Annual Report 2021
GC Rieber Shipping
GC Rieber Shipping’s management team. From the left:
CEO Einar Ytredal, CCO Christoffer Knudsen and CFO
Øystein Kvåle.
Foto: C Foto / Camilla Waage Helmersberg
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
2
2021 GC RIEBER SHIPPING
Letter from the CEO
For GC Rieber Shipping, the last seven years have been a journey of change.
Significant eorts have been made and we are now ready for new sustainable and
profitable investments.
The journey of change began with the sharp
drop in oil prices in 2014, which led to significant
challenges for the entire shipping and oshore
industry. The challenging times resulted in a
need for numerous restructurings and new
constellations in the sector.
For GC Rieber Shipping, the period has been
both demanding and eventful. Among other
things, we led the establishment of Shearwater,
which in a few years has become the world’s
largest seismic company. In 2020, we made
a strategic decision to lessen our oil exposure,
reduce our debt obligations and at the same
time turn our core activity towards renewable
energy at sea. As part of this new direction, we
divested our Subsea & Renewables fleet and
realised half of our shareholding in Shearwater.
Furthermore, we have gone from being a fully
integrated shipping company to becoming a
project house, and from having about NOK
3 billion in debt in 2015 to being a debt-free
shipping company in the first quarter of 2022.
Our strategy is to be a project house that owns
ships and develops and invests in profitable
and sustainable maritime projects. As of
31.12.2021, we are nine employees, half of whom
are dedicated to the development of new
projects. Our project department has extensive
expertise in marine architecture and project
management of newbuildings and has a long
history of turning demanding projects into high-
quality vessels. Building on our strong legacy
of handling complex customer requirements
and technologies, we are uniquely positioned
to develop tailored, innovative and sustainable
solutions for customers worldwide.
Historically, we have developed a wide array of
projects within subsea, ice/research and seismic.
Going forward, we will have a special focus on
environmentally and financially sustainable
project development within niches where we
can make a dierence. GC Rieber Shipping’s
approach is that new ship designs should, as far
as possible, be based on solving a ship’s tasks in
the most ecient way, but at the same time as
safe and gentle as possible to people and the
environment. A lowest possible climate footprint
throughout a ship’s lifetime is an important
condition for the development of our new
projects.
Entering 2022, we can safely conclude the
turnaround has been completed and the
new course is set. With a highly competent
and forward leaning organization and with
strong financials we are in a good position to
pursue new and exciting sustainable maritime
opportunities.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
Corporate
Governance
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
4
2021 GC RIEBER SHIPPING
GC Rieber Shipping (the “Company“) aims to exercise good, prudent corporate
governance. Good corporate governance is mainly about clarifying the division of
roles between the owners, Board of Directors and management beyond the statutory
requirements. Furthermore, it is about treating the shareholders equally, taking care
of other stakeholders through ensuring the best possible value creation and reducing
business risk. Good corporate governance should also contribute to the most ecient
and proper use of the Company’s resources.
1. REPORT ON CORPORATE GOVERNANCE
Compliance
The Board of Directors of GC Rieber Shipping
has the overall responsibility for ensuring good
corporate governance of the Company.
GC Rieber Shipping ASA is a Norwegian public
limited liability company listed on Oslo Stock
Exchange (Oslo Børs). Section 3-3b of the
Norwegian Accounting Act relating to corporate
governance requires the Company to issue an
annual report on its principles and practice for
corporate governance. These provisions also
state minimum requirements for the content
of this report.
The Norwegian Corporate Governance Board
(NCGB) has issued the Norwegian Code of
Practice for Corporate Governance (the ”Code
of Practice”). Adherence to the Code of Practice
is based on the “comply or explain” principle,
which means that a company must comply with
all recommendations of the Code of Practice
or explain why it has chosen an alternative
approach to specific recommendations.
Oslo Børs requires listed companies to publish
an annual statement of their policy on corporate
governance in accordance with the current Code
of Practice. The rules on Continuing Obligations
of listed companies are available on
www.oslobors.no.
GC Rieber Shipping complies with the current
Code of Practice that was issued on 14 October
2021. The Code of Practice is available at
www.nues.no. The Company provides a report
on its corporate governance principles in its
annual report and the information is available
at www.gcrieber-shipping.com. The Company
follows the Code of Practice and any deviations
are explained in the report.
2. BUSINESS
GC Rieber Shipping’s business is defined in
Article 1 of the Company’s articles of association,
which reads as follows:
“The name of the company is GC Rieber Shipping ASA.
The company is a public limited liability company whose
object is to engage in shipping, investment, provision of
guarantees, trade and other business. The company’s
registered office is located in the municipality of Bergen.”
The Board of Directors has established
strategies, objectives and a risk profile within the
defined scope of its business to create value for
its shareholders in a sustainable manner, taking
financial, social and environmental interests into
Corporate governance
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
5
2021 GC RIEBER SHIPPING
consideration. The strategies, objectives and risk
profile are subject to annual review of the Board
of Directors and described in the annual report
and on www.gcrieber-shipping.com.
Basic corporate values, ethical guidelines and
social responsibility
Ethical guidelines, basic corporate values and
guidelines for corporate social responsibility
have been established for the GC Rieber group,
and GC Rieber Shipping follows the group’s
guidelines.
The guidelines provide general principles for
business practice and personal behaviour and
are intended to form a platform for the attitudes
and basic vision that should permeate the
culture in the GC Rieber group, and how these
relate to the value creation by the Company.
In 2010, GC Rieber joined the UN Global
Compact, the world’s largest corporate social
responsibility initiative. UN Global Compact
has developed ten universal principles that
encourage and show how companies should
pay attention to employee and human
rights, protection of the environment and
combating corruption. By joining the initiative,
GC Rieber has committed itself to making the
ten principles an integral part of its business
strategy, to promote the principles
to business partners and to reporting activities
and improvements associated with the ten
principles.
GC Rieber Shipping issues a separate report
on environmental practises, corporate social
responsibility and corporate governance (ESG)
annually, published in the Company’s annual
report.
More detailed information relating to the
Company’s and the GC Rieber group’s vision,
strategy, values and principles is available
at www.gcrieber-shipping.com and
www.gcrieber.no.
3. EQUITY AND DIVIDENDS
Equity
As at 31 December 2021, the Company’s
book equity was NOK 1,213.2 million, which is
equivalent to 70.8% of the total assets. The
Board of Directors has a policy to have above
35% equity at any time, but the actual equity
ratio will vary from time to time due to market
circumstances. The Board of Directors considers
the equity ratio as at 31 December 2021 to be
acceptable. The Company’s need for financial
soundness and liquidity should be adapted to
its objectives, strategy and risk profile.
Dividend policy
The Company’s objective is to provide a
competitive return on the shareholders’ invested
capital through payment of a dividend and
appreciation of the share price. In considering
the scope of the dividend, the Board of Directors
emphasises the Company’s capacity to pay
dividends, the need to have a healthy level
of equity and to have adequate financial
resources for future growth and investments,
while allowing for extraordinary dividends when
capitalising on investments.
Following the financial restructuring of the
Company in March 2018, no dividend payments
or other distributions from the Company were
to be made without the prior consent of the
lenders. However, the Company`s lenders had
consented to the following: 24% of potential
dividends from the shares of Shearwater
GeoServices Holding AS or 24% of potential
proceeds from the sale of such shares in whole or
in part, could be distributed to the shareholders
of the Company by way of dividends, a share
capital reduction or any other manner deemed
appropriate by the Company.
Following GC Rieber Shipping’s significantly
strengthened financial position through
2021, GC Rieber Shipping and its lenders
agreed to restore the provisions of the original
credit facility agreements and to reverse
material changes introduced throughout the
restructuring period. Hereunder, the removal
of dividend restrictions.
23 September 2021, an extraordinary general
meeting approved an additional dividend
of NOK 1.23 per share on the basis of the
Company’s annual accounts for 2020. The
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
6
2021 GC RIEBER SHIPPING
additional dividend, a total of NOK 105.9 million,
was paid to the shareholders 5 October 2021.
The Board of Directors proposes to the general
meeting a dividend of NOK 0.50 per share on
the basis of the Company’s annual accounts for
2021.
Capital increase
Authorisations granted to the Board of Directors
to increase the Company’s share capital shall
normally be restricted to specific purposes. As
at 31.12.2021 there were no such authorisations
granted to the Board of Directors.
Purchase of own shares
The general meeting may grant the Board
of Directors a mandate to purchase up to 10
percent of own shares. As at 31 December 2021,
there was no such mandate to the Board of
Directors regarding purchase of own shares.
4. EQUAL TREATMENT OF SHAREHOLDERS
Equal treatment
GC Rieber Shipping has only one class of shares,
and purchase and sale of the shares shall take
place over the stock exchange.
The articles of association include no limitations
relating to voting rights. All shares have equal
rights.
Transactions in own shares
The Company’s transactions in own shares are
carried out over the stock exchange or by other
means at market price. Should there be an
increase in capital which involves a waiver of
the existing shareholders’ pre-emptive rights,
and the Board of Directors resolves to carry out
such an increase on the basis of a mandate
granted by the general meeting, the Board of
Directors will explain the justification for waiving
the pre-emptive rights in the stock exchange
announcement.
Transactions with close associates
The Company’s Board of Directors and
management are committed to promoting
equal treatment of all shareholders.
The Company has one main shareholder,
GC Rieber AS, owning 76.8% of the shares as
at 31 December 2021.
Any services from the main shareholder are
purchased at documented market price.
5. FREELY NEGOTIABLE SHARES
The Company has only one class of shares. All
shares in the Company are freely negotiable.
6. GENERAL MEETING
About the general meeting
The general meeting is the Company’s supreme
authority and the Board of Directors aims to
ensure that the general meeting is an ecient
meeting place.
Notice of meeting
The general meeting will usually be held by
30 April each year at the Company’s oces,
or as a hybrid meeting if shareholders request
to participate electronically. The general
meeting in 2022 will be held on 21 April.
Notice of the general meeting is usually
sent with 21 days’ notice. At the same time,
the agenda papers will be published on the
Company’s website, cf. Article 5-g of the Articles
of Association.
The notice of the general meeting must
contain all necessary information so that the
shareholders can decide on the issues to be
addressed. The registration deadline for the
general meeting will be as close to the general
meeting as practically possible.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
7
2021 GC RIEBER SHIPPING
All shareholders registered in the Norwegian
Registry of Securities (VPS) will receive a notice
of meeting and are entitled to submit proposals
and vote directly or via proxy. The financial
calendar will be available on the Company’s
website.
Registration and proxy
Registration should be made in writing, either
via mail or e-mail. The Board of Directors wants
to facilitate so that as many shareholders as
possible are able to participate. Shareholders
who are unable to attend in person, are
encouraged to appoint a proxy. A special
proxy form is available which facilitates
separate voting instructions for each issue to be
considered by the general meeting and for each
of the candidates nominated for election. The
Company will nominate one or more persons to
vote as proxy for shareholders.
The Chairman of the Board will, and other Board
members may, attend the general meeting.
The CEO and CFO participate on behalf of the
Company, and representatives from the auditor
will also participate in the meeting.
Agenda and implementation
The agenda is determined by the Board of
Directors. The main items are pursuant to the
requirements in the Public Limited Liability
Companies Act and Article 7 of the Articles
of Association.
The general meeting is able to elect an
independent person to chair the meeting.
The minutes of the general meeting are
published via a stock exchange announcement
and are available at
www.gcrieber-shipping.com.
In 2021, the general meeting was held on
21 April and 89% of the total share capital
was represented. A total of 26 shareholders
were present or represented by proxy.
7. NOMINATION COMMITTEE
Nomination of Board members up for election
at the general meeting shall take place
through an open dialogue between the
largest shareholders. Based on the Company’s
good experience with such a process and an
assessment of the composition of the owners,
the Company has decided not to use a
nomination committee. This is a deviation from
NUES’ recommendation.
8. THE BOARD OF DIRECTORS
– COMPOSITION AND INDEPENDENCE
Composition of the Board of Directors
Pursuant to the Company’s articles of
association, the Board of Directors shall consist
of 5-7 members who are elected by the general
meeting for two years at a time. The Chairman
of the Board and the Deputy Chairman are
elected by the general meeting. The Board
of Directors currently comprises 5 members,
of which 2 are female.
The Board of Directors has been elected on
the basis of an overall assessment in which
competence, experience and integrity are
important criteria. An overview of Board
members’ competence, background and
shareholding in the Company is available on the
Company’s website www.gcrieber-shipping.com.
The Board of Directors’ independence
Executive management shall not be members
of the Board of Directors.
The Chairman of the Board, Paul-Christian
Rieber is CEO and Board member Pål Selvik
is CFO of GC Rieber AS, which is the largest
shareholder in the Company with 76.8% of the
shares.
At 31.12.2021, GC Rieber AS owns 66 145 908
shares in GC Rieber Shipping ASA, constituting
76.8% of the outstanding shares in the
Company. GC Rieber Holding AS, Pelicahn
AS and AS Javipa together hold 50% of the
shares in GC Rieber AS. Through non-controlling
interests in these three companies, the
Chairman of the Board, Paul-Christian Rieber,
indirectly owns 29.3% of the shares in GC Rieber
Shipping ASA.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
8
2021 GC RIEBER SHIPPING
No other Board members have direct or indirect
ownership interests in the Company.
The remaining three Board members are
regarded as independent of the Company’s
main shareholder and significant business
relations.
9. THE WORK OF THE BOARD OF DIRECTORS
The Board of Directors’ duties
The Board of Directors has overall responsibility
for management of GC Rieber Shipping and
also for supervising the day-today management
and the Company’s operations. This involves
developing the Company’s strategy and making
sure that it is implemented. The Board of
Directors is also responsible for control functions
to ensure that the Company has proper
operations as well as a responsible asset and risk
management.
Instructions for the Board of Directors
Pursuant to the provisions of the Norwegian
Public Limited Liability Companies Act, the
Board of Directors has established instructions
for the Board of Directors that provide detailed
regulations and guidelines for the Board of
Directors’ work and executive work.
The Board of Directors shall ensure that
members of the Board of Directors and
executive personnel make the Company aware
of any material interests that they may have in
items to be considered by the Board of Directors.
Instructions for the CEO
A clear division of responsibilities and tasks
has been established between the Board of
Directors and executive management.
Agreements with related parties
The Company carries out purchase and sales
transactions with close associates as part of
the normal business operations. All agreements
entered into between the Company and its main
shareholders (including related companies),
and also other business agreements are, and
must be, entered into on arm’s length terms.
Reference is made to note 17 in the Company’s
2021 annual accounts, where transactions with
close associates are outlined.
Financial reporting
The Board of Directors receives periodic reports
with comments on the Company’s financial
status. As far as interim reports are concerned,
the Company follows the deadlines for Oslo
Stock Exchange.
Meeting structure
The Board of Directors usually holds six ordinary
board meetings a year, evenly distributed over
the year. Quarterly and annual accounts, and
also salary and other remuneration to leading
personnel are dealt with at the board meetings.
In addition, a separate strategy meeting is
held. Extraordinary board meetings to deal
with matters that cannot wait until the next
ordinary board meeting are held when required.
In addition, the Board of Directors has organised
the work in a separate auditing committee. In
2021, eight meetings were held, compared with
ten meetings in 2020. In 2021, attendance at
the board meetings was 98%, compared with
98% in 2020.
Auditing committee
The main purpose of the auditing committee
is to monitor the Company’s internal control
systems, quality assurance of the financial
reporting and ensuring that the auditor is
independent. The auditing committee has two
members of which one is independent of
the Company’s business activities and main
shareholders. The committee has evaluated
the procedures for financial control in the core
areas of the Company’s business activities. The
committee has been informed of the external
auditor’s work and the results of this work.
The Board of Directors’ self-evaluation
The Board of Directors conducts an annual
evaluation of its work, way of working and
expertise. The Chairman of the Board conducts
an annual appraisal of the CEO in accordance
with his job description.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
9
2021 GC RIEBER SHIPPING
10. RISK MANAGEMENT AND INTERNAL
CONTROL
The Board of Directors’ responsibilities and
the object of internal control
GC Rieber Shipping’s risk management and
internal control seeks to ensure that the
Company has comprehensive control thinking
that includes the Company’s operations,
financial reporting and compliance with
applicable laws and regulations. Risk
management and internal control also
incorporates considerations related to
integrating stakeholders in relation to the
Company’s long-term value creation, including
factors such as the Company’s basic values,
ethical guidelines and guidelines for social
corporate responsibility.
The Board of Directors’ annual review
and reporting
The annual strategy meeting helps lay the
foundation for the Board of Directors’ discussions
and decisions through the year. Review and
revision of important governing documents is
considered on an on-going basis.
The administration prepares monthly finance
reports, which are reviewed by the board
members. Quarterly financial reports are
also prepared and reviewed by the Board of
Directors before the quarterly reporting. The
auditor attends meetings with the auditing
committee and the board meeting that includes
presentation of the annual accounts. The
Company’s risk aspects and management have
been thoroughly described in the report of the
Board of Directors.
Overall responsibility for internal control related
to the Company’s financial reporting is assigned
to the Board of Directors’ auditing committee.
The auditing committee has regular meetings
with the administration and the Company’s
auditor at which accounting principles, use
of estimates and other relevant topics are
discussed.
Regular reports are submitted to the Board
of Directors regarding defined KPIs related
to quality, health, environment and safety. In
addition, the GC Rieber group has prepared
guidelines on business ethics and social
responsibility, with which all employees in all
the subsidiaries should be acquainted, including
GC Rieber Shipping. GC Rieber Shipping has its
own coordinator who ensures reporting to the
Board of Directors on the status and progress
of the Company’s social responsibility and
sustainability work and who represents the
Company in the GC Rieber group’s UN Global
Compact group.
11. REMUNERATION TO THE BOARD
OF DIRECTORS
The general meeting determines annually
the remuneration to the Board of Directors.
The proposed remuneration is put forward
by the Company’s largest shareholder. The
remuneration shall reflect the Board of Directors’
responsibility, expertise, time commitment and
the complexity of the Company’s activities.
Board members who participate in Board
committees receive separate compensation
for this.
In 2021, the Company’s Board received a
total remuneration of NOK 1,117,000. The
remuneration to each Board member in 2021
is given in note 3 of the parent company’s
annual accounts. Remuneration to the Board of
Directors is not dependent on performance and
does not contain any share options.
Members of the Board of Directors and/or
companies with which they are associated
should not take on specific assignments for the
Company in addition to their appointment as a
member of the Board, but if they do, this shall be
disclosed to the full Board.
12. SALARY AND OTHER REMUNERATION
FOR EXECUTIVE PERSONNEL
GC Rieber Shipping has developed guidelines
for remuneration of leading personnel, in
accordance with the Public Limited Liability
Companies Act. The guidelines are available at
the Company’s website and should be approved
by the general meeting on an annual basis. A
separate remuneration report will be presented
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
10
2021 GC RIEBER SHIPPING
for the annual general meeting, subject to an
advisory vote.
13. INFORMATION AND COMMUNICATION
GC Rieber Shipping seeks to treat all
participants in the securities market equally
through publishing all relevant information
to the market in a timely, ecient and non-
discriminating manner. All stock exchange
reports will be available on the Company’s
website and on Oslo Børs’ news site.
Financial reports
The Company presents preliminary financial
statements by the end of February. Complete
accounts, together with directors’ report and
annual report are available to the shareholders
no later than three weeks before the general
meeting.
The Company’s financial calendar is published
for one year at a time before 31 December in
accordance with the rules of Oslo Børs. The
financial calendar is available on the Company’s
website and also on the website of Oslo Børs.
Other market information
Interim reports and presentation material are
available at www.gcrieber-shipping.com.
The Company exercises caution in its contact
with shareholders and financial analysts, cf. the
Norwegian Securities Trading Act, Norwegian
Accounting Act and the stock exchange
regulations.
14. TAKEOVER
The Board will not seek to hinder or obstruct
any takeover bids for the Company’s business
activities or shares. Should there be a bid for
the Company’s shares, the Company’s Board
of Directors will not exercise authorisations
to issue new shares or pass other resolutions
in an attempt to obstruct the bid without
the approval of the general meeting. Any
transaction that in eect is a disposal of the
Company’s business activities will be decided
on by the general meeting.
If a takeover bid has been received, the Board
of Directors will initiate an external valuation
by an independent adviser and thereafter the
Board of Directors will recommend shareholders
to either accept or reject the oer. The valuation
must also take into account how a possible
takeover will aect the long-term value creation
in the Company.
15. AUDITOR
Choice of auditor
The Company’s auditor will be chosen by the
general meeting. PwC has been the Company’s
auditor since the ordinary general meeting in
2013.
The auditor’s relationship to the Board of
Directors and the auditing committee
The Board of Directors will at least once a year
arrange a meeting with the auditor without
the presence of the executive management
in the Company. The auditor will present the
summary of an annual plan for carrying out the
audit work, and the Company’s internal control
procedures, including identified weaknesses and
proposed improvements, will be reviewed with
the Board of Directors.
The auditor also participates in board meetings
which discuss the annual accounts. At such
meetings, the auditor reviews any material
changes in the Company’s accounting
principles, comments on any material estimated
accounting figures and any significant matters
where there may have been disagreement
between the auditor and the administration.
The Board of Directors will inform about the
remuneration paid to the auditor, divided
between remuneration for audit work and other
services, at the annual general meeting.
The Company has established guidelines
in respect of the use of the auditor by the
executive management for services other than
the audit.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
ESG-report 2021
GC Rieber Shipping is strongly
committed to corporate social
responsibility and sustainability through
its entire operation. Eorts to develop
operations, practices and investments
to minimise eect on the environment
and enhance social responsibilities is a
constant priority.
Traditionally, GC Rieber Shipping’s operations
have been heavily targeted towards the oil
& gas industry through its former Subsea and
Marine Seismic segments. In recent years,
however, the strategic focus has been shifted
towards renewable energy, including oshore
wind, with a significant share of the Group’s
operating revenues coming from these markets.
ESG-Report
2021
Polar Onyx was agreed sold in December 2021 and delivered
to the new owners in February 2022. Following the sale, Polar
Onyx has left the oil & gas markets to operate within the
offshore renewables segment.
Foto: Marius Beck Dahle
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
12
2021 GC RIEBER SHIPPING – ESG
In 2020, GC Rieber Shipping pointed out a new
strategic direction, to become a pure ship-
owner with focus on developing profitable and
sustainable maritime projects, and to reduce
its exposure towards the oil and gas markets.
This strategic journey has been continued in
2021, with the sale of the two last wholly owned
vessels, Polar Queen and Polar Onyx. The vessels
were originally designed for the subsea oil & gas
markets but have both left these markets with
their new owners. Following the sales, GC Rieber
Shipping is debt free with significant investment
capacity, ready to invest in new vessel solutions
contributing to the energy shift.
GC Rieber Shipping’s exposure towards the oil
and gas markets is now primarily held through
the investment in the marine geophysical
company Shearwater Geoservices Holding AS, in
which GC Rieber Shipping reduced its ownership
from 17% to 8.5% in 2021, and through the 50%
owned Ice/Support joint venture.
The sale of vessels will significantly impact the
scope of ESG-reporting for 2022, as the business
of the Group will be substantially dierent from
2021. For 2022, GC Rieber Shipping will continue
to use its extensive expertise to contribute
to a sustainable development of the oshore
industry through new investments.
Polar Queen was sold in March 2021 and has left the oil &
gas markets to become a research ship, targeting advanced
oceanographic research, discovery and knowledge, and catalyse
sharing of information about the oceans.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
13
2021 GC RIEBER SHIPPING – ESG
ESG STRATEGY
GC Rieber Shipping has a steadfast commitment
to good environmental practices, corporate
social responsibility and corporate governance
(ESG) within the entire business operation.
International sustainability programs are
supported by actively using know-how and
competence to drive economic, environmental
and social development through own initiatives
and eorts. GC Rieber Shipping’s culture
embraces the need for constantly pushing
standards further and to contribute to an
even larger matter. A solid ESG strategy is also
essential for reaching GC Rieber Shipping’s
quality objective of client satisfaction above
expectations.
Maintaining and pushing ESG standards are
essential elements of the partnership and
collaboration with ship managers and the
operation of the vessels. The Group’s ship
manager holds certifications according to the
International Safety Management (ISM) Code,
ISO 9001 standard (quality management)
and ISO 14001 standard (environmental
management).
GC Rieber Shipping shares ethical guidelines,
basic corporate values and guidelines for
corporate social responsibility with the
GC Rieber group. The guidelines provide general
principles for business practice and personal
behaviour and are intended to form a platform
for the attitudes and basic vision that should
permeate the culture in the GC Rieber group,
and how these relate to the value creation by
the GC Rieber group. In addition, the
GC Rieber group has been a member of the
UN Global Compact since 2010, and GC Rieber
Shipping is thereby committed to integrating
UN Global Compact’s ten principles as part of
its business strategy, promoting these principles
vis-à-vis partners and reporting on activities
and improvements when it comes to these ten
principles. Please refer to the annual report and
the website for the GC Rieber group for a closer
description.
GC Rieber Shipping reports ESG according to
the reporting standard developed by the Global
Reporting Initiative (GRI), an independent,
international organisation that helps businesses
and other organisations take responsibility for
their impacts by providing a global common
language to communicate those impacts. The
GRI-standard is the world’s most widely used
standard for sustainability reporting. The ESG-
report is prepared according to GRI’s Core
option, meaning the focus of the report is on
important elements.
GC Rieber Shipping also supports the
Sustainable Development Goals (SDGs) adopted
by the United Nations in 2015, which is an urgent
call for action by all countries – developed
and developing – in a global partnership.
Specifically, the SDGs set out 17 goals to improve
environmental sustainability, social inclusion,
and economic development by 2030.
GC Rieber Shipping’s ESG strategy is anchored
with the Board of Directors, management and
governance structures.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
14
2021 GC RIEBER SHIPPING – ESG
The GRI-standards
GRI creates a common language for
organisations – large or small, private or public
– to report on their sustainability impacts in a
consistent and credible way.
The GRI standards constitute a set of universal
standards and a set of topic specific standards;
Universal standards apply to all organisations,
including contextual information about an
organisation and the managements approach
to each material topic. Topic specific standards
list disclosures relevant to a particular topic in
the categories Economic, Environmental and
Social.
A company should pick topics material for that
specific company, and the minimum criteria to
GRI is to report on at least one sub-topic under
each category Economic, Environmental and
Social.
Illustration: CEMAsys 2021
Illustration: CEMAsys 2021
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
15
2021 GC RIEBER SHIPPING – ESG
Stakeholder analysis
A fundamental starting point when
reporting according to the GRI
standard, is to determine what
topics should be considered material
for the company through engaging
dierent company stakeholders. A
stakeholder is defined as: “entities/
individuals that can be reasonably
expected to be significantly aected
by the reporting organisation’s
activities/products/services”, or
“entities/individuals whose actions
can reasonably be expected to
aect the ability of the reporting
organisation to implement its
strategies and achieve their
objectives”.
Engaging dierent stakeholders
helps identifying risks and provides
dierent perspectives then what is
internally viewed as important and
ensures that the company prioritise
issues that matters most to its
business and stakeholders.
In 2021, GC Rieber Shipping
conducted interviews of
representatives from four dierent
groups of stakeholders. From these
interviews, GC Rieber Shipping
gained important qualitative
information about the stakeholders’
interests and concerns. On a general
note, all stakeholders had high
expectations to GC Rieber Shipping
when it comes to sustainability.
GC Rieber Shipping, including the
Group management, conducted
a materiality assessment, ranking
the results across the following
two dimensions; influence on
stakeholder assessment/decisions,
and significance of environmental/
social/economic impact. The
assessment also considered the
Norwegian Shipowners’ Association’s
(NSA) guidelines on ESG reporting
in the shipping and oshore
industries, updated in November
2021. The guidelines aim for the
reports to include the most relevant
disclosures, in a way that ensures
consistency across the shipping and
oshore industries and propose
a set of indicators to reflect what
most companies within shipping and
oshore segments are likely to find
relevant.
From the materiality assessment, GC Rieber Shipping
identified four material topics for the Group’s business,
providing the foundation for the ESG strategy and the
following ESG reporting:
1. Environmental Strategy and Target Setting
2. Business Ethics & Transparency
3. Responsible Ship Recycling & Waste Management
4. R&D for Decarbonized Transition
Illustration: CEMAsys 2021
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
16
2021 GC RIEBER SHIPPING – ESG
The four topics, reflecting GC Rieber Shipping’s overall policies and ambitions, are summarised below:
Environmental Strategy
and Target Setting
Business Ethics &
Transparency
Responsible Ship Recycling
& Waste Management
R&D for Decarbonized
Transition
Make use of the at any time best
available technological solutions
to minimise the risk of releasing
environmentally hasardous substances
into air and water, and to stimulate
sustainability throughout the value chain.
Ensure the good health and well-being
of all employees and contractors.
Support and respect the protection
of internationally proclaimed human
rights and make sure that the business
is not complicit in human rights abuses.
Actively promote transparency and
counteract corruption and bribery.
Facilitate all phases from design of a
vessel, operation and to disposal and
resycling of the vessel to ensure that the
total environmental footprint through a
vessel’s lifetime is minimised.
Drive research and develop innovative
maritime projects with a sustainable
profile, contributing to the energy shift.
The UN Sustainable Development Goals
Throughout the report, GC Rieber Shipping will link each material topic to relevant SDGs, complementing the description of the Group’s impact on
sustainable development. The highlighted SDGs are those considered most material for GC Rieber Shipping’s business through the materiality assessment,
not, however, implying that the remaining SDGs are considered less important.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
17
2021 GC RIEBER SHIPPING – ESG
1: Environmental Strategy and Target Setting
Through the stakeholder analysis, the importance of a clear environmental strategy with targets and accompanying key performance indicators (KPIs) was
emphasised.
Relevant SDGs are presented in the table below:
RELEVANT
SDGS
SDG
PRIOIRITY
Ensure sustainable
consumption and
production patterns
Take urgent action to
combat climate change
and its impacts
Conserve and sustainable use
the oceans, seas and marine
resources for sustainable
development
RELEVANT
SDG TARGETS
12.2 - By 2030, achieve the sustainable
management and efficient use of natural
resources
12.6 - Encourage companies, especially large
and transnational companies, to adopt
sustainable practices and to integrate
sustainability information into their reporting
cycle
12.8 - By 2030, ensure that people everywhere
have the relevant information and awareness
for sustainable development and lifestyles in
harmony with nature
13.2 - Integrate climate change measures into
(national) policies, strategies and planning
13.3 - Improve education, awareness-raising
and human and institutional capacity on
climate change mitigation,adaptation, impact
reduction and early warning
14.1 - By 2025, prevent and significantly reduce
marine pollution of all kinds, in particular from
land-based activities, including marine debris
and nutrient pollution
14.2 - By 2020, sustainably manage and
protect marine and coastal ecosystems to
avoid significant adverse impacts, including by
strengthening their resilience, and take action
for their restoration in order to achieve healthy
and productive oceans
14.3 - Minimise and address the impacts
of ocean acidification, including through
enhanced scientific cooperation at all levels
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
18
2021 GC RIEBER SHIPPING – ESG
GC Rieber Shipping is part of a global shipping
industry, that according to the International
Maritime Organization (IMO) stands for an
estimated 2-3% of total global CO2 emissions.
In addition, GC Rieber Shipping’s operations
have traditionally been targeted towards the
oil & gas industry through its former Subsea
and Marine Seismic segments. It is evident that
the Group has operated in a sphere that has
significant potential for reductions in climate
footprint.
GC Rieber Shipping has always been dedicated
in serving its dierent market segments in the
most ecient way with modern, state of the art
vessels, and a target of zero harmful spills to the
environment. In recent years, GC Rieber Shipping
has had an ambition to reduce its exposure
towards oil & gas, and shift focus towards
renewable energy, including oshore wind.
Significant parts of the operating income have
come from renewable market segments over the
past few years.
In 2020, the Group set out a new strategic
direction to become a pure ship-owner with
focus on developing profitable and sustainable
maritime projects. The Group’s project
department holds extensive expertise within
naval architecture, engineering and newbuilding
project management and has a longstanding
history of turning complex projects into high-
end vessel assets. Building on the Group’s
strong heritage of managing complex customer
requirements and technologies, also in harsh
environments, GC Rieber Shipping is uniquely
positioned to develop tailor-made, innovative
and sustainable solutions for customers world-
wide.
In close collaboration with designers, shipyards,
equipment suppliers and ship managers,
the Group makes use of the at any time best
available technological solutions to build and
operate vessels with minimal risk of releasing
environmentally hazardous substances into
air and water, and to stimulate sustainability
throughout the value chain.
The Group’s operations are conducted in
accordance with international shipping
standards and the Group has a proactive
approach to compliance with existing and
future environmental requirements.
GC Rieber Shipping is strongly committed to
lowering the greenhouse gas (GHG) emission
intensity of its operations, and to play its part
to reach IMO’s goal of 50% emission reductions
from international shipping by 2050, and the
Paris Agreements goal to limit global warming
to well below 2 degrees.
Direct (Scope 1) GHG emissions
The following data on Scope 1 GHG emissions
is reported for GC Rieber Shipping’s total fleet
from 2018. While GC Rieber Shipping has
always had focus on continuously reducing such
emissions in operation, the main reason for the
significant reduction over the four-year period is
sale of vessels.
In 2018, GC Rieber Shipping’s fleet counted
three vessels; Polar King, Polar Queen and Polar
Onyx. Polar King was sold in August 2020, Polar
Queen in March 2021 and Polar Onyx was
delivered to the new owners in February 2022.
Following the sale of Polar Onyx, GC Rieber
Shipping has no vessels and hence Scope 1 GHG
emissions will be reduced to none.
The figure below gives the development of gross
global Scope 1 GHG emissions to the atmosphere
from GC Rieber Shipping’s vessels:
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
19
2021 GC RIEBER SHIPPING – ESG
On a general note, the operational mode of
GC Rieber Shipping’s vessels is determined by
the clients when on charter. The number, length
and speed of transits, number of thrusters in use
when in DP operation (dynamic positioning),
all depends on the specific client’s needs and
will greatly aect the fuel consumption. Thus,
for GC Rieber Shipping’s business, one cannot
draw conclusions solely based on gross fuel
consumption.
In DP operation the objective is to ensure safe
operations by keeping the vessel absolutely still
in the same position. The power consumption
required to achieve this greatly depends on
weather and current conditions.
The figure below shows GHG emissions intensity
illustrated by CO2-equivalents (metric tonnes) per
hours in DP operation:
The positive development in CO2-equivalents
(metric tonnes) per hours in DP operation in
2021 is caused by outside variables as previously
described.
In transit the vessel moves from one location to
another. Energy consumption during transit is
aected by client requirements, such as speed,
voyage planning, and weather routing.
Scope 1 GHG emission intensity in transit, as CO2-
equivalents (metric tonnes) divided by nautical miles
sailed during transit, is provided in the figure below:
As gross fuel consumption is highly aected by
a multitude of outside variables, it is important
to have measures in place to reduce GHG
emissions in all aspects of the operation. In
GC Rieber Shipping, these measures are
collectively referred to as Green Operations.
Green Operations include various fuel eciency
measures which are defined in the Ship Energy
Eciency Management Plans (SEEMP). The
SEEMPs are reviewed annually. Monitoring
and statistical analyses of fuel consumption
verifies best-practice for energy ecient engine
operations.
In 2020, all vessels were outfitted with
advanced fuel consumption monitoring systems.
All fuel taken on board the vessels is logged in
the Environmental Ship Index, which is designed
to improve the environmental performance of
sea going vessels.
The share (% of total operating hours) of transits and
DP-operations categorised as Green Operations are
presented below:
The negative development in share of Green
Operations in 2021 is caused by project specific
requirements and weather conditions.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
20
2021 GC RIEBER SHIPPING – ESG
GC Rieber Shipping always aims to further
reduce GHG emissions through improved
fuel monitoring, training of key personnel,
implementation of measurable targets and
advising clients in ecient fuel operations
such as speed/thruster optimisation, voyage
planning, weather routing and optimum use
of trim, ballast and autopilot to name a few.
Anti-fouling paint on the hulls reduces growth
of barnacles and subsequently lower fuel
consumption due to less friction. Other means
to reduce the energy consumption onboard the
vessels have been taken such as shore power
capabilities and use of LED.
GC Rieber Shipping’s vessels have been
equipped with selective catalytic reduction
(SCR), which is an advanced active emissions
control technology system that injects a liquid-
reductant agent through a special catalyst
(urea) into the exhaust stream of a diesel engine.
By using urea as a reductant, NOx emissions are
reduced. The SCR can reduce NOx emissions up
to 90%. Since 2020 all vessels were operated in
compliance with sulphur regulations, including
global sulphur limits and relevant emission
control area (ECA) limits. Furthermore, all vessels
report their fuel consumption and emission in
accordance with the IMO DCS directives and
have obtained Statement of Compliance (SoC).
Total NOx emissions from the Group’s vessels are
presented below:
GC Rieber Shipping has other internal activities
such as preparedness for acute pollution from
vessels, using environmentally friendly products
and environmental management plans.
Measures are implemented to manage logistics
in the most ecient and environmentally
friendly way. For example, planning ahead and
sending larger shipments by containers when
sending parts and goods to the vessels, rather
than smaller and more frequent shipments by
airfreight. The vessels seek to use shore power
in port whenever possible, eliminating the
fuel combustion and subsequent release of
greenhouse gases
Climate-related risks include both risks related
to the transition to a lower-carbon economy and
risks related to the physical impacts of climate
change. GC Rieber Shipping acknowledges the
importance of immediate climate actions, and
factors in this understanding when developing
corporate strategies and activities. Furthermore,
the Group aims to raise awareness and
understanding of climate change and the role
of the shipping industry amongst clients,
investors, partners, employees and other
stakeholders.
When engaging in new projects, environmental
criteria are an important part of evaluating
new suppliers to the Group. All potential
new substantial suppliers are screened using
environmental data.
Following the sale of the last wholly owned
vessel in February 2022, GC Rieber Shipping will
have reduced the Scope 1 GHG emissions to
zero. Having valuable experience from
managing GHG emissions in a fleet of
advanced vessels, GC Rieber Shipping is
uniquely positioned to utilise this competence
and develop new projects and ship designs
compliant with ambitious goals for future
emissions.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
21
2021 GC RIEBER SHIPPING – ESG
2: Business Ethics & Transparency
Stakeholders expressed high expectations to GC Rieber Shipping when it comes to business etchics and transparency.
The topic includes both economic and social GRI-disclossures, and relevant SDGs are presented in the table below:
RELEVANT
SDGS
SDG
PRIOIRITY
Achieve gender equality and
empower all women and girls
Promote sustained,
inclusive and sustainable
economic growth, full and
productive employment and
decent work for all
Promote peaceful and inclusive
societies for sustainable
development, provide access to
justice for all and build effective,
accountable and inclusive
institutions at all levels
RELEVANT
SDG TARGETS
5.1 - End all forms of discrimination against all
women and girls everywhere
5.5 - Ensure women’s full and effective
participation and equal opportunities for
leadership at all levels of decision-making in
political, economic and public life
5.c - Adopt and strengthen sound policies and
enforceable legislation for the promotion of
gender equality and the empowerment of all
women and girls at all levels
8.5 - By 2030, achieve full and productive
employment and decent work for all women
and men, including for young people and
persons with disabilities, and equal pay for work
of equal value
8.8 - Protect labour rights and promote safe
and secure working environments for all
workers, including migrant workers, in particular
women migrants, and those in precarious
employment
16.5 - Substantially reduce corruption and
bribery in all their forms
16.6 - Develop effective, accountable and
transparent institutions at all levels
16.b - Promote and enforce non-discriminatory
laws and policies for sustainable development
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
22
2021 GC RIEBER SHIPPING – ESG
Making sure that the business supports and
respects the protection of internationally
proclaimed human rights and making sure that
the business is not complicit in human rights
abuses, is an integrated part of GC Rieber
Shipping’s organisation and operations.
GC Rieber Shipping supports the GC Rieber
Group’s strategy to promote human rights
through its membership in UN Global Compact,
further information about the membership in UN
Global Compact is available in the GC Rieber
Group’s annual report and website.
GC Rieber Shipping’s commitment to operate
responsibly and to respect local laws and
regulations is absolute. Implications of
relevant laws are communicated to employees
through policies and trainings, and eective,
accountable and inclusive institutions are built
at all levels.
The shipping industry is generally exposed
to potential risks relating to corruption and
facilitation payments, particularly in relation to
the use of agents and for port calls. GC Rieber
Shipping has a zero-tolerance approach to
corruption and bribery at all levels.
The Group actively promotes transparency,
counteracts corruption and bribery and has
several anticorruption measures in place with
mandatory training of anti-corruption for all
employees and hired marine personnel. The
training raises awareness about corruption and
provides guidelines on how to handle threats of
corruption. The Group also works together with
peers and other stakeholders to avoid bribery
and corruption taking place in the supply chain.
In 2021, there were no confirmed incidents of
corruption.
In 2021 the Group had no port calls in countries
with the 20 lowest rankings in the Transparency
International’s Corruption Perception Index, and
the Group received no fines or sanctions for non-
compliance with laws and/or regulations.
GC Rieber Shipping has clear procedures for
incident reporting and whistle blowing and has
created a work environment which encourages
incident reporting and whistle blowing. There
have been no cases of whistle blowing the past
four years.
The Group is qualified through the Achilles
network, a worldwide community dedicated to
raising standards and doing business in ways
that benefit everyone. GC Rieber Shipping is
committed to focus on business ethics and
risk management, and to establish eective,
accountable and transparent governance
structures.
For further information about corporate
governance in GC Rieber Shipping, please see
separate chapter in the annual report.
The Transparency Act.
As at 31.12.2021, GC Rieber Shipping was
compliant with the GC Rieber Group’s Code
of Conduct, a policy for responsible supplier
management and to enforce lasting, resilient
partnerships. All significant agreements include
human right clauses, and in 2021, GC Rieber
Shipping did not identify any suppliers having
significant actual or potential negative social
impacts in conflict with the current Code of
Conduct.
In June 2021, the Norwegian Parliament
passed the Transparency Act. The Act shall
“promote enterprises’ respect for fundamental
human rights and decent working conditions
in connection with the production of goods
and the provision of services and ensure the
general public access to information regarding
how enterprises address adverse impacts on
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
23
2021 GC RIEBER SHIPPING – ESG
fundamental human rights and decent working
conditions”. The act is anchored in several
international obligations such as the UN Guiding
Principles on Business and Human Rights
(UNGP), the OECD Guidelines for Multinational
Enterprises and the UN’s sustainability goals.
The Transparency Act will apply for GC Rieber
Shipping as a publicly traded company with
eect from 1 July 2022, meaning GC Rieber
Shipping will need to carry out due diligence
assessments and get an overview of the
consequences their business, supply chains and
business partners have on fundamental human
rights and working conditions. The results from
the assessments will also need to be published.
All new significant suppliers in 2022 will be
screened according to the Transparency Act.
Social
Safeguarding its people is the overall objective
in everything GC Rieber Shipping does. The
constant search for ways to improve safety
performance is embedded in GC Rieber
Shipping’s culture. Each and every employee
and contractor of the Group is responsible for:
• seeking and sharing relevant knowledge related
to safe work;
• being a positive influencer and contributor to a
strong safety culture;
• creating a trusting work atmosphere to support
intervention in unsafe conditions;
• being diligent in eorts to ensure integration of
safety; and
• being creative and dare to question “truths” in
the pursuit for improvement opportunities and
innovation.
Through its risk management principles,
GC Rieber Shipping has ambition to ensure the
good health and well-being of all employees
and contractors. Occupational health and safety
management systems are implemented, and
measurable key performance indicators monitor
the eect of the activities performed within the
area.
The lost time incident rate (LTIR) for work-related
injuries and illness that results in absence from work,
beyond the date of the shift when it occurred, is
presented below.
Sick leave amongst the marine crew and in the
shore-organisation is presented below:
The increase amongst the marine crew from
2020 is partially related to Covid-19 restrictions.
Sick leave in the shore organisation in 2021 is in
its entirety related to a non-work-related injury.
Gender equality and diversity
GC Rieber Shipping is committed to be an equal
opportunities employer. The Group embraces
a positive and inclusive working environment,
characterised by equality and diversity. GC
Rieber Shipping does not accept discrimination
of any kind of its employees or other parties
involved in the Group’s activities. This includes
any and all unjust treatment, exclusion or
preference based on gender, ethnicity, age,
sexual orientation, disability, religion, political
persuasion or other circumstances.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
24
2021 GC RIEBER SHIPPING – ESG
The Group operates a policy of complete
equality between male and female workers
at all levels in the organisation, based on the
assumption that an even gender distribution will
contribute to an improved working environment
and to greater adaptability and improved
earnings for the Group in the long run. However,
the number of qualified applicants for some of
the Group’s vacant positions oshore has been
limited. As at 31 December 2021, 11% amongst
the marine crew were women, up from 7% in
2020.
As at 31.12.2020 the land organisation consisted
of eight employees, all men, while as at
31.12.2021 the land organisation counted eight
men and one woman. The management group
consisted of three men. No employees left the
Group in 2021.
The Board of Directors consists of three men
and two women as at 31.12.2021, compared with
three men and one woman as at 31.12.2020.
The industry in which the Group operates
has had, and still has an overweight of
male representation. The Board of Directors
acknowledges the current situation in the
Group, which comes as a result of the transfer of
business and 60% of the employees to OSM in
2020. GC Rieber Shipping is strongly committed
to improve the female representation by:
• implementing gender-sensitive recruitment and
retention practices and ensuring equal access to
all company-supported education and training
programs;
• supporting women’s leadership and ensuring
sucient participation of women in decision
making and governance bodies at all levels and
across all business areas;
• including non-discrimination clauses in supplier
code of conduct policies and supporting
suppliers in advancing gender equality and
women’s empowerment;
• ensuring business activities, products and
services that respect the dignity of women, and
do not reinforce harmful gender stereotypes.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
25
2021 GC RIEBER SHIPPING – ESG
3: Responsible Ship Recycling & Waste Management
GC Rieber Shipping operates on and in the oceans. Ships in GC Rieber Shipping’s possession are typically of considerable size and could negatively impact
the environment if not handled responsibly. Ship-breaking activities have become a significant environmental challenge with hundreds of large ships being
scrapped each year, gaining significant attention with several stakeholders. As part of GC Rieber Shipping’s strategy, we are highly committed to ensure that
our business has minimal impact on the ocean’s ecosystems through a vessel’s entire lifetime.
Relevant SDGs are presented in the table below:
RELEVANT
SDGS
SDG
PRIOIRITY
Ensure sustainable consumption and production patterns
Conserve and sustainable use the oceans, seas and
marine resources for sustainable development
RELEVANT
SDG TARGETS
12.2 - By 2030, achieve the sustainable management and efficient use of
natural resources
12.4 - By 2020, achieve the environmentally sound management of
chemicals and all wastes throughout their life cycle, in accordance with
agreed international frameworks, and significantly reduce their release
to air, water and soil in order to minimize their adverse impacts on human
health and the environment
12.5 - By 2030, substantially reduce waste generation through prevention,
reduction, recycling and reuse
12.6 - Encourage companies, especially large and transnational
companies, to adopt sustainable practices and to integrate sustainability
information into their reporting cycle
14.1 - By 2025, prevent and significantly reduce marine pollution of all
kinds, in particular from land-based activities, including marine debris and
nutrient pollution
14.2 - By 2020, sustainably manage and protect marine and coastal
ecosystems to avoid significant adverse impacts, including by
strengthening their resilience, and take action for their restoration in order
to achieve healthy and productive oceans
14.3 - Minimise and address the impacts of ocean acidification, including
through enhanced scientific cooperation at all levels
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
26
2021 GC RIEBER SHIPPING – ESG
GC Rieber Shipping targets a fleet of modern
vessels, which include selling vessels before
they are at the end of their life cycle. As such,
scrapping of vessels is not a direct activity for
GC Rieber Shipping’s operations. Still, responsible
ship recycling and waste management is still
highly relevant through GC Rieber Shipping’s
entire business - from the design of vessels,
during operation and to disposal of the vessels
at the end of the vessels` lifetime. The Group is
dedicated in facilitating these dierent faces so
that the total environmental footprint of a vessel
is minimised.
Already when designing a ship, GC Rieber
Shipping has disposal of the ship at the end
of its life cycle in mind. This includes an aim of
using components with a low environmental
footprint and to make it easier to recycle and
reuse the vessel’s dierent components when
dismantling the ship, all in close collaboration
with shipyards.
Responsible ship recycling clauses are
always included whenever vessels are sold,
and the Group has certified its vessels to be
in compliance with the EU Ship Recycling
Regulation (EU SRR).
All vessels follow the mandatory MARPOL which
regulates discharge and waste from vessels. All
garbage produced on board are segregated
and logged; and measures are in place to
reduce garbage in general and plastics in
particular. Plastic recycling/reduction targets
is set for the Group and for relevant suppliers.
Whenever possible, waste and litter found in the
ocean are taken onboard and treated as per
MARPOL regulations. Ghost nets, plastics and
other waste getting attached to the in-water
equipment are removed from the oceans and
brought to shore for proper disposal. All vessels
are also compliant with the IMO Ballast Water
Management convention.
GC Rieber Shipping has taken its owned
vessels above and beyond the applicable
environmental legislative worldwide standards
for shipping as they are classified as “Clean
Design” by DNV. This is an optional classification,
giving further requirements on emissions to
air (fuel oil management plan, NOx and SOx
emissions, firefighting substances and shipboard
incinerators), discharges to sea (oil bunkering
arrangements, ballast and bilge water, garbage,
sewage and antifouling to prevent growth and
transfer of alien species and environmental
responsibilities. All owned vessels have strict oil
tank protection, 5ppm oily bilge separators and
alarms and approved ballast water treatment
systems.
The Group has an objective of zero uncontrolled
releases of harmful substances in the natural
environment.
The number of potentially harmful spills, and
aggregate volume of potentially harmful spills, are
presented below:
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
27
2021 GC RIEBER SHIPPING – ESG
4: R&D for Decarbonized Transition
This material topic is closely linked to GC Rieber Shipping’s material topic 1, Environmental Strategy and Target Setting. In recent years, activities towards
oshore renewable energy have been increased as part of GC Rieber Shipping’s strategy. The market for oshore wind is evolving rapidly and the focus on
innovation is increasing. Research and development for decarbonisation of the shipping industry and the global energy mix is at the core of this strategy.
R&D for Decarbonized Transition is not directly tied to a topic specific GRI disclosures. The topic is, however, closely linked to SDG 7 – Aordable and Clean
Energy:
RELEVANT
SDGS
SDG
PRIOIRITY
Ensure access to affordable, reliable, sustainable and modern energy for all
RELEVANT
SDG TARGETS
7.1 - By 2030, ensure universal access to affordable, reliable and modern energy services
7.2 - By 2030, increase substantially the share of renewable energy in the global energy mix
7.3 - By 2030, double the global rate of improvement in energy efficiency
7.a - By 2030, enhance international cooperation to facilitate access to clean energy research and technology, including renewable energy, energy
efficiency and advanced and cleaner fossil-fuel technology, and promote investment in energy infrastructure and clean energy technology
The Group has developed several designs aimed at the maintenance and commissioning of oshore wind turbines, and also additional concepts within the
segment that go beyond the traditional solutions. Going forward the Group will continue to pursue attractive opportunities, including the development of
innovative ship designs with a sustainable profile and reduced climate footprint throughout the vessel’s life. Following the recent sale of vessels, GC Rieber
Shipping is debt free with a significant investment capacity, eager to realise new exciting opportunities with a strong market potential.
The scope of reporting on this material topic is expected to grow significantly in GC Rieber Shipping’s future ESG-reports.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
28
2021 GC RIEBER SHIPPING – ESG
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
Report of the
board of directors
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
30
2021 GC RIEBER SHIPPING
In 2021, GC Rieber Shipping continued the strategic journey set out in 2020 to
become a pure ship-owner with focus on developing profitable and sustainable
maritime projects.
In March 2021 the company sold the IMR vessel Polar Queen, and in December 2021
the company entered into an agreement to sell the last vessel in the Subsea &
Renewables segment, the SURF/Construction vessel Polar Onyx. The delivery of Polar
Onyx in February 2022 not only marked the sale of GC Rieber Shipping’s final wholly
owned vessel, but also the repayment of the Group’s debt in full.
After several challenging years following the oil crisis in 2014, GC Rieber Shipping has
emerged debt free with significant investment capacity, ready to invest in new vessel
solutions contributing to the energy shift.
OPERATIONS AND STRATEGY
From a focus on oil-related activities,
GC Rieber Shipping has turned its attention
towards renewable energy at sea. However, the
company’s existing assets and results are still
closely linked to the development within oshore
oil and gas through 50/50 joint ventures and
the 8.5% investment in the marine geophysical
company Shearwater Geoservices Holding AS
(Shearwater).
GC Rieber Shipping’s strategy is developing
profitable and sustainable maritime projects
and owning ships. The company’s project
department holds extensive expertise within
naval architecture engineering and newbuilding
project management and has a longstanding
history of turning complex projects into high-
end vessel assets. Building on the company’s
strong heritage of managing complex customer
requirements and technologies, also in harsh
environments, GC Rieber Shipping is uniquely
positioned to develop tailor-made, innovative
and sustainable solutions for customers world-
wide.
The company’s headquarter is in Bergen
(Norway), with an additional 50% owned ship
management company in Yuzhno-Sakhalinsk
(Russia). The company is listed on Oslo Børs with
ticker RISH.
The company emphasises that the information
included in this annual report contains certain
forward-looking statements that address
activities or developments that the company
expects, believes or anticipates will or may occur
in the future. The statements are based on
assumptions and estimates, and some of them
are beyond the company’s control and therefore
subject to risks and uncertainties.
Report of the Board of Directors
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
31
2021 GC RIEBER SHIPPING
HIGHLIGHTS 2021
(Figures for 2020 are given in brackets)
• Net profit of NOK 177.9 million, including sale
of shares in associated company of NOK 186.7
million (net loss of NOK 495.3 million, including
impairment of NOK 459.1 million)
• Contract backlog of NOK 90 million as of
1 January 2022
1
• An additional dividend of NOK 1.23 per share
was paid in October 2021
• A dividend of NOK 0.50 per share will be
proposed to the annual general meeting
in 2022
1
Related to the JV ice/support in Russia, excluding
charterers’ extension options.
Sale Polar Queen
On 23 March 2021, GC Rieber Shipping sold the
IMR vessel Polar Queen, built at Freire Shipyard
in 2011. The sale resulted in a positive liquidity
eect of approximately NOK 22.0 million after
repayment of the vessel’s outstanding debt.
Gain from the sale was NOK 21.0 million, in
addition the sale triggered the recycling of
foreign currency translation dierences of
NOK 155.2 million (non-cash eect).
Contract updates in the period
Polar Onyx completed its 3-year contract
with DeepOcean in Ghana in May 2021 and
completed a new 4-months contract in
September 2021 for a Tier 1 client in the North
Sea.
Sale Polar Onyx / discontinued operations
In December 2021, GC Rieber Shipping
entered into an agreement to sell the SURF/
Construction Vessel Polar Onyx, built at Ulstein
Verft in 2014. The sale included the VLS tower
onboard the vessel. The buyer was the oshore
wind service conglomerate Dong Fang Oshore
Co., Ltd, and Hung Hua Construction Co., Ltd.,
and the vessel was delivered to the new owners
17 February 2022.
The sale resulted in a positive liquidity eect of
approximately USD 20 million after repayment
of the vessel`s outstanding debt. Due to the
sale, an impairment of NOK 36.4 million was
recognised in the fourth quarter of 2021.
As Polar Onyx was the last vessel in the Subsea
& Renewables segment, the segment is
presented as discontinued operations as at
31.12.2021.
Following the sale, GC Rieber Shipping is debt
free.
Subsea & Renewables credit facilities
Entering 2021, GC Rieber Shipping had two
Subsea & Renewables credit facilities. One was
repaid in full following the sale of Polar Queen in
March 2021, and the other was repaid in full in
February 2022 following the sale of Polar Onyx.
The credit facilities have been subject for several
amendments since the refinancing of the
company in 2018, also in 2021;
In the second quarter of 2021, the 80%
reduction of scheduled amortization was
prolonged, and the cash sweep mechanism
suspended until final maturity in December
2022. In consideration of these amendments,
GC Rieber Shipping made a loan prepayment
of NOK 69 million, which replaced the cash
sweep payment scheduled for June 2021 of
approx. NOK 46 million.
Following GC Rieber Shipping’s significantly
strengthened financial position through 2021,
GC Rieber Shipping and its lenders in the third
quarter of 2021 agreed to restore the provisions
of the original credit facility agreement and
reverse material changes introduced throughout
the restructuring period. Specifically, investment
and dividend restrictions were removed, and
scheduled amortisation with full instalments
restored. The credit facility had final maturity in
December 2022 but was repaid in full following
the sale of Polar Onyx in February 2022, leaving
GC Rieber Shipping debt free.
See note 14 to the consolidated accounts for
further details.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
32
2021 GC RIEBER SHIPPING
Shearwater
In April 2021, GC Rieber Shipping’s at the time
17% owned marine geophysical company
Shearwater Geoservices Holding AS (Shearwater)
announced two transactions where Shearwater
took over marine seismic acquisition assets
previously owned by Polarcus, from Tiger Moth
AS, a company aliated with Woodstreet Inc..
Shearwater acquired the streamers and related
seismic equipment for a total cash consideration
of USD 50 million. The company further
purchased the six seismic acquisition vessels
for a total consideration of USD 127.5 million.
The transactions were financed through a new
vessel loan facility provided by DNB and GIEK of
USD 107.5 million and a convertible loan from
Rasmussengruppen AS in the amount of USD
85 million. USD 15 million of the convertible loan
was available for general corporate purposes.
On 9 July 2021, GC Rieber Shipping sold shares
in Shearwater reducing its ownership from 17.0%
to 8.5%. Gross proceeds from the sale were
USD 50.5 million. Following the transaction,
GC Rieber Shipping was no longer party to the
shareholder agreement and the remaining
shares were booked as financial assets at fair
value.
Additional dividend
23 September 2021, an extraordinary general
meeting approved an additional dividend
of NOK 1.23 per share on the basis of the
company’s annual accounts for 2020. The
additional dividend, a total of NOK 105.9 million,
was paid to the shareholders 5 October 2021.
Events after the end of the period
Sale of Polar Baikal
GC Rieber Shipping has sold the crew boat Polar
Baikal, owned through the 50/50 joint venture
in the Ice/Support segment. The vessel has been
chartered to the Sakhalin Energy Investment
Corporation (SEIC) for 12 years and was delivered
to the new owners in February 2022. The sale
will have limited accounting eects.
Business and assets in Russia
The ongoing war in Ukraine and related
sanctions against Russia have increased the risk
related to the Group’s joint ventures and assets
in Russia. It is currently uncertain to what extent
the business will be aected. GC Rieber Shipping
is monitoring the situation closely to comply with
all sanctions.
FINANCIAL REVIEW
As at 31 December 2021, the Subsea &
Renewables segment is presented as
discontinued operations.
Profit and loss
The GC Rieber Shipping group’s (the “Group”)
total operating income in 2021 excluding
discontinued operations was NOK 2.4
million (NOK 4.9 million). EBITDA excluding
discontinuing operations amounted to NOK
129.7 million (NOK 20.9 million), including gain
from sale of shares in Shearwater of NOK 186.7
million.
Net operating income (EBIT) excluding
discontinued operations was NOK 128.0 million
(NOK 19.1 million).
Net financial items excluding discontinued
operations was NOK 11.1 million (negative NOK
2.4 million), including unrealised currency gain
of NOK 6.2 million (loss of NOK 14.5 million).
The Group’s net profit for 2021 was NOK 177.9
million (loss of NOK 495.3 million, including
impairment from discontinued operations of
NOK 459.1 million). Earnings and diluted earnings
per share amounted to NOK 2.07 (NOK -5.75).
Cash flow
For 2021 the Group had a positive cash flow of
NOK 240.4 million (positive NOK 40.2 million).
Cash flow from operating activities was negative
NOK 3.5 million (positive NOK 68.7 million).
Cash flow from investment activities was positive
NOK 780.0 million, including NOK 440.1 million
from the sale of financial fixed assets and NOK
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
33
2021 GC RIEBER SHIPPING
339.9 million from sale of discontinued fixed
assets (positive NOK 316.5 million, including NOK
281.2 million from the sale of discontinued fixed
assets).
Cash flow from financing activities was negative
by NOK 536.2 million. The amount includes the
additional dividend of NOK 105.9 million, and
payment of interests and instalments of NOK
428.6 million related to discontinued operations
(negative NOK 344.9 million, including payment
of interests and instalments of NOK 343.1 million
related to discontinued operations).
As at 31 December 2021, the Group’s holding of
liquid assets was NOK 482.7 million (NOK 240.4
million).
Net cash flow for GC Rieber Shipping ASA was
positive NOK 192.8 million in 2021 (positive NOK
51.1 million), with a cash holding of NOK 219.4
million as at 31 December 2021 (NOK 179.2
million).
Balance sheet
The Group’s total assets as at 31 December 2021
amounted to NOK 1,713.7 million (NOK 2,120.2
million), whereof NOK 593.8 million related to
discontinued operations. Total assets in
GC Rieber Shipping ASA amounted to NOK 879.6
million (NOK 1,001.8 million).
As at 31.12.21 GC Rieber Shipping has booked
NOK 5.0 million in research and development,
related to new ship designs.
The Group’s book equity as at 31 December 2021
was NOK 1,213.2 million (NOK 1,277.6 million),
corresponding to an equity ratio of 70.8%
(60.3%). Book equity for GC Rieber Shipping ASA
was NOK 582.8 million (NOK 640.7 million).
Financing
All of GC Rieber Shipping’s interest-bearing
liabilities in 2021 was related to the discontinued
Subsea & Renewables segment. Following the
sale of Polar Onyx completed in February 2022,
the Group is debt free. See note 14 for further
information.
For 2021 in total, the Group paid NOK 409.8
million in loan instalments. The amount included
ordinary debt instalments, a prepayment of
NOK 69 million related to the refinancing in
the second quarter, and NOK 264.4 million
related to the sale of fixed assets (NOK 343.1
million including ordinary debt instalments, a
cash sweep of NOK 93.6 million and NOK 286.9
million related to the sale of fixed assets).
The Group’s liquid assets in terms of bank
deposits and interest-bearing securities as at
31 December 2021 amounted to NOK 482.7
million (NOK 240.4 million). The Group’s liquid
assets are primarily held in NOK and USD.
As at 31 December 2021, the Group had net
interest-bearing assets of NOK 63.5 million (net
liabilities of NOK 567.5 million). At the same time
the parent company, GC Rieber Shipping ASA,
had net interest-bearing assets of NOK 421.2
million (NOK 219.4 million).
GC Rieber Shipping’s covenants are tied to
working capital and equity for all its liabilities.
GC Rieber Shipping’s Subsea & Renewables
credit facilities, originally from 2014, were
refinanced and amended in the first quarter
2018 to improve the company`s financial
runway in challenging market conditions.
Following GC Rieber Shipping’s significantly
strengthened financial position the past
year, GC Rieber Shipping and its lenders
agreed to restore the provisions of the original
credit facility agreements and to reverse
material changes introduced throughout the
restructuring period. Specifically, investment
and dividend restrictions were removed, and
scheduled amortisation with full instalments
restored. The credit facility had final maturity
in December 2022 but was repaid in full in
February 2022 following the sale of Polar Onyx.
GC Rieber Shipping complied with the amended
financial covenants throughout 2021 and at
31 December 2021. See note 14 to the
consolidated accounts for further details.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
34
2021 GC RIEBER SHIPPING
Foreign currency situation
The Group’s reporting follows the International
Financial Reporting Standards (IFRS), which are
the accounting principles adopted by the EU.
The Group does not use hedge accounting for
its financial instruments, and changes in the
market value of financial hedging instruments
are therefore recognised in the profit statement,
in accordance with IFRS 9.
The GC Rieber Shipping Group uses the
Norwegian krone (NOK) as its presentation
currency, while several of its subsidiaries have
USD as functional currency. Therefore, the
international accounting standard IAS 21
applies.
Any change in the USD/NOK exchange rate
aects the Group’s equity and profit, as the
Group’s interest-bearing debt and fixed
assets are denominated mainly in USD and
translated at the USD/NOK exchange rate
on the balance sheet date. For subsidiaries
with USD as functional currency, translation
dierences arising in respect of vessels and
debt are recognised as other comprehensive
income. Translation dierences will also arise
for subsidiaries that have USD as functional
currency and hold liquid assets in NOK. These
holdings are translated into USD respectively
at the exchange rate on the balance sheet
date, and translation dierences are carried
against the statement of comprehensive
income.
MARKET DEVELOPMENT AND SEGMENTS
GC Rieber Shipping’s activities are closely linked
to the energy markets. With the sale of vessels
in 2021, GC Rieber Shipping’s exposure towards
the oil & gas markets is reduced, however,
both the 50/50 joint ventures and the 8.5%
investment in the marine geophysical company
Shearwater Geoservices Holding AS (Shearwater)
remains. For future projects, GC Rieber Shipping
is targeting the markets for oshore renewable
energy.
The market for oshore wind is developing
rapidly. As part of GC Rieber Shipping’s strategy,
the company has developed several designs
aimed at the maintenance and commissioning
of oshore wind turbines. The company has
also developed additional concepts within
the segment that goes beyond the traditional
solutions. GC Rieber Shipping considers these
to be exciting opportunities with good market
potential. Specifically, GC Rieber Shipping
seeks to develop innovative, profitable vessel
solutions with a sustainable profile, with the aim
of significantly reducing the climate footprint
throughout the vessel’s lifetime.
The Ice/Support market is stable with
indications of favourable developments in niche
segments; however, the ongoing war in Ukraine
and related sanctions against Russia, have
increased the risk related to the Group’s joint
ventures and assets in Russia.
Subsea & Renewables (discontinued)
Entering 2021, GC Rieber Shipping had two
vessels within the Subsea & Renewables, Polar
Queen and Polar Onyx.
Polar Queen was sold in March 2021 and was
idle until the sale. Gain from the sale was NOK
21.0 million, in addition the sale triggered
the recycling of foreign currency translation
dierences of NOK 155.2 million (non-cash
eect). Following the sale, the vessel’s debt
was repaid in full.
Polar Onyx finished its 3-year contract with
DeepOcean in May 2021, after which the vessel
returned to the North-Sea for a 4-months
contract for a Tier 1 client. The vessel was idle
from the start of October 2021 and was agreed
sold in December 2021. Delivery to the new
owner was 17 February 2022. The sale resulted
in a positive liquidity eect of approximately
USD 20 million after repayment of the vessel’s
outstanding debt in full. Due to the sale, an
impairment of NOK 36.4 million was recognised
in the fourth quarter of 2021.
As a result of the sales of the two vessels in 2021,
the Subsea & Renewables segment is presented
as discontinued operations as at 31.12.2021.
Profit from discontinued operations was NOK
38.9 million in 2021, including impairment of
NOK 31.9 million reflecting the vessels selling
price (negative NOK 512.1 million, including
impairment of NOK 459.1 million).
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
35
2021 GC RIEBER SHIPPING
Joint Ventures
Ice/Support
As at 31.12.2021 GC Rieber Shipping owned the
ice breaker Polar Pevek and the two crew vessels
Polar Piltun and Polar Baikal through 50/50 joint
ventures located in Cyprus with external parties.
Polar Baikal was sold in the first quarter of 2022.
The vessels are operated by a 50% owned ship
management company in Yuzhno-Sakhalinsk
in Russia. GC Rieber Shipping’s 50% stake is
reported in the profit and loss statement under
«Profit from joint ventures and associates».
Polar Pevek is chartered to Exxon Neftegas
until 2023 and operates out of the DeKastri oil
terminal, assisting tankers carrying oil from the
Sakhalin I oshore field outside eastern Russia.
Polar Piltun is currently idle.
GC Rieber Shipping’s share of profit in 2021
amounted to NOK 26.7 million (NOK 48.4
million). The reduced profit compared with 2020
is mainly due to a planned docking of Polar
Pevek and Polar Baikal being idle for the entire
period.
The ongoing war in Ukraine and related
sanctions against Russia have increased the risk
related to the joint ventures and assets located
in Russia. It is currently uncertain to what extent
the business will be aected. GC Rieber Shipping
is monitoring the situation closely to comply with
all sanctions.
Financial fixed assets
Shearwater
As a result of GC Rieber Shipping’s reduced
ownership in Shearwater from 17% to 8.5%,
the investment is booked as a financial asset
at fair value from 9 July 2021. The investment
was previously reported in the profit and loss
statement under «Profit from joint ventures and
associates».
Shearwater operates as a global, customer-
focused and technology-driven provider of
marine geophysical services. Shearwater owns
and operates a large fleet of seismic acquisition
vessels, oering a full range of acquisition
services including 3D, 4D and ocean bottom
seismic. The company also has a portfolio of
proprietary streamer technology and processing
software enabling eective execution of
geophysical surveys and delivery of high-quality
data. The company has approximately 800
employees and operates in all major oshore
basins across the world. This makes Shearwater
a leading global and technology-driven full-
service provider of marine geophysical services,
able to deliver exceptional customer solutions.
The acquisition of marine seismic acquisition
assets previously owned by Polarcus in April 2021
further strengthened Shearwater’s capabilities
and helped accelerate its fleet renewal
program. Covid-19 has continued to aect the
seismic market in 2021, however with a modern
and flexible fleet, Shearwater is positioned to
partake in the expected improving market going
forward.
GC Rieber Shipping`s share of profit in 2021, up
until 9 July 2021, was negative NOK 61.7 million
(negative NOK 33.9 million, including a non-cash
financial income of NOK 51.7 million from the
conversion of a vendor note related to the CGG
transaction in January 2020).
GOING CONCERN
Based on the above report of profit and loss
for the GC Rieber Shipping Group, the Board of
Directors confirms that the financial statements
for 2021 are prepared on the principle of going
concern and that there is basis for adopting this
principle in accordance with section 3-3 of the
Norwegian Accountancy Act.
ALLOCATION OF PROFITS
The parent company GC Rieber Shipping ASA
had a net profit of NOK 90.7 million in 2021,
including sale of shares in subsidiaries of
NOK 113.0 million (net loss of NOK 121.6 million,
including a write-down of receivables from
a subsidiary of NOK 104.4 million). The parent
company’s equity as at 31 December 2021
amounted to NOK 585.8 million (NOK 640.7
million).
The Board of Directors proposes a dividend
of NOK 0.50 per share for 2021.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
36
2021 GC RIEBER SHIPPING
The profit for the year is proposed allocated
as follows:
(NOK MILLION)
Allocated for dividends:
43.0
Transferred to other equity:
47.6
Total allocated:
90.6
FINANCIAL RISK AND RISK MANAGEMENT
Risk management
GC Rieber Shipping operates in a global
and cyclical market, exposing the Group to
several risk factors as well as the development
in the markets for petroleum- and oshore
renewable products. The Board of Directors of
GC Rieber Shipping therefore focuses on risk
management and risk control, and routines have
been implemented to mitigate risk exposure.
Operative risk management is handled by the
financial department and is reported to the
Board of Directors regularly. The Group has a
separate audit committee that monitors and
follows up on the Group’s internal risk and
control systems. Audit committee meetings are
held in connection with the presentations of
annual and interim reports.
The Group has a general liability insurance in
addition to insurance for the Board of Directors
for their possible liability to the company and
third-party interests.
Market risk
As the Group has activities towards the ice/
support and oil & gas industry, GC Rieber
Shipping is closely linked to developments in the
energy sector, geopolitical developments and
exploration and research-related operations in
Arctic environments.
Covid-19 and a highly volatile oil price have
aected GC Rieber Shipping through 2021 as
in 2020. Although the Group has not lost any
business as a result of these events, the Group
has faced higher costs keeping the vessels
operational through the challenging times.
Having sold all fully owned vessels, the Group’s
exposure towards market risk is reduced for
the time being. However, the ongoing war in
Ukraine and related sanctions against Russia
have increased the risk related to the Group’s
joint ventures and assets in Russia. It is currently
uncertain to what extent the business will be
aected.
Financial risk
Currency risk
As the Group’s income comes in NOK, USD, GBP
and EUR, and operational and administration
costs are mostly in NOK, USD and EUR, the
Group is exposed to fluctuations in exchange
rates. To reduce currency risk, the Group’s
liabilities has mainly been held in USD. In
addition, there is a continuous evaluation of
hedging methods related to expected future net
cash flow in USD and other relevant currencies.
Interest risk
The Group continuously assesses how large a
share of its exposure to the interest level should
be secured by hedging agreements and has
traditionally used dierent types of interest rate
derivatives as a protection against fluctuations
in the interest level.
At the end of 2021, 100% of the Group’s
liabilities were secured with a fixed interest rate.
Following the sale of Polar Onyx in February
2022, the Group has no interest-bearing
liabilities.
Credit/Counterparty risk
When including all contracts secured up until the
reporting date for this annual report, contract
backlog was NOK 90 million as of 1 January
2022 (NOK 216 million), all related to the JV Ice/
Support with increased risk due to the ongoing
war in Ukraine and related sanctions against
Russia. GC Rieber Shipping is monitoring the
situation closely.
Liquidity risk
The Group’s financing structure is described in
note 14 to the consolidated accounts. Lenders
include recognised Norwegian and international
shipping banks.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
37
2021 GC RIEBER SHIPPING
GC Rieber Shipping maintains an active liquidity
management. Deposits are made in financial
institutions with high financial status as well as
in interest-bearing securities with high liquidity
and low credit risk.
Operational risk
There will always be a risk of unforeseen
operational problems, which could result in
higher operational costs and lower income than
predicted and expected. GC Rieber Shipping
is dedicated in ensuring good and stable
operations and has several systems and routines
for quality assurance to minimise unforeseen
incidents as much as possible.
ENVIRONMENT, CORPORATE SOCIAL
RESPONSIBILITY AND CORPORATE
GOVERNANCE (ESG)
GC Rieber Shipping is committed to practice
good corporate social responsibility, and the
Group has a proactive approach to corporate
social responsibility and sustainability in all
parts of the organisation. A separate report on
environment, corporate social responsibility and
corporate governance is provided in the annual
report.
The company sets a high standard for corporate
governance, in compliance with The Norwegian
Code of Practice for Corporate Governance
(cf. most recent edition dated 14 October 2021).
A more detailed description of the Group’s
Corporate Governance is provided in a separate
chapter in the annual report.
Organisation and employees
GC Rieber Shipping had a total of 9 (8)
employees at the end of 2021, all employed in
the land organisation. In addition, the Group
had 48 (72) contracted mariners for the Group’s
owned vessel, and the management company
in the joint venture in YuzhnoSakhalinsk (Russia)
had 5 (5) employees.
Please refer to note 3 in the parent company’s
Financial Statement for details on payroll
expenses, and also the separate report on
remuneration to leading personnel.
Health, Safety, Environment and Quality
(HSEQ)
The HSEQ-objective for GC Rieber Shipping’s
operations is to prevent personal injuries,
environmental spills and property damages,
and to achieve client satisfaction above
expectations. HSEQ is fully integrated in
all operations and practices and subject to
constant evaluation to push the standards to
higher levels.
Further information regarding health, safety and
environment in GC Rieber Shipping is available
in the the Group’s ESG report for 2021.
GENERAL MEETING
The general meeting for 2021 will be held on
21 April 2022.
SHAREHOLDER INFORMATION
In 2021, the Group’s shares were traded between
NOK 6.00 and NOK 10.40 per share. A total of
3,853,650 shares were traded. The closing price
31 December 2021 was NOK 9.05, which based
on the 86,087,310 shares outstanding valued
the Group’s equity at approximately NOK 779.1
million.
As at 31 December 2021, GC Rieber Shipping had
971 shareholders (728). Of total shares, 94.8%
was owned by the 20 largest shareholders.
GC Rieber AS’ stake was 76.8%.
The company had 47 foreign owners holding
a total of 0.19% of the shares.
OUTLOOK
In 2020, GC Rieber Shipping made a strategic
decision to become a shipowner and project-
house with focus on developing profitable
and sustainable maritime projects. The sale
of Polar Onyx concluded this transformation.
Following the sale, GC Rieber Shipping’s
remaining investments are JV-Ice/Support
(50% ownership) and the marine geophysical
company Shearwater (8.5% ownership).
Bergen 18 March 2022
The Board of Directors of GC Rieber Shipping ASA
Paul-Chr. Rieber
Chairman
Morten Foros Krohnstad
Vice Chairman
Birthe Cecilie Lepsøe
Board Member
Pål Selvik
Board Member
Ingrid von Streng Velken
Board Member
Einar Ytredal
CEO
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
38
2021 GC RIEBER SHIPPING
Furthermore, GC Rieber Shipping is debt
free after the sale of Polar Onyx and holds a
significant investment capacity for new projects.
Both Polar Onyx and Polar Baikal were delivered
to their new owners in February 2022. The Ice/
Support market is stable with indications of
favourable developments in niche segments,
however, the ongoing war in Ukraine and related
sanctions against Russia have increased the risk
related to the Group’s joint ventures and assets
in Russia. GC Rieber Shipping is monitoring the
situation closely to comply with all sanctions.
GC Rieber Shipping’s in-house project
management department holds extensive
expertise within naval architecture engineering
and newbuilding project development
and has a longstanding history of turning
innovative projects into high-end vessel assets.
Building on the company`s strong heritage of
managing complex customer requirements
and technologies, GC Rieber Shipping is
uniquely positioned to develop tailor-made and
innovative solutions for customers world-wide.
GC Rieber Shipping targets environmentally and
economically sustainable project developments
within niche segments and is ready to invest in
new vessel solutions contributing to the energy
shift.
RESPONSIBILITY STATEMENT
We confirm, to the best of our knowledge, that
the condensed set of financial statements for
the period 1 January to 31 December 2021
has been prepared in accordance with the
International Financial Reporting Standards
(IFRS) and interpretations determined by the
International Accounting Standards Board and
adopted by the EU eective as at 31 December
2021, and that the information gives a true
and fair view of the Group’s assets, liabilities,
financial position and profit or loss as a whole,
and a fair review of the information as stated
in the Norwegian Securities Trading Act, §
5-6 fourth section. We also confirm, to the
best of our knowledge, that the annual report
includes a fair review of important events that
have occurred in the accounting period and
their impact on the condensed set of financial
statements, a description of the principal risks
and uncertainties for the coming accounting
period, and major related-parties’ transactions.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
Financial Statement
GC Rieber Shipping
ASA Group 2021
Consolidated Income Statement
GC RIEBER SHIPPING GROUP
Consolidated Statement of
Comprehensive Income
GC RIEBER SHIPPING GROUP
(NOK 1 000) NOTE 2021 2020
OPERATING INCOME
Charter income
0 0
Other shipping related operating income
2 452 4 923
Total operating income
5,6 2 452 4 923
OPERATING EXPENSES
Vessel operating expenses
0 0
Crew and catering expenses
0 0
Administration expenses
7,16,17 -23 918 -29 632
Total operating expenses
-23 918 -29 632
Gain (loss) from share issues in associated company
4 186 712 31 068
Profit from joint ventures and associates
4 -35 518 14 522
Earnings before interests, taxes, depreciations and
amortisations (EBITDA)
129 728 20 881
Depreciation
10,16 -1 744 -1 744
Impairment / reversal of impairment on fixed assets
0 0
Gains (losses) on sale of fixed assets
0 0
Net operating income (EBIT)
127 984 19 137
FINANCIAL INCOME AND EXPENSES
Financial income
18 3 101 3 518
Financial expenses
16,18 -658 -781
Realised currency gains (losses)
18 2 414 9 354
Unrealised currency gains (losses)
18 6 193 -14 477
Net income before taxes
139 034 16 751
Taxes
8 0 0
Profit from continuing operations
139 034 16 751
Profit from discontinued operations
38 877 -512 089
Net income for the year
177 911 -495 338
Basic and diluted earnings per share
9 2,07 -5,75
Earnings and diluted earnings per share continuing
operations
9 1,62 0,19
(NOK 1 000) 2021 2020
Net income for the year
177 911 -495 338
OTHER COMPREHENSIVE INCOME:
Items that will not be reclassified to profit or loss
Changes in pension estimates
-472 644
Tax effect changes in pension estimate
104 -142
Items that may be subsequently reclassified to profit or loss
Foreign currency translation subsidiaries, joint ventures and
associated companies - continued operations
14 113 -25 642
Foreign currency translation subsidiaries discontinued operations
14 172 55 270
Foreign currency translation associated companies continued
operations recycled
-9 474 0
Foreign currency translation subsidiaries discontinued operations
recycled
-155 245 0
Sum comprehensive income for the year
41 109 -465 208
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
40
2021 GC RIEBER SHIPPING ASA GROUP
(NOK 1 000) NOTE 31.12.2021 31.12.2020
ASSETS
FIXED ASSETS
Rights, pantents etc.
10 4 999 0
Total intangible fixed assets
4 999 0
Vessels
10 0 899 240
Machinery and equipment
10 0 8 583
Right-of-use asset
16 2 590 4 316
Total tangible fixed assets
2 590 912 139
Investments in joint ventures and associates
4 187 840 910 252
Other financial fixed assets
440 301 0
Other long-term receivables
0 8 539
Total financial fixed assets
628 141 918 791
Total fixed assets
635 730 1 830 931
CURRENT ASSETS
Trade receivables
11 859 29 942
Other current receivables
11 625 18 856
Total receivables
1 484 48 798
Cash and cash equivalents
12 482 698 240 430
Total current assets
484 182 289 228
Assets classified as held for sale
593 821 0
Total assets
1 713 733 2 120 159
Consolidated Statement of Financial Position
GC RIEBER SHIPPING GROUP
(NOK 1 000) NOTE 31.12.2021 31.12.2020
EQUITY AND LIABILITIES
EQUITY
Share capital (86,087,310 shares at NOK 1.80)
13, 17 154 957 154 957
Portfolio of own shares (54,500 shares at NOK 1.80)
13 0 -98
Share premium
286 510 286 510
Paid in capital
441 467 441 369
Other equity
771 755 836 236
Total retained earnings
771 755 836 236
Total equity
1 213 222 1 277 605
LIABILITIES
Pension liabilities
15 6 902 6 607
Total provisions
6 902 6 607
Long-term debt
14,16 853 787 673
Total long-term debt
853 787 673
Current portion of long-term debt
14 0 20 212
Trade payables
2 882 20 742
Public duties payable
1 595 1 862
Other current liabilities
19,16 4 337 5 458
Total current liabilities
8 814 48 273
Total liabilities
16 569 842 553
Liabilities of assets classified as held for sale
483 942 0
Total equity and liabilities
1 713 733 2 120 159
Bergen 18 March 2022
The Board of Directors of GC Rieber Shipping ASA
Paul-Chr. Rieber
Chairman
Morten Foros Krohnstad
Vice Chairman
Birthe Cecilie Lepsøe
Board Member
Pål Selvik
Board Member
Ingrid von Streng Velken
Board Member
Einar Ytredal
CEO
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
41
2021 GC RIEBER SHIPPING ASA GROUP
(NOK 1 000) NOTE 2021 2020
CASH FLOW FROM OPERATING ACTIVITIES
Net income before taxes
139 034 16 751
Taxes paid
0 0
Depreciation
10 1 744 1 744
Gain on sale of shares in associates
4 -186 712 -31 068
Profit from joint ventures and associates
4 35 518 -14 522
Currency losses (gains)
-8 607 5 123
Change in consumables and spare parts
0 2 689
Change in short term receivables
47 314 2 496
Change in current liabilities
-18 127 4 382
Change in other current assets and other liabilities
2 952 -6 295
Net cash flow from discontinued operations
-16 576 87 372
Net cash flow from operating activities
-3 459 68 672
CASH FLOW FROM INVESTMENT ACTIVITIES
Payments from investments in financial assets
10 493 35 298
Payments from sale of shares in associates
440 092 0
Transaction costs
10 -10 455 0
Net cash flow from discontinued operations
339 875 281 178
Net cash flow from investment activities
780 005 316 476
CASH FLOW FROM FINANCING ACTIVITIES
Installment financial lease
16 -1 705 -1 851
Dividend payment
13 -105 887 0
Net cash flow from discontinued operations
-428 586 -343 093
Net cash flow from financing activities
-536 178 -344 944
Net cash flow from discontinued operations
-105 287 25 457
Net change cash and cash equivalents
240 368 40 204
Cash and cash equivalents at 01.01.
240 430 211 528
Reclassification from cash to long term receivables
0 -8 531
Currency gains (losses) on cash and cash equivalents
1 900 -2 770
Cash and cash equivalents at 31.12.
12 482 698 240 430
Consolidated Cash Flow Statement
GC RIEBER SHIPPING GROUP
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
42
2021 GC RIEBER SHIPPING ASA GROUP
(NOK 1 000)
SHARE
CAPITAL
OWN
SHARES
SHARE
PREMIUM
FOREIGN
CURRENCY
TRANSLATION
OTHER
EQUITY
TOTAL
EQUITY
2020
Balance at 1 January 2020
154 957 -98 286 510 373 040 928 402 1 742 814
Net income for the year
-495 338 -495 338
Other comprehensive income
29 628 502 30 130
Total income and expense for the year
29 628 -494 837 -465 208
TRANSACTIONS WITH SHAREHOLDERS
Dividends to the shareholders
0 0
Balance at 31 December 2020
154 957 -98 286 510 402 668 433 565 1 277 605
2021
Balance at 1 January 2021
154 957 -98 286 510 402 668 433 565 1 277 605
Net income for the year
177 911 177 911
Other comprehensive income
-136 434 -368 -136 802
Total income and expense for the year
-136 434 177 543 41 109
TRANSACTIONS WITH SHAREHOLDERS
Sale of own shares
98 298 396
Dividends to the shareholders
-105 887 -105 887
Balance at 31 December 2021
154 957 0 286 510 266 234 505 519 1 213 222
Consolidated Statement of Changes in Equity
GC RIEBER SHIPPING GROUP
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
43
2021 GC RIEBER SHIPPING ASA GROUP
Notes to the Consolidated
Financial Statements
GC RIEBER SHIPPING GROUP
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
44
2021 GC RIEBER SHIPPING ASA GROUP
NOTE 1 – Corporate information
GC Rieber Shipping is a shipowner and project-house with focus on developing
profitable and sustainable maritime projects.
The company has its headquarter in Bergen, with an additional 50% owned
ship management company in Yuzhno-Sakhalinsk (Russia). The company is
listed on Oslo Børs with ticker RISH.
The financial statements were authorised for issue by the Board of Directors
on 18 March 2022.
NOTE 2 – Accounting policies
2.1 PRINCIPAL ACCOUNTING POLICIES
The consolidated financial statements of the GC Rieber Shipping ASA
group (the “Group”), including comparable figures, have been prepared in
accordance with International Financial Reporting Standards (IFRS) and IFRS
Interpretations, published by the International Accounting Standards Board
and adopted by the EU, eective as at 31.12.2019.
The consolidated financial statements have been prepared under the
historical cost convention, as modified by the revaluation of the following
assets:
• financial assets and financial liabilities (including financial derivatives) at fair
value through profit or loss.
The preparation of financial statements in conformity with IFRS requires
the use of estimates (note 2.20). It also requires management to exercise its
judgement in the process of applying the Group’s accounting policies. The
areas involving a higher degree of judgement or complexity, or areas where
assumptions and estimates are significant to the consolidated financial
statements, are disclosed in notes.
2.2 CHANGES IN ACCOUNTING POLICIES
There were no changes in accounting principles in 2021.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
45
2021 GC RIEBER SHIPPING ASA GROUP
2.3 FOREIGN CURRENCY TRANSLATION
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities
are measured using the currency of the primary economic environment in
which the entity operates (functional currency NOK or USD). The consolidated
financial statements are presented in NOK, which is the parent company’s
functional and presentation currency.
Transactions in foreign currency
Foreign currency transactions are translated into the functional currency using
the exchange rates prevailing at the dates of the transactions. Monetary
items are translated at the current exchange rate, non-monetary items that
are measured at historical cost are translated at the rate in eect on the
original transaction date, and non-monetary items that are measured at fair
value are translated at the exchange rate in eect at the time when the fair
value was determined. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation of monetary assets
and liabilities denominated in foreign currencies to year-end exchange rates
are recognised in the income statement.
Group companies
The results and financial position of the Group’s entities that have a functional
currency dierent from the presentation currency are translated into the
presentation currency as follows:
A. assets and liabilities for each balance sheet presented are translated at
the closing rate at the date of that balance sheet
B. income and expenses for each income statement are translated at average
exchange rates
C. exchange dierences are recognised in other comprehensive income and
specified separately in equity
When a foreign subsidiary is disposed of the accumulated exchange,
dierences related to that subsidiary are recognised in the income statement.
2.4 CONSOLIDATION PRINCIPLES, JOINT VENTURES AND ASSOCIATED
COMPANIES
Subsidiaries are all entities (including structured entities) over which the Group
has control. The Group controls an entity when the Group is exposed to, or
has rights to, variable returns from its involvement with the entity and has the
ability to aect those returns through its power over the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the
Group. They are deconsolidated from the date that control ceases. Business
combinations are accounted for using the acquisition accounting method.
Companies, which are acquired or sold during the period, are included in the
consolidated financial statements from the point in time when the parent
company acquires control or until control ceases.
Jointly controlled entities are entities over which the Group has joint control
through a contractual agreement between the parties.
The Group’s interests in joint ventures and associated companies are
accounted for using the equity method.
When the Group’s share of losses in a joint venture/associate exceeds
its interests in the joint venture/associate (which includes any long-term
interests that, in substance, form part of the Group’s net investment in the
joint venture/associate), the Group does not recognise further losses, unless
it has incurred obligations or made payments on behalf of the joint venture/
associate.
The company accounts of jointly controlled entities have been prepared
for the same accounting year as the parent company and with uniform
accounting policies.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
46
2021 GC RIEBER SHIPPING ASA GROUP
Intra-Group transactions and balances, including internal profits and
unrealised gains and losses, are eliminated.
Unrealised gains from transactions with associated companies and jointly
controlled entities are eliminated in the Group’s share of the associated
company/jointly controlled entity. Correspondingly, unrealised losses are
eliminated, but only if there are no indications of any impairment in the value
of the asset that is sold internally.
The Group’s share of its associates’ post-acquisition profits or losses is
recognised in the income statement, and the share of other comprehensive
income is recognised in other comprehensive income and adjusts the carrying
amount of the investments. When the Group’s share of losses in associates
equals or exceeds its interest in the associate, the Group does not recognise
further losses, unless it has incurred obligations or made payments on behalf
of the associate. Any loans to the associates are measured according to other
financial assets of the same category.
The Group’s share of unrealised gains on transactions between the Group
and its associates is eliminated. Unrealised losses are also eliminated unless
the transaction provides evidence of an impairment of the asset transferred.
The accounts of the associates have been changed, if necessary, to align the
accounting policies with those of the policies in the Group.
2.5 CASH AND CASH EQUIVALENTS
Cash and cash equivalents include bank deposits, cash in hand and short-
term bank deposits with an original maturity of three months or less. In some
cases, the Group also enters into contracts for short-term deposits with
maturity exceeding three months. See note 14 for further details.
2.6 TRADE RECEIVABLES
Trade receivables are amounts due from customers for services performed in
the ordinary course of business. They are generally due for settlement within
30 - 45 days and therefore are all classified as current. Trade receivables are
recognised initially at the amount of consideration that is unconditional unless
they contain significant financing components, when they are recognised at
fair value.
A contract asset is the right to consideration in exchange for services
transferred to the customer. If the Group performs such services to a
customer before the customer pays consideration for the service, a contract is
recognised for earned consideration.
Trade receivables are recognised at nominal value and impairment tests are
performed to measure expected credit losses.
2.7 FIXED ASSETS
Intangible fixed assets
The Group’s intangible fixed assets are development costs that are directly
attributable to the design and testing of identifiable and unique products
controlled by the Group and are recognised as intangible assets where the
following criteria are met:
• it is technically feasible to complete the vessel design so that it will be available
for use
• management intends to complete the vessel design and use or sell it
• there is an ability to use or sell the vessel design
• it can be demonstrated how the vessel design will generate probable future
economic benefits
• adequate technical, financial and other resources to complete the development
and to use or sell the vessel design are available, and
• the expenditure attributable to the vessel design its development can be reliably
measured
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
47
2021 GC RIEBER SHIPPING ASA GROUP
Directly attributable costs that are capitalised as part of the vessel design
include employee costs and an appropriate portion of relevant overheads.
Capitalised development costs are recorded as intangible assets and
amortised from the point at which the asset is ready for use.
Research expenditure and development expenditure that do not meet the
criteria above are recognised as an expense as incurred. Development costs
previously recognised as an expense are not recognised as an asset in a
subsequent period.
The Group amortises intangible assets with a limited useful life using the
straight-line method over 3-5 years.
Tangible fixed assets
Components of fixed assets that represent a substantial portion of a vessel’s
total cost price are separated for depreciation purposes and are depreciated
over their expected useful lives. The useful life is the period that the Group
expects to use the vessel, and this period can thus be shorter than the
economic life. If various components have approximately the same useful life
and the same depreciation method as other components, the components
are depreciated collectively.
For vessels, the straight-line method for ordinary depreciation is applied,
based on an economic life of 25 years from the vessel was new. With
reference to IAS 16, Property, Plant and Equipment, the Group uses estimated
recoverable amount as residual value. In special circumstances the Group will
consider an alternative depreciation horizon if the circumstances so indicate,
such as the purchase and/or upgrading of older vessels.
Improvements and upgrading are capitalised and depreciated over the
remaining economic life of the vessel. The straight-line method for ordinary
depreciation based on a period of 2.5 to 5 years is applied for periodic
maintenance. The straight-line method for ordinary depreciation based on a
life of 3 to 10 years is applied for other depreciable assets.
The depreciation period and method are assessed annually to ensure that the
method and period used are in accordance with the financial realities of the
fixed asset. The same applies to the scrap value. The scrap value of the vessels
is calculated by multiplying the steel weight of the vessel by the prevailing
market price for steel at the balance sheet date.
Fixed assets are valued at acquisition cost less any accumulated depreciation
and write-downs. When assets are sold or disposed of, the acquisition cost and
accumulated depreciation are reversed in the accounts and any loss or gain
on the disposal is recognised in the income statement.
Fixed assets are tested for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. An
impairment loss is recognised for the amount by which the asset’s carrying
amount exceeds its recoverable amount. The recoverable amount is the
higher of an asset’s fair value less costs of disposal and value in use. For the
purposes of assessing impairment, assets are grouped at the lowest levels
for which there are separately identifiable cash inflows which are largely
independent of the cash inflows from other assets or groups of assets (cash-
generating units). Each vessel together with any associated contracts is
considered as a separate CGU.
Write-downs recorded in previous periods are reversed when there is
information indicating that the recoverable amount is higher than the
carrying amount. The reversal is limited to an amount that will bring the
asset’s a carrying amount back to the book value it would have had using the
original depreciation method.
The Group capitalises expenses incurred at the docking of the Group’s vessels
and amortises these expenses over the period until the next docking (“the
capitalisation method”).
Vessels under construction are classified as fixed assets and are recorded at
the value of the incurred expenses related to the fixed asset. Vessels under
construction are not depreciated until the vessel is placed in service.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
48
2021 GC RIEBER SHIPPING ASA GROUP
Financial fixed assets
Financial instruments at level 1
Fair value of financial instruments that are traded in active markets is market
price at the balance sheet date. A market is active if the market rate is easily
and regularly available from a stock exchange, broker, industrial classification,
pricing service or regulatory authorities and these prices represent actual and
regularly occurring transactions at the arm’s length principle. Market price
used for financial assets is current bid price. These instruments are included
at level 1. Instruments at level 1 comprise primarily quoted equity instruments
classified as held for trading or available for sale.
Financial instruments at level 2
Fair value of financial instruments that are not traded in an active market
(for instance some OTC-derivatives) is determined by use of valuation
methods. These valuation methods maximise the use of observable data
when available and are to the smallest extent possible based on the Group’s
own estimates. If all material data required to determine fair value of an
instrument, are observable data, the instrument is included at level 2.
If one or several material data are not based on observable market data, the
instrument is included at level 3.
Special valuation methods used to appreciate financial instruments include:
• Quoted market price or oered price for corresponding instruments.
• Fair value of interest rate swaps is calculated as the present value of estimated
future cash flow based on observable yield curve.
• Fair value of forward contracts in foreign currency is determined by the present
value of the dierence between agreed forward exchange rate and the forward
exchange rate of the currency at the balance sheet date multiplied with the
volume of the contract in foreign currency
2.8 LEASES
The Group recognises all identifiable lease agreements as a lease liability and
a corresponding right-of-use asset, with the following exemptions:
• short-term leases (defined as 12 months or less)
• low value assets
For these leases, the Group recognises the lease payments as other operating
expenses in the statement of profit or loss when they incur.
The Group presents leased assets (right-of-use assets) as other fixed assets
in the balance sheet. The rental amount is taken to revenue linearly over the
lease period. Initial direct costs incurred in establishing the lease are included
in the carrying amount of the leased asset and expensed during the lease
period.
The right-of-use asset is initially measured at cost, comprising the amount
of the initial measurement of the lease liability. The right-of-use asset
is subsequently measured at cost less accumulated depreciation and
impairment losses. Depreciations are according to IAS 16 Property, Plant and
Equipment, except that the right-of-use asset is depreciated over the earlier
of the lease term and the remaining useful life of the right-of-use asset. IAS 36
Impairment of Assets applies to determine whether the right-of-use asset is
impaired and to account for any impairment loss identified.
The lease liability is initially measured at the present value of the lease
payments for the right-to-use the underlying asset during the lease term. The
lease term represents the noncancellable period of the lease.
The lease liability is subsequently measured by increasing the carrying amount
to reflect the interest on the lease liability, reducing the carrying amount to
reflect the lease payments made and measuring the carrying amount to
reflect any reassessment of lease modifications, or to reflect adjustments in
lease payments due to an adjustment in an index or rate.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
49
2021 GC RIEBER SHIPPING ASA GROUP
The Group presents lease liabilities as long-term debt and other current (first
year instalments) in the balance sheet.
The interest eect of discounting the lease liability is presented separately
from the depreciation charge for the right-of use asset. The depreciation
expense is presented with other depreciations, whereas the interest eect of
discounting is presented as a financial item.
For more information, see note 16 Right-of-use asset and lease liabilities.
2.9 FINANCIAL INSTRUMENTS
Classification
The Group classifies its financial assets in the following measurement
categories in accordance with IFRS 9:
• those to be measured subsequently at fair value (either through other
comprehensive income (OCI) or through profit or loss), and
• those to be measured at amortised cost.
The classification depends on the nature of the financial instrument, and the
contractual cash flow characteristics of the instrument.
For assets measured at fair value, gains and losses will either be recorded
in profit or loss or as other comprehensive income. For investments in equity
instruments that are not held for trading, this will depend on whether the
Group has made an irrevocable election at the time of initial recognition to
account for the equity investment at fair value through other comprehensive
income. The Group reclassifies any debt investments when and only when its
business model for managing those assets changes.
Recognition and derecognition
Regular way purchases and sales of financial assets are recognised on trade-
date, the date on which the Group commits to purchase or sell the asset.
Financial assets are derecognised when the rights to receive cash flows from
the financial assets have expired or have been transferred and the Group has
transferred substantially all the risks and rewards of ownership.
Measurement
At initial recognition, the Group measures a financial asset at its fair value
plus, in the case of a financial asset not at fair value through profit or loss
(FVPL), transaction costs that are directly attributable to the acquisition of
the financial asset. Transaction costs of financial assets carried at FVPL are
expensed in profit or loss. Financial assets with embedded derivatives are
considered in their entirety when determining whether their cash flows are
solely payment of principal and interest.
Debt instruments
Subsequent measurement of debt instruments depends on the Group’s
business model for managing the asset and the cash flow characteristics of
the asset. There are three measurement categories into which the Group
classifies its debt instruments:
• Amortised cost: Assets that are held for collection of contractual cash flows
where those cash flows represent solely payments of principal and interest
are measured at amortised cost. Interest income from these financial assets is
included in finance income using the eective interest rate method. Any gain or
loss arising on derecognition is recognised directly in profit or loss and presented
in financial income/ - expenses. Impairment losses are presented as a part of
financial expenses.
• Fair value through other comprehensive income (FVOCI): Assets that are held for
collection of contractual cash flows and for selling the financial assets, where
the assets’ cash flows represent solely payments of principal and interest, are
measured at FVOCI. Movements in the carrying amount are taken through
OCI, except for the recognition of impairment gains or losses, interest income
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
50
2021 GC RIEBER SHIPPING ASA GROUP
and foreign exchange gains and losses which are recognised in profit or loss.
When the financial asset is derecognised, the cumulative gain or loss previously
recognised in OCI is reclassified from equity to profit or loss and recognised in
financial income/ - expenses). Interest income from these financial assets is
included in finance income using the eective interest rate method. Foreign
exchange gains and losses are presented in other gains/(losses) and impairment
expenses are presented as separate line item in the statement of profit or loss.
• Fair value through profit or loss (FVPL): Assets that do not meet the criteria
for amortised cost or FVOCI are measured at FVPL. A gain or loss on a debt
investment that is subsequently measured at FVPL is recognised in profit or loss
and presented net within financial income/- expenses in the period in which it
arises.
Equity instruments
The Group subsequently measures all equity investments at fair value. Where
the Group’s management has elected to present fair value gains and losses on
equity investments in OCI, there is no subsequent reclassification of fair value
gains and losses to profit or loss following the derecognition of the investment.
Dividends from such investments continue to be recognised in profit or loss
as other income when the Group’s right to receive payments is established.
Changes in the fair value of financial assets at FVPL are recognised in financial
income/- expenses in the statement of profit or loss as applicable. Impairment
losses and reversal of impairment losses on equity investments measured at
FVOCI are not reported separately from other changes in fair value.
Impairment
The Group on a forward-looking basis assesses the expected credit losses
associated with its debt instruments carried at amortised cost and FVOCI.
The impairment methodology applied depends on whether there has been a
significant increase in credit risk. For trade receivables, the Group applies the
simplified approach permitted by IFRS 9, which requires expected lifetime
losses to be recognised from initial recognition of the receivables.
Hedging
The Group has decided not to apply hedge accounting. Derivatives held for
hedging purposes are measured at fair value through profit and loss in the
financial statements.
2.10 PROVISIONS
Provisions are accounted for in accordance with IAS 37, Provisions, Contingent
Liabilities and Contingent Assets. Provisions are recognised when, and only
when, the Group has an existing liability (legal or assumed) as a consequence
of events which have taken place, it is probable (more likely than not) that
a financial settlement will occur, and the amount can be measured reliably.
Provisions are reviewed at each balance sheet date and they reflect the best
estimate of the respective liabilities. When the time factor is insignificant,
the size of the provisions will be equal to the size of the expense required
for redemption from the obligation. When the time factor is significant, the
provisions will be the net present value of future payments to cover the
obligation. Increase in the provision due to the time factor is presented as
interest expenses.
2.11 EQUITY AND LIABILITIES
Equity and Liabilities
Financial instruments are classified as liabilities or equity, in accordance with
the underlying financial reality. Interest, dividends, gains and losses related
to a financial instrument classified as a liability are presented as an expense
or income. Distributions to the financial instrument’s holders, whose financial
instruments are classified as equity, are charged directly to equity.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
51
2021 GC RIEBER SHIPPING ASA GROUP
Own shares
The nominal value of the Group’s own shares is presented in the balance
sheet as a negative equity element. The purchase price in excess of the
nominal value is recognised in other equity. Losses or gains originating from
transactions with the Group’s own shares are not recorded in the income
statement.
Other reserves
Reserve for translation differences
Translation dierences arise in connection with currency exchange dierences
in the consolidation of foreign entities. Currency exchange dierences with
respect to monetary items (liabilities or receivables) that are in reality part
of the Group’s net investment in a foreign unit are treated as translation
dierences. Upon the disposal of a foreign entity, the accumulated translation
dierence related to that entity is reversed and recorded in the income
statement in the same period that the gain or loss on the disposal is recorded.
2.12 REVENUE RECOGNITION
IFRS 15 «Revenues from contracts with customers» deals with revenue
recognition. The standard requires the customer contract to be divided into
the individual performance obligations. A performance obligation can be
a commodity or a service. Revenue is recognised when a customer obtains
control of a good or service and thus has the ability to direct the use and
obtain the benefits from the good or service.
The Group has categorised the revenues into Bareboat revenue, Time Charter
revenue and revenues from technical management activity.
Time Charter and Bareboat Contracts
The Group’s main source of income is charter hire of vessels. The vessels are
chartered to customers both by Bareboat and Time Charter agreements.
A Bareboat charter is a lease of the vessel. The rental amount is recognised
linearly over the lease period.
A Time Charter contract contains both a lease, by a right to use the vessel,
and service components which can include operation and maintenance of
the vessel (including crew). The service components will be within the scope
of IFRS 15. The volume of services provided are usually stable throughout the
leasing period, and revenue will therefore be recognised on a linear basis over
the lease term.
On Time Charter contracts, the Group only recognises Time Charter revenue
when the vessels are on-hire. When the vessels are o-hire the Group
does not recognise any Time Charter revenues except if the contracts can
be negotiated with layup rates and for periodical maintenance days in
accordance with contract, on which revenue is recognised. Revenues from
Time Charter activity is classified as charter income. The contract period starts
when the vessels is made available to the customer and ends on agreed
return date.
Additional services for vessels on Time Charter contracts can be agreements
regarding meals and accommodation onboard the vessel for extra crew
onboard the vessel (charterers crew). For such revenue, the Group has a right
to consideration from the customer in an amount that corresponds directly
with the value to the customer of the Group’s performance completed to
date. This income is therefore recognised in the amounts to which the Group
has the right to invoice, according to the practical expedient in IFRS 15. This
revenue classifies as other operating income.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
52
2021 GC RIEBER SHIPPING ASA GROUP
Management fee
Management fee for technical management, project management, building
supervision and maritime operations of vessels for external owners is
considered a service that is recognised over time.
This revenue is presented as other shipping related operating income.
Reimbursables
The Group is considered agent for reimbursable income such as sale of
bunkers and fuel, the revenue is therefore presented net of the cost in the
income statement.
Dividend income
Dividend income is recognised when the shareholders’ right to receive
dividends has been determined by the general meeting.
2.13 PENSIONS
The Group accounts for its pension schemes in accordance with IAS 19,
Employee Benefits.
In 2021 the Group had both defined contribution plans and defined benefit
plans.
A defined contribution plan is a pension plan under which the Group pays
premiums to publicly or privately administered insurance plans for pensions
on a mandatory, contractual or voluntary basis. The Group has no legal or
constructive obligation to pay further contributions if the fund does not hold
sucient assets to pay all employees the benefits related to the employee
service in current and prior periods. The premium payments are recorded as
payroll expenses as they fall due. Prepayments are recorded as an asset to
the extent they can be refunded or will reduce future premium payments.
A pension scheme that does not meet the definition of a defined contribution
plan is a defined benefit plan. The Group’s obligation to the employees
consists of an obligation to contribute pension payments of a certain amount.
The pension plan describes how the pension is calculated. The salary at or just
before retirement, as well as the employee’s length of service in the Group, are
factors that will normally influence the pension.
The plan assets in defined benefit plans are measured at fair value. The
pension obligation and the pension costs are determined by use of a linear
contribution calculation. A linear contribution calculation distributes the
contribution of future pension benefits linearly over the contribution period
and considers the earned pension rights of the employees during a period as
the pension cost of the year.
The introduction of a new defined benefit plan or an improvement of the
existing defined benefit plan will entail changes in the pension obligation.
The change is recognised immediately in the comprehensive income. The
introduction of new plans or changes of existing plans which take place with
retroactive eect, implying that the employees have immediately earned
a paid-up policy (or a change in paid-up policy), is immediately recognised
in the income statement. Gains or losses related to downsizing, or the
termination of pension plans are recognised in the income statement when
they occur. Actuarial gains or losses are recognised in the comprehensive
income.
The pension obligation is calculated based on the present value of future cash
flows. The discount rate is equal to the interest rate on preference bonds. The
calculations have been performed by a qualified actuary.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
53
2021 GC RIEBER SHIPPING ASA GROUP
2.14 BORROWINGS
Loans are recognised at fair value, net of any transaction costs. Loans are
subsequently accounted for at amortised cost through the use of the eective
interest rate, where the dierence between the net proceeds and redemption
value is recognised in the income statement over the term of the loan.
Borrowing expenses are recognised in the income statement when they
incur. General and specific borrowing costs that are directly attributable to
the purchase, construction or production of a fixed asset are capitalised.
Qualifying assets are assets that take a substantial period of time to finalise
for their intended use or sale. The capitalisation of borrowing expenses occurs
when interest expenses are incurred during the construction period of the
fixed asset. Borrowing expenses are capitalised until the point in time when
the fixed asset is ready for use. If the cost price exceeds the fair value of the
fixed asset, an impairment loss is recognised.
2.15 TAXES
The tax expense consists of payable tax and change in deferred tax. Deferred
tax /deferred tax assets are calculated based on the dierences between the
financial and tax values of assets and liabilities, with the exception of:
• deferred tax that arises as a result of goodwill depreciation that is not tax
deductible.
• temporary dierences related to investments in subsidiaries, associated
companies or joint ventures, where the Group determines when the temporary
dierences will be reversed, and this is not assumed to occur in the foreseeable
future.
Deferred tax assets are recorded in the accounts when it is probable that
the Group will have sucient taxable profit to benefit from the tax asset. On
each balance sheet date, the Group will review unrecognised deferred tax
assets and the carrying amount of such assets. The companies recognise prior
unrecognised deferred tax assets in the accounts if it becomes probable that
the Group can make use of the deferred tax asset. Correspondingly, the Group
will reduce the deferred tax asset if the Group can no longer benefit from
the deferred tax asset. Deferred tax and deferred tax assets are measured
based on the tax rates and tax legislation that are adopted or principally
adopted on the balance sheet date for entities in the Group where temporary
dierences have arisen. Deferred tax and deferred tax assets are recognised
in the accounts regardless of when the dierences will be reversed. Deferred
tax assets are presented as a non-current asset in the balance sheet.
Tax payable and deferred tax relating to actuarial deviations are recognised
in the statement of comprehensive income. The tax eect of particular
items is presented on a separate line in the statement of comprehensive
income. Tax payable and deferred tax/deferred tax asset are measured at
the tax rate which relates to earned, not distributed equity. The tax eect
of dividends is considered when the Group has undertaken an obligation to
distribute dividends.
2.16 CLASSIFICATION OF ASSETS AND LIABILITIES IN THE BALANCE SHEET
Assets meant for permanent ownership or use and receivables which are due
later than one year after the end of the accounting period are classified as
fixed assets. Other assets are classified as current assets. Liabilities which are
due later than one year after the end of the accounting period are classified
as long-term liabilities. Other liabilities are classified as current liabilities. Next
year’s instalments on long-term debt are classified as current liabilities in the
balance sheet.
2.17 OPERATING SEGMENTS
Entering 2021 the Group presented accounting figures for the business
segments Subsea & Renewables and Joint Ventures & Associates. Indirect
attributable costs were allocated to the operating segments when applicable.
Following the sale of vessels in 2021 and 2022, the Subsea & Renewables
segment is presented as discontinued operations. Financial information
regarding the segments is presented in note 5.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
54
2021 GC RIEBER SHIPPING ASA GROUP
2.18 CONTINGENT LIABILITIES AND ASSETS
Contingent liabilities are defined as:
• possible liabilities resulting from prior events where the existence of the liability
depends on future events.
• liabilities which have not been recognised because it is not probable that they
will lead to payments.
• liabilities which cannot be measured with an adequate degree of reliability.
Contingent liabilities are not recorded in the financial statements. Significant
contingent liabilities are disclosed unless the probability of the liability
occurring is low. A contingent asset is not recorded in the financial statements;
but will be disclosed if there is a certain probability that the Group will benefit
from it.
2.19 EVENTS AFTER THE BALANCE SHEET DATE
New information about the Group’s position at the balance sheet date has
been taken into account in the financial statements. Events occurring after
the balance sheet date that do not aect the Group’s position at the balance
sheet date, but will aect the Group’s position in the future, have been
disclosed if material.
2.20 USE OF ESTIMATES, JUDGEMENTS AND ASSUMPTIONS IN THE
PREPARATION OF THE FINANCIAL STATEMENTS
Management has used estimates and assumptions which have aected the
assets, liabilities, income and expenses, as well as the disclosures regarding
potential obligations. This particularly relates to deferred tax assets, provisions
for liabilities and write-downs of fixed assets when there are indications of
impairment. The estimates may change as a consequence of future events.
The estimates and the underlying assumptions are reassessed continuously.
Changes in accounting estimates are recognised in the income statement in
the period the changes occur. If the changes also relate to future periods, the
eect will be distributed over the present and future periods.
Vessels
As a general principle, the Group performs impairment testing in order to
determine a vessel’s value in the balance sheet. Impairment testing includes
obtaining broker valuations from dierent reputable brokers and use of
calculations or tests of reasonableness of implicit rates derived from the
valuations. Implicit rates (including both average day-rate and utilisation)
are derived from a discounted cash flow model, making assumptions about
the level of operating expenses, periodic maintenance and discount rate.
Assumptions about the level of operating expenses and periodic maintenance
are based on experience data and future budget. The discount rate is set as
a weighted average cost of capital (WACC), where the required rate of equity
is determined using capital asset pricing model (CAPM). The beta value is
based on an analysis of comparable companies. Management considers if the
rates derived from the analysis is consistent with management’s own market
expectations.
For the two Subsea & Renewables vessels being owned by GC Rieber Shipping
in 2021, the fair value has been set at the negotiated selling prices for the
vessels.
See note 10 for more information.
Deferred tax assets
Deferred tax assets are recognised in the balance sheet when it is probable
that the Group will have sucient future taxable profit to benefit from
the tax asset. If sucient taxable profit should not be achieved for the
Group, deferred tax assets cannot be utilised and carried amount has to
be recognised as expense partly or in full. Deferred tax assets are recorded
at nominal value in accordance with IAS 12. Based on budgets taking into
account the Group’s existing market, the Group does not expect to be able to
utilise the deferred tax assets through taxable profits in the near future.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
55
2021 GC RIEBER SHIPPING ASA GROUP
Provisions for liabilities
Provisions are recognised when the Group has a legal or constructive
obligation as a result of a past event, it is probable that this will entail the
payment or transfer of other assets to settle the obligation, and a reliable
estimate can be made of the amount of the obligation.
2.21 CASH FLOW STATEMENT
The Group’s cash flow statement shows the Group’s consolidated cash flows
distributed between operating activities, investment activities and financing
activities. The cash flow statement shows the impact of the dierent
activities on the Group’s cash and cash equivalents. The cash flow statement
is presented based on the indirect method. The Group’s cash and cash
equivalents include securities (time deposits) as these financial instruments
can be converted into cash immediately.
NOTE 3 – Group Companies
The consolidated financial statements consist of GC Rieber Shipping ASA and the
following subsidiaries:
COMPANY
BUSINESS
OFFICE PARENT COMPANY
OWNER’S
SHARE
GC Rieber Shipping AS
Norway GC Rieber Shipping ASA 100%
Polar Ship Invest II AS
Norway GC Rieber Shipping ASA 100%
Polar Ship Invest III AS
Norway GC Rieber Shipping ASA 100%
Polar Shipping AS
Norway GC Rieber Shipping ASA 100%
Polar Explorer AS
Norway GC Rieber Shipping ASA 100%
Polarus AS
Norway GC Rieber Shipping ASA 100%
GC Rieber Shipping BV
Netherlands GC Rieber Shipping ASA 100%
Rieber Shipping AS
Norway GC Rieber Shipping AS 100%
Polar Ship Invest AS
Norway GC Rieber Shipping ASA 100%
Windkeeper Shipco I AS
Norway Polar Ship Invest AS 100%
Windkeeper Shipco II AS
Norway Polar Ship Invest AS 100%
NOTE 4 – Investments
in Joint Ventures & Associates
As of 31.12.2021 the Group has the following investments in
joint ventures & associates:
JOINT VENTURE /
ASSOCIATED COMPANY COUNTRY
BUSINESS
OWNER’S
SHARE
Polar Pevek Ltd
Cyprus Ice-breaker/tug 50%
OOO Polarus
Russia Ice-breaker/tug/crew vessel 50%
OOO De Kastri Tugs
Russia Ice-breaker/tug 50%
Shipworth Shipping Company Ltd
Cyprus Crew vessel 50%
Joint venture – ice-breaker/tug and crew vessels
The Group has 50% ownership in the vessel Polar Pevek which operates as
an ice-breaker/tug in Russia. The ownership and operation of the vessel is
managed through two joint venture companies located in Cyprus and Russia
respectively. The vessel has been on Time Charter for Exxon Neftegas Ltd.
since 2006 and is firm until September 2023.
Furthermore, the Group has 50% ownership in the crew vessels Polar
Piltun and Polar Baikal. The ownership and operation of the two vessels is
managed through two joint venture companies located in Cyprus and Russia
respectively. Polar Piltun has been on a long-term engagement with Sakhalin
Energy Investment Company Ltd (SEIC) operating in the Sea of Okhotsk,
Sakhalin in Russia. After completing the 2021-season Polar Piltun is currently
idle. Polar Baikal was idle in 2021 and has been sold in the first quarter of
2022 to an undisclosed buyer. The sale will have limited accounting eects.
Combined cash holding of the ship-owning companies in Cyprus was USD 7.1
million (100%) as at 31.12.2021. The vessels located in Russia are valued at USD
31.2 million.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
56
2021 GC RIEBER SHIPPING ASA GROUP
The ongoing war in Ukraine and related sanctions against Russia have
increased the risk related to the Group’s joint ventures and assets in Russia.
GC Rieber Shipping is monitoring the situation closely to comply with all
sanctions and will revert with further information if the contract status
changes.
Below is a summary of the financial information of the joint ventures (100%)
in USD 1000:
(USD 1000) 2021 2020
CONSOLIDATED BALANCE SHEET
SHORT TERM ITEMS
Cash and cash equivalents
10 671 10 350
Other current assets
2 281 4 415
Total current assets
12 952 14 765
Financial liabilities (ex. Trade payables)
0 -4 045
Other current liabilities (incl. Trade payables)
-1 057 -985
Total current liabilities
-1 057 -5 030
LONG-TERM ITEMS
Assets
31 155 29 862
Total non-current liabilities
0 0
Net assets
43 050 39 597
(USD 1000) 2021 2020
CONSOLIDATED INCOME STATEMENT
Operating income
14 349 17 885
Operating expenses
-4 302 -3 885
Depreciation
-3 854 -3 144
Financial income
0 8
Financial expenses
-160 -437
Result before tax
6 033 10 426
Tax
19 -189
Net income
6 052 10 238
Reconciliation between the condensed accounting information above and carrying
share of joint ventures ice-breaker/tug and crew vessels:
(USD 1000) 2021 2020
Net assets 1 January
39 771 36 883
Result for the period
6 052 10 238
Dividends paid
-2 400 -7 350
Net assets 31 December
43 423 39 771
Current exchange rate at the balance sheet date
8,82 8,53
Net assets 31 December at the exchange rate on the balance
sheet date (NOK 1000)
382 962 339 347
Owner share 50% (NOK 1000)
191 481 169 674
Group items (NOK 1000)
-3 641 -24
Carrying amount (NOK 1000)
187 840 169 650
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
57
2021 GC RIEBER SHIPPING ASA GROUP
Associated Company – Marine Seismic
(Shearwater Geoservices Holding AS, until July 2021)
Until July 2021, GC Rieber Shipping’s investment in Shearwater Geoservices
Holding AS (Shearwater) was reported as an associated company.
Shearwater operates as a global, customer-focused and technology-driven
provider of marine geophysical services. Shearwater owns and operates a
large fleet of seismic acquisition vessels, oering a full range of acquisition
services including 3D, 4D and ocean bottom seismic. The company also has a
portfolio of proprietary streamer technology and processing software enabling
eective execution of geophysical surveys and delivery of high-quality data.
The company has approximately 800 employees and operates in all major
oshore basins across the world. This makes Shearwater a leading global and
technology-driven full-service provider of marine geophysical services, able to
deliver exceptional customer solutions.
In April 2021 Shearwater, at the time 17% owned by GC Rieber Shipping,
announced two transactions where Shearwater took over marine seismic
acquisition assets previously owned by Polarcus, from Tiger Moth AS, a
company aliated with Woodstreet Inc.. Shearwater acquired the streamers
and related seismic equipment for a total cash consideration of USD 50
million. The company further purchased the six seismic acquisition vessels
for a total consideration of USD 127.5 million. The transactions were financed
through a new vessel loan facility provided by DNB and GIEK of USD 107.5
million and a convertible loan from Rasmussengruppen AS in the amount of
USD 85 million. USD 15 million of the convertible loan was available for general
corporate purposes.
On 9 July 2021, GC Rieber Shipping sold shares in Shearwater Geoservices
Holding AS (Shearwater) reducing its ownership from 17.0% to 8.5%. Due to
the reduced ownership and GC Rieber Shipping no longer being part of the
shareholder agreement, the investment will from July 2021 not be reported in
the income statement under «Profit from joint ventures and associates», but
as a financial fixed asset at fair value.
Gain from the sale of shares in July 2021 was NOK 186.7 million, including
value adjustment of the remaining shareholding and recycling of foreign
currency translation dierences:
FIGURES IN NOK MILLION
Gain from the sale of shares
83,5
Value adjustment of remaining 8.5% ownership
93,8
Recycling of foreign currency translation differences
9,4
Total effect on consolidated income statement - sale of shares
186,7
For information about Shearwater after July 2021, see note 10 under financial
fixed assets.
Significant events for the financial year 2020:
In January 2020, Shearwater completed a strategic vessel transaction with
CGG S.A. (“CGG”), including the takeover of five high-end seismic vessels.
Furthermore, a five-year capacity agreement for marine seismic acquisition
services between Shearwater and CGG became eective. The transaction
included five streamer vessels and two legacy vessels, previously owned by
CGG Marine Resources Norge AS and Eidesvik Oshore ASA, five complete
streamer sets previously owned by CGG and a long-term capacity agreement
granting Shearwater a guaranteed cash flow and activity level for a period
of five years. The capacity agreement included a minimum commitment of
two vessel-years annually over the agreed five-year period. Following the
transaction, GC Rieber Shipping’s ownership in Shearwater was reduced from
20% to approximately 19% and GC Rieber Shipping booked a non-cash gain
of NOK 52.6 million in the first quarter of 2020.
In December 2020, Shearwater signed new debt and guarantee facilities
totalling USD 437 million with its lenders. The new facilities had two- and
four-years maturities. They replaced approximately USD 500 million of debt
under the old structure, eectively refinancing all corporate facilities except
for the net liabilities assumed as part of the acquisition of the CGG vessels in
January 2020. As part of the refinancing, Shearwater’s existing shareholders
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2021 GC RIEBER SHIPPING ASA GROUP
contributed with USD 25 million of new equity. GC Rieber Shipping did not
participate in the share issue.
Furthermore, in December 2020 Shearwater and CGG jointly agreed
to suspend the negotiations of a planned marine streamer technology
partnership announced in January 2020. The parties jointly agreed to settle
a vendor note related to the transaction by issuing new Shearwater shares
to CGG in accordance with the agreement signed in January 2020.
GC Rieber Shipping booked a non-cash loss of NOK 21.6 million as a result of
the two share issues in December 2020, and the ownership in Shearwater was
reduced from 19% to 17%.
Below is a summary of the financial information of the associated company (100%):
(USD 1000) 2021
*)
CONSOLIDATED INCOME STATEMENT
Operating income
231 117
Operating expenses
-185 002
Depreciation and write-down
-64 766
Financial income
1 669
Financial expenses
-24 234
Result before tax
-41 216
Tax
-409
Net income
-41 625
*) For the period from 01.01.2021 – 09.07.2021.
(USD 1000) 2020
CONSOLIDATED BALANCE SHEET
SHORT TERM ITEMS
Cash and cash equivalents
95 332
Other current assets
108 035
Total current assets
203 367
Financial liabilities (ex. Trade payables)
-54 478
Other current liabilities (incl. Trade payables)
-54 167
Total current liabilities
-108 645
LONG-TERM ITEMS
Assets
1 033 951
Financial liabilities
-610 195
Other liabilities
-8 889
Total non-current liabilities
-619 084
Net assets
509 589
CONSOLIDATED INCOME STATEMENT
Operating income
589 725
Operating expenses
-429 050
Depreciation and write-down
-155 519
Financial income
44 842
Financial expenses
-60 508
Result before tax
-10 510
Tax
-1 167
Net income
-11 677
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2021 GC RIEBER SHIPPING ASA GROUP
USD (1000) 2020
Net assets 1 January
434 702
Result for the period
0
Result not recognised in previous years
-2 622
Capital increase
89 185
Shares subscription
0
Net assets 31 December
521 265
Current exchange rate at the balance sheet date
8.53
Net assets 31 December at the exchange rate on the balance sheet date
(NOK 1000)
4 348 111
Owner share 17% (NOK 1000)
740 602
Group items (NOK 1000)
0
Carrying amount (NOK 1000)
740 602
NOTE 5 – Segment information
The Group’s management team, as presented on the Group’s website,
examines the Group’s performance from a product perspective when defining
operating segments. The management team has defined two operating
segments: Subsea & Renewables and Joint Ventures and Associated
Company. Joint Ventures and Associated Company consists of the market
segments Ice/Support and Marine Seismic.
In December 2021, GC Rieber Shipping entered into an agreement to sell the
SURF/construction vessel Polar Onyx. The vessel was delivered to the new
owners 17 February 2022. Since Polar Onyx was the last owned vessel within
the Subsea & Renewables segment, the segment is reported as discontinued
operations as at 31.12.2021.
The geographic perspective is not a focal point in the internal management
reporting for either of the segments.
The segments are considered to have dierent operational and financial
risk profiles. Any transactions between the segments are carried out at arm’s
length and eliminated in the consolidated financial statements.
Joint Ventures & Associates
The Ice/Support-vessels owned through 50/50 joint ventures and operating in
Russia are presented as joint ventures in the segment report.
The investment in Shearwater Geoservices Holding AS, previously reported as
an associated company, is reported as a financial fixed asset from July 2021.
See note 4 and 10 for further details.
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2021 GC RIEBER SHIPPING ASA GROUP
Segment information:
(NOK 1000) OTHER
JOINT VENTURES
& ASSOCIATES
TOTAL
CONTINUING
OPERATIONS
DISCONTINUED
SUBSEA &
RENEWABLES*
2021
FROM THE INCOME STATEMENT
Operating income
2 452 0 2 452 81 532
Gain (loss) from sale of share issues in associated company (see note 4)
0 186 712 186 712 0
Loss from associated company (see note 4)
0 -61 712 -61 712 0
Profit from joint venture (see note 4)
0 26 194 26 194 0
Operating profit before depreciation, write-down and gain (loss) on sale of fixed assets
-21 466 151 194 129 728 -20 890
Depreciation
-1 744 0 -1 744 -53 589
Write downs
0 0 0 -31 850
Profit from disposal of fixed assets
0 0 0 176 224
Net operating income
-23 210 151 194 127 984 69 896
FROM THE BALANCE SHEET
Vessels, machinery and equipment
0 0 0 585 310
Debt to credit institutions
0 0 0 419 216
FROM THE CASH FLOW STATEMENT
Operating profit before depreciation, write-down, and gain (loss) on sale of fixed assets
-21 466 151 194 129 728 -20 890
Repayment of long-term loans
0 0 0 -409 842
Sale of fixed assets
0 0 0 339 875
Investments
0 0 0 0
Other investing activities
253 582 10 493 264 075 0
Interest paid
0 0 0 -18 744
Dividend
-105 887 0 -105 887 0
Other changes
78 628 0 78 628 -16 576
Net change in cash and cash equivalents
204 857 161 687 366 544 -126 177
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2021 GC RIEBER SHIPPING ASA GROUP
(NOK 1000) OTHER
JOINT VENTURES
& ASSOCIATES
TOTAL
CONTINUING
OPERATIONS
DISCONTINUED
SUBSEA &
RENEWABLES*
2020
FROM THE INCOME STATEMENT
Operating income
4 923 0 4 923 228 757
Gain (loss) from sale of share issues in associated company (see note 4)
0 31 068 31 068 0
Loss from associated company (see note 4)
0 -33 869 -33 869 0
Profit from joint venture (see note 4)
0 48 391 48 391 0
Operating profit before depreciation, write-down and gain (loss) on sale of fixed assets
-24 709 45 590 20 881 80 008
Depreciation
-733 0 -733 -104 119
Write downs
0 0 0 -459 085
Profit from disposal of fixed assets
0 0 0 0
Net operating income
-25 442 45 590 20 148 -483 196
FROM THE BALANCE SHEET
Vessels
899 240
Debt to credit institutions
807 885
FROM THE CASH FLOW STATEMENT
Operating profit before depreciation, write-down, and gain (loss) on sale of fixed assets
-24 709 45 590 20 881 80 008
Repayment of long-term loans
0 0 0 -301 889
Sale of fixed assets
0 0 0 281 195
Investments
0 0 0 -17
Other investing activities
0 0 0
Interest paid
0 0 0 -42 722
Other changes
5 921 0 5 921 0
Net change in cash and cash equivalents
-18 788 45 590 26 802 16 575
*) Up until October 2020, the Subsea & Renewables segment also included external ship management income and corresponding costs for providing ship management services
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2021 GC RIEBER SHIPPING ASA GROUP
NOTE 6 – Operating Income
(NOK 1000)
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS SUBSEA
& RENEWABLES
*
2021
TC hire
0 75 735
BB hire
0 0
Mangement fee
0 0
Misc revenues
2 452 5 798
Revenue from external customers
2 452 81 533
TIME OF REVENUE RECOGNITION
At a point in time
0 0
Over time
2 452 81 533
In total
2 452 81 533
(NOK 1000)
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS SUBSEA &
RENEWABLES
*
2020
TC hire
0 201 699
BB hire
0 0
Mangement fee
0 9 819
Misc revenues
4 923 17 238
Revenue from external customers
4 923 228 756
TIME OF REVENUE RECOGNITION
At a point in time
0 0
Over time
4 923 228 756
In total
4 923 228 756
*) Up until October 2020, the Subsea & Renewables segment also included external ship
management income and corresponding costs for providing ship management services
Discontinued operations
Until March 2021 the Group owned and operated two vessels within the
Subsea & Renewables segment: Polar Queen and Polar Onyx. Polar Queen
was sold in March 2021. Furthermore, in December 2021, GC Rieber Shipping
entered into an agreement to sell the SURF/construction vessel Polar Onyx.
The vessel was delivered to the new owners 17 February 2022. Following the
sale of Polar Onyx, GC Rieber Shipping no longer own or operate vessels within
the Subsea & Renewables market and the Subsea and Renewables segment
is considered as discontinued operations.
The Group has categorised the revenues into Time Charter revenue, Bareboat
revenue and up until October 2020 revenues from technical management
activity.
The Group’s main source of income has been charter hire of vessels. The vessels
are chartered to customers both by Bareboat and Time Charter agreements.
BB hire (Bareboat hire) is revenue for lease of a vessel. Bareboat revenue will
be recognised on a linear basis over the lease term.
TC hire (Time Charter hire) is revenue where the Group is to deliver vessels,
equipment, and crew as a service to the customer based on a fixed fee/
day rate. A Time Charter contract can be divided into a Bareboat element
which is lease of vessel and a service component which can include operation
and maintenance of vessel (including crew). The service component will be
within the scope of IFRS 15. The volume of services provided are usually stable
throughout the leasing period, and revenue will therefore be recognised on a
linear basis over the lease term.
Out of total income in 2021, the Bareboat element was approximately NOK 14
million. Remaining income qualifies as IFRS 15 income.
Technical management fee was service fee for technical support and
operation of 3rd party vessels.
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2021 GC RIEBER SHIPPING ASA GROUP
Miscellaneous revenues are additional services provided in connection with
for example Time Charter contracts. Terms of payment in contracts with
customers are from 30-45 days depending on contract.
Geographical information:
2021 2020
(NOK 1000)
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS
CONTINUING
OPERATIONS
DISCONTINUED
OPERATIONS
Norway
1 694 165 4 110 62 769
Great Britain
0 0 0 65 279
Netherlands
0 33 009 0 11 056
Other European
countries
758 3 099 813 0
Africa
0 45 260 0 89 652
In total
2 452 81 533 4 923 228 756
The allocation of the operating income above is based on the country in which
the customer is located.
All income related to the Subsea & Renewables segment is presented as
discontinued in table above.
Fixed assets
Book value of vessels and other equipment geographically belongs to
Norwegian companies. All fixed assets are per year-end 2021 presented as
discontinued assets in the Consolidated Balance Sheet.
NOTE 7 – Payrole expenses, number of
employees, remunerations etc.
Payroll expenses include wages to employees in the administration.
(NOK 1000) 2021 2020
Payroll office workers
13 573 12 167
Payroll tax
2 104 1 631
Pension costs
982 739
Other remunerations
50 258
Total payroll expenses
16 709 14 795
The Group has employer liability for the following number of employees:
2021 2020
Office workers
9 8
The payroll expenses are included in the Group’s administration expenses.
For further specification see note 3 in GC Rieber Shipping ASA’s financial
statement of 2021.
Remuneration for Group management and Board of Directors:
(NOK 1000) 2021 2020
Wages
7 391 9 704
Other remunerations
51 108
Pension premium
732 792
Total Group management remunerations
8 174 10 604
Fees and remunerations for Board of Directors
GC Rieber Shipping ASA
1 117 963
Total remunerations for the Board members of the Group
1 117 963
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2021 GC RIEBER SHIPPING ASA GROUP
The Group’s CEO is not employed in the company GC Rieber Shipping ASA,
but has been contracted from the subsidiary GC Rieber Shipping AS. No
agreements have been entered into with the Chairman of the Board with
regard to special payments upon the termination or change of the Board
position. Further, no agreements exist that grant employees or representatives
entitlement to subscribe for or purchase or sell shares in the company.
(NOK 1000) 2021 2020
AUDIT FEE EXL VAT
Audit fee
617 700
Tax consulting
39 749
Other services
79 6
Total auditor’s fees
735 1 455
Discontinued operations
Payroll expenses for discontinued operations also include wages for employees
in the administration that are considered to be part of the discontinued
operations:
(NOK 1000) 2020
Payroll crew
74 431
Payroll office workers
15 898
Payroll tax
2 040
Pension costs
721
Total payroll expenses - discontinued operations
93 090
The wage costs are included in the line discontinued operations in the income
statement.
NOTE 8 – Taxes
(NOK 1000) 2021 2020
INCOME TAX EXPENCE
TAXES IN INCOME STATEMENT
Tax payable in Norway
-123 161
Change in tax from previous periods
0 0
Change in deferred tax
0 0
Income tax expense (income)
-123 161
RECONCILIATION OF INCOME TAX EXPENSE OF THE YEAR
Net income before taxes
177 788 -495 178
Nominal rate
22% 22%
Estimated tax based on nominal rate
39 113 -108 939
Effect of tonnage tax regime/tax payable outside Norway
22 359 109 663
Deferred tax asset not recognised in the balance sheet
-61 314 77
Permanent differences
-281 -640
Other/correction of tax payable in previous periods
0 0
Income tax expense (income)
-123 161
DEFERRED TAX
Capital gains
0 14
Other differences
-15 488 -11 961
Financial instruments
0 0
Net financial items for companies in the tonnage tax regime
74 -5 974
Pension liabilities
-6 902 -6 606
Tax losses carried forward
-1 050 806 -981 651
Basis for calculation of deferred tax
-1 073 122 -1 006 178
Tax rate
22% 22%
Calculated deferred tax liabilities/assets in the balance sheet
-236 087 -221 359
Deferred tax assets not recognised in the balance sheet
236 087 221 359
Deferred tax liabilities/assets in the balance sheet
0 0
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2021 GC RIEBER SHIPPING ASA GROUP
At 31.12.2021, deferred tax assets not recognised amount to NOK 236.0 million,
whereof NOK 223.4 million relates to companies that are not subject to the
tonnage tax regime.
By end of 2021 the Group had tax losses carried forward of NOK 1,050.8
million in Norway, whereof none was basis for capitalisation. The disclosure of
deferred tax benefits on net tax reducing dierences and carry forward losses,
is based on estimated future earnings. From budgets based on the Group’s
existing market, the Group does not expect to be able to utilise the deferred
tax assets through taxable profits in the near future.
NOTE 9 – Earnings per share
Earnings per share is calculated by dividing the net income for the year
attributable to ordinary shares by the weighted average number of ordinary
shares outstanding during the accounting period. The Group has no
convertible loans or equity instruments and the diluted earnings per share is
thus equal to earnings per share.
The company sold its 54,500 own shares (0.06% of the shares in the company)
to employees in September 2021 and holds no own shares as at 31 December
2021.
2021 2020
Net income for the year (NOK 1000)
177 911 -495 338
Net income for the year, continuing operations (NOK 1000)
139 034 16 751
Time weighted average number of shares applied in the
calculation of earnings per share
86 048 936 86 032 810
Number of outstanding shares as at 31.12.
86 087 310 86 032 810
Basic and diluted earnings per share (NOK)
2,07 -5,76
Basic and diluted earnings per share continuing operations (NOK)
1,62 0,19
NOTE 10 – Fixed assets
Intangible fixed assets
(NOK 1000) 31.12.2021 31.12.2020
Development
4 999 0
Total rights, patents etc.
4 999 0
As at 31.12.21 GC Rieber Shipping has booked NOK 5.0 million in research and
development, related to new ship designs.
Tangible fixed assets
(NOK 1000) 2021 2020
VESSEL AND MARINE EQUIPMENT
Acquisition cost as at 01.01
1 930 073 2 716 165
+ Additions during the year
0 0
+ Additions during the year for periodic maintenance
0 0
- Disposals during the year
-709 423 -744 824
+ Changes in translation differences during the year
43 836 -41 268
= Acquisition cost as at 31.12.
1 264 486 1 930 073
Accumulated depreciation and impairment at 01.01.
1 030 832 1 026 924
+ Depreciation for the year
39 968 87 149
+ Depreciation of periodic maintenance for the year
7 062 9 105
+ Net impairment / reversal of impairment during the year
31 850 459 086
- Disposals during the year
-451 311 -463 387
+ Changes in translation differences during the year
22 489 -88 045
= Accumulated depreciation and impairment at 31.12.
680 890 1 030 832
Carrying amount as at 31.12.
583 595 899 240
Of which discontinued operations
583 595 0
Carrying value as at 31.12. of continuing operations
0 899 240
Depreciation for the year discontinuing operations
47 030 0
Impairment during the year discontinuing operations
31 850 0
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The vessels have carrying amount in USD, which are converted to NOK by
using the exchange rate on the balance sheet date in the consolidated
financial statements. Changes in the exchange rate USD/NOK result in
translation dierences, which are recognised in the comprehensive income.
Accumulated exchange translations are included in the amounts above.
The vessel Polar Queen was sold in March 2021. Gain from the sale of Polar
Queen was NOK 21.0 million. Sale of vessel triggered the recycling of foreign
transaction dierences of NOK 155.2 million. Recycling of foreign currency
transaction dierences do not have cash eect and are presented as
discontinued operations in the income statement.
In December 2021, GC Rieber Shipping entered into an agreement to sell the
vessel Polar Onyx. The buyer was the oshore wind service conglomerate
Dong Fang Oshore Co., Ltd, and Hung Hua Construction Co., Ltd. The vessel
was delivered to the new owner 17 February 2022. Both vessel and equipment
are considered to be part of discontinued operations, see note 24 for more
information.
Depreciation rates of 4% to 12.5% have been applied for vessels and 6.67%
to 33.33% have been applied for marine equipment. Capitalised periodic
maintenance per 31.12.2021 amounts to NOK 7.7 million. (2020: NOK 13.5
million).
The net impairment of NOK 31.8 million in 2021 reflects the negotiated selling
prices of Polar Queen and Polar Onyx. For 2020, total impairment of Subsea
& Renewables asset values was NOK 459.1 million, representing the significant
industry uncertainties due to the Covid-19 outbreak and volatile oil price.
(NOK 1000) 2021 2020
MACHINERY, INVENTORY, AND EQUIPMENT
Acquisition cost 01.01.
60 194 60 177
+ Additions during the year
0 17
= Acquisition cost as at 31.12
60 194 60 194
Accumulated depreciation as at 01.01.
51 611 44 741
+ Depreciation for the year
6 870 6 870
+ Impairment during the year
0 0
= Accumulated depreciation and write down as at 31.12.
58 481 51 611
Carrying value as at 31.12.
1 713 8 582
Where of discontinued operations
1 713 0
Carrying value as at 31.12. of continuing operations
0 8 582
Machinery, inventory and equipment per year-end 2021 is presented as
discontinuing assets in the Consolidated balance sheet.
Financial fixed assets
On 9 July 2021, GC Rieber Shipping sold shares in Shearwater Geoservices
Holding AS (Shearwater) reducing its ownership from 17.0% to 8.5%. Due
to the reduced ownership and GC Rieber Shipping no longer being part
of the shareholder agreement, the investment previously reported in the
income statement under «Profit from joint ventures and associates» is now
reported as a financial fixed asset at fair value. See note 4 and 5 for further
information.
Shearwater operates as a global, customer-focused and technology-driven
provider of marine geophysical services. Shearwater owns and operates a
large fleet of seismic acquisition vessels, oering a full range of acquisition
services including 3D, 4D and ocean bottom seismic. The company also has a
portfolio of proprietary streamer technology and processing software enabling
eective execution of geophysical surveys and delivery of high-quality data.
The company has approximately 800 employees and operates in all major
oshore basins across the world. This makes Shearwater a leading global and
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2021 GC RIEBER SHIPPING ASA GROUP
technology-driven full-service provider of marine geophysical services, able to
deliver exceptional customer solutions.
The shares in Shearwater are booked as financial assets at fair value
according to the valuation methods described in note 2.7. When considering
the fair value as at 31.12.2021, GC Rieber Shipping has assessed external
valuations of Shearwater and market outlook, against the price per share
in the last transaction in the share which was the sale of 4 997 711 shares by
GC Rieber Shipping 9 July 2021. The sale was negotiated by knowledgeable,
independent parties. Based on the assessment, the price per share in the last
significant transaction in the share is considered to represent an appropriate
estimate of the fair value of Shearwater as at 31.12.2021. External valuations
substantiate GC Rieber Shipping’s valuation as at 31.12.2021.
(NOK 1000) 31.12.2021 31.12.2020
Financial assets at fair value
440 301 0
Total financial fixed assets
440 301 0
NOTE 11 – Trade receivables and other
current receivables
(NOK 1000) 2021 2020
TRADE RECEIVABLES AND OTHER RECEIVABLES
TRADE RECEIVABLES
Trade receivables gross
859 40 866
Provision for bad debt
0 -10 924
Trade receivables net
859 29 942
OTHER RECEIVABLES
Prepaid expenses
625 9 920
Prepayment to Ship Manager
0 8 485
Re-invoiced expenses
0 451
Total other receivables
625 18 856
Total current receivables
1 484 48 798
Ageing profile trade receivables, not impaired at the end of the reporting period
Receivables, not due
325 22 351
Receivables, due by 1-30 days
0 3 584
Receivables, due by 31-60 days
0 4 028
Receivables, due by 61-120 days
0 7 575
Receivables, due by > 120 days
534 3 329
Total
859 40 866
Provison for bad debt trade receivables
Provision for bad debts 01.01
-10 924 -1 825
Provision made during the year
0 -10 924
Losses realised
10 924 1 825
Provision for bad debts 31.12
0 -10 924
Trade receivables are amounts due from customers for services performed in
the ordinary course of business. They are generally due for settlement within
30 - 45 days and therefore are all classified as current. For more information
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see note 2.6 Trade receivables.
Loss on trade receivables have been classified as operating expenses vessels
in the income statement.
Regarding credit risk the Group aims to have a diversified contract portfolio.
The Group endeavours to ensure that vessel contracts are only entered into
with customers who have good payment ability and payment history, and the
development in the market is closely monitored. In particular, this applies for
contracts beyond a certain duration.
Of trade receivables 31.12.2021, none are still outstanding at the time the
financial statement is signed.
Expected losses not accounted for are considered to be immaterial as at
31.12.2021.
Discontinued operations:
For more information, please see note 24.
NOTE 12 – Cash and cash equivalents
(NOK 1000) 2021 2020
BANK DEPOSITS AND CASH
Bank deposits and cash
482 042 239 546
Tax withholdings 656 884
Bank deposits and cash
482 698 240 430
Bank deposits generate interest income based on the banks’ prevailing terms
at any given time.
NOTE 13 – Equity
31.12.2021 31.12.2020
Ordinary shares
Par value per share
1,80 1,80
Number of shares
86 087 310 86 087 310
Share capital (NOK 1000)
154 957 154 957
GC Rieber Shipping ASA’s shares are listed on Oslo Børs with the ticker RISH.
The total number of shares is 86 087 310.
OWN SHARES
The company sold its 54,500 own shares (0.06% of the shares in the company)
to employees in September 2021, and holds no own shares as at 31 December
2021.
DIVIDENDS
Following GC Rieber Shipping’s significantly strengthened financial position
in 2021, GC Rieber Shipping and its lenders agreed to restore the provisions
of the original credit facility agreement and reversed material changes
introduced throughout the restructuring period. Specifically, investment and
dividend restrictions were removed, and scheduled amortisation with full
instalments restored. See note 14 for further details.
23 September 2021, an extraordinary general meeting approved an
additional dividend of NOK 1.23 per share on the basis of the company’s
annual accounts for 2020. The additional dividend, a total of NOK 105.9
million, was paid to the shareholders 5 October 2021.
For the year ended 31.12.2021, the Board has proposed a dividend of NOK 0.50
per share, a total of NOK 43.0 million.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
69
2021 GC RIEBER SHIPPING ASA GROUP
NOTE 14 – Debt to credit institutions
Entering 2021, the Group had two Subsea & Renewables credit facilities. One
was repaid in full in March 2021 following the sale of the vessel Polar Queen,
and the other was repaid in full in February 2022 following the sale of the
vessel Polar Onyx announced in December 2021.
As of February 2022 the Group is debt free.
Since Polar Onyx was the last owned vessel within the Subsea & Renewables
segment, the segment was considered as discontinued operations as at
31.12.2021, and the debt presented as liabilities of discontinued operations in
the balance sheet as at 31.12.2021.
(NOK 1000)
AVERAGE
INTEREST RATE 2021
AVERAGE
MATURITY
BALANCE SHEET
2021
BALANCE SHEET
2020
INTEREST PAYMENT
2021
INTEREST PAYMENT
2020
Mortgage debt with floating interest Secured
USD LIBOR + 1.95% 0 264 307 0 23 604
Mortgage debt with fixed interest Secured
USD CIRR 2.43 % + 1.6% 0 542 094 0 19 118
Amortisation effect, mortgage debt
0 -1 198 0 0
Mortage debt discontinued operations Secured
USD CIRR 2.43 % + 1.6% 2 months 419 216 0 18 744 0
Total
419 216 805 203 18 744 42 722
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
There were several amendments to the credit facilities through 2021, and in
the past four-year period:
In March 2018 GC Rieber Shipping negotiated better terms and certain
amendments to the two credit facilities. The new terms and amendments
included the following main elements;
• Amortisation: 80% reduction in amortisations until 31 December 2020
(compared to original amortisation schedule)
• Final maturity date: 31 December 2022
• Cash sweep: Aggregate average consolidated cash in the Group during the six
months prior to the sweep date in excess of the following threshold amounts;
• NOK 150 million in 2019
• NOK 120 million in 2020 and onwards
First cash sweep at 15 June 2019 and semi-annually thereafter
• Interest rates: No amendments
• Financial covenants:
• Minimum free liquidity of NOK 40 million until 31 December 2021, NOK 50
million thereafter
• Loan to value: 110% until 31 December 2020
• Change of control: If GC Rieber AS controlled less than 50.1% of the Shares and
votes in the Group or someone other than GC Rieber AS gains negative control in
the Group.
No dividend payments or other distributions from the Group could be
made without the prior consent of the banks. However, the Group’s lenders
consented to the following: 24% of potential dividends from the shares
of Shearwater Geoservices Holding AS or 24% of potential proceeds from
the sale of such shares in whole or in part, could be redistributed to the
shareholders of the Group by way of dividends, a share capital reduction or
any other manner deemed appropriate by the Group.
Investments were limited to scheduled CAPEX and ordinary repairs related to
the Subsea & Renewables vessels in the ordinary course of operation.
In August 2020, GC Rieber Shipping sold the vessel Polar King, and the vessels
debt was repaid in full.
In September 2020, as a result of the challenging market conditions in 2020
with Covid-19 and highly volatile oil price, GC Rieber Shipping received further
amendments to the two credit facilities. The new amendments included the
following main changes with eect through 2021;
• Prolonging the 80% reduction of scheduled amortisation
• Reducing the minimum equity ratio from 30% to 25%
• Suspending the minimum vessel value clauses
Payment of the third- and fourth quarter instalments for 2020 was suspended
until the final maturity date, provided that the same amounts were deposited
to an escrow account. As of 31 December 2020, the amount was USD 1.0
million.
The lenders also granted waiver for the cash sweep mechanism in the second
half of 2020, with the next cash sweep being in June 2021.
In March 2021, GC Rieber Shipping sold the vessel Polar Queen and repaid
the vessel’s debt in full. At the same time GC Rieber Shipping received
further amendments to its remaining Subsea & Renewables credit facility
related to the vessel Polar Onyx, prolonging the 80% reduction of scheduled
amortisation and suspending the cash sweep mechanism until final maturity
in December 2022. In consideration of the amendments, GC Rieber Shipping
made a loan prepayment of NOK 69 million. The prepayment replaced the
cash sweep payment scheduled for June 2021 of approx. NOK 46 million.
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
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2021 GC RIEBER SHIPPING ASA GROUP
In September 2021, following GC Rieber Shipping’s significantly strengthened
financial position through 2021, GC Rieber Shipping and its lenders agreed to
restore the provisions of the original credit facility agreement and reversed
material changes introduced throughout the restructuring period. Specifically,
investment and dividend restrictions were removed, and scheduled
amortisation with full instalments restored, applicable as at 31.12.2021
The Group was in compliance with the financial covenants throughout 2021.
The Group’s long-term liabilities are exclusively denominated in USD and have
been converted to NOK using the exchange rate at the balance sheet date.
Following the sale of Polar Onyx in February 2022 the Group is debt free.
The Group’s net debt at 31.12.2021:
(NOK 1000) 2021 2020
NET DEBT
Cash and cash equivalents
482 698 240 430
Mortgage debt - repayable within one year
0 -17 061
Mortgage debt - repayable after one year
0 -789 339
Amortisation effect, mortage debt
0 4 348
Lease liabilities - IFRS 16
-2 708 -2 682
Accrued interest cost
0 -3 150
Debt of discontinued operations
-419 216 0
Net debt
60 774 -567 455
Cash and cash equivalents
482 698 240 430
Gross debt - fixed interest rates
0 -542 094
Gross debt - variable interest rates
0 -264 307
Amortisation effect, mortage debt
0 1 198
Lease liabilities - IFRS 16
-2 708 -2 682
Debt of discontinued operations
-419 216 0
Net debt
60 774 -567 455
(NOK 1000)
CASH/CASH
EQIUVALENTS
BORROW.
DUE WITHIN 1 YEAR
BORROW.
DUE AFTER 1 YEAR
AMORTISATION
EFFECT, MORTAGE DEBT
ACCURED
INTEREST COST TOTAL
Net debt as at 1 January 2021
240 430 -17 061 -792 021 4 348 -3 150 -567 455
Discontinued operations
-402 155 792 021 -4 348 3 150 -567 455
Cash flows
240 368 0 0 0 240 368
Lease liabilities IFRS 16
0 0 -2 708 0 0 -2 708
Foreign exchange adjustments
1 900 0 0 0 0 1 900
Other non-cash movements
0 0 0 0 0 0
Net debt as at 31 December 2021
482 698 -419 216 -2 708 0 0 60 774
SHORTCUTS
Letter from the CEO
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ESG Report 2021
Report of the Board
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Financial Statement
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Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
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2021 GC RIEBER SHIPPING ASA GROUP
NOTE 15 – Pension costs
and pension obligations
All employees have changed to defined-contribution plan.
Defined-benefit plan
The Group has a company pension scheme with tax deductions for its
employees in a life insurance company. The pension scheme entitles future
defined benefits. The benefits depend on the number of contribution years,
the wage level at retirement and the size of the benefits from the National
Insurance. Full retirement pension constitutes about 63% of the pension
base (limited to 12G) and the pension scheme also includes disability and
children’s pensions. The retirement age is 67 years. The Group has the right to
undertake changes in the pension scheme. These pension schemes are funded
obligations.
All pension schemes have been treated in accordance with IAS 19. Changes
in the pension obligations due to changes in actuarial assumptions are
recognised in the comprehensive income. The discount rate is equal to the
interest rate on covered bonds (OMF). If the discount rate is reduced by 1%,
it will normally result in an increase in the gross pension obligation of 15% to
20%.
The pension cost is based on the actuarial assumptions as at 01.01, whereas
the pension obligations are based on the actuarial assumptions at 31.12.
2021 2020
ACTUARIAL ASSUMPTIONS
Discount rate
1,90% 1,70%
Estimated return on plan assets
1,90% 1,70%
Inflation/Increase of National Insurance Basic Amount (G)
2,75% 2,25%
Rate of salary increase
2,75% 2,25%
Rate of pension increase
2,50% 2,00%
Number of deferred members
0 0
Number of pensioners
2 2
Mortality table
K-2013 K-2013
(NOK 1000) 2021 2020
SPECIFICATION OF THE GROUP’S NET PENSION COST
Current service cost
0 9
Interest expenses on benefit obligations
96 137
Administration costs
- -22
Net pension cost
96 124
Payroll tax
14 17
Pension cost in the income statement
110 141
(NOK 1000) 31.12.2021 31.12.2020
SPECIFICATION OF THE GROUP’S
NET PENSION OBLIGATIONS
Gross obligations, secured
0 0
Gross obligations, unsecured
-6 049 -5 790
Fair value of plan assets
0 0
Payroll tax
-853 -816
Book value of net pension obligations
-6 902 -6 607
Carrying value 01.01.
-6 607 -7 244
Cost in income statement
-110 -141
Contributions during the year
326 315
Recognised net actuarial (loss) / gain
-512 463
Carrying value 31.12.
-6 902 -6 607
Actual return on plan assets per 31.12.2021 was 7.0%.
SHORTCUTS
Letter from the CEO
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ESG Report 2021
Report of the Board
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Financial Statement
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2021 GC RIEBER SHIPPING ASA GROUP
NOTE 16 – Right-to-use asset
and leasing liability
IFRS 16 “Leases” sets out the principles for the recognition, measurement
and disclosure requirements for both parties to a lease contract. IFRS 16 was
eective for reporting periods beginning on or after 1 January 2019 and the
Group adopted IFRS 16 on the eective date using a modified retrospective
approach.
The Group is both a lessor, as it charters vessels to customers, and a lessee.
The new requirements resulted in significant changes to the accounting model
applied by lessees and primarily aected the Group’s accounting for the
operating leases as a lessee. The accounting for lessors was not significantly
change.
To determine whether a contract contains a lease, it is considered whether the
contract conveys the right to control the use of an identified asset. This is for
the Group considered to only be the case for oce leases. The Group has long
term lease agreements on oce premises and warehouses that was aected
by implementation of IFRS 16. For the Group, these lease commitments
resulted in the recognition of an asset (right-of-use) and a lease liability. The
rental period is calculated based on the duration of the agreement plus
any option periods if these with reasonable certainty will be exercised. Joint
expenses etc. are not recognised in the lease liability for the rental contracts.
As permitted by IFRS 16, the Group chose to measure the right-of-use asset
equal to the amount of the liability at the implementation date. The future
payments under each lease arrangement have been discounted using
the incremental borrowing rate applicable to the leased assets in order to
calculate the lease liability recognized on the date of adoption.
The Group used the following practical expedients when applying IFRS 16 to
leases previously classified as operating leases under IAS 17:
• Applied the exemption not to recognise right-of-use assets and liabilities for
leases with less than 12 months of lease term
• The Group had no lease agreements in the balance sheet as of 1 January 2019
• Excluded initial direct costs from measuring the right-of-use assets at the date
of initial application
The liabilities were measured at the present value of the remaining lease
payments, discounted using the lessee’s incremental borrowing rate as of 1
January 2019. The weighted average lessee’s incremental borrowing rate
applied to the lease liabilities on 1 January 2019 was 3.0%. As of 1 January
2019, the implementation eects were as following:
• Right-of-use assets in the statement of financial position increased by NOK 3.6
million
• Lease liability in the statement of financial position increased by NOK 3.6 million
• Eect on equity amounted to 0
There are no significant changes to the Group’s profit but the cash flow
statement for leases are aected with lease payments being presented as
financing activities as opposed to operating activities. Some of the Group’s
commitments relates to arrangements that will not qualify as leases under
IFRS 16.
(NOK 1000) 2021 2020
RIGHT-OF-USE ASSETS
Balance at 1 January
4 316 6 042
New lease liabilities
0 0
Disposals during the year
0 0
Depreciation
-1 726 -1 726
Carrying amount as at 31 December
2 590 4 316
Depreciation method
Straight-line Straight-line
Useful life (years)
4 4
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
(NOK 1000) 2021 2020
LEASE LIABILITIES
Balance at 1 January
4 413 6 068
New lease liabilites
0 0
Change in lease liabilities
0 0
Paid installment (cash flow)
-1 705 -1 655
As at 31 December
2 708 4 413
UNDISCOUNTED LEASE LIABILITY AND MATURITY OF CASH FLOWS
Less than 1 year
1 920 1 820
1-4 years
853 2 730
Total discounted lease liability as at 31 December
2 773 4 550
Interest rate
3,00% 3,00%
The discount rate for the rental contracts is determined by looking at
observable borrowing rates in the bond market. The interest rates are
adapted to the actual lease contracts duration. Payment of interest related
to lease liabilities is presented as cash flow from financing activities as this
is best in accordance with the objective of the rental agreement. The Group
has recognised its lease liabilities at the present value of the remaining lease
payments, discounted using the lessee’s incremental borrowing rate at the
date of initial application.
(NOK 1000) 2021 2020
EFFECT ON CONSOLIDATED INCOME STATEMENT
Administration cost - office rent
1 851 1 851
Depreciation - right-of-use asset
-1 726 -1 726
Interest cost - lease liabilities
89 163
Net effect consolidated income statement
214 288
NOTE 17 – Shareholders’ information
and transactions with related parties
The 20 largest shareholders in GC Rieber Shipping ASA
as at 31 December 2021 (outstanding shares):
NAME NUMBER OF SHARES OWNER SHARE
GC Rieber AS
66 145 908 76,8%
AS Javipa
2 003 492 2,3%
GC Rieber Fondet
1 807 255 2,1%
Pareto Aksje Norge
1 478 737 1,7%
Viben AS
1 334 435 1,6%
Celsius AS
1 328 768 1,5%
Trioship Invest AS
1 190 000 1,4%
Delta AS
975 000 1,1%
Solomio AS
850 000 1,0%
Johanne Marie Rieber Martens
786 654 0,9%
Storkleiven AS
750 022 0,9%
Pelicahn AS
685 166 0,8%
Middelboe AS
553 306 0,6%
Benedicte Martens Nes
386 250 0,4%
Triofa 2 AS
278 001 0,3%
Mikkel Martens
225 949 0,3%
Dag Fredrik Jebsen Arnesen
212 000 0,2%
Thorild Marie Rong
210 648 0,2%
Bergen Råvarebørs AS
208 668 0,2%
Tigo AS
186 359 0,2%
Other Shareholders
4 490 692 5,2%
Outstanding shares
86 087 310 100,0%
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
CEO Einar Ytredal holds 40 885 shares, CFO Øystein Kvåle holds 28 900
shares and CCO Christoer Knudsen holds 11 000 shares in the Group.
At 31.12.2021, GC Rieber AS owns 66 145 908 shares in GC Rieber Shipping ASA,
constituting 76.8% of the outstanding shares in the Group. GC Rieber Holding
AS, Pelicahn AS and AS Javipa together hold 50% of the shares in GC Rieber
AS. Through non-controlling interests in these three companies, the Chairman
of the Board, Paul-Christian Rieber, indirectly owns 29.3% of the shares in
GC Rieber Shipping ASA.
No other Board members own shares in the Group.
The company sold its 54,500 own shares to employees in September 2021,
and holds no own shares as at 31 December 2021.
Transactions with the parent company
One of the Group’s subsidiaries has entered into lease agreements for storage
premises and parking lots with subsidiaries of GC Rieber AS. The same
subsidiary has entered into an agreement with GC Rieber AS concerning the
purchase/hiring of ICT services and equipment as well as purchase of certain
administrative services.
(NOK 1000) 2021 2020
ICT and administration expenses
4 559 6 548
Lease payments
280 453
Transactions with joint ventures & associates (the equity method)
The Group has had several transactions with joint ventures & associated
companies. All transactions have been carried out as part of the ordinary
operations and at arm’s length prices.
The most important transactions are as follows:
(NOK 1000) 2021 2020
Management income - OOO Polarus
758 813
Other income – OOO Polarus
431 0
Management income - Shearwater
0 5 615
Total
1 189 6 427
The balance sheet includes the following amounts originating from transactions with
joint ventures & associated companies:
(NOK 1000) 2021 2020
Trade receivables
599 598
Short term liabilities
0 0
Total (net)
599 598
NOTE 18 – Capital structure
and financial risk management
(NOK 1 000)
1. CAPITAL STRUCTURE
The Group runs a capital-intensive business where the ongoing capital
requirement mainly relates to investments in new vessels, reconstruction/
conversion of vessels, and repayment of debt and possible acquisitions
of companies. The Group aims at securing a long-term financing of new
investments from acknowledged financial institutions that are acquainted
with the Group’s business. The terms of such financing will normally reflect
the dierent investments’ equity ratio, which in turn is normally influenced by
the risk profile of the investments. Furthermore, the public listing of GC Rieber
Shipping ensures that the Group has sucient access to equity markets if and
when a need for such recapitalisation should arise.
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
The Group’s overall strategy is to have a capital structure involving satisfactory
solidity and liquidity that ensures favourable terms on long-term financing
and gives the Group the opportunity to have a stable dividend policy,
combined with freedom of action and flexibility with regards to responding
to new investment possibilities. Interest and instalments on the long-term
financing will normally be repaid with the operating cash flows from the
related investments, mainly from cash flows from operation of vessels.
Net debt ratio
The net debt ratio is calculated by dividing net interest-bearing debt on
adjusted total capital. Net interest-bearing debt includes all debt on which
interest is accrued as recorded in the balance sheet less cash and cash
equivalents. Adjusted total capital is the equity recorded in the balance sheet,
plus net interest-bearing debt.
The net debt ratio as at 31.12.2021 and 31.12.2020 is calculated as follows:
(NOK 1000) 2021 2020
Total mortgage debt incl. amortisation effect
0 805 203
Discontinued operations (total mortgage debt incl.
amortisation effect)
419 216 0
Cash
-482 698 -240 430
Net interest-bearing debt incl. amortisation effect
-63 482 564 773
Total equity
1 213 222 1 277 605
Total capital (adjusted)
1 149 740 1 842 378
Net debt ratio
-5,52% 30,65%
The net debt ratio is negative as cash exceed interest-bearing debt as at
31.12.2021. The decrease in net debt ratio from 2020 is mainly related to
repayment of debt following the sale of Polar Queen in March 2021 and
the sale of shares in Shearwater in July 2021. See note 10 and 14 for further
details.
As some subsidiaries have functional accounts in USD, changes in USD/ NOK
exchange rates will aect the Group’s equity.
Following the sale of Polar Onyx in February 2022 the Group is debt free.
2. BALANCE SHEET INFORMATION
The Group’s financial assets and liabilities are included in the balance sheet as
follows:
(NOK 1000) 2021 2020
FINANCIAL ASSETS AT AMORTISED COST
Trade receivables
859 29 942
Cash and cash equivalents
482 699 240 430
Total financial assets
483 558 270 372
(NOK 1000) 2020 2020
LIABILITIES AT AMORTISED COST
Interest bearing long-term debt
0 784 991
Lease commitments - IFRS 16
2 708 2 682
Interest bearing short-term debt including accrued interest
0 20 212
Trade payables
2 882 20 742
Other current liabilities including short term lease commitments
IFRS 16
4 337 7 320
Liabilities of dicontinued operations
419 216 0
Total financial liabilities
429 143 835 947
The carrying values of financial assets and liabilities are assumed to be their
fair values.
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
Security for capitalised assets
• Security has not been provided for any of the Group’s trade payables.
• The Group’s vessels are pledged as collateral for interest-bearing debt of NOK
411.8 million.
In 2021, the Group did not make use of derivatives in order to manage
credit risk. The Group aims at a situation where the charterers provide
parent company guarantees for their liabilities in connection with the lease
agreements when this seems reasonable and commercially achievable.
The maximum risk exposure is represented by the carrying amount of
the financial assets, including derivatives, in the balance sheet. As the
counterparty in derivative transactions normally is a financial institution, the
credit risk related to derivatives is considered limited. The Group therefore
regards its maximum risk exposure to be equal to the carrying amount of
trade receivables (note 11) and other current assets.
3. INCOME STATEMENT INFORMATION
The Group’s profit and loss related to financial assets and financial liabilities
are presented below:
(NOK 1000) 2021 2020
Currency gains on bank deposits and cash
0 2 770
Currency gains receivables
10 497 9 354
Interest income on bank deposits and cash
2 332 978
Other financial income
779 2 540
Total financial income in the income statement
13 608 15 642
Interest cost
658 781
Currency losses on bank deposits and cash
1 900 17 247
Total financial expenses in the income statement
2 558 18 028
The financial instruments have not been subject to hedge accounting, and
the Group records change in fair value of financial instruments through profit
or loss in accordance with IFRS 9.
4. FINANCIAL RISK MANAGEMENT
As the Group operates its business internationally, it is exposed to various
risks: market risk (including foreign exchange risk and interest risk), liquidity
risk, credit risk and geopolitical risk. The Group’s primary risk management
plan focuses on minimising the potential negative eects that unpredictable
changes in the capital markets may have on the Group’s financial results.
The Group continuously assesses the use of derivatives to reduce risk, in
accordance with a strategy for hedging of interest rate and currency exposure
adopted by the Board. The operative risk management is performed by the
finance department and is regularly reported to the Board.
In the beginning of 2020, covid-19 stirred market fundamentals in a short
amount of time. With the simultaneous dramatic fall in the oil price, the
oshore industry and GC Rieber Shipping’s business faced significant
uncertainty world-wide. While GC Rieber Shipping did not lose any business
as a result of these events, the Group faced higher costs keeping the
vessels operational through the challenging times. See note 21 for further
considerations around covid-19.
The ongoing war in Ukraine and related sanctions against Russia have
increased the risk related to the Group’s joint ventures and assets in Russia. It
is currently uncertain to what extent the business will be aected.
MARKET RISK
Foreign exchange risk
The Group operates internationally and is exposed to currency risk in several
currencies. The Group’s income is in USD, GBP, EUR and NOK, and costs are
mainly in NOK, EUR and USD. In order to reduce the Group’s foreign currency
SHORTCUTS
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exposure, the Group’s debt has mainly been held in USD. A continuous
assessment is made regarding hedging of the expected future net cash flow
in USD, GBP, EUR and other relevant currencies.
Based on the budgeted composition of the Group’s operating income and
operating expenses and liabilities for continuing operations the coming year,
an increase in the USD/NOK, EUR/NOK and GBP/NOK exchange rate by NOK
1.00 will have immaterial eect on the result.
In addition, an increase in USD against NOK by 1.00 involves an increase in the
equity through the comprehensive income by NOK 91 million.
Price risk - Bunkers
As a main principle, the Group is not exposed to any change in bunkers prices
for vessels as this risk stays with the charterer. Consequently, the Group has
not entered into any forward contracts to hedge the risk of changes in prices
of bunkers.
Interest rate risk
The Group’s interest rate risk is related to long-term loans.
As at 31.12.2021 the Group had interest-bearing debt of NOK 419.2 million
related to discontinued operations, with a fixed CIRR rate. The debt was
repaid in full following the sale of Polar Onyx in February 2022, leaving GC
Rieber Shipping debt free.
See note 14 for further information on long-term liabilities.
On a general note, the Group assesses on a continuous basis how much of its
exposure to interest rate fluctuations that shall be hedged.
CREDIT RISK
The Group’s credit risk relates to cash and cash equivalents, trade receivables
and derivative financial instruments (if any). The Group uses an “expected
loss” model that focuses on the risk that a loss will incur, rather than whether a
loss has been incurred. The Group has its cash and cash equivalents placed in
financial institutions with high credit worthiness.
The Group aims to have a diversified contract portfolio. At the time, however,
there are limited possibilities of diversifying with the Subsea & Renewables
segment now discontinued and all charter activities being generated in the
JV Ice/Support.
The Group endeavours to ensure that vessel contracts are only entered into
with customers who have good payment ability and payment history, and
the development in the market is closely monitored. In particular, this applies
for contracts beyond a certain duration. The Group seeks to ensure that
charterers provide parent company guarantees for their obligations under the
contracts when commercially achievable. The Group has not guaranteed for
any third-party liabilities.
The maximum risk exposure is represented by the carrying amount of
the financial assets, including derivatives, in the balance sheet. As the
counterparty in derivative transactions normally is a financial institution,
the credit risk related to derivatives is considered to be minor. Therefore, the
Group regards its maximum credit risk exposure to be equal to the carrying
amount of trade receivables (note 11) and other current assets.
The Group’s credit risk is considered to be moderate on an overall basis. For
continuing operations, the expected losses are considered immaterial as at
31.12.2021.
SHORTCUTS
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Report of the Board
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Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
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2021 GC RIEBER SHIPPING ASA GROUP
LIQUIDITY RISK
The Group’s lenders are acknowledged Norwegian and international shipping banks. The Group’s strategy is to have sucient liquidity in the form of bank deposits,
interest-bearing securities and credit facilities to ensure that the Group at all times can finance the operations and ongoing investments of a moderate size. The
cash management policy of the Group includes investing liquidity in financial institutions with high credit worthiness and interest-bearing securities with high
liquidity and low credit risk.
Undiscounted cash flows of the Group’s assets and financial liabilities per 31.12.2021 are presented below:
REMAINING PERIOD
31.12.2021 0-12 MONTHS 1-5 YEARS MORE THAN 5 YEARS TOTAL
Restricted cash
0 0 0 0
Trade receivables and other receivables
1 484 0 0 1 484
Bank deposits and cash
482 698 0 0 482 698
Total financial assets
484 182 0 0 484 182
Interest-bearing long-term liabilities (Undiscounted)
0 0 0 0
Financial investments
0 0 0 0
Lease liabilities
1 920 853 0 2 773
Trade payables and other short-term liabilities
7 065 0 0 7 065
Interest-bearing long-term liabilities, discontinued operations (Undiscounted)
421 429 0 0 421 429
Total financial liabilities
430 414 853 0 431 267
31.12.2020 0-12 MONTHS
1-5
YEARS MORE THAN 5 YEARS TOTAL
Restricted cash
0 8 539 0 8 539
Trade receivables and other receivables
48 798 0 0 48 798
Bank deposits and cash
240 430 0 0 240 430
Total financial assets
289 228 8 539 0 297 767
Interest-bearing long-term liabilities (Undiscounted)
43 562 816 463 0 860 024
Financial investments
2 776 2 776 0 5 552
Lease liabilities
1 820 2 730 0 4 550
Trade payables and other short-term liabilities
26 242 0 0 26 242
Total financial liabilities
74 400 821 969 0 896 369
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
HEDGING
The Group continuously assesses the use of derivative financial instruments
to manage currency and interest rate risk. Hedge accounting is not applied,
so all derivatives will be classified as trading instruments and measured at
fair value thorough profit and loss. Cash flow hedging is mainly performed
by entering into forward contracts and option structures regarding the sale
of relevant currency against NOK. Realised gains/losses and changes in fair
value are recognised in the income statement. There were no active forward
contracts as at 31.12.2021 or 31.12.2020.
The Group’s interest-bearing debt is denominated in USD with a fixed rate,
and in its entirety related to discontinued operations as at 31.12.2021. See note
14 for further details.
On a general note, to increase the predictability of the Group’s future interest
expenses related to interest-bearing debt, assessments are made regarding
the hedging of future interest payments. Any hedging is mainly carried out
through entering into forward interest rate swap contracts. Realised gains/
losses and changes in fair value are recognised in the income statement. As
at 31.12.2021 the Group had no open interest rate derivatives, and the Group’s
portfolio of financial hedging instruments at the balance sheet was zero. The
same applied for 31.12.2020.
5. FAIR VALUE ASSESSMENT
The table below shows financial instruments at fair value 31.12 according to
the valuation methods described in note 2.7:
(NOK 1000) LEVEL 1 LEVEL 2 LEVEL 3 TOTAL
2021
FINANCIAL ASSETS AT FAIR VALUE
OVER PROFIT OR LOSS:
Financial fixed assets
0 0 440 301 440 301
Total assets
0 0 440 301 440 301
2020
FINANCIAL ASSETS AT FAIR VALUE
OVER PROFIT OR LOSS:
Financial fixed assets
0 0 0 0
Total assets
0 0 0 0
For further information about the financial instruments, see note 10 under
financial fixed assets.
NOTE 19 – Other current liabilities
(NOK 1000) 2021 2020
Evaluation financial instruments
0 0
Accrued expenses
1 141 1 141
IFRS 16 adjustments
1 749 1 705
Other
1 447 2 611
Total other current liabilities
4 337 5 458
For discontinued operations, please see note 24 for more information.
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
NOTE 20 – Contingencies
Earn-out
In December 2021, GC Rieber Shipping received an earn-out of NOK 780 000
as a final settlement related to the sale of shares in Octio in 2012 and 2013.
NOTE 21 – Covid-19
In the beginning of 2020 Covid-19 stirred market fundamentals. With the
simultaneous dramatic fall in the oil price, the oshore industry and GC Rieber
Shipping’s business faced significant uncertainty world-wide. While GC Rieber
Shipping did not lose any business as a result of these events, the Group faced
higher costs keeping the vessels operational through the challenging times.
GC Rieber Shipping does no longer provide ship management services and
sold its last wholly owned vessel in February 2022. As such, the extent of
operational challenges for the Group due to Covid-19 restrictions are reduced
in 2022 compared to 2021 and 2020.
For 2022, potential risk is mainly related to the realisation of new projects and
the Group’s investments in joint ventures and financial fixed assets.
NOTE 22 –Events after balance sheet date
Sale Polar Baikal
GC Rieber Shipping has sold the crew boat Polar Baikal, owned through
the 50/50 joint venture in the Ice/Support segment. The vessel has been
chartered to the Sakhalin Energy Investment Corporation (SEIC) for 12 years.
The sale will have limited accounting eects.
Business and assets in Russia
The ongoing war in Ukraine and related sanctions against Russia have
increased the risk related to the Group’s joint ventures and assets in Russia. It
is currently uncertain to what extent the business will be aected. GC Rieber
Shipping is monitoring the situation closely to comply with all sanctions and
will revert with further information if the contract status changes.
SHORTCUTS
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Auditor’s Report
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2021 GC RIEBER SHIPPING ASA GROUP
NOTE 23 – Alternative preformance measurements
The Group presents alternative performance measurements (APM) that are regularly reviewed by management and aim to enhance the understanding of the
Group’s performance. APMs are calculated consistently over time and are based on financial data presented in accordance with IFRS and other operational data as
described below:
Alternative performance measurements
MEASURE DESCRIPTION REASON FOR INCLUDING
OPERATING PROFIT
BEFORE DEPRECIATION
(EBITDA)
EBITDA is defined as operating profit, before impairment
of tangible and intangible assets, depreciation of tangible
assets. EBITDA represents earnings before interest, tax and
depreciation, and is a key financial parameter for the Group.
This measure is useful in evaluating operating profitability on a more variable cost basis as it
excludes depreciation and impairment related primarily to acquisitions that occurred in the
past. EBITDA shows operating profitability regardless of capital structure and tax situations
OPERATING PROFIT (EBIT)
EBIT represents earnings before interest and tax. EBIT shows operating profitability regardless of capital structure and tax situations.
NET INTEREST-BEARING
DEBT
Net interest-bearing debt consists of both current and non-
current interest-bearing liabilities less interest bearing financial
assets, cash and cash equivalents.
Net interest-bearing debt is a measure of the Group’s net indebtedness that provides an
indicator of the overall statement. It measures the Group’s ability to pay all interest-bearing
liabilities within available interest- bearing financial assets, cash and cash equivalents, if all
debt matured on the day of the calculation. It is therefore a measurement of the risk related
to the Group’s capital structure.
EQUITY RATIO
Equity divided by assets at the reporting date. Measure capital contributed by shareholders to fund the Group’s assets.
EARNINGS PER SHARE
Earnings divided by average number of shares outstanding. Measures the Group’s earnings on a per-share basis.
Other definitions
MEASURE DESCRIPTION
MARKET VALUE
Calculated average vessel value between several independent brokers’ estimates based on the principle of “willing buyer and willing seller”.
CAPACITY UTILISATION
Capacity utilisation is a measure of the Group`s ability to keep vessels in operation and on contract with clients, expressed as a percentage. The capacity
utilisation numbers are based on actual available days.
CONTRACT COVERAGE
Sum of undiscounted revenue related to secured contracts in the future. Optional contract extensions as determined by the client in the future are not included.
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA GROUP
NOTE 24 – Discontinued operations
Until March 2021 the Group owned and operated two vessels within the
Subsea & Renewables segment: Polar Queen and Polar Onyx. Polar Queen
was sold in March 2021. Furthermore, in December 2021, GC Rieber Shipping
entered into an agreement to sell the SURF/construction vessel Polar Onyx.
The vessel was delivered to the new owners 17 February 2022. Following the
sale of Polar Onyx, GC Rieber Shipping no longer own or operate vessels within
the Subsea & Renewables market and the Subsea and Renewables segment
is considered as discontinued operations.
Income statement – discontinued operations
(NOK 1000) 2021 2020
Operating income
81 532 228 757
Operating expenses
-102 422 -148 749
EBITDA*
-20 890 80 008
Depreciation
-53 589 -104119
Write-down
-31 850 -459 085
Gains (losses) on sale of fixed assets
20 979 0
Foreign currency translation subsidiaries recycled
155 245 0
Operating profit (EBIT)
69 895 -483 196
Financial income
10 004 1 277
Financial expenses
-35 332 -40 459
Realised currency gains (losses)
1 914 -1 339
Unrealised currency gains (losses)
-7 727 10 777
Profit/loss before taxes
38 754 -512 939
Taxes
123 -161
Profit/loss from discontinued operations
38 877 -513 101
Basic and diluted earnings per share discontinued operations
0,45 -5,96
Operating income – discontinued operations
TC hire (time charter hire) are revenues where the Group is to deliver vessels,
equipment and crew as a service to the customer based on a fixed fee/day
rate. A time charter contract can be divided into a bareboat element and a
service component. Out of total income per 31.12.2021, the bareboat element
constitutes approximately NOK 14 million. Remaining income qualifies as IFRS
15 income.
Other revenue is additional services provided in connection with for example
time charter contracts and fees for technical support and sales of bunkers.
Statement of financial position – discontinued operations
(NOK 1000) 31.12.2021
Vessels
583 597
Machinery and equipment
1 713
Total tangible fixed assets
585 310
Accounts receivables
8 511
Total receivables
8 511
Assets classified as held for sale
593 821
Long-term debt due within one year
419 216
Current liabilities
64 726
Liabilities of assets classified as held for sale
483 942
Current liabilities – discontinued operations
A deposit for the sale of Polar Onyx was received in December 2021 and is
presented as part of current liabilities per 31.12.2021.
Provision for loss on trade receivables:
Of trade receivables considered as discontinued operations a provision of loss
of NOK 5.7 million was accounted for per 31.12.2021. The provision for loss on
trade receivables have been classified as operating expenses in the income
statement for discontinued operations.
SHORTCUTS
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Corporate Governance
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Report of the Board
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Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
Financial Statement
GC Rieber Shipping ASA
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2021 GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 2021 2020
OPERATING INCOME
Operating income
0 0
Total operating income
0 0
OPERATING EXPENSES
Administration expenses
3,4,5 -8 438 -8 639
Total operating expenses
-8 438 -8 639
Earnings before interests, taxes,
depreciations and amortisations (EBITDA)
-8 438 -8 639
Net operating income
-8 438 -8 639
FINANCIAL INCOME AND EXPENSE
Sale of shares in subsidiaries
8 113 045 0
Write-down investment in subsidiary
7 -5 141 -7 865
Write-down receivables in subsidiary
7 -24 435 -104 376
Financial income
4 170 6 035
Financial expenses
-71 -43
Financial expenses subsidiaries
0 0
Realized currency gains (losses)
2 505 4 222
Unrealized currency gains (losses)
9 019 -10 920
Net financial income and expenses
99 092 -112 946
Net income before taxes
90 655 -121 585
Taxes
6 0 0
Net income of the year
11 90 655 -121 585
ALLOCATION OF NET LOSS/PROFIT
Allocation of Net Loss/Profit
11 47 612 121 585
Dividend
11 43 044 0
Transferred from Other Equity
7
Total allocation
90 655 121 585
Income Statement
GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 31.12.2021 31.12.2020
FIXED ASSETS
Investments in subsidiaries
7 93 679 98 820
Other financial assets
8, 14 316 737 633 329
Total financial fixed assets
410 416 732 149
Total fixed assets
410 416 732 149
CURRENT ASSETS
Receivables from subsidiaries
9 47 805 50 079
Other current assets
140 178
Total receivables
47 945 50 257
Cash and cash equivalents
10 421 241 219 430
Total current assets
469 186 269 687
Total assets
879 602 1 001 836
Statement of Financial Position
- Assets
GC RIEBER SHIPPING ASA
Bergen 18 March 2022
The Board of Directors of GC Rieber Shipping ASA
Paul-Chr. Rieber
Chairman
Morten Foros Krohnstad
Vice Chairman
Birthe Cecilie Lepsøe
Board Member
Pål Selvik
Board Member
Ingrid von Streng Velken
Board Member
Einar Ytredal
CEO
SHORTCUTS
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Auditor’s Report
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2021 GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 31.12.2021 31.12.2020
EQUITY AND LIABILITIES
EQUITY
Share capital
(86,087,310 shares at NOK 1.80)
11,12,13 154 957 154 957
Portfolio of own shares
(54,500 shares at NOK 1.80)
11 0 -98
Share premium
11 286 510 286 510
Paid in capital
441 468 441 369
Other equity
11 141 307 199 286
Total retained earnings
141 307 199 286
Total equity
582 775 640 655
LIABILITIES
Trade payables
0 113
Dividend
11 43 044 0
Liabilities to subsidiaries
9 252 643 359 927
Other current liabilities
1 141 1 141
Total current liabilities
296 828 361 181
Total liabilities
296 828 361 181
Total equity and liabilities
879 602 1 001 836
Statement of Financial Position
- Equity and Liabilities
GC RIEBER SHIPPING ASA
(NOK 1000) NOTE 2021 2020
CASH FLOW FROM OPERATING ACTIVITIES
Net income before taxes
90 655 -121 585
Write-down investments in subsidiaries
7 5 141 7 865
Write-down on receivables
7 24 435 104 376
Exchange differences
-9 019 10 920
Profit on sale of shares in associated companies
8 -113 045 0
Change in accounts payable
-113 91
Change in receivables from subsidiaries
-129 445 48 475
Change in other current assets and other liabilities
36 995
Net paid interests
41 13
Net cash flow from operating activities
-131 314 51 150
CASH FLOW FROM INVESTMENT ACTIVITIES
Payments from sale of financial fixed assets
440 092 0
Payments for investments in financial fixed assets
-10 455 0
Net cash flow from investment activities
429 637 0
CASH FLOW FROM FINANCING ACTIVITIES
Sale of own shares
11 396 0
Dividend payment
11 -105 887 0
Net paid interests
-41 -13
Net cash flow from financing activities
-105 532 -13
Net change cash and cash equivalents
192 791 51 137
Cash and cash equivalents at 01.01.
219 430 179 212
Currency gains (losses) on cash and cash equivalents
9 019 -10 920
Cash and cash equivalents at 31.12.
10 421 241 219 430
Cash Flow Statement
GC RIEBER SHIPPING ASA
Notes to the Consolidated
Financial Statements
GC RIEBER SHIPPING ASA
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2021 GC RIEBER SHIPPING ASA
NOTE 1 - Corporate information
GC Rieber Shipping ASA (the “Company”) is a listed public limited company
registered in Norway. The corporate head oce is located at Solheimsgaten
15, 5058 Bergen, Norway.
The financial statements were authorised for issue by the Board of Directors
on 18. March 2022.
NOTE 2 – Accounting principles
The financial statements are prepared in accordance with the Norwegian
Generally Accepted Accounting Principles (NGAAP) as set out in the Norwegian
Accounting Act of 1998. The accounting principles are described below.
Classification of assets and liabilities in the balance sheet
Assets intended for permanent ownership or use and receivables due later
than one year after the balance sheet date are classified as fixed assets.
Other assets are classified as current assets. Liabilities due later than one year
after the balance sheet date are classified as long-term debt. Other liabilities
are classified as short-term debt.
Investments in subsidiaries, associated companies and other investments
Investments in subsidiaries and associated companies are valued in
accordance with the cost method. If fair value is lower than cost, and the fall
in value is not considered to be temporary, the investment will be valued at
fair value.
Receivables and liabilities in foreign currency
Receivables and liabilities in a foreign currency are translated into NOK using
the exchange rate at the balance sheet date. Realised and unrealised gains
and losses are classified as financial items.
Receivables
Receivables are valued at the lower of their nominal value and fair value.
Cash and bank deposits
Cash and bank deposits, etc. include bank deposits, cash in hand and short-
term bank deposits with an original maturity of three months or less. In some
cases, the company also enters into contracts for short-term deposits with
maturity exceeding three months. Per 31.12.2021, there are no deposits with
maturity exceeding three months.
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2021 GC RIEBER SHIPPING ASA
Contingencies
Contingent losses are recognised as expense if they are probable and can be
reliably measured. Contingent gains that are probable and contingent losses
that are less probable, are not recognised but disclosed in the annual report
or in the accompanying notes.
Taxes
Tax expenses are related to profit before tax and are expensed for when they
incur. The tax expense consists of tax payable (tax on taxable income for the
year) and change in net deferred tax. The tax expense is allocated to ordinary
profit and extra-ordinary profit in accordance with the basis for the taxes.
Deferred tax liability and deferred tax assets are presented net in the balance
sheet. The disclosure of deferred tax benefits on net tax reducing dierences
and carry forward losses, is based on estimated future earnings.
Cash flow statement
The Company’s cash flow statement shows the Company’s consolidated cash
flows distributed between operating activities, investment activities and
financing activities. The statement shows the impact of the dierent activities
on the Company’s cash and cash equivalents. The cash flow statement is
presented based on the indirect method.
NOTE 3 – Payroll expences, number of employees, remunerations to board and auditor
The Company has no employees, but CEO is contracted from the subsidiary
GC Rieber Shipping AS. The CEO has not received any remuneration from
GC Rieber Shipping ASA as the salary has been provided from the
subsidiary GC Rieber Shipping AS. No agreement has been entered into
with the Chairman of the Board with regards to special payments upon the
termination or change of his employment. There exist no agreements that
give employees or representatives entitlement to subscribe for or purchase or
sell shares in the Company.
The Group’s guidelines on remuneration to leading personnel and the
renumeration report for 2021 can be found in www.gcrieber-shipping.no.
(NOK 1000) SALARY
OTHER
BENEFITS
PENSION
PREMIUM
TOTAL
REMUNERATION
MANAGEMENT REMUNERATION 2021
Einar Ytredal, CEO
3 764 21 376 4 160
Øystein Kvåle, CFO
1 627 15 172 1 813
Christoffer Knudsen, CCO
2 001 16 184 2 201
Total management remuneration
7 391 51 732 8 174
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2021 GC RIEBER SHIPPING ASA
(NOK 1000) SALARY
OTHER
BENEFITS
PENSION
PREMIUM
TOTAL
REMUNERATION
MANAGEMENT REMUNERATION 2020
Einar Ytredal, CEO
2 479 20 317 2 816
Øystein Kvåle, CFO
1 526 17 111 1 653
Christoffer Knudsen, CCO
1 782 22 111 1 914
Bjørn Valberg, Technical Director
1 168 12 62 1 242
Jan Renè Myran, COO (until October 2020)
1 258 11 100 1 370
Eilert Nøttingnes, Head of QHSE (until October 2020)
872 12 52 936
Benedicte Breistein, Head of Crewing (until October 2020)
619 14 39 672
Total management remuneration
9 704 108 792 10 603
(NOK 1000)
DIRECTORS’
FEES 2021
DIRECTORS’
FEES 2020
BOARD REMUNERATION
Paul-Chr. Rieber, chairman
(incl. audit committee until April 2021)
325 300
Morten Foros Krohnstad, vice-chairman
225 200
Birthe Lepsøe (incl. audit comittee from April 2021)
167 0
Pål Selvik (incl. audit committee from April 2021)
150 0
Ingrid von Streng Velken (from April 2021)
117 0
Trygve Bruland (incl. audit committee until April 2021)
75 200
Bodil Valland Steinhaug (until April 2021)
58 150
Tove Lunde (until October 2020)
0 113
Total Board remuneration
1 117 963
(NOK 1000) 2021 2020
Audit services
367 368
Tax consulting
0 0
Other services
38 0
Total auditor’s fees
405 368
NOTE 4 – Specification of operating
expenses by category
(NOK 1 000) 2021 2020
Board remuneration incl. social security tax
1 098 1 282
Auditor’s fees
436 368
Management fee to GC Rieber Shipping AS
5 000 5 750
Legal fees
942 563
Consultancy fee
119 710
Return on bad debts
0 -659
Other administration expenses
842 626
Total operating expenses
8 438 8 639
NOTE 5 – Transactions with related parties
The Company has entered into an agreement with GC Rieber Shipping AS to
purchase administrative services. Yearly management fee is NOK 5.0 million.
Reference is made to note 12 for other transactions with related parties.
Guarantee commission revenue on guaranteed bank loans in Polar Ship Invest
II AS and Polar Ship Invest III AS amounts to NOK 1.1 million.
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2021 GC RIEBER SHIPPING ASA
NOTE 6 – Taxes
(NOK 1000) 2021 2020
Net income before taxes
90 655 -121 585
PERMANENT DIFFERENCES:
Write-down receivable and investment in subsidiary
29 576 112 241
Sale of shares
-113 045 0
TEMPORARY DIFFERENCES:
Change profit and loss account
14 3
Tax losses carried forward
-7 199 0
Basis for taxes for the year
0 -9 340
Payable income tax (22%)
0 0
Net income before taxes
90 655 -121 585
(NOK 1000) 2021 2020
Calculated tax, nominal rate 22%
19 944 -26 749
Change in deferred tax asset not recognised in balance sheet
-1 581 2 056
Permanent differences
-18 363 24 693
Tax expense/-income
0 0
Profit and loss accont
0 14
Carry forward loss for tax purposes
-262 545 -269 745
Basis for calculation of deferred tax
-262 545 -269 731
Tax rate
22% 22%
Calculated deferred tax/deferred tax asset
-57 760 -59 341
Deferred tax asset not recognised in the balance sheet
57 760 59 341
Deferred tax/deferred tax asset in the balance sheet
0 0
NOTE 7 – Investments in subsidiaries
(NOK 1 000)
SUBSIDIARY:
BUSINESS
OFFICE
VOTING AND
OWNER SHARE
CARRYING
AMOUNT 31.12.2021
RESULT
2021
EQUITY
31.12.2021
GC Rieber Shipping AS
Bergen 100% 0 12 818 9 642
GC Rieber Shipping BV
Netherlands 100% 14 960 -6 466 14 960
Polar Explorer AS
Bergen 100% 0 -14 336 -298 202
Polar Ship Invest AS
Bergen 100% 30 0 29
Polar Ship Invest II AS
Bergen 100% 26 979 -101 630 138 583
Polar Ship Invest III AS
Bergen 100% 0 1 653 -128 926
Polarus AS
Bergen 100% 50 000 7 477 302 611
Polar Shipping AS
Bergen 100% 1 710 -109 3 538
Total
93 679 -100 594 42 235
The investments in GC Rieber Shipping BV were written down with NOK 5.1 million in 2021. Based on an evaluation of future earnings and capital base as of
31.12.2021 for the Company’s subsidiaries, the Company has found it necessary to write down receivables from Polar Ship Invest III AS amounting to NOK 24.4
million. For the subsidiaries with functional value in USD, an exchange rate of USD/NOK 8.5904 has been used to convert the result for the year and a rate of USD/
NOK 8.8194 has been used to convert equity as at 31.12.21.
SHORTCUTS
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2021 GC RIEBER SHIPPING ASA
NOTE 8 – Other financial assets
GC Rieber Shipping’s ownership in Shearwater GeoServices (Shearwater) of
8.5% is booked as a financial asset in accordance with the cost method. Up to
and including the first half of 2021 the ownership was 17% and the investment
was reported as an investment in associates.
Shearwater operates as a global, customer-focused and technology-driven
provider of marine geophysical services. Shearwater owns and operates a
large fleet of seismic acquisition vessels, oering a full range of acquisition
services including 3D, 4D and ocean bottom seismic. The company also has a
portfolio of proprietary streamer technology and processing software enabling
eective execution of geophysical surveys and delivery of high-quality
data. The company has approximately 800 employees and operates in all
major oshore basins across the world. This combination makes Shearwater
a leading global and technology-driven full-service provider of marine
geophysical services, able to deliver exceptional customer solutions.
On 9 July 2021, GC Rieber Shipping sold shares in Shearwater reducing its
ownership from 17.0% to 8.5%, resulting in a profit of NOK 113.0 million.
FIGURES IN NOK 1 000
COMPANY
BUSINESS
OFFICE
VOTING
AND OWNER
SHARE
CARRYING
AMOUNT
31.12.2021
Shearwater GeoServices Holding AS
Bergen 8,5% 316 737
Total
316 737
NOTE 9 -Receivables /Liabilities
(NOK 1000) 2021 2020
Loan group account scheme
47 588 49 671
Short-term group receivables
217 408
Total group receivables
47 805 50 079
Deposit group account scheme
252 643 359 927
Total group liabilities
252 643 359 927
None of the short-term receivables or liabilities to the group have maturity
later than one year.
Of the main group receivables for 2021, loan group account scheme amounts
to NOK 47.8 million and group liabilities NOK 252.6 million.
NOTE 10 – Bank deposits/short-term
liabilities to financial institutions
The Company is a part of the GC Rieber Shipping group’s multi-currency
cash pool system without credit. This implies that the net total of deposits
and amounts drawn on the bank deposits related to all the companies in
the group account system is positive. As GC Rieber Shipping ASA is the bank’s
counterpart, the Company is technically the group companies’ bank, and has
security in all the bank deposits in the cash pool system.
The Company’s drawn amounts/deposits in credit institutions including the group
account system as at 31.12. consist of:
(NOK 1000) 2021 2020
Cash at banks and on hand
421 241 219 430
Total bank deposits and cash
421 241 219 430
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
92
2021 GC RIEBER SHIPPING ASA
Bank deposits earn interest income based on the banks’ prevailing terms at
all times. Short-term bank deposits are placed for varying periods from one
day to six months depending on the Company’s need for liquidity. These
deposits earn interest income based on the banks’ terms related to short-term
deposits.
NOTE 11 – Equity
(NOK 1000)
SHARE
CAPITAL
PORTFOLIO
OF OWN
SHARES
SHARE
PREMIUM
RESERVE
OTHER
EQUITY TOTAL
Equity as at 01.01.
154 957 -98 286 510 199 286 640 655
Net income for the year
0 0 0 90 655 90 655
Dividend
0 0 0 -148 931 -148 931
Sale of own shares
0 98 0 298 396
Equity as at 31.12.
154 957 0 286 510 141 307 582 775
ORDINARY SHARES:
NUMBER
OF SHARES PAR VALUE
CARRYING
AMOUNT
Share capital
86 087 310 1,80 154 957 158
OWN SHARES:
As at 1 January 2021 the Company had 54,500, i.e 0.06% own shares
All shares were sold employees in 2021, and as at 31 December 2021 the
Company had no own shares.
DIVIDEND:
Following GC Rieber Shipping’s significantly strengthened financial position
in 2021, GC Rieber Shipping and its lenders agreed to restore the provisions
of the original credit facility agreement and reversed material changes
introduced throughout the restructuring period. Specifically, investment and
dividend restrictions were removed, and scheduled amortisation with full
instalments restored. See note 14 to the consolidated accounts for further
details.
23 September 2021, an extraordinary general meeting approved an
additional dividend of NOK 1.23 per share on the basis of the company’s
annual accounts for 2020. The additional dividend, a total of NOK 105.9
million, was paid to the shareholders 5 October 2021.
For the year ended 31. December 2021, the Board has proposed a dividend of
NOK 0.50 per share, a total of NOK 43.0 million.
NOTE 12– Earnings per share
Earnings per share is calculated by dividing the net income for the year
attributable to ordinary equity holders by the weighted average number of
ordinary shares outstanding during the year.
The Company has no convertible loans or equity instruments and the diluted
earnings per share are thus equal to earnings per share.
(NOK 1 000) 90 655 -121 585
NET INCOME FOR THE YEAR
Time weighted average number of shares applied in the
calculation of earnings per share
86 048 936 86 032 810
Number of outstanding shares as at 31.12.
86 087 310 86 032 810
Result per share (NOK)
1,05 -1,41
Diluted earnings per share (NOK)
1,05 -1,41
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
93
2021 GC RIEBER SHIPPING ASA
NOTE 13 – Shareholders’ information
NAME NUMBER OF SHARES OWNER SHARE
GC Rieber AS
66 145 908 76,8%
AS Javipa
2 003 492 2,3%
GC Rieber Fondet
1 807 255 2,1%
Pareto Aksje Norge
1 478 737 1,7%
Viben AS
1 334 435 1,6%
Celsius AS
1 328 768 1,5%
Trioship Invest AS
1 190 000 1,4%
Delta AS
975 000 1,1%
Solomio AS
850 000 1,0%
Johanne Marie Rieber Martens
786 654 0,9%
Storkleiven AS
750 022 0,9%
Pelicahn AS
685 166 0,8%
Middelboe AS
553 306 0,6%
Benedicte Martens Nes
386 250 0,4%
Triofa 2 AS
278 001 0,3%
Mikkel Martens
225 949 0,3%
Dag Fredrik Jebsen Arnesen
212 000 0,2%
Thorild Marie Rong
210 648 0,2%
Bergen Råvarebørs AS
208 668 0,2%
Tigo AS
186 359 0,2%
Other Shareholders
4 490 692 5,2%
Outstanding shares
86 087 310 100,0%
Of the Group Management, CEO Einar Ytredal holds 40,885 shares, CFO
Øystein Kvåle holds 28,900 shares and CCO Christoer Knudsen holds 11,000
shares in the Group.
At 31.12.2021, GC Rieber AS owns 66 145 908 shares in GC Rieber Shipping ASA,
constituting 76.8% of the outstanding shares in the Group. GC Rieber Holding
AS, Pelicahn AS and AS Javipa together hold 50% of the shares in GC Rieber
AS. Through non-controlling interests in these three companies, the Chairman
of the Board, Paul-Christian Rieber, indirectly owns 29.3% of the shares in
GC Rieber Shipping ASA.
No other Board members own shares in the Group.
NOTE 14 – Mortgage and guarantees
GC Rieber Shipping ASA has provided guarantees for companies in the group
amounting to a total of NOK 411.8 million as at 31 December 2021. These
are mortgaged liabilities in the underlying companies which are no longer
eective following the sale of Polar Onyx in February 2022. The Company has
also provided parent company guaranties of financial support for companies
within the Group that has insucient equity.
NOTE 15 – Contigencies
Earn-out
In December 2021, GC Rieber Shipping received an earn-out of NOK 780 000
as a final settlement related to the sale of shares in Octio in 2012 and 2013.
PricewaterhouseCoopers AS, Sandviksbodene 2A, Postboks 3984 - Sandviken, NO-5835 Bergen
T: 02316, org. no.: 987 009 713 MVA, www.pwc.no
Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
To the General Meeting of GC Rieber Shipping ASA
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of GC Rieber Shipping ASA, which comprise:
• The financial statements of the parent company GC Rieber Shipping ASA (the Company),
which comprise the statement of financial position as at 31 December 2021, the income
statement and cash flow statement for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies, and
• The consolidated financial statements of GC Rieber Shipping ASA and its subsidiaries (the
Group), which comprise the consolidated statement of financial position as at 31 December
2021, the consolidated income statement, consolidated statement of comprehensive income,
consolidated statement of changes in equity and consolidated cash flow statement for the year
then ended, and notes to the consolidated financial statements, including a summary of
significant accounting policies.
In our opinion:
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at
31 December 2021, and its financial performance and its cash flows for the year then ended in
accordance with the Norwegian Accounting Act and accounting standards and practices
generally accepted in Norway, and
• the financial statements give a true and fair view of the financial position of the Group as at 31
December 2021, 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 laws and regulations and the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including International
Independent Auditor's Report - GC Rieber Shipping ASA
(2)
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 9 years from the election by the general meeting of the
shareholders on 12 April 2013 for the accounting year 2013.
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.
Last year’s focus area Impairment assessment of vessels in the Subsea segment is no longer current as
an agreement to sell the remaining vessel was reached in December 2021. The other focus area last
year Impairment assessment of investment in Shearwater Geoservices Holding AS remains. As parts
of the investment was sold during the year the accounting method changed from using the equity
method to using being recognized at fair value. The transaction does not change the fact that valuation
of the investment remains an important issue.
Key Audit Matter How our audit addressed the Key Audit Matter
Valuation of investment in Shearwater
Geoservices Holding AS
GC Rieber Shipping ASA has an
investment in 8,5% of the shares in
Shearwater Geoservices Holding AS
(“Shearwater”), with a total carrying
amount of NOK 440 million at 31
December 2021. The investment
represents just under a third of the
Group’s total assets. The investment is
accounted for at fair value.
We focused on the valuation of this
investment because the investment
constitutes a substantial share of the total
assets, and because the fair value
assessment has been subject to
judgement from management.
When determining the fair value,
management assessed inputs such as
transactions in the Shearwater shares and
valuations performed by external parties.
We obtained management’s fair value assessment and
considered whether the assessment contained the
elements and methodology expected for estimating fair
value. We found the assessment to be in accordance
with our expectations.
The most recent publicly known transaction in the
Shearwater shares was a transaction where GC Rieber
Shipping AS was involved as the seller. Management
has concluded that the valuation implied by the latest
significant transaction in the Shearwater shares is
considered to represent an appropriate estimate of the
fair value of Shearwater. In making this assessment,
management has also considered other inputs,
including external valuations of Shearwater, and
market outlook.
We have reviewed the inputs, including the pricing in
the last significant transaction, and the external
valuations. We also challenged managements
assumptions through discussions and the
understanding we obtained about Shearwater. Overall,
we found the assumptions made by management to be
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
94
2021 GC RIEBER SHIPPING
Independent Auditor's Report - GC Rieber Shipping ASA
(3)
There is uncertainty related to the
valuation of Shearwater, including risk
related to the future development of the
seismic market. Even minute changes in
the underlying assumptions may lead to
significant variations in the fair value of
the shares.We refer to note 10 in the
financial statements where management
explain their use of judgement and the
process to arrive at a value for the
investment in Shearwater.
the market in which they operate.
We lastly evaluated the adequacy of the disclosures
made in note 10 and found that disclosures
appropriately explained management’s use of
judgement and valuation process.
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 legal requirements.
Our opinion on the Board of Director’s report applies correspondingly to the statements on Corporate
Governance and Corporate Social Responsibility.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with the Norwegian Accounting Act and accounting standards and practices generally
accepted in Norway, and for the preparation and true and fair view of the consolidated financial
statements of the Group in accordance with International Financial Reporting Standards as adopted
by the EU, and for such internal control as management determines is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or
error.
Independent Auditor's Report - GC Rieber Shipping ASA
(4)
In preparing the financial statements, management is responsible for assessing the Company’s and the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern. The financial statements of the Company use the going concern basis of accounting insofar as
it is not likely that the enterprise will cease operations. The consolidated financial statements of the
Group use the going concern basis of accounting unless management either intends to liquidate the
Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error. We design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• 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 or 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 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
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
95
2021 GC RIEBER SHIPPING
Independent Auditor's Report - GC Rieber Shipping ASA
(5)
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide the Audit Committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Independent Auditor's Report - GC Rieber Shipping ASA
(6)
Report on Other Legal and Regulatory Requirements
Report on compliance with Regulation on European Single Electronic Format
(ESEF)
Opinion
We have performed an assurance engagement to obtain reasonable assurance that the financial
statements with file name RISH ESEF 31.12.2021 have been prepared in accordance with Section 5-5
of the Norwegian Securities Trading Act (Verdipapirhandelloven) and the accompanying Regulation
on European Single Electronic Format (ESEF).
In our opinion, the financial statements have been prepared, in all material respects, in accordance
with the requirements of ESEF.
Management’s Responsibilities
Management is responsible for preparing, tagging and publishing the financial statements in the single
electronic reporting format required in ESEF. This responsibility comprises an adequate process and
the internal control procedures which management determines is necessary for the preparation,
tagging and publication of the financial statements.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
Bergen, 18 March 2022
PricewaterhouseCoopers AS
Sturle Døsen
State Authorised Public Accountant
(This document is signed electronically)
SHORTCUTS
Letter from the CEO
Corporate Governance
ESG Report 2021
Report of the Board
of Directors for 2021
Financial Statement
GC Rieber Shipping Group
Financial Statement
GC Rieber Shipping ASA
Auditor’s Report
96
2021 GC RIEBER SHIPPING
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