax
-133,333 -14,490
Permanent differences
154 -21,419
Changes in temporary differences
3,714 -
Taxable income
-129,464 -35,909
Payable tax in the balance:
Payable tax on this year’s result
- -
Total payable tax in the balance
- -
The tax effect of temporary differences and loss for to be carried forward that has formed the basis for deferred tax and deferred tax
advantages, specified on type of temporary differences
Note 8
Equity
(NOK ‘000) Share capital Share premium reserve Other equity Total equity
Equity 01.01 100 48,618
-24,209 24,510
Capital increase 1
1
Correction of errors in prior periods
-7,301 -7,301
Annual net profit/loss
-133,333 -133,333
Equity 31.12 101 48,618
-164,843 -116,123
(NOK ‘000) 2022 2021 Difference
Accounts receivable -3,714 - 3,714
Total -3,714 - 3,714
Accumulated loss to be brought forward -165,373 -35,909 129,464
Not included in the deferred tax calculation 169,088 35,909 -133,179
Deferred tax assets (22 %) - - -
Deferred tax not included in the balance sheet.
Company Location
Share of
capital
Book
value
Equity
pr. 01.01
Annual net
profit / loss
Equity
pr. 31.12
Bulk Infrastructure Holding AS Oslo 52,81 % 1,469,761 3,016,328 335 2,924,009
Note 9
Investments in subsidiaries
Investments in subsidiaries, associated companies and joint ventures are booked according to the cost method.
Non-current Location Shares Purchase cost Book value
Tracking Systems AS Oslo 8,34 % 362 362
Rift Labs AS Ås 3,00 % 3,011 3,011
Hood AS Oslo 50 % 2,893 2,893
Norselab Feeder Fund I Ordinary AS Oslo 6,89 % 8,000 8,000
Sum 14,265 14,265
Note 10
Non- current investments
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
82 83
Note 12
Bank deposits
Note 11
Shareholder loans
The Board of Directors have today treated and approved
the annual report and financial statements for Bulk
Industrier AS (the parent company) and the Group, the
consolidated accounts, as of December 31, 2022. The
consolidated financial statements have been prepared in
accordance with the EU-approved IFRS standards and
interpretations, together with the additional disclosure
requirements in the Norwegian Accounting Act to be applied
as of December 31, 2022. The financial statements for the
parent company are prepared in accordance with relevant
Norwegian laws and generally accepted accounting
principles in Norway as of December 31, 2022.
The annual report for the Group and the parent company
is in compliance with the Accounting Act.
To the best of our knowledge, we confirm that;
• the 2022 financial statements for the Group and the
parent company are prepared in accordance with
applicable accounting standards
• the provided information in the financial statements
gives a true and fair view of the Group and the parent
company’s assets, liabilities, financial position and
results of operations as of December 31, 2022
• the Board of Directors report provides the Group and
the parent company a fair view of
- development, performance and position of the Group
and parent company
- the most important risks and uncertainties the Group
and the parent company faces
Responsibility statement by the Board
of Directors - Bulk Industrier AS
Peder Nærbø
Founder and Executive Chair
Oslo, April 28, 2023
The board of Bulk Industrier AS
The company has no restricted funds.
Ownership structure
The largest shareholders in % at year end:
A-shares B-shares Total Owner interest Share of votes
Green Keeper AS 100 1 101 100 100
Executive Chair, Peder Nærbø, owns 100% of the shares in Green Keeper AS
The share capital in Bulk Industrier AS as of 31.12 consists of the following share classes:
Total Face value Entered
A-shares 100 1,000 100
B-shares 1 1,000 1
Total 101 101
Note 13
Shareholders
2022 2021
Short-term receivable to shareholder 25,817 15,939*
Receivable to (indirect) shareholder and Board Chairman, Peder Nærbø, is charged with an interest rate of 1,77% (average) p.a., in
line with the normal interest rate for the taxation of low-cost loans from an employer.
*Bulk Industrier AS was founded 24.09.2021 when the parent company, Green Keeper, performed a reorganization. Most of the assets
and liabilites was transferred to Bulk Industrier AS. In 2022 the split between receivables and debt between direct and indirect share-
holder has been adjusted.
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
84 85
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To the General Meeting of Bulk Industrier AS
INDEPENDENT AUDITOR’S REPORT
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Bulk Industrier AS, which comprise:
• The financial statements of the parent company Bulk Industrier AS (the Company), which comprise the balance
sheet as at 31 December 2022, the income statement and cash flow statement for the year then ended, and
notes to the financial statements, including a summary of significant accounting policies, and
• The consolidated financial statements of Bulk Industrier AS and its subsidiaries (the Group), which comprise the
balance sheet as at 31 December 2022, the income statement, statement of changes in equity and statement of
cash flows for the year then ended, and notes to the financial statements, including a summary of significant
accounting policies.
In our opinion:
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at 31 December
2022, and its financial performance and its cash flows for the year then ended in accordance with the Norwegian
Accounting Act and accounting standards and practices generally accepted in Norway, and
• the consolidated financial statements give a true and fair view of the financial position of the Group as at 31
December 2022, and its financial performance and its cash flows for the year then ended in accordance with
International Financial Reporting Standards as adopted by the EU.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements
section of our report. We are independent of the Company and the Group as required by relevant laws and
regulations in Norway and the International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (IESBA Code), and we have fulfilled our
other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit Regulation
(537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 1 year from the election by the general meeting of the shareholders
on 23.09.2022 for the accounting year 2022.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
financial statements of the current period. These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
Page 2
Independent Auditor's Report -
Bulk Industrier AS
Valuation of investment property
Key audit matter
How the matter was addressed in the audit
Investment property represents a substantial portion of
the group’s total assets. Investment property is
recognised at fair value. Fair value is estimated by
management with assistance from third party valuers.
The fair value is based on assumptions and
estimates as
well as property specific information like future leasing
payments, vacancies, and discount rate. These
assumptions and estimates require significant judgment
and therefore valuation of investment property is a key
audit matter. We refer to no
te 3 “Critical accounting
estimates and significant judgments” for further
information.
The Group has established internal control to ensure
relevant property information is included in the external
valuations. We have assessed the design and
implementation of the control.
For a sample of the investment properties, we reconciled
the property information regarding annual rent and
square meters in the third party valuers’ report to the
Group`s own records.
We met with the third party valuers’ and discussed and
challenged their judgements used in the valuation of
investment properties, particularly market rent, yield and
discount rate.
We assessed the third party valuers’ qualifications and
expertise and reviewed their terms of engagement in
order to determine whether there were any matters that
might have affected their objectivity. We assessed the
valuation methods used against generally accepted
valuation standards and practices.
In carrying out the procedures related to valuation of
investment property, we used our internal valuation
specialists.
We assessed whether the disclosures in note 6 regarding
valuation of investment properties was adequate.
Other Information
The Board of Directors and the Managing Director (management) are responsible for the information in the Board of
Directors’ report and the other information accompanying the financial statements. The other information comprises
information in the annual report, but does not include the financial statements and our auditor’s report thereon. Our
opinion on the financial statements does not cover the information in the Board of Directors’ report nor the other
information accompanying the financial statements.
In connection with our audit of the financial statements, our responsibility is to read the Board of Directors’ report
and the other information accompanying the financial statements. The purpose is to consider if there is material
inconsistency between the Board of Directors’ report and the other information accompanying the financial
statements and the financial statements or our knowledge obtained in the audit, or whether the Board of Directors’
report and the other information accompanying the financial statements otherwise appear to be materially
misstated. We are required to report if there is a material misstatement in the Board of Directors’ report or the
other information accompanying the financial statements. We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable statutory requirements.
Page 3
Independent Auditor's Report -
Bulk Industrier AS
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in accordance
with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway, and for
the preparation and true and fair view of the consolidated financial statements of the Group in accordance with
International Financial Reporting Standards as adopted by the EU, and for such internal control as management
determines is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s and the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern. The financial
statements of the Company use the going concern basis of accounting insofar as it is not likely that the enterprise
will cease operations. The consolidated financial statements of the Group use the going concern basis of accounting
unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but
to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism
throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error.
We design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
• obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company's and the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of accounting, and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company and the Group's ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures
in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditor’s report. However, future events or
conditions may cause the Company and the Group to cease to continue as a going concern.
• evaluate the overall presentation, structure and content of the financial statements, including the disclosures,
and whether the financial statements represent the underlying transactions and events in a manner that
achieves a true and fair view.
• obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the consolidated financial statements. We are responsible
for the direction, supervision and performance of the group audit. We remain solely responsible for our audit
opinion.
Page 4
Independent Auditor's Report -
Bulk Industrier AS
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit.
From the matters communicated with the Board of Directors, we determine those matters that were of most
significance in the audit of the financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of Bulk Industrier AS, we have performed an assurance engagement
to obtain reasonable assurance about whether the financial statements included in the annual report, with the file
name Bulk Industrier AS Annual Report 2022.zip, have been prepared, in all material respects, in compliance with the
requirements of the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format
(ESEF Regulation) and regulation pursuant to Section 5-5 of the Norwegian Securities Trading Act, which includes
requirements related to the preparation of the annual report in XHTML format, and iXBRL tagging of the
consolidated financial statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all material respects,
in compliance with the ESEF regulation.
Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF regulation. This
responsibility comprises an adequate process and such internal control as management determines is necessary.
Auditor’s Responsibilities
Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in all material respects,
the financial statements included in the annual report have been prepared in compliance with ESEF. We conduct our
work in compliance with the International Standard for Assurance Engagements (ISAE) 3000 – “Assurance
engagements other than audits or reviews of historical financial information”. The standard requires us to plan and
perform procedures to obtain reasonable assurance about whether the financial statements included in the annual
report have been prepared in compliance with the ESEF Regulation.
As part of our work, we have performed procedures to obtain an understanding of the Company’s processes for
preparing the financial statements in compliance with the ESEF Regulation. We examine whether the financial
statements are presented in XHTML-format. We evaluate the completeness and accuracy of the iXBRL tagging of the
consolidated financial statements and assess management’s use of judgement. Our procedures include reconciliation
of the iXBRL tagged data with the audited financial statements in human-readable format. We believe that the
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Oslo, 28 April 2023
Deloitte AS
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State Authorised Public Accountant
(this document is signed electronically)
Bulk Industrier AS Annual Report 2022 Bulk Industrier AS Annual Report 2022
86 87
Bulk Industrier AS
Karenslyst Allé 53,
0279 Oslo, Norway
Phone: +47 47 80 70 00
bulkindustrier.no