Consolidated Statement of Profit or Loss
NOK Note 2022 2021
Rental Income 3 39 921 900 27 452 106
Other operating expenses 6 (10 713 255 ) (8 633 008 )
Depreciation and amortisation 4 (15 021 022 ) (16 267 582 )
Impairment investment property 4 (8 151 384 ) 0
Gain on disposal of subsidiary 4,16 0 21 808 924
Operating profit (EBIT) 6 036 239 24 360 440
Financial income 14 10 708 367 154 708
Financial expenses 14 (57 740 146 ) (30 652 727 )
Net financial items (47 031 779 ) (30 498 019 )
Profit before taxes (40 995 539 ) (6 137 579 )
Income taxes 11 4 450 716 (3 851 747 )
Net profit (45 446 255 ) (2 285 832 )
Net profit for the financial year attributed to:
Owners of the Parent company (45 446 255 ) (2 285 832 )
Total (45 446 255 ) (2 285 832 )
Consolidated statement of comprehensive income
Note 2022 2021
Net profit (45 446 255 ) (2 285 832 )
Total comprehensive income for the period, net of tax (45 446 255 ) (2 285 832 )
Total comprehensive income attributable to:
Owners of the Parent company (45 446 255 ) (2 285 832 )
Total (45 446 255 ) (2 285 832 )
NOK Note 31'Dec'22 31'Dec'21
ASSETS
Deferred tax assets 11 0 4 450 716
Investment properties 4 525 454 223 457 527 202
Other non-current financial assets 16 243 121 744 0
Total non-current assets 768 575 967 461 977 918
Trade receivables 7 6 295 293 983 514
Other receivables 7 192 251 62 203 437
Cash and cash equivalents 9 11 048 366 34 916 036
Total current assets 17 535 910 98 102 987
TOTAL ASSETS 786 111 878 560 080 906
EQUITY AND LIABILITIES
Share capital 10 4 145 312 4 145 312
Share premium 57 572 711 57 572 711
Other paid-in equity 158 211 112 158 211 112
Total paid-in-equity 219 929 135 219 929 135
Other equity (175 516 999 ) (302 085 578 )
TOTAL EQUITY 44 412 136 (82 156 443 )
Deferred tax liability 11 0 0
Other interest-bearing liabilities 16,5 338 991 884 232 253 051
Bond loan 1, 5 380 129 951 389 437 190
Total non-current liabilities 719 121 835 621 690 241
Trade and other payables 8,13,16 20 107 099 18 649 107
Interest-bearing current liabilities 5,16 2 470 806 1 898 000
Total current liabilities 22 577 905 20 547 107
TOTAL LIABILITIES 741 699 740 642 237 348
TOTAL EQUITY AND LIABILITIES 786 111 878 560 080 906
Consolidated Statement of Financial Position
Consolidated statement of cash flows
NOK Note 2022 2021
Profit before income taxes (40 995 539 ) (6 137 579 )
Depreciation 4 15 021 022 16 267 582
Impairment 4 8 162 226 0
Net interest expenses 14 46 059 557 22 591 414
Change in trade receivables 7,13 (5 311 779 ) 4 548 741
Change in trade payables 8 1 154 871 8 590 981
Change in other provisions (2 085 389 ) (18 325 316 )
Cash generated from operations 22 004 968 27 535 823
Interests paid 14 (29 820 462 ) (14 339 863 )
Interests received 14 5 034 255 0
Net cash flow from operations (2 781 239 ) 13 195 960
Proceeds from property transactions 4 0 13 488 247
Acquisition of investment properties 4 (9 021 525 ) (67 613 968 )
Loan to group company 0 (5 000 000 )
Net cash flow from investments (9 021 525 ) (59 125 721 )
Proceeds interest bearing debt 5 0 149 358 553
Repayment interest bearing debt 5 (12 064 907 ) (96 952 382 )
Net cash flow from financing (12 064 907 ) 52 406 169
Net change in cash and cash equivalents 9 (23 867 671 ) 6 476 408
Cash and cash equivalents at the beginning of the period 9 34 916 036 28 439 626
Cash and cash equivalents at the end of the period 9 11 048 366 34 916 036
Consolidated Statement of Changes in Equity
NOK
Share capital
Share
premium
Other paid-in
equity Other equity
Total equity
Equity at 1 Jan 2021 4 145 312 57 572 711 150 605 124 -299 799 746 -87 476 599
Profit/loss for the period - - - -2 285 832 -2 285 832
Total comprehensive income
Group contribution - - 7 605 989 7 605 989
Equity at 31 Dec 2021 4 145 312 57 572 711 158 211 112 -302 085 578 -82 156 443
*Please refer to note 14 for further details.
NOK
Share capital
Share
premium
Other paid-in
equity Other equity
Total equity
Equity at 1 Jan 2022 4 145 312 57 572 711 158 211 112 -302 085 578 -82 156 443
Profit/loss for the period - - - -45 446 255 -45 446 255
Total comprehensive income
Group contribution - - 172 014 834 172 014 834
-
Equity at 31 Dec 2022 4 145 312 57 572 711 158 211 112 -175 516 999 44 412 136
*Please refer to note 14 for further details.
Balance sheet 2022
Havila Ariel AS
PricewaterhouseCoopers AS, Sandviksbodene 2A, Postboks 3984 - Sandviken, NO-5835 Bergen
T: 02316, org. no.: 987 009 713 MVA, www.pwc.no
Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
To the General Meeting of Havila Ariel AS
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Havila Ariel AS, which comprise:
• the financial statements of the parent company Havila Ariel AS (the Company), which
comprise the balance sheet as at 31 December 2022, the income statement and cash flow
statement for the year then ended, and notes to the financial statements, including a summary
of significant accounting policies, and
• the consolidated financial statements of Havila Ariel AS and its subsidiaries (the Group), which
comprise the statement of financial position as at 31 December 2022, the statement of profit
or loss, statement of comprehensive income, statement of changes in equity and statement of
cash flows for the year then ended, and notes to the financial statements, including a
summary of significant accounting policies.
In our opinion
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at
31 December 2022, and its financial performance and its cash flows for the year then ended in
accordance with 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 Board of Directors.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and the
Group as required by relevant laws and regulations in Norway and the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including
International Independence Standards) (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 5 years from the election by the general meeting of the
shareholders on 30 May 2018 for the accounting year 2018.
2 / 5
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.
Key Audit Matters
How our audit addressed the Key Audit
Matter
Impairment Assessment of Investment
Properties
The Group’s investment properties represent a
substantial portion of total assets, and primarily
consist of office and retail properties. The book
value was NOK 525 454 223 on
31 December 2022.
Management reviews the Group’s investment
properties for impairment whenever indicators of
impairment are identified. Indicators of
impairment for the properties were considered
present at the balance sheet date.
Consequently, management performed an
impairment test. The investment properties’
recoverable amounts were estimated by an
external valuation firm, employed by
management. A total impairment of
NOK 8 151 384 for two of the Group’s properties
was recognised in 2022.
We focused on this area due to the magnitude of
the amounts involved. In addition, the
impairment assessment requires application of
management judgement, specifically as it relates
to estimating future cash flows and determining
the applied discount rate.
For details of valuation methodology and the
investment properties, we refer to note 4
(Investment property) to the financial statements.
We obtained an understanding of management’s
process for assessing investments properties for
impairment.
Management considered each investment
property to be a cash generating unit (CGU) in
their impairment assessment. We evaluated
management’s identification of CGUs.
We obtained, read and understood the valuation
report prepared by the external valuation firm
and met with the firm independently of
management.
We assessed the qualifications, competence and
objectivity of the valuation firm. Based on this
work, we satisfied ourselves that the valuation
firm remained objective and competent, and that
the scope of their work was appropriate.
In our meeting with the valuation firm, we
discussed the assumptions used and the
reasoning behind significant movements in
valuations from previous periods, particularly
considering the market development during
2022. Assumptions regarding cash flow and
yield were evaluated. We compared the
assumptions used by the firm with observable
market data and our knowledge about the
market. We further evaluated whether
assumptions that were not readily observable in
a marketplace were reasonable.
For a sample of investment properties, we
evaluated whether the property-specific
information provided by management to the
valuation firm, such as terms, duration and
vacant area, were consistent with underlying
property information. Furthermore, we agreed
this underlying information to the valuation
report.
3 / 5
We assessed whether the disclosures in note 4
regarding valuation of investment properties
were adequate.
We noted no material errors during the course of
our audit procedures.
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 statements on Corporate
Governance and Corporate Social Responsibility.
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
4 / 5
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error. We design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's and the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company'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 Board of Directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
5 / 5
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 Havila Ariel AS, we have performed an assurance
engagement to obtain reasonable assurance about whether the financial statements included in the
annual report, with the file name 549300WJUIWR0KNTIL55-2022-12-31-en.zip, have been prepared,
in all material respects, in compliance with the requirements of the Commission Delegated Regulation
(EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant
to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format, and iXBRL tagging of the consolidated financial
statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all
material respects, in compliance with the ESEF regulation.
Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
regulation. This responsibility comprises an adequate process and such internal control as
management determines is necessary.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
Bergen, 28 April 2023
PricewaterhouseCoopers AS
Fredrik Gabrielsen
State Authorised Public Accountant
(This document is signed electronically)
Signers:
Name
This document package contains:
- Closing page (this page)
- The original document(s)
- The electronic signatures. These are not visible in the
document, but are electronically integrated.
This le is sealed with a digital signature.
The seal is a guarantee for the authenticity
of the document.
Method
Date
2023-04-28 12:14
BANKID_MOBILE
Gabrielsen, Fredrik
Revisjonsberetning
ANNUAL REPORT 2022 – HAVILA ARIEL AS
The nature and location of the operations
The purpose of the company is to operate within development of and investment in other
companies and related services. The company’s business address is in Herøy municipality
where the company hires premises from the subsidiary Havilahuset AS in the estate
“Havilahuset” at Mjølstadneset, 6092 Fosnavåg.
The subsidiary Havilahuset AS was established 30.03.2022 and has purchased the property
«Havilahuset» at Mjølstadneset from the parent company of the Havila-group, Havila Holding
AS.
The company’s business area is rental of real estate.
The financial statements and continued operations
The company’s result for 2022 is NOK -86.4 mill. (NOK -18.9 mill in 2021)
The company’s equity is positive, NOK 77.3 mill. per 31.12. (NOK 163.7 mill. in 2021)
The company’s net cash flow from operations is NOK -30.2 mill. (NOK -4.0 mill. in 2021)
The company’s net cash flow from investments is NOK -0.03 mill. (NOK -6.1 mill. in 2021)
The company’s net cash flow from financing is NOK 10.5 mill. (NOK 36.3 mill. in 2021)
The group’s result for 2022 is NOK -45.4. (-2.3 mill. in 2021).
The group’s equity is NOK 44.4 mill per 31.12. (NOK -82.2 mill. in 2021).
The group’s net cash flow from operations is NOK -2.8 mill. (NOK 13.2 mill. in 2021)
The group’s net cash flow from investments is NOK -9.0 mill. (NOK -59.1 mill. in 2021)
The group’s net cash flow from financing is NOK -12.1 mill. (NOK 52.4 mill. in 2021)
The negative development in result for the group is owing to significant write-downs of
properties in 2022, and for the company, the negative result is due to write-downs of certain
subsidiaries.
In accordance with the Accounting Act § 3-3 the Board of Directors confirm that the going
concern assumption is present and that the financial statements for 2022 have been prepared
under this assumption.
Events after the balance sheet date
There are no events after the balance sheet date that are considered to be of significant
importance for the 2022 annual accounts.
Future prospects
Havila Ariel AS will continue further operation of existing assets.
Financial risk/market risk
The Board of Directors consider the financial risk as well as the market risk to be low. This is
due to fixed contracts for the properties, where a number of these tenants have rented office
premises for many years. Focus is also attached to hiring out vacant premises, to renewing
contracts or bringing in new renters at the expiry of the existing contract periods.
Liquidity risk
The management and the board focus on managing liquidity risk. This involves maintaining a
sufficient free stock of liquid assets. The group's management is responsible for ongoing
monitoring and reporting of the group's liquidity position. The administration has ongoing
activities to ensure that the group is within the applicable requirements.
Research-and development activities
The company has no ongoing research or development activities for the time being.
Fair and true view of development and result
The Board of Directors is of the opinion that the information stated in the annual report and
the financial statements give a fair and true view of the company’s assets and liabilities,
financial position and result.
Working environment and gender equality
The company had no employees per 31.12.
Accounting and financial services etc. are outsourced to Havila Service AS.
The company has implemented a policy that aims at preventing discrimination due to gender.
The Board of Directors of the group consists of 3 men and 1 woman.
Insurance for the members of the Board and the managing director
Havila Holding AS has taken a Board of Directors’ liability insurance that also comprises
Havila Ariel AS. The coverage applies for members of the Board, managing director and
other employees who have an independent management responsibility. The insurance covers
the responsibility of the insured for financial damage due to claims against the insured in the
insurance term as a consequence of alleged creative act or omission.
External environment
The group does not conduct operations that affect the external environment, beyond what
must be considered natural for this type of activity.
Corporate governance
Havila Ariel AS has adopted business management principles that affect the interaction
between the owners, the board and the management of the company. This is a prerequisite for
gaining the trust of shareholders and partners.
Social responsibility
The board of Havila Ariel AS has increased its focus on social responsibility. The company
has no employees. Within real estate, the group has placed an increased focus on waste
management and recycling among its tenants. In addition to choosing skilled suppliers to
perform services on the properties, who have a focus on social responsibility, especially
linked to the working environment.
Allocation of the parent company’s result for the year
Result for the year of NOK -86 431 049,- is allocated as follows:
NOK 86 431 049,- transferred from other equity
Allocation of the group’s result for the year
Result for the year of NOK -45 446 255,- is allocated as follows:
NOK -45 446 255,- transferred from other equity
Fosnavåg, 31.12.2022 / 28.04.2023
The Board of Directors of Havila Ariel AS