Treasure ASA
Annual
Report 2022
Group — Directors’ report Treasure ASA Annual Report 2022 — Page 2
Directors’ Report 03
Main development 03
Financial summary – the group financial accounts 03
Risk 03
Corporate governance, control and compliance 04
Health, safety, working environment, and gender diversity 04
Sustainability 04
Directors and officers liability insurance 04
Allocation of profit, dividend and buy-back 05
Prospects and outlook 05
Accounts and notes 06
Income statement 06
Comprehensive income 06
Balance sheet 07
Cash flow statement 08
Equity 09
Accounting policies 10
Notes 11
Treasure ASA parent company 18
Income statement 18
Balance sheet 19
Cash flow statement 20
Notes 21
Auditor’s report 25
Responsibility statement 30
Corporate structure 31
Treasure Group 31
Content
Content Treasure ASA Annual Report 2022 — Page 2
Treasure ASA Annual Report 2022 — Page 3Group — Directors’ Report
Directors’ Report
for 2022
Treasure ASA
MAIN DEVELOPMENT AND STRATEGIC DIRECTION
The Treasure ASA group (the group/ the company) own 4 125 000
(11.0%) shares in Hyundai Glovis Co., Ltd. (Hyundai Glovis), a
global transportation and logistics provider based in Seoul, Korea.
The group’s ambition is to generate significant shareholder
return from investments within the maritime and logistics
industries, either by increasing the market value of its shares,
through dividends, or other distributions to shareholders.
During 2022, the company distributed NOK 1.00 per share in
cash dividend and bought back 2 594 566 shares at a price of
NOK 16.50 per share.
Whereas the primary focus is on managing the shareholding
in Hyundai Glovis, the financial capability of the group is
strong. The board and management continue to enhance the
relationship with the Hyundai Group and other stakeholders.
FINANCIAL SUMMARY – THE GROUP FINANCIAL ACCOUNTS
Going concern assumption
Pursuant to section 4, sub-section 5, confer section 3, sub-
section 3a of the Norwegian Accounting Act, it is confirmed
that the annual accounts have been prepared under the
assumption that the enterprise is a going concern and that the
conditions are present.
Income statement
The group's main source of income is the dividend received as a
shareholder of Hyundai Glovis.
The group’s financial accounts for 2022 showed an income of
USD 13.5 million (2021: USD 13.8 million) and a loss before tax of
USD 32.6 million (2021: loss of USD 102,1 million).
The profit before tax is including net change in fair value of the
shares in Hyundai Glovis with a loss of USD 45.6 million (2021:
loss of USD 115.4 million). Tax was included with an expense of
USD 2.3 million (2021: USD 2.4 million) and net loss after tax was
USD 34.9 million (2021: Net loss of USD 104.5 million) in 2022.
Financial asset
The shareholding in Hyundai Glovis is classified as financial
assets to fair value with the change in fair value accounted for
through the income statement under non-current assets.
Balance sheet
Total assets for the group at the end of 2022 was USD 547.1
million (2021: USD 609.9 million), of which USD 9.4 million
(2021: USD 26.6 million) in cash and cash equivalents. The
group has no interest-bearing debt.
Hyundai Glovis
Revenues and profitability of Hyundai Glovis are intrinsically
linked to the performance of the main customer, Hyundai Motor
Group. The Hyundai Glovis share price decreased 2.7% (adj. for
dividend) during 2022, where it outperformed the Korean Stock
Market (KOSPI Index) which fell 24.4% during the year.
Cash flow, liquidity, and debt
The group had a net decrease in cash and cash equivalents
of USD 17.1 million (2021: USD decrease of 37.8 million) for
the year, reflecting received dividend from Hyundai Glovis,
payment of dividend, and share buy-backs during 2022.
RISK
The shareholding in Hyundai Glovis, through its capital intensity
and cyclical exposure to demand and supply of vehicles,
dominates the risk of the group. Changes in trade conditions
and global demand for Hyundai and Kia vehicles may affect
transportation flows and thereby the financial performance and
the volatility in the share price of Hyundai Glovis.
Operational risk
The group has no employees. Corporate functions such as
general management, accounting, investor relations, legal,
tax, communication etc. are covered via detailed Service Level
Agreements (SLA) with Wilh Wilhelmsen Holding ASA group
(WWH). The board is familiar and confident with the quality of
these services.
Financial risk
The group remains exposed to a range of financial risk factors,
particularly stemming from the equity market conditions
globally and in Korea as well as from movements in the
Korean Won.
Climate Risk
The group’s investment is exposed to climate risk over the short
and medium term.
Physical risks stemming from more extreme weather and rising
water levels impacting the logistics and maritime assets and
operations of Hyundai Glovis.
Transition risks (regulatory, reputational, market, and
technology) stemming from implementation of national and
international climate policy measures, the energy transition
and the decarbonisation of shipping and logistics.
The Korean government’s climate program coupled with the
International Maritime Organisation’s (IMO) greenhouse
Group — Directors’ Report Treasure ASA Annual Report 2022 — Page 4
gas (GHG) emissions ambition, other regional and national
government’s climate measures and energy transition
priorities, as well as stakeholder’s increased attention
on environmental, social, and governance (ESG) issues,
all exemplify the changing climate risk and opportunity
landscape for Hyundai Glovis.
Internal control and risk management
The group is committed to manage risks related to its
investments in a sound and professional manner. This
commitment spans monitoring of the current environment,
implementation of measures to mitigate risks and responding
to risks to mitigate consequences.
The group’s exposure to and management of financial risk
are further described in Note 8 of the accounts. This includes
foreign exchange rate risk, credit risk and liquidity risk.
While the main investment is of a long-term nature, any
fluctuations in values will have impact on the net asset value
and solidity of the group and may affect profitability.
CORPORATE GOVERNANCE, CONTROL AND COMPLIANCE
The group observes the Norwegian Code of Practice for
corporate governance, in addition to requirements as specified
in the Norwegian Public Companies Act and the Norwegian
Accounting Act.
It is the board’s view that, given the company’s business model,
the company has an appropriate governance structure and that
it is managed in a satisfactory way.
The board’s corporate governance report can be found on
treasureasa.com.
HEALTH, SAFETY, WORKING ENVIRONMENT AND GENDER
DIVERSITY
Health, safety and working environment
The group does not have any employees. The CEO and CFO who
composes the management of Treasure ASA are employed by
Wilh. Wilhelmsen Holding ASA (WWH) and are hired in on the
basis of a Service Level Agreement. In 2022, there were no reports
of any material issues or alleged violations concerning health,
safety or working environment stemming from these services
Gender diversity
Two of four board members are female, while the CEO and CFO
are both men.
A separate remuneration report has been prepared by the
board and can be found on treasureasa.com. The report will be
proposed to the Annual General Meeting for an advisory vote.
SUSTAINABILITY
Environmental, Social and Governance (ESG) matters
A responsible business model must be sustainable. The group
includes environmental, social, and corporate governance
(ESG) issues in its investment analysis, business decisions,
ownership practises, and financial reporting.
The group has clearly expressed its ESG expectations to
Hyundai Glovis as an active shareholder. The expectations are
to reduce environmental impact; contribute to promote human
rights, sound working standards; and work towards eliminating
corruption in own operations and investments, as well as the
operations of suppliers and business partners. The group has
also expressed expectations and support for Hyundai Glovis’s
green growth and active role in the decarbonisation of the
maritime and logistics sector.
In March 2022, management raised one human rights related
issue formally with Hyundai Glovis related to unacceptable
vessel recycling practices for time charter (TC) contracts.
Management requested Hyundai Glovis to implement a clear
policy approved by the board of directors that the recycling
of vessels on TC contracts are according to the Hong Kong
convention and aligned with the policy already implemented
for owned vessels. Hyundai Glovis addressed this issue with
a clear policy for vessel recycling for both new long-term TC
contracts, and existing medium to long-term TC contracts.
The implementation of this policy was addressed during the
scheduled investor meeting in November 2022 and will be
addressed at least annually by management.
The group’s 2022 ESG report can be found on treasureasa.com.
Human rights
Treasure ASA is committed to safeguarding human rights.
The company supports and respects the internationally
recognised UN Universal Declaration of Human Rights and
the International Labour Standards (ILO Declaration on
Fundamental Principles and Rights at Work) and prohibits
any form of modern slavery. This includes, but is not limited
to, human trafficking, forced labour, exploitative working
conditions and practices, slavery, and child labour.
In compliance with the Norwegian Transparency Act, the
company is in the process of conducting a human rights due
diligence assessment for its investment in Hyundai Glovis (as
Treasure ASA group does not have any employees or suppliers).
Furthermore, as part of our ongoing active ownership, the
company will then monitor progress, track responses, and
communicate how impacts are addressed at least annually.
The disclosure for 2022 will be made available on the
company’s website by 30 June 2023.
DIRECTORS AND OFFICERS LIABILITY INSURANCE
Directors and Officers Liability Insurance (D&O) is for the 2022
accounting year placed with AIG, AXA XL, Risk Point and If. The
Insured names Wilh. Wilhelmsen Holding ASA and includes any
subsidiaries world-wide not excluded in the policy, including
Treasure ASA. The D&O insurance provides financial protection
for the directors and officers of a company in the event that they
are being sued in conjunction with the performance of their
duties as they relate to the company. The insurance comprises
the directors’ and officers’ personal legal liabilities, including
defence, and legal costs. The cover also includes employees in
managerial positions or employees who become named in a
claim or investigation or is named co-defendant.
Treasure ASA Annual Report 2022 — Page 5Group — Directors’ Report
ALLOCATION OF PROFIT, DIVIDEND AND BUY BACK
The board’s proposal for allocation of the net profit for the year
is as follows:
The board is proposing to the Annual General Meeting a NOK
0.60 dividend per share payable during the first half of 2023,
representing a total payment of NOK 124.7 million (adjusted for
own shares held).
PROSPECTS AND OUTLOOK
Treasure ASA is an investment company with currently one
asset. The prospects for the group correlates strongly with the
general development of the Hyundai Glovis financial and share
price performance.
The main customers of Hyundai Glovis - Hyundai Motor Group
and Kia Motor Group - are experiencing an increasing global
demand for their vehicles. Hyundai Glovis is continuously
extending its maritime footprint into zero-emission and
hydrogen initiatives, new value chain and energy segments
through a combination of partnerships and direct investments,
which is viewed as positive.
Parent company accounts (NOK thousand)
Profit for the year 101 723
From equity (22 978)
Proposed Dividend 124 701
Total Allocation 101 723
Extensive information on Hyundai Glovis can be found on
ir.glovis.net
In 2023, Treasure ASA will continue to build and extend
its strategic relationship with Hyundai Glovis. Given the
strong balance sheet, the investment capacity is significant.
Management will develop its strategy further.
The board expects the value of the group’s main asset to
fluctuate in line with the general equity indexes of the Korean
Stock Exchange.
Lysaker, February
The board of directors of Treasure ASA
Electronically signed:
Thomas Wilhelmsen (Chair)
Marianne Hagen
Benedicte Bakke Agerup
Christian Berg
Magnus Sande (CEO)
Group — Accounts and notes Treasure ASA Annual Report 2022 — Page 6
USD thousand Note 2022 2021
Dividend from Hyundai Glovis 4 12 916 12 810
Other income 1 608 1 017
Change in fair value of shares in Hyundai Glovis 4 (45 600 ) (115 440 )
Other expenses 1 (497 ) (525 )
Profit/(loss) before tax (32 573 ) (102 137 )
Tax income/(expense) 2 (2 341 ) (2 361 )
Profit/(loss) for the year (34 914 ) (104 498 )
Basic / diluted earnings per share (USD) 3 (0.17 0.49
Profit/(loss) for the year (34 914 ) (104 498 )
Items that will not be reclassified to the income statement
Currency translation differences (1 250 ) (186 )
Other comprehensive income, net of tax (1 250 ) (186 )
Total comprehensive income for the year (36 164 ) (104 684 )
Income statement Treasure group
Comprehensive income Treasure group
Notes 1 to 10 on the next pages are an integral part of these consolidated financial statements.
Treasure ASA Annual Report 2022 — Page 7Group — Accounts and notes
USD thousand Note 31.12.2022 31.12.2021
ASSETS
Non current assets
Deferred tax asset 2 172
Financial assets to fair value 4/5/8 537 527 583 127
Total non current assets 537 527 583 299
Current assets
Other current assets 8 139 14
Cash and cash equivalents 8 9 436 26 570
Total current assets 9 575 26 584
Total assets 547 101 609 884
EQUITY AND LIABILITIES
Equity
Paid-in capital 2 586 2 648
Own shares (24 ) (70 )
Retained earnings and other reserves 544 329 607 217
Attributable to equity holders of the parent 546 891 609 795
Current liabilities
Current period corporation tax 2 187
Other current liabilities 23 89
Total current liabilities 210 89
Total equity and liabilities 547 101 609 884
Notes 1 to 10 on the next pages are an integral part of these consolidated financial statements.
Balance sheet Treasure group
Lysaker, 13 February 2023
The board of directors of Treasure ASA
Electronically signed:
Thomas Wilhelmsen (Chair) Marianne Hagen
Benedicte Bakke Agerup Christian Berg Magnus Sande (CEO)
Group — Accounts and notes Treasure ASA Annual Report 2022 — Page 8
USD thousand Note 2022 2021
Cash flow from operating activities
Dividend from Hyundai Glovis 4 12 916 12 810
Other income 336 360
Change in working capital (1 730 ) 102
Tax paid 2 (1 998 ) (2 001 )
Net cash provided by operating activities 9 524 11 271
Cash flow from investing activities
Financial income 1 189 2
Financial expenses 1 (106 ) (77 )
Net cash flow from investing activities 82 (75 )
Cash flow from financing activities
Purchase of own shares (3 973 ) (11 033 )
Dividend to shareholders (22 767 ) (37 998 )
Net cash flow from financing activities (26 740 ) (49 030 )
Net increase/(decrease) in cash and cash equivalents (17 134 ) (37 834 )
Cash and cash equivalents at the beginning of the period 26 570 64 405
Cash and cash equivalents at 31.12 9 436 26 570
Cash flow statement Treasure group
The group has bank accounts in different currencies. The cash flow effect from revaluation of cash and cash equivalents is included in net cash flow provided by
operating activities.
Notes 1 to 10 on the next pages are an integral part of these consolidated financial statements.
Treasure ASA Annual Report 2022 — Page 9Group — Accounts and notes
Equity Treasure group
Dividend for fiscal year 2021 was NOK 1.00 per share and was paid in March 2022. The proposed dividend for fiscal year 2022 is NOK 0.60 per share, payable in 1. half year of
2023. A decision on this proposal will be taken by the annual general meeting on 16 March 2023. The proposed dividend is not accrued in the year-end balance sheet.
The dividend will have effect on retained earnings in 1.half year of 2023.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
USD thousand Share capital Own shares Retained earnings Total equity
Balance 31.12.2021 2 652 (70 ) 607 213 609 795
Purchase of own shares (24 ) (3 949 ) (3 973 )
Liquidation of own shares (66 ) 66
Currency translation effect from liquidation of own shares 4 (4 )
Profit/(loss) for the period (34 914 ) (34 914 )
Dividend to shareholders (22 767 ) (22 767 )
Other comprehensive income (1 250 ) (1 250 )
Balance 31.12.2022 2 586 (24 ) 544 329 546 891
USD thousand Share capital Own shares Retained earnings Total equity
Balance 31.12.2020 2 694 (42 ) 760 858 763 509
Purchase of own shares (70 ) (10 963 ) (11 033 )
Liquidation of own shares (42 ) 42
Profit/(loss) for the period (104 498 ) (104 498 )
Dividend to shareholders (37 998 ) (37 998 )
Other comprehensive income (186 ) (186 )
Balance 31.12.2021 2 652 (70 ) 607 213 609 795
Notes 1 to 10 on the next pages are an integral part of these consolidated financial statements.
Group — Accounts and notes Treasure ASA Annual Report 2022 — Page 10
Treasure ASA Annual Report 2022 — Page 11Group — Accounts and notes
Group — Accounts and notes Treasure ASA Annual Report 2022 — Page 12
Treasure ASA Annual Report 2022 — Page 13Group — Accounts and notes
Cont. note 2 Tax
Group — Accounts and notes Treasure ASA Annual Report 2022 — Page 14
Treasure ASA Annual Report 2022 — Page 15Group — Accounts and notes
Group — Accounts and notes Treasure ASA Annual Report 2022 — Page 16
Note 8 Financial risk
Treasure ASA Annual Report 2022 — Page 17Group — Accounts and notes
Parent company — Accounts and notes Treasure ASA Annual Report 2022 — Page 18
NOK thousand Note 2022 2021
Operating income
Dividend and group contribution from subsidiary 6 100 000
Other income
Consultant fee Hyundai Glovis 3 232 3 121
Total income 103 232 3 121
Operating expenses
Other expenses 1/2 (3 455) (3 565)
Total operating expenses (3 455) (3 565)
Operating profit 99 777 (444)
Financial income/(expenses)
Net financial income 1 6 009 5 360
Net financial expenses 1 (2 828) (655)
Financial income/(expenses) 3 181 4 705
Profit before tax 102 958 4 261
Tax income/(expenses) 3 (1 235) (1 703)
Profit for the year 101 723 2 557
Transfers and allocations
From equity 7 (22 978) (205 278)
Proposed dividend 7 124 701 207 835
Total transfers and allocations 101 723 2 557
Income statement Treasure ASA
Notes 1 to 8 on the next pages are an integral part of these financial statements.
Treasure ASA Annual Report 2022 — Page 19Parent company — Accounts and notes
NOK thousand Note 31.12.2022 31.12.2021
ASSETS
Non current assets
Deferred tax asset 3 1 487 2 139
Investments in subsidiaries 4 5 906 857 5 906 857
Total non current assets 5 908 344 5 908 996
Current assets
Account receivables 1 132
Cash pool receivables 5/6 20
Other current assets 231 111
Cash and cash equivalents 5 92 830 234 636
Total current assets 94 213 234 747
Total assets 6 002 557 6 143 743
EQUITY AND LIABILITIES
Equity
Paid-in capital 7 20 784 21 384
Own shares 7 (259) (600)
Retained earnings 7 5 739 485 5 805 270
Total equity 5 760 009 5 826 054
Current liabilities
Account payables 108 131
Account payables related parties 6 119 652
Cash pool payables 5/6 117 621 109 071
Accrued dividend 7 124 701 207 835
Total current liabilities 242 549 317 689
Total equity and liabilities 6 002 557 6 143 743
Balance sheet Treasure ASA
Notes 1 to 8 on the next pages are an integral part of these financial statements.
Lysaker, 13 February 2023
The board of directors of Treasure ASA
Electronically signed:
Thomas Wilhelmsen (Chair) Marianne Hagen
Benedicte Bakke Agerup Christian Berg Magnus Sande (CEO)
Parent company — Accounts and notes Treasure ASA Annual Report 2022 — Page 20
NOK thousand Note 2022 2021
Cash flow from operating activities
Profit before tax 102 958 4 261
Financial (income)/expenses 1 (3 181) (4 705)
Change in working capital 2 365 5 295
Tax paid (withholding tax) 3 (583) (684)
Net cash provided by operating activities 101 559 4 168
Cash flow from investing activities
Interest received 1 1 815 15
Financial income/expenses 1 (2 828) (655)
Net cash flow from investing activities (1 013) (640)
Cash flow from financing activities
Dividend to shareholders 7 (207 835) (320 753)
Changes in cash pool 8 550 97 242
Purchase of own shares 7 (43 067) (94 765)
Net cash flow from financing activities (242 352) (318 276)
Net increase in cash and cash equivalents (141 806) (314 748)
Cash and cash equivalents, at the beginning of the period 234 636 549 384
Cash and cash equivalents at 31.12 92 830 234 636
Cash flow statement Treasure ASA
The company has bank accounts in both USD and NOK. Unrealised currency effects are included in net cash provided by operating activities.
Treasure ASA Annual Report 2022 — Page 21Parent company — Accounts and notes
Note 1 Combined items, income statement
Note 2 Expensed audit fee
NOK thousand Note 2022 2021
OTHER EXPENSES
Board of directors fee (incl soc. sec.) 2 (411) (377)
Expenses to related parties 6 (2 409) (2 088)
External services 2 (597) (662)
Other administration expenses (38) (439)
Total other expenses (3 455) (3 565)
FINANCIAL INCOME/(EXPENSES)
Financial income
Interest income 1 815 15
Net currency gain 4 194 5 345
Net financial income 6 009 5 360
Financial expenses
Other financial items 5 (2 828) (655)
Net financial expenses (2 828) (655)
Net financial income/(expenses) 3 181 4 705
EXPENSED AUDIT FEE (EXCLUDING VAT)
NOK thousand 2022 2021
Statutory audit (272) (178)
Total audit fee expenses (272) (178)
NOK thousand 2022 2021
Allocation of tax income/(expense)
Withholding tax (583) (684)
Change in deferred tax (652) (1 020)
Total tax income/(expense) (1 235) (1 703)
Basis for tax computation
Profit before tax 102 958 4 261
Dividends from subsidiaries (100 000)
22% tax (651) (937)
Tax effect from
Permanent differences (82)
Withholding tax (583) (684)
Current year calculated tax (1 234) (1 703)
Effective tax rate neg. neg.
Deferred tax asset
Tax losses carried forward 1 487 2 139
Deferred tax asset 1 487 2 139
Deferred tax asset 01.01 2 139 3 159
Change of deferred tax through income statement (652) (1 020)
Deferred tax asset 31.12 1 487 2 139
Note 3 Tax
Parent company — Accounts and notes Treasure ASA Annual Report 2022 — Page 22
NOK thousand
Business office
country
Nature of
business
Voting share/
ownership share
2022
Book value
2021
Book value
Den Norske Amerikalinje AS Lysaker, Norway Investment 100% 5 906 857 5 906 857
Total investments in subsidiaries 5 906 857 5 906 857
Note 4 Investments in subsidiaries
The company's subsidiary at 31 December 2022 is set out above.
The share capital consist solely of ordinary shares that are held directly by the company, and the propotion of ownership interest held equals the voting rights held by the
company. The country of incorporation or registration is also their prinsipal place of business.
FINANCIAL REPORTING PRINCIPLES
Related parties are defined as entities outside of the group that are under control
directly or indirectly, joint control or significant influence by the owners of Treasure
ASA. All transactions with related parties are entered into on marked terms based
on arm’s length principles. Transactions with related parties include shared
services and other services provided by the Wilh. Wilhelmsen Holding ASA group.
Shared Services are priced in accordance with the principles set out in the OECD
Transfer Pricing Guidelines and are delivered according to agreements that are
renewed annually.
Note 5 Financial risk
CREDIT RISK
Off-balance sheet item
According to The Norwegian Company Act Law § 14-11 section 3, the company
will under certain conditions support repayment of debt issued by its former parent
company Wallenius Wilhelmsen ASA at the date of the demerger. This joint liability is
treated as an off-balance sheet item. The joint liability for the interest-bearing part of
the debt obligation related to the de-merger from Wallenius Wilhelmsen ASA in 2016
has been reduced to zero following the refinancing of Wallenius Wilhelmsen ASA
which was announced 16 August 2022.
The company's general policy is that no financial guarantees are provided by the
parent company.
Cash and bank deposits
The company's exposure to credit risk on cash and bank deposits is considered to
be very limited as the company maintain banking relationships with a selection of
well-known banks.
The company is the owner of the cash pool with the subsidiary Den Norske
Amerikalinje AS (NAL) as participant. Bank balances in NAL is presented as
intercompany receivable/ liability in the parent financial statements.
LIQUIDITY RISK
The company’s approach to managing liquidity is to ensure, as far as possible, that it
will always have sufficient liquidity to at all times meet its liabilities, under both normal
and stressed conditions, without incurring unacceptable losses or risking damage to
the company and the group’s reputation.
Note 6 Related party transaction
The ultimate owner of Treasure ASA is Tallyman AS, which controls the company
through its ownership in Wilh. Wilhelmsen Holding ASA. Tallyman AS control about
60% of voting shares of Wilh. Wilhelmsen Holding ASA who has an ownership of
76.98% in Treasure ASA. In addition, Tallyman AS directly owns 1% of Treasure ASA.
Tallyman AS is controlled by Thomas Wilhelmsen.
The company has undertaken several transactions with related parties within the
Wilh. Wilhelmsen Holding group. All transactions are entered into in the ordinary cour-
se of business of the company and the agreements pertaining to the transactions are
all entered into on market terms.
Shared Services delived to Treasure ASA relates to management, tax,
communication, treasury, legal services, accounting and rent of office facilities.
Generally, Shared Services are priced using a cost plus 5% margin calculation,
in accordance with the principles set out in the OECD Transfer Pricing Guidelines and
are delivered according to agreements that are renewed annually.
Treasure ASA Annual Report 2022 — Page 23Parent company — Accounts and notes
NOK thousand Share capital Own shares
Retained
earnings Total
Current year's change in equity
Equity 31.12.2021 21 384 (600) 5 805 270 5 826 054
Purchase of own shares (259) (42 808) (43 067)
Liquidation of own shares (600) 600
Profit for the year 101 723 101 723
Proposed dividend (124 701) (124 701)
Equity 31.12.2022 20 784 (259) 5 739 485 5 760 009
NOK thousand Share capital Own shares
Retained
earnings Total
2021 change in equity
Equity 31.12.2020 21 780 (397) 6 104 713 6 126 097
Purchase of own shares (600) (94 165) (94 765)
Liquidation of own shares (397) 397
Profit for the year 2 557 2 557
Proposed dividend (207 835) (207 835)
Equity 31.12.2021 21 384 (600) 5 805 270 5 826 054
Note 7 Equity
Dividend
The proposed dividend for fiscal year 2022 is NOK 0.60 per share, payable in first half of 2023. A decision on this proposal will be taken by the annual general meeting on 16
March 2023.
Dividend for fiscal year 2021 was NOK 1.00 per share paid in 2022.
At 31 December 2022 Treasure ASA had 2 594 566 own shares (corresponding figures at 31 December 2021 was 6 000 000 own shares).
At 31 December 2022 Treasure ASA’s share capital comprises 207 835 000 shares with a nominal value of NOK 0.10 each.
Detailed allocation of the management fee are provided in the Remuneration Report.
NOK thousand Note 2022 2021
OPERATING EXPENSES TO RELATED PARTIES
Wilhelmsen Ships Service AS (131)
Wilhelmsen Accounting Services AS (131)
Wilhelmsen Global Business Services AS (288)
Wilh. Wilhelmsen Holding ASA (2 140) (1 826)
Operating expenses to related parties 1 (2 409) (2 088)
DIVIDEND AND GROUP CONTRIBUTION FROM SUBSIDIARIES
Den Norske Amerikalinje AS 100 000
Dividend and group contribution from subsidiary 100 000 0
INTEREST EXPENSES TO GROUP COMPANIES
Den Norske Amerikalinje AS (1 459)
Interest expenses to group companies (1 459) (0)
ACCOUNT PAYABLES
Wilhelmsen Ships Service AS (82)
Wilh. Wilhelmsen Holding ASA (119) (571)
Account payables to related parties (119) (652)
CASH POOL PAYABLES
Den Norske Amerikalinje AS (117 621) (109 071)
Cash pool payables (117 621) (109 071)
Cont. note 6 Related party transaction
Parent company — Accounts and notes Treasure ASA Annual Report 2022 — Page 24
No material events occurred between the balance sheet date and the date when the accounts were presented which provide new information about conditions
prevailing on the balance sheet date.
Note 8 Events after the balance sheet date
The largest shareholders at 31 December 2022
Shareholders
Total number
of shares
% of
total shares
Wilh. Wilhelmsen Holding ASA 160 000 000 76.98%
VPF Nordea Norge Verdi 13 871 142 6.67%
Folketrygdfondet 7 628 031 3.67%
Treasure ASA 2 594 566 1.25%
VJ Invest AS 2 280 991 1.10%
VPF Nordea Avkastning 1 871 754 0.90%
Verdipapirfondet SR-Utbytte 1 529 220 0.74%
Varner Equities AS 1 302 492 0.63%
Verdipapirfondet Nordea Kapital 1 220 029 0.59%
Tallyman AS 1 109 095 0.53%
Verdipapirfondet Nordea Norge Plus 999 564 0.48%
Verdipapirfondet Storebrand Norge 792 479 0.38%
J.P. Morgan Bank Luxembourg S.A. (nominee) 504 205 0.24%
J.P. Morgan Bank Luxembourg S.A. (nominee) 461 202 0.22%
Bergen Kommunale Pensjonskasse 450 000 0.22%
Stiftelsen Tom Wilhelmsen 400 000 0.19%
UBS Switzerland AG (nominee) 386 498 0.19%
RMC AS 336 388 0.16%
Kvaal Invest AS 333 200 0.16%
Others 9 764 144 4.70%
Total number of shares 207 835 000 100.00%
Shares on foreigners hands
At 31. December 2022, 3 335 826 (1.61%) shares were owned by foreign owners. Corresponding figures at 31. December 2021 was 4 797 396 (2.24%) shares.
Cont. note 7 Equity
SHARES OWNED OR CONTROLLED BY REPRESENTATIVES OF TREASURE ASA AT 31 DECEMBER 2022
Board of directors Total
% of total
shares
Thomas Wilhelmsen 56 000 0.03%
Benedicte Bakke Agerup 585 0.00%
Christian Berg
Marianne Hagen
Magnus Sande (CEO)
Treasure ASA Annual Report 2022 — Page 25Parent company — Accounts and notes
PricewaterhouseCoopers AS, Dronning Eufemias gate 71, Postboks 748 Sentrum, NO-0106 Oslo
T: 02316, org. no.: 987 009 713 MVA, www.pwc.no
Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
To the General Meeting of Treasure ASA
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Treasure ASA, which comprise:
• the financial statements of the parent company Treasure ASA (the Company), which comprise
the balance sheet as at 31 December 2022, the income statement, statement of
comprehensive income and statement of cash flows for the year then ended, and notes to the
financial statements, including a summary of significant accounting policies, and
• the consolidated financial statements of Treasure ASA and its subsidiaries (the Group), which
comprise the balance sheet as at 31 December 2022, the income statement, statement of
changes in equity and statement of cash flows for the year then ended, and notes to the
financial statements, including a summary of significant accounting policies.
In our opinion
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at
31 December 2022, and its financial performance and its cash flows for the year then ended in
accordance with simplified application of international accounting standards according to
section 3-9 of the Norwegian Accounting Act, and
• the consolidated financial statements give a true and fair view of the financial position of the
Group as at 31 December 2022, and its financial performance and its cash flows for the year
then ended in accordance with International Financial Reporting Standards as adopted by the
EU.
Our opinion is consistent with our additional report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and the
Group as required by relevant laws and regulations in Norway and the International Ethics Standards
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 7 years from the election by the general meeting of the
shareholders on 12 February 2016 for the accounting year 2016.
Auditor’s Report
Parent company — Accounts and notes Treasure ASA Annual Report 2022 — Page 26
2 / 4
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.
We have determined that there are no key audit matters to communicate in our report.
Other Information
The Board of Directors and the Managing Director (management) are responsible for the information
in the Board of Directors’ report and the other information accompanying the financial statements. The
other information comprises information in the annual report, but does not include the financial
statements and our auditor’s report thereon. Our opinion on the financial statements does not cover
the information in the Board of Directors’ report nor the other information accompanying the financial
statements.
In connection with our audit of the financial statements, our responsibility is to read the Board of
Directors’ report and the other information accompanying the financial statements. The purpose is to
consider if there is material inconsistency between the Board of Directors’ report and the other
information accompanying the financial statements and the financial statements or our knowledge
obtained in the audit, or whether the Board of Directors’ report and the other information
accompanying the financial statements otherwise appear to be materially misstated. We are required
to report if there is a material misstatement in the Board of Directors’ report or the other information
accompanying the financial statements. We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable statutory requirements.
Our opinion on the Board of Director’s report applies correspondingly to the statements on Corporate
Governance and Corporate Social Responsibility.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with simplified application of international accounting standards according to the
Norwegian Accounting Act section 3-9, and for the preparation and true and fair view of the
consolidated financial statements of the Group in accordance with International Financial Reporting
Standards as adopted by the EU, and for such internal control as management determines is
necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s and
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to
liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Report
Treasure ASA Annual Report 2022 — Page 27Parent company — Accounts and notes
3 / 4
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error. We design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's and the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company's and the
Group's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company and the Group to cease to
continue as a going concern.
• evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves a true and fair view.
• obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the Audit Committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
Auditor’s Report
Parent company — Accounts and notes Treasure ASA Annual Report 2022 — Page 28
4 / 4
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of Treasure 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 5967007LIEEXZXFNUW59-2022-12-31-en.zip, have been prepared,
in all material respects, in compliance with the requirements of the Commission Delegated Regulation
(EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant
to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format, and iXBRL tagging of the consolidated financial
statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all
material respects, in compliance with the ESEF regulation.
Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
regulation. This responsibility comprises an adequate process and such internal control as
management determines is necessary.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
Oslo, 13 February 2023
PricewaterhouseCoopers AS
Thomas Fraurud
State Authorised Public Accountant
(This document is signed electronically)
Auditor’s Report
Treasure ASA Annual Report 2022 — Page 29Parent company — Accounts and notes
Signers:
Name
This document package contains:
- Closing page (this page)
- The original document(s)
- The electronic signatures. These are not visible in the
document, but are electronically integrated.
This le is sealed with a digital signature.
The seal is a guarantee for the authenticity
of the document.
Method
Date
2023-02-13 08:50BANKIDFraurud, Thomas Haug
Revisjonsberetning
Auditor’s Report
Parent company — Accounts and notes Treasure ASA Annual Report 2022 — Page 30
We confirm, to the best of our knowledge, that the financial statements for the period
from 1 January to 31 December 2022 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 for the entity and the group taken as a whole.
We also confirm that the Board of 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 principal risks and uncertainties facing
the entity and the group.
Responsibility statement
Lysaker, 13 February 2023
The board of directors of Treasure ASA
Electronically signed:
Thomas Wilhelmsen (Chair) Marianne Hagen
Benedicte Bakke Agerup Christian Berg Magnus Sande (CEO)
Treasure ASA Annual Report 2022 — Page 31Parent company — Accounts and notes
Corporate
structure
As of 31 December 2022
TREASURE group
Den Norske Amerikalinje AS
Norway
Hyundai Glovis Co., Ltd.
Republic of Korea, 11%
Unless otherwise stated,
the company is wholly-owned
Treasure ASA, Norway
www.treasureasa.com
Treasure ASA
Tel: +47 67 58 40 00
Org no 916 803 222 MVA