2022
Annual report
REC Silicon Annual Report 2022
BOARD OF DIRECTORS
VIVIAN BERTSEKA
Board Member of Transition Zero, Blue Layer.
Previously Founding Partner & COO, Just
Climate (2020-2022), and Investment Director,
Generator IM Global Equity, (2015-2020) and
Growth Equity (2011-2015).
MBA (distinction) from INSEAD, and Artium
Baccalaureus in Applied Mathematics, Harvard
University.
DONG KWAN KIM
Currently Chief Executive Officer of the
Strategy Division at Hanwha Corp. and Hanwha
Solutions since Jan 2020.Previously held
multiple executive positions at Hanwha
QCELLS Group.
Artium Baccalaureus in Government,
Harvard University.
TAE WON JUN
Currently Chief Strategy Officer of the Strategy
Division at Hanwha Corp. and President at
Hanwha Holdings since April 2019. Previously
Executive Director for Morgan Stanley PE Asia
(2016-2019),and Director, M&A at Hanwha
Group (2012-2016).
MBA, Wharton School, and Bachelor in Finance,
Korea University.
DR. RENATE OBERHOFFERFRITZ
Currently Professor and Chair, Institute of
Preventive Pediatrics, Faculty of Sports and
Health Science, Technical University Munich
and consultant for German Heart Center.
MD, Ph.D, Technical University Munich.
ROBERTA BENEDETTI
Senior advisor within energy and renewables
with more than 20 years of experience in the
energy sector. Previously held multiple executive
positions at Enel (1998-2006), E.ON (2006-
2016), and ANEV (2011-2016).
University of Florence, and exchange at Ryerson
Polytechnic University.
Board of Directors
REC Silicon Annual Report 2022
Letter from the CEO
Letter from
the CEO
There have been a lot of positive developments at REC Silicon this past year that have
placed the company in a position to seize upon the market opportunities that exist for the
company’s Signature Silane gas-based operations. These opportunities are fueled by major
secular growth trends existing in Digitalization, Renewable Energy and the Energy
Transition. For REC Silicon this is further enhanced by concerns around supply security and
embedded competence that is driving major efforts towards re-shoring industries that
where first developed and commercialized in the United States, such as Photovoltaics and
Semiconductors. Along with underlying growth trends, the Investment Reduction Act, Chips
Act and the Infrastructure Act all create clear pathways for us to run our current assets
towards full utilization as well as expand in areas where we have strong and distinct
positions. As the largest producer of Silane and High Purity Granular outside of China and
the only one located in the United States, our entire production asset and product portfolio
is uniquely positioned to translate these circumstances into further value for our
shareholders. Simply put, we have the right assets, the right products at the right time and
in the right place.
Support for the long-term success of the company was solidified in
2022 as a result of the purchase by Hanwha Solutions and its affiliate
Hanwha Corporation of Aker Horizon’s interest in REC Silicon along
with an additional share offering from the company as Hanwha became
the largest shareholder at 33.33%. REC Silicon’s Board of Directors
also changed to the current Board comprised of Mr. Tae Won JUN as
chair and Mr. Dong Kwan KIM as deputy chair both of whom are
affiliated with Hanwha, along with Ms. Paraskevi (Vivian) Bertseka,
Dr. Renate Oberhoffer-Fritz, and Ms. Roberta Benedetti as
independent Board members.
In 2022, REC Silicon announced the restart of the Moses Lake facility on
the heels of offtake opportunities to sell the production from the facility
to Hanwha. Favorable governmental initiatives such as the Inflation
Reduction Act, which included SEMA has provided incentives to support
the reshoring of the PV industry within the United States that will also
greatly enhance REC Silicon’s current and future prospects at Moses Lake.
Moreover, the CHIPS Act is also expected to positively contribute to the
success at Butte as the Semiconductor industry continues its path
towards reshoring to the United States as well. Additional improvement
and expansion opportunities for high value products manufactured at the
Butte facility, such as DCS, were identified and are now being implemented
so that the Butte facility will continue to take advantage of market
opportunities that are rapidly developing.
Although the long-term prospects for REC Silicon have never been
brighter, there has also been some short-term challenges facing the
company. The second half of 2022 has been a disappointment from
“Simply put, we have the right assets,
the right products at the right time and
in the right place.
”
REC Silicon Annual Report 2022
Letter from the CEO
revenue and EBITDA perspectives and was marred by market weakness in
the semiconductor industry and cost challenges from inflationary
pressures and other factors, particularly with respect to the cost of power
in Butte. Nevertheless, the company is taking steps to mitigate these
external factors and expects market and cost improvements for the
coming year.
I continue to believe that REC Silicon possesses the right assets with the
right products at the right time and in the right place. We have worked hard
to put in place the necessary stepping stones to allow us to accelerate to a
highly successful and profitable future. Our prospects for the company are
indeed “electric”!
Kurt Levens
President and CEO
REC Silicon Annual Report 2022
Board of Directors’ report
Board of Directors’ report
HIGHLIGHTS COMPARED TO
> Revenues of $147.8M compared to $143.2M in 2021
> EBITDA of loss of ($34.9M) compared to gain of $7.7M in 2021
> Cash balance of $105.3M at December 31, 2022
• Cash decrease of $5.2M in 2022
• Cash outflows from operations of $42.1M
• Cash outflows from investing activities of $54.8M
• Cash inflows from financing activities of $98.8M
• Decrease effect on cash of changes in foreign exchange
rates of $7.2M
> Silicon gas sales volumes of 2,718MT compared to 3,078MT
in 2021
• 11.7% decrease in sales volume
• 12.8% Increase in average silicon gas prices
> Total polysilicon sales volumes of 1,428MT compared to 1,636MT
in 2021
• Semiconductor grade polysilicon sales of 1,045MT compared to
1,117MT in 2021
• Average semiconductor grade polysilicon price increase of 19.2%
• Polysilicon inventory decrease of 53MT
> Investment in REC Silicon by Hanwha
• Private placement of equity completed January 19, 2022
• 48.2 million shares issued (proceeds of NOK 964M)
REC Silicon Annual Report 2022
Board of Directors’ report
BUSINESS ACTIVITIES
REC Silicon ASA was established in Norway on December 3, 1996.
The Company is headquartered in Lysaker, Norway.
REC Silicon is a global leader in silane-based, high-purity silicon
materials, delivering high-purity polysilicon and silicon gases to the
solar and electronics industries.
REC Silicon operates manufacturing facilities in Moses Lake,
Washington and Butte, Montana in the USA. REC Silicon’s subsidiaries
include: REC Silicon Inc., REC Solar Grade Silicon LLC, and REC Advanced
Silicon Materials LLC in the United States. REC Silicon’s sales and
marketing activities for sales of solar grade polysilicon, semiconductor
grade silicon and silicon gases are carried out in China, Japan, Korea,
Taiwan, and in the United States. The Group’s investment in the Yulin JV
is held by REC Silicon Pte. Ltd. in Singapore.
STRATEGY AND OBJECTIVES
REC Silicon’s strategy is to maintain its position as a technological
innovator in the silicon materials industry.
REC Silicon intends to improve its competitive position and:
• Successfully restart FBR in Moses Lake
• Maintain financial flexibility
• Optimize efficiency of utilized assets
• Optimize semiconductor segment product offerings
• Control inventory by flexing production to match sales and
business conditions
• Focus on cost control
• Focus on continued quality improvements
2022 SUMMARY
FINANCIAL HIGHLIGHTS
Key Financials - REC Silicon Group
(USD IN MILLION) 2022 2021
Revenues 147.8 143.2
EBITDA -34.9 7.7
EBITDA margin -23.6% 5.4%
EBIT excluding impairment charges -58.0 -20.5
Impairment charges -0.3 -0.3
EBIT -58.3 -20.8
EBIT margin -39.4% -14.5%
Profit/loss from continuing operations before tax -87.0 -43.5
Profit/loss from continuing operations -87.0 -43.5
Profit/loss from discontinued operations, net of tax 0.1 13.4
Earnings per share, basic and diluted (USD) -0.21 -0.12
Polysilicon production in MT (Siemens and granular) 1,375 1,225
Polysilicon sales in MT (Siemens and granular) 1,428 1,636
Silicon gas sales in MT 2,718 3,078
Revenues
Total revenues increased by 3.3 percent from USD 143.2 million in 2021
to USD 147.8 million during 2022. This increase is primarily due to
increased sales prices for semiconductor grade polysilicon. Nearly all
revenues reported are in the Semiconductor Materials segment and
increased by 3.6 percent from USD 142.8 million in 2021 to USD 147.4
million in 2022.
REC Silicon Annual Report 2022
Operations
During 2022 all polysilicon produced by REC Silicon was manufactured
in the Semiconductor Materials segment from its plant in Butte,
Montana. The Company is executing a plan to realize FBR production
from its plant in Moses Lake in Q4 of 2023.
Total polysilicon production increased by 151MT (12.3 percent) to
1,375MT in 2022 compared to 1,225MT in 2021. All production in
2022 and 2021 was from the semiconductor materials segment.
Total polysilicon inventories declined by 53MT in 2022.
EARNINGS
Earnings Before Financial Items and Income taxes (EBIT) for 2022 was a
loss of USD 58.3 million. This represents an increased loss compared to
an EBIT loss of USD 20.8 million in 2021.
EBITDA for 2022 was a loss of USD 34.9 million compared to an EBITDA
of USD 7.7 million in 2021. The decrease in EBITDA compared to 2021
is the result of higher operating costs, specifically energy and raw
materials. EBITDA contributed by the Semiconductor Materials segment
declined by USD 27.1 million to USD 6.3 million in 2022 due primarily
increased operating costs. EBITDA contributed by the Solar Materials
segment decreased by USD 14.3 million due to restart activities and
inflation. In Other and Eliminations, net operating costs increased by
USD 1.3 million due to restart activities and inflation.
TECHNOLOGY, RESEARCH, AND DEVELOPMENT
REC Silicon’s long-term competitive position is based on cost efficiency
and industry leading product performance. REC Silicon’s research and
technology development activities are designed to enhance quality,
improve efficiency, and reduce production costs of our products to add
value to our customers and further enhance our competitive position.
However, research and development efforts have been limited due to the
shutdown of the FBR facility in Moses Lake. During 2022, research and
development efforts were focused on maintaining minimum research lab
operations to support the silicon gas and semiconductor grade
polysilicon businesses.
Cash expenditures for research and development were USD 1.5 million
in 2022 compared to USD 1.3 million in 2021. Total expenditures
including depreciation were USD 1.9 million in 2022 and USD 1.7 million
in 2021.
SEGMENT INFORMATION
SEMICONDUCTOR MATERIALS SEGMENT
REC Silicon manufactures polysilicon and silicon gases for
semiconductor markets from its manufacturing facility in Butte,
Montana. This facility is the world’s largest supplier of silicon gases for
semiconductor, flat panel display, and solar applications. The facility
uses a silane-based Siemens polysilicon processing technology to
produce the highest quality (FZ) polysilicon for use in the semiconductor
industry. The Butte plant has a capacity of approximately 5,240MT of
silicon gas loading and 1,600MT electronic grade polysilicon production.
Key financials - Semiconductor Materials
(USD IN MILLION) 2022 2021
Revenues 147.4 142.8
EBITDA contribution 6.3 33.4
Contribution margin 4.3% 23.4%
Polysilicon production in MT (Siemens) 1,375 1,225
Polysilicon sales in MT (Siemens) 1,428 1,570
Silicon gas sales in MT 2,718 3,078
Markets
Markets for semiconductor grade polysilicon remained strong in 2022.
Large diameter wafer demand for memory and advanced logic devices
saw growth during the year as higher grade products remained in
demand, even as the market started working towards year-end inventory
control. Silicon wafer growth started to slow as downstream demand
outlook weakened. Large diameter wafer capacity remained stable as
the demand for smaller diameters softened.
Silicon gases demand for semiconductor applications remained high for
most of the year, specifically in advanced semiconductor devices. The
demand for silicon gases in flat panel display applications declined
throughout the second half of 2022 as end users reduced factory
utilization and focused on inventory control. Global shipping delays and
port congestion issues adversely affected sales during the year. A softer
forecast with regards to solar PV for the first part of 2023 contributed
to a lower shipment profile by the end of the year. The China market
concentrated efforts on supply inside the country to combat inventory
concerns and global logistics. Weakening demand in memory devices
also added to the reduction in silicon gas sales as the year progressed.
Market sentiment and concern focused on the potential of a global
slowdown and recession leading end users to adjust order points to
lower levels. However, by the end of the year, there were improvements
in shipping times and freight costs.
Board of Directors’ report
REC Silicon Annual Report 2022
Financial Performance
In 2022, revenues for the Semiconductor Materials segment were USD
147.4 million compared to USD 142.8 million in 2021; an increase of 3.2
percent.
Revenues from polysilicon sales increased by 11.2 percent in 2022
compared to 2021. Total polysilicon sales volumes decreased by 9.0
percent from 1,570MT in 2021 to 1,428MT in 2022. The underlying
sales volumes of semiconductor grade polysilicon were 1,045MT during
2022 compared to 1,117MT during 2021. Average prices realized for
semiconductor grade polysilicon increased by 19.2 percent.
Revenues from silicon gas sales decreased by 0.4% in 2022 compared
to 2021. Silicon gas sales volumes were 2,718MT, a 11.7 percent
decrease compared to 3,078MT in 2021. Average annual prices for
silicon gas increased by 12.8 percent.
Total polysilicon production in the Semiconductor Materials segment
increased by 151MT to 1,375MT in 2022 compared to 1,225MT in
2021. The underlying production volumes of semiconductor grade
polysilicon increased by 221MT to 993MT for 2022. Inventories of
polysilicon in the Semiconductor Materials segment decreased by 53MT
in 2022 as the company took advantage of additional sales.
The Semiconductor Materials segment contributed USD 6.3 million of
income to EBITDA during 2022. This compares to an EBITDA of USD
33.4 million in 2021.
Income contributed by the Semiconductor Materials segment
represents revenues less production costs for products sold during the
period and excludes depreciation, amortization, impairment, and selling,
general, and administrative expenses.
SOLAR MATERIALS SEGMENT
REC Silicon has the capability to manufacture polysilicon for the
solar energy markets from its manufacturing facility in Moses Lake,
Washington.
Key financials - Solar Materials
(USD IN MILLION) 2022 2021
Revenues 0.2 0.1
EBITDA contribution -19.9 -5.7
Contribution margin NA NA
Polysilicon production in MT (Siemens and granular) 0 0
Polysilicon sales in MT (Siemens and granular) 0 65
Impacts of Chinese tariffs on polysilicon manufactured in the United
States, uncertain market conditions, and reduced demand for the
Company’s solar grade polysilicon resulted in the shutdown of the
FBR polysilicon plant in Moses Lake, Washington in 2019.
The Company is executing a plan to realize FBR production from its
plant in Moses Lake in Q4 of 2023. Current activities include execution
of engineering, procurement, and construction for FBR upgrades.
The company is targeting a ramp to 50 percent operation during Q2
2024 and a ramp to 100 percent operation during Q4 2024.
(see Risk Factors below).
Markets
During 2022, demand for PV installations globally were strong. Europe
continued to see increased imports for PV modules as concerns around
energy supply and high natural gas pricing drove demand. However, the
United States saw a decline in installations as impacts of the Uyghurs
Forced Labor Prevention Act were felt in Q4. China saw record exports
Board of Directors’ report
Sales Volumes (MT)
Silicon Gas Sales
0
200
400
600
800
1,000
Q4
2022
Q3
2022
Q2
2022
Q1
2022
Q4
2021
Q3
2021
Q2
2021
Q1
2021
Sales Volumes (MT)
Semiconductor Polysilicon Sales
0
100
200
300
400
Q4
2022
Q3
2022
Q2
2022
Q1
2022
Q4
2021
Q3
2021
Q2
2021
Q1
2021
REC Silicon Annual Report 2022
of modules in 2022 as regions like Europe and South America balanced
out lower importing countries like the United States and India. Globally
PV installations are expected to increase year on year. Polysilicon supply
in China continued to increase as new capacity came online. Overall, the
market saw monthly supply of polysilicon increase past 30GW and then
nearing 40GW by the end of the year. Factory utilizations for wafers
declined as the year ended in anticipation of lower polysilicon prices
ahead of Lunar New Year and inventory draw down. PV Insights showed
polysilicon prices started the year at USD 31.8/kg then slowly increased
throughout the year until the end of the 4
th
quarter as new capacity was
released. Polysilicon finished the year near USD 33.6/kg, an increase of
approximately 5.8 percent from the end of 2021. Several countries are
taking a stronger position for developing a global supply chain that is not
reliant on one region.
Financial Performance
Revenues for the Solar Materials segment were USD 0.2 million during
2022 compared to USD 0.1 million in 2021.
Due to the shutdown of the FBR facility in May of 2019, there was no
FBR production in 2022 or 2021. The Company is executing a plan to
realize ultrahigh purity FBR production from its plant in Moses Lake in
Q4 of 2023. Current activities include execution of engineering,
procurement, and construction for FBR upgrades. The company is
targeting a ramp to 50 percent operation during Q2 2024 and a ramp to
100 percent operation during Q4 2024.
The Solar Materials segment contributed a loss of USD 19.9 million to
the Company’s EBITDA during 2022. This compares to a loss of USD 5.7
million in 2021. The increased expenses are related to restart activities.
The loss contributed by the Solar Materials segment represents costs
associated with restart activities and excludes depreciation,
amortization, impairment, and selling, general, and administrative
expenses.
OTHER AND ELIMINATIONS
Other includes general administrative and sales activities in support
of the manufacturing facilities in the United States and the Company’s
headquarters in Norway. It also includes costs associated with the
Company’s representative offices in Taiwan, Korea, China, and the
United States.
Key financials - Other and Eliminations
(USD IN MILLION) 2022 2021
Revenues 0.2 0.2
EBITDA contribution -21.3 -20.0
Silicon gas sales in MT 0 0
Other and Eliminations EBITDA decreased to USD 21.3 million during
2022 compared to USD 20.0 million in 2021. Costs exclude depreciation,
amortization and impairment.
INVESTMENT (YULIN JV)
The Group has an investment in China; Shaanxi Non-Ferrous Tian Hong
REC Silicon Materials Co., Ltd. (Yulin JV). REC Silicon’s ownership is 15
percent of the Yulin JV. The Company has designated the investment in
the Yulin JV as an equity security at fair value through profit/loss
(FVTPL).
REC Silicon’s investment in the Yulin JV has been reported in the
statement of financial position at a value of zero which is unchanged
from the prior period.
During the Group’s review of impairment indicators, no impairment
indicators were identified that might give rise to a change in the
valuation of the Company’s investment in the Yulin JV.
REC Silicon made the final equity settlement payment of USD 4.7 million
during 2022. This was done after the successful completion of
performance testing specified in the Technology Transfer Agreement
(TTA).
Board of Directors’ report
USD / kg
Polysilicon Spot Price Development
2021 2022
2015
* PV Insights – Mono-crystalline polysilicon prices
5
10
15
20
25
30
35
40
45
REC Silicon Annual Report 2022
FINANCIAL ITEMS
Financial items - REC Silicon Group
(USD IN MILLION) 2022 2021
Financial income 1.9 0.1
Interest expenses on borrowings -13.4 -13.6
Expensing of up-front fees and costs -0.5 -0.4
Interest expense on leases -8.6 -8.8
Capitalized borrowing cost 3.0 0.4
Net change in fair value of financial equity
investment through profit and loss 0.0 0.0
Other financial expenses -1.4 -1.3
Net financial expenses -20.9 -23.6
Net currency gains/losses -9.7 0.8
Net financial items -28.7 -22.7
Net financial items were an expense of USD 28.7 million in 2022
compared to an expense of USD 22.7 million in 2021.
Net currency gains/losses are primarily related to the impact of
exchange rate fluctuations on liabilities and cash deposits denominated
in NOK. In addition, net currency gains/losses include fluctuations
between transaction currencies and the USD which is the reporting
currency for the group.
Interest expenses on borrowings were USD 13.4 million in 2022
compared to USD 13.6 million in 2021. Interest expense on borrowings
includes interest on the Company’s senior secured bonds for both years
presented. In addition, it includes interest expense on a note payable
associated with the settlement of the property tax dispute with Grant
County, Washington. (See note 17 to the consolidated financial
statements).
Interest expense on leases was USD 8.6 million in 2022 compared to
USD 8.8 million in 2021. This decrease can be attributed to increased
principal lease payments (See Note 7 to the consolidated financial
statements).
Capitalized borrowing costs are related to capitalized interest
associated with long term capital projects. Interest is capitalized at the
company’s external borrowing rate of 11.5 percent.
The remaining expense can be attributed to interest on asset retirement
obligations and interest on the pension obligation.
INCOME TAX
The losses before tax from continuing operations of USD 87.0 million in
2022 and USD 43.5 million in 2021 resulted in no effective tax impact
since it is offset by changes in unrecognized deferred tax assets. These
losses represent an increase in the Company’s unrecognized deferred
tax asset. The losses will continue to be available to offset taxable
income during future periods.
See note 18 to the consolidated financial statements.
PROFIT AND LOSS
The loss from total operations was USD 86.8 million in 2022 compared
to USD 30.1 million in 2021.
CASH FLOW
Net cash outflows from operating activities were USD 42.1 million in
2022 compared to USD 14.6 million in 2021. Cash outflows included
USD 22 million of interest payments and a USD 1.6 million contribution
to the defined benefit pension plan in the United States.
Net cash outflows from investing activities were USD 54.8 million in
2022 compared to cash outflows of USD 6.8 million in 2021. Payments
of capital expenditures were USD 55.9 million in 2022 and were
primarily associated with FBR modifications which will enable the
restart of Moses Lake production in Q4 of 2023. Other capital spending
included the Dichlorosilane (DCS) gas expansion project in the Butte
production facility. The DCS expansion will result in an increase in DCS
production capacity of approximately 200MT per year. (see risks and
uncertainties).
Capital expenditures also include cost savings and improvement
initiatives, routine replacement of production equipment, and capital
necessary to maintain safe and reliable operations.
In addition, cash inflows included USD 1.1 million in 2022 and USD 1.4
million in 2021 due to the maturity of municipal bonds held by the
Company.
Cash inflows from financing activities were USD 98.8 million in 2022
and included USD 109.5 million from the equity raise offset by
payments of lease liabilities and payments of borrowings, which included
payment of the indemnification loan. Cash outflows from financing
activities in 2021 were USD 3.0 million and included payments of USD
0.9 million on the property tax note and USD 2.1 million payments of
long-term lease liabilities.
There was also a negative effect of USD 7.2 million in 2022 due to cash
balances held in NOK.
In total, cash balances decreased by USD 5.2 million in 2022 to USD
105.3 million at December 31, 2022.
Board of Directors’ report
REC Silicon Annual Report 2022
FINANCIAL POSITION
Shareholders’ equity increased to USD 60.4 million (18.9 percent equity
ratio) at December 31, 2022 compared to USD 33.3 million (11.3
percent equity ratio) at December 31, 2021.
This increase was primarily the result of the equity raise of USD 109.5
million, a remeasurement of the pension of USD 3.5 million and USD 0.9
million of currency translation effects taken to equity. These were offset
by a loss from total operations of USD 86.8 million.
Net debt decreased by USD 8.0 million to USD 78.5 million at December
31, 2022 from USD 86.4 million at December 31, 2021. This decrease
was primarily the result of the decrease in cash balances of USD 5.2
million discussed above. This was offset by decreases in debt including
the payment of the indemnification loan of USD 10.7 million and
payment of USD 1.0 million in the Grant County WA property tax note.
Lease liabilities decreased by USD 1.9 million. Additionally, USD 0.5
million of loan fees were amortized in 2022.
Net debt includes unamortized loan fees. Excluding unamortized
capitalized borrowing costs, nominal net debt was USD 78.6 million at
December 31, 2022 which represents a decrease of USD 8.5 million
from USD 87.1 million at December 31, 2021 (See note 17 to the
consolidated financial statements).
GOING CONCERN
On March 21, 2023, the Company announced a corporate debt financing,
which is a 3 year-term loan of USD 110 million from KEB Hana Bank in
Korea for the purpose of retiring the senior secured bond that matures
on April 13, 2023. REC Silicon’s largest shareholder Hanwha Solutions
has committed to fully guarantee the announced debt financing, which
will result in favorable terms compared to other financing alternatives.
In addition to this USD 110 million debt financing, the company has a
near term need to raise additional financing to meet liquidity
requirements in 2023, in particular relating to the ongoing restart
activities of the company’s polysilicon factory in Moses Lake and
capacity investments in Butte. The Company is currently working with
various financing parties and we are confident that we are close to a final
solution that covers the entire funding amount needed for the next 12
months. REC Silicon will update the market as financing plans are
concluded. (see note 17, 29 and 33)
Accordingly, the Board of Directors confirms that the Financial
Statements have been prepared under the assumption that the
Company is a going concern and that this assumption was realistic at
the date of the accounts.
REC SILICON ASA (NGAAP)
Financial Review
REC Silicon ASA (the Company) prepares its financial statements
according to NGAAP. The Company is a holding company with corporate
management and financial functions.
In 2022, REC Silicon ASA had a negative EBIT of USD 2.4 million
compared to a negative EBIT of USD 2.3 million in 2021. The Company
recorded a net loss of USD 89.4 million in 2022. The net loss included
net financial expenses of USD 87.2 million which includes impairment of
internal loans of USD 68.7 million, interest income of USD 1.8 million
and interest expenses of USD 13.1 million. Other major remaining items
of net financial items were net currency losses of USD 7.1 million due to
cash balances held in NOK. Interest income from subsidiaries was
suspended for 2022 and 2021 due to the financial position and outlook
of the borrowing companies. In 2021 The net loss included net financial
expenses of USD 29.8 million which includes impairment of loans to US
subsidiaries of USD 25.7 million, impairment of loan to REC Silicon Pte
Ltd of USD 5.2 million, and interest expenses of USD 13.1 million. Other
major remaining items of net financial items were net currency gains of
USD 0.8 million and other financial income related to the settlement of
the indemnity loan in the amount of USD 13.4 million.(See note M to the
financial statements for REC Silicon ASA).
Total equity for the parent Company was USD 188.4 million at
December 31, 2022 compared to USD 168.4 million at December 31,
2021. This increase is a result of the equity settlement of USD 109.5
million offset by the net loss of USD 89.4 million discussed above.
Allocation of the Net Loss for the Parent Company
The Board proposes that the net loss for the year of USD 89.6 million
be distributed to other equity.
Change of Control
The USD Senior Secured Bond agreement has a change of control
provision. If a shareholder or a group of shareholders gains control of
more than 50 percent of the share capital, bondholders acquire a put
option entitling them to cancel the commitments and declare all
outstanding amounts and accrued unpaid interest due and payable.
More detailed information can be obtained from the bond trustee,
Nordic Trustee ASA.
RISK FACTORS
The Group’s activities expose it to a variety of financial risks, including
market risk, operational risk, liquidity risk, credit risk, currency risk,
interest-rate risk, refinancing risk, and others (See note 3 to the
consolidated financial statements).
REC Silicon’s Board of Directors is responsible for determining the
acceptable risk profile for the Company. The Board oversees risk
management processes and conducts reviews of risks faced by the
company and internal control procedures.
REC Silicon’s management is responsible for reviewing and
operationalizing the defined risk profile by maintaining a system for risk
management. Management performs risk assessments and actively
monitors the development of material risks and initiates actions
accordingly.
Risk assessments are performed periodically. The materiality of each
risk factor is determined by assessing the likelihood and consequence of
that risk. Risks are evaluated to determine whether the level is
acceptable or unacceptable and to prioritize activities to mitigate those
risks that have the greatest potential to impact Company performance.
Board of Directors’ report
REC Silicon Annual Report 2022
Market risk
On January 31, 2023 the Company announced the entering into of a
binding term sheet between its subsidiary REC Solar Grade Silicon LLC
and Hanwha Solutions for a 10 year take-or pay offtake for FBR
polysilicon produced at REC Silicon’s facility at Moses Lake, Washington.
The Offtake provides for the sale to Hanwha Solutions of 100% of the
prime FBR production from the facility.
Company management and the Board of Directors will continue to
monitor COVID-19 and take appropriate action as additional
developments occur.
Currently the Group does not have direct exposure to Ukraine or Russia,
however, management and the Board of Directors will continue to
monitor the conflict in Ukraine and will take necessary action to minimize
market risk if required.
Operational risk
The Group’s production processes involve manufacturing, processing,
storage, use, handling, distribution and transport of silane gas and other
substances of an explosive or hazardous nature. Accidents or
mishandlings involving these substances could cause property damage
or injury, which could lead to significant liabilities and costs for the
Group. The occurrence of a catastrophic event at one of the Group’s
polysilicon production facilities could adversely impact production
capacity at such facility for a significant period of time. In addition, an
interruption in the supply of materials and services to one of the Group’s
manufacturing facilities could disrupt production capacity for a
significant period of time. Despite insurance coverage, the Group could
incur uninsured losses and liabilities arising from such events, and/or
suffer substantial losses in operational capacity, which could have a
significant adverse effect on the Group’s business, prospects, financial
results, and results of operations.
The production process for the Butte facility is energy intensive and
subject to risk from high energy prices.
REC Silicon’s Moses Lake, Washington facility was shut down in the
second quarter of 2019 due to difficult market conditions and Chinese
tariffs on polysilicon produced in the United States.
The Company is executing a plan to realize FBR production from its plant
in Moses Lake in Q4 of 2023. Current activities include execution of
engineering, procurement, and construction for FBR upgrades. The
company is targeting a ramp to 50 percent operation during Q2 2024
and a ramp to 100 percent operation during Q4 2024.
Additional impairments and provisions would be required if the Moses
Lake facility is not restarted.
Liquidity risk
On March 21, 2023, the Company announced a corporate debt financing,
which is a 3 year-term loan of USD 110 million from KEB Hana Bank in
Korea for the purpose of retiring the senior secured bond that matures
on April 13, 2023. REC Silicon’s largest shareholder Hanwha Solutions
has committed to fully guarantee the announced debt financing, which
will result in favorable terms compared to other financing alternatives.
In addition to this USD 110 million debt financing, the company has a
near term need to raise additional financing to meet liquidity
requirements in 2023, in particular relating to the ongoing restart
activities of the company’s polysilicon factory in Moses Lake and
capacity investments in Butte. The Company is currently working with
various financing parties and we are confident that we are close to a final
solution that covers the entire funding amount needed for the next 12
months. REC Silicon will update the market as financing plans are
concluded. (see note 17, 29 and 33)
Credit risk
Credit risk is primarily related to trade receivables and guarantees
provided for discontinued operations. In trade receivables, sources of
credit risk include geographic, industry and customer concentrations,
and risks related to the collection. Policies and procedures are in place
for managing credit risk, including obtaining securities where possible.
Market and customer specific developments affect credit risk. The
Group provided parent company guarantees for the REC Solar Group
related to the performance of solar panels and systems and the sale of
REC ScanModule AB. The Group has been provided with offsetting
guarantees by REC Solar Holdings AS. The guarantees are valid for
relevant warranty periods and are limited by warranties provided on
solar panels and systems. Parent company guarantees for REC Solar
were USD 54.9 million at December 31, 2022. The guarantees will
decrease from 2023 to 2039 when they will expire in their entirety.
Currency risk
The Company’s net cash flows from continuing operations are primarily
in USD. Debt is denominated in USD. The Group’s currency risk relates
primarily to cash balances held in currencies other than USD. The Group
does not currently hold any hedging instruments to offset the risk of
changes in exchange rates between the USD and NOK.
CORPORATE GOVERNANCE
Good corporate governance is essential to ensure that our business is
run in a way that protects the long-term interest of all stakeholders. The
Board of Directors has approved and implemented corporate
governance principles endorsing and complying with the Norwegian
Accounting Act and the Norwegian Code of Practice for Corporate
Governance. The Group’s compliance with the Code of Practice is
described in the report on Corporate Governance for 2022 which is
included in this Annual Report.
The Company has directors and officers liability insurance. The insurance
covers the Board of Directors as well as officers of the company from
legal personal liability for financial damage caused by the performance
of their duties.
MARKET OUTLOOK
Company management and the Board of Directors will continue to
monitor the war in Ukraine and will take necessary action to minimize
market risk if required.
Board of Directors’ report
REC Silicon Annual Report 2022
Semiconductor supply chain participants and industry analysts continue
to indicate that demand for semiconductor devices is expected to be
soft throughout the first quarter of 2023. Historically Q1 has been a
soft market but markets have shifted due to changes from the
COVID-19 pandemic. We are seeing the market slow down due to these
shifts along with concerns around a potential global downturn. The
expectation is that the market will correct during 2023 and return to
growth in 2024.
Demand for REC Silicon’s semiconductor grade polysilicon and silicon
gases are expected to remain stable in 2023 with some potential for
growth in specialized segments. Factors associated with data
transmission and storage, mobility, and increasing silicon content in
automobiles and other consumer goods are expected to result in
demand growth. The increasing trend towards electrification and the
adoption of new technologies is also expected to increase demand for
REC Silicon’s advanced silicon products. The passage of the CHiPS act in
the United States is predicted to support semiconductor manufacturing
in the United States.
Solar grade polysilicon prices will continue to see price declines in 2023
as capacity is brought online. Continued growth of PV installations is
forecasted in 2023. The outlook globally remains strong as both
governments and corporations push efforts to slow global warming.
While polysilicon capacity expansions have been announced that may
result in oversupply, the restart of the Moses Lake FBR facility will be
supported by the passage of the Solar Energy Manufacturing for
America (SEMA) included in the Inflation Reduction Act. The forecasted
increases in wafer capacity and increased demand for PV installations
should result in strong demand for solar grade polysilicon. Industrial
analysts estimate global demand for PV installations to surpass 300GW
in 2023.
Additionally, in 2022 the United States Department of Energy awarded
grants to support development of a United States battery supply chain.
Some of the awarded grants were directed to manufacturers of silicon
anode battery materials. These developments are expected to help drive
the commercialization of silicon-based anode material for batteries.
Developer forecasts predict large scale silane demand by 2025.
EVENTS AFTER THE BALANCE SHEET DATE
On January 31, 2023 the Company announced the entering into of a
binding term sheet between its subsidiary REC Solar Grade Silicon LLC
and Hanwha Solutions for a 10 year take-or pay offtake for FBR
polysilicon produced at REC Silicon’s facility at Moses Lake, Washington
(the “Offtake”). The Offtake provides for the sale to Hanwha Solutions of
100% of the prime FBR production from the facility.
On March 21, 2023 the Company announced a corporate debt financing
of USD 110 million from KEB Hana Bank in Korea for the purpose of
retiring the senior secured bond that matures on April 13, 2023. The
contemplated debt financing will be fully guaranteed by REC Silicon’s
largest shareholder Hanwha Solutions, which will result in favorable
terms compared to other financing alternatives. In addition to this USD
110 million debt financing, the ongoing restart activities of the
company’s polysilicon factory in Moses Lake and capacity investments in
Butte, will require additional financing. REC Silicon is in the process of
exploring all funding options, including debt financing and pre-payments
from offtake contracts, and the company is confident that funds will be
raised well in advance of such capital needs. REC Silicon will update the
market as financing plans are concluded. (see note 17, 29 and 33).
FORWARD LOOKING STATEMENTS
This report contains statements regarding the future in connection with
the Group’s growth initiatives, profit figures, outlook, strategies and
objectives. In particular, the section “Market Outlook” contains forward-
looking statements regarding the Group’s expectations. All statements
regarding the future are subject to inherent risks and uncertainties, and
many factors can lead to actual results and developments deviating
substantially from what has been expressed or implied in such
statements. These factors include the risk factors relating to REC
Silicon’s activities described in section “Risk Factors” above.
Board of Directors’ report
Lysaker, March 23, 2023
Board of Directors
This document is signed electronically.
Tae Won Jun
Chairman of the Board
Dong Kwan Kim
Deputy Chair
Vivian Bertseka
Member of the Board
Roberta Benedetti
Member of the Board
Dr. Renate Oberhoffer-Fritz
Member of the Board
William K. Levens
President and CEO
REC Silicon Annual Report 2022
Board of Directors’ report
The Board of Directors and the Chief Executive Officer (CEO) have today
considered and approved the report from the Board of Directors and CEO,
the financial statements for the Group and for the parent company REC
Silicon ASA (the Company) for the year ending December 31, 2022.
The consolidated financial statements of the Group have been prepared in
accordance with International Financial Reporting Standards as adopted
by the EU and additional disclosure requirements as stated in the
Norwegian Accounting Act that are applicable at December 31, 2022. The
financial statements for the Company have been prepared in accordance
with the Norwegian Accounting Act and Generally Accepted Accounting
Principles in Norway that are applicable at December 31, 2022. The report
from the Board of Directors and CEO, including the report on corporate
governance and sustainability, for the Group and the Company has been
prepared in accordance with the Norwegian Accounting Act and the
Norwegian Accounting Standard no. 16 applicable at December 31, 2022.
We confirm that, to the best of our knowledge:
• The financial statements for the Group and the Company for the year
ending December 31, 2022 have been prepared in accordance with
applicable accounting standards, and
• The information in the financial statements gives a true and fair view
of the Group’s and the Company’s assets, liabilities, financial position,
and results of operations for the year ending December 31, 2022, and
• The report from the Board of Directors for the year ending December
31, 2022 includes a fair review of:
• The development, results of operations and position for the Group
and the Company, and
• The principal risks and uncertainties for the Group and the Company.
STATEMENT OF COMPLIANCE
Lysaker, March 23, 2023
Board of Directors
This document is signed electronically.
Tae Won Jun
Chairman of the Board
Dong Kwan Kim
Deputy Chair
Vivian Bertseka
Member of the Board
Roberta Benedetti
Member of the Board
Dr. Renate Oberhoffer-Fritz
Member of the Board
William K. Levens
President and CEO
REC Silicon Annual Report 2022
1. INTRODUCTION
ABOUT THIS REPORT
This Sustainability Report covers the calendar year 2022 for REC Silicon
ASA and all its subsidiaries. The materiality assessment is based on the
SASB framework for the industries Solar Technology and Project
Developers and Semiconductors. The numerical disclosures are based on
the upcoming reporting standards of the EU Corporate Sustainability
Reporting Directive (CSRD) as outlined in the draft standards (ESRS) as
published by EFRAG in November 2022. The report and its contents
have not been subject to external verification. The attached TCFD report
is based on the guidance from the Task Force for Climate-related
Financial Disclosures.
VISION, MISSION, VALUES, PRINCIPLES
REC Silicon’s purpose is the development and sale of products and
services related to renewable energy sources, as stated in its Articles of
Association. It is therefore our obligation to ensure that we integrate
sustainability in all we do so that we contribute to the energy transition
with a minimal environmental footprint.
REC Silicon’s ambition is to operate in an ethical manner based on legally
sound business practices in all respects. The Company has established a
Code of Conduct and Sustainability Policy, which applies to all employees
in all countries. The Code outlines our approach to:
• Human Rights
• Health and Safety
• The Environment
• Climate Action
• Anti-corruption and Bribery
• Governance
The full details of the Code can be found at the company website.
REC Silicon supports the United Nations (UN) Sustainable Development
Goals (SDGs) and believes it has the potential to deliver meaningful
positive impact on SDG 7 – Affordable and Clean Energy and SDG 13 –
Climate Action. At the same time, we recognize our responsibility to
minimize the impact our operations have on our people and on society,
working towards SDG 3 – Good Health and Wellbeing, SDG 6 – Clean
Water and Sanitation, SDG 11 – Sustainable Cities and Communities,
SDG 12 – Responsible Consumption and Production and SDG 15 – Life
on Land. We also aim to contribute to society through SDG 5 – Gender
Equality and SDG 8 – Decent Work and Economic Growth.
BUSINESS MODEL AND STRATEGY
REC Silicon ASA is headquartered in Lysaker, Norway and has two
manufacturing facilities in the United States (US). The Company
converts metallurgical grade silicon (MGS) into silane gas using a closed-
loop process that recycles chloride metals back to the initial reactors.
The silane gas is further processed into ultra-pure polysilicon through
the Siemens method or the fluidized bed reactor (FBR) method. The
purchasers of ultra-pure polysilicon are typically silicon wafer producers,
which turn the purified polysilicon into wafers for the use either in the
semiconductor and electronics industries or the solar photovoltaic (PV)
industry. REC Silicon also market and sell silane gas as a separate
product. Currently users of silane gas are typically in the electronics
industries. Further, new technologies utilizing silane gas as anode
material in batteries are under development, and silane gas markets
could in the future be expanded to include the battery industry for
energy storage.
REC Silicon’s strategy is to maintain its position as a technological
innovator in the silicon materials industry. The company aims to take
full advantage of three important sets of legislation that have recently
been passed in the US:
• The Inflation Reduction Act of 2022
• The CHIPS & Science Act of 2022
• The Infrastructure and Jobs Act of 2021
Sustainability report
Sustainability report
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
AND SANITATION
AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
AND INFRASTRUCTURE
REDUCED
INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
RESPONSIBLE
CONSUMPTION
AND PRODUCTION
LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
AND SANITATION
AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
AND INFRASTRUCTURE
REDUCED
INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
RESPONSIBLE
CONSUMPTION
AND PRODUCTION
LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
AND SANITATION
AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
AND INFRASTRUCTURE
REDUCED
INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
RESPONSIBLE
CONSUMPTION
AND PRODUCTION
LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
AND SANITATION
AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
AND INFRASTRUCTURE
REDUCED
INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
RESPONSIBLE
CONSUMPTION
AND PRODUCTION
LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
AND SANITATION
AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
AND INFRASTRUCTURE
REDUCED
INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
RESPONSIBLE
CONSUMPTION
AND PRODUCTION
LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
AND SANITATION
AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
AND INFRASTRUCTURE
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INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
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CONSUMPTION
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LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
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CLEAN WATER
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AFFORDABLE AND
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INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
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CONSUMPTION
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LIFE
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INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
FOCUS AREAS AND THE UNITED
NATIONS SUSTAINABLE
DEVELOPMENT GOALS
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
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AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
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INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
RESPONSIBLE
CONSUMPTION
AND PRODUCTION
LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
NO
POVERTY
ZERO
HUNGER
GOOD HEALTH
AND WELL-BEING
QUALITY
EDUCATION
GENDER
EQUALITY
CLEAN WATER
AND SANITATION
AFFORDABLE AND
CLEAN ENERGY
DECENT WORK AND
ECONOMIC GROWTH
INDUSTRY, INNOVATION
AND INFRASTRUCTURE
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INEQUALITIES
SUSTAINABLE CITIES
AND COMMUNITIES
RESPONSIBLE
CONSUMPTION
AND PRODUCTION
LIFE
ON LAND
PEACE, JUSTICE
AND STRONG
INSTITUTIONS
CLIMATE
ACTION
LIFE
BELOW WATER
PARTNERSHIPS
FOR THE GOALS
For queries on usage, contact: dpicampaigns@un.org
Developed in collaboration with | TheGlobalGoals@trollback.com | +1.212.529.1010
REC Silicon Annual Report 2022
The general ambition of these sets of legislation is to build-up low-
carbon value chains in the US, where the semiconductor and solar
industries are particularly relevant to the Company. As a response,
REC Silicon is restarting its Moses Lake plant, which uses the FBR
technology to produce polysilicon. This process consumes 80%-90%
less energy than the conventional Siemens method and will enable the
Company to provide low-carbon polysilicon, primarily for the solar
industry. The company is also expanding its silane gas capabilities at
both Butte and Moses Lake in response to anticipated demand from
the electronics industries and industries providing batteries to the
electric vehicle industry.
THE VALUE CHAIN
Silicon is the second most prevalent element in the earth’s crust and is
predominantly found together with oxygen in minerals like quartzite and
silicates. About 20% of global production is purified into MGS using an
electric arc furnace with a coking agent and significant amounts of
energy. The higher purity MGS is used to produce polysilicon, while the
lower purity is mainly for the use in the automotive industry.
The processing of MGS into silane gases and further into ultra-pure
electronic grade polysilicon through the traditional Siemens method is
highly energy intensive. The Butte facility, which uses the Siemens
method, has an energy intensity of around 170 MWh per ton of product.
The FBR method used at Moses Lake has approximately 80%-90% less
energy use per ton of product.
Sustainability report
OutputsInputs
Mining Silicon Metal Polysilicon Wafers
Semiconductors
SO
2
NOX
CH
4
CO
2
Oxygen
Waste
VOCs
HCl
NH
3
CL
2
HCl
CO
2
Waste
Wastewater
Solar 10% 35% 30% 25%
Value chain
CO2
e
Solar panels
Gases
CO
2
Waste
Wastewater
Carbon agent
Energy
Advanced machinery
Cleaning agents
Water
Advanced machinery
Chemicals
Water
Energy
Quartz or gravel
REC Silicon
Semiconductors 2% 10% 20% 68%
SiCl
4
H
2
SiHCl
3
HCl
CO
2
Waste
Wastewater
Energy
Trichlorosilane
Hydrogen
Water
Boron
Phosphorous
REC SILICON VALUE CHAIN
REC Silicon Annual Report 2022
Sustainability report
The Company currently withdraws around 2.5 million cubic meters of
water per year, discharging about 60% of this in the form of cleansed
water, legally required to be above drinking water standard. REC Silicon
is subject to strict environmental permits requiring full capture of
emissions to air, using scrubbers. The performance relative to these
permits is subject to third party verification and ensures little or no
impact on the environment and on local communities.
Before REC Silicon’s products reach the end-users in the form of
semiconductors or solar PV panels, wafer producers process the
polysilicon into wafers using several energy, water and chemicals-
intensive steps like slicing, bevelling, lapping, etching, heating, polishing
and cleaning. The semiconductor industry uses additional energy, water
and chemicals-intensive processes to produce microchips for a wide
range of applications. The solar PV industry produces cells and panels
that adds inputs such as silver, glass and aluminum for the final product.
In its final use, polysilicon has significant benefits for society in the form
of renewable energy and through enabling digitalization to save energy
and resources. On the other hand, the production of the material, cradle
to grave, requires significant amounts of energy, water and chemicals.
Hence, greenhouse gas (GHG) emissions resulting from energy use is
important, as well as emissions to air and water, water stress,
biodiversity and ecosystems, in addition to health and safety for
personnel involved during the various steps of production.
MATERIALITY ASSESSMENT
REC Silicon is generally classified within both the semiconductor and
solar energy industries, but is also expanding its offering to serve the
battery storage industry. The materiality assessment uses the
Sustainability Accounting Standards Boards (SASB) framework for all
three industries, as an initial evaluation of material topics. This indicates
a general overlap of material topics.
SASB
MATERIAL TOPICS
SOLAR
TECHNOLOGY
AND PROJECT
DEVELOPERS
SEMI-
CONDUCTORS
FUEL
CELLS AND
INDUSTRIAL
BATTERIES
GHG emissions x
Energy management x x x
Water management x x
Waste management x x
Ecological impacts x
Product design and life cycle
management x x x
Materials sourcing and efficiency x x x
Employee Health and Safety x x
Employee Engagement, Diversity
and Inclusion x
Competitive Behaviour x
The Board of Directors has considered the SASB framework in relation
to the business of the Company. Six focus areas have been established
as a result, each with a specific set of KPIs that are monitored for
performance and as the basis for performance targets.
REC Silicon Annual Report 2022
Sustainability report
FOCUS AREA RATIONALE KPIS
Safety The health and safety of personnel involved in REC Silicon’s operations, as
well as those in the value chain, are of utmost importance. The company
monitors five internal KPIs to ensure good performance, as well as one
external through regular supply-chain audits
• LTI rate, TRIF
• Safe job analyses
• Hazard recognition audits
• Serious incidents
• Supply chain audits
• Near misses
Energy The entire value chains for both the solar PV and semiconductor industries
are highly energy intensive and therefore contribute meaningfully to GHG
emissions. It is the ambition of the entire value chain, including REC Silicon,
to reduce energy intensity and increase the use of renewable energy sour-
ces to minimize the carbon footprint of the end-products. Key parameters
for the company include energy mix, energy efficiency and energy sourcing
• Energy use
• Emissions from energy use
• Energy mix
• Energy efficiency
• Quality and reliability of energy sourcing
Water REC Silicon’s production consumes substantial volumes of water resources.
Although REC Silicon’s facilities are not placed in areas of high water-stress,
the discharge of water from production needs to be monitored and mana-
ged to ensure that it has the required water quality. The company operates
according to strict environmental regulations that stipulate that any
discharged water needs to be above drinking water standard
• Water consumption
• Water quality
• Waste-water discharge
• Water use efficiency
Environment REC Silicon’s production processes generate significant volumes of waste,
where increased recycling could be important to reduce the environmental
footprint. Emissions to air are also relevant, as well as the protection of local
biodiversity. The company monitors waste volumes, waste recycling, raw
materials sourcing and participates in initiatives to preserve local biodiversity
• Waste production volumes
• Waste recycling
• Raw materials sourcing
• Emissions to air
• Biodiversity initiatives
• Recovery of end-of life products
Equal treatment and
human rights
The company needs access to qualified personnel and strives to be an
attractive workplace that respects all aspects of human rights, giving eve-
ryone an equal opportunity to succeed. The company recognizes its respon-
sibility to ensure human rights in the value chain, which is done through
regular supply-chain audits
• Percentage of women in workforce and management
• Gender pay gap
• Gender equality Initiatives
• Human rights audits and violations
• Local community contributions
Governance REC Silicon adheres to the strictest principles of fair business behavior and
integrates the governance of sustainability matters fully in the overall cor-
porate governance structure. The ultimate responsibility for the governance
of sustainability matters lies with the Board of Directors, which define and
monitor the sustainability strategy. The company carries out anti-corruption
audits, provides anti-corruption training to its workforce and makes a
whistle-blower service available
• Anti-corruption audits and violations
• Number of whistle-blower incidents
• Transparency of ESG governance structure
• Stewardship initiatives in value chain
The Company has performance targets related to Energy, Environment
and Safety. Going forward, additional targets will be established relating
to water usage, equal treatment and human rights.
STAKEHOLDER ENGAGEMENT
REC Silicon maintains a constant dialogue with its stakeholders, which
further inform the definition of material sustainability matters for the
company in the form of informal feedback. The Company plans to
establish a more structured plan and process for stakeholder
engagement going forward. The primary stakeholders are:
• Employees
• Clients and end-users
• Suppliers
• Investors
• The local community
Feedback from the value chain stakeholders (suppliers, clients and end-
users) is particularly important in the context of the growing need to
manage sustainability issues across the entire value chain.
Clients and end-users
While both the semiconductor industry and the solar PV industry
ultimately deliver products that enable the transition to a low-carbon
future, both are, due to their rapid growth, under pressure to reduce the
carbon footprint of their respective supply-chains.
There are several initiatives in the solar industry to reduce the carbon
footprint of the solar PV supply chain, such as the Ultra-low Carbon Solar
Alliance (where REC Silicon is a member), the Decarbonising Industrial
Supply Chain Energy Program (DISC-e), labelling schemes to certify low-
carbon panels, as well as governmental initiatives to prioritise low-
carbon suppliers in public tenders.
REC Silicon Annual Report 2022
Sustainability report
The same goes for the semiconductor industry, where the leading
producers are actively promoting a low-carbon supply chain, requiring
high-energy consumption suppliers to verify their GHG emissions and to
set targets for emission reductions.
It is therefore vital for REC Silicon to be able to deliver polysilicon that is
low in energy- and carbon intensity. This is also reflected in the ambitions
of the Solar Energy Manufacturing Act of 2022 (SEMA), which aims to
establish a low-carbon supply chain for the industry in the US.
Employees and the local communities
Employees of REC Silicon regard health and job safety, diversity and
inclusion as key factors. Both REC Silicon’s US production facilities are
important contributors to their respective local communities, providing
jobs and tax income. With this follows strict environmental performance
(no pollution) and the protection of ecosystems and biodiversity. The
company maintains close relations with the local communities through
company initiatives, donations and employee volunteer work.
Investors
Through dialogue with investors, all aspects of sustainability are
discussed. Of particular importance to investors in the company are
areas related to climate change, supply-chain management, employee
health and safety and governance. New regulations are also being
introduced worldwide putting increased responsibility on listed
companies to identify impacts, risks and opportunities related to climate
change, attempting to boost transparency on the investment risks for
investors.
Suppliers
REC Silicon’s suppliers echo the commitment to reduce the carbon
footprint of the polysilicon value chain. The Company has started a
project to map the carbon emissions of its upstream value chain and to
engage with the suppliers with the largest footprint to set carbon
emission reduction targets. Further engagement will also include a focus
on human rights management.
GOVERNANCE AND RISK MANAGEMENT
The oversight and ultimate responsibility for sustainability-related
matters lie with the Board of Directors. The Board of Directors review
sustainability matters quarterly with regards to HSE and environmental
performance. General performance on sustainability KPIs, as outlined
above, are reviewed on an annual basis, where the effectiveness of
policies and actions are also assessed. The need for actions and
improvements may result in revised policies and the launch of programs
and initiatives to be implemented in the following year. All targets and
related KPIs are approved by the Board of Directors.
The Board of Directors consists of five members, with a 60% female
representation and 60% of the members being independent. The
members have strong sustainability credentials, either as executives
of renewable energy companies or as experts and advisors within
climate-related and renewable energy-related NGOs and investment
businesses. For further details on the Board of Directs, see the
Company Overview Section of the Annual Report.
At the senior management level, the Vice President of HSE, PSM and
HR has the responsibility for health & safety, human resources/social
matters, as well as environmental performance. The organization has
additional administrative resources dedicated to the monitoring of
environmental performance in relation to regulatory reporting
obligations to the US Environmental Protection Authority (EPA).
Such reporting typically covers GHG emissions, emissions to air and
water discharge.
Sustainability-related matters are integrated into the overall risk
management framework of the Company. The risk management system
is in the process of being ISO 14001 certified, which is expected to be
complete during 2023. Group management sets the context in which
risks are managed and supervises the risk management process. Group
management performs separate risk evaluations based on a top-down
approach. Risk assessments are presented to the Audit Committee and
the Board of Directors. The Board conducts a review of risks in
connection with the approval of the annual budget.
Group management regularly updates the Board of Directors including
operational reviews, HSE (Health, Safety and Environment) performance,
financial highlights and key performance indicators. Prior to each Board
meeting, the CEO prepares a report to the Board of Directors, which
includes this information in addition to any items requested by Board
members and items requiring action by the Board of Directors. Because
the Group operates internationally, it is required to comply with
numerous national and international laws and regulations. All business
activities and processes must be conducted in accordance with laws, and
regulations.
REC Silicon Annual Report 2022
Sustainability report
2. CLIMATE AND THE ENVIRONMENT
REC Silicon delivers products that are integral to the green transition as
key inputs to the renewable energy industry and to the electronics and
semiconductor industries, both of which are central to the electrification
of society. Climate-related matters therefore represent an opportunity
set for the Company.
At the same time, the Company’s business and value chains are very
energy intensive and result in significant carbon emissions. The value
chains also require substantial water resources, generate emissions to
air, water and soil, and produces large volumes of solid waste. In addition
to these impacts, there are obvious climate-related risks that may affect
the Company going forward, both in terms of physical risks and
transition risks.
IMPACTS
1) CO
2
e emissions
REC Silicon’s current production levels result in around 200,000 tons of
carbon emissions, where the primary driver is energy use. This equals
approximately 46 tons of CO
2
e per ton of product. The Company
recognizes its responsibility to minimize these emissions through
utilizing available technologies, as well as implementing efficiency
improvements in production to reduce energy use and switching to
renewable energy sources.
2) Water use
The company’s operations currently have a gross water consumption of
about 2.5 million cubic meters, equivalent to more than 500 cubic
meters per ton produced. None of the production locations are in areas
of high baseline water stress, according to the World Wildlife Fund’s
Water Risk Filter global dataset. The water discharge amounts to 1.5
million cubic meters, which is subject to strict environmental standards
to ensure that any discharged water is above drinking water standard.
3) Waste
The operations generate in excess of 4,500 tons of waste, equal to one
ton of waste per ton of product. The waste consists mostly of non-
hazardous solid waste generated from processing metallurgical grade
silicon and from air pollution control (scrubbers), which is pressed and
sent to a local landfill for disposal. Less than 0.03% is hazardous waste.
4) Pollution
REC Silicon operates under a minor source air quality permit ensuring
little or no emissions to air. The Company uses scrubbers to capture any
pollutants, as outlined in the separate section on waste above.
RISKS
1) Energy and CO
2
e emissions
With 2.8 terajoule of annual direct and indirect energy usage, REC Silicon
is exposed to risks related to energy supply and costs. The primary
energy source is natural gas, while grid electricity is used as a secondary
energy source. The Company is therefore exposed to future risks related
to energy availability, as well as carbon taxes on fossil energy consumed.
The upstream supply chain is also highly energy intensive and faces
similar risks. Establishing a financially and environmentally sustainable
energy sourcing strategy is therefore highly important.
2) Water resources
While the Company does not operate in areas of high water-stress,
future climate change that leads to increased frequency and severity of
droughts may affect access to water. Storm water management may
also be an issue related to physical climate change due to the risk of
more extreme weather patterns.
3) Waste
Future requirements to increase waste recycling could imply extra costs
for the Company and no meaningful technology exists to turn the solid
waste into recyclable or reusable products. REC Silicon collaborates
with other producers to investigate applicable solutions that could be
used.
OPPORTUNITIES
1) Solar energy
Based on the International energy Agency (IEA) World Energy Outlook
2022, the pathway to 1.5
0
Celsius global warming involves net zero
emissions by 2050. In this scenario, unabated fossil fuels need to be
replaced by about 300 exajoule per year (EJ/year) of low-emission
energy sources with electricity’s share of final energy consumption
required to increase from about 20% today to 50% in 2050. Solar PV
energy supply is expected to make up nearly 40% of the required
increase in renewable energy supply and 25% of total energy supply by
2050. This is equivalent to 124 EJ/year of energy, a 26-fold increase
from the 5 EJ/year provided from solar energy in 2020 and requires an
enormous ramp up of the production capacity of the entire value chain
for solar PV panels. Consequently, the IEA estimates that the global
production capacity for polysilicon needs to double from 2022 to 2030
and increase further thereafter.
2) Battery storage
The electrification of society brings the need for energy storage
solutions, both within transport and for intermittent renewable energy
like solar and wind to ensure stable and efficient grid distribution of
power. It is estimated that battery production needs to increase 100-
fold to keep pace with the energy transition. Silane gas is regarded as a
promising anode material for batteries. In addition to the abundance of
silicon and comparably low cost, silane may provide additional benefits
in reducing the space needed for batteries, improving the energy density,
and allow for more abundant raw materials to be used in the production
of batteries.
REC Silicon Annual Report 2022
Sustainability report
3) Low carbon polysilicon
The expected growth in solar energy production requires substantial
resources to produce all inputs required for the panels. The resource and
energy use involved in manufacturing solar panels is estimated to emit
between 10 and 15 gigatons tons of CO
2
e by 2050, and potentially up to
30 gigatons in a high-growth scenario .
1)
REC Silicon is a member of the Ultra Low-Carbon Solar Alliance, which
has a target to reduce the CO
2
e footprint of solar panels by 50%. This
could save 5-7.5 gigatons of CO
2
e emissions by 2050. Establishing a full
low-carbon value chain for polysilicon is therefore a significant
opportunity for the Company and one which is backed by recent
legislative initiatives in the US.
POLICIES
REC Silicon has established a Code of Conduct and Sustainability Policy
that forms the overriding framework for the management of climate-
related impacts, risks and opportunities, as well as other environmental
matters. The Code sets goals and commitments relating to:
• Reducing the carbon intensity of the polysilicon production
• Increasing the use of renewable energy in the production processes
• Sourcing of raw materials from suppliers using low-carbon
production methods
• Reducing waste at all stages in production and ensure maximum
recycling
• Using a systematic approach to identify, manage, and track air
emissions, storm water management and waste management
The Company has also set a specific commitment to reduce the carbon
intensity per ton of product by 40% within 2027 (base-year 2021).
The objective of The Code is to minimize the impact of the Company’s
operations on the climate and the environment in general, including any
impact on the local communities where the Company operates. The Code
also represents an overall framework for making the Company future-fit
to manage risks related to climate and the environment, as well as
capture opportunities for growth. The Code applies to all the Company’s
operations.
The actions and plans related to the policy objectives are further
outlined below.
ACTIONS AND PLANS
1) Restarting Moses Lake to reduce carbon intensity
The current polysilicon production from REC Silicon’s Butte facility uses
the Siemens technology, which accounts for about 90% of all worldwide
polysilicon production
2)
. The Siemens method is batch-based with
frequent shutdowns and restarts of the reactors. This involves extensive
heating and cooling processes consuming significant amounts of energy.
In contrast, the Moses Lake facility uses the fluidized bed reactor (FBR)
technology, which uses 80%-90% less energy per ton of product than
the Siemens method. Energy consumption is the main driver of the
carbon footprint of polysilicon, along with natural gas. Since the
production capacity of Moses Lake is more than three times higher than
the Butte facility, the carbon intensity of REC Silicon’s overall output
would fall significantly as the production at Moses Lake ramps up. The
MWh / ton of product
Normalised Energy Intensity
Electricity Other fossil fulesNatural Gas
Moses LakeBue
tCO
2
e/t 43.4
tCO
2
e/t 12.9
-70%
tCO
2
e/t
Carbon Intensity vs Moses Lake Capacity Utilization
Target 25.4
1
Technological learning for resource efficient terawatt scale photovoltaics, Energy & Environmental Science Journal Issue 10, 2021
2
https://www.bernreuter.com/polysilicon/production-processes/
REC Silicon Annual Report 2022
Sustainability report
products from the facility are specifically targeting the solar energy
industry, which means that the Company will contribute meaningfully to
reducing the overall carbon footprint of solar panels.
The plan to restart Moses Lake towards the end of 2023 is ambitious
and requires REC Silicon to have success along several critical lines:
• A significant capital expenditure budget and complex operations are
involved in restarting a facility that has been mothballed since 2019
• Adequate product quality must be reached and maintained
• There must be sufficient market demand for the product and long-
term off-take contracts need to be secured
• REC Silicon needs to secure significant funding for the restart project
2) Mapping upstream Scope 3 emissions to
reduce value chain carbon intensity
In addition to its membership in the Ultra Low-Carbon Solar Alliance,
which is involved in the downstream value chain in the solar industry, REC
Silicon believes it can have additional impact in the upstream value chain.
REC Silicon has not assessed its Scope 3 emissions previously, so it is
difficult to set clear and measurable targets for the potential emission
reductions. However, based on various industry reports and scientific
publications on the energy and resource use through the solar industry
value chain, the upstream Scope 3 emissions may be illustrated as in the
graph to the right (tons of CO
2
e per ton of product):
REC Silicon intends to work directly with the major suppliers to calculate
the carbon footprints of the products and/or services delivered to the
Company and use internal data where applicable and possible. The
Company will adhere to the GHG Corporate Value Chain Accounting
Reporting Standard in calculating upstream Scope 3 emissions.
The outcome of the two above-mentioned plans is expected to
contribute to the Code of Conduct and Sustainability Policy’s objective
to reduce the carbon intensity of the Company’s production. Since
Moses Lake has the potential to source renewable hydropower, the
actions may also increase the use of renewable energy in the Company’s
production. Moreover, mapping the upstream Scope 3 emissions will
enable REC Silicon to potentially make choices to source key inputs from
the least carbon-intensive suppliers.
Additional efforts to increase water use efficiency and to explore ways
to recycle or reuse solid waste are in the planning phase and are
expected to become more material in the coming years.
TARGETS AND PERFORMANCE
The targets adopted performance for climate-related and environmental matters are summarized in the table below.
TARGET UNIT BASE YEAR
BASELINE
VALUE 2022
TARGET
VALUE
TARGET
YEAR
2022 VS
TARGET
Carbon Intensity per ton of product
(Scope 1+2, Market Based) tCO
2
e/Mt 2021 42.4 46.1 25.4 2027 181%
Environmental Permit Breaches # Continuous n.m. 6 0 n.m. n.m.
Expected overall mix
REC Silicon Baseline Scope 1+2 vs Upstream
LowHighREC Scope +
REC Scope + Baseline MGS Other upstream
Upstream Scope 3
REC Silicon Annual Report 2022
Sustainability report
Climate
During 2022, net production volumes dropped by 4%, while energy
usage increased by 4% so the energy intensity went up by 8% compared
to 2021. The main reason is a change in the product mix in 2022, which
had a higher proportion of polysilicon compared to 2021.
Polysilicon, as the ultimate end-product for the company, is more energy
intensive than silane gas which is used both as an input to polysilicon and
as a stand-alone product. The production of polysilicon uses significantly
more electricity, which explains the 6% increase in electricity
consumption year-over-year.
Another driver for the increased energy use, although more minor, was
higher activity related to preparations started for the start-up of the
Moses Lake facility, which resulted in the number of employees growing
by 25% compared to the previous year.
Despite slightly lower production volumes, Scope 1 emissions were flat
owing to the above-mentioned change in product mix. Scope 2 emissions
were up by 6% in line with increased electricity consumption due to the
11% increase in polysilicon production.
As a result, the carbon intensity increased by 9% from 2021 to
46.1tCO
2
e/ton. The company maintains a target of 25.4 tCO
2
e/ton by
2027. This is driven by the start-up of Moses Lake, which uses 80%-
90% less energy per ton of polysilicon than the Butte facility, the only
active facility in 2022. Moses Lake is due to start up during Q4’23 and
there will likely be limited change in the carbon intensity until 2024.
CLIMATE PERFORMANCE UNIT 2020 2021 2022
% CHANGE
2022/2021
Production Numbers
Polysilicon production Mt 969 1,307 1,453 11%
Net Silane gases production Mt 3,084 3200 2,890 -10%
Total production Mt 4,053 4,507 4,343 -4%
ENERGY
Energy Consumption
Coal and coal products MWh 0 0 0 n.m.
Crude oil and petrolum products MWh 478 459 527 15%
Natural gas MWh 171,152 179,924 180,236 0%
Other non-renewable sources MWh 14 57 21 -64%
Nuclear products MWh 0 0 0 n.m.
Purchased or acquired electricity, heat, steam and cooling from
non-renewable sources
MWh 498,701 563,179 595,022 6%
Total non-renewable energy consumption MWh 670,346 743,619 775,806 4%
Share of non-renewable sources in total energy consumption % 100% 100% 100%
Direct Energy Consumption MWh 171,645 180,440 180,784 0%
Indirect Energy Consumption (Electricity) MWh 498,701 563,179 595,022 6%
Total Energy Consumed MWh 670,346 743,619 775,806 4%
Energy Intensity MWh/Mt 165 165 179 8%
GHG EMISSIONS
Scope 1 GHG Emissions
Gross Scope 1 GHG emissions tCO
2
e 31,019 32,608 32,799 1%
Scope 2 GHG Emissions
Gross location-based Scope 2 emissions tCO
2
e 136,580 154,240 162,960 6%
Gross market-based Scope 2 emissions tCO
2
e 140,227 158,358 167,311 6%
Total GHG emissions (Scope 1 + Scope 2, Location Based) tCO
2
e 167,599 186,848 195,759 5%
Total GHG emissions (Scope 1 + Scope 2, Market Based) tCO
2
e 171,246 190,966 200,110 5%
Carbon Intensity (Scope 1 + 2, Market Based) tCO
2
e/Mt 42.3 42.4 46.1 9%
Scope 3 Emissions tCO
2
e n.a. n.a. n.a. n.m.
REC Silicon Annual Report 2022
Sustainability report
Restatement of historical figures
For the 2022 report, REC has restated the historical figures for CO
2
emissions and for energy usage. This refers to five items:
• Natural gas consumption has been restated at the request of the US
Environmental Protection Agency (EPA), where the adjustment refers
to pass-through volumes of natural gas to an adjacent hydrogen
production facility owned by a third party. This is the main reason for
the reduction in energy consumption.
• The energy mix reported for 2021 included a data error that
classified natural gas consumption as diesel consumption, which
overstated the Scope 1 GHG emission numbers.
• The classification of energy mix has been restated to fit with current
reporting standards, where diesel and gasoline are reported as “crude
and petroleum products”, while propane is reported as “other non-
renewable sources”.
• The denominator for carbon intensity (production volume) has been
changed to reflect that part of the silane production volumes is used
as input in polysilicon production, so to avoid double counting, only
the net silane production is used to measure carbon intensity. Actual
production numbers for polysilicon have also been updated and
corrected. Carbon intensity is now calculated based on market-based
Scope 2 emissions.
• Updated CO
2
factors for grid electricity purchased in the WECC
Northwest NWPP region.
• Carbon intensity is now market based, while the 2021 and 2020
figures were location based.
The effects of the restatements are as follows:
2020 2021
RESTATEMENT EFFECT UNIT NEW OLD % CHANGE NEW OLD % CHANGE
Polysilicon productin Mt 969 906 7% 1,307 1,225 7%
Net Silane gases production Mt 3,084 4,545 -32% 3,200 5,142 -38%
Total production Mt 4,053 5,451 -26% 4,507 6,367 -29%
Energy consumption
Crude and petroleum products MWh 478 226,508 -100% 459 231,224 -100%
Natural gas MWh 171,152 281 n.m. 179,924 184 n.m.
Other non-renewable sources MWh 14 0 n.m. 57 0 n.m.
Purchased electricity MWh 498,701 497,373 0% 563,179 562,290 0%
Total non-renewable energy consumption MWh 670,346 724,162 -7% 743,619 793,698 -6%
Direct Energy Consumption MWh 171,645 226,797 -24% 180,440 231,250 -22%
Indirect Energy Consumption (Electricity) MWh 498,701 497,373 0% 563,179 562,290 0%
Total Energy Consumed MWh 670,346 724,170 -7% 743,619 793,540 -6%
Energy Intensity MWh/mt 165 125 32% 165 133 24%
Scope 1 GHG emissions tCO
2
e 31,019 59,982 -48% 32,608 61,168 -47%
Total GHG emissions (Location Based) tCO
2
e 167,599 225,220 -26% 186,848 225,220 -17%
Total GHG emissions (Market Based) tCO
2
e 171,246 n.a. 190,966 n.a.
Carbon Intensity tCO
2
e/Mt 42.3 37.6 12% 42.4 35.4 20%
REC Silicon Annual Report 2022
Sustainability report
Environment
Water withdrawal was up from the previous year, owing to the previously
mentioned change in product mix which is more energy and water
intensive than was the case for 2021. As before, around 60% of the
water is discharged back to surface water where the water quality is
subject to strict regulatory requirements.
Waste volumes and intensity was lower in 2022 than in 2021. Only a
small fraction (0.7%) was diverted from disposal for recycling. Of the
total waste, only a fraction (0.03%) is hazardous waste, while 96% is
solid waste from production and from scrubbers used to capture
emissions. There are still few, if any, solutions for the reuse or recycling
of this waste, which explains why the recycling rate still is low.
REC Silicon experienced a total of 6 environmental permit breaches
during 2022, double that of the previous year. Of these, four were WET
test failures for pollutants in wastewater, while one refers to an NPDES
permit violation where the company failed to have a compliant sample of
wastewater and one refers to a DEW WPB inspection. While the company
is not satisfied with the increase in breaches, none of the 2022 incidents
were serious.
ENVIRONMENTAL PERFORMANCE UNIT 2020 2021 2022
% CHANGE
2022/2021
Non-GHG emissions to air, direct
SOx sulphur dioxide emissions Mt n.a. n.a. 0.5 n.m.
NOx nitrogen oxides emissions Mt n.a. n.a. 55.2 n.m.
CO carbon monoxide emissions Mt n.a. n.a. 32.6 n.m.
Volatile organic compounds emissions (VOC) Mt n.a. n.a. 2.0 n.m.
Particulate matter Mt n.a. n.a. 15.0 n.m.
Coarse particulate matter (PM10) Mt n.a. n.a. 5.8 n.m.
Fine particulate matter (PM 2.5) Mt n.a. n.a. 3.2 n.m.
Other Mt n.a. n.a. 5.0 n.m.
Water
Surface water withdrawn from freshwater Mill m
3
2.4 2.2 2.4 9%
Produced water withdrawn from freshwater Mill m
3
0.1 0.1 0.1 0%
Total water withdrawal Mill m
3
2.5 2.3 2.5 9%
Water discharge to surface water Mill m
3
1.4 1.5 1.5 -1%
Water discharge to groundwater Mill m
3
0.0 0.0 0 n.m.
Water discharge to third-party water Mill m
3
0.0 0.0 0 n.m.
Total water discharge Mill m
3
1.4 1.5 1.5 -1%
Total water consumption Mill m
3
1.1 0.8 1.0 26%
Share of water from regions with High Water Baseline Stress % 0 0 0 n.m.
Share of water from regions with Extremely High Water Baseline Stress % 0 0 0 n.m.
Water discharge share of water withdrawal % 57% 64% 59% n.m.
Water consumption per produced unit '000 m
3
/Mt 0.27 0.18 0.24 31%
Waste water discharge per produced unit '000 m
3
/Mt 0.36 0.32 0.33 3%
Waste
Hazardous waste generated Mt 0.4 1.4 1.6 19%
Hazardous waste diverted from disposal Mt n.a n.a 0.8 n.m.
Hazardous waste directed to disposal Mt n.a n.a 0.8 n.m.
Non-hazardous waste generated Mt 5,176 5,315 4,519 -15%
Non-hazardous waste diverted from disposal Mt n.a n.a 29 n.m.
Non-hazardous waste directed to disposal Mt n.a n.a 4,490 n.m.
Total waste generated Mt 5,176 5,316 4,520 -15%
Total waste diverted from disposal Mt n.a. n.a. 30 n.m.
Total waste directed to disposal Mt n.a. n.a. 4,491 n.m.
Waste Intensity
Hazardous waste per produced unit Mt 0.0 0.0 0.0 4%
Total waste per produced unit Mt 1.3 1.2 1.0 -12%
Ecological Impacts
Total number of permit breaches # 3 3 6 100%
Number of serious incidents or environmental releases # 0 0 0 n.m.
REC Silicon Annual Report 2022
Sustainability report
3. HEALTH AND SAFETY
Health and safety have the highest priority and REC Silicon aims to
prevent all work-related accidents, injuries, and occupational illnesses.
The target is zero incidents, zero injuries, and no harm to employees,
contractors, partners, customers, and communities. Maintaining a strong
health and safety performance represents the Company’s license to
operate.
POLICIES
The Code of Conduct and Sustainability Policy sets goals and
commitments for health and safety. REC Silicon follows the strategy that
all accidents, injuries, and occupational illnesses are preventable.
REC Silicon aims for every activity to be carried out safely and securely
and to comply with the highest international health, safety and security
standards and the prevailing laws and regulations everywhere the
Company operates. The Company aims for continuous improvement and
to empower all organizational levels to implement a management
approach based on the principles of precaution, prevention, protection,
and risk management.
ACTIONS AND PLANS
REC Silicon has an extensive set of HSE procedures, safety departments
at each facility, and employee-driven processes that monitor, audit and
further develop safety procedures, practices, and protocols. Health and
Safety actions and plans are continuous efforts that focus on:
• Design, engineering practices, administrative controls and
safe work practices
• Personal protective equipment
• Educational materials and continuous safety training
• Obligation for employees to report all safety concerns
• On-site emergency teams and off-site back up response teams
• Safe job analysis and hazard recognition audits
• Visible safety information in all facilities with updated logs visible
to all employees
Workplace safety and health is communicated to all employees in a
monthly safety meeting. This meeting provides updated information to
the employees and a platform for them to raise any concerns. The
processing of such concerns shall be documented and addressed in the
subsequent safety meeting.
REC Silicon requires its suppliers and business partners to share the
same commitment. The Company monitors the suppliers’ safety records
annually to ensure that safe work practices are strictly adhered to and
that all measures to ensure a safe and healthy work environment for
their employees are taken. Suppliers shall be able to provide records
upon the request of REC Silicon.
TARGETS AND PERFORMANCE
The Company has targets for three of the KPIs related to health and
safety. The performance is benchmarked against the national average
for REC Silicon’s NAICS industry classification (Non-ferrous metals
(except aluminium) manufacturing):
TARGET
TARGET
VALUE COMMENT
LTI rate 0
TRIF 0
Serious incidents 0
TRIF < National Industry
Average
< 100% NAICS Non-ferrous metal
(except aluminum) manufacturing
Health and safety performance improved during 2022 with the number
of lost time injuries dropping by 75% from 2021. The company is also
well below the national average for its industry, as defined by NAICS
Sector 331410 and reported by the US Bureau of Labor Statistics. The
reduction was driven by an increased emphasis on root causes and
having an on-site PA to manage injuries, as well as closer collaboration
with employees in understanding the jobs.
The number of Safe Job Analysis fell by 6% year-on-year and the
Company has a focus in 2023 to reinvigorate this process and get
employees re-engaged to understand the optionality for doing these
analyses during normal work hours. The number of Hazard Recognition
Audits increased by 5% as a total of 20 audits were completed at Moses
Lake in preparation for the start-up of production.
REC Silicon Annual Report 2022
HEALTH AND SAFETY PERFORMANCE UNIT 2020 2021 2022
% CHANGE
2022/2021
Man Hours
Hours worked # 531,040 538,758 592,816 10%
Serious incidents (SI) # 0 0 0 n.m.
Lost time injuries (LTI) # 2 4 1 -75%
Total recordable injuries (TRI) # 6 8 8 0%
Serious incidents frequency (SIF) # / mn hrs 0 0 0 n.m.
Lost time injuries frequency (LTIF) # / mn hrs 3.8 7.4 1.7 -77%
Total recordable injuries rate (TRIF) # / mn hrs 11.3 14.8 13.5 -9%
Total fatalities # 0 0 0 n.m.
National Average TRIF for NAICS Sector 331410
1)
# / mn hrs 16 16 16
REC Silicon TRIF vs National Average % 71% 93% 84%
Job Safety
Safe Job Analyses # 334 299 281 -6%
Hazard Recognition Audits # 414 331 349 5%
Process Safety
Leakages # n.a. n.a. 0 n.m.
Spills # n.a. n.a. 0 n.m.
1
US Bureacu of Labor Statistics, latest iteration 2020
4. SOCIAL MATTERS
REC Silicon relies on a highly skilled workforce to maintain adequate
performance in its operations. Moreover, with the plans to restart the
Moses Lake facility, a significant rise in headcount is required and the
Company needs to ensure that it can attract the right talent and offer
equal opportunities for all. Furthermore, REC Silicon is a major employer
in the communities where it operates, contributing jobs and tax income
and has a responsibility towards community development overall.
REC Silicon is in a significant recruitment process relating to the start-up
of the Moses Lake facility, with a 25% growth in the workforce during
2022. It is essential for the company to be regarded as a safe and fair
employer to be able to complete its recruitment drive in the coming years.
POLICIES
The Code of Conduct and Sustainability Policy sets goals and
commitments for equal treatment and human rights. REC Silicon
commits to internationally recognized human and labor rights standards,
including:
• The International Bill of Human Rights
• The UN Guiding Principles on Business and Human Rights
• The OECD Guidelines for Multinational Enterprises
• The ILO Declaration on Fundamental Principles and Rights at Work
• The National Labor Relations Act (NLRA)
These standards are further integrated into other fundamental
documents of the Company’s internal regulatory system.
The Company strives to provide a working environment that is:
• Free from any form of discrimination, abuse, harassment or
intimidation
• Free from discrimination based on gender, race, ethnical
background, sexual orientation, age, political beliefs, marital
status, or any other status
• Free from all forms of child labor, human trafficking, modern
slavery and compulsory or forced labor
• Respective of the freedom of association and collective
bargaining, as defined by the NLRA
• Respective of employees’ rights to freedom of opinion and
expression, freedom of thought, conscience, and religion
• Offering fair working conditions in accordance with all
applicable legislation to the employees
• Offering training to ensure that the employees conduct
business ethically, honestly and in compliance with all applicable
laws and regulations.
REC Silicon requires its suppliers and business partners to share the
same commitment.
Sustainability report
REC Silicon Annual Report 2022
Sustainability report
ACTIONS AND PLANS
REC Silicon has ongoing community participation through United Way,
Relay for Life and Adoption of Families for Christmas. The Company also
participates in local Emergency Planning Committees. Employees are
allocated time off to participate in voluntary local community activities.
During the recruiting and hiring phase at Moses Lake, training has been
implemented to ensure hiring managers understand the philosophy of
unconscious biases and ensure that we are selecting the most qualified
candidates regardless of gender, ethnicity, race, or any other factors. All
of Management in the hiring process are currently subject to ongoing
training. Ultimately, REC Silicon’s goal is to be the company of choice due
to its offering of equal opportunities for employees.
In addition, manager core training is being offered to ensure that
Management gives solid constructive feedback and improve listening
skills. This is the foundation of building good interplant relationships at
all levels of the organization. Executive Management supports and
encourages this type of training initially and on an on-going basis.
TARGETS AND PERFORMANCE
The total workforce increased by 25% during 2022, primarily related
to the preparations for the restart of Moses Lake, which accounted for
roughly 70% of the increase in personnel. The gender balance is
relatively stable, and the company has not succeeded in attracting an
increased female representation in new hires, apart from a slight
increase in leadership positions. The female/male pay gap is at 90%,
which is reasonable, but can be improved.
REC Silicon now reports on a significantly expanded format when it comes
to its workforce composition. The new data will be considered for future
actions and plans to address imbalances and future targets. Data for
training has been compiled on a manual basis for 2022 (5,595 hours in
total), but the number of training hours are now being tracked automatically
from 2023 as part of the overall tracking system for the company.
WORKFORCE, DIVERSITY, TRAINING UNIT 2020 2021 2022
% CHANGE
2022/2021
Number of employees
Total number of permanent employees # 281 289 360 25%
Temporary employees # n.a. n.a. 5
Non-guaranteed hours employees # n.a. n.a. 0
Total new hires # n.a. n.a. 99
Permanent employee turnover rate % n.a. n.a. 4.6%
Employees - by age
< 30 # n.a. n.a. 30
30-39 # n.a. n.a. 87
40 - 49 # n.a. n.a. 84
50 - 59 # n.a. n.a. 114
> 60 # n.a. n.a. 50
Employees in total # n.a. n.a. 365
< 30 % n.a. n.a. 8%
30-39 % n.a. n.a. 24%
40 - 49 % n.a. n.a. 23%
50 - 59 % n.a. n.a. 31%
> 60 % n.a. n.a. 14%
Employees in total % n.a. n.a. 100%
Employees - by gender
Male # 233 241 306 27%
Female # 48 48 54 13%
Total # 281 289 360 25%
Male % 83% 83% 85%
Female % 17% 17% 15%
Total
REC Silicon Annual Report 2022
Sustainability report
WORKFORCE, DIVERSITY, TRAINING CONTINUED UNIT 2020 2021 2022
% CHANGE
2022/2021
Gender balance
Employees (women share of total) % 17% 17% 15%
Leadership positions (women share of total) % 25% 14% 17%
Executive management positions (women share of total) % n.a. n.a. 20%
New hires (women share of total) % n.a. n.a. 15%
Board of Directors (women share of total) % 50% 40% 60%
Earnings ratio - base salary (women:men) % n.a. n.a. 90%
Employee training
Average training hours per employee per year # n.a. n.a. 19
Local community interaction
Donations to Local Communities USD 23,000 1,250 33,905
- Contribution by employees % 33% 62% 35%
Volunteer hours to programs and charitable organizations # 900 611 600
5. BUSINESS CONDUCT
REC Silicon’s ambition is to operate in an ethical manner based on legally
sound business practices in all respects. The Company sets high
standards of integrity and believes that a sound business must be based
on value-based management and clear guidelines on ethics and
sustainability. REC Silicon creates value by supporting a competitive
market, operating fairly, and fighting illegal practices.
POLICIES
The Code of Conduct and Sustainability Policy sets goals and
commitments relating to:
• Anti-corruption and bribery
• Governance, including cooperation with authorities, political
contributions, conflicts of interest, confidential information
and intellectual property and whistle blowing.
• Supply chain management
The Company has zero tolerance for any form of corruption, without
exception, and supports the ten principles of the UN Global Compact and
the OECD Guidelines for Multinational Enterprises. REC Silicon is also
subject to the US Foreign Corrupt Practices Act.
The ethical and reputational reliability of potential business partners are
ascertained before any business relationship is entered into and all are
asked to comply with and share REC Silicon’s anti-corruption principles.
Supply chain audits are undertaken to ensure compliance with the
standards, as well as on human rights.
Non-compliance with the anti-corruption and bribery regulations are
regarded as a serious violation and a disciplinary matter. Employees are
protected against any sanctions from REC Silicon or any representative
of the Company for refusing to participate in any action that is or can be
perceived as corruption, bribery, or facilitation payment.
REC Silicon has a whistle-blower service, and all employees have a right
and duty to report any violations of the principles of the Code of
Conduct. Information shared through the whistle-blower process will be
shared only with those who have a need to know and will be kept
confidential within the enforcement of the Code of Conduct.
ACTIONS AND PLANS
Although REC Silicon has conducted supplier audits for several years,
the Company plans to develop a Supplier Code of Conduct during 2023,
which will formalise the general principles of the Company when it comes
to health and safety and human and labor rights. Suppliers will be
required to sign this document and the Company will conduct regular
audits to ensure compliance with the obligations of suppliers.
As a Norwegian domiciled company, REC Silicon is subject to the
requirements of the 2022 Norwegian Transparency Act, which has been
established to ensure that companies respect basic human rights and
decent working conditions.
The Act sets requirements for Norwegian companies to establish a
systematic and integral process to ensure the above is the case
throughout its supply chain. Companies are required to conduct an
annual due diligence process to assess related impacts and risks in the
supply chain and to publish a publicly available report of the findings.
Companies are also required to answer any questions from the public
regarding basic human rights and decent working conditions in its supply
chain in writing. Pursuant to the Act, REC Silicon will publish its annual
Transparency Report within 30th June 2023 and make the report
available in the Corporate Governance section at its website.
REC Silicon Annual Report 2022
Sustainability report
TARGETS AND PERFORMANCE
REC Silicon has zero tolerance for corruption and human rights violations and our targets are therefore aligned with this. The entire workforce has
been trained on human rights and anti-corruption matters, and we are pleased that there have been no incidents of human rights violations, nor
corruption incidents, during the past three years.
Supplier audits were largely postponed during the Covid-19 years, but the company has now established a plan to get these back on track during 2023.
BUSINESS CONDUCT UNIT 2020 2021 2022
Human rights and corruption
On-site audits of suppliers on human rights # 0 3 0
Self-directed audits of suppliers on human rights # 0 0 0
Human rights violations recorded # 0 0 0
Proportion of workforce completed human rights training % n.a. n.a. 100%
Proportion of workforce completed anti-corruption training % n.a. n.a. 100%
Anti-corruption violations recorded # 0 0 0
Whistleblower incidents recorded # 0 0 0
REC Silicon Annual Report 2022
Sustainability report
GOVERNANCE
Describe the board’s oversight of climate-related
risks and opportunities
The Board of Directors considers climate-related matters when reviewing and guiding strategy, risk management
policies and business plans, as well as setting performance objectives. Climate-related risks are part of the overall risk
framework for the Company and are reviewed regularly by the Board and at least quarterly. Climate-related opportunities
are reviewed frequently and are considered particularly relevant as the Company is part of the value chain for the
fast-growing solar PV industry. In yearly meetings, the Board will consider progress towards climate-related goals and
targets, relevant policy frameworks and set new performance goals and targets, where relevant.
Describe the management’s role in assessing and
managing climate-related risks and opportunities
Project and operational risks are reported monthly to the management along with related KPIs and are considered by the
executive management at least quarterly. Climate-related opportunities are managed as part of the Company’s ongoing
business and strategy. The responsibilities are distributed across the management level, with a separate function
responsible for oversight of sustainability in general, including climate-related risks and opportunities. A full overview of
all sustainability matters, including climate-related risks and opportunities, are presented to the Board of Directors once
a year for approval in preparation for the annual- and sustainability reports.
STRATEGY
Describe the climate-related risks and
opportunities the organization has identified
over the short, medium and long term
See risks and opportunity table on page 21. REC Silicon defines short term as 0-2 years, medium term 3-5 years and
long term more than 5 years. This is in line with the time horizons specified in the draft ESRS of the EU Corporate
Sustainability Reporting Directive (CSRD). The process to determine which of the climate-related risks and opportu-
nities that could have a material financial impact has been integrated into the Company’s overall strategic plan, which
involves re-starting the Moses Lake facility to capture growth opportunities in the Solar PV industry and in sourcing
raw materials from low-carbon suppliers to lower the life-cycle carbon footprint of the Company’s products.
Describe the impact of climate related risks and
opportunities on the organization’s business,
strategy and financial planning
The transition to a low-carbon society involves the electrification of energy supply, as well as digitalization of society.
The Company supplies polysilicon, which is a key input in both solar PV panels and in semiconductors and is therefore an
integral part of the “green transition”. The strategy is therefore to aggressively pursue growth in these industries. REC
Silicon is committing substantial financial resources to re-start the Moses Lake facility, securing financing both from
external sources and through commercial arrangements as part of the financial planning process. The Company’s value
chains are energy- and emission intensive and it is therefore strategically imperative to minimize production related
GHG emissions. The Company follows a clear strategy to significantly grow its production of low-carbon polysilicon and
silane gases, as part of an industry-wide effort.
Describe the resilience of the organization’s
strategy, taking into consideration different
climate-related scenarios, including a 2
0
C or lower
scenario
The Company has undertaken scenario analyses for the demand for the solar PV industry, as part of its long-term
strategy. In particular, the various scenarios published by the International Energy Agency (IEA) have been considered
to inform the Company’s strategy with regards to growth opportunities, as well as the need to secure access to raw
materials and inputs, as well as energy sources, that are resilient to both physical and transition risks. Tighter scenarios
involving global warming in line with the Paris Agreement (1.5
0
C) is likely to provide substantial growth opportunities for
the Company’s products targeting the solar PV industry. Looser scenarios implying increased levels of global warming
are also likely to result in significant market growth for the Company’s products. In both cases, the high energy intensity
of the operations expose the Company to risks related to energy prices in general, and carbon taxes on fossil fuel
sources in particular. This is primarily managed through focusing capacity expansion on production processes that
consume significantly less energy than conventional methods. This reduces the carbon footprint of the Company’s
products by more than 70% compared to conventional polysilicon. Overall, the Company believes its strategy is resilient
towards climate-related risks and opportunities.
TCFD DISCLOSURES
REC Silicon Annual Report 2022
Sustainability report
RISK MANAGEMENT
Describe the organization’s processes for
identifying and assessing climate-related risks
Risks of a more strategic nature are identified and assessed through continuous stakeholder dialogue and participation
in collaboration and initiatives across the value chain. In general, it involves mapping of supply chains to ensure access
to low-carbon raw materials and a high degree of renewable energy sources. Operational climate-related risks are iden-
tified and assessed continuously as part of the risk management system. The risk management system is in the process
of being ISO 14001 certified, expected to be completed during 2023, which will include a continuous improvement plan.
Describe the organization’s processes for
managing climate-related risks
The key strategic risk element is to ensure low-carbon raw materials and energy sources. Raw materials are sourced
through long-term frame agreements with key suppliers that are chosen on the basis of security of supply and low car-
bon footprints. Energy for the production processes is, where possible, secured from renewable sources, such as hydro-
power. Generic risks related to operations are managed as part of the overall safety and risk management system.
Describe how processes for identifying,
assessing and managing climate-related risks
are integrated into the organization’s overall
risk management
Generic risks are managed at group level through the general risk management system, including physical climate
risks like adverse weather and water scarcity. Longer term risks, like transition risks, are part of the overall strategic
framework of the Company and are integrated into long-term planning, along with the corresponding climate-related
opportunities.
METRICS AND TARGETS
Disclose the metrics used by the organization to
assess climate-related risks and opportunities
in line with its strategy and risk management
process
The key metric used is Scope 1 + 2 GHG emissions per ton of product produced. This also involves sub metrics such
as energy intensity per ton of product produced and the percentage of renewable energy used in production.
Scope 2 emissions are market based. The GHG emissions are calculated in line with the GHG Protocol.
Disclose Scope 1, Scope 2, and, if appropriate,
Scope 3 GHG emissions, and the related risks
GHG emissions have been reported annually since 2011 (Scope 1 + 2). See Climate Disclosures in this report.
The Company has also committed to assess its upstream Scope 3 emissions within 2027.
Describe the targets used by the organization to
manage climate-related risks and opportunities
and performance against targets
The Company has a target to reduce the GHG intensity of its production (Scope 1 and 2) by 40% by 2027 with 2021 as the
baseline. The Company is starting a process to map its upstream Scope 3 emissions and will consider setting targets
relating to this in the future.
REC Silicon Annual Report 2022
Sustainability report
CLIMATE RELATED RISKS
RISK TYPE CLASSIFICATION DESCRIPTION LIKELIHOOD MITIGATION TIMEFRAME
Acute Increased severity and frequency of extreme
weather like storms and drought leading to
disruption of operations, supply of raw
materials and energy supply
More likely than
not
• Emergency response preparedness
• Risk management systems
• Inventory management
• Energy market analysis and sourcing strategy
MT ->
Chronic Water scarcity affecting operations
About as likely
as not
• Reduce water intensity of operations LT
Policy and legal Higher carbon pricing levels impacting the cost
of natural gas and electricity from non-renewa-
ble sources
Very likely • Energy efficiency improvements
• Focus production on the FBR technology,
which consumes 80%-90% less energy than
the Siemens method
• Source electricity from renewable sources
MT ->
Restrictions on emission levels
Likely • Ensure production is energy efficient and
low carbon
MT ->
Transportation costs increase due to higher
carbon prices
Likely • Conscious supplier choices
• Fossil-free transportation solutions
MT ->
Technology Polysilicon is replaced as a key conducting mate-
rial in the electronics or solar industry with other
solutions that are less energy intensive
About as likely
as not
• Explore alternative uses for polysilicon
• Develop silane gas as battery anode material
LT
Market Buyers of polysilicon continue to require lower
embodied carbon emission of polysilicon, which
may impact the operations at Butte, which has a
high carbon footprint
Very likely • Energy efficiency improvements at Butte
• Use renewable electricity at Butte
• Source raw materials from low-carbon
producers
MT ->
Reputation Stigmatization of industry sectors with high
energy usage and emissions
More likely
than not
• Focus products on sectors driving or enabling
the green shift
LT
Time Horizons: ST (short-term) 0-2 years, MT (medium term) 3-5 years, LT (long term) More than 5 years
PhysicalTransition
REC Silicon Annual Report 2022
Sustainability report
CLIMATE RELATED OPPORTUNITIES
OPPORTUNITY TYPE DESCRIPTION LIKELIHOOD DRIVER TIMEFRAME
Energy efficiency Use the FBR technology to produce polysilicon,
this technology requires 80%-90% less energy
per ton of product than the Siemens technology
(90% of world production)
Very likely • Restart production from Moses Lake facility
in Q4’23 (solely FBR production
• Secure long-term offtake contracts with
solar industry
ST ->
Product quality Produce higher purity polysilicon from the Butte
facility to capture more positive end-product
impact relative the resources and inputs used
Very likely • Improvement programs at the Butte facility
Reuse of raw
materials
Reuse solid waste from processing
Very likely • R&D into alternative uses for the solid waste
created from processing MGS into silane and
polysilicon
• Improve system for container tracking
• Establish initiatives for plastics use reduction
and recycling
LT
Lower emission
sources
Source electricity required in production
from renewable energy sources
Very likely • Moses Lake facility has access to hydropower
• Purchasing green energy certificates for Butte
production
• Energy market analysis and sourcing strategy
MT ->
Source MGS from suppliers with access to
renewable energy
Very likely • Direct purchasing volumes to producers of low-
carbon MGS
• Require suppliers to switch to renewable energy
MT ->
Diversification Develop silane gas as anode material for battery
storage solutions, particularly for EV industry
Likely • Collaborate with battery storage providers to
develop solutions
MT ->
Solar PV industry Capture the substantial growth in the
deployment of solar panels as a key renewable
energy source
Very likely • Restart Moses Lake
• US regulatory initiatives (such as the Inflation
Reduction Act)
• Low-carbon value chain
ST ->
Semiconductor
industry
Capture the substantial growth associated
with the digitalization of society
Very likely • Production efficiency improvements at Butte
• US regulatory initiatives (such as the CHIPS Act)
MT ->
Energy transition Firmly placed in value chains that are key
enablers in the energy transition
Very likely • Continue to develop capacity in line with
market growth
• Continuous improvement to reduce
negative impacts of production processes
and downstream distribution
ST ->
Time Horizons: ST (short-term) 0-2 years, MT (medium term) 3-5 years, LT (long term) More than 5 years
Resource efficiencyEnergy sources
Products
and services
MarketsResilience
REC Silicon Annual Report 2022
REC Silicon ASA (the “Company” or “REC Silicon”) and its
subsidiaries (together REC Silicon Group/the Group),
endorses the Norwegian Code of Practice for Corporate
Governance (Code of Practice) issued by the Norwegian
Corporate Governance Board, most recently revised on
October 14, 2021.
1. IMPLEMENTATION AND REPORTING ON CORPORATE
GOVERNANCE
The Board of Directors of REC Silicon (“Board”) has prepared the
following report that explains the Group’s corporate governance
practices and how it has complied with the Code of Practice in the
preceding year. The application of the Code of Practice is based on the
“comply or explain” principle and deviations from the code, if any, is
explained under the relevant item. The Group’s corporate governance
practices are subject to annual reviews and discussions by the Board.
REC Silicon Group deviated from the recommendations in the Code of
Practice on two sections at year-end 2022. These deviations pertained
to separate proxy voting for candidates to the Board (Section 6) and
separate regulations for takeover bids (Section 14).
The following sections provides a discussion of the company’s corporate
governance in relation to each section of the Code of Practice.
2. BUSINESS
REC Silicon believes the solar industry plays a key role as a long-term
supplier of sustainable energy and its business is focused on the
production of polysilicon and silicon gases for the solar and electronics
industries. To make solar electricity competitive with traditional energy
sources, the Group focuses on product improvements and cost
reductions through the introduction of new process and product
technologies as well as continuous productivity enhancement and
technology development.
The Group’s business corresponds with the purpose of the Company
which is described in its Articles of Association § 3: “The Company’s
purpose is development and sale of products and services related to
renewable energy sources, and to perform other financial operations
related to such. The Company may, through subscription of shares or in
any other ways, including granting of loans, acquire interests in other
companies with identical or similar purposes”.
The Board has defined clear strategies, business goals and risk profile
for the Group’s business activities, to create value for its shareholders in
a sustainable manner considering financial, social and environmental
factors. This includes efficient and responsible utilization of resources
to the benefit of all its stakeholders.
Sustainability is at the core of REC Silicon’s business model and the
Company acknowledges its responsibilities toward the environment,
society and the local communities in which it operates. The Board carries
the responsibility to secure acceptable sustainability performance and
has implemented various policies providing business practice guidance
and reporting procedures to ensure continuous improvement. An
account of the Company’s sustainability performance is included in the
ESG report in the annual report.
The Group’s strategies, business goals and risk profile are reviewed on
an annual basis and presented in the annual report, quarterly reports,
and at various investor meetings.
3. EQUITY AND DIVIDENDS
The Group’s consolidated equity was USD 60.4 million at December 31,
2022, which represented 18.9 percent of total assets. The debt-to-
equity ratio was 4.3. The Board monitors the Group’s capital structure
and takes actions necessary to ensure that it is appropriate for the
current objectives, strategy, and risk profile. Reference is also made to
the consolidated financial statements note 3.3 regarding capital
structure and financing and note 3.1 regarding financial risk and to the
report of the Board.
Board of Directors’ report on
Corporate Governance
Board of Directors’ report on corporate governance
REC Silicon Annual Report 2022
The Group’s ambition is to give its shareholders a high and stable return
on their investment and to be competitive compared with alternative
investment opportunities with comparable risk. To support committed
investments and productivity improvements, the Board’s view so far has
been that retained earnings should be used within the Company.
Accordingly, there has been no distribution of dividends to the
shareholders since the Company was publicly listed in 2006, and no
proposed dividend payments for the financial year 2022.
The Board will continue to assess the capital structure based on the
goals, strategies, risk profile, and the financial situation of the Company.
At the Annual General Meeting (AGM) on June 22, 2022, the Board was
granted the following authorities:
• Authority to increase the share capital with up to NOK 84,125,000
through one or several share capital increases. The authorization to
acquire shares may be used for one or more of the following purposes:
- in connection with investments, acquisitions, or other corporate
purposes
- for use for incentive programs for employees
• Authority to acquire treasury shares in the Company (up to a
maximum of ten percent of the face value of the share capital).
As of December 31, 2022, the authorization has not been used.
These authorities were restricted for defined purposes and each
mandate was considered separately. They are valid until the AGM in
2023 or no later than 15 months from the date of the 2022 AGM.
For further information about the mandates given to the Board,
reference is made to the minutes from REC Silicon’s 2022 AGM
and EGMs, which are available on the Company’s website
(www.recsilicon.com).
4. EQUAL TREATMENT OF SHAREHOLDERS AND
TRANSACTIONS WITH CLOSE ASSOCIATES
The Company seeks to conform to the principles for equal treatment
of shareholders. In the event of a share capital increase based on
authorization from the general meeting, where the pre-emptive rights
of shareholders are set aside, grounds will be provided in the stock
exchange notice in which the share capital increase is announced.
In the event of a share buy-back program, the Board will aim to ensure
that all related transactions are carried out either through the trading
system or at prevailing prices at Oslo Børs. The Board will consider
company’s and shareholders’ interests and aim to maintain transparency
and equal treatment of all shareholders. In the event of limited liquidity
in the Company’s shares, the Company shall consider other ways to
ensure equal treatment of all shareholders. There were no transactions
in own shares during 2022.
5. FREELY NEGOTIABLE SHARES
REC Silicon has one class of shares and each share confers one voting
right at the General Meetings. The Company’s shares are listed on the
Oslo Stock Exchange, where they are freely transferable. There are no
restrictions on owning, trading or voting for shares in the Articles of
Association.
6. GENERAL MEETINGS
The Board shall ensure that as many of the Company’s shareholders as
possible are able to exercise their voting rights at the Company’s general
meetings, and that the general meeting is an effective forum for
shareholders and the Board. Extraordinary general meetings (EGM) can
be called by the Board of Directors if deemed necessary or be requested
by the company’s auditor or shareholders representing at least 5% of
the company’s share capital.
Notification
The Board of Directors ensures that the resolutions and supporting
information distributed are sufficiently detailed, comprehensive and
specific, allowing shareholders to form a view on all matters to be
considered at the meeting. The notice of the General Meeting and
supporting documents are made available on the Company’s website no
later than 3 weeks prior to the date of the meeting. The deadline for
shareholders to give attendance notice is set as close to the date of the
meeting as possible, and minimum 5 days prior to the General Meeting.
Shareholders may request that specific matters be considered by a
general meeting by written notice to the Board within 7 days prior to the
time limit for notice of the General Meeting together with a proposal for
resolution and reasons why the matter is proposed for consideration. If
the notice has already been distributed, a new notice shall be distributed
if the time limit for notice to the General Meeting has not expired.
Participation and execution
The Chairman of the Board, the Board members, the auditor, and the
members of the Nomination Committee are normally present at the
General Meeting. All Board members are encouraged to attend the
meeting.
The Chairman of the Board nominates an independent chair for election
to lead the meeting.
The right to participate and vote at the general meeting may only be
exercised by shareholders whose shareholdings are entered in the
Norwegian Central Securities Depository (the “VPS”), on the fifth day
prior to the general meeting, as stipulated by the Articles of Association
in accordance with statutory law. Instead of participating at the general
meeting, shareholders may vote in advance or grant a proxy, with or
without voting instructions as further described in this notice.
The AGM is held by the end of June every year in the municipality where
the Company has its registered business address or in Oslo. If required,
the Board may hold the AGM digitally. The 2022 Annual General Meeting
was held digitally on June 22, with 39.67% of the Company’s shares
represented.
Board of Directors’ report on corporate governance
REC Silicon Annual Report 2022
On May 2, 2022, the Board called for an EGM in connection with the
election of new members to the Board of Directors, with 35.79% of the
shares represented.
On October 21, 2022, the Board called for an EGM in connection with
the election of new members to the Board, with 45.93% of the shares
represented.
On December 1, 2022, the Board called for an EGM in connection with
the election of an additional member to the Board, with 40.54% of the
shares represented.
Deviation from the Code of Practice
The Code recommends separate voting for candidates to the Board.
However, it is not possible to vote separately on each candidate
nominated to the Board because the composition of the Board must be
in accordance with applicable legislation regarding gender
representation and qualifications for committee assignments. The
nomination committee’s proposal is given with respect to such
legislation. Should a situation arise where the composition of the Board
might conflict with applicable legislation, the situation, and
consequences of electing a board contrary to legislation should be
discussed at the General Meeting and shareholders should base their
votes on the views discussed.
7. NOMINATION COMMITTEE
The Nomination Committee is governed by the Articles of Association
section 6. The AGM on June 22, 2022, elected the following three
members for the Nomination Committee for the period until the AGM in
2023: Mr. Junghey Chae (chair), Dr. Sungchoon Kang, and Dr. Jieun Lee.
The nomination committee does not include any executive personnel or
any member of the Board. Mr. Junghey Chae is an employee of the
Company’s main shareholders. The remaining members of the
Nomination Committee are independent of the Board and Group
Management.
The General Meeting stipulates the rules of procedure for the
Nomination Committee and determines the Committees’ remuneration.
The Nomination Committee gives its recommendation to the General
Meeting on election of and compensation to members of the Board, in
addition to election of members of the Nomination Committee. Each
proposal is justified on an individual basis. All shareholders are entitled
to nominate candidates to the Board, and information on how to propose
candidates can be found on the Company’s website.
8. BOARD OF DIRECTORS:
COMPOSITION AND INDEPENDENCE
Pursuant to the Articles of Association section 6, the Company’s Board
shall consist of three to twelve members. On 31 December 2022, the
Board consisted of five members (see table below), of which three were
female and independent from the main shareholders. The directors are
elected by the General Meeting for a term of one year and may be re-
elected.
The EGM on May 2, 2022, elected Mr. Koo Yung LEE as chair, Mr. Maeng
Yoon KIM as deputy chair, Dr. Renate Oberhoffer-Fritz, and Ms. Heike
Heiligtag, to replace Kristian Monsen Røkke as chair, Anette Malm
Justad as deputy chair, Audun Stensvold, Lene Landøy, and Mr. Seung
Deok PARK.
The EGM on October 21, 2022, elected Mr. Tae Won JUN (chair), Mr.
Dong Kwan KIM (deputy chair), and Ms. Paraskevi (Vivian) Bertseka, to
replace Mr. Koo Yung LEE as chair, Mr. Maeng Yoon KIM as deputy chair,
and Ms. Heike Heiligtag subsequent to her prior resignation. Dr. Renate
Oberhoffer-Fritz was retained from the prior Board.
The EMG on December 22, 2022, elected Ms. Roberta Benedetti as a
fifth Board member.
Overview of the Board at December 31, 2022:
NAME ROLE
CONSIDERED
INDEPENDENT
OF MAIN
SHAREHOLDERS
INDEPENDENT OF
GROUP MANAGEMENT
AND MATERIAL
BUSINESS CONTACTS SERVED SINCE TERM EXPIRES
PARTICIPATION
BOARD MEETINGS
2022
Tae Won JUN Chair (from 21 October 2022) No Yes 21-Oct-2022 AGM 2023 1 of 7
Dong Kwan KIM Board Member No Yes 21-Oct-2022 AGM 2023 1 of 7
Dr. Renate Oberhoffer-Fritz Board member Ye s Yes 02-May-2022 AGM 2023 4 of 7
Paraskevi (Vivian) Bertseka Board member Yes Yes 21-Oct-2022 AGM 2023 1 of 7
Roberta Benedetti Board Member Yes Yes 22-Dec-22 AGM 2023 0 of 7
Board of Directors’ report on corporate governance
REC Silicon Annual Report 2022
All members of the Board are considered independent of the Company’s
executive management and material business contacts.
The Company’s annual report and the website provides information to
illustrate the expertise of the members of the Board. The Board
considers its composition to be diverse and represent required
competencies including financial and industrial experience. Board
members are encouraged to own shares in the Company. An overview
of Board members’ share ownership in the Company is available in note
16 to the consolidated financial statements.
9. WORK OF THE BOARD OF DIRECTORS
The Board has the ultimate responsibility for the management of the
Company and the Group and for supervising Group Management.
The Board has adopted “Rules of procedures for the Board of Directors,”
which regulates the Board’s responsibilities, duties, and administrative
procedures as well as the tasks and duties of the Chief Executive Officer.
The Board has also adopted a Chart of Authority regulating matters that
are to be decided by the Board and matters that may be decided by
Group Management. The Chart of Authority distinguishes between
investment decisions, customer contracts, procurement contracts,
compensation, and finance and is reviewed on an annual basis. The Board
holds at least one meeting per year with the auditor and without any
members of Group Management or administration present.
The Board has adopted guidelines to ensure it is informed of and how
to handle potential transactions and matters to be considered by the
Board, in which members of the Board, Group Management or close
associates are involved. The Board must review and approve all
transactions between the Group and Group Management or the Board.
The Company uses independent third-party valuations in case of
significant transactions with closely related parties which are not to
be considered by the General Meeting. There was one agreement
announced in 2022 between the Group and its shareholders, directors,
Group Management or other related parties that could be described as
a material transaction. Details on the related-party transaction are
disclosed in the consolidated financial statements, note 10.
The Board has established two committees: an Audit Committee and
a Compensation Committee.
Audit Committee
The Company’s Audit Committee is governed by the Norwegian Public
Limited Liability Companies Act and the Audit Committee Charter, which
sets out the tasks and rules of procedure of the Committee.
The Committee members are appointed by and among the Board of
Directors. At December 31, 2022, the Audit Committee members were
Dr. Renate Oberhoffer-Fritz, Ms. Paraskevi (Vivian) Bertseka. On
February 22, 2023, Roberta Benedetti was appointed by the Board of
Directors as an additional member of the Audit Committee. The Audit
Committee held 6 meetings in 2022.
The Audit Committee supports the Board with the assessment and
control of financial risk, financial reporting, auditing, control, and prepares
discussions and resolutions for Board meetings. It has no decision-making
authority. The Audit Committee reviews complaints regarding accounting,
internal controls, and auditing matters. In addition, under the whistle-
blower procedure, complaints from employees and other concerned
parties are received and followed up by the Audit Committee.
The Audit Committee makes recommendations to the Board with
respect to the Group auditor and the auditor’s fees, as assessing the
auditor’s independence, including considering any non-audit-related
services provided.
Compensation Committee
The Compensation Committee is governed by the Norwegian Public
Limited Liability Companies Act and the Compensation Committee
Charter, which sets out the tasks and procedures of the Committee. The
Compensation Committee members are appointed by and among the
Board of Directors. At December 31, 2022, the Compensation
Committee members were Tae Won JUN and Dong Kwan KIM, both
independent of the Group Management. During 2022, the Compensation
Committee met three times.
The Compensation Committee supports the Board by preparing
resolutions on the terms and conditions of employment for the Chief
Executive Officer and the general principles and strategies for
compensation of Group Management including bonus and share based
compensation as well as other personnel matters.
10. RISK MANAGEMENT AND INTERNAL CONTROL
The Group’s risk management system shall ensure that the Group has a
systematic and uniform approach to risk management. The system
defines roles, responsibilities, processes and procedures, standards,
tools and documentation, including considerations related to integrating
stakeholders in relation to the Company’s value creation.
Group Management sets the context in which risks are managed and
supervises the risk management process. Group Management performs
separate risk evaluations based on a top-down approach. Risk
assessments are presented to the Audit Committee and the Board. The
Board performs a review of risks in connection with the approval of the
annual budget.
Group Management regularly updates the Board including operational
reviews, HSE (Health, Safety and Environment) measures, financial
highlights and key performance indicators. Prior to each Board meeting,
the Chief Executive Officer prepares a report to the Board, which
includes this information in addition to any items requested by Board
members and items requiring action by the Board. The Chief Executive
Board of Directors’ report on corporate governance
REC Silicon Annual Report 2022
Officer also has pre-meetings and informal discussions with the Board
throughout the year.
Because the Group operates internationally, it is required to comply with
numerous national and international laws and regulations. All business
activities and processes must be conducted in accordance with laws, and
regulations.
To strengthen internal control, the Group has established an
Anticorruption Policy and procedures, provided training to employees
and managers, and performed a fraud risk assessment. Whistleblower
complaints and other internal control activities are presented to the
Audit Committee according to the Audit Committee charter.
To ensure consistent financial reporting throughout the Group, financial
information is reported through a computerized financial reporting
system utilizing a common chart of accounts and procedures designed
to ensure the consistency of information reported. Subsidiaries
accumulate transactional information, period end balances, and
performance statistics through ERP systems designed to meet the
business requirements of each operation. Quarterly and year-end
reporting processes are expanded to meet various supplementary
requirements.
The quarterly and yearly reporting process and significant accounting
and reporting issues are discussed with the Audit Committee in the
presence of the external auditor.
The Group’s financial risk management is described in the consolidated
financial statements (note 3). Reference is also made to the Board of
Directors’ report that includes an analysis of the financial statements
and the risk factors.
11. REMUNERATION OF THE BOARD OF DIRECTORS
The members of the Board receive remuneration in accordance with
their individual roles. Prior to May 12, 2020, Board members who
participate in the Audit Committee or the Compensation Committee
received additional compensation.
Board remuneration is not linked to Company performance and members
are not granted share options.
Details on the remuneration of the Board of Directors are disclosed in
the consolidated financial statements (note 16).
Members of the Board and/or companies with which they are associated
should not take on specific assignments for the Company in addition to
their appointment as a member of the Board, but if they do, this shall be
disclosed to the full Board. The remuneration for such additional duties
will be approved by the Board. There were no such assignments in 2022.
12. REMUNERATION OF THE GROUP MANAGEMENT
The guidelines for salary and other compensation to Executive
Management was presented at the AGM in June 2022. The policy was
last updated in 2022 and was approved by the general meeting. The
Board determines remuneration of the Chief Executive Officer while
remuneration of Group Management is determined according to
guidelines. The Board’s statement regarding compensation of leading
employees, required by accounting act act §7-31b, is included in note 16
of the consolidated financial statements.
The remuneration of the Group Management consists of a basic salary,
relevant additional benefits and membership in the Company’s pension
and insurance schemes. The remuneration also includes performance
bonuses for selected individuals based on an annual performance related
compensation system. In addition, the Board has adopted an incentive
program for retaining key personnel. The performance bonuses are linked
to the Group’s financial performance and defined KPI’s over time and
includes incentives related to performance the employees can influence.
There are absolute limits for the performance-related remuneration,
where maximum performance bonus pay-out for the management varies
between 25 and 50 percent of the annual basic salary.
Details on the remuneration of the Chief Executive Officer and other
members of Group Management are disclosed in the consolidated
financial statements (note 16).
The Board extended the long-term incentive program for retaining key
personnel, whereby employees’ entitlements are linked to the share price
development of the Company’s shares. The share-based program was
introduced in 2014 and includes a lock-up period for shares awarded and
an absolute limit for the maximum gain in each calendar year, however, no
shares were issued in 2022. Further details on the incentive program is
disclosed in note 32 of the consolidated financial statements.
The 2022 AGM voted separately on the compensation to leading
employees and the statement regarding long-term incentive plans.
13. INFORMATION AND COMMUNICATION
The Company treats its investors equally. Timely information is published
simultaneously to all investors in accordance with applicable legislation
and regulation in order to provide the best possible basis for evaluation
of Company performance. All information is provided in English.
The Board adopted an Investor Relations (IR) policy specifying, among
other things, who is entitled to speak on behalf of the Company on
various subjects and with guidelines for the Company’s contact with
shareholders other than through General Meetings.
Interim reports are published on a quarterly basis, in line with Oslo Stock
Exchange’s recommendations. Interim reports include presentations to
provide an overview of operational and financial developments, market
outlook, and the Company’s prospects. The presentations are open to
the public and made available through a webcast. The Chief Executive
Officer, the Chief Financial Officer and the IR Officer are normally
present at the quarterly presentations. Furthermore, the Company
keeps an ongoing dialogue with its investors and makes presentations to
analysts and investors through various conferences and events.
Board of Directors’ report on corporate governance
REC Silicon Annual Report 2022
The Company observes a “Silent Period” extending from the last day of
the quarter until operating results are released publicly. During this
period, Group Management is not available for discussions with
investors or analysts. The IR Officer is available on a limited basis to
provide material previously released and to facilitate the collection and
distribution of consensus forecasts. The Investor Relations function is in
charge of coordinating the Company’s communications to the market
and to existing and potential investors of the Company. The IR Officer is
an independent contractor that reports to the Chief Financial Officer.
14. TAKE-OVERS
The Company has no defence mechanism to prevent take-over bids.
The Board is open to initiatives that are commercially and financially
attractive for the shareholders. The Board will assess potential offers in
accordance with applicable legislation and Code of Practice
requirements in due course.
Any transaction that effectively constitutes a disposal of a majority of
the Company’s activities will be decided by the General Meeting.
Deviation from the Code of Practice
The Board has not established separate guidelines in the event of a take-
over bid as recommended by the Code of Practice. Take-over bids are
usually specific, one-off, events which makes preparation of guidelines
challenging. In the event of a take-over process, the Board will ensure
that the Company’s shareholders are treated equally, and that the
Company’s activities are not unnecessarily interrupted. The Board will
further seek to comply with the relevant recommendations from the
Code of Practice.
15. AUDITOR
The Company’s external auditor, KPMG, is appointed by the General
Meeting and is independent from the Company.
The auditor participates at Board meetings with respect to the Annual
Financial Statements. The auditor comments on any material changes in
the Company’s accounting principles, material estimates used to
calculate accounting figures, and reports disagreements between the
auditor and Group Management.
The auditor presents significant identified weaknesses and proposals
for improvements of the internal control procedures annually to the
Board with an annual confirmation that the auditor has satisfied the
requirements for independence together with a summary of all services
provided to the Group. The auditor meets with the Audit Committee and
the Board at least once a year without the Chief Executive Officer or any
other member of the Group Management present.
The auditor is also required to participate in meetings of the Audit
Committee and present the main features of the audit plan to the
Committee.
Remuneration of the auditor is approved by the General Meeting.
The auditor provides a break-down between audit and non-audit
services, and information is provided to the General Meeting about
non-audit services provided by the auditor. The Board has issued
guidelines regarding Group Management’s use of the auditor for
services other than audit. These guidelines include a list of services
that are preapproved for fees up to NOK 500,000 and requires audit
committee approval for all other non-audit services or if fees are more
than NOK 500,000. For more information about remuneration to the
auditor, see note 22 to the consolidated financial statements.
The auditor participates at the AGM and presents the independent
auditor’s report.
Board of Directors’ report on corporate governance
REC Silicon Annual Report 2022
REC Silicon Annual Report 2022
FINANCIAL STATEMENTS
REC Silicon Group
& REC Silicon ASA
REC SILICON GROUP
Consolidated statement of financial position
Consolidated statement of income
Consolidated statement of comprehensive income
Consolidated statement of changes in equity
Details of consolidated comprehensive income
Consolidated statement of cash flows
Index of the notes to the consolidated financial statements
Notes to the consolidated financial statements
REC SILICON ASA
Balance sheet (NGAAP)
Income statement (NGAAP)
Statement of cash flows (NGAAP)
Index of the notes to the financial statements
Notes to the financial statements
REC Silicon Annual Report 2022
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
REC SILICON GROUP
(USD IN MILLION) NOTES 2022 2021
ASSETS
Non-current assets
Intangible assets 6 1.0 0.9
Land and buildings 6 31.1 33.3
Machinery and production equipment 6 24.6 34.7
Other tangible assets 6 2.7 2.6
Assets under construction 6 62.4 12.5
Property, plant and equipment 6 120.9 83.1
Right of use assets 7 30.4 33.2
Other non-current receivables 12 0.1 0.0
Financial assets and prepayments 0.1 0.0
Total non-current assets 152.3 117.3
Current assets
Inventories 13 38.3 33.1
Trade and other receivables 12 23.2 29.6
Restricted bank accounts 14 0.8 4.4
Cash and cash equivalents 14 105.3 110.5
Total current assets 167.5 177.6
Total assets 319.9 294.9
REC Silicon Annual Report 2022
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
REC SILICON GROUP
(USD IN MILLION) NOTES 2022 2021
EQUITY AND LIABILITIES
Shareholders' equity
Paid-in capital 3,027.7 2,918.2
Other equity and retained earnings -2,967.3 -2,884.9
Total shareholders' equity 60.4 33.3
Non-current liabilities
Retirement benefit obligations 19 8.6 13.4
Non-current provision, interest calculation 20 19.3 20.2
Non-current financial liabilities, interest bearing 17 4.2 115.2
Non-current lease liabilities 7 65.8 67.9
Other non-current liabilities, not interest bearing 32 1.3 1.6
Total non-current liabilities 99.1 218.2
Current liabilities
Trade payables and other liabilities 20 46.5 29.4
Derivatives 11 0.0 0.0
Current financial liabilities, interest bearing 17 111.0 11.3
Current lease liabilities 7 2.8 2.6
Current prepayments, interest calculation 20 0.1 0.2
Total current liabilities 160.3 43.5
Total liabilities 259.5 261.6
Total equity and liabilities 319.9 294.9
Lysaker, March 23, 2023
Board of Directors
This document is signed electronically.
Tae Won Jun
Chairman of the Board
Dong Kwan Kim
Deputy Chair
Vivian Bertseka
Member of the Board
Roberta Benedetti
Member of the Board
Dr. Renate Oberhoffer-Fritz
Member of the Board
William K. Levens
President and CEO
REC Silicon Annual Report 2022
CONSOLIDATED STATEMENT OF INCOME
REC SILICON GROUP
(USD IN MILLION) NOTES 2022 2021
Revenues 5 147.8 143.2
Cost of materials -27.3 -17.1
Changes in inventories -3.8 -8.9
Employee benefit expenses 16, 24, 32 -44.1 -41.7
Other operating expenses 22 -107.1 -75.6
Other income and expenses 23 -0.5 7.9
EBITDA
1)
-34.9 7.7
Depreciation 6 -19.9 -25.2
Amortization 6 0.0 0.0
Depreciation of right of use assets 7 -3.1 -3.0
Impairment 6, 7, 8 -0.3 -0.3
Total depreciation, amortization and impairment -23.4 -28.5
EBIT
2)
-58.3 -20.8
Financial income 25 1.9 0.1
Net financial expenses 9, 25 -20.9 -23.6
Net currency gains/losses 25 -9.7 0.8
Net financial items -28.7 -22.7
Profit/loss before tax from continuing operations -87.0 -43.5
Income tax expense/benefit from continuing operations 18 0.0 0.0
Profit/loss from continuing operations -87.0 -43.5
Profit/loss from discontinued operations, net of tax
1)
17, 30 0.1 13.4
Profit/loss from total operations -86.8 -30.1
Attributable to:
Owners of REC Silicon ASA -86.8 -30.1
Earnings per share (In USD)
From continuing operations
-basic 26 -0.21 -0.12
-diluted -0.21 -0.12
Earnings per share (In USD)
From total operations
-basic 26 -0.21 -0.08
-diluted 26 -0.21 -0.08
1)
EBITDA - EBIT excluding depreciation, amortization and impairment.
2)
EBIT - Profit/loss excluding income tax expense/benefit, net financial items, and profit/loss from investments in associates.
REC Silicon Annual Report 2022
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
REC SILICON GROUP
(USD IN MILLION) 2022 2021
Profit/loss -86.8 -30.1
Other comprehensive income, net of tax:
Items that will not be reclassified to profit or loss:
Remeasurement of defined benefit plans 3.5 4.3
Sum items that will not be reclassified to profit or loss 3.5 4.4
Items that may be reclassified subsequently to profit or loss:
Currency translation differences 0.9 0.0
Sum items that may be reclassified subsequently to profit or loss 0.9 0.0
Total other comprehensive income 4.4 4.3
Total comprehensive income -82.4 -25.7
Total comprehensive income attributable to:
Owners of REC Silicon ASA -82.4 -25.7
REC Silicon Annual Report 2022
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
REC SILICON GROUP
ATTRIBUTABLE TO EQUITY HOLDERS OF REC SILICON ASA
(USD IN MILLION) NOTES
SHARE
CAPITAL
SHARE
PREMIUM
OTHER PAID-IN
CAPITAL
TOTAL PAID-IN
CAPITAL
OTHER
EQUITY
COMPREHENSIVE
INCOME
TOTAL
EQUITY
Year 2021
At January 1, 2021 53.6 2,822.7 41.8 2,918.2 539.0 -3,398.2 59.0
Share issue 0.0 0.0 0.0 0.0 0.0 0.0 0.0
Total comprehensive income 0.0 0.0 0.0 0.0 0.0 -25.7 -25.7
At December 31, 2021 53.6 2,822.7 41.8 2,918.2 539.0 -3,423.9 33.3
Year 2022
At January 1, 2022 53.6 2,822.7 41.8 2,918.2 539.0 -3,423.9 33.3
Share issue 5.5 104.0 0.0 109.5 0.0 0.0 109.5
Total comprehensive income 0.0 0.0 0.0 0.0 0.0 -82.4 -82.4
At December 31, 2022 59.2 2,926.7 41.8 3,027.7 539.0 -3,506.3 60.4
REC Silicon Annual Report 2022
This table presents details of comprehensive income
(USD IN MILLION)
TRANSLATION DIFFERENCES
THAT CAN BE TRANSFERRED TO
PROFIT AND LOSS ACQUISITION
RETAINED
EARNINGS TOTAL
Year 2021
Accumulated at January 1, 2021 27.9 20.9 -3,447.0 -3,398.2
Profit/loss 0.0 0.0 -30.1 -30.1
Other comprehensive income:
Items that will not be reclassified to profit or loss:
Remeasurement of defined benefit plans 0.0 0.0 4.3 4.3
Currency translation effects 0.0 0.0 0.0 0.0
Sum items that will not be reclassified to profit or loss 0.0 0.0 4.4 4.4
Items that may be reclassified to profit or loss:
Currency translation differences taken to equity 0.0 0.0 0.0 0.0
Sum items that may be reclassified to profit or loss 0.0 0.0 0.0 0.0
Total other comprehensive income for the period 0.0 0.0 4.4 4.3
Total comprehensive income for the period 0.0 0.0 -25.7 -25.7
Accumulated at December 31, 2021 27.9 20.9 -3,472.7 -3,423.9
Year 2022
Accumulated at January 1, 2022 27.9 20.9 -3,472.7 -3,423.9
Profit/loss 0.0 0.0 -86.8 -86.8
Other comprehensive income:
Items that will not be reclassified to profit or loss:
Remeasurement of defined benefit plans 0.0 0.0 3.5 3.5
Currency translation effects 0.0 0.0 0.0 0.0
Sum items that will not be reclassified to profit or loss 0.0 0.0 3.5 3.5
Items that may be reclassified to profit or loss:
Currency translation differences taken to equity 0.9 0.0 0.0 0.9
Sum items that may be reclassified to profit or loss 0.9 0.0 0.0 0.9
Total other comprehensive income for the period 0.9 0.0 3.5 4.4
Total comprehensive income for the period 0.9 0.0 -83.3 -82.4
Accumulated at December 31, 2022 28.8 20.9 -3,556.0 -3,506.3
REC Silicon Annual Report 2022
CONSOLIDATED STATEMENT OF CASH FLOWS
REC SILICON GROUP
(USD IN MILLION) NOTES 2022 2021
Cash flows from operating activities
Profit/loss before tax
1)
-87.0 -43.5
Less: Government grant (forgiveness of C.A.R.E.S. Act Loan) 21 0.0 -8.3
Income taxes paid/received 18 0.0 0.0
Depreciation, amortization and impairment 6, 7, 8 23.4 28.5
Changes in receivables, prepayments from customers etc. 12 5.9 -2.4
Changes in inventories 13 -5.2 7.9
Changes in payables, accrued and prepaid expenses 20 10.9 4.6
Changes in VAT and other public taxes and duties 20 0.0 -0.6
Currency effects not cash flow or not related to operating activities 25 10.2 -0.7
Other items 22 -0.3 0.0
Net cash flow from operating activities -42.1 -14.6
Cash flows from investing activities
Proceeds/Payments finance receivables and restricted cash 14 1.1 1.5
Proceeds from sale of property, plant and equipment and intangible assets 6 0.0 0.0
Payments for property, plant and equipment and intangible assets 6 -55.9 -8.3
Net cash flow from investing activities -54.8 -6.8
Cash flows from financing activities
Proceeds from issue of share capital 15 109.5 0.0
Payments of lease liabilities 7 -2.6 -2.1
Payments of borrowings and up-front/waiver loan fees 17 -8.1 -0.9
Net cash flow from financing activities 98.8 -3.0
Effect on cash and cash equivalents of changes in foreign exchange rates 25 -7.2 0.0
Net increase/decrease in cash and cash equivalents -5.2 -24.4
Cash and cash equivalents at the beginning of the period 110.5 134.9
Cash and cash equivalents at the end of the period 105.3 110.5
1)
PROFIT/LOSS BEFORE TAX FROM CONTINUING OPERATIONS INCLUDES
Interest Paid -22.0 -22.3
Interest Received 1.9 0.1
1
Profit/loss before tax from continuing operations does not include non-cash gain from the settlement of the indemnification agreement of USD 13.4 million
(see notes 17 and 30).
REC Silicon Annual Report 2022
INDEX OF THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
REC SILICON GROUP
NOTE PAGE
General information
Summary of significant accounting policies
Financial risk management
Critical accounting judgments and key sources of estimation uncertainty
Segment and revenue information
Fixed assets
Leases
Impairments of cash-generating units
Investments
Related party transactions
Derivative financial instruments
Receivables and prepayments
Inventories
Cash and cash equivalents and restricted bank accounts
Shareholder information
Management and Board of Directors’ compensation, loans, shares, bonds
Borrowings
Income tax expense and deferred tax assets and liabilities
Retirement benefit obligations and expenses
Trade payables, provisions and other liabilities
Government grants
Other operating expenses
Other income and expenses
Employee benefits
Financial income and expenses
Earnings per share
Dividends per share
Research and development
Commitments, guarantees, pledges
Other information financial instruments
Claims, disputes, contingent liabilities and contingent assets and risks
Share-based compensation
Events aer the reporting period
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
Notes to the consolidated financial
statements, REC Silicon Group
REC Silicon Annual Report 2022
REC Silicon Annual Report 2022
BALANCE SHEET NGAAP
REC SILICON ASA
AT DECEMBER 31 (USD IN THOUSAND) NOTES 2022 2021
ASSETS
Non-current assets
Equipment and intangible assets B 30 30
Investments in subsidiaries C 133 133
Non-current receivables from subsidiaries D 210,000 193,700
Restricted bank accounts non-current E 0 3,630
Total non-current assets 210,163 197,493
Current assets
Other receivables from subsidiaries D 0 0
Other receivables 362 277
Restricted bank accounts current E 214 225
Total current receivables 576 502
Cash and cash equivalents E 90,841 93,550
Total current assets 91,417 94,052
Total assets 301,580 291,545
REC Silicon Annual Report 2022
BALANCE SHEET NGAAP
REC SILICON ASA
AT DECEMBER 31 (USD IN THOUSAND) NOTES 2022 2021
EQUITY AND LIABILITIES
Shareholders' equity
Share capital G 49,629 44,125
Share premium G 199,677 95,670
Total paid-in capital G 249,306 139,795
Other equity and retained earnings G -60,870 28,559
Total shareholders' equity G 188,436 168,354
Non-current liabilities
Interest-bearing liablities F 0 109,389
Total non-current liabilities 0 109,389
Current liabilities
Trade payables 212 146
Social security tax, VAT and other taxes 30 23
Interest-bearing liabilities F 109,857 10,772
Other current liabilities L 3,045 2,862
Total current liabilites 113,144 13,802
Total liabilities 113,144 123,191
Total equity and liabilities 301,580 291,545
Lysaker, March 23, 2023
Board of Directors
This document is signed electronically.
Tae Won Jun
Chairman of the Board
Dong Kwan Kim
Deputy Chair
Vivian Bertseka
Member of the Board
Roberta Benedetti
Member of the Board
Dr. Renate Oberhoffer-Fritz
Member of the Board
William K. Levens
President and CEO
REC Silicon Annual Report 2022
INCOME STATEMENT NGAAP
REC SILICON ASA
YEAR ENDED DECEMBER 31 (USD IN THOUSAND) NOTES 2022 2021
Revenues 0 0
Employee benefit expenses H -159 -307
Other operating expenses J -2,253 -1,973
EBIT -2,412 -2,279
Interest income, internal K 0 0
Interest income, external 1,813 22
Other financial income K 0 13,407
Interest expense, external K -13,119 -13,066
Other financial expenses K -9 -27
Net currency gains/losses K -7,140 822
Impairment of financial assets M -68,709 -30,908
Net financial items -87,164 -29,750
Profit/loss before income tax -89,576 -32,030
Income tax expenses from continuing operations I 0 0
Profit / loss from continuing operations -89,576 -32,030
Profit / loss from discontinued operations, net of tax 147 0
Profit/ loss for the total operations -89,429 -32,030
Profit/loss for the year is distributed as follows
Other equity (uncovered loss) G -89,429 -32,030
Total distributed -89,429 -32,030
REC Silicon Annual Report 2022
STATEMENT OF CASH FLOWS NGAAP
REC SILICON ASA
YEAR ENDED DECEMBER 31 (USD IN THOUSAND) 2022 2021
Cash flows from operating activities
Loss before tax -89,576 -32,030
Impairment losses financial assets
1)
68,709 30,908
Changes in receivables external -85 -112
Changes in payables 73 216
Reversal of derivatives and indemnification loan 147 -13,407
Currency effects not cash flow or not related to operating activities
2)
-7,232 -741
Other items
3)
7,839 416
Net cash flow from operating activities -20,125 -14,750
Cash flow from investing activities
Proceeds from finance receivables and restricted cash 0 106
Payments of receivables internal
1)
-85,009 0
Net cash flow from investing activities -85,009 106
Cash flow from financing activities
Increase in equity 109,511 0
Net payment of indemnity loan
4)
-7,086 0
Net cash flow from financing activities 102,425 0
Net increase/decrease in cash and cash equivalents -2,709 -14,644
Cash and cash equivalents at the beginning of the period 93,550 108,194
Cash and cash equivalents at the end of the period 90,841 93,550
1)
Impairment losses financial assets. See note M.
2)
The Currency gains and losses are primarily related to liabilities in NOK.
3)
Other items consist of the expensing of up-front loan fees and amortization of interests and other items.
4)
Net payment of indemnity loan is the cash amount paid to Nordea of NOK 63,020. In addition to this amount, the portion of restricted cash of NOK 31,980 was released to
Nordea, equaling the total settlement amount of NOK 95,000.
REC Silicon Annual Report 2022
INDEX OF THE NOTES TO THE FINANCIAL STATEMENTS
REC SILICON ASA
NOTE PAGE
A Summary of significant accounting principles and general
B Equipment and intangible assets
C Shares in subsidiaries
D Receivables from subsidiaries
E Cash and cash equivalents and restricted bank accounts
F Interest bearing liabilities
G Equity
H Employee benefits
I Income taxes
J Other operating expenses
K Interest and currency
L Derivatives, other current liabilities
M Impairment of financial assets
N Research and development
O Guarantees and indemnification agreements
P Related parties
Q Contingent liabilities
R Events aer the reporting period
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTS
REC SILICON ASA
REC Silicon ASA (the Company) is a holding company with corporate
management and financial functions.
The financial statements have been prepared in compliance with
the Norwegian Accounting Act and Norwegian generally accepted
accounting principles (NGAAP) in effect at December 31, 2022 The
Company’s reporting and functional currency is in US Dollar (USD).
The reporting currency used in the consolidated financial
statements is US Dollar (USD). The consolidated financial
statements of the Group have been prepared in accordance with
IFRS. The Company’s accounting principles are similar to the
accounting principles for the Group unless otherwise noted.
Financial statement disclosures for the Company that are
substantially different from the disclosures for the Group are
shown below. See notes to the consolidated financial statements.
Group contributions and dividends that are subject to approval by
the Annual General Meeting are recognized according to IFRS in the
consolidated financial statements at the time of approval. For the
Company’s financial statements according to NGAAP, these are
recognized in the fiscal year they relate to. Group contributions to
subsidiaries are recognized as investment in shares in subsidiaries,
net of tax.
Subsidiaries, jointly controlled entities, and associates are carried
at the lower of cost or estimated recoverable amount in the
Company’s financial statements. In the consolidated financial
statements, these are consolidated or accounted for using the
equity method.
In the Company’s financial statements, payments expected to be
made during the next 12 months on non-current financial assets or
liabilities are reclassified to current financial assets or liabilities.
The financial statements are presented in USD, rounded to the
nearest thousand unless otherwise stated. As a result of rounding
adjustments, the figures in one or more rows or columns included in
the financial statements may not add up to the total of that row or
column.
The financial statements of the Company have been approved for
issue by the Board of Directors on March 23, 2023 and are subject
to approval by the Annual General Meeting scheduled for May 11,
2023.
A SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND GENERAL
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Equipment and intangible assets consist of office equipment and furniture.
There has been no addition and disposal during 2022 and 2021. The tangible assets were fully depreciated at December 31, 2020.
CARRYING AMOUNT
DECEMBER 31
(USD IN THOUSAND)
COMPANY OWNERSHIP/ VOTING RIGHT BUSINESS OFFICE 2022 2021
REC SILICON AS 100% Bærum 11 11
REC SOLAR AS 100% Bærum 122 122
Total 133 133
In 2020 the Company impaired the shares in REC Silicon AS with USD 12,927 thousand as a consequence of REC Silicon AS similar
impairment of their shares in REC Silicon Pte Ltd. See note M.
SUB-SUBSIDARIES OWNERSHIP/VOITING RIGHT BUSINESS OFFICE
REC Solar AS subsidiaries
Gitzeli Solar Energy Production S.A. 100% Greece
REC Greece S.A. 100% Greece
REC Silicon AS subsidiaries
REC Silicon Inc 100% Moses Lake, USA
REC Solar Grade Silicon LLC 100% Moses Lake, USA
REC Advanced Silicon Materials LLC 100% Butte, USA
REC Silicon Pte. Ltd. 100% Singapore
At December 31, 2022, REC Solar AS’s subsidiaries were under liquidation.
B EQUIPMENT AND INTANGIBLE ASSETS
C SHARES IN SUBSIDIARIES
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Non-current interest-bearing receivables from subsidiaries are USD loans to the subsidiaries with carrying value USD 193,700 thousand at
December 31, 2022 and 2021. In 2021 the Company impaired these receivables by USD 25,700 thousand.
In 2022 the Company impaired these receivables by USD 68,709 thousand. These loans are not interest-bearing and is deemed as part of the
long term financing of the US operation. See note M.
Other current receivables consist of receivable/ loan to REC Silicon Pte. Ltd. The Company has impaired the receivables/ loan to REC Silicon
Pte. Ltd due to the subsidiary’s financial situation and obligations. See note M.
The Company has impaired the receivables/ loan to Rec Silicon Pte Ltd due to the subsidiary’s financial situation and obligations.
Cash and cash equivalents consist of bank deposits.
Restricted bank accounts (not included as cash and cash equivalents)
AT DECEMBER 31 (USD IN THOUSAND) 2022 2021
Non-current 0 3,630
Current 214 225
Total restricted bank accounts 214 3,855
The non-current restricted bank account of USD 3 630 is an escrow account which the Company holds with Nordea and has been used as a
part of the settlement of the indemnification loan by the end of February 2022.
At December 31, 2022 current restricted bank accounts include USD 13 thousand to secure employees’ tax deductions (board members)
in REC Silicon ASA.
At December 31, 2021 current restricted bank accounts include USD 41 thousand to secure employees’ tax deductions in REC Silicon ASA.
See note 14 to the consolidated financial statements for a description of restricted bank accounts.
D RECEIVABLES FROM SUBSIDIARIES
E CASH AND CASH EQUIVALENTS AND RESTRICTED BANK ACCOUNTS
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
AT DECEMBER 31 (USD IN THOUSAND) 2022 2021
Non-current
USD senior secured bond 0 110,000
Unamortized fees 0 -611
USD senior secured bond 0 109,389
Total non-current interest bearing liabilities 0 109,389
Current
USD senior secured bond 110,000 0
Unamortized fees -143 0
USD senior secured bond 109,857 0
Indemnification loan 0 10,772
Total non-current interest bearing liabilities 109,857 10,772
Total interest bearing liabilities 109,857 120,160
On October 18, 2021 the Company and Nordea entered into an agreement to settle claims associated with the indemnification loans. Under
the agreement Nordea releases all claims against the Company for NOK 95 million (USD 10.8 million). Consequently, NOK 105 million of
total NOK 200 million of the indemnification loans have been taken to profit and loss. The settlement consists of approximately NOK 32
million (USD 3.6 million) settled through an existing escrow account which the Company held with Nordea with the balance settled in one
payment of approximately NOK 63 million (USD 7.2 million) by the end of February 2022.
See note 17 to the consolidated financial statements for details of the Company’s interest-bearing liabilities.
(USD IN THOUSAND) SHARE CAPITAL SHARE PREMIUM
OTHER EQUITY AND
RETAINED EARNINGS
(UNCOVERED LOSSES) TOTAL
Equity at January 1, 2021 44,125 95,670 60,589 200,384
Loss for the year 0 0 -32,030 -32,030
Equity at December 31, 2021 44,125 95,670 28,559 168,354
Share issue 5,504 104,007 0 109,511
Loss for the year 0 0 -89,429 -89,429
Equity at December 31, 2022 49,629 199,677 -60,870 188,436
At December 31, 2022, REC Silicon ASA had 37,280 shareholders (39,420 at December 31, 2021). The total number of outstanding shares
was 420,625,659 at December 31, 2022 and 372,412,658 at December 31, 2021, each with a par value of NOK 1.
CAPITAL INCREASE/PRIVATE PLACEMENT
On January 19, 2022 the Company successfully completed a private placement of Equity with a gross proceeds of NOK 964 million with
issuing 48,213,001 new shares at NOK 20.
F INTEREST BEARING LIABILITIES
G EQUITY
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Employee benefit expenses
(USD IN THOUSAND) 2022 2021
Payroll -152 -232
Social security tax -7 -16
Pension expense including social security tax 0 0
Other employee related costs 0 -59
Employee benefit expenses -159 -307
The average number of employees measured in man-years was 0.0 during 2022 and for 2021. There were no loans or guarantees to
employees at December 31, 2022 and 2021.
Payroll includes compensation to Board of Directors. For compensation and shareholdings for Group management and Board of Directors
see note 16 to the consolidated financial statements.
PENSION PLANS
At December 31, 2022 and 2021 the Company had no employees and had thereby stopped to maintain a defined contribution pension plan
for employees. As long as the company had employees, the company maintained a contribution plan that fulfilled the requirements of
Norwegian law: “Lov om obligatorisk tjenestepensjon”.
H EMPLOYEE BENEFITS
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Recognized income tax expense
(USD IN THOUSAND) 2022 2021
Current income tax benefit (+) / expense (-) for the year 0 0
Total deferred tax benefit (+) / expense (-) for the year 0 0
Changes in estimates related to prior years1) 0 0
Total income tax benefit (+) / expense (-) for the year in the income statement 0 0
1)
See note Q Contingent Liabilities in relation to the reversal of the estimated tax expense of USD 22,525 thousands in 2020.
Relationships between income tax expense/benefit to profit/loss before taxes
(USD IN THOUSAND) 2022 2021
Profit/Loss for before taxes -89,429 -32,030
Tax calculated at domestic tax rate of 22 % 19,674 7,047
Expenses not deductible for tax (-) /reversal (+)(permanent differences)
1)
0 0
Impairment loss (permanent differences)
1)
-15,116 -6,800
Other permanent differnces
2)
16,444 4,266
Effects of not recognized deferred tax assets, including reversal of previous years -21,002 -4,513
Current income tax benefit (+) / expense (-) for the year 0 0
Changes in estimates related to prior years 0 0
Total income tax benefit (+) / expense (-) for the year in the income statement 0 0
Effective tax rate 0% 0%
1)
Impairment of financial assets.
2)
Other permanent differences consist of income and cost registered in USD financial statement, but not applicable for tax calculation, and income and cost registered
in NOK Tax financial statement, but not applicable for the USD financial statement.
Current income tax
(USD IN THOUSAND) 2022 2021
Profit/Loss for before taxes -89,429 -32,030
Impairment and losses on shares and loans - permanent differences 68,709 30,908
Expenses not deductible for tax (+) / reversal (-) (permanent differences) 0 0
Other permanent differnces 1) -64,273 -19,171
Changes in temporary differences 95,332 31,682
Basis for income tax before utilization (-) / increase (+) of tax losses carried forward -10,339 -11,389
Utilization (-) / increase (+) of tax losses carried forward 10,339 11,389
Basis for current tax in the income statement 0 0
Estimated 22 percent current income tax 0 0
Current income tax benefit (+) expense (-) for the year 0 0
Basis for current tax in the income statement 0 0
Cost for capital increase 0 0
Tax loss caried forward 0 0
Basis for current tax in balance sheet 0 0
Current tax asset (+) / liability (-) 0 0
1)
Other permanent differences consist of income and cost registered in USD financial statement, but not applicable for tax calculation, and income and cost registered
in NOK Tax financial statement, but not applicable for the USD financial statement.
I INCOME TAXES
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Specification of temporary differences and tax losses, deferred tax assets and liabilities
(USD IN THOUSAND) 2022 2021
Fixed assets -25 -42
Up-front fee and Capitalized borrowing cost 115 550
Interest bearing liabilities 0 -10,772
Derivatives 0 0
Net urealized gains on non-current foreign exchange receivables and liabilities 364,173 302,065
Other -8,116 -9,071
Tax losses carried forward -538,821 -590,949
Total temporary differences and tax loss carried forward -182,674 -308,218
Tax percentage 22% 22%
Deferred tax assets (-) / liabilities (+) -40,188 -67,808
Deferred tax assets not recognized 40,188 67,808
Deferred tax assets (-) / liabilities (+) in the balance sheet 0 0
Change in deffered tax assets (-)/ liabilities (+) in the balance sheet 0 0
Total deferred tax benefit (-)/ expense (+) for the year 0 0
The following are the deferred tax liabilities (+) and assets (-) recognized by the Company and movement during 2022 and 2021
(USD IN THOUSAND)
BALANCE
JAN 1, 2022
RECOGNIZED
IN INCOME
RECOGNIZED
IN EQUITY
TRANSLATION
DIFFERENCES
BALANCE
DEC 31, 2022
Fixed assets -42 14 0 4 -25
Up-front fee and capitalized borrowing cost 550 -386 0 -49 115
Interest bearing liabilities -10,772 9,871 0 901 0
Net urealized gains on non-current foreign exchange receivables and liabilities 302,065 96,185 0 -34,077 364,173
Other -9,071 -11 0 966 -8,116
Tax losses carried forward -590,949 -10,339 0 62,467 -538,821
Total 308,219 95,332 0 30,212 -182,674
(USD IN THOUSAND)
BALANCE
JAN 1, 2021
RECOGNIZED
IN INCOME
RECOGNIZED
IN EQUITY
TRANSLATION
DIFFERENCES
BALANCE
DEC 31, 2021
Fixed assets -63 19 0 2 -42
Up-front fee and capitalized borrowing cost 956 -384 0 -21 550
Interest bearing liabilities -23,440 12,211 0 457 -10,772
Derivatives -1,488 1,477 0 12 0
Net urealized gains on non-current foreign exchange receivables and liabilities 285,448 -29,748 0 -13,131 302,065
Other -9,376 0 0 305 -9,071
Tax losses carried forward -599,331 -11,389 0 19,771 -590,949
Total -347,294 31,682 0 7,394 -308,219
TAX AUDIT IN NORWAY
The Norwegian Tax office has notified REC Silicon ASA that they consider to change the company’s income tax assessment for the years
2019-2021. The basis for this notification is an ongoing tax audit relating to whether interest should have been charged on loans provided
from REC Silicon ASA to Rec Silicon Inc. and Rec Solar Grade Silicon LLC. As a temporary measure, due to the financial situation in these
subsidiaries, the company has not charged interest on the loans in the period under tax audit. The company has responded to the tax office’s
notification and the company maintains its view that the subsidiaries have not had debt bearing capacity in this period. The company has not
recognized any deferred tax asset relating to its tax losses carry forward.
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Specification of other operating expenses
(USD IN THOUSAND) 2022 2021
Operating lease expenses -17 -18
Audit remuneration -268 -147
Consultancy fee -771 -865
Insurance -252 -229
Other operating expenses -945 -713
Total Other operating expenses -2,253 -1,973
Audit remuneration
(USD IN THOUSAND) 2022 2021
Statutory audit -134 -122
Other non-audit services -134 -25
Total auditor's remuneration expensed -268 -147
Future payment obligations
The future aggregate minimum payment obligation are as follows
2022 2021
(USD IN THOUSAND) OPERATING LEASE OTHER TOTAL OPERATING LEASE OTHER TOTAL
No later than 1 year 0 71 71 0 67 67
Later than 1 year but not later than 5 years 0 0 0 0 0 0
Later than 5 years 0 0 0 0 0 0
Total 0 71 71 0 67 67
J OTHER OPERATING EXPENSES
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
INTEREST INCOME, INTERNAL
The Company conducts financing for the Group. The Company has loans to the US operation and minor receivables on REC Silicon Pte Ltd.
See note D and M. In 2019 the Company and the US borrowers agreed to make addendums to the loan agreements. Due to the borrowers’
financial position and outlook for the next two years (2019 and 2020) no interest should be calculated and paid. In 2021 the Company and
the borrowers agreed to make new addendums to the loan agreements. Due to the borrowers’ financial position and outlook for the next two
years (2021 and 2022) no interest should be calculated and paid. If the circumstances change during the period, the interest shall be
changed back to the interest described in the loan agreements. No interest has been recognized in 2019, 2020, 2021 and 2022..
OTHER FINANCIAL INCOME
Other financial income in 2021 consists of reversal of derivatives and partly reversal of the indemnification loan.
On October 18, 2021 the Company and Nordea entered into an agreement to settle claims associated with the indemnification loans. Under
the agreement Nordea releases all claims against the Company for NOK 95 million (USD 10.8 million). Consequently, NOK 105 million of
total NOK 200 million of the indemnification loans have been taken to profit and loss. The settlement consisted of approximately NOK 32
million (USD 3.6 million) to be settled through an existing escrow account which the Company held with Nordea with the balance settled in
one payment of approximately NOK 63 million (USD 7.2 million) by the end of February 2022.
INTEREST EXPENSES, EXTERNAL
Specification of interest expenses, external
(USD IN THOUSAND) 2022 2021
Interest USD Senior Secured bond -13,119 -13,066
Total Interest expenses, external -13,119 -13,066
Interest expenses on USD Senior Secured bond include expensing of upfront fees, see note 25 to the consolidated financial statements.
CURRENCY GAINS AND LOSSES
Specification of net currency gains and losses
(USD IN THOUSAND) 2022 2021
Net currency gains on liabilities denominated in NOK 0 749
Net currency gains / losses on other - mainly bank deposit -7,140 73
Total Net currency gains and losses -7,140 822
K INTEREST AND CURRENCY
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
DERIVATIVES
Derivatives consisted in 2021 of an option contract as part of the indemnification agreement associated with the REC Wafer bankruptcy.
On October 18, 2021 the Company and Nordea entered into an agreement to settle claims associated with the indemnification loans.
Consequently, the derivate has been taken to profit and loss, NOK 12,7 million. The liability for the option contract related to the
indemnification loans is zero at December 31, 2021 and 2022.
Specification of other current liabilities
AT DECEMBER 31 (USD IN THOUSAND) 2022 2021
Accrued interest on interest-bearing liabilities 2,741 2,741
Accrued operating costs 304 121
Total Other current liabilities 3,045 2,862
2022
(USD IN THOUSAND)
SHARES IN
REC SILICON AS
RECEIVABLES
RELATED TO
US OPERATIONS
RECEIVABLES
RELATED TO
REC SILICON PTE LTD
Par value / cost at January 1 108,104 1,001,928 5,208
Accumulated impairment at January 1 -108,093 -808,228 -5,208
Carrying value at January 1 11 193,700 0
Addition 0 85,009 0
Impairment 0 -68,709 0
Carrying value at December 31 11 210,000 0
Par value / cost at December 31 108,104 1,086,937 5,208
Accumulated impairment at December 31 -108,093 -876,937 -5,208
2021
(USD IN THOUSAND)
SHARES IN
REC SILICON AS
RECEIVABLES
RELATED TO
US OPERATIONS
RECEIVABLES
RELATED TO
REC SILICON PTE LTD
Par value / cost at January 1 108,104 1,001,928 5,208
Accumulated impairment at January 1 -108,093 -782,528 0
Carrying value at January 1 11 219,400 5,208
Addition 0 0 0
Impairment 0 -25,700 -5,208
Carrying value at December 31 11 193,700 0
Par value / cost at December 31 108,104 1,001,928 5,208
Accumulated impairment at December 31 -108,093 -808,228 -5,208
L DERIVATIVES, OTHER CURRENT LIABILITIES
M IMPAIRMENT OF FINANCIAL ASSETS
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Receivables related to US operations consists of loans to REC Silicon Inc, REC Solar Grade Silicon LLC and REC Silicon AS.
REC Silicon ASA owns all the shares in REC Silicon AS which owns REC Silicon Inc. that is the holding company of the USA operations. In
addition, REC Silicon AS owns all the shares in REC Silicon Pte Ltd.
In 2020 REC Silicon AS impaired the value of the shares in REC Silicon Pte Ltd with USD 12.9 million. As a consequence of the impairment
loss in REC Silicon AS, REC Silicon ASA impaired their shares in REC Silicon AS.
REC Silicon AS shares in REC Silicon Inc, were impaired to zero in 2016.
The impairment loss in 2022 and 2021 represents the book value in excess of the fair value of loans to REC Silicon ASA’s subsidiaries.
Estimates of the value of US operations were calculated using the fair values of financial assets and liabilities held by the US entities and
the net present value of cash flows of operations in the United States.
REC Silicon ASA did not conduct any activities associated with research and development during 2022 and 2021.
N RESEARCH AND DEVELOPMENT
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
Bank guarantees at December 31, 2022 amounted to USD 1.1 million with USD 0.2 million of restricted cash as security. Bank guarantees at
December 31, 2021 amounted to USD 5.1 million, against which the Company has pledged USD 3.8 million of restricted cash. This includes
bank guarantees for the benefit of REC Solar AS of USD 1.1 million with USD 0.2 million of restricted cash as security. USD 3.6 million of
restricted cash will be used as part of the Nordea settlement (see note 14 in the Group statement).
The Company provided parent company guarantees for the REC Solar Group related to the performance of solar panels and systems and the
sale of REC ScanModule AB. The Group has been provided with offsetting guarantees by REC Solar Holdings AS. The guarantees are valid for
relevant warranty periods and are limited by warranties provided on solar panels and systems. Parent company guarantees for REC Solar
were USD 54.9 million at December 31, 2022 and USD 54.7 million at December 31, 2021. The guarantees will decrease from 2023 to 2039
when they will expire in their entirety.
The Company and some of its subsidiaries are jointly and severally liable for certain loans established by the Company.
• Relevant loan agreement at December 31, 2022 was as follows:
– REC04: USD Senior Secured Callable bond, USD 110 million. The tenor is from April 13, 2018 to April 13, 2023
• The Company and the following subsidiaries of the Company are jointly and several liable for the above-mentioned loan at December 31,
2022: REC Silicon AS, REC Silicon Inc., REC Advanced Silicon Materials LLC, REC Solar Grade Silicon LLC and REC Silicon Pte. Ltd.
Related parties’ transactions for the Company are primarily interest income (see the income statement and note K) and loans to its
subsidiaries (see note D and M)). These loans are included in non-current receivables from subsidiaries (see the balance sheet). Group
Management and Board of Directors’ compensation, ownership of shares and options, loan agreements and guarantees are shown in note
16 to the consolidated financial statements.
REC had no contingent liabilities at December 31, 2022 and 2021.
O GUARANTEES AND INDEMNIFICATION AGREEMENTS
P RELATED PARTIES
Q CONTINGENT LIABILITIES
Notes to the financial statements,
REC Silicon ASA
REC Silicon Annual Report 2022
On January 31, 2023 REC Silicon ASA (“REC Silicon” or the “Company”) announced the entering into of a binding term sheet between its
subsidiary REC Solar Grade Silicon LLC and Hanwha Solutions for a 10 year take-or pay offtake for FBR polysilicon produced at REC
Silicon’s facility at Moses Lake, Washington (the “Offtake”). The Offtake provides for the sale to Hanwha Solutions of 100% of the prime
FBR production from the facility.
The base price for the Offtake will be determined by market indices adjusted for a premium for US-sourced low carbon material. The base
price is also subject to both a minimum and maximum that protects REC Silicon against potential future low market prices that could
otherwise threaten the long-term prospects for the Company. To secure the offtake obligations and to provide security in support of the
restart of the Moses Lake facility, Hanwha Solutions will, upon entering into the full form agreement, make a significant prepayment (the
“Prepayment”). The parties expect that a full form agreement including all operational details will be entered into in the coming months and
will be announced when finalized.
On March 21, 2023 the Company announced a corporate debt financing of USD 110 million from KEB Hana Bank in Korea for the purpose of
retiring the senior secured bond that matures on April 13, 2023. The contemplated debt financing will be fully guaranteed by REC Silicon’s
largest shareholder Hanwha Solutions, which will result in favorable terms compared to other financing alternatives. In addition to this USD
110 million debt financing, the ongoing restart activities of the company’s polysilicon factory in Moses Lake and capacity investments in
Butte, will require additional financing. REC Silicon is in the process of exploring all funding options, including debt financing and pre-
payments from offtake contracts, and the company is confident that funds will be raised well in advance of such capital needs. REC Silicon
will update the market as financing plans are concluded.
R EVENTS AFTER THE REPORTING PERIOD
REC Silicon Annual Report 2022
AUDITOR’S REPORT
KPMG AS
Sørkedalsveien 6
P.O. Box 7000 Majorstuen
N
-0306 Oslo
Telephone +47 45 40 40 63
Internet www.kpmg.no
Enterprise 935
174 627 MVA
To the General Meeting of REC Silicon ASA
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of REC Silicon ASA, which comprise:
• The financial statements of the parent company REC Silicon ASA (the Company), which
comprise the balance sheet as at 31 December 2022, the income statement and statement of
cash flows for the year then ended, and notes to the financial statements, including a
summary of significant accounting policies, and
• The consolidated financial statements of REC Silicon ASA and its subsidiaries (the Group),
which comprise the consolidated statement of financial position as at 31 December 2022, the
consolidated statement of income, consolidated statement of comprehensive income,
consolidated statement of changes in equity and consolidated statement of cash flows for the
year then ended, and notes to the consolidated 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 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.
Our opinion is consistent with our additional report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and the
Group as required by relevant laws and regulations in Norway and the International Ethics Standards
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REC Silicon Annual Report 2022
2
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 22 years from the election by the general meeting of the
shareholders on 14 May 2001 for the accounting year 2001.
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.
Asset Impairment
Refer to the section “Risk Factors” in the Board of Director's report, the accounting policies in note 2.8,
the critical accounting judgments and key sources of estimation uncertainty described in Note 4, and
Note 8 in the consolidated financial statements and parent company financial statements note M.
The Key Audit Matter
How the matter was addressed in our audit
The impairment assessment of the Solar
Materials CGU with a total carrying value of
USD 49.5 million is considered a risk area due
to recurring net operating losses, increased raw
material prices, changes in markets for solar
grade polysilicon, changes to the discount rate
and uncertainties related to the anticipated
restart of FBR production at the Moses Lake
production facility.
The recoverable amount is determined based on
value in use calculations which rely on external
factors, managements’ assumptions, and
estimated future performance. Key assumptions
applied in management's assumptions are future
revenues (sales prices and sales volume), cost
of major inputs, conversion costs and yield ratio
(production volume), government grants
expected to be received from the US Inflation
Reduction Act, and maintenance capital
expenditures, in addition to the timing of restart
of the Moses Lake production facility.
Significant professional judgement is required
when evaluating whether management's
assessment are reasonable and supportable.
In the parent company financial statements, the
abovementioned impairment assessment
resulted in an impairment of loans to
subsidiaries of USD 68.7 million.
In the consolidated financial statements, no
additional impairment or reversal of impairment
was recognized.
Our audit procedures in this area included:
- We evaluated the historical accuracy of
management's budgets and forecasts and
challenged management on the current year
cash flow forecasts as well as the timing of
future cash flows;
- We evaluated the growth assumptions and
management's future business plan
assumptions;
- We engaged our own valuation specialists
to assess the mathematical and
methodological integrity of management's
impairment models and the discount rates
applied with reference to market data;
- We evaluated management’s sensitivity
analysis to determine the impact of
reasonably possible changes and by
comparing to our own sensitivity analysis;
- We considered the impairment disclosures
in light of the requirements and if information
regarding key assumptions and sensitivities
adequately reflected the underlying assets
impairment assessments; and
- We compared the carrying value of loans to
the subsidiaries with the calculated value of
the assets, to assess if valuation of loans is
consistent with the value of the assets.
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REC Silicon Annual Report 2022
3
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.
Our opinion on the Board of Director’s report applies correspondingly to the reports on Corporate
Governance and Sustainability Report.
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.
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REC Silicon Annual Report 2022
4
• obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's and the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company's and the
Group's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company and the Group to cease to
continue as a going concern.
• evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves 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.
We communicate with the Board of Directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the Audit Committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of REC Silicon ASA we have performed an assurance
engagement to obtain reasonable assurance about whether the financial statements included in the
annual report, with the file name 549300VPZURYDFG0AB60-2022-12-31-en, have been prepared, in
all material respects, in compliance with the requirements of the Commission Delegated Regulation
(EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant
to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format, and iXBRL tagging of the consolidated financial
statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all
material respects, in compliance with the ESEF regulation.
Auditor’s report
REC Silicon Annual Report 2022
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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, 23 March 2023
KPMG AS
Øyvind Skorgevik
State Authorised Public Accountant
Auditor’s report
REC Silicon Annual Report 2022
DEFINITION OF ALTERNATIVE PERFORMANCE MEASURES
An Alternative Performance Measure (APM) is a measure of historic or future financial performance, financial position, or cash flows other
than a financial measure defined or specified in the applicable financial reporting framework.
The Company has identified the following APMs used in reporting:
EBIT EBIT is an acronym for Earnings Before Tax and represents profit/loss excluding income tax expense/benefit, net
financial items, and share of profit/loss from investments in associates.
EBIT is reflected on the consolidated statement of income on the line titled EBIT. EBIT has been reported as a
loss of USD 58.3 million for the year ended December 31, 2022 and a loss of USD 20.8 million for the year ended
December 31, 2021.
EBIT Margin EBIT margin is calculated by dividing EBIT by revenues. EBIT and revenues are reflected on the Company’s
statement of income, in note 5 Segment Information, and in the financial highlight tables in this report in lines
titled similarly.
EBIT margin has been calculated and is reported in the financial highlight tables for REC Silicon Group.
EBITDA EBITDA is an acronym for Earnings Before Tax, Depreciation, and Amortization. EBITDA is EBIT excluding
depreciation, amortization and impairment.
EBITDA is reflected on the consolidated statement of income on the line titled EBITDA. EBITDA has been
reported as a loss of USD 34.9 million for the year ended December 31, 2022 and a gain of USD 7.7 million for
the year ended December 31, 2021.
EBITDA Margin EBITDA margin is calculated by dividing EBITDA by revenues. EBITDA and revenues are reflected on the
Company’s statement of income, in note 5 Segment Information, and in the financial highlight tables in this report
in lines similarly titled.
EBITDA margin has been calculated and is reported in the financial highlight tables for REC Silicon Group, in the
key financials table for each operating segment.
EBITDA Contribution EBITDA contribution is used to describe the contribution of each of the operating segments, other, and
eliminations to the Company’s total EBITDA. For the operating segments, EBITDA contributions represents
revenues less cost of manufacturing excluding depreciation and amortization. For other, EBITDA contribution
represents primarily operating costs.
A table reconciling the EBITDA contribution of each operating segment along with other and eliminations to the
Company’s total EBITDA can be found in note 5 Segment Information.
EBIT Contribution EBIT contribution is used to describe the contribution of each of the operating segments, other, and eliminations
to the Company’s total EBIT. For the operating segments, EBIT contributions represents revenues less cost of
manufacturing including depreciation and amortization. For other, EBIT contribution represents primarily
operating costs.
A table reconciling the EBIT contribution of each operating segment along with other and eliminations to the
Company’s total EBIT can be found in note 5 Segment Information.
REC Silicon Annual Report 2022
Equity Ratio The equity ratio is calculated by dividing total shareholders’ equity by total assets. Total shareholders’ equity and
total assets are reflected on lines similarly titled on the Company’s statement of financial position.
At December 31, 2022, the equity ratio is 18.9 percent and is calculated by dividing USD 60.4 million total
shareholders’ equity by USD 319.9 million in total assets.
At December 31, 2021, the equity ratio is 11.3 percent and is calculated by dividing USD 33.3 million total
shareholders’ equity by USD 294.9 million in total assets.
Net Debt Net debt is the carrying value of interest-bearing debt instruments less cash and cash equivalents.
The carrying value of debt can be found in note 17 Borrowings in the table under the caption carrying amount and
cash can be found in the statement of financial position on the line titled cash and cash equivalents.
At December 31, 2022, net debt was USD 78.5 million or USD 115.2 million total carrying value of the
Company’s debt (from note 17 Borrowings) plus 68.6 million current and non-current lease liabilities (from the
statement of financial position) less USD 105.3 million in cash in cash equivalents.
At December 31, 2021, net debt was USD 86.4 million or USD 126.4 million total carrying value of the
Company’s debt (from note 17 Borrowings) plus 70.5 million current and non-current lease liabilities (from the
statement of financial position) less USD 110.5 million in cash in cash equivalents.
Nominal Net Debt Nominal Net debt is the contractual repayment values of interest-bearing debt instruments (excluding interest)
less cash and cash equivalents.
The contractual repayment values of debt can be found in note 17 Borrowings in the table under the caption
contractual repayments including interest and cash can be found in the statement of financial position on the line
titled cash and cash equivalents.
At December 31, 2022, nominal net debt was USD 78.6 million or USD 115.3 million contractual repayment
values of the Company’s debt plus 68.6 million current and non-current lease liabilities (from the statement of
financial position) less USD 105.3 million in cash in cash equivalents.
At December 31, 2021, nominal net debt was USD 87.1 million or USD 127.1 million contractual repayment
values of the Company’s debt plus 70.5 million current and non-current lease liabilities (from the statement of
financial position) less USD 110.5 million in cash in cash equivalents.
Graphic production: Artbox AS
REC Silicon ASA
Lysaker Torg 5, 3 etg.
PO Box 63
1324 Lysaker
Norway
Phone +47 407 24 086
About REC Silicon
REC Silicon ASA is a leading producer of advanced silicon materials, supplying high-purity polysilicon and silicon
gases to the solar and electronics industries worldwide. We combine over 30 years experience and best-in-class
proprietary technology to deliver on customer expectations. Our two U.S. based plants have a capacity of more
than 20,000 MT high-purity polysilicon. REC Silicon is headquartered in Lysaker, Norway and listed on the Oslo
stock exchange under the ticker: RECSI.
For more information, go to: www.recsilicon.com