Treasure ASA
Annual report
2023
Content
Directors’ report
Main development and strategic direction Page 4
Financial summary – the group financial accounts Page 4
Risk Page 4
Corporate governance, control and compliance Page 5
Health, safety, working environment Page 5
Sustainability Page 5
Directors and officers liability insurance Page 5
Allocation of profit, dividend and buy-back Page 5
Prospects and outlook Page 5
Accounts and notes – parent company
Income statement Page 21
Comprehensive income Page 21
Balance sheet Page 22
Cash flow statement Page 23
Equity Page 24
Notes Page 25
Auditor’s report Page 30
Responsibility statement Page 35
Corporate structure
Treasure Group Page 37
Accounts and notes – group
Income statement Page 7
Comprehensive income Page 7
Balance sheet Page 8
Cash flow statement Page 9
Equity Page 10
Accounting policies Page 11
Notes Page 12
PAGE 2CONTENT │ DIRECTORS’ REPORT │ ACCOUNTS AND NOTES – GROUP │ ACCOUNTS AND NOTES – PARENT COMPANY │ CORPORATE STRUCTURE
TREASURE ASA ANNUAL REPORT 2023
Main development and strategic direction Page 4
Financial summary – the group financial accounts Page 4
Risk Page 4
Corporate governance, control and compliance Page 5
Health, safety, working environment Page 5
Sustainability Page 5
Directors and officers liability insurance Page 5
Allocation of profit, dividend and buy-back Page 5
Prospects and outlook Page 5
Directors’
report
PAGE 3Content │ DIRECTORS’ REPORT │ Accounts and notes – group │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
Treasure ASA
Directors’ report
for 2023
MAIN DEVELOPMENT AND STRATEGIC DIRECTION
The group own 4 125 000 (11.0%) shares in Hyundai Glovis Co.,
Ltd. (Hyundai Glovis), a global transportation and logistics
provider based in Seoul, Republic of 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 2023, the company distributed NOK 1.00 per share in
cash dividend and bought back 517 771 shares at a price of
NOK 18.50 per share. The own shares have been liquidated
during the year, ending the year with nil own shares.
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.
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 financial accounts for 2023 showed a profit before tax
of USD 88 million (2022: USD 102 million). The profit before tax is
including share of profit from Hyundai Glovis of USD 89 million
(2022: USD 102 million). Tax was included with an expense of
USD 3.6 million (2022: USD 2.3 million) and profit for the year was
USD 84.3 million in 2023 (2022: USD 100 million).
Shareholding in Hyundai Glovis
The shareholding in Hyundai Glovis is classified as investment
in associate. During the year, the classification was changed
from financial assets to fair value with the change in fair value
accounted for through the income statement under non-current
assets. Please refer to note 9 in the consolidated financial
statements for more information on the change in classification
of assets for the shareholding in Hyundai Glovis.
Balance sheet
Total assets for Treasure ASA group at the end of 2023 was
USD 679.7 million (2022: USD 629.9 million), of which USD 4.4
million (2022: USD 9.4 million) in cash and cash equivalents.
The group has no interest-bearing debt.
Hyundai Glovis
Revenues and profitability of Hyundai Glovis are intricately
linked to the performance of the main customer, Hyundai
Motor Group. The Hyundai Glovis share price increased 17.1%
(adj. for dividend) during 2023, somewhat behind the general
stock market in South Korea, where the KOSPI Index increased
19.6% during the year.
Cash flow, liquidity, and debt
The Treasure ASA group had a net decrease in cash and cash
equivalents of USD 5 million (2022: USD decrease of 17.1 million)
for the year, reflecting received dividend from Hyundai Glovis,
payment of dividend, and share buy-backs during 2023.
RISK
The shareholding in Hyundai Glovis, through its capital
intensity and cyclical exposure to demand and supply of
vehicles, dominates the risk of Treasure ASA 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, ESG-reporting etc. are covered via detailed
Service Level Agreements (SLA) with Wilh. Wilhelmsen
Holding ASA (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 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.
PAGE 4Content │ DIRECTORS’ REPORT │ Accounts and notes – group │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
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 7 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
Treasure ASA 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.
AND GENDER DIVERSITY
Health, safety and working environment
The group does not have any employees. The CEO and CFO who
form the management of Treasure ASA are employed by Wilh.
Wilhelmsen Holding ASA (WWH) and are engaged based on a
Service Level Agreement. In 2023, 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 (50%), while the CEO
and CFO are both men (100%).
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.
The group’s 2023 ESG- and 2023 Transparency act report can be
found on treasureasa.com.
DIRECTORS AND OFFICERS LIABILITY INSURANCE
Directors and Officers Liability Insurance (D&O) is for the 2023
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.
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 0,75
dividend per share payable during the first half of 2024, representing
a total payment of NOK 153.5 million. In addition, the board
is proposing that the Annual General Meeting authorises the
board to declare a second dividend up to NOK 0,25 per share.
PROSPECTS AND OUTLOOK
Treasure ASA is an investment company with currently one
asset. The underlying value of 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.
Extensive information on Hyundai Glovis can be found on
ir.glovis.net
In 2024, 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 underlying value of the group’s main
asset to fluctuate in line with the general equity indexes of the
Korean Stock Exchange.
Lysaker, 12 February 2024
The board of directors of Treasure ASA
Thomas Wilhelmsen (Chair)
Marianne Hagen
Benedicte Bakke Agerup
Christian Berg
Magnus Sande (CEO)
Parent company accounts (NOK thousand)
To equity NOK 52 661
Proposed dividend NOK 153 542
Interim dividend paid NOK 80 022
Total allocation NOK 286 224
PAGE 5Content │ DIRECTORS’ REPORT │ Accounts and notes – group │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
Income statement Page 7
Comprehensive income Page 7
Balance sheet Page 8
Cash flow statement Page 9
Equity Page 10
Accounting policies Page 11
Notes Page 12
Accounts
and notes
– Group
PAGE 6Content │ Directors’ report │ ACCOUNTS AND NOTES – GROUP │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
USD thousand Note 2023 2022*
Operating income 319 336
Operating expenses 1/8 (457 ) (390 )
Operating profit/(loss) (137 ) (54 )
Share of profit from Hyundai Glovis 2 89 349 101 789
Other financial income/(expense) 1 (1 235 ) 165
Profit before tax 87 977 101 900
Tax income/(expense) 3 (3 634 ) (2 341 )
Profit for the year 84 342 99 559
Basic / diluted earnings per share (USD) 4 0.41 0.48
USD thousand Note 2023 2022*
Profit for the year 84 342 99 559
Items that may subsequently be reclassified to the income statement
Comprehensive income from associate 1 218 1 387
Currency translation differences (17 399 ) (27 485 )
Other comprehensive income, net of tax (16 181 ) (26 098 )
Total comprehensive income for the year 68 161 73 461
Income statement Treasure group
Comprehensive income Treasure group
* Restated income statement and comprehensive income for 2022, see Note 9.
PAGE 7Content │ Directors’ report │ ACCOUNTS AND NOTES – GROUP │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
USD thousand Note 31.12.2023 31.12.2022*
ASSETS
Non current assets
Investment in Hyundai Glovis 2 675 251 620 287
Total non current assets 675 251 620 287
Current assets
Other current assets 45 139
Cash and cash equivalents 4 423 9 436
Total current assets 4 468 9 575
Total assets 679 720 629 862
EQUITY AND LIABILITIES
Equity
Paid-in capital 2 557 2 586
Own shares (24 )
Retained earnings and other reserves 676 505 627 090
Attributable to equity holders of the parent 679 062 629 651
Current liabilities
Current income tax 3 634 187
Other current liabilities 24 23
Total current liabilities 658 210
Total equity and liabilities 679 720 629 862
Balance sheet Treasure group
* Restated balance sheet at 31.12.2022, see Note 9.
Lysaker, 12 February 2024
The board of directors of Treasure ASA
Electronically signed:
Thomas Wilhelmsen (chair)
Marianne Hagen
Benedicte Bakke Agerup
Christian Berg
Magnus Sande (CEO)
PAGE 8Content │ Directors’ report │ ACCOUNTS AND NOTES – GROUP │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
Cash flow statement Treasure group
USD thousand Note 2023 2022
Cash flow from operating activities
Dividend from Hyundai Glovis 2 18 059 12 916
Operating income 319 336
Operating expenses 1 (457 ) (497 )
Change in working capital (1 459 ) (1 233 )
Tax paid 3 (3 168 ) (1 998 )
Net cash provided by operating activities 13 295 9 524
Cash flow from investing activities
Interest received 448 189
Net cash flow from investing activities 448 189
Cash flow from financing activities
Interest paid (6 ) (107 )
Purchase of own shares and other financing (924 ) (3 973 )
Dividend to shareholders (17 826 ) (22 767 )
Net cash flow from financing activities (18 756 ) (26 847 )
Net increase/(decrease) in cash and cash equivalents (5 013 ) (17 134 )
Cash and cash equivalents at the beginning of the period 9 436 26 570
Cash and cash equivalents at 31.12 4 423 9 436
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.
PAGE 9Content │ Directors’ report │ ACCOUNTS AND NOTES – GROUP │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
USD thousand
Share capital Own shares Retained earnings Total equity
Balance 31.12.2022 2 586 (24 ) 627 090 629 651
Purchase of own shares (7 ) (930 ) (937 )
Liquidation of own shares (29 ) 41 13
Profit for the period 84 342 84 342
Dividend to shareholders (17 826 ) (17 826 )
Other comprehensive income (11 ) (16 171 ) (16 181 )
Balance 31.12.2023 2 557 676 505 679 062
Equity Treasure group
* Restated equity 01.01.2022, see Note 9.
Dividend for fiscal year 2022 was NOK 1.00 per share and was paid in May 2023 (NOK 0.60 per share) and in October 2023 (NOK 0.40 per share). The proposed dividend for
fiscal year 2023 is NOK 0.75 per share, payable in the second quarter of 2024. A decision on this proposal will be taken by the annual general meeting on 7 March 2024.
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 2024.
USD thousand Share capital Own shares Retained earnings Total equity
Balance 31.12.2021 as reported 2 652 (70 ) 607 213 609 795
Change of accounting principle invest in Hyundai Glovis (see note 9) (26 864 ) (26 864 )
Balance 01.01.2022 restated* 2 652 (70 ) 580 349 582 931
Purchase of own shares (24 ) (3 949 ) (3 973 )
Liquidation of own shares (66 ) 66
Profit for the period 99 559 99 559
Dividend to shareholders (22 767 ) (22 767 )
Other comprehensive income 4 (26 102 ) (26 098 )
Balance 31.12.2022 2 586 (24 ) 627 090 629 651
PAGE 10Content │ Directors’ report │ ACCOUNTS AND NOTES – GROUP │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
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Treasure ASA Annual Report 2023
PAGE 19Content │ Directors’ report │ ACCOUNTS AND NOTES – GROUP │ Accounts and notes – parent company │ Corporate structure
Treasure ASA Annual Report 2023
Income statement Page 21
Comprehensive income Page 21
Balance sheet Page 22
Cash flow statement Page 23
Equity Page 24
Notes Page 25
Auditor’s report Page 30
Responsibility statement Page 35
Accounts
and notes
– Parent
company
PAGE 20Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
NOK thousand Note 2023 2022
Operating income
Dividend and group contribution from subsidiary 292 377 100 000
Other income
Consultant fee Hyundai Glovis 3 396 3 232
Total income 295 773 103 232
Operating expenses
Other expenses 1/2 (4 538) (3 455)
Total operating expenses (4 538) (3 455)
Operating profit/(loss) 291 235 99 777
Financial income/(expenses)
Net financial income 1 4 768 6 009
Net financial expenses 1 (8 395) (2 828)
Financial income/(expenses) (3 626) 3 181
Profit before tax 287 609 102 958
Tax income/(expenses) 3 (1 385) (1 235)
Profit for the year 286 224 101 723
Transfers and allocations
To/(from) equity 52 661 (22 978)
Proposed dividend 153 542 124 701
Interim dividend paid 80 022
Transfers and allocations 286 224 101 723
NOK thousand 2023 2022
Profit for the year 286 224 101 723
Total comprehensive income 286 224 101 723
Income statement Treasure ASA
Comprehensive income Treasure ASA
PAGE 21Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
NOK thousand Note 31.12.2023 31.12.2022
ASSETS
Non current assets
Deferred tax assets 3 1 049 1 487
Investments in subsidiaries 4 5 906 857 5 906 857
Total non current assets 5 907 906 5 908 344
Current assets
Account receivables 55 1 132
Cash pool receivables 5/6 3 735 20
Other current assets 404 231
Cash and cash equivalents 5 44 800 92 830
Total current assets 48 993 94 213
Total assets 5 956 900 6 002 557
EQUITY AND LIABILITIES
Equity
Paid-in capital 20 472 20 784
Own shares (259)
Retained earnings and other reserves 5 782 645 5 739 485
Total equity 5 803 117 5 760 009
Current liabilities
Account payables 192 108
Account payables related parties 6 10 119
Cash pool payables 5/6 117 621
Accrued dividend 153 542 124 701
Other current liabilities 39
Total current liabilities 153 782 242 549
Total equity and liabilities 5 956 900 6 002 557
Balance sheet Treasure ASA
Lysaker, 12 February 2024
The board of directors of Treasure ASA
Electronically signed
Thomas Wilhelmsen (chair)
Marianne Hagen
Benedicte Bakke Agerup
Christian Berg
Magnus Sande (CEO)
PAGE 22Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
NOK thousand Note 2023 2022
Cash flow from operating activities
Profit before tax 287 609 102 958
Financial (income)/expenses 1 3 626 (6 009)
Change in working capital (432) 2 365
Tax paid 3 (947) (583)
Net cash provided by operating activities 289 857 98 731
Cash flow from investing activities
Interest received 1 4 768 1 815
Net cash flow from investing activities 4 768 1 815
Cash flow from financing activities
Interest paid (6 910)
Purchase of own shares and other financing (9 688) (43 067)
Change in intercompany cash pool (121 335) 8 550
Dividend to shareholders (204 723) (207 835)
Net cash flow from financing activities (342 656) (242 352)
Net increase/(decrease) in cash and cash equivalents (48 030) (141 806)
Cash and cash equivalents at the beginning of the period 92 830 234 636
Cash and cash equivalents at 31.12 44 800 92 830
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.
PAGE 23Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
NOK thousand Share capital Own shares Retained earnings Total equity
Equity 31.12.2022 20 784 (259) 5 739 485 5 760 009
Purchase of own shares (52) (9 500) (9 552)
Liquidation of own shares (311) 311
Profit for the period 286 224 286 224
Interim dividend paid (80 022) (80 022)
Proposed dividend to shareholders (153 542) (153 542)
Balance 31.12.2023 20 472 5 782 645 5 803 117
NOK thousand Share capital Own shares Retained earnings Total equity
Balance 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 period 101 723 101 723
Proposed dividend to shareholders (124 701) (124 701)
Balance 31.12.2022 20 784 (259) 5 739 485 5 760 009
Equity Treasure ASA
During the year, the company bough back 517 771 own shares. The company has in two separate occasions liquidated own shares held, first in May 2 594 566 shares and
later in December 517 771 shares, thus ending the year with a total of 204 722 663 shares outstanding. Treasure ASA holds nil own shares end of 2023 (corresponding figures
at 31 December 2022 was 2 594 566 own shares).
Dividend
The proposed dividend for fiscal year 2023 is NOK 0.75 per share, payable in first half of 2024. A decision on this proposal will be taken by the annual general meeting
on 7 March 2024.
Dividend for fiscal year 2022 was NOK 1.00 per share, paid in 2023.
PAGE 24Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
NOK thousand Note 2023 2022
OPERATING EXPENSES
Expenses to related parties 6 (2 555) (2 409)
External services 2 (1 726) (597)
Other administration expenses (256) (449)
Total operating expenses (4 538) (3 455)
Financial Income
Interest income 4 731 1 815
Net currency gain 4 194
Other financial income 37
Total financial income 4 768 6 009
Financial expenses
Net currency (loss) (434)
Other financial expenses 5 (7 961) (2 828)
Total financial expenses (8 395) (2 828)
Net financial income/(expenses) (3 626) 3 181
NOK thousand 2023 2022
EXPENSED AUDIT FEE (excluding VAT)
Statutory audit (273) (272)
Other assurance services (200)
Total expensed audit fee (473) (272)
Note 1 Combined items, income statement
Note 2 Expensed audit fee
PAGE 25Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
Note 3 Tax
NOK thousand 2023 2022
Allocation of tax income/(expense) for the year
Withholding tax (947) (583)
Change in deferred tax (438) (652)
Total tax income/(expense) (1 385) (1 235)
Basis for tax computation
Profit before tax 287 609 102 958
Dividends from subsidiaries (292 377) (100 000)
Basis for tax computation (4 768) 2 958
22% tax 1 049 (651)
Tax effect from
Tax effect group contribution (1 487)
Withholding tax (947) (583)
Current year calculated tax income/(expense) (1 385) (1 235)
Effective tax rate 132.0% neg.
Deferred tax assets
Tax losses carried forward 1 049 1 487
Deferred tax assets 1 049 1 487
Deferred tax assets
Deferred tax asset at 01.01 1 487 2 139
Change of deferred tax through income statement (438) (652)
Deferred tax assets at 31.12 1 049 1 487
PAGE 26Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
Note 4 Investments in subsidiaries
FINANCIAL REPORTING PRINCIPLES
Investments in subsidiaries are recorded at cost. Where a reduction in the value of shares in subsidiaries is considered to be permanent and significant, an impairment to net
realisable value is recorded.
NOK thousand
Business
office country
Nature of business
Voting share/
ownership share
2023
Book value
2022
Book value
Den Norske Amerikalinje AS Lysaker, Norway Investment 100% 5 906 857 5 906 857
The company’s subsidiary at 31 December 2023 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.
Note 5 Financial risk
CREDIT RISK
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/ payable 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.
PAGE 27Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
Note 6 Related party transactions
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
78.68% in Treasure ASA. In addition, Tallyman AS directly owns 0.54% 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
course 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.
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.
NOK thousand Note 2023 2022
OPERATING EXPENSES TO RELATED PARTIES
Wilh. Wilhelmsen Holding ASA (1 422) (2 140)
Wilhelmsen New Energy AS (853)
Wilhelmsen Global Business Services AS (280) (268)
Total tax income/(expense) 1 (2 555) (2 409)
DIVIDEND AND GROUP CONTRIBUTION FROM SUBSIDIARIES
Den Norske Amerikalinje AS 292 377 100 000
Dividend and group contribution from subsidiary 292 377 100 000
INTEREST EXPENSES TO RELATED PARTIES
Den Norske Amerikalinje AS (6 910) (1 459)
Interest expenses to related parties (6 910) (1 459)
ACCOUNT PAYABLES TO RELATED PARTY
Wilh. Wilhelmsen Holding ASA 119
Wilhelmsen New Energy AS 10
Account payables to related parties 10 119
Den Norske Amerikalinje AS 3 735 (117 621)
Cash pool net receivables/(payables) 3 735 (117 621)
Detailed allocation of the management fee are provided in the remuneration report.
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Note 7 Equity
Note 8 Events after the balance sheet date
Shareholders
Total number of shares % of total shares
The largest shareholders at 31 December 2023
Wilh. Wilhelmsen Holding ASA 161 066 705 78.68%
Verdipapirfondet Nordea Norge Verdi 13 939 427 6.81%
Folketrygdfondet 7 598 031 3.71%
VJ Invest AS 2 588 938 1.26%
Verdipapirfondet Nordea Avkastning 1 871 754 0.91%
VPF Sparebank 1 Utbytte 1 529 220 0.75%
Varner Equities AS 1 422 935 0.70%
Verdipapirfondet Nordea Kapital 1 220 029 0.60%
Tallyman AS 1 109 095 0.54%
Verdipapirfondet Nordea Norge Plus 999 564 0.49%
Verdipapirfondet Storebrand Norge 719 236 0.35%
Kvaal Invest AS 565 049 0.28%
J.P. Morgan SE (nominee) 504 205 0.25%
J.P. Morgan SE (nominee) 461 202 0.23%
Stiftelsen Tom Wilhelmsen 400 000 0.20%
BNP Paribas (nominee) 356 701 0.17%
RMC AS 338 053 0.17%
BNP Paribas (nominee) 309 550 0.15%
Lotte Og Daniel AS 254 882 0.12%
VPF Sparebank 1 Norge Verdi 231 382 0.11%
Others 7 236 705 3.53%
Total number of shares 204 722 663 100.00%
Shares on foreigners hands
At 31. December 2023, 2 543 100 (1.24%) shares were owned by foreign owners.
Corresponding figures at 31. December 2022 was 3 335 826 (1.61%) shares.
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.
PAGE 29Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
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Auditor’s Report
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 2023, income statement, comprehensive income,
statement of changes in equity and cash flow statement for the year then ended, and notes to
the financial statements, including a summary of significant accounting policies, and
• the consolidated financial statements of Treasure ASA and its subsidiaries (the Group), which
comprise the balance sheet as at 31 December 2023, income statement, comprehensive
income, consolidated statement of changes in equity and cash flow statement for the year
then ended, and notes to the financial statements, including material accounting policy
information.
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 2023, 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 2023, and its financial performance and its 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 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 8 years from the election by the general meeting of the
shareholders on 12 February 2016 for the accounting year 2016.
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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 appears 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 of the Company 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 of the consolidated financial
statements of the Group that give a true and fair view 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 Group or to cease operations, or has no realistic alternative but to do so.
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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
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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 5967007LIEEXZXFNUW59-2023-12-31-en , have been prepared, in
all material respects, in compliance with the requirements of the Commission Delegated Regulation
(EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant
to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format, and iXBRL tagging of the consolidated financial
statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all
material respects, in compliance with the ESEF regulation.
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, 12 February 2024
PricewaterhouseCoopers AS
Thomas Fraurud
State Authorised Public Accountant
(This document is signed electronically)
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Treasure ASA Annual Report 2023
Auditor’s Report
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
2024-02-12 13:56BANKIDFraurud, Thomas Haug
Revisjonsberetning
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Treasure ASA Annual Report 2023
Responsibility statement
We confirm, to the best of our knowledge, that the financial statements for the period
from 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 for the entity and the group taken as a whole.
Lysaker, 12 February 2024
The board of directors of Treasure ASA
Electronically signed:
Thomas Wilhelmsen, Chair
Marianne Hagen
Benedicte Bakke Agerup
Christian Berg
Magnus Sande, CEO
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.
PAGE 35Content │ Directors’ report │ Accounts and notes – group │ ACCOUNTS AND NOTES – PARENT COMPANY │ Corporate structure
Treasure ASA Annual Report 2023
As of 31 December 2023
Corporate structure
Treasure group
Treasure ASA,
Norway
Den Norske Amerikalinje AS,
Norway
Hyundai Glovis Co., Ltd.,
South Korea, 11.0%
Unless otherwise stated, the company is wholly-owned.
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Treasure ASA Annual Report 2023
