B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
1
Contents
Annual report
2023
B2 Impact — Annual report 2023
2 Governance 3 Directors' report 4 Financials
02
Contents 1 About B2 Impact
Contents
06 This is B2 Impact
08 Message from CEO
10 The share
14 Corporate governance
20 Risk management
36 Directors' report
46 Financials
138 Alternative performance measures
146 Responsibility statement
147 Auditors' report
150 Appendix
1
About
B2 Impact
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
04
Contents
Key figures
22,388
NOKm
22,010
NOKm
22,504
NOKm
Key financial figures
Portfolio investments
Estimated Remaining Collections* (ERC)
1,331
5,408
4,214
4,535
4,752
5,843
6,164
2,459
2,741
Cash collections (NOKm)
2021**
2021**
2021**
2022**
2022**
2022**
2023
2023
2023
Cash EBITDA (NOKm)
2021**
2022**
2023
*Including the Group’s share of portfolios purchased and held in joint ventures.
**In constant FX
NOKm 2023 2022
Net revenues 3,755 3,085
Adj. EBIT 1,696 1,334
EBIT 1,578 1,029
Adj. Net profit 483 564
Net profit 363 326
Gross collections 6,008 4,936
Cash revenue 6,733 5,695
Leverage ratio 1.90x 2.26x
Equity ratio 33 % 32 %
Adj. Basic earnings per share (EPS) 1.27 1.41
FTEs 1,607 1,885
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
05
Contents
Sustainability
higlights
surveyed customers said that they were
satisfied with our services in 2023.
engagement score in annual employee
engagement survey.
of employees received training on
anti-corruption.
of all audited calls and quality controls
fulfilled collection standards.
of our locations have measures in place
supporting work life balance.
Zero confirmed incidents of corruption.
8 of 10
80/100
91 %
91 %
80 %
0
Fair treatment and satisfaction of customers
Employee wellbeing
Anti-corruption and anti-bribery
Quality standards
Work life balance
Anti-corruption
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
06
ContentsContents
This is
B2 Impact
A professional and reliable debt management
specialist
B2 Impact ASA is one of the leading pan-European debt
management companies. We offer solutions to the chal-
lenges created by defaulted loans, and provide liquidity
to financial institutions, contributing to a healthier financial
system. B2 Impact promotes lasting financial improvement
through transparent and ethical debt management. Our
business is about people and creating shared value for
business and society. Being a socially responsible creditor
and a trusted solution provider for our partners are funda-
mental in our way of doing business.
Our approach to sustainability focuses on four core pillars:
1. Customer knowledge
2. Sustainable value chain
3. Attractive work environment
4. Transparent ESG management
To support this approach, the Group’s Sustainability
Policy sets out how B2 Impact delivers on sustainability
objectives and its expectations for employees and
representatives. B2 Impact actively develops sustain-
ability competence as the Group works to establish
an internal sustainability culture.
Unsecured 88 %
Secured 12 %
14 %
12 %
12 %
5%
88 %
69 %
NPL portfolio income, total 69 %
Profit from shares and 5%
participation loan/notes
in associated companies
and joint ventures
Revenue from sale of
collateral assets 12 %
Other operating revenues 14 %
Male 33 %
Female 67 %
Estimated Remaining
Collections (ERC)
Revenue split Gender distribution
33 %
67 %
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
07
Contents
Usecured markets (core markets)
Secured markets (Veraltis)
Head office, Norway
Investment Office, Luxembourg
As a signatory of the United Nations Global Compact
(UNGC), B2 Impact supports the UN’s 10 Principles and
the Sustainable Development Goals (SDGs). Since 2021,
we have pledged to continually improve their integration
into our business strategy, culture, and operations. We
report on our journey in our annual Communication on
Progress (CoP). Furthermore, our Sustainalytics risk
rating of 8.7 indicates that we are a negligible risk
and a top performer in our sector.
Business lines
The Group’s main business lines are Investments and
Servicing. The Group focuses on granular consumer
NPLs, and retail and corporate secured NPLs, owned
and serviced for JV partners.
Unsecured markets:
Sweden, Denmark, Finland, Estonia, Latvia, Lithuania,
Poland, Spain, Czech Republic
Secured markets (Veraltis Asset Management):
Italy, France, Romania, Greece, Cyprus, Slovenia,
Croatia, Serbia
Offices
Norway, Head office
Luxembourg, Investment office
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
08
Contents
A strong financial
position in a
market with im-
proving returns
During 2023, our operational focus has been on cost
reducing efforts through organisational changes and
investments in technology that increase our efficiency
and scalability in the future. We have also focused on
reducing our footprint, exiting Bulgaria as announced
in the third quarter and signing an agreement for the
sale of our assets in Montenegro late in the fourth
quarter. Our focus to reduce footprint and concen-
trate capital in fewer markets will continue in 2024.
Performance through the year has been strong,
with overperformance in collections in all quarters.
Unsecured collections ended at 105 % versus latest
forecast for the full year. Secured collections were also
strong, and we collected close to NOK 500 million on
our largest secured claim in the fourth quarter which
contributed to a very strong cash flow for the full year.
Real estate owned (REO) sales were also solid, with sales
proceeds of NOK 499 million for REOs in 2023 which
was 41 % over book value.
Our deleveraging efforts continued in 2023, and
our leverage ratio decreased from 2.26x to 1.90x at the
end of year. Coupled with strong cash flow, we were
able to increase our investments from the previous year.
In January this year, we issued a new EUR 100 million
bond at favourable terms, and followed on with a tap
issue of EUR 50 million at even better terms in the first
quarter of 2024. Our blended cost of debt has conse-
quently been reduced, and our aim is to reduce it even
further during 2024 via an active hedging policy and
better financing terms.
We observed a shift in many of our markets during
2023. Following a period of lower returns due to price
pressure following increased competition with a signi-
ficant inflow of capital to the industry, we now see a
more favourable competitive environment and improved
returns. We currently observe capital constraints
Message from CEO
2023 can be summarised as a year
with many challenges but also many
positives. The main challenges for
the industry have been continued
inflationary pressure and increasing
interest rates translating into higher
cost of financing. Compared with
2022 our cost of financing almost
doubled, but we countered this by
delivering stable results and a dividend
capacity around the same level as
the previous year. Strong cash flow,
low leverage and improved efficiency,
positions B2 Impact to be able to
take advantage of a more favourable
competitive environment and a market
with improving returns.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
09
Contents
in the industry, whilst B2 Impact has reduced its debt by
around EUR 400 million over the last four years. During
the year we invested more than NOK 2.7 billion which
was well within our guided full year target of NOK 2.5 to
3 billion. Furthermore, we entered 2024 with committed
investments of over NOK 700 million, which is around
twice the volume that was committed at the end of
the previous year.
On September 29 we announced our new company
name and brand, B2 Impact. “Operate as One” is one of
the key elements of our strategy to increase operational,
commercial, financial and cultural alignment across the
Group. The new brand will be rolled out in all core markets
during 2024 to increase recognition across our markets
and strengthen both our internal culture and our commercial
activities.
Fair treatment and high customer satisfaction is our
main priority and where our sustainability impact is most
material. Our objective is to find amicable solutions that
lead to beneficial outcomes for all parties, which is achieved
by providing necessary training to our employees and by
keeping a close dialogue with customers, for example
through the customer survey. We are proud that 78 %
of respondents in our customer survey are saying that
they are satisfied with our services and that many of our
customers have managed to become debt-free in 2023.
We are also proud that our employee satisfaction is high
(mapped through the annual employee engagement), as
we believe that a friendly and inclusive working environment
is crucial for providing high-quality services.
We recognise that our business activities can also entail
actual and potential negative impacts, both across our
organisation’s own activities and in our value chain, and
it is important that such impacts are properly addressed.
According to our materiality assessment, negative impacts
are mainly linked to cyber security and ethical misconduct.
To mitigate such risks, we have established high ethical
standards that clearly communicate our expectations
and aim to promote a responsible corporate culture.
We have also strengthened our work on human rights
and decent working conditions in our supply chain, as
demonstrated in the 2023 Transparency Act report.
Going forward we will put more efforts into mapping
sustainability and governance initiatives across the different
companies in the Group, with the aim to provide a trans-
parent presentation of our results to date, and to set Group-
wide goals and targets for the future.
The approved share buy-back program has been carried
out according to plan. By the end of the year 18.9 million
shares were acquired with a weighted average price per
share of NOK 6.79 and representing 5 % of outstanding
shares. As stated previously, our continued focus is to
deliver shareholder value through solid performance,
low leverage and shareholder distributions. The Board
has proposed a dividend of NOK 0.70 per share for the
financial year of 2023.
Outlook
Going into 2024, we anticipate an improved market
for portfolio investments. We will continue to remain
disciplined in our approach. We invested in portfolios
with improved returns throughout 2023 and we believe
further improvements can be made. We also see a potential
to further improve efficiency and economies of scale,
and a higher degree of automation and increased use of
AI powered tools will contribute to this. We will also have
a continued focus on concentration of footprint.
After a period of declining NPL volumes we now observe
an increase in reported NPL levels in European banks.
Stage 2 loans have increased in many of our markets, and
we also expect additional NPL volumes from secondary
trades by industry players and financial investors. As such,
we could see the beginning of a new cycle in the NPL
industry where returns are improving after a period of
price pressure. B2 Impact is in a strong financial position
and well placed to take advantage of an improving market
for NPL investments.
Finally, I would like to express my gratitude to all of our
employees for contributing to our strong results. I would
also like to thank our shareholders, bondholders, and other
stakeholders for their continued trust in us. We look to the
future with optimism and our focus remains on maintaining
our solid performance and delivering strong cash flow.
Oslo, 25 April 2024
Erik J. Johnsen
Chief Executive Officer
Message from CEO
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
10
Contents
The share
B2 Impact’s objective is to create
long-term sustainable value for its
owners, through stable performance
and results and with competitive
returns through dividend and share
buy-back programs.
Share data
Based on the last trade on 29 December 2023, which
was at NOK 7.35, B2 Impact’s market capitalisation was
NOK 2,845 million as of the same date. The highest closing
price quoted during the year was NOK 7.91 on 2 January
2023, and the lowest closing price was NOK 6.38 on 28
June 2023. During 255 trading days in 2023, a total of
99,001,335 B2 Impact ASA shares were traded. The average
daily trading volume of the B2 Impact ASA shares on the
Euronext Oslo Stock Exchange in 2023 was 388,240,
equivalent to 0.10 % of the total number shares.
Share capital
At year-end 2023, B2 Impact’s share capital amounted to
NOK 38.7 million, divided among 387,180,824 shares and
corresponding to a nominal value of NOK 0.10 per share.
There is one class of shares, and all shares are treated
equally. The shares are freely negotiable and with equal
rights to vote and equal entitlement to B2 Impact’s profit
and dividend.
Ownership structure
The number of shareholders was 4,435 per year-end
2023, a 9.2 % decrease from 4,884 at year-end 2022.
According to the shareholder register maintained by the
Norwegian Central Securities Depository (VPS), 95.36 %
of B2 Impact’s shares are owned by Nordic investors.
Dividend and share buy-back
The dividend policy aims for shareholder returns of up to
50 % of the company’s adjusted net profit (both in cash
and in distribution in kind as share buy-back programs of
own shares). The Board of Directors considers applicable
legal restrictions, capital expenditure requirements, the
financial conditions, general business conditions and
contractual obligations when assessing the company’s
ability to pay dividends.
Under the share buy-back program that was initiated
on 25 May 2023 and concluded on 12 January 2024,
19,348,672 shares were bought back at an average price
of NOK 6.81 per share, corresponding to 5.00 % of the
outstanding shares and decreasing the equity attributable
to parent company shareholders by NOK 132 million. After
the use of 700,000 treasury shares to honour obligations
in connection with employee incentive arrangements, B2
Impact ASA owns a total of 18,648,672 own shares, cor-
responding to 4.82 % of B2 Impact ASA’s share capital. As
in previous years, it will be proposed to the Annual General
Meeting 2024 to decrease the parent company’s share
capital and other paid in capital by cancellation of its
18,648,672 treasury shares acquired under the share
buy-back program.
For the financial year 2023, the Board proposed to
the Annual General Meeting a cash dividend of NOK
228 million equivalent to NOK 0.62 per share. In addition,
the Board proposed that the unused capacity of the
latest share buy-back program is paid out as additional
cash dividend. The unused capacity amounts to NOK 31
million equivalent to NOK 0.08 per share. Total proposed
dividend is NOK 0.70. Based on the last price paid on 29
December 2023 (NOK 7.35), the proposed cash dividend
represents a dividend yield of 9.5 %.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
11
Contents
The share
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
12
Contents
Ownership structure per 31.12.2023
Size class No of shares Capital/votes % No of owners Owners %
1 - 1,000 727,800 0.2 1,951 44.0
1,001 – 10,000 6,547,635 1.7 1,629 36.7
10,001 – 100,000 22,172,005 5.7 652 14.7
100,001 – 1,000,000 47,696,264 12.3 161 3.6
1,000,001 – 5,000,000 63,435,193 16.4 30 0.7
5,000,001 – 10,000,000 30,357,050 7.8 4 0.1
10,000,001 – 53,000,000 216,244,877 55.9 8 0.2
Total 387,180,824 100.0 4,435 100.0
Geographical distribution of shareholders per 31.12.2023 %
Norway 79.65
Sweden 15.00
United States 1.37
United Kingdom 1.25
Ireland 1.12
Finland 0.49
Luxembourg 0.27
Switzerland 0.20
Denmark 0.23
Others 0.42
Total 100.00
20 largest shareholders per 31.12.2023
% of total share Investor
13.67 PRIORITET GROUP AB
13.27 RASMUSSENGRUPPEN AS
1
8.26 VALSET INVEST AS
7.88 STENSHAGEN INVEST AS
4.65 B2 IMPACT ASA
4.23 DNB MARKETS AKSJEHANDELANALYSE
3.46 SKANDINAVISKA ENSKILDA BANKEN AB
2.58 GULEN INVEST AS
2.12 DUNKER AS
2.12 RUNE BENTSEN AS
2.11 VERDIPAPIRFONDET STOREBRAND NORGE
1.50 GREENWAY AS
1.05 VPF DNB AM NORSKE AKSJER
1.03 STIFTELSEN KISTEFOS
0.90 LIN AS
0.77 F2KAPITAL AS
0.74 JPMORGAN CHASE BANK, N.A., LONDON
0.74 RANASTONGJI AS
0.62 DIRECTMARKETING INVEST AS
0.59 ARTEL AS
27.71 OTHER
100.00 Total
1. Total shareholdings of Rasmussengruppen AS includes shareholdings of its wholly owned subsidiaries
Portia AS, Cressida AS and Viola AS
The share
2
Governance
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
14
Contents
Corporate
governance
Transparent and efficient corporate
governance drives healthy and
sustainable business practices.
Good governance ensures reliable
financial reporting, adherence to
legislation and regulations across
the Group, alignment of our stake-
holders’ interests, and, ultimately,
long-term value.
Governance
B2 Impact is subject to the corporate governance reporting
requirements set out in Section 3-3b of the Norwegian
Accounting Act, the Norwegian Public Limited Liability
Companies Act (“PLCA”), the Oslo Stock Exchange
Rulebook II – Issuer Rules, and to the Norwegian Code
of Practice for Corporate Governance issued by NUES
(“Code”), each freely available at lovdata.no, oslobors.no
and nues.no.
This report constitutes an integral part of the Directors’
report and follows the “comply or explain” methodology
used in the Code.
1. Implementing and reporting of corporate
governance
The Board of Directors of B2 Impact ASA (“the Board”) pro-
motes sustainable business practices and believes that
good governance is a driver for long-term shareholder
value. The Board actively adheres to corporate govern-
ance standards and ensures B2 Impact complies with the
requirements of section 3-3b of the Norwegian Accounting
Act and the Code. Our Corporate Governance Principles
are subject to annual review and discussion by the Board
and can be found on the Company’s webpage.
B2 Impact is committed to sound business practices,
open and transparent communication, and adherence
to all applicable laws and regulations across the board.
To this effect, B2 Impact has implemented and continu-
ously updates policies setting out the principles on how
its business should be conducted. These policies and
principles reflect our core vision (be a trusted partner
that actively re-shapes the credit management industry),
our core values (Agility, Integrity, Diversity, Excellence and
Responsibility (AIDER)), and apply throughout the entire
Group. B2 Impact complies with the Code unless explicitly
stated below.
2. Business
B2 Impact is one of the leading European debt manage-
ment companies active in debt purchase, debt collection
and third-party debt collection. It has as corporate objective
“… to engage in investments, participation in and the admin-
istration of other companies engaged in acquisitions, and
the management and collection of receivables and other
activities in connection with the above.”
B2 Impact endeavours to build financial health through
transparent and ethical debt management, by providing
liquidity to financial institutions, contributing to a healthier
financial system, and impacting the financial situation of
our customers by offering sustainable solutions to handle
their debt. The Group has approximately 1,700 employees
across the markets it operates in and is headquartered
in Oslo.
B2 Impact’s objectives, strategies, risk profiles and
goals are assessed and evaluated annually with a view
to generating financial results for its stakeholders
but also to yield positive social effects for broader society.
B2 Impact believes that its business should create value
for its shareholders in a sustainable manner. Sustainability
starts with corporate culture, values and our approach to
doing business.
In pursuing its objectives, B2 Impact, in line with our
values of integrity and responsibility, acknowledges its
responsibility regarding climate and environment, social
issues, and proper corporate governance. Whether it is
commitment to human rights and labour rights, tackling
corruption, preventing environmental harm, or other
unethical behaviour. For further information, see the
sustainability sections which constitutes an integral
part of the Directors’ report.
B2 Impact furthermore commits to: openness and
transparency in communication with its stakeholders;
independence in the relationship between its Board,
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
15
Contents
the Management, and its shareholders to ensure decisions
are made on an unbiased and neutral basis; practices
equal treatment and equal rights for all shareholders,
and; maintains adequate routines and systems for inter-
nal controls, and risk management.
B2 Impact believes that maintaining sound corporate
governance mechanisms secures continuity and predict-
ability, secures adherence to our fundamental values and
ethical guidelines, and reduces the level of risk for all our
stakeholders.
3. Equity and dividends
B2 Impact endeavours to pursue a clear and consistent
dividend policy, which aims for shareholder returns of
50 % of the Company’s adjusted net profit after tax
(both in cash and in distribution in kind, as share buy-
back programs of treasury shares).
This policy forms the basis for the Board’s proposals
to the Annual General Meeting on dividend payments
and is available on the Company’s webpage. The Board’s
dividend proposals are always subject to the applicable
legal restrictions, and to an assessment of the Company’s
capital structure. This assessment includes liquidity and
solidity risk, market opportunities, timing effect from
portfolio recoveries, financial covenants, general business
conditions and any capital restrictions at the time of the
dividend to be assessed and paid.
All distributions, whether in cash or in kind, initiated
by the Board always take place within the limits set out
in the authorisation from the General Meeting.
The Board continuously assesses the Company’s and
overall Group’s capital structure and will take adequate
steps should the Company’s equity or funding structure
no longer be appropriate to its objective and risk profile.
All mandates granted by the General Meeting to the
Board to increase the Company’s share capital or to
purchase treasury shares are restricted to their defined
purposes and are limited in time, maximum up to the
date of the next relevant Annual General Meeting.
4. Equal treatment of shareholders
B2 Impact commits to treating all shareholders on an
equal basis. Reasonable differentiation is only appropriate
if there are justified factual grounds, and these are
approved by the general meeting.
In the event of an increase in share capital through
the issuance of new shares, a decision to waive existing
shareholders’ pre-emptive rights to subscribe to shares
could be justified. If the Board resolves to have existing
shareholders’ pre-emptive rights waived, a justified
proposal will be submitted to the general meeting. Both
the approval and justification will be disclosed in a stock
exchange announcement in connection with the share
capital increase.
Any transactions carried out by B2 Impact involving
own shares is carried out through the stock exchange
at the prevailing rates and subject to ongoing disclosure.
B2 Impact may acquire own shares with a total nominal
value of up to 10 % of its share capital, organised through
external bank mandate under the “safe harbour” exemption.
Subject to the PLCA and IFRS, specific approval mech-
anisms apply to “related party transactions”, and
B2 Impact discloses all “related party transactions”.
5. Shares & negotiability
B2 Impacts shares are freely negotiable, in one class, and
each share carries one vote. There are no restrictions on
ownership, transferability or voting rights linked to the
shares.
Members of the Board and the executive management
are encouraged to own shares in the company. These
shareholdings are disclosed on the Company’s webpage.
All transactions by these persons (and their close associates)
in the shares, and other financial instruments of B2 Impact,
are disclosed to the market in accordance with the Market
Abuse Regulation.
6. General meetings
In accordance with the PLCA and the Company’s articles
of association, the Board convenes the general meeting(s).
Notice to all shareholders (or their depository institution)
is given no less than three weeks prior to the general
meeting, and the registration deadline is set as close as
possible to the date of the general meeting. The notice
includes information on registration, participation, voting,
advance voting, and the use of proxies.
The Board has the option to hold the general meeting(s)
as a physical or an electronic meeting. Shareholders who
are unable to attend are given the opportunity to vote by
proxy or cast their votes by electronic means in advance.
A proxy form will be made available and is set up so that
it is possible to vote on each of the agenda items and for
candidates that are nominated for election, individually.
All shareholders listed in the shareholders’ register on
the record date are entitled to attend the general meeting,
either in person or by proxy, to ask questions and to vote
relative to their respective shareholdings. Shareholders
can vote on each individual matter, including on each
individual candidate nominated for election.
B2 Impact adheres to the principle of distributing
sufficiently detailed and comprehensive information in
advance, allowing shareholders to form a good view on
all relevant matters.
Corporate
governance
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
16
Contents
The Chair of the Board, the CEO and the Chair of the
Nomination Committee are present at the general meet-
ing. The Board will ensure that the general meeting is
able to elect an independent chair to the meeting. Board
members are encouraged to attend the general meetings.
The minutes of the general meetings are distributed
through Oslo Stock Exchange and published on the
Company’s website.
7. Nomination committee
B2 Impact has, in accordance with its articles of association,
established a Nomination Committee consisting of three
members. The members as well as the Chair of the
Nomination Committee are elected by the annual general
assembly for a period of two years.
The majority of the Nomination Committee members
are independent from Board and Management. Neither
the CEO nor other members of Management are members
of the Nomination Committee.
The objectives, responsibilities and functions of the
Nomination Committee are described in “Instructions for
the Nomination Committee”, as disclosed on the Company’s
webpage. These instructions are adopted by the annual
general assembly.
The Nomination Committee submits recommen-
dations to the general meeting for candidates for the
election of (a) members to the Board, (b) the Chair of the
Board, (c) members and chair of the Nomination Com-
mittee, (d) other sub-committees of the Board, (e) and
recommendations as to the remuneration for the Board
and Nomination Committee.
The Nomination Committee’s recommendations take
into account the guidelines of the Code regarding the
composition and independence of the Board. Recom-
mendations include motivated grounds, justification
and particularly include information on each candidate’s
competence, experience, capacity, and independence.
They consider ownership interests in the company,
assignments carried out for the company, and assignment
for other companies and organisations.
Recommendations of candidates to the Nomination
Committee shall ensure a broad cross-section of the
shareholders as well as a balance regarding independence.
To carry out its monitoring as effectively as possible,
the Nomination Committee has individual discussions
with the members of the Board and the CEO.
8. Board: composition and independence
Conform the Code and our corporate governance principles
the majority of the Board members are independent of
the Company’s Management, the Company’s majority
shareholders (a shareholder who owns 10 % or more of
the Company’s shares), and material business contracts
or material business connections. Board members do not
have specific engagements towards the Company other
than their duties as Board members. No members of
Management are member of the Board.
The Board aims to maintain a balanced gender com-
position, practicing the 40 % men, 40 % women, and 20 %
any gender for composition of the board.
The Chair of the Board is elected by the Annual General
Meeting. Board members are elected for up to two years
at a time and may be re-elected. The Company’s annual
report provides information regarding the expertise of
the members of the Board, as well as their attendance
in board meetings. The annual report distinguishes
which Board members are independent.
9. Work of the board
Conform the PLCA the ultimate responsibility for the
Company’s activities in general, its management, and
supervision of its day-to-day management, rests with the
Board. The Board furthermore ensures that the activities
of the Management are organised in a sound manner,
keeps itself informed of the Company’s financial position,
plans the (long term) activities of the company, and en-
sures that the Company’s accounts and assets (and the
management thereof) are subject to adequate control.
The Board has issued “Board of Directors Rules of
Procedure” which reflect the above responsibilities and
regulate the activities of the Board. In addition, the Board
has issued a separate instruction to the CEO which parti-
cularly focuses on a clear internal allocation of responsi-
bilities and duties, as well as on providing the Board with
sufficient, accurate, relevant, and timely information to
carry out its duties.
These rules and instructions govern how the Board
and Management must handle agreements with related
parties, including amongst others whether independent
valuations must be obtained. Board members must make
the Company aware if they have a material interest in items
considered by the Board, and the Board shall also disclose
agreements related to any such interest to the annual
general meeting and present them in the Directors’ Report.
Board members may not participate in Board discussions
or decisions in matters where they or a close associate of
them have a particular interest. If the Chair of the Board is
personally involved, the Board’s consideration of such matter
is chaired by another member of the Board.
In the event of material transactions between the
Company and its shareholders, a shareholder’s parent
company, members of the Board, executive personnel
of the Group or close associates to any such party,
the Board must arrange for an independent third-party
valuation. Independent valuations are also procured for
Corporate
governance
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
17
Contents
transactions between Group companies when any of
those involved companies have minority shareholders.
The Board has introduced a Group Related Party
Transactions Policy applicable for all Group entities,
employees and for the Board itself which is available
on the Company’s webpage.
The objectives, responsibilities and functions of the
Board and the CEO are revised annually and remain in
compliance with the rules and standards applicable to
the Group.
The Board has established an Audit Committee and
a Remuneration Committee. Both the Audit Committee
and the Remuneration Committee act as a working and
preparatory committee for the Board, preparing matters
and acting in an advisory capacity.
Audit Committee
The duties and composition of the Audit Committee
follow the PLCA and Section 3.1.3.6. of the Rulebook. Its
objectives and responsibilities are revised annually and
there are separate Instructions for the Audit Committee,
available on the Company’s webpage.
The members of the Audit Committee are elected
by and from the members of the Board for a two-year
term. The Audit Committee members must have the
overall competence required by legislation, with at least
one member of the Audit Committee competent in the
field of finance and audit.
Remuneration Committee
The Remuneration Committee follows the outline of the
PLCA and ensures thorough and independent preparation
of matters relating to the performance and remuneration
of the CEO and the executive management. It reviews
and prepares guidelines and reports on matters of remun-
eration or Group KPIs that are presented or recommened
to the Board. Its objectives and responsibilities are revised
annually.
The members of the Remuneration Committee are
elected by and from the members of the Board for a two-
year term, and the Board provides the details for the
appointment of Board committees in the annual report.
Separate Instructions for the Remuneration Committee
are available on the Company’s webpage.
Annual evaluation
The Board evaluates its own performance and expertise
annually. At the end of each Board meeting the Board
furthermore has a separate agenda item where the
Board, without the Management present, discusses
matters and assessments that complement this
annual evaluation.
10. Risk management & internal control
Integral to B2 Impact’s risk management, the Audit
Committee and the Board conduct regular evaluations
of the Company’s most important areas of exposure
to risk. This also extends to the domains of compliance
and sustainability. The Board furthermore evaluates risk
on a continuous basis in relation to specific projects.
The Board has defined the overall risk profile and appetite
of the Company across its activities, and this is further
set out and adopted in the Company’s governing
documents, policies and guidelines.
B2 Impact has established policies in respect of internal
control and risk management in the following areas:
• Ethics, Code of Conduct
• Environmental, Social and Governance
• Risk management
• Compliance, including Group policies covering anti-
corruption and anti-bribery, anti-money laundering,
counter terrorist financing, sanctions and whistleblowing
• Financial management, including guidelines for quality
assurance of financial reporting
• People and organisation
• Communication and investor relations
• Related party transactions
The Company reports and follows up on risk and compliance
exposures in all business areas in a controlled and con-
sistent manner, managed by the Chief Risk, Compliance &
ESG Officer.
Across the Group, the investment process when acquiring
non-performing loans is led centrally by the Chief Investment
Officer. An Investment Committee is headed by the CEO
and follows investment thresholds and the authorisations
delegated by the Board.
To further support the risk management and control
architecture, B2 Impact has a Group Internal Auditor
reporting to the Board through the Audit Committee.
The Group Internal Auditor is responsible for administering
the Group’s control function in relation to risk, compliance,
and internal control. The function has no direct operational
responsibility over the activities it evaluates, and has
unrestricted access throughout the Company.
The Company and its Management frequently report
to the Board on both operational, financial, and non-
financial matters with the purpose of ensuring that the
Board has sufficient and relevant information, can take
informed decisions, and is able to respond rapidly to
changing conditions.
The Board evaluates and provides an account of the
main features of the Company’s internal control and risk
management systems, relating both to the Company’s
Corporate
governance
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
18
Contents
financial and non-financial reporting, in order to provide
the shareholders of the Company with sufficient informa-
tion to understand how the Company’s internal control
system is organised.
The Group’s Internal Audit function is an independent
review function that reports directly to the Board via the
Audit Committee (“Group Internal Audit”). The role of
Group Internal Audit is to provide independent reasonable
assurance to the Board and the CEO of the effectiveness
of internal control, risk management and the Group’s
governing processes. Group Internal Audit also provides
advice to executive management and the Board on how
the risk management and internal control environment
can be managed and improved. Group Internal Audit
receives its instructions from the Board via the Audit
Committee, which also approves Group Internal Audit’s
annual plans, budgets and quarterly written reports
11. Remuneration of the board
The remuneration of the Board is proposed by the Nomination
Committee and approved at the annual general meeting.
The Nomination Committee may at its discretion, submit
proposals to annual general meeting.
The Board’s remuneration is not linked to the Company’s
performance, and share options are not granted to members
of the Board. The level of remuneration reflects the Board’s
responsibility, expertise, the complexity of the company,
as well as the level of involvement in both the Board and
Board committees. There is no additional remuneration
paid to members of the Board, other than the remuneration
approved by the annual general meeting.
Board members, or companies associated with Board
members, do not engage in specific assignments for
the Company outside of their appointments as members
of the Board. In cases where there are special grounds,
such assignments are disclosed to the full Board. Con-
sideration may be presented to the Nomination Committee
upon recommendation from the Board.
The remuneration for the Chair of the Board is deter-
mined separately from that of the other Board members.
Details of all elements of the remuneration and
benefits for each member of the Board are disclosed in
the Remuneration Report. This report is available on the
Company’s webpage and is attached to the notice for
the annual general meeting.
12. Remuneration of executive personnel
B2 Impact’s remuneration practice aims to ensure that
its executive personnel and its shareholders have con-
vergent interests. As a principle, remuneration practices
should be kept simple and performance-related remu-
neration should be subject to a limit. The Remuneration
Policy caps performance-related short-term incentives
to 70 % of fixed remuneration. Any deviations from the
policy are subject to Board consideration.
The Company’s Remuneration Policy and any guidelines
on fixed or other types of remuneration for executive
personnel aims to support the Group’s values and strategy.
They are submitted to the annual general meeting, attached
to the notice for the annual general meeting, and are also
accessible on the Company’s webpage.
Total remuneration for the CEO and other executive
personnel consists of fixed remuneration, a variable remu-
neration, a long-term incentive program, as well as by fringe
benefits and pension arrangements.
The performance-related remuneration for executive
personnel consists of a short-term incentive program
portion and a long-term incentive program. The perfor-
mance-related remuneration package is based on
quantifiable factors related to both Group and individual
targets, designed to enhance value creation for our
shareholders or the Company’s interest over time. The
key performance indicators for 2023 included financial
targets.
The long-term incentive program consists of a share
option program. Share options are granted on an annual
basis, with one-third on each of the first, second and
third anniversary of the grant.
The Board has considered it inappropriate to practice a
general right to demand the repayment of performance-
related remuneration unless required under applicable
laws and regulations.
13. Information & communications
All B2 Impact communication follows the principles of
transparency and equal treatment of all shareholders.
The company provides timely, comprehensive and accurate
information to our shareholders and to the financial markets
in general, with the aim to provide an accurate and trans-
parent view of our share. This mainly happens via annual
and quarterly reports, investor presentations, press- and
stock exchange releases, and through the Company’s
website. The communication is is done by the Chair of
the Board, the CEO, the CFO, the Head of Investor Relations,
or a person appointed and authorised by them.
Unless exceptional circumstances apply, B2 Impact
promptly discloses all information in accordance with the
Market Abuse Regulation and the Norwegian Securities
Trading Act. B2 Impact has strict guidelines for handling
inside information, these are available on the Company’s
webpage.
B2 Impact is subject to the rules applicable to compa-
nies listed on Oslo Børs, and provides information about
all mandatory disclosable actions, such as certain decisions
by the Board of the General Meeting, and about events
Corporate
governance
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
19
Contents
(such as acquisitions, significant contracts, or joint ventures
the company enters into, etc) of major importance to the
company.
14. Take-overs
In the event of a take-over bid, the Board will seek to
comply the recommendations of the Code, obtaining a
valuation from an independent expert and on this basis
make a recommendation to the shareholders whether to
accept the bid. The Board acknowledges its responsibility
to ensure that shareholders have sufficient information
and time to assess a take-over offer.
The Board will not seek to hinder or obstruct a takeover
bid, and refrain from undertaking any actions intended to
give certain shareholders or others an advantage at the
expense of other shareholders or the company, nor will it
seek to institute measures aiming to protect the personal
interests of its members at the expense of the interests
of the shareholders.
Deviations from the Code:
There are no other written procedures regarding take-over
bids. B2 Impact has not found it appropriate to instate
further procedures of conduct in the event of a take-over
bid, other than the principles described above and what
follows from the relevant law.
15. Auditor
The auditor is invited to meeting(s) of the Board and
the Audit Committee where any of the following topics
are on the agenda: the annual accounts, the quarterly
reports, accounting principles, assessment of accounting
estimates and matters of importance on which there has
been disagreement between the auditor and the Manage-
ment and/or the Audit Committee.
The Board holds a meeting with the auditor at least once
a year, at which no representative of the Management is
present. At least once a year the auditor and the Board
discuss weaknesses identified by the auditor and pro-
posals for improvement. The Board furthermore ensures
that the auditor presents the main features of
the audit plan.
The Auditor submits an annual report to the Audit
Committee attesting its independence and explaining
the results of carried out statutory audits.
The Audit Committee has on behalf of the Board specified
the Management’s routines for using the auditor for non-
audit services for the purpose of maintaining the indepen-
dency of the auditor.
The auditor communicates in writing with the Board
on all matters brought to light by the audit of which the
Board should be informed to be able to fulfil its respon-
sibilities and function. The auditor indicates the nature
of such matters and what consequences it may have
if the matters are not acted upon.
The Board reports the auditor’s remuneration to the
annual general meeting.
Corporate
governance
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
20
Contents
Risk
management
B2 Impact’s approach to risk man-
agement is to proactively manage
risks in order to ensure sustainable
profits and value generation for the
Group’s stakeholders.
B2 Impact continued to strengthen its risk management
throughout 2023, and as part of the internal reorgan-
isation, the Risk and Compliance functions are now
organised in one department to better align risk analysis,
monitoring, and mitigation activities across the group.
B2 Impact risk management framework
B2 Impact is implementing risk management principles
based on the COSO Enterprise Risk Management (ERM)
framework with the objective to improve governance,
drive operational excellence and create value for all
stakeholders. Internal risk management framework
facilitates analysis and monitoring of significant risks
and enables management functions at operational and
Group levels to identify and quantify risk factors that may
negatively affect the Group’s profitability and sustainability.
At B2 Impact, the risk framework is underpinned by
key principles and policies, which define internal expecta-
tions on risk management with all employees expected
to apply these principles in their daily work, promoting
risk ownership and management where it arises. Risk
management principles are grouped into categories
as follows:
Dimension Definition Principle and Objectives
1. Strategic Risks linked with the overall business plan,
organisational structure, culture, investments,
and macro and political environment.
Build a strong vision, strategy and product off-
ering that enables the Group to grow profitably
aligned with its strategic objectives. Lead by
example, create a culture that promotes loyal
and ethical behaviour aligned with company
values and stakeholders’ expectations.
2. Financial Risks linked to financial losses, impacting the
overall financial results, including liquidity,
currency and interest rates, credit, and tax.
Build a strong, transparent, and auditable financial
position that enables the Group to plan and
optimise its financial resources, meet financial
obligations, and grow profitably.
3. Operations Risks linked with failed internal processes and
procedures, people’s actions, systems or from
external events including legal and compliance.
Deliver exceptional service that meets and
exceeds targeted operational expectations.
Create operational efficiencies, build company
resiliency, auditability, transparency, and
processes optimisation.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
21
Contents
Risk management
The risk governance structure is overseen by the Board
of Directors (“the Board”) through the Audit Committee,
owned by the CEO and headed by the Chief Risk Compli-
ance & ESG Officer with appointed risk managers
from operating entities.
The Group Risk function works with local risk managers
and central functions to correctly identify and assess risks,
challenge risk assessments and act as a consultant to
support a clear and transparent risk mapping process.
Functional description of effective risk
management and control
The business operations as risk owners, the Risk and
Compliance functions and the Internal Auditor are the
key actors of the risk control framework of the Group.
1. The business operations own the risk and are
responsible to manage the risks they take in their
course of business. This entails responsibility for
daily risk management and compliance with the
Group’s internal policies and external regulations.
2. The Risk and Compliance function is independent
from business operations, and is responsible for risk
monitoring, control, and supporting the management
in identifying and understanding risk. Risk and
Compliance actively participate in defining and
implementing relevant policies and controls through
out the organisation and provide continuous training
to all employees.
3. The Internal Auditor ensures proper functioning
of the risk management framework by performing
continuous analysis, providing advice and
conducting audits.
Risk strategy and appetite
The Group’s core business is to generate profitable returns
through controlled exposure to credit risks in the form of
acquiring and managing non-performing loans. Therefore,
the Group actively pursues this type of risk which inher-
ently carries the highest potential impact on the income
statement and balance sheet.
Risks such as liquidity, operational and market risk
should be minimised but balanced, as far as it is eco-
nomically justifiable, following internal policies and
guidelines. Other types of risk such as management,
regulatory and reputational risk are addressed through
the Group’s governance and compliance policies and
external regulatory requirements.
Principal risks
Principal risks are identified through the Group-wide risk
framework or through incidents raised through available
reporting channels, including a protected, anonymous
whistleblowing channel. Material risks are discussed
at executive management level with mitigating actions
defined and implemented, and with improvements
actively monitored by the Group Risk function.
The risks are grouped into three broad categories:
strategic, financial, and operational. The tables below
summarise the key risks and mitigants B2 Impact is
exposed to. The measurement and tracking of sustain-
ability risks is integrated into the risk management
framework.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
22
Contents
Strategic Risks Risks linked with the overall business plan, organisational structure, culture, investments, and macro and political
environment.
Management risk Description:
B2 Impact operates in multiple countries with different competitive and
regulatory landscapes and historically operated a decentralised model.
This may give rise to different types of risks as local entities have different
operating models and different levels of maturity.
Mitigation:
Continued progress towards a more integrated and more efficient operating
model, with well aligned Group level and local functions and central oversight.
In 2023, the Group has executed, as part of its newly adopted strategy plan,
a significant internal reorganisation at the top management level, resulting
in increased accountability, faster decision making and improved communi-
cation. The reorganisation has created stronger internal governance over-
sight and enabled the company to benefit from internal synergies across its
footprint.
Investment risk Description:
B2 Impact invests in NPL portfolios and subsequently makes a profit or loss
from these investments by assuming all rights and risks arising from these
transactions.
The Group needs access to a pipeline of NPL opportunities that enables
it to invest in at rates of return that are attractive and profitable.
Losses may be incurred by over-estimating collections or the timing of
them, or by under-estimating the costs to collect.
Mitigation:
B2 Impact buys NPL portfolios at discounted prices, utilising proprietary data,
tools and methods, and therefore the risk is partially mitigated through pricing
and expected returns.
The company actively manages a well diversified pipeline to identify trans-
actions opportunities that are aligned to the operating capabilities and the
investment appetite of the group and where the company has a reasonable
chance of securing the transactions at attractive terms.
All acquisitions are subjected to Group transaction oversight and careful
evaluation of portfolio characteristics. The Group actively works to improve
the quality of investment underwriting and portfolio management through
continuous improvements in processes, tools, methods, and competences.
Macroeconomic
and political risk
Description:
B2 Impact operates in multiple countries and is therefore implicitly exposed
to different economic and political regimes.
Changes in the economic and political environment may negatively impact
our business, both in our ability to buy portfolios and our ability to collect
on portfolios acquired.
Mitigation:
The Group is well diversified across multiple countries and therefore risks
associated with individual countries have limited impact.
The Group maintains an on-going dialogue with the local management teams
and uses external market research and data to actively monitor the macro-
economic trends in each country. The market and macroeconomic analyses
and insights are incorporated into Group’s strategic considerations.
Risk management
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
23
Contents
Risk management
Climate risk Description:
Climate risk has become a major factor in global geo-politics and economy,
owing to potential weather-related disruptions, forced migrations, and
negative impact on the biosphere.
Assessing and combating climate risk is an important topic for B2 Impact, with
the Management and the Board committed to minimise the Group’s footprint
and to address relevant risks and actively support transitioning to net-zero.
Mitigation:
B2 Impact reports on the sustainability of its operations with reference to GRI
standards and EU Taxonomy. Through a climate risk review undertaken in 2022,
Climate risk was classified internally as low.
The Board regularly reviews climate-related risks and opportunities as part of its
overall responsibility for risk governance. Management regularly reviews climate
-related risks and opportunities as part of its responsibility for enterprise risk
management. Climate risks are included in the enterprise risk management
system and will continue to be updated.
B2 Impact has introduced operational initiatives such as – among others –
recycling, reduced paper consumption, and energy-efficient offices, to reduce
the company’s carbon footprint.
Going forward, the Group will continue implementing activities to support
the transition to net-zero.
The Group is preparing to provide sustainability reporting under newly
introduced ESRS standards (starting from 2025, for the year 2024).
Financial Risks Risks linked to financial losses that may impact the overall financial results including liquidity, currency, interest rates,
credit and tax.
Liquidity risk Description:
B2 Impact is dependent on access to financing from banks, financial institutions
and from the capital markets through, loan agreements, project financing, and
the issuance of bonds and share capital in order to have sufficient liquidity
available to meet its contractual obligations.
Mitigation:
The Group’s capacity to assume risk is determined by the Board of Directors.
B2 Impact’s policy is to always have liquidity available to cover the contractual
financial obligations, financial portfolio forward flows and outstanding binding
portfolio investment offers, operating within bank and financing covenants
restrictions.
The capital threshold for equity in the loan agreements is set at a minimum
consolidated book adjusted equity ratio of 25 %.
Liquidity risk is monitored by the Group’s Treasury function.
B2 Impact works actively to maintain good relationships with the financing
banks, financial institutions, bond investors and credit rating agencies.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
24
Contents
Risk management
Currency and
interest rate risk
Description:
B2 Impact is exposed to fluctuations in exchange and interest rates. These
risks can affect the earnings and financing costs as B2 Impact’s accounts are
denominated in NOK, whilst a large part of the Group’s business is carried out
in Euros and other local currencies.
Mitigation:
To mitigate the currency risk the Group uses a multicurrency revolving credit
facility (borrowing in EUR, DKK, NOK, SEK, PLN), project financing in EURO
and bond loans denominated in Euros to effectively establish natural hedging.
For most countries (legal entities), investments, revenues, and operating
expenses are denominated in local (and mostly functional) currencies.
Therefore, currency fluctuations have a relatively minor effect on operating
earnings within the relevant country which limits transactional FX exposure.
B2 Impact is exposed to changes in interest rates since the Group’s debt
has an element of floating interest rate. The Group employs hedging strategies
that enable B2 Impact to, within certain limits, hedge its interest exposure and
hence monitor and reduce overall interest rate risk exposure.
Currency and interest rates exposure are regularly monitored with hedging
arrangements assessed and modified in accordance with the Group’s
hedging policy to continuously minimise these risks.
Currency and interest rate risk is monitored by the Group’s Treasury function.
Credit risk Description:
The risk of losses arising from customers not repaying principals or interest
accrued or counterparties not meeting their contractual obligations.
For B2 Impact, this refers mainly to receivables arising from acquired NPL
portfolios, cash and cash equivalents, and outlays on behalf of clients.
Mitigation:
NPL portfolio risks are addressed under investments risk.
For cash and cash equivalents, these are deposited with established
banks where the risk of loss is remote. For counterparty risks, the Group
deals primarily with known counterparties with good creditworthiness.
Credit risk is analysed, monitored, and controlled by the local entities
management and strengthened by additional oversight from the Group
controlling units.
Tax risk Description:
Changes in domestic and international direct and indirect tax laws may
result in financial losses or increased expenses for the Group, related to
investments and on the operational level.
Mitigation:
B2 Impact’s policy is to always engage the services of external tax advisors
for large and complex transactions in order to ensure these are properly
assessed and managed.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
25
Contents
Risk management
Operational Risks Risks linked with failed internal processes and procedures, people’s actions, systems or from external sources
which includes legal and compliance.
Data Protection Risk Description:
The operations are dependent on a large amount of information containing
personal data.
Risk arises from human error, non-compliance with the internal policies
or external regulations, or inappropriate processes and procedures
implemented including internal control.
Mitigation:
B2 Impact has implemented and enforces the General Data Protection
Regulation (GDPR) requirements, including local legislation requirements
in all countries where the Group has business operations. Appropriate
and suitable safeguards, including technical and organisational measures,
have been implemented to protect personal data and to safeguard the
rights and freedoms of the data subjects.
B2 Impact only processes personal data for which it has legal grounds to
do so and are necessary for its operations. The Group and local entities have
appointed Data Protection Officers who regularly monitor and enforce GDPR
compliance. All employees are expected to follow internal established policies
and processes, including the reporting of any data breaches to their respective
Data Protection Officer.
All employees are provided with regular GDPR training and digitalised annual
refresher courses which is mandatory for all employees.
GDPR indicators such as security incidents, data breaches, data protection
complaints, and data subject rights demands are monitored (Group and
locally), followed up and executed in accordance with the requirements
and deadlines set out in the GDPR.
Regulatory risk Description:
The Group depends on authorisations and licenses from different authorities
in order to operate. Risk arises from non-compliance or breaches to existing
processes and procedures implemented.
Regulatory changes can also influence the markets and local operations,
either in a positive or in a negative way.
Mitigation:
The Group actively monitors and where appropriate participates in regulatory
changes and developments relevant to its industry, in the countries we operate,
both at EU and national levels.
All local entities have implemented a compliance function, which works with
Group compliance to ensure regulatory risks are identified, assessed, mitigated
and managed as appropriate.
Group compliance-related policies have been translated into local languages
and are accessible to everyone in the organisation. Group-wide compliance
training is conducted on regular basis through the internal training platform.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
26
Contents
Risk management
Reputation risk Description:
A good reputation is crucial to B2 Impact’s long-term sustainability, allowing
it to operate as a viable company, in particular since the Group deals with
debt collection activities and its customers need to trust B2 Impact in order
to positively engage with the company. It is therefore crucial to B2 Impact
that its customers are always fairly treated.
The Group places great emphasis on reputation and relationships with all
stakeholders: clients, customers, employees, board members, investors,
authorities and vendors.
Mitigation:
B2 Impact Code of Conduct is an integral part of the operations and describes
our principles and values, our role in society, our relationship with stakeholders
and B2 Impact position in sustainability issues. We promote and uphold high
ethical behaviour and compliance across our business.
Our Code of Conduct applies to all employees and all external parties repre-
senting the company, including suppliers and business partners. This is supp-
lemented with detailed Group policies and procedures in various disciplines.
A digital training program deployed annually on our Code of Conduct is mandatory
for all employees, supplemented with additional training for relevant employees.
The Group has also implemented an online customer survey across all unsecured
footprint entities to assess and improve the internal collection practices and
ensure customer satisfaction.
Suspected irregularities are reported through internal channels or through
our Whistleblowing externally run reporting channel accessible 24/7, offering
confidentiality and anonymity.
The Group monitors and follows up compliance with internal policies, whilst
raising awareness on the importance of creating and maintaining a culture
of compliance and ethics across the Group.
Financial crime risk Description:
The Group’s employees may face corruption, bribery, and money laundering
attempts.
Therefore, there is a risk that employees might use their position of power
to benefit themselves, or to influence decision makers.
B2 Impact might also face being exploited by money laundering from criminal
activities through insufficient knowledge of clients or through the payment
of transactions undertaken.
Mitigation:
B2 Impact applies a zero-tolerance policy to corruption and bribery, which
is reflected in the Code of Conduct, and supplemented with detailed policies
and procedures implemented across the organisation.
Group entities collect information about clients and their shareholders,
as well as customers based on Know Your Counterparty (KYC) policies.
Group Compliance identifies, evaluates and manages risks in this area,
and provides relevant training across the organisation.
All employees and external parties are expected to report suspected cases of fraud,
corruption, bribery, money laundering or any other illegal activities or violations
of B2 Impact’s Code of Conduct through B2 Impact Whistleblowing channel.
This channel is externally run, available in local languages and accessible 24/7
ensuring confidentiality. It is also possible to report concerns anonymously
and/or verbally.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
27
Contents
IT functionality and
security risk
Description:
The Group depends on accessible and well- functioning IT systems. Interruptions
and errors in business-critical systems can pose risks to the operations and
company reputation.
Although strict protocols are implemented there is always a risk of illegal
infringement and access to the systems, giving unauthorised access to
information, loss of data through malicious software or illegal exploitation
on the company’s behalf through phishing.
Mitigation:
IT functionality and security risks are managed through a combination of
technical and administrative controls, security training and regular checks and
monitoring of systems. This is carried out at both local and Group level. For
Group functions, centralised logging and prevention of intrusion is in place.
In 2023, B2 Impact has been running a program on the Group IT Architecture,
Governance and Security to modernise technology and IT processes, providing
higher elasticity and resilience to IT platforms.
This modernisation programme will continue into 2024.
Employee risk Description:
The employees are crucial to B2 Impact’s success.
The Group is committed to attracting and retaining competent and motivated
employees and managers to avoid the risk that strategic goals cannot be
achieved. Key individual dependency also represents a risk for business
continuity.
Mitigation:
B2 Impact puts a strong emphasis on common values, engagement and con-
tinuous development and growth. As part of our commitment to positive work
environment, the Group conducts an annual measurement and monitoring of
employee engagement. This survey provides insights that guide our efforts
dedicated to improving employee loyalty and retention.
The Group has successfully implemented leadership e-academy, which
equips managers with practical tools, allowing them to better engage with
their teams and enhance their leadership capabilities. In addition, the Group
offers all employees a selection of courses related to professional and personal
development.
All Group entities have Employment and Training policies which are compliant
with local laws and regulations, and all entities monitor and manage their
employee turnover ratios.
Risk management
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
28
Contents
External risks: global and macroeconomic
developments
The ongoing military conflicts in the Ukraine and the
Middle East have increased geopolitical risks in Europe,
with elevated macroeconomic uncertainty expected to
continue.
The main impacts of the global situation on B2 Impact
are higher interest rates and increased cost of living, which
put pressure on debt repayments. However, continued
low unemployment rates, salary increases, relatively high
savings rates and government support programs have
partly offset these challenges. The majority of B2 Impact's
cash flows come from legal collection streams, which partly
mitigates the collections risk. During 2023 the Group has
not seen significant negative impact of the macroeconomic
situation on debt collection.
Higher interest rates have resulted in higher funding
costs for B2 Impact, mitigated by improved credit rating,
low leverage, and ability to fund the business at compet-
itive rates. The market partially neutralises the negative
effects of higher funding costs, with NPL portfolios
currently trading at lower prices.
Internally, operational costs have increased in 2023
due to higher wage requirements and increase in prices
of services. This is being mitigated through adjustments
to strategy and cost optimisation programs.
B2 Impact is geographically well diversified.
B2 Impact has an adequate liquidity position to meet
its investment plans in 2024. The Group plans to continue
to invest in a prudent and disciplined manner across its
markets and within the desired risk-return profile.
B2 Impact continues to actively monitor the macro-
economic developments. At this stage the baseline
scenarios indicate limited risk for B2 Impact, however
the risk may change in the event of significant prolongation
or escalation of geo-political uncertainties.
Illustration of the functional organisation
of effective risk management and control:
Three lines of defence
Key Risk Indicators are proposed by
Risk in co-operation with the first
line of defence. Approved and
monitored by the Board.
Board of Directors
CEO
Key Risk Indicators:
• Profitability & Sustainability
• Diversification
Valuation accuracy
Performance
• Operations, Culture
& Compliance
Business operations
Daily risk management
and compliance with
Group’s internal policies
and external regulations
First line
Risk Owners
Risk, Compliance &
Corporate Governance
Independent risk
monitoring, support
and control to protect
company value
Second line
Oversight and Advisory
Internal Audit
Ensures proper
functioning of
the first and second
lines of defence.
Third line
Independent Assurance
Audit
Commiee
Risk management
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
29
Contents
In 2021, we undertook systematic stakeholder dialogue,
where we conducted interviews, arranged workshops,
and sent out surveys to representatives from each stake-
holder group, about our company’s sustainability efforts,
important topics, and where they think we can improve.
The findings from the systematic stakeholder dialogue
were structured for discussion with B2 Impact’s top manage-
ment (Group), including CEOs from each company, who
together defined our material topics with assistance from
PWC.
In 2022, the materiality assessment was updated again
(based on desktop review and internal discussions) and
resulted in the following material topics:
• Fair treatment and satisfaction of customers
• Cybersecurity and data privacy
• Ethical behaviour and anti-corruption
• Training and development
• Responsible acquisition of portfolio and partnerships
• Human rights
• Diversity and inclusion
• Employee health and wellbeing
• Climate change
In 2023, we have again assessed these topics and made
some adjustments. First; although we have always included
information about Anti-bribery when talking about ethical
behaviour, this has now been specified as a material topic.
Second; the topic that was previously referred to as
Employee health and wellbeing has been renamed to
Employee wellbeing, as we operate in an environment
that involves limited physical health risks to employees.
Third; Human rights has been removed as a material topic
and we are from 2023 onwards reporting on this topic
as part of our mandatory Transparency Act reporting
Stakeholder
dialogue and
materiality
assessment
A stakeholder assessment has
identified customers, investors, vendors,
lenders and employees as B2 Impact’s
key stakeholder groups. The company
maintains an ongoing dialogue
with all these groups, for example
through regular meetings, e-mail
correspondence as well as the
employee and customer surveys.
(Appendix 2). The same includes Diversity and inclusion,
which is now part of our voluntary Activity Duty reporting
(Appendix 1). Finally, Climate change has been removed
as a material topic, as our impact on this topic can be
considered limited. However, we have included information
about climate risk in the risk management report, which
can be accessed on page 20.
To improve readability, the material topics have been
placed into three overarching focus areas. These are:
Our customers, Our employees and Our company.
Focus area Material topics
Our customers Fair treatment and satisfaction of
customers
Cybersecurity and data privacy
Our employees Employee wellbeing
Training and development
Our company Anti-bribery and anti-corruption
Responsible acquisition of
portfolioand partnerships
We will continue to report on our progress on these
topics to our stakeholders, for example through the
annual integrated report.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
30
Contents
We engage with customers in vulnerable situations and
therefore have a duty to approach them with empathy,
respect, and dignity, and to ensure that the debt collection
process does not result in unfair outcomes. This commitment
is explicitly stated in both our Code of Conduct and our
company values.
While customers retain responsibility for the debt they
have incurred and any delays in payment, the conse-
quences that they face should be proportionate and
reasonable with respect to the size of the debt.
Our services are designed to help customers address
their indebtedness by developing a repayment plan that
fits their financial situation. This approach enables the
customer to regain full participation in the financial system
within a reasonable time frame without any hindrances.
In 2023, 5.9 % of total customer claims were entirely
repaid (debt-free) and the customers regained access
to the standard financial system. Additionally, 9.5 % of
customers had a partial payment of their claims,
demonstrating that they are repaying their defaulted
debts in monthly instalments with solutions tailored
to their financial needs.
We conduct monthly internal quality and auditing
controls in 56 % of our entities (10 out of 18 entities
1
).
During these controls, calls and other interactions with
customers are reviewed to assess how the debt collection
processes are performed and identify areas of improvement.
In 2023, 91 % of the audited calls and actions complied
with our standards. In 2023, 50 % of our operations carried
out customer surveys (100 % of targeted unsecured entities),
with 78 % of the respondents saying that they are satisfied
with our services.
Out of the 8.5 million debt collection cases in 2023,
we received a total of 488 complaints from customers
(down from 1,049 in 2022). Complaints need to be
Fair treatment
and satisfaction
of customers
Fair treatment and satisfaction of
customers lies at the heart of our
business. As a debt solutions provider,
we recognise the actual and potential
impacts that our business activities
can have. Our primary objective is to
find amicable solutions that lead to
beneficial outcomes for all parties.
Our customers
substantiated and can vary from privacy questions
to debt disagreements. They are addressed daily by
following the guidelines in the respective entity, and the
case is always followed up until fully resolved. Feedback
is used to train collection agents. Only 0.006 % of the
total number of collection cases during the reporting
period concerned rights, disagreements, or non-
conformance to internal standards.
Our Customers
1. Not all collection platforms in the Group have established internal
quality and auditing controls, due to their small size.
2. 2022 figure has been reviewed and adjusted.
3. 56 % of all local entities have established a quality department
or team to ensure collection activities are performed in line with
internal collection standards.
4. 50 % of our collection platforms conduct customer surveys.
It covers all entities with intensive call center activities.
KPI 2023 2022 2021
No. of debt collection cases
8.5 mill
% of claims fully solved
(debt-free)
5.9 % 5.6% 5.7 %
% of claims with partial
payments
9.5 % 9.1 %
2
N/A
No. of complaints received
488 1,049 N/A
% of entities with internal
quality and auditing controls
implemented
56 % 41 %
Quality and auditing
controls score
3
91 % 85 % 89 %
% of operations that carries
out customer surveys
4
50 % 50 % 22 %
Customer satisfaction score
78 % 80 % 83 %
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
31
Contents
Cybersecurity and data privacy
Online services and digitalisation are core to our business
model. We often collect personal data when acquiring a
customer’s debt and we also process personal data on
behalf of clients
1
and data relating to our business partners.
This means that we can have an actual or potential impact
on the topic of data privacy and cybersecurity.
We are committed to protecting personal data and
respecting privacy. We make every reasonable effort
to ensure that customer data is accurate, adequate,
relevant, and limited to the purpose of its use. We always
inform about personal data processing in a concise and
transparent manner, and records of personal data are
only kept for as long as it is reasonably necessary.
We operate in accordance with the General Data
Protection Regulation (GDPR) requirements, in addition
to local legislation in all countries where we are present.
Data privacy and cybersecurity are governed through
the following policy documents, which have been imple-
mented across the different companies in the Group:
• GDPR Policy
• Personal Data Breach Management Policy
• Cookie Files Policy
• Risk Analysis Policy
• Information Security Policy
We have also established appropriate and suitable
safeguards, including technical measures, to protect
personal data and to safeguard the rights and freedoms
of the data subjects. The Group and local entities have
appointed Data Protection Officers who regularly monitor
and ensure GDPR compliance (security incidents, data
breaches, data protection complaints, and data subject
rights demands). We have also implemented prevention
plans and an Information Security Management System
(ISMS) in our Cloud Center of Excellence (CCoE). The
ISMS has restricted and controls access to personally
identifiable information, and focus on protecting three
key aspects of information:
• Confidentiality: Ensuring that information is not available
or disclosed to unauthorised people, entities, or processes
• Integrity: Ensuring that information is complete and
accurate, and protected from corruption
• Availability: Ensuring that information is accessible
and usable by authorised users
Our policies, plans and systems are regularly reviewed
and updated to appropriately address data privacy and
cyber security risks. Employees undergo mandatory
GDPR and privacy trainings at least annually, with an
87 % completion rate in 2023.
Any breaches (actual or suspected) shall be reported
by the employee to their respective Data Protection
Officer. In 2023, the Group received with six substantiated
complaints concerning breaches of customer privacy,
including complaints from regulatory bodies and other
outside parties. All complaints were handled in accordance
with the requirements and deadlines set out in the GDPR.
Additionally, we identified four incidents of leaks, thefts,
or losses of customer data in the reporting period.
In May 2023, B2 Kapital d.o.o., our subsidiary in Croatia,
was imposed an administrative fine by the Croatian Data
Protection Agency (AZOP) on grounds of alleged breaches
with GDPR regulations. B2 Kapital d. o. o has appealed
the decision from AZOP and is now asserting its rights
before the Administrative Court of Zagreb. The basis for
the appeal is that no data leakage by B2 Kapital d.o.o.
has been substantiated and that there has been no leak
of confidential information relating to clients or debtors
from the company’s IT systems.
KPI (GRI 418) 2023 2022 2021
No. of leaks, thefts, or
losses of customer data
(IT security breaches)
4 0 0
No. of substantiated
complaints concerning
data privacy
6 3 0
Our customers
1. Clients refers to those we provide with collection services as a third party.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
32
Contents
To monitor and enhance employee wellbeing, we regularly
conduct performance and career development reviews
with employees. In 2023, 801 employees
1
(46.3 %) took
part in such discussions. Additionally, an annual engage-
ment survey is carried out across the organisation. The
survey measures engagement levels and allows employees
to anonymously express their opinions. Managers use
the results to identify improvement areas and to develop
action plans together with their team members. The 2023
survey recorded an engagement score of 80/100.
The work carried out by call centre employees can
be demanding. Contacting indebted customers, engaging
with them, and negotiating a payment plan require perse-
verance, empathy, and excellent listening skills. Our Health
and Safety Statement underscores our commitment to
prioritising the wellbeing and health of employees. This
includes promoting a culture of health and safety among
all employees, providing a safe working environment for
employees and visitors, encouraging training on health
and safety issues, and conducting systematic reviews
to ensure that health and safety policies are appropri-
ately implemented. Work-life balance initiatives, flexible
working hours, and work-from-home policies are some
of the measures employed to improve wellbeing in the
workplace. Employee benefits, for example life or health
care insurance, disability and invalidity coverage, parental
leave, retirement provision, or stock ownership, is offered
to a majority (at least 70 %) of employees.
A high sick leave or turnover ratio can often indicate
an unfulfilling working environment and low employee
satisfaction. In 2023, professional sick leave was 0.008,
and the turnover rate was 19 % (down from 22 % in 2022).
The turnover rate is on par with the industry average
and can in part be explained with the nature of the
call centres and the number of part time employees.
Our aim is to reduce the turnover rate going forward.
Employee
wellbeing
High employee satisfaction is crucial
for providing high-quality services.
We believe that work environment
where employees can thrive and
succeed can also help attract and
retain talent .
Our employees
KPI (GRI 2-8) 2023 2022
Workers who are not
employees
2
43 88
KPI (GRI 2-30) 2023 2022
Employees covered by
collective bargaining
agreements
57 % 57 %
KPI (GRI 401-1) 2023 2022 2021
Turnover rate during the
reporting period
4
19 % 22 % 23 %
Own/other KPIs 2023 2022 2021
Share of entities with
work-life balance
measures in place
80 % 81 % 43 %
Employee survey
participation rate
85 % 92 % 89 %
Employee
engagement score
80/100 80/100 80/100
Professional sick leave
5
0.008 0.006 0.03
1. Headcount at the end of the reporting period. Workers who are not
employees are typically phone agents employed for short campaigns
and lawyers for collection activities.
2. For employees not covered by collective bargaining agreements,
working conditions and terms of employment are based on rules
set out by local labour organisations.
3. Voluntary turnover was 11 % in the reporting period.
4. Work-related sickness and accidents in the workplace, measured
as number of days lost/number of annual working hours*1000.
5. Excluding workers who are not employees.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
33
Contents
Training and development
We invest significantly in employee competence through
training and development initiatives. Enabling professional
growth is important for providing development pathways
for employees and retaining talent within the organisation.
In 2023, 100 % of employees participated in various
training programs related to business operations and
collection management, as well as topic-specific trainings
in different departments of the company. Trainings are
conducted using internal or external e-learning platforms,
with each employee receiving an average of 12 hours of
training in 2023. No transition assistance programmes
were offered to employees who retired or whose em-
ployment was terminated during the reporting period.
KPI (GRI 404-1 & 404-3) 2023 2022 2021
Average hours of
training that employees
have undertaken during
the reporting period
1
12 hrs 15 hrs 10 hrs
% of employees who
received a regular
performance and career
development review during
the reporting period
2
801
(46.3 %)
925
(46 %)
N/A
Own/other KPIs 2023 2022 2021
Business units with talent
programmes in place
25 % 26 % 19 %
Business units with e-
learning platform in place
100 % 100 % 100 %
Employees receiving
e-learning training
100 % 98 % 100 %
Percentage of employees
who undertook voluntary
ESG Basic training
28 %
Our employees
1. Total number of training hours over the year divided by employees
at the end of the reporting period.
2. Performance and career development reviews are performed to on
employees.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
34
Contents
We have established high ethical standards to promote
an ethical and responsible corporate culture. Our Code
of Conduct as well as the Anti-Bribery and Corruption
Policy apply to all employees across the Group, and defines
risks, responsibilities, and consequences. Throughout
2023, our employees undertook mandatory training on
whistleblowing, Code of Conduct and GDPR. Additionally,
many of our Group employees underwent ESG and ethics
training.
We are a Nordic-based company that seeks to conduct
our business according to the highest ethical standards
and adhere to strict laws and regulations. However, we
also operate in certain countries and markets
1
with increased
exposure to financial crime. The Business Partners Code
of Conduct outlines the ethical standards, principles and
behaviours B2 Impact expects from our business part-
ners when conducting business with or on behalf of us. The
Business Partner code of Conduct is made available to all
business partners, who can report identified or suspected
irregularities using B2 Impact’s Whistleblowing channel.
We also conduct due diligence of business partners,
following the steps in the Group wide Business Partner
Due Diligence Policy. In case of non-compliance or
demonstrated corrupt, illegal or unethical conduct, B2
Impact reserves the right to seek corrective actions.
These actions could include investigating the matter
more closely, suspending or terminating agreements,
or reporting the case to competent authorities.
We have established a whistleblowing channel in
line with the EU Whistleblowing Directive, which allows
employees and external parties to raise concerns such
as confirmed or suspected misconduct, violations, illegal
activities, or other unethical behaviours which may be
deemed to be a protected disclosure. The channel is
serviced by an external provider, ensuring confidential-
Anti-corruption
and anti-bribery
Bribery and corruption represents a
tangible risk to our operations due
to the high number of financial
transactions handled every day.
We have a zero-tolerance for
bribery and corruption. Employees
can neither offer any benefits (of any
nature or form, including gifts and
hospitality), which are in violation of
applicable laws or ethical standards,
nor accept any benefits that could
compromise their judgment,
decisions, or actions.
1. According to Transparency International’s Corruption Perception
Index 2023.
2. The figures from 2020 to 2022 were obtained based on different
sources and parameters, since we introduced the whistleblowing
channel in the end of 2021 and improved the reporting system
used across the Group in 2022. The figures for 2020 have been
reviewed and adjusted.
Our company
ity, and allowing anonymous reporting. We prohibit any
form of retaliation against anyone filing a report in good
faith. Please refer to the 2023 Transparency Act report
for more information regarding our reporting procedures
regarding human rights and decent working conditions.
In 2023, there were seven incidents reported as whistle-
blowing cases. All cases have been handled. Amongst
these seven reports, four were transferred to and processed
by HR as they were assessed to be personal grievances
rather than protected disclosures. One resulted unjustified
after an internal investigation, and one was closed as the
information provided did not allow for proper investigation.
One case was still being investigated at the end of 2023.
There were no confirmed incidents of corruption in 2023.
KPI (GRI 205-2 b & e) 2023 2023
Number and percentage
of employees who have
been informed of the
organisation's anti-
corruption policies and
procedures
1,773 (100 %) 1,099 (100 %)
Number and percentage
of employees have received
training on anti-corruption
1,613 (91 %) 1,931 (92 %)
KPI (GRI 205-3 a) 2023 2022
2
2021
Confirmed incidents
of corruption
0 0 0
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
35
Contents
Our company
Responsible acquisition of portfolios and
partnerships
We have integrated sustainability considerations into
our responsible acquisition processes and partnerships.
We work with vendors or co-investors to acquire
non-performing loans, where the aim is to establish a
mutual trust agreement without incurring unwanted risk.
Our acquisition of non-performing loans and third-party
debt collection services have important sustainability
implications, including corruption, treatment of debtors,
commercial strategies, certain reputational activities,
anti-competitive practices, and legal sanctions.
Our Responsible Marketing and Sales Statement provide
guidelines to manage marketing and sales activities in
an ethical and responsible manner, ensuring that we do
not partner with non-compliant partners. We have also
developed a set of defined characteristics to screen out
potential acquisitions that present high sustainability risks.
KPI 2023 2022 2021
Portfolio acquisitions where
sustainability requirements
have been applied
92 % 84 % 74 %
Directors'
report
3
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
37
Contents
Directors'
report
The Company has delivered stable
results and strong cash flow through-
out the year, and ended the year with
a solid balance sheet and the lowest
leverage ratio in the industry.
2023 was a year of transition for B2 Impact. In a challen-
ging macro environment with inflationary pressure, the
Group focused on cost control and economies of scale
in its core markets. Investments were carried out in a
disciplined manner, with higher returns expected on the
portfolios acquired to offset increased funding costs.
The Group has delivered solid results throughout the year,
with continued strong performance within all segments.
In 2023, the Board of Directors (“the Board”) and the
Company have focused on reorganising the Group to
centralise and simplify the group structure. On 1 October
a new organisational structure for the Group was imple-
mented. The new organisation is built around the Group’s
main business lines, Investments, and Servicing, and is
structured to support a common commercial focus and
drive efficiency in all departments.
As part of the reorganisation, the Group implemented
a rebranding project as part of its strategy to “Operate
as One” to underpin strategic, operational, commercial,
financial, and cultural alignment across the Group. B2 Impact
was launched as the Group’s new brand on 29 September,
and the new brand will be rolled out in all core markets
during 2024 to support our strategic goals to increase
recognition across our markets and strengthen our internal
culture and our commercial activities.
On the same day as the launch of the new brand,
Moody’s upgraded its credit rating (corporate family rating)
for B2 Impact to Ba2 from previously Ba3. According to
Moody’s the upgrade is a reflection of the Group’s more
balanced and moderate growth strategy since 2019, The
amended strategy has resulted in solid and continuous
profitability, leverage below the sector’s average, strong
equity buffers and diminishing liquidity pressures. B2
Impact’s executive management (“Management”) has
also ensured timely refinancings and adequate backup
B2 Impact ASA (“the Company”) is a Nordic-based
debt management company active in purchasing of
non-performing loans, debt collection and third-party
debt collection. The Company is the parent of the B2
Impact consolidated group of companies (together
“the Group” or “B2 Impact”), a pan-European debt
solutions provider.
B2 Impact offers solutions to the challenges created
by defaulted loans, and provides liquidity to financial
institutions, contributing to a healthier financial system.
B2 Impact promotes lasting financial improvement
through transparent and ethical debt management.
The Company was founded in 2011 and is headquar-
tered in Oslo, Norway.
The Directors’ Report is prepared in accordance
with the Norwegian Accounting Act and the Norwegian
Securities Trading Act. The Corporate Governance
Report, the Risk Management Report and the Sustain-
ability Report are integral parts of the Directors’ report.
The annual accounts for 2023 have been prepared
on a going concern basis and in the opinion of the Board,
the accounts provide a true and fair representation of the
Company’s business and financial results.
The Group’s consolidated financial statements are
presented in compliance with International Financial
Reporting Standards (IFRS).
The Board and Management of B2 Impact review the
company’s corporate governance annually and report
on the company’s corporate governance in accordance
with the Norwegian Accounting Act § 3-3b and the
Norwegian Code of Practice for Corporate Governance.
Both are freely available at respectively lovdata.no and
nues.no. The Board’s Corporate Governance Report is
included in this integrated annual report and forms an
integral part of this directors’ report.
2023 highlights:
• Disciplined investment approach
• Strong collection with overperformance
in all quarters
• B2 Impact launched as new brand
• Cash EBITDA of NOK 4.7 billion,
with cash margin of 71 %
• Adjusted net profit of NOK 483 million
• Proposed dividend of NOK 0.70
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
38
Contents
facilities in order to mitigate refinancing risks during
periods of potentially constrained capital market access.
Moody’s also takes into consideration that given a low
current leverage level and headroom under its financial
covenants, B2 Impact is well positioned to continue its
moderate but profitable growth path.
The Group has had continued focus on reducing its
geographical footprint and freeing up capital to redeploy
in core markets. During the year, the Group sold its
third-party collection business in Norway and its sub-
sidiaries in Bulgaria and Montenegro.
Increased funding costs have been counteracted by
solid performance and strong cash flow. The Group ended
the year with the lowest leverage ratio in the industry.
The Board will propose to the General Meeting on 23
May a dividend of NOK 0.70 for the financial year 2023.
The Board wishes to thank all employees for their support
and efforts in an eventful and challenging year. The Board
would also like to express its gratitude for the support
from the banks, bond investors and the shareholders.
Disciplined investment approach
The Board together with Management has had a continued
focus on capital discipline to preserve capital and to
strengthen the Group’s ability to refinance outstanding
debt at better terms. The credit rating upgrade from
Moody’s is a testament to the Group’s ability to deliver
moderate growth but at the same time keep leverage
at an industry low. The Group guided investments in the
range of NOK 2.5 to 3 billion for 2023 and ended the year
with investments of NOK 2.75 billion - an increase of 27 %
from 2022.
In line with the Group’s strategy, the Board has focused
on investments in core markets to utilise economies of
scale. 97 % of portfolio investments were in unsecured
portfolios, of which 67 % were in the Group’s core markets
in Poland and the Nordics.
During 2023, the NPL industry was characterized by
a market with changing market dynamics. In line with
increased funding costs, the Group observed lower prices
and increasing returns on portfolios acquired. Capital dis-
cipline was observed across the industry as a whole, with
several industry players focusing on deleveraging rather
than new investments.
As at the end of 2023, the Group’s ERC including share
of JVs was NOK 22.5 billion compared with NOK 20.2 billion
at the end of 2022.
Collections
The Group has delivered solid continuous collection
performance throughout 2023, with over-performance
in all quarters.
Increasing interest rates and inflationary pressure has
had little impact on the Group’s collections. Continued
low unemployment rates, salary increases, relatively high
savings rates and government support programs have
partly offset the challenges of higher interest rates.
Gross collections for the Group including share of JVs
were NOK 6,008 million in 2023 compared with NOK
4,936 million in 2022, an increase of 22 % year on year.
Adjusted for FX, the increase was 7.5 %.
Cash collections were NOK 6,164 million in 2023 com-
pared with NOK 5,161 million in 2022, an increase of 19.4 %.
In the fourth quarter, B2 Impact collected around NOK
500 million from its largest single secured claim. The
collection of the secured claim in question was backed
by collateral in Croatia. Adjusted for FX, the increase was
5.5 %.
Real estate owned (REO) sales in 2023 amounted to
NOK 499 million compared with NOK 581 million in 2022
and the gain on sale of REOs of NOK 146 million in 2023
compared with NOK 189 million in 2021. In 2023 the REOs
were sold at 41 % above book values which represents
another strong year, with the Group’s expectation being
in the region of 15-20 % gain on book values over time.
Financial results
The Group recorded a full year operating profit of NOK
1,578 million for 2023, compared with NOK 1,029 million
in 2022. The net profit adjusted for non-recurring items
was NOK 483 million compared with NOK 564 million in
2022. With financial expenses of NOK 1,124 million in 2023
compared with NOK 588 in 2022, the increase in cost
of funding has to a large degree been offset by higher reve-
nues and strong collections as evidenced by the modest
decrease in adjusted net profit from 2022 to 2023.
Revenues from purchased loan portfolios amounted
to NOK 2,839 million including net credit gain compared
with NOK 2,262 million in 2022. Total revenues for the
year amounted to NOK 4,129 million compared with NOK
3,477 million in 2022.
Operating expenses, excluding depreciation and
amortisation and impairment losses and cost of collateral
assets sold amounted to NOK 2,092 million for 2023 and
increased by NOK 219 million (12 %) compared with 2022.
However, these costs included non-recurring items of
NOK 111 million in 2023 and NOK 174 million in 2022. The
comparable figures excluding non-recurring items and
adjusted for FX showed an increase of 4 % mainly related
to higher collection activity.
Personnel expenses for 2023 amounted to NOK 959
million adjusted for non-recurring items compared with
NOK 869 million for 2022. Adjusted for FX, personnel
expenses were down with 1 % in 2023.
The Cash EBITDA for 2023 was NOK 4,752 million com-
pared with NOK 3,996 million, an increase of 19 %. The
cash margin in 2023 was 71 %, slightly up from 70 % in
2022. Adjusted for FX, the increase in Cash EBITDA was 6 %.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
39
Contents
Balance sheet & liquidity
Total assets at 31 December 2023 amounted to NOK
17,328 million compared to NOK 16,500 million in 2022.
The equity amounted to NOK 5,588 million and the book
equity ratio was 32.2 % compared to equity of NOK 5,217
million and book equity ratio of 31.6 % on 31 December 2022.
Total book value of purchased loan portfolios ended
at NOK 11,542 million end of December 2023 compared
with NOK 11,181 million end of December 2022. Net interest-
bearing debt as of 31 December 2023 was NOK 9,035
million compared with NOK 9,042 million last year.
Cash and cash equivalents and liquidity reserve
amounted to NOK 1,404 million and NOK 4,721 million
respectively at the end of 2023 compared with NOK
1,176 million and NOK 3,606 million at the end of 2022.
The Group has a solid balance sheet entering 2024
and is well funded to finance future investments.
Financing
Throughout 2023, the Group maintained a solid liquidity
reserve, increased headroom under its financial covenants,
and refinanced part of its debt. The Group’s funding
structure and gearing ensures liquidity and flexibility
to deliver on its strategy.
A combination of equity, bank financing, and bonds
provides access to capital when opportunities arise,
while stable collections across the Group provide a
strong operating cash flow.
During 2023, B2 Impact raised EUR 150 million in
a tap issue in the first quarter with proceeds used to
repay Bond 4 (B2H04) that matured in May.
B2 Impact had a solid funding base to support future
growth with NOK 4,721 million in liquidity reserves at
the end of 2023.
At the end of December 2023, the Group had two
listed senior unsecured bond loans, Bond 5 (B2H05)
and Bond 6 (B2H06), for a total of EUR 500 million in
addition to the bank financing. The RCF was amended
in the third quarter to give the company full flexibility and
optionality to take out B2H05 (Bond 5) with the RCF.
B2H05 of EUR 200 million was called, just after the
B2I06 bond issue of EUR 100 million, and fully repaid on
6 February 2024 of which EUR 55 million was drawn on
the RCF for that specific purpose.
Additionally, there is a senior secured facility agreement
with PIMCO as original noteholder which matures in 2027,
under which EUR 16 million was drawn at year end. The
project financing was completed in 2022 and ensured
that all major secured portfolios and REOs in Central and
Southeast Europe were funded under a non-recourse basis.
The strategy of the Group is to manage and limit both
currency and interest rate risk. The Group uses interest
rate swaps and interest rate caps to reduce its interest
rate exposure and at year end the hedging ratio was 53
% with a duration of almost 2 years. To achieve a suitable
currency ratio between assets and liabilities, the Group’s
debt is borrowed in currencies reflecting the underlying
expected future cash flows from acquired portfolios.
Moody’s upgraded its credit rating (corporate family
rating) for B2 Impact ASA to Ba2 from previously Ba3 in
September. In February 2024, S&P upgraded B2 Impact's
credit rating to BB- from B+ with Stable outlook.
The Board deems the Company's liquidity situation,
its ability to meet current and future obligations, and its
solidity as adequate and satisfactory.
Deleveraging
The Group maintained a low leverage throughout the
year and ended the year with a leverage ratio of 1.90x.
Despite the low leverage, B2 Impact still managed to
maintain a robust investment level and ended the year
with growth in ERC (Estimated Remaining Collections).
FTEs
The number of Full-Time Equivalents (FTEs) in the
Group was 1,607 at the end of 2023, a net decrease of
278 during the year from 1,885 at the end of 2022. The
divestment of the Group’s subsidiary in Bulgaria and the
discontinuation of Takto in Poland has contributed to the
majority of the decrease, in addition to further reduction
of FTEs in Poland and Veraltis.
Risk
B2 Impact’s approach to risk management is to proactively
manage risks in order to ensure sustainable profits and
value generation for Group’s stakeholders.
B2 Impact continued to strengthen its risk management
throughout 2023, and as part of the internal reorganisation,
the Risk and Compliance functions are now organised as
one group function to better align risk analysis, monitoring,
and mitigation activities across the group.
The Group’s core business is to generate profitable
returns through controlled exposure to credit risks in the
form of acquiring and managing non-performing loans.
Therefore, the Group actively pursues this type of risk
which inherently carries the highest potential impact on
the income statement and balance sheet.
The risk governance structure is overseen by the Board
through the Audit Committee, owned by the CEO and
headed by the Chief Risk, Compliance & ESG Officer
with appointed risk managers from operating entities.
The Group Risk function works with local risk managers
and central functions to correctly identify and assess risks,
challenge risk assessments and act as a consultant to
support a clear and transparent risk mapping process.
The Group has established the Group Internal Audit as
an internal independent audit function that reports directly
to the Board via the Audit Committee. Group Internal Audit
provides independent reasonable assurance to the Board,
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
40
Contents
its Audit Committee, and the CEO of the effectiveness
of internal control, risk management and the Group’s
governing processes.
Group Internal Audit also provides advice to Management
and the Board regarding how the control environment can
be improved and how risks in internal control can be limited.
Group Internal Audit receives its instructions from the
Board via the Audit Committee, which also approves Internal
Audit’s annual plans, budgets, and quarterly written reports.
B2 Impact is implementing risk management principles
based on the COSO Enterprise Risk Management (ERM)
framework with the objective to improve governance,
drive operational excellence and create value for all
stakeholders. The internal risk management framework
facilitates analysis and monitoring of significant risks
and enables management functions at operational and
Group levels to identify and quantify risk factors that may
negatively affect the Group’s profitability and sustainability.
At B2 Impact, the risk framework is underpinned by
key principles and policies, which define internal expec-
tations on risk management with all employees expected
to apply these principles in their daily work, promoting
risk ownership and management where it arises.
The business operations as Risk owners, the Risk and
Compliance functions and the Internal Auditor are the
key actors of the risk control framework of the Group.
The Board reviews the Group’s most important risk
areas and the approach to address the identified risks
on an annual basis. Additionally, the Audit Committee
reviews risks together with the Group Risk function on
a quarterly basis.
For more details of the risk elements and actions to
mitigate risks, please see the Risk Management report
which constitutes an integral part of this Directors' report.
Sustainability
B2 Impact reports in accordance with section 3-3c of the
Norwegian Accounting Act on corporate responsibility,
as well as the Norwegian Transparency Act om human
rights and decent working conditions. Additionally, the
company has identified six material topics (sorted under
three different focus areas: Our Customers, Our People,
and Our Company) which it reports on annually. Reporting on
the above topics has as of 2023 been included through-
out the annual integrated report, but nevertheless forms
an integral part of this Directors' Report. The reporting
is made with reference to the Global Reporting Initiative
Standards (GRI) and the Euronext Guidelines for listed
companies. The annual integrated report is also our
Communication on Progress, which we are required
to submit as a signatory to the UN Global Compact.
A statement in accordance with section 5 of the Norwegian
Transparency Act can also be found in the annual inte-
grated report. From 2023, we are furthermore reporting
according to the activity and reporting obligation under
the Norwegian Equality and Anti-Discrimination Act, on
a voluntary basis.
The Chief Risk, Compliance & ESG Officer is responsible
for the follow-up of sustainability activities across the Group,
and reports back to management and the Board who
evaluate the results. Going forward, B2 Impact is in the
process of adapting its reporting to the Corporate Sustain-
ability Reporting Directive (CSRD) and the associated
European Sustainability Reporting Standard (ESRS). The
EU Taxonomy Report is posted on B2 Impact's webpage.
People
At the end of 2023, the Company had 26 employees
at year end, including 7 women and 19 men. The Board
comprised of seven members at the end of 2023, with
three women and four men. The Group employed 1,773
employees (headcount including workers who are not
employees) at year-end, consisting of 1,193 women and
580 men. The total number of full-time equivalents (FTEs)
at year-end was 1,607 of which 1,073 women and 534 men.
The Group believes in fostering an inclusive environment
and has a zero-tolerance policy against discrimination.
This is furthermore aligned with the Norwegian Equality
and Anti-Discrimination Act, which aims to promote
equality and prevent discrimination.
The Company saw a significant decrease in reported
sick days, with 65 (0.58 %) reported days compared to
179 (2.2 %) the previous year. Throughout 2023, there
were no incidents causing serious injury or damage,
and efforts to improve the workplace are made on a
continuous basis.
Our ethical guidelines are outlined in the Code of Conduct
and other Group policies. The Group works actively, purpose-
fully and systematically to promote a responsible corporate
culture. B2 Impact has introduced a Group-wide Whistle-
blowing Policy and Whistleblowing channel, enabling
employees and other stakeholders to report concerns
anonymously.
We have a limited impact on the natural environment
through emissions to sea/air, and our operations entail
little risks of pollution. This topic has therefore not been
highlighted as material in the 2023 report, but we have
nevertheless included a summary of the climate risk assess-
ment in this report.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
41
Contents
Governance principles
The Board and Management review the Company’s corporate
governance annually and report on the company’s corporate
governance in accordance with the Norwegian Accounting
Act § 3-3b and the Norwegian Code of Practice for Corpo-
rate Governance (v. 14 October 2021) and is freely available
at respectively lovdata.no and nues.no.
The Board’s Corporate Governance Report is included
in the integrated annual report and forms an integral part
of this Directors’ Report.
Board of Directors
At the Company’s Annual General Meeting in 2023, Adele
Bugge Norman Pran and Jessica Sparrfeldt were elected
for a period until the Annual General Meeting in 2025.
Board members Harald L. Thorstein (Chair), Kjetil Andreas
Garstad, Trygve Lauvdal, Grethe Wittenberg Meier and
Trond Kristian Andreassen were not up for election.
On 27 December 2023, the Company held an Extra-
ordinary General Meeting where Anders Engdahl, Henrik
Wennerholm and Ellen Hanetho were elected as new
members to the Board until the Annual General Meeting
in 2024. Trygve Lauvdal, Kjetil Andreas Garstad and
Grethe Wittenberg Meier stepped down from the board.
The Board established sub-committees, whereby in
the Audit Committee Adele Bugge Norman Pran chairs
as committee leader, while Jessica Sparrfeldt and Henrik
Wennerholm participate as committee members.
The external auditor, EY, participates in meetings with the
Audit Committee when matters that fall within the scope
of the external auditor’s responsibilities are considered.
The Remuneration Committee consists of Harald L.
Thorstein as committee chair and Anders Engdahl as
committee member.
The Board ensures that B2 Impact complies with its
corporate governance framework, annually reviews the
strategic plan, and reviews the Group risk exposures.
Members of the Board and the CEO’s possible liability
to the company and third parties are individually covered
under a Nordic Directors & Officers Liability Insurance up
to 30 June 2024, which will be renewed.
Equity
At the end of the year, the Company had 387,180,824
outstanding shares, corresponding to a share capital
of NOK 38.7 million.
The total book value of equity amounted to NOK
2,686 million. Total book value of equity for the entire
Group amounted to NOK 5,588 million at the end of the
year, which corresponds to a book equity ratio of 32.2 %.
Considering the nature and scope of B2 Impact ’s
business, the Board considers the Company to be
adequately capitalised.
Looking forward
The Group ended the year with a fourth quarter with strong
cash flow and enters 2024 with a very solid balance sheet,
and the lowest leverage ratio in the industry. Consequently,
B2 Impact is well positioned to take advantage of a market
with changing dynamics and a more favourable competitive
environment.
In 2023, increasing interest rates and inflationary pressure
were the main challenges for the Credit Management
Services (CMS) industry. Cost of funding, and more nota-
bly cost of debt, will be a key topic for the Board in 2024.
In January 2024, B2 Impact issued a new bond of EUR
100 million at favourable terms compared to the industry.
A tap issue of EUR 50 million was issued in February
2024 at even better terms. The focus going forward will
be to further reduce cost of financing and extend the
Group’s maturity profile. An active hedging policy will also
be a crucial part of managing cost of financing.
B2 Impact will maintain capital discipline and will continue
to have a selective investment approach going forward.
The Board believes that the Group will be able to grow in
a market with expected lower pricing of portfolios repre-
senting attractive investment opportunities for B2 Impact.
The Board will also focus on third party servicing oppor-
tunities where relevant, with the ambition to grow assets
under management.
The Board will continue to focus on further cost reduc-
tions through streamlining operations. The Board expects
that further efficiency can be achieved through increased
use of tools such AI powered automation, self-service
platforms and multi-channel customer communication.
Further reduction of footprint remains a priority for the
Board going forward. Three subsidiaries were divested
in 2023, and further divestments are expected in 2024.
Entering the year, B2 Impact has continued operations
in 17 countries, with investments to be concentrated in
10 to 12 markets.
The new brand, B2 Impact, was launched for the parent
company in 2023 as an important step to deliver on the
strategic goal to “operate as one”. During 2024, the new
brand will be rolled out in all core markets, to support
our strategic goals to increase recognition across our
markets and strengthen our internal culture and our
commercial activities. The Board aims to create a Group
environment that is driven by operational alignment,
a shared identity and culture, aligned policies and gover-
nance and a unified commercial platform.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
42
Contents
The Group’s strategy and goals were assessed during
2023 with an aim to transform the Group towards a more
cost-efficient model, and throughout the past year, the
Group has maintained discipline when it comes to both
cost and capital and pricing. Going forward into 2024
this remains high on the Board’s agenda.
Dividends and allocations
The Board proposed to the Annual General Meeting a
cash dividend of NOK 259.5 million equivalent to NOK
0.70 per share for the financial year 2023.
The Board proposed to decrease the parent company’s
share capital and other paid in capital by cancellation of
its 18,648,672 treasury shares acquired under the share
buy-back program. A creditor deadline of six weeks will
apply before implementation.
The Board is of the opinion that, after the dividend
payment for 2023 and the cancellation of the acquired
treasury shares, the Group will have adequate liquidity,
financial strength, and flexibility to provide sufficient
support to its operations within its strategy and market
requirements.
The Board of Directors of B2 Impact ASA,
Oslo, 25 April 2024
/sign/
Harald L. Thorstein
Chair
/sign/
Trond Kristian Andreassen
Board Member
/sign/
Henrik Wennerholm
Board Member
/sign/
Ellen Hanetho
Board Member
/sign/
Adele B. Norman Pran
Board Member
/sign/
Jessica Sparrfeldt
Board Member
/sign/
Anders Engdahl
Board Member
/sign/
Erik J. Johnsen
Chief Executive Officer
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
43
Contents
Harald L. Thorstein
• Independent
• Chair of the Board since May 2020
• Leader of the Remuneration Committee
Founder and Managing Partner of the London based
advisory company Arkwright London Partners LLP. He has
previously held positions in Seatankers Management and
DnB Markets.
Chair of the Board of Jacktel AS, and board member of
Yara International ASA, Dof Group ASA and Odfjell Drilling
Ltd. Extensive board experience includes Aktiv Kapital,
Axactor, SFL Corp and Seadrill.
MSc in Industrial Economics and Technology Manage-
ment with specialisation within Finance and Optimisation.
Board of
Directors
Number of board meetings in 2023: 14/14
Number of shares: 360,000
Nationality: Norwegian
Born: 1979
Adele Bugge Norman Pran
• Independent
• Board member since May 2018
• Leader of the Audit Committee
Management consultant, board professional and investor.
Professional experience from private equity and M&A
consulting. Partner and CFO in Herkules Capital for 12
years.
Chair of the board of Zalaris ASA. Board member of ABG
Sundal Collier ASA, Agentum Asset Management AS,
Hitecvision AS, Motor Gruppen AS, Løvenskiold-Fossum
ANS and Bane Nor SF.
Cand. jur degree from University of Oslo, Master of
Accounting from NHH Norwegian School of Economics.
Number of board meetings in 2023: 14/14
Number of shares: 90,000
Nationality: Norwegian
Born: 1970
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
44
Contents
Trond Kristian Andreassen
• Independent
• Board member since May 2020
Managing owner of Vimar AS. Previous positions include
CEO and member of the board of Avida Finans, CEO
at Gothia Financial Group and CEO (Nordic, Spain and
Holland and CEO Group Factoring Europe) at Arvato
Financial Solutions.
Chair of the board in Åråsen Eiendom AS and Åråsen
Stadion AS. Member of the board in Lillestrøm Sports-
klubb and Skytech Control AS.
Bachelor of Business Administration from BI Norwegian
Business School.
Jessica Sparrfeldt
• Independent
• Board member since May 2023
Holds the position of Chief Line of Business Ledger &
Financing at PayEX. Previous positions include Head of
Strategy Execution in PayEx Group, Head of Business
Finance and Deputy CEO at Avida, Head of Corporate at
Collector Bank and Företagsbanken at Marginalen Bank
Board member of Alfakraft Fonder AB and SHE Invest.
DIHM degree from IHM Business School (Market Economist),
project management certificate from ESI International
George Washington University, UC Business School.
Henrik Wennerholm
• Independent
• Board member since December 2023
25 years of investing and operating experience in financial
services from both the private and public sectors. Until
August 2021 he was the CEO of DDM Holding AG. Founder
of Sileo Kapital AB which was later acquired by B2 Impact
ASA. Previous experience further includes various roles
with Aktiv Kapital ASA (PRA Group), Öhman (Pareto
Securities) and Hoist Finance AB.
M.Sc. in Economics and Managerial Finance from the
Stockholm School of Economics.
Number of board meetings in 2023: 13/14
Number of shares: 300,000
Nationality: Norwegian
Born: 1963
Number of board meetings in 2023: 8/14
Number of shares: 0
Nationality: Swedish
Born: 1978
Number of board meetings in 2023: 1/14
Number of shares: 1,960,000
Nationality: Swedish
Born: 1975
Board of Directors
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
45
Contents
Anders Engdahl
• Independent
• Board member since December 2023
NPL investment and servicing executive with over 25
years of financial services experience. Previously held
positions in Intrum AB including CEO, CFO and CIO. He
has previous experience as Managing Director at Morgan
Stanley’s Financial Institutions Group and from Goldman
Sachs.
Chair of the Board in Waya Finance & Technology AB.
M.Sc. in Economics and Managerial Finance from the
Stockholm School of Economics.
Ellen Hanetho
• Independent
• Board member since December 2023
Professional experience from investment banking and
private equity as a finance and business development
executive in corporations such as Frigaard Invest, Credo
Partners, Goldman Sachs Investment Banking Division in
London and the Brussels Stock Exchange and Citibank in
Brussels.
Founder of Cercis AS. Chair of the board of Mer AS;
member of the board of, among others, MPC Container
ASA, EQVA ASA, Stokke Industri AS and Kristian Gerhard
Jebsen Group Ltd.
BSBA from Boston University, MBA from Solvay University,
executive training at INSEAD and Harvard Business School.
Number of board meetings in 2023: 1/14
Number of shares: 0
Nationality: Swedish
Born: 1974
Number of board meetings in 2023: 1/14
Number of shares: 33,354
Nationality: Norwegian
Born: 1964
Board of Directors
4
Financials
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
47
Contents
Financial
contents
48 Consolidated income statement
49 Consolidated statement of comprehensive income
50 Consolidated statement of financial position
51 Consolidated statement of changes in equity
52 Consolidated statement of cash flows
53 Notes to the consolidated financial statements
119 Parent company income statement
120 Parent company balance sheet
121 Parent company cash flow statement
122 Notes to the parent company financial statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
48
Contents
Consolidated financial
statements
Year ended 31 December Notes 2023 2022
Interest revenue from purchased loan portfolios
4.3 2 473 2 133
Net credit gain/(loss) from purchased loan portfolios
4.3 366 129
Profit from investments in associated parties/joint ventures 17 222 100
Revenue from sale of collateral assets
20 499 581
Other revenues 7 568 534
Total revenues
6 4 129 3 477
External expenses of services provided
8 - 533 - 422
Personnel expenses 9 -1 027 - 900
Other operating expenses 10 - 532 - 551
Cost of collateral assets sold, including impairment
20 - 353 - 392
Depreciation and amortisation
15 - 95 - 83
Impairment losses 14, 15 - 11 - 100
Operating profit/(loss) 1 578 1 029
Financial income 26 6
Financial expenses -1 124 - 588
Net exchange gain/(loss) - 12 - 25
Net financial items
11 -1 110 - 607
Profit/(loss) before tax 468 421
Income tax expense
12 - 105 - 95
Profit/(loss) after tax 363 326
Profit/(loss) attributable to:
Parent company shareholders 363 326
Non-controlling interests 0 0
Earnings per share (in NOK):
Basic
13 0.94 0.82
Diluted
13 0.94 0.82
Consolidated
income statement
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
49
Contents
Consolidated financial
statements
Year ended 31 December Notes 2023 2022
Profit/(loss) after tax 363 326
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations 428 226
Hedging of currency risk in foreign operations
4.2 - 150 9
Hedging of interest rate risk
4.2 - 146
Tax attributable to items that may be reclassified to profit or loss 74
Other comprehensive income 206 234
Total comprehensive income 569 561
Total comprehensive income attributable to:
Parent company shareholders 569 561
Non-controlling interests 0 0
Consolidated
statement of
comprehensive
income
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
50
Contents
Consolidated financial
statements
As at 31 December Notes 2023 2022
Deferred tax asset
12 389 303
Goodwill
14 769 731
Tangible and intangible assets 15, 16 365 320
Investments in associated companies and joint ventures
17 781 690
Purchased loan portfolios 4.3 11 542 11 181
Other non-current financial assets
18 372 414
Total non-current assets 14 218 13 638
Income tax receivable 50 51
Other current assets
19 317 340
Collateral assets
20 1 339 1 294
Cash and cash equivalents 21 1 404 1 176
Total current assets 3 111 2 861
Total assets 17 328 16 500
Share capital
22 39 40
Other paid in capital 22 2 844 2 844
Other capital reserves
23 43 40
Foreign currency translation reserve 743 465
Other equity, including net profit for the year 1 918 1 828
Equity attributable to parent company's shareholders 5 587 5 216
Equity attributable to non-controlling interests 1 1
Total equity 5 588 5 217
As at 31 December Notes 2023 2022
Deferred tax liabilities
12 430 275
Non-current interest bearing loans and borrowings
24 7 970 8 885
Other non-current liabilities 16, 25 256 133
Total non-current liabilities 8 655 9 294
Current interest bearing loans and borrowings
24 2 245 1 201
Bank overdraft
24 225 131
Accounts and other payables 26 174 209
Income taxes payable 29 51
Other current liabilities
16, 27 411 396
Total current liabilities 3 085 1 989
Total equity & liabilities 17 328 16 500
/sign/
Harald L. Thorstein
Chair of the Board
/sign/
Jessica Sparrfeldt
Board Member
/sign/
Ellen Hanetho
Board Member
/sign/
Adele Bugge Norman Pran
Board Member
/sign/
Henrik Wennerholm
Board Member
/sign/
Erik J. Johnsen
Chief Executive Officer
/sign/
Trond Kristian Andreassen
Board Member
/sign/
Anders Engdahl
Board Member
Oslo, 25 April 2024
Consolidated statement of financial position
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
51
Contents
Attributable to parent company shareholders
Notes
Share
capital
Other
paid-in
capital
Treasury
shares
Other
capital
reserves
Interest
hedge
reserve
1
Foreign
currency
hedge
reserve
2
Foreign
currency
translation
reserve
Other
equity To tal
Non -
controlling
interests
3
Total
equity
At 1 January 2022 41 2 843 0 59 22 209 1 818 4 992 1 4 993
Profit/(loss) for the year after tax 326 326 0 326
Other comprehensive income 9 226 234 234
Total comprehensive income 9 226 326 561 0 561
Issue of share capital
22 0 1 1 1
Capital reduction 22 -1 1 0 0
Share buy-back programme
22 -2 -172 -175 -175
Share based payments 23 6 6 6
Other restricted capital -25 25 0 0
Dividend paid to parent company shareholders
22 -168 -168 -168
Dividends to non-controlling interests 0 0 0
At 31 December 2022 40 2 844 -1 40 31 434 1 829 5 216 1 5 217
Profit/(loss) for the year after tax 363 363 0 363
Other comprehensive income - 146 - 150 428 74 206 206
Total comprehensive income - 146 - 150 428 437 569 0 569
Capital reduction
22 -1 1 0 0
Share buy-back programme 22 -2 -121 -123 -123
Share based payments
23 4 4 4
Exercise of options
23 -2 -2 -2
Dividend paid to parent company's shareholders 22 -77 -77 -77
Dividends to non-controlling interests 0 0 0
At 31 December 2023 39 2 844 -2 43 -146 -119 862 2 066 5 587 1 5 588
1. Hedge accounting of interest derivatives, please refer to note 4.2.
2. Hedge accounting of net investment in foreign operations, please refer to note 4.2.
3. Minority interest in Latvia and Poland, please refer to note 29.
Consolidated statement of changes in equity
All figures in NOK million unless otherwise stated
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
52
Contents
Year ended 31 December Notes 2023 2022
Cash flow from operating activities
Profit/(loss) before tax 468 421
Adjustment for non-cash items:
Amortisation and revaluation of purchased loan portfolios 2 899 2 322
Repossession of collateral assets -276 -299
Cost of collateral assets sold, including impairment
20 353 392
Profit from investments in associated parties/joint ventures 17 -222 -100
Finance income
11 -26 -6
Finance costs 11 1 124 588
Unrealised foreign exchange differences -299 -148
Other items 213 245
Operating cash flows:
Income tax paid during the year -144 -144
Interest received 23 5
Decrease/(increase) in current assets -15 -119
Decrease/(increase) in other non-current financial assets -66 -211
Increase/(decrease) in current liabilities -3 50
Increase/(decrease) in non-current liabilities 260 145
Net cash flow from operating activities 4 290 3 142
Cash flow from investing activities
Payment of purchased loan portfolios 4.3 -2 584 -2 157
Investment/divestments in subsidiaries, joint ventures and
associated companies 310 1
Cash received from investments in associated
parties/joint ventures 202 294
Payment of contingent consideration -11
Purchase of tangible and intangible assets
15 -67 -27
Net cash flow from investing activities -2 139 -1 900
Year ended 31 December Notes 2023 2022
Cash flow from financing activities
Proceeds from the issue of new shares
22 0 1
Payment share buy-back programme -122 -175
Proceeds from new external loans during the year
24 20 119 23 462
Repayment of external loans during the year
24 -20 942 -22 892
Repayment of principal amount on lease liabilities
16 -50 -43
Interest and commitment fee paid on borrowings -932 -418
Borrowing cost paid -69 -159
Excercised share options
23 -2
Dividend paid to parent company's shareholders -77 -168
Dividends paid to non-controlling interest 0 0
Net cash flow from financing activities -2 077 -392
Net cash flow during the year 74 850
Net cash at 1 January 1 045 157
Exchange rate difference on cash and cash equivalents 60 38
Net cash at 31 December 1 179 1 045
Net cash comprised of:
Cash and cash equivalents
21 1 404 1 176
Bank overdraft 24 -225 -131
Consolidated statement of cash flows
All figures in NOK million unless otherwise stated
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
53
Contents
Notes to the
consolidated
financial statements
Consolidated financial
statements
Note 1:
General information, basis of preparation,
consolidation principles, new and amended
standards adopted by the Group and new
and amended standards issued but not yet
effective.
1.1 General information
B2 Impact ASA (the Company or Parent) and its subsi-
diaries (together the Group) is a pan-European debt
investor and servicer. The business consists of purchase,
management and collection of unsecured and secured
non-performing loans.
B2 Impact ASA is a Norwegian public limited company
listed on the Oslo Stock Exchange (Oslo Børs) with ticker
B2I. The Company’s registered office is at Cort Adelers gate
30, 0254 Oslo, Norway.
The consolidated financial statements of the Group for
the year ending 31 December 2023 were authorised for
issue in accordance with a resolution of the Board of
Directors on 25 April 2024.
1.2 Basis of preparation
The consolidated financial statements of B2 Impact ASA
and its subsidiaries have been prepared in accordance
with International Financial Reporting Standards (IFRS®
Accounting Standards) as adopted by the European
Union (EU) and Norwegian Authorities, effective as of 31
December 2023.
The consolidated financial statements have been prepared
on a historical cost basis except for the following assets
and liabilities that are measured at fair value:
• derivatives,
• contingent considerations arising from business
combinations,
• participation loan/notes, and
• structured bond and investment funds
Preparation of the financial statements, including note
disclosures, requires management to make estimates
and assumptions that affect amounts reported. Actual
results may differ. See note 3 “Critical accounting judgments
and key sources of estimation uncertainty”.
The functional currency of B2 Impact ASA is the Norwegian
krone (NOK). The B2 Impact Group consolidated financial
statements are presented in NOK and all values are rounded
to the nearest million (NOK’000 000) except when other-
wise indicated. B2 Impact ASA has been granted permission
from the Norwegian authorities to publish the Group
accounts in English only.
1.3 Consolidation principles
The consolidated financial statements include B2 Impact
ASA and its subsidiaries. Subsidiaries are entities in which
B2 Impact ASA has control. Control is achieved when the
Group is exposed, or has rights, to variable returns from
its involvement with the investee and has the ability to
affect those returns through its power over the investee.
As of 31 December 2023, B2 Impact ASA has more than
50 % of the voting power in all subsidiaries.
All intercompany transactions and balances including
profit and loss resulting from these transactions are
eliminated in full upon consolidation.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
54
Contents
A change in the ownership interest of a subsidiary,
without a loss of control, is accounted for as an equity
transaction.
If the Group loses control over a subsidiary, it derecognises
the related assets (including goodwill), liabilities, non-
controlling interest and other components of equity,
while any resultant gain or loss is recognised in profit or
loss. Any investment retained is recognised at fair value.
1.4 New and amended standards adopted by the Group
B2 Impact Group has implemented the amendment to IAS 1:
Presentation of Financial Statements and IFRS Practice
Statement 2 to disclose material accounting policy informa-
tion. Besides that, B2 Impact Group has not implemented
any new accounting standards during 2023.
1.5 New and amended standards issued but not yet
effective
The Group has not early adopted new and revised IFRS
standards which are not yet mandatory or effective.
The Group does not expect that the adoption of these
accounting standards in future periods will have a material
impact on the financial statements.
Note 2:
Accounting principles
2.1 Business combinations and goodwill
Business combinations are accounted for using the
acquisition method. According to this method, acquisitions
of subsidiaries are viewed as transactions by which the
Group indirectly acquires the subsidiary’s assets and
assumes its liabilities and contingent liabilities and values
those assets and liabilities meeting the conditions for
recognition under IFRS 3 Business Combinations, at
their fair value on the acquisition date.
The purchase price consists of the fair value of the
consideration given on the transfer date, including any
conditional purchase consideration which is recognised
as a liability at fair value at the acquisition that date.
Non-controlling interests arise in cases where the Group
acquires less than 100 % of the shares in the subsidiary.
If purchase price exceeds the net fair value of the identi-
fiable assets, liabilities and contingent liabilities, the
difference will be recognised as goodwill.
Following initial recognition, goodwill is measured at cost
less any accumulated impairment losses. For the purpose
of impairment testing, goodwill acquired in a business
combination is, from the acquisition date, allocated to
each of the Group’s cash-generating units (CGU), or
groups of cash-generating units, that are expected to
benefit from the synergies of the combination, irrespective
of whether other assets or liabilities of the Group are
assigned to those units or groups of units.
Goodwill is tested for impairment annually, or more
frequently if events or changes in circumstances indicate
that the carrying value may be impaired, by comparing
the carrying amount of the CGU, including goodwill, with
the recoverable amount of the CGU. The Group calculates
the recoverable amount of the CGU by determining the
higher of the fair value less cost to sell and its value in
use. The key assumption for the value in use calculation
is the forecasted cash flows during the forecast period,
WACC and growth rate. If the recoverable amount of the
CGU is less than the carrying value of the unit, the impair-
ment loss is allocated first to reduce the carrying amount
of any goodwill allocated to the unit and then pro-rate to
the other assets of the unit on the basis of the carrying
amount of each asset in the unit. An impairment loss
recognised for goodwill is recognised immediately
in the consolidated income statement and is not reversed
in a subsequent period.
On disposal of an operating unit within a CGU to which
goodwill has been allocated, the goodwill associated
with that operation is included in the carrying amount
of the operation when determining the gain or loss on
disposal.
2.2 Investments in associated companies and joint
ventures
An associated company is an entity over which the
Group has the ability to exercise significant influence
and that is not a subsidiary or a joint venture. Significant
influence is the power to participate in the financial and
operating policy decisions of the investee but without
the ability to have control over those policies. Significant
influence normally exists when the Group has 20 % to
50 % voting power through ownership or agreements.
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
55
Contents
Investments in associated companies are accounted
for using the equity method.
A joint arrangement is a contractual arrangement whereby
the Group and other parties undertake an economic
activity that is subject to joint control. That is when the
strategic financial and operating policy decisions relating
to the activities of the joint arrangement require the
unanimous consent of the parties sharing control. Joint
arrangements which represent a residual interest in the
arrangement are joint ventures. The Group’s participation
in joint arrangements is classified as joint ventures. For
further details about investments in associated compa-
nies and joint ventures see note 17.
Under the equity method the investment is recognised
at cost and subsequently adjusted to the Group’s share
of the change in the investment’s net assets since acqui-
sition date. The equity method is applied from the date
a significant influence arises until the time it ceases, or
the associated company or joint venture becomes a sub-
sidiary. Adjustments are made where necessary to bring
the accounting policies in line with those of the Group.
The financial statements of the associates and joint
ventures are prepared for the same reporting period as the
Group, except for the Joint Venture EOS Credit Funding
BL DAC, which prepares financial statements for the period 1
March to 28 February. Adjustments are made for the effects
of transactions or events that occur between the date of the
Group’s consolidated financial statements and that date.
The Group’s investments in associates and joint ventures
are tested for impairment when there are indications that
these investments may be impaired.
2.3 Foreign currencies
The consolidated financial statements are presented
in NOK, which is B2 Impact ASA’s functional currency.
Transactions in foreign currencies are initially recognised
in the functional currency at the exchange rate at the
date of the transaction. Monetary assets and liabilities
denominated in foreign currencies are translated to
the functional currency using the exchange rate at the
reporting date. All exchange differences are recognised
in the income statement with the exception of exchange
differences on foreign currency borrowings that provide
an effective hedge against a net investment in a foreign
entity, or monetary items that are regarded as a part of
the net investments. These exchange differences are
recognised as a separate component of other compre-
hensive income until the disposal of the net investment
or settlement of the monetary item, at which time they
are recognised in the income statement. Tax charges and
credits attributable to exchange differences on those
borrowings are also recognised in other comprehensive
income. Non-monetary items measured at historical cost
in foreign currency are translated using the exchange
rates at the dates of the initial recognition. The date of
initial recognition for non-monetary assets on which the
Group has paid an advance consideration is the date of
the payment of the advanced consideration.
The Group has foreign entities with functional currency
other than NOK. At the reporting date, the assets and
liabilities of foreign entities with functional currencies
other than NOK are translated into NOK at the rate of
exchange at the reporting date and their income state-
ments are translated at the average exchange rates
for the year. The translation differences arising from
the translation are recognised in other comprehensive
income until the disposal of the net investment, at which
time they are recognised in the income statement.
2.4 Purchased loan portfolios
Investment in loan portfolios consist of portfolios of non-
performing loans and debt, purchased at prices signifi-
cantly below the nominal receivable. They are recognised
at amortised cost according to the credit-adjusted
effective interest method in accordance with the rules
for credit-impaired receivables set out in IFRS 9 Financial
instruments. Purchased loan portfolios are classified as
non-current assets in the statement of financial position.
The credit-adjusted effective interest method is a method
of calculating the amortised cost of a credit-impaired
financial asset and of allocating the interest income to
the income statement over the relevant period. The credit-
adjusted effective interest rate is the rate that exactly
discounts estimated future cash receipts through the
expected life of the financial instrument, or when ap p-
ro priate a shorter period, to the net carrying amount of
the financial asset.
In connection with purchased loan portfolios, the effective
interest rate is calculated based on the acquisition cost
including all transaction costs and estimated future cash
flows which includes the nominal amount, reminder fees,
collection fees and late interest that, based on a probability
assessment, are expected to be received from debtors.
Each portfolio is initially recorded in the statement of
financial position at cost and including all transaction
costs. Subsequent price adjustments for portfolios
acquired are recorded as an adjustment to the statement
of financial position. Interest income on purchased loan
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
56
Contents
portfolios is
accrued monthly in the income statement
based on each portfolios credit adjusted effective inter
-
est rate. Monthly cash flows greater than the cash flow
forecast for the same period are recorded as part of the
Net credit gain/(loss) on purchased loan portfolios” in the
period. Likewise, monthly cash flows that are less than the
monthly cash flow forecast for the same period are also
classified as part of the "Net credit gain/(loss) on purchased
loan portfolios” in the period.
Portfolios are defined to be the lowest reliable level for
aggregating accounts with similar attributes, such as
accounts in the same jurisdiction or similar types or
classes of debt. Typically, each portfolio consists of
an individual acquisition of receivables. The portfolio
is accounted for as a single unit for the recognition of
income, principal payments and adjustments due to
the recalculation of the estimated future cash flows.
The Group also acquires portfolios on a forward flow
basis. This means that a contract is established for
purchases of loan portfolio at an agreed price as a
percentage of a nominal receivable, but where the
volumes of debts are not fully known at the time of
agreement. The acquisition (delivery) of forward flow
debts can be done on a monthly basis. For reporting
and IFRS evaluation purposes, the Group combines
these acquisitions into portfolio pools by vendor and
sets future collections expectations based on these
combined pools. The internal rate of return can there-
fore vary from each pool based on content of the pool.
Unidentified receipts and excess payments
The Group receives large volumes of payments from
debtors. There are instances where the sender’s reference
information is missing or incorrect making it difficult to
allocate the payment to the right case. There are also
situations where payments are received on closed cases.
In such instances, a liability is recognised in the statement
of financial position for unidentified or incorrectly received
payments. A reasonable search and attempt to contact
the payment sender is made, but failing this the payment
is recognised as income at intervals that are permitted
according to the rules and business practices of the local
jurisdiction.
Collateral assets
In connection with the acquisition and recovery of pur-
chased loan portfolios, the Group may become owner
of assets such as land, buildings or other physical goods.
These assets are only acquired as part of the recovery
strategy for the purpose of being divested within the
Group’s ongoing operations to maximize the value of
recoveries. Such assets are classified as inventories and
recognized in the balance sheet at the lower of cost and
net realisable value in accordance with IAS 2 Inventories.
2.5 Segments
Segment reporting was changed from 1 January 2023.
The operative segments for the Group are now Invest-
ments and Servicing, while these were previously defined
based on the geographical markets.
An operating segment is a part of the Group that generates
income and incurs expenses and for which separate
financial information is available that is evaluated regularly
by the chief operating decision maker, the Chief Executive
Officer, in deciding how to assess performance and allocate
resources to the operating segment.
2.6 Revenue from contracts with customer
The Group applies IFRS 15 Revenue from Contracts with
Customers five-step model whereby revenue is recog-
nised at an amount which reflects the consideration to
which the Group expects to be entitled in exchange for
transferring goods or services to a customer. Revenue is
measured at the fair value of the consideration received
or receivable, taking into account contractually defined
terms of payment and excluding taxes and duties. Revenue
from contracts with customers are mainly revenue from
external collection, telemarketing, fraud prevention and
credit information services. Revenue from contracts with
customers is presented in one-line item in the consolidated
income statement as part of “Other revenues” and specified
in note 7 Other revenues.
2.7 Taxes
Current income tax
Income tax assets and liabilities for the current and prior
periods are measured at the amount expected to be recov
-
ered from or paid to the tax authorities. The tax rates
and tax laws used to compute the amount are those that are
enacted or substantively enacted at the balance sheet date
in the countries where the Group operates. When there is
uncertainty regarding whether particular tax treatments
made in tax filings will be accepted by the tax authorities,
but acceptability is probable,
accounting tax positions
are determined consistently with the treament in the tax
filings. If acceptability is not probable, the uncertainty is
reflected when determining the accounting tax positions.
Income tax relating to items recognised directly in other
comprehensive income or equity is recognised in other
comprehensive income or equity and not in the income
statement.
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
57
Contents
Deferred tax
Deferred income tax is computed using the liability method
on temporary differences between the tax basis of assets
and liabilities and their carrying amounts in the statement
of financial position at the reporting date.
Deferred tax assets and liabilities are not recognised if
the temporary difference arises from the initial recognition
of goodwill or in respect of temporary differences associated
with investments in subsidiaries, associates or joint ventures
where the timing of the reversal of the temporary difference
can be controlled and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax assets are recognised in the statement of
financial position to the extent it is more likely than not
that the tax assets will be utilised. The enacted tax rates
at the end of the reporting period and undiscounted
amounts are used.
The carrying amount of deferred tax assets is reviewed
at each reporting date and reduced to the extent that it
is no longer probable that sufficient taxable profit will be
available to allow all or part of the deferred tax asset to be
utilised. Unrecognised deferred tax assets are reassessed
at each reporting date and are recognised to the extent
that it has become probable that future taxable profit will
allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the
tax rates that are expected to apply to the year when
the asset is realised or the liability is settled, based on
tax rates and tax laws that have been enacted or sub-
stantively enacted at the reporting date. Deferred tax
assets and deferred tax liabilities are offset, if a legally
enforceable right exists to set off current tax assets
against current tax liabilities and the deferred taxes
relate to the same taxable entity and the same
taxation authority.
2.8 Tangible assets
Tangible assets, such as improvements to rented offices,
equipment, fixtures and fittings are recognised at cost less
accumulated depreciation and accumulated impairment,
if any. Cost includes the purchase price and costs directly
attributable to installing the asset in the way intended.
Repair and maintenance costs are expensed as incurred.
Depreciation is calculated on a straight-line basis over
the useful life of these assets and over the remaining
expected term of the property lease for improvements to
rented offices, if this is less than the useful life. For practical
reasons, the residual value of the asset is set to zero.
2.9 Leases
The Group leases various office buildings, vehicles, and
smaller equipment. Rental contracts are typically made
for fixed periods of six months to ten years but may have
extension or termination options.
Contracts may contain both lease and non-lease com-
ponents. The Group allocates the consideration in the
contract to the lease and non-lease components based
on their relative stand-alone prices.
Assets and liabilities arising from a lease are initially meas-
ured on a present value basis. Lease liabilities include the
net present value of the contractual lease payments.
The Group is exposed to potential future increases in variable
lease payments based on an index or rate, which are not
included in the lease liability until they take effect. When
adjustments to lease payments based on an index or rate
take effect, the lease liability is reassessed and adjusted
against the right-of-use asset.
Lease payments are allocated between principal and
finance cost. The finance cost is charged to profit or
loss over the lease period to produce a constant periodic
rate of interest on the remaining balance of the liability
for each period. For the classification in the statement
of cash flow the interest payments on the lease liabilities
follow the same principles as other interests.
Right-of-use assets are measured at cost comprising
the following:
• the amount of the initial measurement of lease liability,
• any lease payments made at or before the commence-
ment date less any lease incentives received,
• any initial direct costs
• restoration costs
Right-of-use assets are generally depreciated on a
straight-line basis over the shorter of the asset’s useful
life and the lease term.
Payments associated with short-term leases of equipment
and vehicles and all leases of low-value assets are recog-
nized on a straight-line basis as an expense in profit or
loss. Short-term leases are leases with a lease term of
12 months or less.
2.10 Intangible assets
Intangible assets include purchase of software and intangible
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
58
Contents
assets acquired separately or as a part of a business
combination. Internal expenses for IT development and
internal and external maintenance expenses are expensed
as incurred.
Intangible assets acquired separately are measured on
initial recognition at cost. The cost of intangible assets
acquired in a business combination is its fair value as at
the date of acquisition.
Following initial recognition, intangible assets are carried
at cost less any accumulated amortisation and accumu-
lated impairment losses, if any. Intangible assets with
finite lives are amortised on a straight-line basis over
the useful economic life and assessed for impairment
whenever there is an indication that the intangible asset
may be impaired.
The intangible assets’ residual values and useful lives are
reviewed and adjusted if appropriate at each reporting
date. The amortization expense on intangible assets with
finite lives is presented in the income statement as part
of “Depreciation and amortisation”.
The Group assesses at each reporting date whether
there is an indication that an intangible asset may be
impaired. If any such indication exists, the Group makes
an estimate of the asset’s recoverable amount. If it is
not possible to estimate the recoverable amount of an
individual asset, the Group determines the recoverable
amount of the cash generating unit to which the asset
belongs.
See also section 2.1 Business combinations and goodwill.
2.11 Financial assets and liabilities: classification,
measurement and impairment
The Group’s main financial assets and liabilities are des-
cribed below. See section 2.12 for a description of the
Group’s use of derivative financial instruments for the
purpose of risk management.
Investment in loan portfolios
Investments in loan portfolios are the primary business
activity of the Group and consist of portfolios of non-
performing loans and debt, purchased at prices significantly
below the nominal value of the receivable. Management
performs a detailed analysis when a portfolio is acquired
and determines classification at initial recognition. It is
management’s conclusion that the criteria for a business
model of Hold to collect and the SPPI criteria are satisfied
for the acquired portfolios, hence these loan portfolios
will be measured at amortised cost using the effective
interest method in accordance with the rules for credit-
impaired at acquisition financial assets as set out in IFRS
9 Financial Instruments.
Purchased loan portfolios are measured at amortised
cost. Their accounting treatment is described in more
detail in section 2.4 and note 3.
Other non-current financial assets
Other non-current financial assets are primarily derivatives
measured at FVTPL. See note 4.5 for additional information
about fair value financial assets.
Other current assets
Accounts and other receivables are recognised when the
Group has performed and there is a contractual obligation
on the counterparty to pay, even if an invoice has not yet
been received. Accounts receivables are recognised when
an invoice has been sent. Accounts and other receivables
are recognized at the transaction price, nominal amount
unless containing a significant financing component and
subsequently measured at amortised cost less any loss
allowance. The loss allowance is based on a lifetime credit
loss. The anticipated maturity of these receivables is short,
so their carrying values are not discounted.
Customer cash accounts, included in Other, represent
cash received on collection of a specific debt on behalf
of a client and payable to the client within a specific period
of time. The same amount is reported within other payables.
Cash and cash equivalents
Cash and cash equivalents consist of cash and short-term
deposits as well as immediately available balances with
banks and similar institutions. Short-term deposits are
easily and readily convertible to a known amount of cash
and have a maturity of not more than three months.
Interest-bearing loans and borrowings including
overdrafts
Bonds are initially recognised at the fair value of the consider-
ation received less directly attributable transaction costs.
After initial recognition, interest-bearing loans and borrow-
ings are subsequently measured at amortised cost using
the effective interest method and included in net financial
items. The upfront fees and discounts are a part of the
borrowing cost and are recognised as part of the interest
expense in accordance with the effective interest method.
Due to their short-term nature, other loans and borrowings
are recognised at nominal value and are subsequently
measured at amortised cost.
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
59
Contents
Impairment of financial assets:
IFRS 9 Financial Instruments requires recognition of
expected credit losses (ECL) for the Group’s investments
in debt instruments measured at amortised cost. The
Group applies the practical expedient of the lifetime ECL
model for accounts receivable. For loan receivables at
amortised cost, the ECL 3-stage model is applied. In
stage 1, ECL from default events that are possible within
the next 12 months are recognised. In stage 2 and 3
(credit risk has increased significantly since initial recog-
nition), lifetime ECL is recognised.
The purchased loan portfolios are credit impaired at
acquisition and are out of scope for the general ECL
impairment model. Full lifetime ECL is included in the
estimated cash flows when calculating the effective
interest rate and only cumulative changes in lifetime
ECL since initial recognition are recognized as a loss
allowance for purchased loan portfolios.
2.12 Derivatives
The Group uses the following derivative financial instru-
ments to hedge its risks associated with interest rates
and foreign exchange rates: interest rate swaps (with or
without cap), interest rate caps, foreign exchange swaps
and cross currency rate swaps (with or without cap).
The derivative financial instruments are measured at
fair value. Any gains or losses arising from changes in
fair value on derivatives that are not cash flow hedges
or hedges of net investments are recognized in the
income statement as financial income or expense.
Derivatives are recognised without any offsetting; as
assets when the value is positive and as liabilities when
the value is negative, unless the Group has the intention
and legally enforceable right to settle the contracts net.
2.13 Derecognition of financial assets and liabilities
The Group derecognizes a financial asset when the
contractual rights to the cash flow from the asset expire,
or when it transfers the financial asset and substantially
all the risks and rewards of ownership of the asset to
another party.
A financial liability is derecognised when the obligation
under the liability is discharged, cancelled, or expires.
2.14 Offsetting of financial instruments
Financial assets and financial liabilities are offset with
the net amount reported in the statement of financial
position only if there is a current enforceable legal right
to offset the recognised amounts and an intent to settle
on a net basis, or to realise the assets and settle the
liabilities simultaneously.
2.15 Fair value of financial instruments
The fair value of financial instruments that are traded
on active markets at each reporting date is determined
by reference to quoted market prices or dealer price
quotations, without any deduction for transaction costs.
For financial instruments that are not traded on an active
market, the fair value is determined using appropriate
valuation techniques which include:
• using recent market transactions
• reference to the current fair value of another
instrument that is substantially the same and
• a discounted cash flow analysis or other valuation model.
An analysis of the fair values of financial instruments
and further details as to how they are measured are
provided in note 4 Financial risk management.
2.16 Provisions
Provisions such as workforce reductions, onerous contracts
and legal claims are recognised when the Group has
a present legal or constructive obligation as a result of
past events, it is probable that an outflow of resources
will be required to settle the obligation and the amount
can be reliably estimated. Provisions are measured at
management’s best estimate of the expenditure required
to settle the obligation at the reporting date and are
discounted to present value. Where the Group expects
full or partial reimbursement of the expense related to the
provision, for example under an insurance contract, the
reimbursement is recognised as a separate asset but
only when the reimbursement is virtually certain.
2.17 Pensions and other post-employment liabilities
Defined contribution pension plans:
The Group has a series of defined contribution pension
plans which are pension plans under which the Group
pays contributions to publicly or privately administered
pension insurance plans on a mandatory, contractual,
or voluntary basis. The contributions are recognised
as employee benefit expense when they are due.
The Group has no legal or constructive obligations to
pay further contributions if the fund does not hold suffi-
cient assets to pay all employees the benefits relating
to employee service in the current and prior periods and
therefore does not record a pension liability in the state-
ment of financial position.
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
60
Contents
Other post-employment liabilities:
The Group’s employees in certain jurisdictions are
entitled to one month’s severance pay in the event
of old-age or disability retirement, in accordance with
national labour regulations. This post-employment
liability is based on a valuation carried out by a profe-
ssional actuarial firm. Provisions for other termination
benefits are created once employment is terminated.
2.18 Share based payments
Members of the executive management and some key
employees may receive remuneration in the form of
share-based payments that are considered as equity-
settled share-based payments.
The cost of equity-settled transactions is determined
by the fair value at the date when the grant is made,
see further details in note 23 Share based payments.
The fair value reflects market performance conditions,
while service and non-market performance conditions
are not considered. The cost is recognised as personnel
costs, with a corresponding increase in other capital
reserves, over the vesting period. The cumulative ex-
pense recognised at each reporting date until the vesting
date reflects the extent to which the vesting period has
expired and the Group’s best estimate of the number of
equity instruments that will ultimately vest. The Group is
obliged to withhold and pay an amount and report the
full amount, to local tax authorities for the employee’s tax
obligations associated with redemption of vested share
options. In addition, the Group may be obliged to report
and pay social security tax.
No expense is recognised for awards that do not ultimately
vest because of non-market performance and/or service
conditions not being met. Where an award is cancelled
by the entity, any remaining element of the fair value of
the award is expensed immediately through profit or loss.
The dilutive effect of outstanding options is reflected
as additional share dilution in the computation of diluted
earnings per share. For further details, see note 13 Earnings
per share.
2.19 Equity and net investment hedge
Share capital is stated at the nominal value of the shares
that have been issued. Other paid-in capital consists of
any premiums received in connection with the initial issue
of share capital. Any transaction costs associated with
the issuing of shares are deducted from other paid-in
capital, net of any related income tax benefits.
Other capital reserves represent the cumulative cost of
share-based payments as described in note 2.18 above.
The effects of exchange differences on translation of
foreign currency are included as a separate component
of equity.
The Group hedges net investments in foreign operations
when feasible. The hedged risk is the foreign currency
translation risk caused by the consolidation of an investment
in a foreign subsidiary with a different functional currency
than the Parent. With hedge accounting, the change in
carrying amount due to exchange rate fluctuations to the
degree considered an effective hedge, will be reported
as “Hedging of currency risk in foreign operations” in
Other comprehensive income. Gains or losses on the
hedging instrument relating to the effective portion of
the hedge are recognised as Other comprehensive income,
while any gains or losses relating to the ineffective portion
are recognised in the income statement. On disposal of
the foreign operation, the cumulative value of any such
gains or losses recorded in equity is transferred to the
statement of profit or loss. For further details, see note
4 Financial risk management.
Other equity includes current and prior period results as
disclosed in the consolidated statement of profit or loss
and other comprehensive income.
2.20 Dividends
The Group recognises a liability to pay a dividend to owners
of equity once it has been approved by the shareholders
at the Annual General Meeting. A corresponding amount
is recognised directly in equity.
Dividend revenue is recognised when the Group’s right
to receive the payment is established, which is generally
when the shareholders have approved the dividend.
2.21 Classification in the statement of financial position
Current assets and liabilities include items due less than
one year from the reporting date and, if longer, items
tied to the operating cycle. Other assets are classified
as non-current assets. The current portion of long-term
debt is included as current liabilities.
2.22 Related parties
Parties are defined as related parties if one party has
the ability, directly or indirectly, to control the other party
or exercise significant influence over the other party in
making financial and operating decisions. Parties are also
related if they are subject to common control or common
significant influence. All transactions between the related
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
61
Contents
parties are based on the principle of ‘arm’s length’
(estimated market value).
2.23 Consolidated statement of cash flows
The indirect method is used for the consolidated statement
of cash flows which reconciles the change in cash and
cash equivalents to the profit/(loss) for the year before
tax. For the purpose of the consolidated statement of
cash flows, cash and cash equivalents, defined in section
2.11 Financial assets and liabilities, are shown net of any
outstanding bank overdrafts.
Foreign subsidiary transactions are translated in the cash
flow statement at the average exchange rate for the period.
Acquired and divested subsidiaries are recognised as cash
flow from investing activities on a net basis after deduct-
ing cash and cash equivalents in the acquired or divested
company.
Note 3:
Critical accounting judgements and key
sources of estimation uncertainty
The preparation of consolidated financial statements requires
management to make judgements and assumptions that
can significantly affect the amounts recognised in the
financial statements. Additionally, major sources of esti-
mation uncertainty at the end of the reporting period
can have a significant risk of resulting in a material adjust-
ment to the carrying amounts of assets or liabilities
in future periods.
Key sources of estimation uncertainty and critical judge-
ments are continually evaluated and updated based on
expectations about future events that are believed by
management to be reasonable under the circumstances.
When applying the Group’s accounting policies, manage-
ment has made the following judgements, which have
the most significant effect on the amounts recognised
in the consolidated financial statements:
Investment in loan portfolios
The Group uses a credit-adjusted effective interest rate
method to account for the loan receivables in the purchased
loan portfolios. The use of the credit-adjusted effective
interest rate method requires the Group to estimate future
cash flows at each balance sheet reporting date. The
underlying estimates that form the basis for interest
income recognition and impairment losses on the portfolios
depends on variables such as the ability to contact the
customer and reach an agreement, estimated timing
of cash flows, the general economic environment and
statutory regulations. Interest income from purchased
loan portfolios is the calculated amortised cost interest
revenue from the purchased loan portfolios using the
credit-adjusted effective interest rates set at initial
acquisition in the consolidated income statement.
Events or changes in actual versus estimated collections
and management’s assessment of future cash flows will
impact the net present value of future cash flows and
therefore the amortised cost book value of the purchased
loan portfolios. The cash flow estimates are prepared by
management over a forecast period of time. Significant
professional judgment is required when future cash flows
are estimated. Many factors can potentially impact this as
-
sesment: macroeconomic conditions, portfolio characteris-
tics, historical cash flows, collateral, experience from similar
portfolios and country specific regulation. All of these are
considered when estimating future cash flows but the
impact they have will vary over time and differently from
one portfolio to the next. Assessment of potential non-linear
relationships or correlation between macroeconomic
factors and estimated future cash flows are often diffi
-
cult to find and to quantify, hence we have not identified
macrofactors that we can model with enough certainty to
use in our cash flow forecasting. However, Management
carefully assesses the economic climate in the regions and
countries where we make investments and make neces
-
sary and expected changes to cash flow forecasts.
If the cash flow estimates are revised, the carrying
amount is recalculated by computing the present value of
estimated future cash flows using the original credit-adjust-
ed effective interest rate. This adjustment, due to chang-
es in the actual and estimated cash flows, is recognised
in the consolidated income statement as “Net credit gain/
(loss) from purchased loan portfolios”.
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
62
Contents
Actual cash flows may differ from the estimates, making
it reasonably possible that a change in estimates could
occur and impact the carrying value of the related pur
-
chased loan portfolio. On a quarterly basis management
reviews the estimates of future cash flows and whether it
is reasonably possible that its assessment of collectability
may change based on actual results and other factors that
may have an impact on the estimates. Where manage
-
ment is made aware of special circumstances relating to
a purchased loan portfolio that may affect the reliability of
previous assumptions, they will review and, if necessary,
change the future cash flow
estimates.
There is higher estimation uncertainty related to future
cash flows arising from acquired portfolios in Denmark
due to an ongoing assessment of whether these port-
folios are subject to errors in portfolio data which could
make some of the claims defective and/or delay collec-
tions. B2 Impact has assessed different scenarios. The
current assessment is that we will be able to recover
carrying value of these portfolios.
For further details, please refer to note 2.4 Purchased loan
portfolios and note 4 Financial risk management.
Goodwill impairment testing
In accordance with IAS 36, goodwill is tested at least on
an annual basis for impairment. If a loss in value is indicated,
the recoverable amount is the cash-generating unit’s (CGU’s)
fair value less the cost of disposal or its value in use. When
testing goodwill for impairment, management defines the
recoverable amount as the estimated value in use. The
value in use is the net present value of the estimated
cash flows before tax. The discount rate used is the
Consolidated financial
statements
weighted average cost of capital (WACC) before tax
calculated for each CGU. Estimating the financial assets’
recoverable amount is based on management’s judge-
ments related to estimates of future performance and
cash flows, the interest income generating capacity of
the assets and assumptions related to future market
conditions. A possible impairment of goodwill is de-
termined by assessing the recoverable amount of the
lowest identifiable CGU (or group of CGUs) to which the
goodwill relates. For specific details related to the testing
of goodwill, see note 14 Goodwill.
Deferred tax assets
Deferred tax assets are recognised for all unused tax
losses to the extent that it is probable that taxable profit
will be available against which the losses can be utilised.
Significant management judgment is required to determine
the amount of deferred tax assets that will be recognised,
based upon the reliable evidence as to the estimated
timing and amount of the future taxable profits. Further
details are included in note 2.7 and note 12 Income tax.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
63
Contents
Note 4: Financial risk management
4.1 Financial risk
The Group’s activities are exposed to financial risks: market risk, currency and interest
rate risk, credit risk, liquidity risk and cash flow risk. The Group’s overall risk management
program focuses on the unpredictability of financial markets and seeks to minimise
potential adverse effects on the Group’s financial performance.
Market and regulatory environment
The primary market risk for the Group is related to general economic conditions and
statutory regulations in various geographical markets which have an impact on the
debtors’ ability to pay and vendors’ criteria for selling portfolios of loans and receivables.
The services and products offered in the respective geographical markets are subject
to strict local laws and regulations, including requirements for lending, ownership and
debt collection licenses, as well as legislation concerning personal data protection.
Any legislative changes concerning consumer credit could affect the Group’s earnings,
market position and range of products and services.
Currency and interest rate risk
The strategy of the Group is to manage and limit both currency and interest rate risk.
The Group holds various derivative financial instruments with the purpose of reducing
its interest rate exposure and achieving a suitable currency ratio between its assets and
liabilities.
Currency risk
Net debt adjusted for derivatives are made in relevant currencies reflecting the under lying
expected future cash flows from loans and receivables. The exceptions are Romanian
Leu (RON), Bulgarian Lev (BGN), Hungarian Forint (HUF), Bosnian Convertible Mark (BAM),
Czech Koruna (CZK) and Serbian Dinar (RSD) where all borrowings are done in EUR.
The Group's bond loans and senior secured facility agreement is denominated in EUR
and borrowings under the multi-currency revolving credit facility are drawn in PLN, SEK,
DKK and EUR. At 31 December 2023, Net debt amounted to NOK 9 177 million. Net debt
represented a currency basket comprising EUR: 63 %, PLN: 22 %, SEK: 11 % and DKK:
4 %. The Group has not entered into any currency derivatives as at 31 December 2023.
Interest rate risk
The Group uses interest rate swaps and interest rate caps to reduce its interest rate
exposure. The Group's strategy is to hedge between 60 % and 120 % of Net debt up to
a maximum period of 5 years. The hedging ratio at 31 December 2023 was 53 % with a
duration of almost 2 years.
Under the arrangements in effect at 31 December 2023, a percentage point increase in
market interest rates is estimated to have a net negative effect on net financial items
of NOK 42 million with an estimated increased interest cost of NOK 90 million partly
offset by an increase in cash payments from derivatives of NOK 48 million. In addition,
the fair value of the derivatives is estimated to have a positive impact of NOK 42 million
which would be registered in the OCI due to the application of hedge accounting.
A percentage point decrease in market interest rates is estimated to have a net positive
effect on net financial items of NOK 42 million, driven by a decrease in the estimated
interest expenses of NOK 90 million and a decrease in the cash payments from deriva-
tives of NOK 48 million. In addition, the fair value of the derivatives is estimated to have
a negative impact of NOK 42 million which would be registered in the OCI due to the
application of hedge accounting.
In general, changes in macroeconomic factors such as interest rates may impact the
debtors’ ability to repay their debt and thereby influence the future cash flow received
from the portfolios.
The currency sensitivity analysis shown below is based on book value of loans and
receivables at 31 December 2023, net of Net debt and the effect of currency derivatives.
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
64
Contents
Consolidated financial
statements
All figures in NOK million unless otherwise stated
Closing rate at NOK NOK NOK NOK 31 December strengthens strengthens weakens weakens Currency2023 against NOKby 20 %by 10 %by 10 %by 20 %DKK 1.5082 -43 -22 22 43EUR 11.2405 -373 -186 186 373SEK 1.0130 -103 -51 51 103HUF 0.0294 -7 -4 4 7BAM 5.7473 -8 -4 4 8RSD 0.0959 -17 -9 9 17PLN 2.5903 -223 -112 112 223RON 2.2591 -84 -42 42 84BGN 5.7473 -4 -2 2 4CZK 0.4546 -78 -39 39 78GBP 12.9342 0 0 0 0Total impact -940 -470 470 940on book values
Credit risk
Most of the loans and receivables are unsecured. As long as there is uncertainty about
the ability of debtors to fulfil their obligations, there will also be considerable risk linked
to cash collected from the Group’s loans and receivables. Management’s view is that
the real credit risk exposure is reduced through the price discount paid on acquisition of
the portfolios.
In order to minimise the credit risk exposure, the Group continues to invest in staff with
broad experience in credit management and focus on increased analytical approaches
to portfolio assessments. In addition, the Group’s investment in effective IT systems and
a more uniform cross-border business model will result in better control of the Group’s
business, which in turn will also help reduce the risk of credit losses.
Maximum exposure to credit risk 2023 2022Purchased loan portfolios 11 542 11 181Loan receivables 200 280Investments in associated companies and joint ventures 781 690Other non-current financial assets 372 133Accounts receivable 41 34Other current assets 326 357Cash and cash equivalents 1 404 1 176Total at 31 December 14 666 13 852
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
65
Contents
12 months or less 1-2 years 2-5 years More than 5 yearsInterest bearing loans & borrowings 3 164 7 473 5 188(current and non-current)Other non-current liabilities 43 90 44Bank overdraft 225Accounts and other payables 174Other current liabilities 411Total at 31 December 2023 3 974 7 516 5 277 44Interest bearing loans & borrowings (current and non-current) 2 056 2 741 10 547Other non-current liabilities 32 64 55Bank overdraft 131Accounts and other payables 209Other current liabilities 405Total at 31 December 2022 2 801 2 773 10 611 55
Consolidated financial
statements
All figures in NOK million unless otherwise stated
Liquidity risk
The Group’s multi-currency revolving credit facility of EUR 610 million, the EUR 180 million Senior Facility Agreement
(SFA) and the two senior unsecured bond loans of in total EUR 500 million, as well as the cash and cash equivalents,
totalling NOK 15,904 million at 31 December 2023, ensure necessary funding to meet future payment obligations. At 31
December 2023, the Group had an unutilised part of the revolving credit facility totalling EUR 204 million or NOK 2,293
million, an unutilised part of the SFA of EUR 180 million or NOK 2,023 million and an unutilised part of the multi-currency
overdraft totalling EUR 20 million or NOK 225 million as well as cash and cash equivalents of NOK 1,404 million.
The table below summarises the maturity profile of the Group's financial liabilities based on contractual undiscounted
payments:
Refer to note 32 for subsequent events impact on liquidity risk.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
66
Contents
Notional Notional Fair amount in amount in Fixed Floating valueInstrument CurrencyCurrencyNOKrate Strike3M IBORNOK Start DueInterest rate derivatives:Interest rate cap EUR 75 843 1.00 % 3.91 % 6 21/12/2018 14/02/2024Interest rate cap EUR 75 843 1.00 % 3.91 % 3 21/12/2018 14/02/2024Interest rate cap SEK 300 304 1.00 % 4.05 % 2 21/12/2018 14/03/2024Interest rate swap PLN 75 194 0.6850 % 5.88 % 12 14/07/2020 14/07/2025Interest rate swap PLN 75 194 0.6670 % 5.88 % 12 15/06/2020 16/06/2025Interest rate swap PLN 75 194 0.6650 % 5.88 % 11 14/05/2020 14/05/2025Interest rate swap EUR 75 843 3.3440 % 3.91 % -19 22/12/2023 22/09/2026Interest rate swap EUR 75 843 3.3340 % 3.91 % -19 22/12/2023 22/09/2026Interest rate swap SEK 300 304 3.7000 % 4.05 % -10 14/11/2023 16/11/2026Interest rate swap DKK 150 226 2.6757 % 3.87 % -1 15/01/2024 14/01/2027-1
Consolidated financial
statements
All figures in NOK million unless otherwise stated
Capital structure
The Group’s Net interest-bearing debt was NOK 9,035 million at 31 December 2023. Total equity, net of intangible
assets (incl. goodwill), was NOK 4,698 million and total assets, net of intangible assets (incl. goodwill), were NOK 16,438
million.
The Group monitors its capital structure by calculating a total loan to value ratio, defined as Net debt, adjusted for
vendor financing, earn out, financial lease, fair value of hedging instruments, less cash and deposits divided by the
carrying value of purchased loan portfolios, loan receivables, joint venture investments, collateral assets and goodwill.
The total loan to value ratio at 31 December 2023 was 66 % which is lower than the maximum allowed loan to value
covenant requirement under the multi-currency revolving credit facility of 75 %.
Refer to note 24 for more information about the Group's financial covenants.
4.2 Derivative financial instruments and hedge accounting
At 31 December 2023, the Group had the following derivative financial instruments:
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
67
Contents
Net investment hedging relationships 2023 2022Change in carrying amount of net investment hedge instruments as a result of foreign currency movements since 1 January, recognised in OCI -150 9Change in value of hedged item used to determine hedge effectiveness 150 -9
In addition to changes in fair value, net financial items are also affected by the interest paid and received under the
interest rate derivatives and foreign exchange forwards. The net interest revenue from the interest rate swaps and
caps was NOK 106 million and the net interest revenue from the currency derivatives was NOK 3 million in 2023.
Hedge accounting
The Group applies hedge accounting in accordance with IFRS 9 in order to reduce risk related to effect of interest rate
changes and currency risk. Currently, the Group only has qualifying cash flow and net investment hedges. At inception
of the hedge relationship, the Group documents the economic relationship between hedging instruments and hedged
items, including whether changes in the cash flows of the hedging instruments are expected to offset changes in the
cash flows of hedged items. The Group documents its risk management objective and strategy for undertaking these
hedge transactions. Amounts recognised in other comprehensive income and accumulated in hedging reserve within
equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss. These amounts are
presented in the same line in the income statement as the recognised hedged item.
Net investment hedging
The Group applies hedge accounting to hedges of net investments in foreign subsidiaries. The hedged risk is the for-
eign currency translation risk caused by the consolidation of an investment in a foreign subsidiary with a different func-
tional currency than the Parent. Foreign currency borrowings are used as hedging instruments. These instruments are
presented as non-current interest bearing debt in the consolidated statement of financial position. Instruments in EUR,
PLN and SEK are used to hedge the investments in the Group's subsidiaries with functional currencies EUR, PLN and
SEK. The hedge ratio of the relationship is defined as the principal of the hedging instrument to the designated part
of the hedged item, resulting in a 100% hedge ratio. Hedge ineffectiveness may arise when the amount of the invest-
ment in the foreign subsidiary becomes lower than the amount of the debt and derivatives designated as hedging
instruments. There was no hedge ineffectiveness recorded in the years ending 31 December 2023 and 31 December
2022, since the foreign currency gains and losses on the hedged items are offset by the foreign currency gains and
losses on the hedging instruments. Any reclassifications from net investment hedge reserve to the income statement,
due to for instance sales of subsidiaries, can be seen in the consolidated statement of comprehensive income and the
consolidated statement of changes in equity.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
68
Contents
As at 31 December 2023 2022Nominal amounts net investment hedge instruments 3 613 2 118
As at 31 December 2023 2022Nominal amounts of cash flow hedge items 4 789
Debt designated as hedging instruments in net investment hedges are recognised on the line item Non-current
interest bearing loans and borrowings in the Consoldiated statement of financial position.
The following table shows the maturity profile (in nominal values) of the Group’s net investment hedge instruments
(only designated part of instruments are included):
<1 year 2 years 3 years 4 years Tota lAs at 31 December 2023 1 702 1 911 3 613 As at 31 December 2022 620 1 498 2 118
Consolidated financial
statements
Interest-bearing debt designated as hedging instruments in net investment hedges (only designated part of
instruments is included):
All figures in NOK million unless otherwise stated
Cash flow hedging
The Group partially hedges its cash flow exposure related to its interest-bearing debt with floating interest rate. In
order to hedge this exposure the Group uses hedging instruments like interest rate swaps and/or interest rate caps.
The hedge ratio of the relationship is defined as the principal of the hedging instrument to the designated part of the
hedged item, resulting in a 100% hedge ratio.
Cash flow hedging relationships 2023 2022Gain/(loss) recognised in OCI -146
Interest-bearing debt designated as hedging items in cash flow hedges (only designated part of instruments is included):
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
69
Contents
Impact of hedging on equity
Set out below is the reconciliation of the components of equity and the analysis of the other comprehensive income:
Debt designated as hedging items in cash flow hedges is recognised on the line items Current and Non-current
interest bearing loans and borrowings in the Consoldiated statement of financial position.
The following table shows the maturity profile (in nominal values) of the Group’s cash flow hedge items (only designated
part of items are included):
<1 year 2 years 3 years 4 years Tota lAs at 31 December 2023 1 686 1 417 1 686 - 4 789
Consolidated financial
statements
Interest Foreign currency hedge reservetranslation reserve As at 1 January 2022 22 Foreign currency revaluation of the PLN borrowing 23 Foreign currency revaluation of the SEK borrowing 17 Foreign currency revaluation of the EUR borrowing -31 As at 1 January 2023 31 Foreign currency revaluation of the PLN borrowing -117 Foreign currency revaluation of the SEK borrowing 6 Foreign currency revaluation of the EUR borrowing -39 Cash flow revaulation of the interest derivatives -146 Tax effect 36 37 As at 31 December 2023 -109 -82
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
70
Contents
4.3 Purchased loan portfolios
Purchased loan portfolios at 31 December 2023
2023 2022At 1 January 11 181 10 921Portfolio investments in the period 2 570 2 1651Reclassification from investment in joint ventures157Gross collection from purchased loan portfolios -5 738 -4 584Interest revenue from purchased loan portfolios 2 473 2 133Net credit gain/(loss) from purchased loan portfolios 366 129 Whereof collection above/(below) estimates 1 056 553 Whereof changes in future collection estimates -690 -424Book value of sold loan portfolios -452Exchange rate differences 985 417At 31 December 11 542 11 181
1. Amount reclassified from investment in joint ventures due to increased
owernship from 30 % to 100 % of Profit Participating notes in a portfolio
owning SPV as of 16 January 2023.
Gross collections from purchased loan portfolios:
Gross collections are the actual cash collected and assets recovered from purchased portfolios before costs related
to the collection of the cash received.
Net credit gain/(loss) from purchased portfolios:
The Group purchases materially impaired loan portfolios at significant discounts and impairments are already included at
purchase. The expected credit loss for the purchased loan portfolios is not explicitly recognized as a loss provision since
these financial assets are credit impaired by definition and the estimated loss is already part of the amortized cost. The
Group's exposure to credit risk from the purchased loan portfolios is related to actual gross collections deviating from
collection estimates and from changes in future cash collections estimates. The Group regularly evaluates the current
collection estimates on single portfolios and the estimate is adjusted if collections are determined to deviate from current
estimate over time. The adjusted collection estimates is discounted by the initial rate of return at acquisition of the port
-
folio. Changes from current estimate adjust the book value of the portfolio and are included in the consolidated income
statement in the line item "Net credit gain/(loss) from purchased loan portfolios". The portfolios are evaluated q
uarterly.
Gross collections above collection estimates and upwards adjustment of future collection estimates increase revenue.
Gross collections below collection estimates and downwards adjustment of future collection estimates decrease revenue.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
71
Contents
Net credit gain/(loss) from purchased loan portfolios is specified in the table below:
At 31 December 2023 2022Secured portfolios:Gross collection from purchased loan portfolios 1 525 1 022Collection above/(below) estimates 873 437Changes in future collection estimates -741 -410Net credit gain/(loss) from secured portfolios 132 27Unsecured portfolios:Gross collection from purchased loan portfolios 4 213 3 562Collection above/(below) estimates 183 116Changes in future collection estimates 51 -14Net credit gain/(loss) from unsecured portfolios 234 102Net credit gain/(loss) from purchased loan portfolios 366 129
Net purchase of purchased loan portfolios, cash flow statement:
2023 2022Purchase of loan portfolios -2 570 -2 165Change in prepaid/amounts due on purchase of purchased loan portfolios -14 8Net purchase of purchased loan portfolios, cash flow statement -2 584 -2 157
4.4 Fair value estimation purchased loan portfolios
The fair value of financial instruments that are not traded in an active market is determined by using valuation tech-
niques such as net present value of estimated cash flows. For purchased loan portfolios, the discount rate used is
the weighted average cost of capital, which is the weighted value of the cost of debt and the cost of equity in each
particular country. The cost of equity is estimated by applying the capital asset pricing model.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
72
Contents
As described in note 3, the preparation of cash flow estimates requires significant estimates to be made by manage-
ment regarding future cash flows from purchased loan portfolios. The fair value of the purchased loan portfolios is
estimated to be approximately NOK 12 billion and is based on net future estimated cash flows after tax, discounted
with the estimated WACC for the countries in question. The corresponding carrying amount is NOK 11.5 billion which is
based on IFRS 9 using the estimated gross future cash flows, where the discount factor is the individual IRR for each
portfolio. The future gross cash flow forecasts used to estimate the fair value are the same as the cash flow forecasts
used in the accounting for purchased loan portfolios at 31 December 2023.
The fair value estimation is based on estimated monthly net cash flows from the purchased loan portfolios per subsid-
iary and type of portfolio (unsecured/secured). The estimated monthly net cash flows from purchased loan portfolios
are the assumed monthly future gross collection less assumed monthly cost to collect. Cost to collect is a percentage
of the gross collection and varies depending on the type of portfolio, stage of development of the subsidiary in its local
market and country specific environment. In addition, the country specific marginal tax rate is applied. This individual
cost to collect and tax rate are applied to each estimated future cash flow, adding up to an estimated total net cash
flow (CF3) for the Group, presented in the table below.
2024 2025 -----> 2044 TotalGross collection (CF1) 4 368 3 915 12 783 21 065Cost to collect -826 -715 -2 608 -4 148Gross collection less cost to collect (CF2) 3 542 3 200 10 174 0 16 917Tax -281 -198 -776 -1 254Net cash flow from purchased loan portfolios (CF3) 3 262 3 002 9 399 0 15 663
The weighted average cost of capital after tax is estimated for each country where the cash flows are generated.
Based on this rate, the discounted value of the estimated net cash flows for the forecast period indicates that the fair
value of the purchased loan portfolios is NOK 12 billion.
To evaluate this calculation, a sensitivity analysis is presented in the table below in order to see the effect of deviations
in the cash flow estimates and effects of variations in the cost of capital used as discount rate.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
73
Contents
% forecast collectionFair value of purchased loan portfolios at 31 December 2023 assumingdifferent % forecast collection levels and discount rates90% 100% 110%Discount rate WACC -2.0 % 11 317 12 770 14 222WACC -1.5 % 11 137 12 567 13 996WACC -1.0 % 10 965 12 372 13 779WACC -0.5 % 10 798 12 184 13 570WACC used 10 637 12 003 13 367WACC +0,5 % 10 482 11 827 13 172WACC +1.0 % 10 332 11 658 12 983WACC +1.5 % 10 187 11 494 12 801WACC +2.0 % 10 046 11 336 12 625
Cost of capital
The cost of equity (R
S
) was assessed by applying the Capital Asset Pricing Model (CAPM), which assumes that the
shareholders demand a risk premium in addition to the return on a risk-free (R
F
) investment. The risk premium was es-
timated based on a general market risk (MRP), which was adjusted up or down depending on the industry’s risk profile
through multiplying by the β-risk. The first adjustment to the basic CAPM is a country risk premium (CRP). An additional
adjustment to the CAPM equation is a legal risk premium (LRP). This expands our specification of the CAPM to
:
R = R + MRP * β + CRP + LRPSF
The weighted average cost of capital is estimated as:
B
Where R
B
is the cost of debt. The cost of debt is estimated as the observed weighted marginal cost of the company's
outstanding debt.
Risk free rate:
The applied risk-free rate is based on a 10-year AAA-rated Euro area central government bond. The applied rate is
calculated as an average of observed rates in a 30-day period before the calculation date.
EquityDebtWACC= * R+ R* (1 - corporate tax rate)S Equity + DebtEquity + Debt
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
74
Contents
Market risk premium:
The market risk premium is defined as:
MRP = ( R - R ) MFwhere R = Market return and R = Risk free rate MF
A market risk premium of 5 % was applied.
Equity beta:
The beta coefficient is a measure of systematic risk. The value expresses the combi-
nation of the stock’s risk and to what extent the stock correlates with the market. Beta
was determined based on stock price statistics for comparable quoted companies.
Monthly observations over a five-year period were used to estimate beta. The Morgan
Stanley World ACWI index was used as reference index. Bayesian adjusted betas were
applied. The effect of debt on β was eliminated through the Harris and Pringle formula.
Country Risk Premium (CRP)
A country risk premium is often added when the target company is located in or
operating in a geographical area that is subject to additional political and economic
risks compared to a similar company based in, for instance, Western Europe. There are
several sources and methodologies available for estimating CRP. CRP for the Group was
estimated using the Damodaran model, which is an extension of the sovereign spread
model (Goldman model) where credit default risk for sovereign bonds is estimated
based on sovereign bond credit ratings. The Damodaran model adjusts the bond de-
fault risk with a factor for assumed equity markets standard deviation divided by bond
markets standard deviation (usually assumed to be 1.5).
Legal Risk Premium (LRP)
LRP is added to account for the risk related to a country's regulatory and legal envi-
ronment. The LRP is calculated as a factor derived from a corruption perception index
multiplied by a premium assumed on basis of the country's credit rating.
Future cash flow estimates
The future cash flow estimates are based on the forecast for the portfolio base as of
31 December 2023.
Cost of capital calculation 2023Risk free rate (long term government bond yields) 2.1 %Equity Beta 1.7 - 1.92Country risk premium 0 % - 9.5 %Market risk premium 5 %Tax rates 9 % - 25 %Cost of equity 11% - 27 %Cost of debt 6.7 %Equity weight 32 %Debt weight 68 %WACC (after tax) 7 % - 12.8 %
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
75
Contents
4.5 Fair value of financial instruments
The Group classifies fair value measurements by using a fair value hierarchy that reflects the significance of the input
that is used in preparing the measurements. The fair value hierarchy has the following levels:
Level 1: the input is quoted prices (unadjusted) in an active market for identical assets or liabilities.
Level 2: the input is prices, other than quoted prices included in level 1, that are observable for the asset or
liability either directly (as prices) or indirectly (calculated from prices).
Level 3: the input to the asset or liability is not based on observable market data (non-observable input).
The fair value of unquoted financial assets has been estimated using valuation techniques based on assumptions that
are not supported by observable market prices. The fair value of purchased loan portfolios (level 3) has been calcu-
lated by discounting the expected net future cash flows from Gross collection less cost to collect and tax with the
estimated weighted average cost of capital for the countries where the purchased loan portfolios originated.
The fair value of interest bearing loans and borrowings is equal to book value for the Multi-currency revolving credit
facility (level 2) since the loans are based on one to six month floating interest. The fair value for the bond loans (level
1) was determined by obtaining quoted market prices for the bond loans from the Norwegian Stock Exchange. The
fair value of derivatives is set by calculating the present value of future cash flow using market rates for interest and
currencies. In the case of the derivatives, the fair value is confirmed by the financial institution that is the counterparty.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
76
Contents
As at 31 December 2023 As at 31 December 2022Carrying amount Fair value Carrying amount Fair valueFair value Fair valuethrough through profitAmortised profit Amortised or losscostTotal Level 1 Level 2 Level 3 Totalor losscostTotal Level 1 Level 2 Level 3 TotalFinancial assets Purchased loan portfolios (note 4.4) 11 542 11 542 12 003 12 003 11 181 11 181 11 484 11 484Derivatives (note 4.2) 48 48 48 48 146 146 146 146Other assets where carrying amount is a reasonable approximation of fair value and for which fair values are disclosed: Loan receivables (note 18) 200 200 280 280 Accounts receivables (note 19) 41 41 34 34 Collateral assets (note 20) 1 339 1 339 1 294 1 294 Cash and cash equivalents (note 21) 1 404 1 404 1 176 1 176Financial liabilitiesInterest bearing loans and borrowings (note 24) 225 10 215 10 440 5 620 4 866 10 486 131 10 087 10 218 4 813 5 363 10 176Derivatives (note 4.2) 49 49 49 49 0 0 0 0
All figures in NOK million unless otherwise stated
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
77
Contents
Note 5: Business combinations and acquisition of non-controlling interests
5.1 Acquisitions in 2023
The Group made no business acquisitions in 2023 or 2022.
Note 6: Segments
6.1 Operating segments
The Group applies IFRS 8 Operating Segments. An operating segment is a part of the Group from which it can gen-
erate income and incur expenses, for which separate financial information is available and whose results are regularly
reviewed by the Chief Operating Decision Maker (CODM) to make decisions about resources to be allocated. The
Group CEO has been identified as CODM.
A key priority for the Group is to improve alignment in operations. From 1 January 2023 the operative segments for the
Group are Investments and Servicing, while these were previously defined based on the geographical markets. The
comparative numbers are restated based on estimates and allocation keys to give a high-level basis for comparison.
Investments consist of the purchase and management of unsecured and secured loan portfolios directly or through
investments in joint ventures. Collaterals and repossessed assets acquired as part of the recovery strategy are includ-
ed in Investments.
Servicing is the collections of payments of claims on behalf of the Investment segment, joint ventures and third-party
clients. The servicing segment generates revenues from commissions and debtor fees.
No operating segments have been aggregated to form the above reportable operating segments.
Internal transactions between the Investments and Servicing segment are priced on commercial terms. The com-
mission is recognized as inter segment revenue in Servicing and as direct operating expense in Investments. Inter-
segment revenues and costs are eliminated upon consolidation and reflected as Unallocated items & eliminations
in the segment reporting.
Revenues from issued consumer loans (loan receivables), credit information and other services on behalf of clients are
included in Other, assessed to be not reportable operating segments.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
78
Contents
Unallocated items & Year ended 31 December 2023 Investments Servicing Othereliminations TotalExternal revenue 3 228 373 174 0 3 775Inter segment revenue - 0 876 0 - 876 0Net revenue 3 228 1 250 174 - 876 3 775Direct opex -1 359 - 743 - 43 824 -1 322Segment earnings 1 869 506 130 - 52 2 453IT - 171SG&A - 338Central costs - 261EBITDA 1 684Depreciation, amortisation and impairment losses - 106EBIT 1 578
Consolidated financial
statements
All figures in NOK million unless otherwise stated
Net revenue is Total revenues reported in the income statement less the Cost of collateral assets sold, including impairment.
The performance of the operative segments is measured at Segment earnings level which includes revenue and direct
operative expenses.
IT and SG&A are considered supporting segments, where SG&A includes sales, general and administrative expenses,
e.g. Human Resources, Finance, Communication and Marketing, Legal and Compliance and other staff functions. Other
items included in Unallocated items & eliminations include non-recurring items.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
79
Contents
Unallocated items & Year ended 31 December 2022 Investments Servicing Othereliminations TotalExternal revenue 2 606 347 164 - 32 3 085Inter segment revenue 0 704 - 1 -703 0Net revenue 2 606 1 051 163 - 734 3 085Direct opex - 896 - 668 - 70 639 - 995Segment earnings 1 710 383 93 - 95 2 091IT - 156SG&A - 431Central costs - 292 EBITDA 1 212Depreciation, amortisation and impairment losses - 184 EBIT 1 029
Total revenues per region 2023 2022Northern Europe 839 842Poland 1 018 903Central Europe 1 073 1 103Western Europe 440 187South Eastern Europe 758 442Total 4 129 3 477
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
80
Contents
Investments 2023 2022Secured collections 1 525 1 022Unsecured collections 4 213 3 562Total collections 5 738 4 584Secured amortisation - 210 - 140Unsecured amortisation -1 999 -1 759Total amortisation -2 209 -1 898Secured revaluations - 741 - 410Unsecured revaluations 51 18Total revaluations - 690 - 392Total NPL revenue 2 839 2 294Profit from Investments in joint ventures 222 100Net REO gains 146 189Other revenue 21 22Net revenue 3 228 2 606Direct opex -1 359 - 896Segment earnings 1 869 1 710Segment earnings in % 58% 66%1Cash collections6 164 5 161Secured collection performance % 234% 175%Unsecured collection perfomance % 105% 103%Total collection perfomance % 123% 114%Net gain on sale of collateral assets % 41% 48%1Portfolio investments 2 741 2 165Book value secured NPLs 1 832 2 544Book value unsecured NPLs 9 710 8 637Book value Investments in joint ventures 781 690Book value Collateral assets (REOs) 1 339 1 294
1. Includes the Group's share of portfolios held in SPVs and joint
ventures and in addition the reclassification from Profit Participating
notes spesified in note 4.3.
6.2 Segment details
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
81
Contents
Servicing 2023 2022Internal servicing revenue 876 704Servicing revenues from Joint ventures 89 101Revenue from external clients (3PC) 285 246Net revenue 1 250 1 051Direct opex - 743 - 668Segment earnings 506 383Segment earnings in % 41% 36%
2023 2022Collection fees, commissions and debtor fees from external collection 372 349Other revenues from contracts with customers 47 48Total revenue from contracts with customers 419 397Revenues from loan receivables 128 118Rental income from collateral assets 14 13Other revenues 8 6Total Other revenues 568 534
Note 7: Other revenues
Other revenues from contracts with customers consists mainly of telemarketing, fraud prevention and credit information services.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
82
Contents
Note 8: External expenses of services provided
Note 9: Personnel expenses
2023 2022Fees to court and bailiffs -392 -323External cost portfolio acquisition & search -6 0Other fees for external services, including fees to lawyers for collection services -135 -99Total External expenses of services provided -533 -422
2023 2022Wages, salaries and other benefits paid -771 -683Social security costs & payroll taxes -147 -128Defined contribution pension costs -41 -34Cost of external temporary staff -18 -25Other personnel costs, including training and recruitment costs -50 -30Total Personnel expenses -1 027 -900Number of full time equivalents (FTEs) at 31 December 1 607 1 885
The pension schemes of the Norwegian companies in the Group follow the requirements under the mandatory pensions act (Norwegian "Lov
om obligatorisk tjenestepensjon (OTP)")
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
83
Contents
2023 2022Printing, postage -57 -51IT, telecommunications -124 -102Cost of office premises -32 -30Travel, vehicles, accomodation -24 -22Marketing, business entertaining, meetings, arrangements -14 -18Consultancy fees - non collection services -128 -216Statutory and other corporate costs, including business insurance and trade licences -23 -19Office equipment and supplies -14 -11Impairment of receivables -2 -2Bank charges -9 -8Other expenses -105 -71Total Other operating expenses -532 -551
2023 2022Interest revenue 25 5Gain on other financial instruments (excluding derivatives) 0 0Other financial income 1 1Financial income 26 6Interest expenses -1 044 -665 Interest cost and commitment fees -956 -598 Amortisation of borrowing costs -87 -67Change in fair value of interest rate derivatives -15 92Interest expense on leases -12 -8Loss on purchase of bonds in own bond loans (note 24) -7Loss on other financial instruments (excluding derivatives)1-39 0Other financial expenses -14 -1Financial expenses -1 124 -588Realised exchange gain/(loss) -311 -174Unrealised exchange gain/(loss) 298 168Change in fair value of currency derivatives 0 -19Net exchange gain/(loss) -12 -25Net financial items -1 110 -607
Note 10: Other operating expenses Note 11: Net financial items
Consolidated financial
statements
All figures in NOK million unless otherwise stated
1. Including NOK -32 million impact on sale of DCA Bulgaria in 2023.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
84
Contents
Note 12: Income tax
The major components of income tax reported in the income statement for the years ended 31 December 2023 and 31
December 2022
are set out below.
2023 2022Income tax expense:Current year income tax payable 109 133Change in deferred tax -9 -38Withholding tax 6 0Total tax expense reported in the income statement 105 95
Reconciliation between the expected tax expense and the actual tax expense
2023 2022Profit before tax 468 421Expected tax expense at Norwegian nominal tax rate of 22% 103 93Difference between local tax rates and the Norwegian nominal tax rate -85 -58Tax effect of permanent differences 80 -340Tax effect of the change in unrecognised deferred taxes 46 456Other differences -39 -56Actual tax expense 105 95Effective tax rate 23 % 23 %
The nominal tax rate in Norway was 22 % in 2023. Subsidiaries outside Norway are subject to local tax rates in their
country of operation. The effective taxation of operations outside Norway depends on both local tax rules and on
whether it is possible to avoid double taxation. The tax expense is also dependent on whether or not to recognise
a deferred tax asset from carry forward losses in the individual entity.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
85
Contents
Analysis of deferred tax assets and liabilities
Tax effect of temporary differences: 2023 2022Taxable temporary differences - non-current itemsTangible and intangible assets 48 45 Purchased loan portfolios 345 280 Loans to group companies and other non-current assets 383 305 Non-current interest bearing loans and borrowings 0 11 Loans from group companies and other non-current liabilities 29 10 805 651 Taxable temporary differences - current itemsOther current assets 123 18 Other current liabilities 0 0 123 18 Deductible temporary differences - non-current itemsTangible and intangible assets 0 -0 Purchased loan portfolios -146 -191 Loans to group companies and other non-current assets -1 -1 Non-current interest bearing loans and borrowings -39 -62 Loans from group companies and other non-current liabilities -29 -1 -215 -256 Deductible temporary differences - current itemsOther current assets -2 -2 Other current liabilities -107 -30 -109 -32 Tax losses carried forward -1 221 -1 033 Gross deferred tax liabilities/(assets) -617 -652 Deferred taxes not recognised 656 624 Net deferred tax liabilities/(assets) 40 -27
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
86
Contents
2023 2022Deferred tax assets -389 -303Deferred tax liabilities 430 27540 -27Analysis of deferred tax assets and liabilities (continued)Deferred tax liabilities/(assets) at 1 January -27 12Deferred tax expense recognised in the income statement -9 -38Deferred tax recognised in other comprehensive income 74Exchange differences 3 -1Deferred tax liabilites/(assets) at 31 December 40 -27
Analysis of tax losses available for offset against future taxable income, by year of expiration:
2023 2022Within 5 years 287 2 727After 5 years 2 680 2No time limit 2 412 1 607Total tax losses available for offset 5 379 4 336Tax effect of tax losses, before consideration of whether the losses are recognisable or not 1 261 1 033
Due to the right to offset deferred tax assets and liabilities within the same tax jurisdiction, the presentation of net
deferred tax in the consolidated statement of financial position for each year end was as follows:
Tax losses carried forward at 31 December 2023 relate mainly to the Group's subsidiary companies in Luxembourg NOK
3,25
2 million (NOK 3,178 million) and the Parent company in Norway, NOK 1,402 million (NOK 789 million). The tax losses
in the Group's subsidiary companies in Luxembourg are partly recognised as deferred tax asset, based on the Group's
expectation of taxable profit in the coming five years.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
87
Contents
Note 13: Earnings per share
Basic earnings per share amounts are calculated by dividing the profit after tax for the
year attributable to ordinary shareholders of the parent company by the weighted average
number of ordinary shares outstanding during the year, excluding the Company's holding of
own shares.
Diluted earnings per share amounts are calculated by dividing the profit after tax for the
year attributable to ordinary shareholders of the parent company by the weighted average
number of ordinary shares outstanding during the year, excluding the Company's holding
of own shares, plus the weighted average number of ordinary shares that would be issued
on conversion of all the potentially dilutive ordinary shares into ordinary shares.
The following reflects the profit and share data used in the basic and diluted earnings per
share computations:
2023 2022Profit after tax attributable to parent company shareholders 363 326Number of shares outstanding at 1 January 401 364 824 409 932 598Number of shares outstanding at 31 December 387 180 824 401 364 824Treasury shares (note 22) -18 174 843 -14 184 000Weighted average number of shares during the year 385 708 531 396 339 977Effect of dilution:Option programmes (note 23) 847 288 1 380 824Weighted average number of shares during the year 386 555 819 397 829 196adjusted for the effect of dilutionEarnings per share (in NOK): - Basic 0.94 0.82 - Diluted 0.94 0.82
Options granted to employees are considered to be potential ordinary shares. Accord-
ingly, they have not been included in the determination of basic earnings per share, but
have been included in the determination of diluted earnings per share to the extent that
they are dilutive. 9,119,379 options granted in the period 2019 - 2022 are not included
in the calculation of diluted earnings per share because exercise price is higher than
average stock price 2023 of 7.1763 and therefore they are not considered dilutive for the
year ended 31 December 2023. These options could potentially dilute basic earnings per
share in the future.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
88
Contents
GoodwillAcquisition/purchase costAt 1 January 2022 796Exchange differences 42At 31 December 2022 837Exchange differences 50At 31 December 2023 887ImpairmentAt 1 January 2022 9Impairment 92Exchange differences 5At 31 December 2022 106Disposal 11Impairment 1Exchange differences 1At 31 December 2023 118Net book valueAt 31 December 2022 731At 31 December 2023 769
Note 14: Goodwill
Consolidated financial
statements
All figures in NOK million unless otherwise stated
The value of goodwill allocated to the CGUs is tested using a detailed cash flow forecast for a period of ten years. The
cash flows from each individual CGU are discounted using a country specific pre-tax WACC ranging from 9.0 % to
10.6 % in 2023 (8.6 % to 10.6 % in 2022). A constant growth rate of 1 % is included after the forecast period to deter-
mine the terminal value of the CGUs. Reference to note 4.4 for further details on cost of capital and WACC calculation.
The cash flows in the forecast period are based on the management's best estimate reflecting the B2 Impact busi-
ness plan for the upcoming period. The impact of changes to key assumptions are considered and assessed for each
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
89
Contents
Company name Allocated goodwillAt 31 December 2023 20221B2 Kapital Portofolio Management S.R.L., Romania20 19Confirmaciónde Solicitudes de Crédito Verifica S.A. (Verifica), Spain 93 87Creditreform Latvia SIA, Latvia, and its subsidiaries 33 31Interkreditt AS, Norway 11OK Perinta OY, Finland, and its subsidiaries 6 5Nordic Debt Collection A/S, Denmark 2 2B2Kapital UAB, Lithuania 7 7Total 161 162
1. Originally from purchase of DCA Group in Bulgaria with a Romanian
subsidiary later merged into B2Kapital Portfolio Managment S.R.L.
individual CGU and there have not been any instances identified that would cause carrying amount to exceed the
recoverable amount. Other than NOK 1 million impairment of goodwill in France related to the subsidiary in Tahiti there
is not recognized any impairment of goodwill in 2023 (NOK 92 million in 2022).
The following cash generating units represents 79 % of the carrying value of goodwill at the end of December 2023:
Poland Group
At 31 December 2023, the carrying value of goodwill allocated to Poland Group amounts to NOK 323 million (NOK 302
million in 2022). Management have considered and assessed reasonably possible changes in key assumptions related
to this significant CGU and have not identified any instances that would lead to an impairment scenario. The pre-tax
WACC used to test this CGU is 9.5 %.
SAS Veraltis Asset Management (former Négociation et Achat de Créances
Contentieuses - NACC), France, and its subsidiary Tahiti Encaissements Services, Tahiti
At 31 December 2023, the carrying value of goodwill allocated to SAS Veraltis Management, France, and its subsidiary
amounts to NOK 285 million (NOK 268 million in 2022). Management have considered and assessed reasonably pos-
sible changes in key assumptions related to this significant CGU and have not identified any instances that would lead
to an impairment scenario. The pre-tax WACC used to test this CGU is 9.5 %.
In addition, the following cash generating units have been tested for impairment:
Consolidated financial
statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
90
Contents
Note 15: Tangible and intangible assets
Improvements to rented Equipment, RoU asset officeRoU asset vehicles &Intangibleofficesfixtures & fittingspremisesequipmentassets TotalAcquisition/purchase costAt 1 January 2022 34 141 204 9 389 778Additions 10 20 65 2 28 125Disposals -4 -28 -10 -6 -19 -67Exchange differences 2 5 9 0 15 32At 31 December 2022 42 139 268 5 414 867Additions 9 37 62 1 22 131Disposals -10 -29 -15 -1 -66 -122Exchange differences 4 15 18 0 32 69At 31 December 2023 45 161 333 6 401 945
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
91
Contents
Improvements to rented Equipment, RoU asset officeRoU asset vehicles &Intangibleofficesfixtures & fittingspremisesequipmentassets TotalDepreciation / amortisation and impairmentAt 1 January 2022 25 103 101 5 249 483Depreciation / amortisation charge for the year 3 15 34 2 29 83Impairment losses for the year 1 2 4 8Disposals -4 -22 -6 -4 -12 -47Exchange differences 1 4 5 0 11 21At 31 December 2022 27 103 134 3 281 547Depreciation / amortisation charge for the year 4 17 41 1 33 95Impairment losses for the year 0 0 10 11Disposals -11 -26 -15 -1 -66 -118Exchange differences 2 11 10 0 22 46At 31 December 2023 22 104 170 4 280 580Net book valueAt 31 December 2022 14 36 134 3 133 320At 31 December 2023 22 56 163 2 121 365Depreciation method Straight line Straight line Straight line Straight line Straight lineEconomic useful lives 2-10 years 2-10 years 2-10 years 2-10 years 2-12 years
Consolidated financial
statements
All figures in NOK million unless otherwise stated
Intangible assets are the capitalised costs related to the software systems used throughout the Group, client relationships and licenses. The Group has also invested in
development of a group data warehouse.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
92
Contents
Note 16: Leases
The Group's lease agreements mainly relate to the lease of office premises.
Lease liabilities 2023 2022Current lease liabilities 34 32Non-current lease liabilities 148 119182 151
Maturity analysis contractual undiscounted cash flows 2023 2022Amounts due within one year 47 40Amounts due between one and five years 132 93Amounts due later than five years 44 55224 188
Effects on income statement 2023 2022Depreciation of right-of-use assets -42 -36Interest expense on lease liabilities -12 -8Expense relating to short-term leases -5 -6Expense relating to leases of low value assets -11 -9-71 -58
Cash outflows for leases 2023 2022Interest paid on lease liabilities -12 -8Principle paid on lease liabilities -32 -26Expense relating to short-term leases -5 -6Expense relating to leases of low value assets -11 -9-61 -48
Please refer to note 15 for information about RoU assets.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
93
Contents
Note 17: Investments in associated companies and joint ventures
The Group has together with co-investors purchased loan portfolios through SPVs, fully financed through equity or
participation loan/notes from the investors. The contractual arrangement of the participation is directly linked to the
performance of the portfolios purchased in the SPVs. All gross collections in the SPVs from the portfolios are paid to the
investors pro rata after deduction of cost to collect and overhead costs in the SPVs. The joint ventures are regulated by
investor agreements securing that the righ to vote and decide on key decisions is not the same as the ownership inter
-
ests. The investments are accounted for under the equity method in accordance with IFRS 11 Joint Arrangements.
The Group's investments in Joint Ventures are presented in the table below:
Country of Place of %-right to Measurement Name of entityincorporation businesscash flow Relationshipmethod Carrying amount2023 2022 2023 2022Hellas 2P Investment Designated Activity Company Ireland Greece 0 % 30 % Joint Venture Equity method 144Hellas 3P Investment Designated Activity Company Ireland Greece 70 % 35 % Joint Venture Equity method 446 242Glencar ICAV, Sub-Fund 3 Ireland Sweden 30 % 30 % Joint Venture Equity method 35 56CE Holding Invest S.C.S (Group) Luxembourg Croatia 50 % 50 % Joint Venture Equity method 294 240EOS Credit Funding BL Designated Activity Company / ENB Property Solutions SRL Ireland/Romania Romania 50 % 50 % Joint Venture Equity method 6 8781 690
Hellas 2P Investment DAC and Hellas 3P Investment DAC
In 2018, the Group entered into two agreements for co-investments in NPL portfolios in Greece through SPVs. The
Group’s share of the participation notes in the SPVs was initially 30 % for the H2P portfolio purchase and 35 % for the
H3P porfolio purchase. In January 2023 the Group aquired an additional 70 % ownership of the participation notes in
H2P and therefore derecognised the ownership as a joint venture and fully consolidated the investment as a subsidiary
as of 16 January 2023. Further the Group aquired an additional 35 % of the participation notes in H3P, owning a total of
70 % of the investment as of January 2023 which is still recognised as joint venture. The Group is servicing both H2P
and H3P.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
94
Contents
Glencar ICAV
The Group invested in December 2019 in 30 % of a portfolio in Sweden through subscribing to 30 % of the shares
in Glencar 3, a sub-fund of Glencar ICAV. Glencar ICAV with offices in Dublin, Ireland. The portfolio is serviced by the
Group.
CE Holding Invest S.C.S (Group)
31 May 2019 the Group acquired NPL portfolios containing secured corporate receivables in Croatia though a 50/50
joint venture with DDM Debt Group (DDM). As part of the coinvestment structure with DDM, the Group became owner
of 50 % of the share capital and voting rights in CE Partner S.à r.l. and CE Holding Invest S.C.S. (the "Joint Venture")
registered in Luxembourg. The Joint Venture is subject, by agreement, to joint controlled shared equally between DDM
and the Group. The Group is master servicer for the joint venture.
EOS Credit Funding BL DAC / ENB Property Solutions S.R.L
In 2018 the Group became owner of 50 % of the share capital and voting rights in the SPV, EOS Credit Funding BL
DAC with offices in Dublin, Ireland (portfolio owner), and ENB Properties Solutions srl with offices in Bucharest, Romania,
and has joint control in these two companies.
The movements in in the investments in joint ventures are specified in the table below:
2023 2022Opening balance 1 January 690 854 Investments in Joint venture 175 Derecognision of Joint venture -158 Profit from investments in associated parties/joint ventures 222 100 Cash flow/dividend from joint ventures -202 -295 Translation differences 54 31 Closing balance at 31 December 781 690
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
95
Contents
H2P H3P Glencar CE Holding Invest EOS/ENB 32023 2022 2023 2022 2023 2022 2023 2022 2023 2022Summarised Balance SheetPurchased loan portfolios 478 645 702 116 184 582 462 9 18 Other assets 2 2 47 23 4 4 Cash & cash equivalents 17 18 51 10 11 11 28 5 5 Total Assets 496 663 753 128 198 640 513 18 27 1Liabilities 17 10 43 3 3 47 34 3 10 Net Assets/Equity 479 653 710 125 195 593 478 15 17 Summarised Profit and LossRevenue 6 99 187 76 -39 31 333 233 57 53 Expenses -1 -41 -73 -48 -9 -6 -43 -70 -15 -152Interest -24 -29Net income/loss 5 59 114 28 -48 25 290 163 18 9
The table above show the full financial information of the joint ventures and not the Groups share of the joint ventures. All financial information is adjusted to reflect the
Groups accounting principles and assessments.
1. Excluding Profit Participating Notes
2. Excluding interest to Noteholders
3. Calendar year from March to February
Consolidated financial
statements
All figures in NOK million unless otherwise stated
The summarised financial information for the joint ventures is shown below:
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
96
Contents
Note 18: Other non-current financial assets
Note 19: Other current assets
19.1: Accounts receivable
Financial assets at fair value through profit or loss:2023 2022Derivatives (note 4.2) 36 12836 128Financial assets at amortised cost:Loan receivables 200 280Other 135 5336 285At 31 December 372 414
As at 31 December 2023 2022Accounts receivable from contract revenues - gross 38 32Accounts receivable from single transactions - gross 8 5Loss allowance -5 -341 34
There is no single customer who represents a large share of the accounts receivable and therefore pose a material
credit risk.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
97
Contents
19.2: Other current assets
As at 31 December 2023 2022Value added, sales or other taxes receivable 41 41Amounts due from previous owners of purchased loan portfolios 1 8Advances & security deposits paid to suppliers 42 102Prepayments 45 34Amounts due from employees 0 0Derivatives (note 4.2) 12 18Amounts due from joint ventures (note 17) 4 4Accrued income not yet invoiced 21 19Other 110 79Total Other current assets 276 306
Total Not due 0-30 days 31-60 days 61-90 days >90 daysAccounts receivable - gross, 31 December 2023 46 23 3 2 3 16 Loss allowance -5 -0 -0 -0 -0 -5 Accounts receivable - net, 31 December 2023 41 23 3 2 3 11 Accounts receivable - gross, 31 December 2022 37 20 5 2 1 8 Loss allowance -3 -0 -0 -0 -0 -3 Accounts receivable - net, 31 December 2022 34 20 5 2 1 6
Accounts receivable are non-interest bearing and are generally on terms of 30-90 days. At 31 December, the maturity
of accounts receivables was as follows:
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
98
Contents
Note 20: Collateral assets
Collateral assets are assets, mainly real estate, repossessed as part of the management of secured non-performing
loan portfolios. Collateral assets are acquired with the purpose of subsequent resale in the near future, however there
may be improvements or actions needed in order to optimize prices.
2023 2022Opening balance 1 January 1 294 1 284Additions 309 340Disposals -351 -391Write-down -2 -1Exchange differences 90 63Closing book value at 31 December 1 339 1 294
Which consists of: 2023 2022Retail Properties 499 484Non-retail properties 793 749Other 48 62Total 1 339 1 294
Retail properties is related to private housing and non-retail properties to commercial buildings 2023 2022Rental income 14 13Revenue from sale of collateral assets 499 581Cost of collateral assets sold, including impairment -353 -392Direct operating expenses -25 -16Operating profit/(loss) from collateral assets 135 187
Rental income is presented in the line "Other revenues" in the consolidated income statement. Direct operating
expenses are directly related to the collateral assets and include repairs and maintanance costs, insurance, valuation
costs and other similar types of running costs. Direct operating expenses are included in either "Expenses of external
services provided" or "Other operating expenses" depending upon the nature of the expense.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
99
Contents
Note 21: Cash and cash equivalents
2023 2022Cash at banks - unrestricted balances 1 356 1 141 - tax deductions from employee payroll 0 0 - other restricted balances 9 101 366 1 151Short term deposits 39 251 404 1 176
Cash at banks earns interest at floating rates which are based on bank deposit rates. Short-term deposits are made
for varying periods of between one day and three months, depending on the immediate cash requirements of the
Group, and earn interest at the respective short-term deposit rates.
Other restricted balances represent deposits paid into a short term escrow account in connection with, for example,
the acquisition of loan portfolios or guarantees provided by third parties.
For the purpose of the statement of cash flows, cash and cash equivalents comprise the cash and current deposits
balances in the table above.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
100
Contents
Note 22: Share capital and other paid-in capital
Ordinary shares have a nominal value of NOK 0.10 each. The number and value of authorised and registered shares,
and the amount of other paid-in capital, being the premium on shares issued less any transaction costs of new shares
issued, was as follows:
Ordinary sharesShare capitalOther paid-in Number of Share capital capital 2 shares 1NOK millNOK millAt 1 January 2022 409 932 598 41 2 843Capital reduction registered 28 July 2022 related to the share buy-back programme endend 31 March 2022 -8 767 774 -1 Capital increase registered 20 October 2022 related to issuance of ordinary shares 200 000 0 1At 31 December 2022 401 364 824 40 2 844Capital reduction registered 27 July 2023 related to the share buy-back programme ended December 2022 -14 184 000 -1 At 31 December 2023 387 180 824 39 2 844At 25 April 2024 (the date of completion of these financial statements) 387 180 824 39 2 844
Treasury shares
2023 2022At 1 January 14 184 000 3 043 082Share buy-back 18 874 843 19 908 692Capital reduction -14 184 000 -8 767 774Excersised share options -700 000At 31 December 18 174 843 14 184 000
Consolidated financial
statements
All figures in NOK million unless otherwise stated
1. Including 18,648,672 treasury shares puchased in the
2023 Share buy-back program.
2. Net proceeds after transaction costs.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
101
Contents
Consolidated financial
statements
All figures in NOK million unless otherwise stated
The Company's second share buy-back program started 27 May 2022 was completed in December 2022. The pur-
pose of the program was to reduce the capital of the Company. In total 14,184,000 shares were bought back at an
average price of NOK 8.31 per share and the share capital reduction of NOK 1.4 million was effective as of 27 July 2023.
The Company announced a third share buy-back program 25 May 2023 with duration from 26 May 2023 until the
Annual General Meeting 2024 at the latest. The purpose of the program is to reduce the capital of the Company and
will be for a maximum of 25 million shares and comprise acquisitions of own shares for an aggregated amount of up to
NOK 162.6 million. 12 January 2024 the Board decided to pause the acquisition of own shares with remaining authority
for share buy-back of 5.65 million shares or NOK 31 million granted by the Annual General Meeting in May 2023.
At 31 December 2023 18,874,843 shares were bought back at an average price of NOK 6.79 per share, where-
of 18,001,500 shares were settled transactions as of 31 December 2023. During fourth quarter the Company used
700,000 of its own shares (treasury shares) to honour obligations in connection with employee incentive arrange-
ments. As at 31 December 2023 the Company owned a total of 18,174,843 own shares corresponding to 4.69 % of the
Company’s share capital, decreasing the equity attributable to the Company's shareholders by NOK 121 millions.
At 25 April 2024, the date of completion of these financial statements, a total of 19,348,672 shares were bought back at
an average price of NOK 6.81, decreasing the equity attributable to the Company's shareholders by NOK 128 million. The
Company owns a total of 18,648,672 own shares corresponding to 4.82 % of the Company's share capital. The Board will
propose to the Annual General Meeting 2024 that approximately NOK 31 million of the remaining capacity under the share
buy-back program initiated in May 2023 will be distributed to the Company's shareholders together with a cash dividend
for 2023 of NOK 0.62 per share.
With the distribution the share bay-back program for 2023 is complete and the Board will propose to the Annual
General Meeting 2024 to decrease the parent Company’s share capital by cancellation of its 18,648,672 treasury
shares acquired under the share buy-back program. A creditor deadline of six weeks will apply before implementation.
Dividend paid to parent company's shareholders in 2023, for 2022, amounted to NOK 0.20 per share. Proposed total
dividend and distribution for 2023 is NOK 0.70 per share.
Mandates granted to the Board of Directors:
On 25 May 2023 the General Meeting of the shareholders of B2 Impact ASA granted the Board a right to increase the
share capital (i) in connection with acquisitions and raising of equity by up to NOK 3,871,808, equivalent to 10 % (rounded)
of the Company’s share capital, and (ii) to honor options granted by the Company by up to NOK 1,364,635.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
102
Contents
Name Position Number of shares1Erik Just Johnsen Chief Executive Officer 2 460 680Endre Solvin-Witzø Chief Investment Officer 125 000Adam Parfiniewicz 2Head of Unsecured Asset Management 6 000Harald L. Thorstein Chair of the Board of Directors 360 0003, 5Karl Henrik Wennerholm Board member 1 960 0004Trond Kristian Andreassen Board member 300 000Adele Bugge Norman Pran Board member 90 0005Ellen M. Hanetho Board member 33 354
For further information regarding shares and shareholders, please refer to note 11 to the parent company financial
statements.
The General Meeting on 25 May 2023 also granted the Board a right to acquire own shares (treasury shares) in
B2 Impact ASA from the shareholders in the company up to a total nominal value of NOK 3,871,808, equaling 10 %
(rounded) of the share capital. The maximum amount to be paid per share is the volume weighted average price
as quoted on the Oslo Stock Exchange for the five business days prior to the time of the acquisition plus 5 %, and
the minimum amount is NOK 0.10. Treasury shares acquired may be utilized to either fulfil the Company's obligations
in connection with acquisitions, employee incentive arrangements, fulfilment of earn-out arrangements, be sold to
strengthen the Company's equity or be cancelled.
Each of the said authorisations provided to the Board are valid until the Company's Annual General Meeting in 2024,
but no longer than to and including 30 June 2024.
Shares owned by executive management and Board of Directors
The number of shares owned directly or indirectly by the Board of Directors and executive management at 31 Decem-
ber
2023 were as set out below. For details of options granted to the Board of Directors and executive management,
please refer to note 23.
1. Erling Johnsen AS, an entity controlled by Erik J. Johnsen holds
2,080,000 shares. In addition, Erik J. Johnsen holds 235,000 shares
and persons related to him holds 145,680 shares.
2. Adam Parfiniewicz holds 6,000 shares through a nominee account.
3. Femwen AS, an entity controlled by Karl Henrik Wennerholm holds
1,860,000 shares. In addition, Karl Henrik Wennerholm holds 100,000
shares through a nominee account.
4. Vimar AS, an entity controlled by Trond Kristian Andreassen, holds
300,000 shares.
5. Board members since December 2023.
Consolidated financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
103
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Note 23: Share based payments
23.1 Option program
The Group has granted share options to management and selected key employees according to the Group's remuneration
policy. As of the date of completion of these financial statements, there were 9,756,667 options outstanding.
All of the Company’s option agreements include a clause regarding accelerated vesting meaning that if 50.1 % of the
shares in the Company are sold to an acquirer, all outstanding options are vested. In case of a merger, the grantee
shall if possible be granted an equal share option in the merged company. If this is not possible, the grantee will have
the right to exercise all the options prior to the merger.
Movements during the year
The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share
options during the year.
2023202320222022NumberWAEPNumberWAEPOutstanding 1 January 10 930 000 7.820 10 610 000 9.345 Granted during the year 2 110 000 8.050 Exercised during the year -700 000 3.798 -200 000 4.000 Forfeited during the year -263 333 8.277 -240 000 7.720 Expired during the year -1 350 000 9.345 Outstanding at 31 December 9 966 667 7.952 10 930 000 7.820 Exercisable at 31 December 8 076 668 7.841 5 793 328 7.820
Due to changes in the executive management in 2023, 263,333 not vested share options were terminated in line with
the standards in the Long Term Intensive Plan. Further 700,000 share options were exercised by former members of
the executive management, decreasing the equity attributable to parent company shareholders by NOK 2 million.
No new share options were granted or expired in 2023.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
104
Contents
At 31 December 2023, the range of exercise prices and weighted average remaining contractual life of the options
were as follows:
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Outstanding options Vested optionsWeighted Weighted Weighted Weighted OutstandingaverageaverageOutstandingaverageaverageoptions as ofremaining exerciseoptions as ofremaining exerciseExercise price31 December 2023contractual lifeprice31 December 2023contractual lifeprice0.00 - 8.00 3 716 667 2.5 5.887 2 503 335 2.5 4.936 8.01 - 9.00 1 400 000 0.5 8.430 1 400 000 0.5 8.430 9.01 - 9.99 4 850 000 1.4 9.396 4 173 333 1.4 9.386 Total 9 966 667 1.7 7.952 8 076 668 1.6 7.841
At 31 December 2022, the range of exercise prices and weighted average remaining contractual life of the options
were as follows:
Outstanding options Vested optionsWeighted Weighted Weighted Weighted OutstandingaverageaverageOutstandingaverageaverageoptions as ofremaining exerciseoptions as ofremaining exerciseExercise price31 December 2022contractual lifeprice31 December 2022contractual lifeprice0.00 - 8.00 2 500 000 2.5 4.000 1 666 662 2.5 4.000 8.01 - 9.00 3 510 000 3.3 8.222 700 000 3.3 8.452 9.01 - 9.99 4 920 000 2.4 9.426 3 426 666 2.4 9.480 Total 10 930 000 2.7 7.824 5 793 328 2.6 7.7 78
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
105
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Note 24: Interest bearing loans and borrowings
2023 2022Non-currentMulti-currency revolving credit facility 4 489 4 025Senior Facility Agreement 152 1 208Bond loan 3 329 3 6537 970 8 885
2023 2022CurrentBond loan 2 245 1 201Bank overdraft 225 1312 470 1 332
Interest bearing loans
The Group is financed by the following loans; (i) a EUR 610 million senior secured multi-currency revolving credit facility
agreement (RCF), including a multi-currency cash pool with a EUR 40 million overdraft, which matures in June 2025. (ii)
a EUR 200 million senior unsecured bond with maturity in May 2024, (iii) a EUR 300 million senior unsecured bond with
maturity in September 2026 and (iv) EUR 180 million senior secured facility agreement (SFA) with PIF Barbican S.à r.l.
(Pimco as original noteholder) with maturity in 2027.
The RCF, SFA and the bond loans carry a variable interest rate based on the interbank rate in each currency plus a
margin supplement. In addition, there is a commitment fee on the facility agreements, which is calculated as a per-
centage of the loan margin on the undrawn part of the credit facilities. The overdraft carries a facility line fee. The loan
agreements have a number of operational and financial covenants, including limits on certain key indicators, which
have all been complied with as of 31 December 2023. There are no instalments to be paid before maturity.
At 31 December 2023, PLN 815 million, SEK 975 million, DKK 260 million and EUR 95 million, in total EUR 406 million,
was utilised from the EUR 570 million RCF, leaving an available, undrawn amount of EUR 164 million. The multi-currency
overdraft facility of EUR 40 million was utilised with EUR 20 million, leaving an available, undrawn amount of EUR 20
million. The SFA facility of EUR 180 million was utilised with EUR 16 million, leaving an available, undrawn amount of EUR
164 million.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
106
Contents
The EUR 610 million RCF is secured by guarantees issued by B2 Impact ASA, a share pledge over B2 Impact ASA's 100 %
directly owned subsidiaries, an account charge over a number of pre-defined B2 Impact ASA bank accounts and a
pledge over the intra-group loan receivables from B2 Impact ASA to its subsidiaries. The SFA is fully securitised, but
with no recourse to B2 Impact. The bond loans are unsecured.
Details of the interest rates, maturity and outstanding nominal values by currency at 31 December 2023 and 31 December
2022 are summarised below:
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Outstanding nominalAt 31 December 2023 Currency Interest rate % Maturityvalue in NOKMulti-currency revolving credit facility PLN 3.5 % + WIBOR 2025 2 111SEK 3.5 % + STIBOR 2025 988EUR 3.5% + EURIBOR 2025 1 068DKK 3.5 % + CIBOR 2025 392Bond loans EUR 6.35 % + 3M EURIBOR 2024 2 248EUR 6.90 % + 3M EURIBOR 2026 3 372Senior Facility Agreement EUR 4.55 % + 3M EURIBOR 2027 17810 357
1. Includes NOK 903 million treasury bonds.
Outstanding nominalAt 31 December 2022 Currency Interest rate % Maturityvalue in NOKMulti-currency revolving credit facility PLN 3.25 % + WIBOR 2025 1 572SEK 3.25 % + STIBOR 2025 922EUR 3.25 % + EURIBOR 2025 1 262DKK 3.25 % + CIBOR 2025 3681Bond loansEUR 4.75 % + 3M EURIBOR 2023 2 103EUR 6.35 % + 3M EURIBOR 2024 2 103EUR 6.90 % + 3M EURIBOR 2026 1 577Senior Facility AgreementEUR 4.55 % + 3M EURIBOR 20271 24111 147
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
107
Contents
The repayment schedule by currency at 31 December 2023 and 31 December 2022 is shown in the table below:
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Multi-currency revolving credit facility SFA Facility Bond loan At 31 December 2023All CCY'sEUREUR Total NOK20242 248 2 24820254 559 4 55920263 372 3 372After 2026 178 1784 559 178 5 620 10 357
Multi-currency revolving credit facility SFA Facility Bond loan At 31 December 2022All CCY'sEUREUR Total NOK20232 103 2 1032024 2 103 2 1032025 4 123 4 123After 2025 1 241 1 577 2 8184 123 1 241 5 783 11 147
Financial covenants
The financial covenants at 31 December 2023 for the bond loans are summarised below. All covenants have been met
at 31 December 2023 and 31 December 2022.
The financial covenants for the bond loan are as follows:
Requirement 2023 2022Secured loan to valueMaximum 65 % 24 % 30 %Leverage ratio Maximum 4.0 1.9 2.3Net interest cover ratio Minimum 4.0 5.1 6.9
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
108
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
The financial covenants for the RCF are as follows:
Borrowing base ratio, Equity ratio, Actual collection vs. IFRS forecast, Total loan to value ratio and Interest cover ratio.
The Borrowing base ratio is measured on "restricted group" (excluding SFA).
The financial covenants for the SFA are as follows:
Loan to value ratio, Loan to CREV ratio (Principal amount outstanding under the SFA divided by certain type of property
valuations stated in the SFA), Cashflow cover ratio and Loan to CREV consentration ratio. All covenants are measured
on the no recourse structure.
If the group fails to comply with the financial covenants, all loan agreements have a grace period after notice thereof
is given to the counterparties before default is declared.
Bank borrowings secured by pledged assets 2023 2022RCF4 489 4 025SFA 152 1 2084 641 5 232
Balance sheet value of pledged assets 2023 2022RCF: Share Pledge 3 746 3 733RCF: Intra Group Loan receivable 2 980 5 0936 726 8 826
At 31 December 2023, the RCF is secured by a share pledge over B2 Impact ASA's shares in B2Kapital Holding S.à r.l.,
an account charge over a number of pre-defined B2 Impact ASA bank accounts and a pledge over the intra-group
loan receivables from B2 Impact ASA to B2Kapital Holding S.à r.l.. The SFA is fully securitized (pledge in assets, bank
accounts, portfolios, intercompany loans/notes and servicing agreements), but with no recourse to B2 Impact.
The bond loans are unsecured.
Changes in liabilities arising from financing activities
The table below shows reconciliation of cash flows from financing activities to interest bearing liabilities in the statement
of financial position.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
109
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Interest Foreign Changes in expense and At 1 exchange fair values New amortization of At 31 2022January Cash flowmovementderivativesleasesarrangement fees OtherDecemberNon-current interest bearing loans and borrowings 6 825 3 537 282 53 -1 811 8 885Other non-current liabilities 93 -3 67 -24 133Current interest bearing loans and borrowings 2 400 -2 966 -57 14 1 811 1 201Other current liabilities 309 -620 2 -1 598 108 396Total liabilities from financing activities 9 626 -50 227 -4 67 665 85 10 6162023Non-current interest bearing loans and borrowings 8 885 383 725 80 -2 103 7 970Other non-current liabilities 133 49 63 11 256Current interest bearing loans and borrowings 1 201 -1 265 198 8 2 103 2 245Other current liabilities 396 -1 051 4 0 956 2 103 411Total liabilities from financing activities 10 616 -1 933 926 48 63 1 044 118 10 882
1. Including EUR 86 million treasury bonds in 2022.
Other non-current liabilities and Other current liabilites in the Consolidated statement of financial positions includes both
financial activites, such as accrued interest on interest bearing loans, lease liabilites and derivatives, and non-financial
activites. The non-financial activities are classified as Other in table above.
Hereof interest bearing liabilities 2023 20221 10 215 10 087 Interest bearing loans and borrowings Accrued interest on interest bearing loans and borrowings (see note 27) 87 82 Lease liabilities (see note 16) 182 151 10 484 10 320
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
110
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Note 25: Other non-current liabilities
Financial liabilities at fair value through profit or loss 2023 2022Derivatives (note 4.2) 49Other 55 7104 7Financial liabilities Lease liabilities (note 16) 148 119148 119Other non-financial liabilitiesPost-employment liabilities 4 74 7256 133
Note 26: Accounts and other payables
2023 2022Accounts payable 64 78Vendor financing 26 47Amounts owed to third party collection customers 10 16Amounts prepaid by loan debtors 59 41Other payables 16 27174 209
Accounts payable, amounts prepaid by loan debtors and amounts owed to third party collection customers are
non-interest bearing and are normally settled within 30 days. Vendor financing is non-interest bearing and relates
to portfolio purchases not yet fully paid but normally due within 6 months.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
111
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
NOTE 27 Other current liabilities
Other liabilities 2023 2022Amounts due to employees 142 131Accrued interest on external loans 87 82Accrued costs of external collection services and other expenses 48 76Lease liabilities (note 16) 34 32Other 33 28344 351
Indirect taxes payableValue added taxes / sales taxes payable 28 9Payroll taxes payable 13 12Social security payable 25 22Other indirect taxes payable 1 167 45411 396
Amounts due to employees are accruals for fixed and variable salaries and includes accruals for holiday entitlements
according to local regulations and practices.
Interest payable on loans and borrowings is normally paid quarterly throughout the financial year.
Indirect taxes are non-interest bearing and are payable on a regular basis to the relevant national tax authority.
Social security payable at 31 December 2023 and 31 December 2022 includes the accrued social security costs
of the share option programmes described in note 23.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
112
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Note 28: Commitments
28.1 Lease commitments - Group as lessee
The Group has entered into leases for office premises, motor vehicles and office equipment. The lease payments
for the majority of the office premises lease contracts are adjusted according to the consumer price index, have an
extension option and have an average life of between 12 months and 9 years. There are no restrictions placed upon
the lessee under the lease contracts to use the office premises in the normal course of business. The commitments
related to future payments on lease agreements are presented in note 16.
28.2 Forward flow commitments
The Group has committed to buy non-performing debt portfolios for delivery in future periods (forward flow contracts)
in the following segments. The estimated face value and purchase price of contracts are based on the maximum face
value in the purchase agreement or best estimate if there are not any maximum amounts in the purchase agreements.
The Group is entitled to terminate the agreements with less than 12 months notice.
At 31 December, the non-cancellable part of these commitments were as follows:
2023 2022Face value Purchase price Face value Purchase price666 211 240 99
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
113
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Note 29 Related party disclosure
The Group's related parties include the executive management team, Board of Directors of the parent company, associated
companies and joint ventures (note 17).
No loans or guarantees have been given to members of the management, the Board of Directors or other elected
corporate bodies.
Compensation of key management of the Group 2023 2022Base salary 26 27Benefits 1 1Short term incentive 8 11Share-options 2 6Pension 2 3Total compensation to key management personnel 39 48
CEO and the executive management have received bonus according to the bonus program described in the Remu-
neration report. No additional remuneration are paid for special services outside the normal functions within the given
manager positions.
Short term incentive includes yearly bonus awarded for the reporting period while the other amounts disclosed in the
table are the amounts recognised as an expense during the reporting period.
The Board of Directors compensation was NOK 3.3 million in 2023 (NOK 3.3 million in 2022) including any additional
fees to members of Audit Committee and Remuneration Committee.
Transactions with associated companies and joint ventures:
See note 17 for transactions with associated companies and joint ventures.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
114
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
% equity interestCountry ofDirectly owned Company nameincorporation Segmentby B2 Impact ASA 2023 2022B2 Impact ASA (Parent company of the Group) Norway1Interkreditt ASNorway Servicing 100 %Interkreditt Kapital AS Norway Investments 100 % 100 %Veraltis Group S.à r.l. Luxembourg 100 % 100%BackB Investments S.à r.l. Luxembourg 100 % 100 %B-Squared Investments S.à r.l. Luxembourg Investments 100 % 100%B2Kapital Holding S.à r.l. Luxembourg 100 % 100 %ULTIMO Portfolio Investment SA Luxembourg Investments 100 % 100 %ULTIMO SA Poland Investments/servicing 100 % 100 %ULTIMO Securitisation Fund Poland Investments 100 % 100 %ULTIMO Legal Office Poland Servicing 99 % 99 %ULTIMO TFI SA Poland Investments 100 % 100 %TAKTO Securitisation Fund & Invest TAKTO SKA Poland Other 100 % 100%Sileo Holding AB Sweden Other 100 % 100 %Sileo Kapital AB Sweden Investments/servicing 100 % 100 %
Group companies
Companies in the Group are also related parties. Intra-group related party transactions and outstanding balances
are eliminated in the preparation of the consolidated financial statements of the Group. Sales to and purchases from
intra-group related parties are made at normal market prices as the transactions are performed on the same terms as
unrelated parties.
Outstanding intra-group balances at the year end are unsecured and interest free, other than for interest-bearing loans.
B2 Impact ASA, with its registered office in Oslo is the Parent Company of the Group. The list of Group subsidiaries is
provided below. All subsidiaries are included in the B2 Impact Group consolidated financial statements.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
115
Contents
OK Perintä OY Finland Investments/servicing 100 % 100 %Nordic Debt Collection A/S Denmark Investments/servicing 100 % 100%OK Incure OÜ Estonia Investments/servicing 100 % 100 %TCM Estonia OÜ Estonia Investments/servicing 100 % 100 %B2Kapital SIA Latvia Investments/servicing 100 % 100 %Creditreform Latvija SIA Latvia Investments/servicing 99.5 % 99.5 %Crefo Rating SIA Latvia Other 100 % 100 %AS Crefo Birojs Latvia Other 100 % 100 %UAB B2Kapital Lithuania Investments/servicing 100 % 100 %B2 Kapital d.o.o Croatia Investments 100 % 100 %B2 Real Estate d.o.o Croatia Investments 100 % 100 %B2 Portfolio d.o.o. Croatia Investments 100 % 100 %Veraltis Asset Management d.o.o. (former BSP Consulting d.o.o.) Croatia Servicing 100 % 100 % Veraltis Asset Management Ogranak d.o.o. (Branch) Serbia ServicingVeraltis Asset Management Podruznica d.o.o. (Branch) Slovenia ServicingB2Kapital d.o.o Slovenia Investments 100 % 100 %B2 Holding Kapital d.o.o Serbia Investments 100 % 100 %Bosnia and B2Kapital d.o.oHerzegovina Investments/servicing 100 % 100 %B2Kapital d.o.o2Montenegro Investments 100 % 100 %B2Kapital GmbH3Austria Other 100 % 100 %B2Kapital Czech Republic s.r.o Czech Republic Investments 100 % 100 %B2Kapital Hungary Zrt Hungary Investments/servicing 100 % 100 %B2Kapital Portfolio Management S.R.L Romania Investments/servicing 100 % 100 %Veraltis Asset Management SRL (former B2 Real Estate Management S.R.L.) Romania Servicing 100 % 100 %B2 Kapital Finance I.F.N. S.A. Romania Other 100 % 100 %Freyja Development S.R.L Romania Investments 100 % 100 %
All figures in NOK million unless otherwise stated
Consolidated
financial statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
116
Contents
Actaoen Development S.R.L Romania Investments 100 % 100 %Joro Assets S.R.L. Romania Investments 100 % 100 %Advanced Holding Three S.R.L Romania Investments 100 % 100 %Debt Collection Agency EAD4Bulgaria Investments/servicing 100 % 100 %Smart Collect EOOD4Bulgaria Investments/servicing 100 % 100 %B2 Real Estate Holding EOOD Bulgaria Investments 100 % 100 %Veraltis Asset Management SA (former B2Kapital AE) Greece Servicing 100 % 100 %B2Kapital Cyprus LTD Cyprus Investments/servicing 100 % 100 %Gabuyd Ltd5Cyprus Investments 100 % 100 %Veraltis Asset Management Ltd Cyprus Servicing 100 % 100 %B2 Kapital S.r.l.3Italy Servicing 100 % 100 %B2 Kapital Investment S.r.l. Italy Investments 100 % 100 %B2 Kapital RE S.r.l. Italy Investments 100 % 100 %B2Kapital 7.1 S.r.l Italy Investments 100 % 100 %Confirmación de Solicitudes de Crédito Verifica S.A.U Spain Servicing 100 % 100 %SAS Veraltis Asset Management (former Négociation et Achat de Créances Contentieuses) France Investments/servicing 100 % 100 %SAS BackB REO France France Investments 100 % 100 %FCT B-Squared France Investments 100 % 100 %Tahiti Encaissements Services French Polynesia Servicing 100 % 100 %
All figures in NOK million unless otherwise stated
1. Interkreditt AS was sold in March 2023.
2. B2 Kapital d.o.o. (Montenegro) was sold in December 2023 and the transaction is expected to be closed in 2024.
3. In process of liquidation.
4. The sale transaction of Debt Collection Agency EAD and its fully owned subsidiary Smart Collect EOOD was closed in September 2023.
5. Gabuyd Ltd was sold in February 2024.
Consolidated
financial statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
117
Contents
All figures in NOK million unless otherwise stated
Consolidated
financial statements
Note 30 Fees to auditors
EY 2023 2022Audit fees 13 11 Fees for further assurance services 0 0 Fees for tax advise 1 0 Total 14 12
VAT is both included and not included in the fees specified above, depending on if the receiving company can deduct VAT.
Note 31: Guarantees
B2 Impact ASA has issued a guarantee limited to EUR 900 million with the addition of any and all interests, default
interests, costs and expenses to DNB Bank ASA as Agent on behalf of itself, Nordea Bank ABP, Branch of Norway and
Swedbank AB in connection with the provision of the Group's senior secured multi-currency revolving credit facility of
EUR 610 million. The guarantee was issued on behalf of the borrower under the multi-currency revolving credit facility,
B2 Impact ASA's 100 % directly owned subsidiary, B2Kapital Holding S.à r.l. The total utilised nominal amount under the
facilities at 31 December 2023 was EUR 426 million.
B2 Impact ASA has granted a soft guarantee to Senior Noteholders in the SFA which cover all reporting obligations in
the related financing documents.
B2 Impact ASA has issued two office rental guarantees:
(i) With effect from 10 October 2017 in favour of the lessor of the Group's offices in Gothenburg, Sweden. In 2021 the
rental agreement was extended 3 years if not cancelled within a specified date. Although the guarantee is unlimited,
the Group estimates that its exposure for the remaining rental period is limited to the yearly rental cost for the period,
which amounts to SEK 2.7 million.
(ii) With effect from 19 December 2017 in favour of the lessor of the Group's offices in Wroclaw, Poland. The guarantee
agreement is limited to the aggregated amount of EUR 402,000, which are ment to cover 3 months office rental cost,
and are valid until 90 days following the rental agreement maturing in June 2031.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
118
Contents
Note 32 Subsequent events
The Board of Director's has proposed for the Annual General Meeting 2024 to pay a cash dividend of NOK 0.62 per
share for 2023 and a share buyback program of NOK 0.08 per share for the financial year 2023.
In January 2024 B2 Impact placed a new EUR 100 million senior unsecured bond with maturity in January 2028 at a coupon
of 3 month EURIBOR +5.00 % p.a. Further a tap issue of EUR 50 million to this bond was completed in February 2024
at a price of 101.25 % of par. The bond with the total outstanding amount of EUR 150 million will be registered at Oslo
Stock Exchange. The net proceeds were used to repurchase and redeem all outstanding bonds in B2H05.
Note 33 Contingencies and other matters
Out of prudency, B2 Impact has made a provision for a smaller portion of the potential fine in connection with alleged
breaches of GDPR regulations in Croatia. The decision from the Croatian Data Protection Agency has been appealed.
All figures in NOK million unless otherwise stated
Consolidated
financial statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
119
Contents
Parent company
income statement
All figures in NOK million unless otherwise stated
Year ended 31 December Notes 2023 2022
Operating revenue from group companies 133 100
Total revenues 133 100
Personnel expenses
3 -89 -77
Depreciation and amortisation 7 -6 -4
Operating expenses from group companies -88 -85
Other operating expenses
4 -55 -66
Operating expenses -238 -232
Operating profit -105 -132
Dividend and contribution from group companies
5 1 142 2
Profit from shares in associated parties/joint ventures 28
Interest income from group companies 425 390
Interest expense to group companies -4 -16
Net exchange gain/(loss)
5 -58 -20
Other interest expenses
5 -579 -322
Other financial items 5 -26 35
Net financial items 901 96
Profit/(loss) before tax 796 -36
Change in deferred taxes
6 0 0
Profit/(loss) after tax 796 -36
Attributable to:
Ordinary dividend -258 -77
Other equity 538 -113
Parent company
financial statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
120
Contents
As at 31 December Notes 2023 2022
Tangible and intangible assets
7 33 29
Investment in subsidiaries 8 4 582 4 317
Non-current loans to group companies
8.1 4 230 6 039
Other non-current financial assets 28 14
Total non-current assets 8 872 10 398
Receivables from group companies
9 1 209 104
Other current assets 25 34
Cash and cash equivalents
9 4 1
Total current assets 1 237 139
Total assets 10 109 10 537
Share capital
10, 11 39 40
Other paid in capital 10, 11 2 844 2 844
Other capital reserves
10 29 26
Other equity 10 641 226
Total equity 3 552 3 136
Parent company
financial statements
Parent company balance sheet
All figures in NOK million unless otherwise stated
As at 31 December Notes 2023 2022
Non-current interest bearing loans and borrowings
12 3 372 3 680
Total non-current liabilities 3 372 3 680
Current interest bearing loans and borrowings
12 2 248 1 203
Payables to group companies 9 609 2 387
Accounts and other payables 3 0
VAT, payroll and other public duties payables 8 6
Other current liabilities
13 315 126
Total current liabilities 3 184 3 722
Total liabilities 6 556 7 401
Total equity & liabilities 10 109 10 537
Oslo, 25 April 2024
/sign/
Harald L. Thorstein
Chair of the Board
/sign/
Jessica Sparrfeldt
Board Member
/sign/
Ellen Hanetho
Board Member
/sign/
Adele Bugge Norman Pran
Board Member
/sign/
Henrik Wennerholm
Board Member
/sign/
Erik J. Johnsen
Chief Executive Officer
/sign/
Trond Kristian Andreassen
Board Member
/sign/
Anders Engdahl
Board Member
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
121
Contents
Year ended 31 December Notes 2023 2022
Cash flow from operating activities
Profit/(loss) for the year before tax 796 -36
Adjustment for non-cash items:
Depreciation, amortisation and impairment of assets
7 6 4
Interest expense on interest bearing loans 5 573 321
Amortisation of loan financing costs
5 20 17
Cost share option programme 3 5
Unrealised foreign exchange differences -117 -175
Operating cashflows:
Interest paid on interest bearing loans & borrowings -573 -325
Operating capital adjustments:
Decrease/(increase) in current balances with group
companies -2 883 2 103
Decrease/(increase) in accounts receivable and other
current assets 9 -12
Decrease/(increase) in other non-current financial assets -34 -25
Increase/(decrease) in accounts payable and other
current liabilities 190 -19
Net cash flow from operating activities -2 010 1 858
Year ended 31 December Notes 2023 2022
Cash flow from investing activities
Purchase of tangible and intangible fixed assets
7 -10 -9
Purchase of shares in subsidiaries 8 -264 -692
Sale of shares in joint ventures 306
Decrease/(increase) in long term loans to group companies 2 136 -179
Net cash flow from investing activities 1 861 -574
Cash flow from financing activities
Share issuance 1
Buy-back share programme
11 -122 -175
Exercised share options
11 -2
New interest bearing loans and receivables during the year 1 616 1 535
Repayment of interest bearing loans and borrowings
during the year -1 265 -2 476
Dividend paid to shareholders
10 -76 -168
Net cash flow from financing activities 152 -1 283
Net cash flow during the year 3 1
Cash and cash equivalents at 1 January 1 0
Cash and cash equivalents at 31 December 4 1
Parent company
financial statements
Parent company cash flow statement
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
122
Contents
Note 1 Summary of significant
accounting policies
The financial statements, which have been presented
in compliance with the Norwegian Companies Act, the
Norwegian Accounting Act and Norwegian generally
accepted accounting principles in effect at 31 December
2023, consist of the income statement, balance sheet,
cash flow statement and notes to the accounts. The
financial statements are presented in Norwegian kroner
(NOK) and all values are rounded to the nearest million
except where otherwise is indicated.
Investments
Investment in subsidiaries are accounted for using the
cost method. The investments are recorded at the acqui-
sition price of the shares and will be written down or im-
paired to fair value when a fall in value is due to reasons
that cannot be assumed to be temporary and are necessary
according to generally accepted accounting principles.
Write-downs are reversed when there is no longer a basis
for impairment. Group contributions and dividends re-
ceived are recognised as financial income, provided that
it does not represent a repayment of capital invested.
Interest bearing loans and borrowings
Borrowings are recognised at nominal value. Directly
associated costs are amortised straightline over the term
of the loan.
Foreign currency
Transactions in a currency other than Norwegian kroner
are recognised at the exchange rate applicable on the
transaction date. When such transactions are settled,
any difference in the exchange rate will give rise to a
realised exchange rate gain or loss. Both monetary and
non-monetary assets or liabilities in a currency other
than Norwegian kroner are translated at the exchange
rate applicable on the balance sheet date and will give
rise to an unrealised exchange rate gain or loss. Realised
and unrealised exchange rate differences are recognised
as net financial items in the income statement as they
occure during the accounting period.
Balance sheet classification
Current assets and short liabilities consist of receiv-
ables and payables due within one year. Other balance
sheet items are classified as non-current assets/liabilities.
Current assets are valued at the lower of cost and fair
value. Current liabilities are recognized at nominal value.
Fixed assets are valued at cost, less depreciation and
impairment losses.
Tangible fixed assets
Tangible fixed assets are recorded in the balance sheet
at historical cost less depreciation based on an assessment
of useful economic life. If the recoverable amount is less
than the balance sheet value, then the amount is impaired
Parent company
financial statements
to the recoverable amount which is the highest of net
sales value or value in use. Value in use is the current
value of the future cash flows that the asset will generate.
Intangible assets
Intangible assets include purchase of software. Internal
expenditures for IT development and external maintenance
are expensed as incurred.
Intangible assets acquired separately are measured on
initial recognition at cost.
Following initial recognition, intangible assets are carried
at cost less any accumulated amortisation and accumulated
impairment losses, if any. Intangible assets with finite lives
are amortised on a straight-line basis over the useful
economic life and assessed for impairment whenever
there is an indication that the intangible asset may be
impaired.
The intangible assets’ residual values and useful lives are
reviewed, and adjusted if appropriate, at each reporting
date. The amortisation expense on intangible assets with
finite lives is classified in the income statement as 'Amor-
tisation of intangible assets'.
Any gain or loss arising on derecognition of an intangible
asset (calculated as the difference between the net disposal
proceeds and the carrying amount of the intangible asset)
is included in the income statement in the year the intangible
asset is derecognised.
Accounts receivables and other receivables
Accounts receivable and other current receivables are
recorded in the balance sheet at nominal value less
Notes to the parent
company financial
statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
123
Contents
provisions for doubtful accounts. Provisions for doubtful
accounts are based on an individual assessment of the
different receivables. For the remaining receivables, a
general provision is estimated based on expected loss.
Income tax
The tax expense consists of the tax payable and changes
to deferred tax.
Deferred tax/tax assets are calculated on all differences
between the book value and tax value of non-current assets
and liabilities. Deferred tax is calculated as22 percent
of temporary differences and the tax effect of tax losses
carried forward.
Deferred tax assets are recorded in the balance sheet
when it is more likely than not that the tax assets will be
utilized. Deferred tax assets and deferred tax liabilities
are offset, if a legally enforceable right exists to set off
current tax assets against current tax liabilities.
Taxes payable and deferred taxes are recognised directly
in equity to the extent that they relate to equity transactions.
Defined contribution pension plans
The Company operates a defined contribution pension
plan under which the company pays contributions to
privately administered pension insurance plans on a
mandatory, contractual or voluntary basis. The contributions
are recognised as employee benefit expense when they
are due. Prepaid contributions are recognised as an asset
to the extent that a cash refund or a reduction in the future
payments is available. The company has no legal or con-
structive obligations to pay further contributions if the fund
does not hold sufficient assets to pay all employees the
benefits relating to employee service in the current and
prior periods, and therefore does not record a pension
liability in the balance sheet.
Share based payments
Members of the management team and selected key
employees receive remuneration in the form of share-
based payments, whereby they render services as
consideration for equity instruments (equity-settled
transactions).
The cost of equity-settled transactions is determined by
the fair value at the date when the grant is made using
an appropriate valuation model, please refer to B2 Impact
Group financial statement note 23 for further details. The
cost is recognised in personnel expenses, together with
a corresponding increase in other capital reserves within
equity, over the period in which the service and, where
applicable, the performance conditions are fulfilled (the
vesting period). The cumulative expense recognised at
each reporting date until the vesting date reflects the
extent to which the vesting period has expired and the
company's best estimate of the number of equity instru-
ments that will ultimately vest. The expense or income
in the income statement for a period represents the
movement in the cumulative expense recognised at the
beginning and end of that period.
Service and non-market performance conditions are not
taken into account when determining the grant date fair
value of awards, but the likelihood of the conditions being
met is assessed as part of the company's best estimate
of the number of equity instruments that will ultimately
vest. Market performance conditions are reflected within
the grant date fair value.
Parent company
financial statements
No expense is recognised for awards that do not ultimately
vest because non-market performance and/or service
conditions have not been met.
When the terms of an equity-settled award are modified, the
minimum expense recognised is the grant date fair value
of the unmodified award, provided the original terms of
the award are met. An additional expense, measured at
the date of modification is recognised for any modifica-
tion that increases the total fair value of the share-based
payment transaction, or is otherwise beneficial to the
employee. Where an award is cancelled by the entity or by
the counterparty, any remaining element of the fair value of
the award is expensed immediately through the income
statement.
The dilutive effect of outstanding options is reflected as
additional share dilution in the computation of diluted
earnings per share. For further details, see note 13 in
B2 Impact Group financial statement.
Cash flow statement
The cash flow statement is presented using the indirect
method. Cash and cash equivalents includes cash, bank
deposits and other current, highly liquid investments with
maturities of three months or less.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
124
Contents
Parent company
financial statements
Note 2 Financial risk management
Financial risk management for the Company is fully integrated into the B2 Impact Group's overall financial risk
management.
The B2 Impact Group's activites are exposed to financial risks: market risk, currency and interest rate risk, credit risk,
liquidity risk and cash flow risk. The Company focuses on the unpredictability of the financial markets and seeks to
minimise the potential adverse effects of the market fluctuations on the Group's financial performance.
For further details, please refer to note 4.1 in B2 Impact Group financial statment.
Note 3 Personnel expenses
2023 2022
Wages, salaries and other benefits paid 56 52
Social security costs 12 9
Defined contribution pension costs 5 5
Other personnel costs 15 7
Cost share option programme 1 5
Social security cost share option programme -1 -1
89 77
Number of full time equivalents (FTEs) at 31 December 26.0 27.0
All employees are covered by a defined contribution pension plan which fulfill the Company's obligations under the
Norwegian occupational pension legislation.
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
125
Contents
Note 4.1 Other operating expenses
2023 2022
Audit and tax services 5 3
External accounting services & temporary consultants 0 0
Tax and legal services 2 2
Other professional services 7 28
Cost of office premises 12 9
IT, telecommunications 7 6
Marketing, business entertaining 2 3
Travel, accommodation, meetings, arrangements 2 2
Statutory and other corporate costs 19 13
55 66
Note 4.2 Fees to auditors
2023 2022
Audit fees 5 3
5 3
All figures including VAT.
Parent company
financial statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
126
Contents
Note 5 Financial items
2023 2022
Group contribution from Interkreditt AS 2
Dividend from B2Kapital Holding S.à r.l. 1 142
Dividend and contribution from group companies 1 142 2
Realised exchange gains/(losses) -175 -196
Unrealised exchange gains/(losses) 118 176
Net realised and unrealised exchange gains/(losses) -58 -20
Interest expense on interest bearing loans -573 -321
Other interest expense -6 -1
Other interest expenses -579 -322
Interest income on cash & short-term deposits 6 1
Net gain/(loss) on financial instruments 51
Costs of financing -20 -17
Other financial expenses -12
Other financial items -26 35
Parent company
financial statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
127
Contents
Note 6 Taxes
The major components of income tax reported in the income statement were:
2023 2022
Current year income tax payable 0 0
Deferred tax expense/(income) 0 0
Total tax expense reported in the income statement 0 0
Calculation of the income tax base
Profit/(loss) before tax 796 -36
Permanent differences -1 157 -83
Change in temporary differences -308 -117
Transfer to/(from) tax losses carried forward 669 236
Current year income tax base 0 0
Current year income tax payable at 22% 0 0
Parent company
financial statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
128
Contents
Deferred taxes
Change in
deferred taxes
Calculation of the deferred tax base 2023 2022 2023
Non-current loans to group companies 743 416
Fixed assets 5 6
Taxable temporary differences 747 422
Other receivables & liabilities -1 -3
Non-current interest bearing loans -221 -201
Tax losses carried forward - no time limit on expiry -1 402 -733
Reversal of basis for deferred tax asset not recognised 877 515
Deductible temporary differences -747 -422
Net basis for deferred tax / tax asset 0 0
Basis for deferred tax at 22 % -193 -113 -80
Deferred tax asset not recognised 193 113 80
Net deferred tax / change in deferred taxes 0 0 0
Comprising:
22 % deferred tax liability 164 93
22 % deferred tax asset -164 -93
0 0
Parent company
financial statements
Significant judgement is required to determine the amount of deferred tax assets that can be recognised based upon
the likely timing and level of future taxable profits together with future tax planning strategies.
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
129
Contents
Reconciliation of the Norwegian nominal tax rate to the effective tax rate 2023 2022
Profit/(loss) before tax 796 -36
Expected tax expense at the Norwegian nominal tax rate of 22 % 175 -8
Tax effect of permanent differences -255 -18
Tax effect of the change in unrecognised deferred taxes 80 44
Tax effect on estimate change -18
Total income and deferred tax expense 0 0
Note 7 Tangible and intangible assets
Equipment,
fixtures & fittings Intangibles Total
Acquisition / purchase cost
At 1 January 2023 6 26 32
Additions 0 10 11
Disposals -1 -1
At 31 December 2023 6 36 42
Depreciation and amortisation
At 1 January 2023 1 3 4
Depreciation and amortisation for the year 1 5 6
Accumulated depreciation on disposals 0 0
At 31 December 2023 2 7 9
Net book value
At 31 December 2023 4 29 33
At 1 January 2023 5 23 29
Depreciation method Straight line Straight line
Economic useful lives 0-5 years 5 years
Parent company
financial statements
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
130
Contents
Note 8 Investment in subsidiaries
% equity interest
1
Name of subsidiary
Country of
incorporation
Established/
acquired 2023 2022
Equity
2023
Profit
2023
Book value
2023
B2Kapital Holding S.à r.l.
2
Luxembourg 2014 100 % 100 % 5 204 331 3 733
BackB Investments S.à r.l.
2
Luxembourg 2021 100 % 100 % 634 -162 812
Veraltis Group S.à r.l.
2
Luxembourg 2022 100 % 100 % 22 -12 36
Total carrying value 4 582
Parent company
financial statements
1. Voting rights in the subsidiary is equivalent to % equity interest
2. Equity and profit are based on preliminary, unaudited reports for
consolidation purposes 2023.
B2 Impact ASA is the ultimate parent company in the B2 Impact Group and consolidates the accounts for the Group.
A copy of the B2 Impact Group financial statements is available at B2 Impact ASA' website at www.b2-impact.com.
Note 8.1 Non-current loans to group companies
2023 2022
B2Kapital Holding S.à r.l. 2 793 4 990
BackB Investments S.à r.l. 1 249 946
Veraltis Group S.à r.l. 187 102
Non-current loans to group companies 4 230 6 039
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
131
Contents
Parent company
financial statements
Note 9 Cash and cash equivalents
2023 2022
Cash at banks:
Unrestricted balances 4 1
4 1
Cash at banks earns interest at floating rates which is based on bank deposit rates. Other restricted balances represent
deposits paid into an escrow account in connection with lease of office premises.
For the purpose of the statement of cash flow, cash and cash equivalents comprised the cash balances in the table above.
In addition the Company holds bank accounts in the group's multi-currency cashpool, with a net current debt amounted
to NOK 607 million (2,331 million in 2022). Reported in gross amounts as respectively "Receivables from group companies"
and "Payables to group companies" in the balance sheet.
Receivables from group companies includes NOK 1,124 million in unpaid cash dividend from B2Kapital Holding S.à r.l.
Note 10 Changes in shareholders' equity
Name of subsidiary
Share
capital
Treasury
shares
Other paid-in
capital
Other capital
reserves
Other
equity
Total
equity
At 1 January 2023 40 2 844 26 226 3 136
Profit for the year after tax 796 796
Capital reduction -1 1 0 0
Share buy-back programme 2023 - 2 - 121 - 122
Share based payment 3 3
Exercised share options - 2 - 2
Dividend - 258 - 258
At 31 December 2023 39 - 0 2 844 29 641 3 552
The Board of Directors has decided to propose for the Annual General Meeting in 2024 a dividend of NOK 0.62 and
a share buyback program of NOK 0.08 per share for the financial year 2023.
All figures in NOK million unless otherwise stated
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
132
Contents
Note 11 Share capital and other paid-in capital
Ordinary shares have a nominal value of NOK 0.10 each and all provide the same rights in the Company. The number
and value of authorised and registered shares, and the amount of other paid-in capital, being the premium on shares
issued less any transaction costs of new shares issued, was as follows:
Parent company
financial statements
1. Including 18,648,672 treasury shares purchased in the 2023
share buy-back program, and at 31 December 2022 including
14,184,000 treasury shares purchased in the 2022 share
buy-back programme.
2. Net proceeds after transaction costs.
All figures in NOK million unless otherwise stated
Share
capital
Share
capital
Other paid-in
capital
2
Number of shares
1
NOK mill NOK mill
At 1 January 2022 409 932 598 41 2 843
Capital reduction registered 28 July 2022 related
to the share buy-back programme ended 31 Mar 2022 -8 767 774 - 1
Capital increase registered 20 October 2022 related to issuance of
ordinary shares 200 000 0 1
At 31 December 2022 401 364 824 40 2 844
Capital reduction registered 27 July 2023 related
to the share buy-back programme ended December 2022 -14 184 000 - 1
At 31 December 2023 387 180 824 39 2 844
At 25 April 2024 (the date of completion of these financial statements) 387 180 824 39 2 844
Treasury shares
2023 2022
At 1 January 14 184 000 3 043 082
Share buy-back 18 874 843 19 908 692
Capital reduction -14 184 000 -8 767 774
Excersised share options -700 000
At 31 December 18 174 843 14 184 000
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
133
Contents
All figures in NOK million unless otherwise stated
The Company's second share buy-back program started 27 May 2022 was completed in December 2022. The purpose
of the program was to reduce the capital of the Company. In total 14,184,000 shares were bought back at an average
price of NOK 8.31 per share and the share capital reduction of NOK 1.4 million was effective as of 27 July 2023.
The Company announced a third share buy-back program 25 May 2023 with duration from 26 May 2023 until the Annual
General Meeting 2024 at the latest. The purpose of the program is to reduce the capital of the Company and will be for
a maximum of 25 million shares and comprise acquisitions of own shares for an aggregated amount of up to NOK 162.6
million. 12 January 2024 the Board decided to pause the acquisition of own shares with remaining authority for share buy-
back of 5,65 million shares or NOK 31 million granted by the Annaul General meeting in May 2023.
At 31 December 2023 18,874,843 shares were bought back at an average price of NOK 6.79 per share, whereof 18,001,500
shares were settled transactions as of 31 December 2023. During fourth quarter the Company used 700,000 of its own
shares (treasury shares) to honour obligations in connection with employee incentive arrangements. As at 31 December
2023 the Company owned a total of 18,174,843 own shares corresponding to 4.69 % of the Company’s share capital,
decreasing the equity attributable to the Company's shareholders by NOK 121 million.
At 25 April 2024, the date of completion of these financial statements, a total of 19,348,672 shares were bought back at
an average price of NOK 6.81, decreasing the equity attributable to the Company's shareholders by NOK 128 million. The
Company owns a total of 18,648,672 own shares corresponding to 4.82 % of the Company's share capital. The Board will
propose to the Annual General Meeting 2024 that approximately NOK 31 million of the remaining capacity under the share
buy-back program initiated in May 2023 will be distributed to the Company's shareholders together with a cash dividend
for 2023 of NOK 0.62 per share.
With the distribution the share bay-back program for 2023 is complete and the Board will propose to the Annual General
Meeting 2024 to decrease the parent Company’s share capital by cancellation of its 18,648,672 treasury shares acquired
under the share buy-back program. A creditor deadline of six weeks will apply before implementation.
Dividend paid to parent company's shareholders in 2023, for 2022, amounted to NOK 0.20 per share. Proposed total divi-
dend and distribution for 2023 is NOK 0.70 per share.
For further information about mandates granted to the Board of Directors to incrase the share capital, please refer to
note 22 in B2 Impact Group financial statement.
Parent company
financial statements
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
134
Contents
The largest shareholders at 31 December 2023 were as follows:
Number of shares % total
Prioritet Group AB 52 913 000 13.67 %
Rasmussengruppen AS
1
51 373 266 13.27 %
Valset Invest AS 32 000 000 8.26 %
Stenshagen Invest AS 30 500 143 7.88 %
B2 Impact ASA
2
18 001 500 4.65 %
DNB Markets Aksjehandel/-analyse 16 366 503 4.23 %
Skandinaviska Enskilda Banken AB 13 389 968 3.46 %
Gulen Invest AS 10 000 527 2.58 %
Dunker AS 8 207 124 2.12 %
Rune Bentsen AS 8 191 680 2.12 %
Verdipapirfondet Storebrand Norge 8 155 878 2.11 %
Greenway AS 5 802 368 1.50 %
VPF DNB AM Norske Aksjer 4 072 336 1.05 %
Stiftelsen Kistefos 4 000 000 1.03 %
Remaining shareholders (less than 1 %) 124 206 531 32.08 %
387 180 824 100.00 %
All figures in NOK million unless otherwise stated
Parent company
financial statements
1. Total shareholdings of Rasmussengruppen AS includes shareholdings
of its fully owned subsidiaires Portia AS, Cressida AS and Viola AS.
2. B2 Impacts own shares which will be used to reduce the capital of
the company.
For further information about shares owned directly or indirectly by Board of Directors and executive management
at 31 December 2023, please refer to note 22 in B2 Impact Group financial statement.
For details about Long-Term Incentive Plans (share option programs) granted to the executive management and
selected key employees at 31 December 2023, please refer to note 23 in B2 Impact Group financial statement.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
135
Contents
All figures in NOK million unless otherwise stated
Parent company
financial statements
Currency Interest rate
Debt in local
currency Debt in NOK Maturity
Senior Unsecured Bond Issue 2022 EUR 6.90 %
+ 3M EURIBOR
300 3 372 Sept 2026
Currency Interest rate
Debt in local
currency Debt in NOK Maturity
Senior Unsecured Bond Issue 2019 EUR 6.35 %
+ 3M EURIBOR
200 2 248 May 2024
Repayment schedule at 31 December 2023 EUR NOK
In 2024 200 2 248
In 2026 300 3 372
500 5 620
Financial covenants
All financial covenants have been met at 31 December 2023 and 31 December 2022. For further details, please refer to
note 24 in B2 Impact Group financial statement.
Note 12 Interest bearing loans and borrowings
Non-current
The Company holds one non-current unsecured bond loans as of 31 December 2023.
Current
The Company holds one current senior unsecured bond of EUR 200 million as of 31 December 2023.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
136
Contents
All figures in NOK million unless otherwise stated
Parent company
financial statements
Note 13 Other current liabilities
2023 2022
Provision for social security on share options 1 2
Accrued interest bond loans 30 24
Proposed dividend 258 77
Other 26 22
315 126
Note 14 Commitments
The company has entered into two commercial leases for office premises. The lease contract for the current office
premises was signed in 2021 for a 10 year rental period starting from September 2022. The lease contract for office
premises in Stortingsgaten 22 expires in June 2024 and are subleased until maturity.
All leases for office premises are annually adjusted according to the consumer price index. The lease contracts states
that the lessee can only use the office premises as an office space within the existing line of business unless they
have written consent from the lessor agreeing to something else.
The operating lease costs for the following types of lease were as follows:
2023 2022
Office premises 9 5
9 5
The future minimum rentals payable under the non-cancellable operating lease at 31 December were as follows:
2023 2022
Rentals payable within one year 7 9
Rentals payable from one to five years 22 46
After five years 14
43 55
The future minimum rentals payable does not include the future minimum rentals receivables from sublease
of Stortingsgaten 22 amounting to NOK 2.2 million
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
137
Contents
Parent company
financial statements
Note 15 Related party disclosure
The Company's related parties include the Group manage-
ment team, Board of Directors, and group companies.
For details, please refer to note 29 in B2 Impact Group
financial statment.
Group companies
Companies in the B2 Impact Group are also related
parties. Sales to and purchases from intra-group related
parties are made at normal market prices as the trans-
actions are performed on the same terms as unrelated
parties.
Outstanding intra-group balances at the year end are
unsecured, and other than for interest-bearing loans, interest
free. At 31 December 2023 and at 31 December 2022,
the Company has not made any provision of doubtful
debts relating to intra-group related party balances. This
assessment has been undertaken for each period end
based on an examination of the financial position of the
related party and the market in which the related party
operates.
For further details of the Group's transactions with related
parties, please refer to note 29 in B2 Impact Group financial
statement.
Note 16 Guarantees
The Company has issued a guarantee limited to EUR 900
million with the addition of any and all interests, default
interests, costs and expenses to DNB Bank ASA as Agent
on behalf of itself, Nordea Bank ABP, Branch of Norway
and Swedbank AB in connection with the provision of the
Group's senior secured multi-currency revolving credit
facility of EUR610 million.The guarantee was issued on
behalf of the borrower under the multi-currency revolv-
ing credit facility, B2 Impact ASA's 100 % directly owned
subsidiary, B2Kapital Holding S.à r.l. The total utilised
amount under the facilities at 31 December 2023 was
EUR 426 million.
The Company has granted a soft guarantee to Senior
Noteholders in the SFA which cover all reporting obliga-
tions in the related financing documents.
The Company has issued two office rental guarantees:
With effect from 10 October 2017 in favour of the lessor
of the Group's offices in Gothenburg, Sweden.In 2021
was the rental agreement extendend 3 years if not can-
celled within a specified date. Although the guarantee is
unlimited, the Group estimates that its exposure for the
remaining rental period is limited to the yearly rental cost
for the period, which amounts to SEK 2.7 million.
With effect from 19 December 2017 in favour of the lessor
of the Group's offices in Wroclaw, Poland. The guarantee
agreement is limited to the aggregated amount of EUR
402,000, which are ment to cover 3 months office rental
cost, and are valid until 90 days following the rental
agreement maturing in June 2031.
Note 17 Subsequent events
The Board of Director's has proposed for the Annual
General Meeting 2024 to pay a cash dividend of NOK
0.62 per share for 2023 and a share buyback program
of NOK 0.08 per share for the financial year 2023.
In January 2024 B2 Impact placed a new EUR 100 million
senior unsecured bond with maturity in January 2028 at
a coupon of 3 month EURIBOR +5.00 % p.a. Further a
tap issue of EUR 50 million to this bond was completed
in February 2024 at a price of 101.25 % of par. The bond
with the total outstanding amount of EUR 150 million will
be registered at Oslo Stock Exchange. The net proceeds
were used to repurchase and redeem all outstanding
bonds in B2H05 which matures in May 2024.
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
138
Contents
Alternative
performance
measures
The consolidated financial statements of the Group have been prepared in accordance with International Financial
Reporting Standards (IFRS® Accounting Standards) and interpretations issued by the IFRS Interpretations Committee
(IFRS IC) applicable to companies reporting under IFRS. The consolidated financial statements comply with IFRS as is-
sued by the International Accounting Standards Board (IASB) and approved by the EU. In addition, the Group presents
alternative performance measures (APMs). These measures do not have any standardized meaning prescribed by IFRS
and therefore are unlikely to be comparable to the calculation of similar measures used by other companies.
The APMs are regularly reviewed by management and their aim is to enhance stakeholders’ understanding of the
Group’s performance and to enhance comparability between financial periods. The APMs are reported in addition to,
but are not substitutes for the financial statements prepared in accordance with IFRS.
The APMs provide a basis to evaluate operating profitability and performance trends, excluding the impact of items
which in the opinion of management, distort the evaluation of the performance of our operations. The APMs also provide
measures commonly reported and widely used by investors as an indicator of the Group’s operating performance and
as a valuation metric of debt purchasing companies. Furthermore, APMs are also relevant when assessing our ability
to incur and service debt.
APMs are defined consistently over time and are based on the financial datas presented in accordance with IFRS.
APM
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
139
Contents
All figures in NOK million unless otherwise stated
APM
2023 2022
Total revenues 4 129 3 477
Adjust for Cost of collateral assets sold, including impairment - 353 - 392
Net revenues 3 775 3 085
Operating profit/(loss) 1 578 1 029
Non-recurring items, of which
Changes in future collection estimates 32
Other revenues 0
External expenses of services provided - 4
Personnel expenses 67 31
Other operating expenses 43 147
Depreciation and amortisation 1
Impairment 8 99
Non-recurring items impacting EBIT 118 306
Adjusted EBIT 1 696 1 334
Non-recurring items impacting EBIT 118 306
Other non-recurring items 36
Total non-recurring items 154
Operating profit/(loss) 1 578 1 029
Add back Depreciation, amortisation and impairment losses 106 184
EBITDA 1 684 1 212
Alternative performance measures - reconciliation
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
140
Contents
2023 2022
Total revenues 4 129 3 477
Add back Amortisation of purchased loan portfolios 2 209 1 898
Add back Revaluation of purchased loan portfolios 690 424
Adjust for Repossession of collateral assets - 276 - 299
Adjust for Profit from investments in associated parties/joint ventures - 222 - 100
Add Cash received from investments in associated parties/joint ventures 202 295
Adjust for Non-recurring items 0
Cash revenue 6 733 5 695
Adjust for Other revenues -568 -534
Cash collections 6 164 5 161
Operating profit/(loss) 1 578 1 029
Add back Amortisation of purchased loan portfolios 2 209 1 898
Add back Revaluation of purchased loan portfolios 690 424
Add back Depreciation, amortisation and impairment losses 106 184
Adjust for Repossession of collateral assets - 276 - 299
Add back Cost of collateral assets sold, including impairment 353 392
Adjust for Profit from investments in associated parties/joint ventures - 222 - 100
Add Cash received from investments in associated parties/joint ventures 202 295
Adjust for Non-recurring items 111 174
Cash EBITDA 4 752 3 996
All figures in NOK million unless otherwise stated
APM
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
141
Contents
2023
31 Dec
2023
30 Sep
2023
30 Jun
2023
31 mar
Total assets 17 328 17 023 18 759 18 036
Total equity 5 588 5 577 5 859 5 748
Equity ratio 32 % 33 % 31 % 32 %
Total assets 17 328 17 023 18 759 18 036
Excluding IFRS 16 right-of-use asset - 165 - 166 - 173 - 167
Total assets excl IFRS 16 right-of-use asset 17 163 16 858 18 585 17 869
Equity ratio 33 % 33 % 32 % 32 %
2023
31 Dec
2023
30 Sep
2023
30 Jun
2023
31 mar
Bond loan (nominal value)
1
5 620 5 627 5 852 5 697
Revolving Credit Facility (nominal value)
1
4 533 4 234 4 568 4 430
Senior Facility Agreement (nominal value)
1
178 485 935 997
Bridge Facility (nominal value)
1
0 0
Contingent consideration (earn out)
Vendor loan 26 12 21 15
FX Derivatives (MTM) 0 0 0 0
Net cash balance including overdraft -1 180 - 849 - 715 - 941
Total loan 9 177 9 508 10 662 10 198
Purchased loan portfolios 11 542 11 588 12 896 12 333
Investment in associated companies and joint ventures 781 756 818 794
Other assets
2
1 523 1 548 1 698 1 988
Book value 13 846 13 891 15 412 15 115
Total Loan to Value % (TLTV) 66 % 68 % 69 % 68 %
1. Bond loans, Revolving Credit Facility (RCF) and Senior Facility
Agreement (SFA) are measured at nominal value according
to the definitions of financial covenants. In the Consolidated
statement of financial position this is included in "Long-term
interest bearing loans and borrowings" and "Short-term
interest bearing loans and borrowings", with bonds measured
at amortised cost and RCF and SFA at linear cost.
2. Included in "Goodwill", "Loan receivables" and "Collateral
assets" in the Consolidated statement of financial position.
The following APMs are financial covenants in the RCF agreement and are calculated acccordingly.
All figures in NOK million unless otherwise stated
Total Loan to Value
APM
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
142
Contents
Definitions of APMs applied in the tables above
Actualisation
Actualisation is the difference between actual and fore-
casted collections for purchased loan portfolios for the
reporting period.
Adjusted EBIT (Adj. EBIT)
Adjusted EBIT consists of Operating profit/(loss) (EBIT)
adjusted for non-recurring items.
Adjusted EBIT % (Adj. EBIT %)
Adjusted EBIT % is Adjusted EBIT expressed as a per-
centage of Net revenues excluding Non-recurring items.
Adjusted EPS (Adj. EPS)
Adjusted earnings per share is calculated based on
Adjusted Net profit (Adj. Net profit) for the period divided
by the weighted average number of outstanding shares
during the respective period.
Adjusted return on equity (Adj. ROE)
Adjusted return on equity is calculated based on roll-
ing 12-months Adjusted Net profit (Adj. Net profit) for
the Group divided by the average equity attributable to
parent company shareholders, with average equity calcu-
lated as a simple average based on opening and closing
balances for the respective 12-month period.
Adjusted Net profit (Adj. Net profit)
Adjusted Net profit consists of Profit/(loss) after tax
adjusted for Non-recurring items reduced by the tax rate
for the period.
Central costs
Administration and management cost related to Head
Office and other Group costs such as Investment Office.
Amortisation
Amortisation is the amount of the gross collections that
are used to reduce the book value of the purchased
portfolios.
Cash collections
Cash collections include unsecured collections, secured
cash collections, cash received from SPVs and joint ven-
tures, and REO sales proceeds.
Cash EBITDA
Cash EBITDA consists of EBIT added back Amortisation
and Revaluation of purchased loan portfolios, Depreci-
ation and amortisation and Impairment of tangible and
intangible assets and Cost of collateral assets sold,
adjusted for Repossession of collateral assets and the
difference between cash received and recognised Profit
from shares in associated parties/joint ventures and par-
ticipation loan/notes. Cash EBITDA is a measure of actual
performance from the collection business (cash busi-
ness) and other business areas. Cash EBITDA is adjusted
for Non-recurring items.
Cash margin
Cash margin consists of Cash EBITDA expressed as a
percentage of cash revenue.
APM
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
143
Contents
Cash revenue
Cash revenue consists of Total revenues added back
Amortisation and Revaluation of purchased loan portfoli-
os and adjusted for Repossession of collateral asset and
the difference between cash received and recognised
Profit from shares in associated parties/joint ventures
and participation loan/notes. Cash revenue is a measure
of actual revenues (cash business) from the collection
business and other business areas. Cash revenue is
adjusted for Non-recurring items.
Collateral asset
In connection with the acquisition and collection of pur-
chased loan portfolios, the Group may become owner of
assets such as land, buildings, or other physical goods.
These assets are only acquired as part of the collection
strategy for the purpose of being divested within the
Group’s ongoing operations to maximize the value of
collections. Such assets are classified as inventories and
recognised in the balance sheet at the lower of cost and
net realisable value in accordance with IAS 2 Inventories.
Cost to collect
Cost to collect is all external and internal operating costs
related to the collections of B2 Impact’s purchased loan
portfolios.
EBITDA
Operating profit before depreciation and amortisation
(EBITDA) consists of operating profit (EBIT) adding back
depreciation, amortisation and impairment of tangible
and intangible assets.
Estimated Remaining Collections (ERC)
Estimated Remaining Collections (ERC) expresses the
gross collections in nominal values expected to be
collected in the future from the purchased loan portfo-
lios owned at the reporting date and the Group’s share
of gross collections on portfolios purchased and held in
joint ventures.
Forward flow agreements
Forward flow agreements are agreements where the
Group agrees with the portfolio provider that it will, over
some period in fixed intervals, transfer its non-performing
loans of a certain characteristics to the Group.
Gross collections
Gross collections are the actual cash collected and as-
sets recovered from purchased portfolios.
Interest income from loan receivables
Interest income from loan receivables is the calculated
amortised cost interest revenue from the loan receivable
using the original effective interest rate.
Interest income from purchased portfolios
Interest income from purchased loan portfolios is the
calculated amortised cost interest revenue from the pur-
chased loan portfolios using the credit-adjusted effective
interest rates set at initial acquisition.
Leverage ratio
Net interest-bearing debt over Cash EBITDA calculated
for the last 12 months.
Liquidity reserve
Cash and short-term deposits (less NOK 200 million to
cover working capital) plus unutilised credit facility lines,
plus fair value of treasury bonds and less short-term
APM
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
144
Contents
vendor loans. Cash flow from future operations is not
included in the number.
Net debt
Net debt consists of nominal value of interest-bearing
loans and borrowings plus utilised bank overdraft less
cash and short-term deposits.
Net interest-bearing debt
Net interesting-bearing debt consist of carrying value of
interest-bearing loans and borrowings plus utilised bank
overdraft less cash and short-term deposits.
Net credit gain/(loss) from purchased loan portfolios
The Group's exposure to credit risk from the purchased
loan portfolios is related to actual gross collections
deviating from collections estimates and from changes in
future collections estimates. The Group regularly evalu-
ates the current collections estimates at the individual
portfolio level and the estimate is adjusted if collections
are determined to deviate from current estimate over
time. The adjusted collections estimate is discounted
by the initial rate of return at acquisition of the portfolio.
Changes from current estimate adjust the book value
of the portfolio and are included in the profit and loss
statement in the line item "Net credit gain/(loss) from
purchased loan portfolios". Collections above collections
estimates and upward adjustments of future collections
estimates increase revenue. Collections below collections
estimates and downward adjustments of future collec-
tions estimates decrease revenue. Net credit gain/(loss)
equals net actualisation/revaluation.
Net credit gain/(loss) from loan receivables
The Group's exposure to credit risk from loan receiva-
bles is related to actual instalments deviating from loan
schedules. The Group measures the impairment loss
on loan receivables using a 3-stage model for expected
credit loss (ECL) according to IFRS 9. Changes from cur-
rent estimate adjust the book value of the loan receiva-
bles and are included in the profit and loss statement in
the line item "Net credit gain/(loss) from loan receivables".
Non-recurring items
Significant profit and loss items that are not included
in the Group’s normal recurring operations, which are
difficult to predict and are considered to have low fore-
cast value for the future earnings trend. Non-recurring
items may include but are not limited to restructuring
costs, acquisition and divestment costs, advisory costs
for discontinued acquisition projects, integration costs,
termination costs for Group Management and country
managers, non-portfolio related write offs, unusual legal
expenses, extraordinary projects, and material income or
expenses relating to prior years.
Net revenues
Net revenues are the Total revenues reported less the
Cost of collateral assets sold, including impairment.
Operating cash flow per share
Operating cash flow per share is operating cash flow
from consolidated statement of cash flows divided on
the weighted average number of shares outstanding in
the reporting period. Operating cash flow per share is a
measure on actual cash earned from operating business
per share.
APM
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
145
Contents
Other revenues
Other revenues include revenue from external collections,
as well as subscription income for credit information,
telemarketing and other services which is recognised
proportionately over the term of the underlying ser-
vice contract which is usually one year. Other revenues
include Interest income from loan receivables and Net
credit gain/(loss) from loan receivables.
Participation loan/notes
Participation loan/notes consist of investment agree-
ments with co-investors for the purchase of loan
portfolios through SPVs. The contractual arrangement
of the participation loan/notes are directly related to the
performance of the portfolios purchased in the SPVs.
Portfolio investments
The investments for the period in unsecured (without
collateral) and in secured (with collateral) loan portfolios.
Profit margin
Profit margin consists of operating profit (EBIT) ex-
pressed as a percentage of total operating revenues.
Revaluation
Revaluation is the period’s increase or decrease in the
carrying value of the purchased loan portfolios attributa-
ble to changes in forecasts of future collections.
Total Loan to Value (TLTV)
Total loan to value is net debt adjusted for vendor loan,
earn out and FX hedge MTM over assets (portfolio, JV,
loan receivables, real estate owned and goodwill).
APM
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Director's report 4 Financials
146
Contents 2 Governance
Responsibility
statement
We confirm, to the best of our knowledge, that the financial statements for the period 1 January to 31 December 2023
have been prepared in accordance with current applicable accounting standards and give a true and fair view of the
assets, liabilities, financial position and profit or loss of the entity and the Group taken as a whole.
We also confirm that the Directors’ report includes a true and fair review of the development and performance of the
business and the position of the entity and the group, together with a description of the principles risks and uncertainties
facing the entity and the group.
Oslo, 25 April 2024
/sign/
Harald L. Thorstein
Chair of the Board
/sign/
Jessica Sparrfeldt
Board Member
/sign/
Ellen Hanetho
Board Member
/sign/
Adele Bugge Norman Pran
Board Member
/sign/
Henrik Wennerholm
Board Member
/sign/
Erik J. Johnsen
Chief Executive Officer
/sign/
Trond Kristian Andreassen
Board Member
/sign/
Anders Engdahl
Board Member
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
147
Contents
Auditors'
report
Statsautoriserte revisorer
Ernst & Young AS
Stortorvet 7, 0155 Oslo
Postboks 1156 Sentrum, 0107 Oslo
Foretaksregisteret: NO 976 389 387 MVA
Tlf: +47 24 00 24 00
www.ey.no
Medlemmer av Den norske Revisorforening
A member firm of Ernst & Young Global Limited
INDEPENDENT AUDITOR'S REPORT
To the Annual Shareholders' Meeting of B2 Impact ASA
Repor t on the audit of the financial statem en t s
Opinion
We have audited the financial statements of B2 Impact ASA (the Company), which comprise financial
statements of the Company and the consolidated financial statements of the Company and its
subsidiaries (the Group). The financial statements of the Company comprise the balance sheet as at 31
December 2023, the income statement and the cash flow statement for the year then ended and notes to
the financial statements, including a summary of significant accounting policies. The consolidated
financial statements of the Group comprise the statement of financial position as at 31 December 2023,
the income statement, the statement of comprehensive income, the statement of cash flows and the
statement of changes in equity 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 legal requirements,
the financial statements give a true and fair view of the financial position of the Company as at 31
December 2023 and its financial performance and cash flows for the year then ended in
accordance with the Norwegian Accounting Act and accounting standards and practices
generally accepted in Norway
the consolidated financial statements give a true and fair view of the financial position of the
Group as at 31 December 2023 and its financial performance and cash flows for the year then
ended in accordance with IFRS Accounting Standards as adopted by the EU.
Our opinion is consistent with our additional report to the audit committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of
the financial statements section of our report. We are independent of the Company in accordance with
the requirements of the relevant laws and regulations in Norway and the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 10 years from the election by the general meeting of the
shareholders on 3 December 2014 for the accounting year 2014.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial statements for 2023. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
Penneo document key: NL33G-1056A-QTETG-BCOHV-T8UBY-OL271
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
148
Contents
3
Independent auditor's report - B2 Impact ASA 2023
A member firm of Ernst & Young Global Limited
required by applicable legal requirements is not included in the board of directors’ report, the statement
on corporate governance or the statement on corporate social responsibility, we are required to report
that fact.
We have nothing to report in this regard, and in our opinion, the board of directors’ report, the statement
on corporate governance and the statement on corporate social responsibility are consistent with the
financial statements and contain the information required by applicable legal requirements.
Responsibilities of management for the financial statements
Management is responsible for the preparation and fair presentation of the financial statements of the
Company in accordance with the Norwegian Accounting Act and accounting standards and practices
generally accepted in Norway and of the consolidated financial statements of the Group in accordance
with IFRS Accounting 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
and using the going concern basis of accounting unless management either intends to liquidate the
Company or the Group, or to cease operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error,
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 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 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 to cease to continue as a going concern.
Penneo document key: NL33G-1056A-QTETG-BCOHV-T8UBY-OL271
2
Independent auditor's report - B2 Impact ASA 2023
A member firm of Ernst & Young Global Limited
opinion on these matters. For each matter below, our description of how our audit addressed the matter is
provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial
statements section of our report, including in relation to these matters. Accordingly, our audit included the
performance of procedures designed to respond to our assessment of the risks of material misstatement
of the financial statements. The results of our audit procedures, including the procedures performed to
address the matters below, provide the basis for our audit opinion on the financial statements.
Estimated future cash collections from purchased loan portfolios
Basis for the key audit matter
Purchased loan portfolios account for 67% of
total assets of the Group. Estimated future cash
collections from purchased loan portfolios is the
basis for the book value of purchased loan
portfolios and is also input into the disclosure of
fair value of purchased loan portfolios in the
notes to the consolidated financial statement.
Estimation of future cash collections from
purchased loan portfolios is complex and require
significant judgement from management about
the value, probability, and timing of expected
future cash flows. Furthermore, the estimates of
future cash flows depend on management’s
approach to managing the portfolios (e.g.,
changes in collection policies and strategies) and
local regulations. The estimation of future cash
collections from purchased loan portfolios was
considered a key audit matter based on the
significant judgments involved.
Our audit response
We tested the consideration price upon
acquisition of loan portfolios to the purchase
agreement. We tested the approval by Group
management of the initial cash collection forecast
of the purchased portfolio prepared by local
management and compared the initial cash
collection forecast to historical cash collection on
similar loan portfolios. We also compared the
calculated effective interest rate on the
purchased loan portfolio to the effective interest
rate on loan portfolios purchased in previous
years. Furthermore, we tested changes in future
cash collection estimates by comparing actual
cash collection to forecasted cash collection and
by testing the historical accuracy of prior year
forecasts. As part of our procedures, we
discussed the assumptions used including
amounts, probability, and timing of expected
future cash flows, changes in policies and
strategies, seasonality and local regulations with
management and controllers. We also assessed
the Company’s disclosure in note 3 Critical
accounting judgments and key sources of
estimation uncertainty, note 2.4 and note 4.3
Purchased Loan Portfolios.
Other information
Other information consists of the information included in the annual report other than the financial
statements and our auditor’s report thereon. Management (the board of directors and the Chief Executive
Officer) is responsible for the other information. Our opinion on the financial statements does not cover
the other information, and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information,
and, in doing so, consider whether the board of directors’ report, the statement on corporate governance
and the statement on corporate social responsibility contain the information required by applicable legal
requirements and whether the other information is materially inconsistent with the financial statements or
our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the
work we have performed, we conclude that the other information is materially inconsistent with the
financial statements, there is a material misstatement in this other information or that the information
Penneo document key: NL33G-1056A-QTETG-BCOHV-T8UBY-OL271
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
149
Contents
5
Independent auditor's report - B2 Impact ASA 2023
A member firm of Ernst & Young Global Limited
As part of our work, we perform procedures to obtain an understanding of the company’s processes for
preparing the financial statements in accordance with the ESEF Regulation. We test whether the financial
statements are presented in XHTML-format. We believe that the evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
Oslo, 29 April 2024
ERNST & YOUNG AS
The auditor's report is signed electronically
Kjetil Rimstad
State Authorised Public Accountant (Norway)
Penneo document key: NL33G-1056A-QTETG-BCOHV-T8UBY-OL271
4
Independent auditor's report - B2 Impact ASA 2023
A member firm of Ernst & Young Global Limited
Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
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.
Repor t on ot her legal and r egulator y r equir em ent
Report on compliance with requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of B2 Impact 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 B2ImpactASA-2023-12-31-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.
In our opinion, the financial statements, included in the annual report, have been prepared, in all material
respects, in compliance with the ESEF Regulation.
Management’s responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
Regulation. This responsibility comprises an adequate process and such internal control as management
determines is necessary.
Auditor’s responsibilities
Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in all material
respects, the financial statements included in the annual report have been prepared in accordance with
the ESEF Regulation. We conduct our work in accordance with the International Standard for Assurance
Engagements (ISAE) 3000 – “Assurance engagements other than audits or reviews of historical financial
information”. The standard requires us to plan and perform procedures to obtain reasonable assurance
about whether the financial statements included in the annual report have been prepared in accordance
with the ESEF Regulation.
Penneo document key: NL33G-1056A-QTETG-BCOHV-T8UBY-OL271
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
150
Contents
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
151
Contents 2 Governance
Activity duty
of employers
About the Activity duty
According to the Norwegian Equality and Anti-Discrimination
Act §26, Norwegian employers shall make active, targeted
and systematic efforts to promote equality and prevent
discrimination in the workplace. Such efforts shall encom-
pass the areas of recruitment, pay and working conditions,
promotion, development opportunities, accommodation,
and the opportunity to combine work with family life
1
.
Under the Act, all public and private companies that
ordinarily employ more than 50 persons are required to
investigate and analyse risks of discrimination or other
barriers to equality, and implement and evaluate measures
suited to counteract discrimination and promote greater
equality and diversity in the workplace. The employer
shall issue a statement on the actual status of gender
equality and what the company is doing to comply with
the activity duty.
As of 31 December 2023, B2 Impact had a total of 1,773
2
employees around the world, with 26 employees located
in Norway. Although we are not required to issue a public
statement, equality and non-discrimination in the work-
place is an important focus area for us and we are there-
fore reporting with reference to the recommendations
from The Norwegian Directorate for Children, Youth and
Family Affairs (Bufdir).
Our policy commitment
B2 Impact is committed to provide a fair, professional and
safe working environment. We aim to be a workplace
where all employees thrive and are given equal opportu-
nities for professional development. We are committed
to equality, diversity and to a culture that is free from
discrimination including all unequal treatment, exclusion
or preference based on race, gender, age, disability, sexual
orientation, religion, political views, national or ethnic
origin or any other characteristic that results in compromising
the principle of equality.
We do not tolerate any verbal or physical conduct that
harasses others', disrupts others work performance or
creates a hostile work environment. We want everybody,
at all times, to feel respected and welcome.
Our principles for equality and against discrimination
are outlined in the company Code of Conduct, which
is available on our website and communicated to all
employees as part of the onboarding process.
1. lovdata.no/dokument/NLE/lov/2017-06-16-51
2. Including workers who are not employee
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
152
Contents 2 Governance
Status on gender equality
1
Female Male Total
Country 2023 2022 2021 2023 2022 2021 2023 2022 2021
B2 Impact ASA
7 11 10 19 16 17 26 27 27
Bosnia & Herzegovina
3 3 4 1 2 2 4 5 6
Bulgaria
- 133 139 - 59 66 0 192 205
Croatia
88 96 111 41 40 54 129 136 165
Cyprus
22 20 19 10 10 11 32 30 30
Czech Republic
5 5 1 1 1 1 6 6 2
Denmark
18 22 28 13 12 7 31 34 35
Estonia
19 15 18 7 5 5 26 20 23
Finland
112 110 109 43 45 38 155 155 147
France
86 72 62 34 32 26 120 104 88
Greece
66 72 76 57 54 62 123 126 138
Hungary
13 15 13 2 3 3 15 18 16
Italy
- 4 8 - 3 13 0 7 21
Latvia
65 58 67 32 32 34 97 90 101
Lithuania
29 31 35 6 6 4 35 37 39
Luxembourg
9 9 9 9 10 7 18 19 16
Montenegro
1 1 1 - 0 0 1 1 1
Norway
- 4 3 - 4 4 0 8 7
Poland
293 348 334 134 175 181 427 523 515
Portugal
- - - 1 - - 1 - -
Romania
100 130 155 41 64 66 141 194 221
Serbia
3 5 5 4 4 4 7 9 9
Slovenia
7 6 15 3 3 3 10 9 18
Spain
209 196 240 88 86 89 297 282 329
Sweden
38 35 31 34 32 40 72 67 71
Total 1193 1401 1493 580 698 737 1773 2099 2230
Going forward
In 2024, we will set up a task force group that will investigate
risks of discrimination and obstacles to equality for the
entire Group. We will also establish a Group wide approach
to measure and report equality and discrimination in the
workplace. Based on these findings, we will look at relevant
measures to implement and report on the results of such
measures.
KPI (GRI 405-1) 2023 2022 2021
Share of women
in management
(C-0 and C level)
46 % 51 % 46 %
Share of women
in the workforce
67 % 67 % 67 %
Number of nationalities
in the workforce
47 41 45
Share of Business Units
with diversity and inclusion
policy in place
35 % 35 %
2
38 %
1. Information included in head count at the end of the reporting period.
There has been a reduction in FTEs of approximately 15 % in 2023,
mainly due to the exit of two of our platforms (Bulgaria and Norway).
2. In 2022 typo error included a 53 %.
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
153
Contents 2 Governance
About the Transparency Act
The purpose of the Norwegian Transparency Act is to
promote enterprises’ respect for human rights and decent
working conditions in connection with the production
of goods and the provision of services. The Act ensures
the general public access to information concerning
how enterprises address potential and actual impacts
on fundamental human rights and decent working
conditions and require companies to respond to
incoming information requests
1
.
Questions or concerns
For questions regarding this report or its content, please
use the following email: humanrights@b2-impact.com.
Inquiries will be handled on an ongoing basis, and within
three weeks.
Transparency
Act Report
2023
About B2 Impact
B2 Impact is a leading pan-European debt investor and
servicer. Through our business solutions, we contribute
to handling society’s debt problems, bridging gaps that
defaulted debt represents in the credit chain. We aim to
be a trusted partner and our vision is to become the debt
investor that actively re-shapes the credit management
industry. Our main business lines are Unsecured and
Secured Asset Management. We are headquartered in
Oslo, Norway, with an investment office in Luxembourg
and operate in the following markets:
• Unsecured markets: Norway, Sweden, Denmark,
Finland, Estonia, Latvia, Lithuania, Poland, Spain,
Czech Republic, Hungary
• Secured markets: Italy, France, Romania, Greece,
Cyprus, Slovenia, Croatia, Serbia, Bosnia and
Herzegovina, Montenegro
Guidelines and routines
We are committed to act responsibly and ethically
throughout our business operations. Our governing
documents set out principles for how business should be
conducted and the documents applies to all B2 Impact
subsidiaries and units. Business partners and suppliers
are in this document referred to as Business Partners.
Code of Conduct
The Code of Conduct contains our main ethical guide-
lines and applies to everyone working in B2 Impact. The
Code of Conduct was approved by the Board of Directors
in June 2020 and was last updated in December 2022.
The Code of Conduct includes information about how
to act in the workplace, towards our "Business Partners"
and towards any third party impacted by B2 Impact’s
1. lovdata.no/dokument/NLE/lov/2021-06-18-99/%C2%A71#%C2%A71
business activities. The Code of Conduct also includes
information about our approach to the environment and
climate. In addition to outlining the principles for business
conduct, the ethical guidelines also contain information
regarding how we handle potential misconduct.
The Code of Conduct is communicated to all employees
as part of the onboarding process and can be found on
the company’s website: b2-impact.com/about-us/govern-
ance/code-of-conduct/
Business Partner Code of Conduct
We expect everyone affiliated with our business (ven-
dors, clients, suppliers, investors and any other third par-
ty) to behave in an ethical manner and act with integrity,
as outlined in our Business Partner Code of Conduct.
The Chief Risk, Compliance & ESG Officer is the owner
of the Business Partner Code of Conduct and is responsible
for reviewing, updating and/or revising the document, as
appropriate.
The Business Partner Code of Conduct was approved
by the Board of Directors in September 2021 and was
last updated in September 2022. The document can be
found on the company’s website: b2-impact.com/about-
us/governance/code-of-conduct/business-partner-
code-of-conduct/
Labour and Human Rights Statement
We respect fundamental human rights, including workers’
rights and decent working conditions. We have a zero
tolerance for any form of discrimination, whether this is
based on race, gender, language, ethnicity, religion, political
opinion, nationality or social origin, age, disability, or any
other characteristic. We also oppose harassment or
violence of any kind.
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
154
Contents
In addition to the Code of Conduct and the Business
Partner Code of Conduct, B2 Impact has established
a Labour and Human Rights Statement which applies
to employees and Business Partners, irrespective of
their role and the country in which they work.
The Labor and Human Rights Statement builds on the
UN Guiding Principles on Business and Human Rights
(UNGPs), as well as the OECD Guidelines for Multinational
Enterprises. The document is available on B2 Impact’s
website: b2-impact.com/sustainability/human-rights
Whistleblowing Policy
Everyone that becomes aware of illegal, unethical, or
unwanted behaviour that is considered a breach of law
or non-compliance with our Code of Conduct, Business
Partner Code of Conduct or Labour and Human Rights
Statement has a duty to report this.
Reporting can be made internally or through one of our
external whistleblowing channels: report.whistleb.com/en/
b2-impact
The person reporting does not need to provide evidence
to support the concern, but reports must be made in good
faith and in the public interest. Within seven calendar days,
the person reporting will receive a response or follow-up
questions. Individuals that report shall not and will not be
subject to retaliations.
Due diligence of Business Partners and results
Following our internal Group Business Partner Integrity
Due Diligence Policy (internal document), all business
units in B2 Impact shall perform a background compliance
investigation of business partners (including suppliers)
to identify, assess and mitigate potential risks before
entering into a contract.
Risks are defined as a breach of regulatory requirements,
B2 Impact’s Code of Conduct or the Labour and Human
Rights Statement. We will not enter into a contract with
Business Partners if the cooperation involves a high integrity
risk, if the Business Partner or any of its representatives
are included on a sanctions list, are guilty of a criminal
offense or if the Business Partner lacks the licences/
authorisations to perform the service. Additionally, the
following examples will entail a red flag meaning that there
are actual or potential unacceptable risks associated with
the Business Partner:
• If the Business Partner objects to the due diligence
process
• Denies disclosing reasonable requested information
• Engages in or has been accused of engaging in
improper business practices
• Has incurred criminal or civil penalties for illegal
or unethical conduct
An enhanced due diligence assessment will take place
if there is a perceived risk associated with the Business
Partner in question. In this process, the Business Partner
has to complete a questionnaire about general compliance,
including specific questions about human rights and
decent working conditions.
Questions include whether the Business Partner has a
policy in place regarding human rights and decent working
conditions, what kind of measures the Business Partner
takes to address adverse effects, prevent risks or remedy
negative consequences, about wages, benefits and work
conditions for its employees and measures implemented
to ensure that they neither cause nor contribute to child
labour, forced labour or discrimination.
No contracts with Business Partners were discontinued
or terminated in 2023 due to human rights breaches or
suspicion of human rights breaches. We did not receive
any reports about human rights breaches through our
whistleblowing channel in 2023. There were no confirmed
incidents of discrimination or harassment in 2023.
In 2023, there were seven incidents reported as whistle-
blowing cases. All cases have been handled. Amongst
these seven reports, four were transferred to and processed
by HR departments as they were assessed to be personal
grievances rather than protected disclosures. One resulted
unjustified after an internal investigation, and one was closed
as the information provided did not allow for proper investi-
gation. One case was still being investigated at the end of
2023.
KPI (GRI 406-1) 2023 2022 2021
Incidents reported as
whistleblowing cases
7 2 10
Confirmed incidents
of discrimination or
harassment
0 0 1
Going forward
Going forward we will consider implementing a system for
keeping track of the number of Business Partners assessed
in the reporting period and the outcome of such evaluations.
We will also consider a fixed interval for conducting due
diligence assessments of existing suppliers, with at least
one assessment per year. In 2024 we will communicate
the updated Business Partner Code of Conduct to all
existing suppliers.
Appendix
2 Governance
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
155
Contents 2 Governance
• Sustainability Policy
• Environmental and Sustainable Procurement Statement
• Labour and Human Rights Statement: Human rights at B2 Impact
• Responsible marketing and sales Statement
• Supplier Diversity Statement
• Group Political and Religious involvement Statement
• Group Business Partner Code of Conduct: Business Partner Code of Conduct overview
• Group Business Partner Integrity Due Diligence Policy
• Group Related Party Transaction Policy: Related Party Transactions Policy
• Occupational Health and Safety Statement
• Recruitment privacy policy: Recruitment privacy policy
• Customer Fair Treatment Policy
• Code of Conduct: B2 Impact Code of Conduct
• Group Compliance Policy
• Group Whistleblowing Policy
• Group Conflict of Interest Policy
• Group Anti-Corruption and Bribery Policy
• Group Anti-Money Laundering, Counter Terrorist Financing and Sanction Policy
• Group GDPR Policy
• Personal Data Breach Policy
• Instructions for Handling Inside Information and rules for Primary Insiders:
Inside information and rules for primary insiders
• Investment Approval Policy
• Tax Policy
• Transfer Pricing Policy
• Information Security Policy
• Remuneration policy: B2 Impact Remuneration Policy
ESG Policies
B2 Impact has a number of policies
that govern how the Group handles
ESG issues. These policy commit-
ments apply not only to all employees
of the Group but to all business
partners, including vendors, clients,
suppliers, investors, and any other
third party with whom B2 Impact
conducts business, where applicable.
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
156
Contents 2 Governance
GRI content index
B2 Impact has reported with reference to GRI 2021 for the reporting period 01.01.2023 to 31.12.2023
Standard General disclosures Reference Omission/comment
GRI 2:
General Disclosures 2021
2-1 Organisational details This is B2 Impact
2-2 Entities included in the
organisation’s sustainability reporting
This is B2 Impact
2-3 Reporting period, frequency and
contact point
Applies to the reporting period 1. january
to 31. december 2023
2-4 Restatements of information No restatements of information
2-5 External assurance No assurance of GRI disclosures
2-6 Activities, value chain and other
business relationships
This is B2 Impact information incomplete
2-7 Employees Activity Duty Report
2-8 Workers who are not
employees
Employee wellbeing
2-9 Governance structure and composition CG report
2-10 Nomination and selection of the
highest governance body
CG report
2-11 Chair of the highest governance body CG report
2-12 Role of the highest governance body
in overseeing the management of impacts
BoD report / CG report
2-13 Delegation of responsibility for
managing impacts
BoD report / CG report
2-14 Role of the highest governance body
in sustainability reporting
BoD report / CG report
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
157
Contents 2 Governance
2-15 Conflicts of interest Anti-corruption and anti-bribery
2-16 Communication of critical concerns Anti-corruption and anti-bribery
GRI 2:
General Disclosures 2021
2-17 Collective knowledge of the highest
governance body
BoD report / CG report Information incomplete
2-18 Evaluation of the performance of
the highest governance body
BoD report / CG report Information incomplete
2-19 Remuneration policies Remuneration report
2-20 Process to determine remuneration Remuneration report
2-21 Annual total compensation ratio Remuneration report
2-22 Statement on sustainable
development strategy
CEO letter
2-23 Policy commitments Transparency Act report Information incomplete
2-24 Embedding policy commitments Transparency Act report Information incomplete
2-25 Processes to remediate negative impacts Transparency Act report
2-26 Mechanisms for seeking advice
and raising concerns
Transparency Act report
2-27 Compliance with laws and regulations Anti-corruption and anti-bribery
2-28 Membership associations This is B2 Impact
2-29 Approach to stakeholder engagement Stakeholder engagement /
Materiality assessment
2-30 Collective bargaining agreements Employee wellbeing
Standard General disclosures Reference Omission/comment
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
158
Contents 2 Governance
MATERIAL TOPICS
GRI 3: Material topcis 2021
GRI 3-1
Process to determine material topcis Stakeholder engagement / Materiality assessment
GRI 3-2
List of material topics Stakeholder engagement / Materiality assessment
OUR CUSTOMERS
Fair treatment and satisfaction
of customers
GRI 3-3
Management of material topics Fair treatment and satisfaction of customers Information incomplete
Own KPI
No. of debt collection cases Fair treatment and satisfaction of customers
% of claims fully solved (debt-free) Fair treatment and satisfaction of customers
% of claims with partial payments Fair treatment and satisfaction of customers
No. of complaints received Fair treatment and satisfaction of customers
% of entities with internal quality
and auditing controls implemented
Fair treatment and satisfaction of customers
Quality and auditing controls conducted Fair treatment and satisfaction of customers
% of operations that carry out customer surveys Fair treatment and satisfaction of customers
Customer satisfaction score Fair treatment and satisfaction of customers
Cybersecurity and customer privacy
GRI 3-3
Management of material topics Cyber security and data privacy Information incomplete
GRI 418 418-1 Substantiated complaints concerning
breaches of customer privacy and losses
of customer data
Cyber security and data privacy
Standard General disclosures Reference Omission/comment
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
159
Contents 2 Governance
OUR EMPLOYEES
Employee wellbeing
GRI 3-3 Management of material topics Employee wellbeing
GRI 401 401-1 New employee hires and employee turnover Employee wellbeing Information incomplete
401-2 Benefits provided to full-time employees
that are not provided to temporary or part-time
employees
Employee wellbeing Information incomplete
Own KPI Share of entities with work-life balance measures in
place
Employee wellbeing
Employee survey participation rate Employee wellbeing
Employee engagement score Employee wellbeing
Professional sick leave Employee wellbeing
Training and development
GRI 3-3 Management of material topics Training and development
GRI 404 Training
and development
404-1 Average hours of training per employee Training and development Information incomplete
404-2 Programs for upgrading employee skills
and transition assistance programs
Training and development Information incomplete
404-3 Percentage of employees receiving regular
performance and career development reviews
Training and development
Standard General disclosures Reference Omission/comment
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
160
Contents 2 Governance
Own KPI Business units with talent programmes in place Training and development
Employees receiving e-learning training Training and development
Percentage of employees who undertook
ESG Basic training
Training and development
OUR COMPANY
Anti-corruption and anti-bribery
GRI 3-3 Management of material topics Anti-corruption and anti-bribery
GRI 205 Anti-corruption Disclosure 205-1 Operations assessed
for risks related to corruption
Anti-corruption and anti-bribery
Disclosure 205-2 Communication and training
about anti-corruption policies and procedures
Anti-corruption and anti-bribery
Disclosure 205-3 Confirmed incidents of
corruption and actions taken
Anti-corruption and anti-bribery
Responsible acquisition of portfolios
and partnerships
GRI 3-3 Management of material topics Responsible acquistion of portfolio
and partnerships
Own KPI Portfolio acquisitions where sustainability
requirements have been applied
Responsible acquistion of portfolio
and partnerships
Standard General disclosures Reference Omission/comment
Appendix
B2 Impact — Annual report 2023
1 About B2 Impact 3 Directors' report 4 Financials
161
Contents 2 Governance
Membership
organisations
Organization Country
Asset Management and Collection Association of BiH Bosnia & Herzegovina
Association of credit Acquiring Companies Cyprus
Czech Republic Association of collection agencies Czech Republic
Danish Business Association Denmark
Danish Debt Collection Industry Association Denmark
Service industry employers' association Palta Finland
Finnish Association of Collection Agencies Finland
FIGEC France
MEDEF Mouvement des entreprises de France) France
National collective agreement Greece
Hungarian association of debt managaers and business information providers Hungary
The association of credit and collection professionals (ACA International) Latvia
Debt collectors' association of Latvia Latvia
Latvian Chamber of Commerce and Industry (LCCI) Latvia
Creditreform International Latvia
German-Baltic Chamber of Commerce Latvia
Norwegian Chamber of Commerce in Latvia Latvia
Association of Lithuanian Credit Management Companies Lithuania
The Lewiatan Confederation Poland
The Association of Financial Enterprises in Poland (ZPF) Poland
Asociación Española de Compliance Spain
Asociación Española de Empresas contra el Fraude Spain
Asociación Nacional Entidades Gestión Cobro Spain
Asociación Nacional Establecimientos Financieros de Crédito Spain
Club de Gestión de Riesgos de España Spain
Nova användarförening Sweden
Svenska kreditföreningen (The Swedish Credit Management Association) Sweden
Svensk Inkasso Medlemsservice (Swedish Debt Collection Association) Sweden
Appendix
B2 Impact — Annual report 2023
2 Governance1 About B2 Impact 3 Directors' report 4 Financials
162
Contents
Annual report 2023
B2 Impact
Cort Adelers gate 30
0254 Oslo, Norway
b2-impact.com
IR contact
Rasmus Hansson
Head of Investor Relations and M&A
+47 952 55 842
rasmus.hansson@b2-impact.com
5967007LIEEXZXFHOO082023-01-012023-12-315967007LIEEXZXFHOO082022-01-012022-12-315967007LIEEXZXFHOO082023-12-315967007LIEEXZXFHOO082022-12-315967007LIEEXZXFHOO082021-12-31ifrs-full:IssuedCapitalMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:IssuedCapitalMember5967007LIEEXZXFHOO082022-12-31ifrs-full:IssuedCapitalMember5967007LIEEXZXFHOO082021-12-31ifrs-full:AdditionalPaidinCapitalMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:AdditionalPaidinCapitalMember5967007LIEEXZXFHOO082022-12-31ifrs-full:AdditionalPaidinCapitalMember5967007LIEEXZXFHOO082021-12-31ifrs-full:TreasurySharesMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:TreasurySharesMember5967007LIEEXZXFHOO082022-12-31ifrs-full:TreasurySharesMember5967007LIEEXZXFHOO082021-12-31ifrs-full:MiscellaneousOtherReservesMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:MiscellaneousOtherReservesMember5967007LIEEXZXFHOO082022-12-31ifrs-full:MiscellaneousOtherReservesMember5967007LIEEXZXFHOO082021-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember5967007LIEEXZXFHOO082022-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember5967007LIEEXZXFHOO082021-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember5967007LIEEXZXFHOO082022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember5967007LIEEXZXFHOO082021-12-31ifrs-full:RetainedEarningsMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:RetainedEarningsMember5967007LIEEXZXFHOO082022-12-31ifrs-full:RetainedEarningsMember5967007LIEEXZXFHOO082021-12-31ifrs-full:EquityAttributableToOwnersOfParentMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember5967007LIEEXZXFHOO082022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember5967007LIEEXZXFHOO082021-12-31ifrs-full:NoncontrollingInterestsMember5967007LIEEXZXFHOO082022-01-012022-12-31ifrs-full:NoncontrollingInterestsMember5967007LIEEXZXFHOO082022-12-31ifrs-full:NoncontrollingInterestsMember5967007LIEEXZXFHOO082021-12-315967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:IssuedCapitalMember5967007LIEEXZXFHOO082023-12-31ifrs-full:IssuedCapitalMember5967007LIEEXZXFHOO082023-12-31ifrs-full:AdditionalPaidinCapitalMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:TreasurySharesMember5967007LIEEXZXFHOO082023-12-31ifrs-full:TreasurySharesMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:MiscellaneousOtherReservesMember5967007LIEEXZXFHOO082023-12-31ifrs-full:MiscellaneousOtherReservesMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:ReserveOfCashFlowHedgesMember5967007LIEEXZXFHOO082023-12-31ifrs-full:ReserveOfCashFlowHedgesMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember5967007LIEEXZXFHOO082023-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember5967007LIEEXZXFHOO082023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:RetainedEarningsMember5967007LIEEXZXFHOO082023-12-31ifrs-full:RetainedEarningsMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember5967007LIEEXZXFHOO082023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember5967007LIEEXZXFHOO082023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember5967007LIEEXZXFHOO082023-12-31ifrs-full:NoncontrollingInterestsMemberiso4217:NOKiso4217:NOKxbrli:shares