XML 577 R34.htm IDEA: XBRL DOCUMENT v3.25.1
Investments
12 Months Ended
Dec. 31, 2024
Interests in Other Entities [Abstract]  
Investments Investments
At fair value through profit or loss
The investment in other companies of $45.0 million relates to the purchase of 10% of the shares of Anglo-Eastern Univan Group Limited.

Equity-accounted investees

(in thousands of USD)December 31, 2024December 31, 2023
Assets
Interest in joint ventures16,806 518 
Interest in associates— — 
TOTAL ASSETS16,806 518 
Liabilities
Interest in joint ventures— — 
Interest in associates  
TOTAL LIABILITIES  

Joint Ventures
The following table contains a roll forward of the balance sheet amounts with respect to the Group's joint ventures:
 ASSET
(in thousands of USD)Investments in equity accounted investeesShareholders loans
Gross balance70,995 31,694 
Offset investment with shareholders loan1,451 (1,451)
Balance at January 1, 202272,446 30,243 
Reversal prior year offset investment with shareholders loan(1,451)1,451 
Group's share of profit (loss) for the period17,650 — 
Group's share of other comprehensive income159 — 
Dividends received from joint ventures(3,021)— 
Reclassification of associate to joint venture (Note 23)— (32,844)
Movement equity to shareholders loan
(2,000)2,000 
Business combinations(83,186)— 
Gross balance
597 850 
Offset investment with shareholders loan826 (826)
Balance at December 31, 20221,423 24 
Reversal prior year offset investment with shareholders loan
(826)826 
Group's share of profit (loss) for the period(927)— 
Gross balance(330)850 
Offset investment with shareholders loan848 (848)
Balance at December 31, 2023518 2 
 ASSET
(in thousands of USD)Investments in equity accounted investeesShareholders loans
Reversal prior year offset investment with shareholders loan(848)848 
Group's share of profit (loss) for the period920 — 
Capital increase/(decrease) in joint ventures3,796 — 
Movement shareholders loans to joint ventures— 4,485 
Business combinations
12,399 11,638 
Translation differences
(475)(290)
Gross balance16,311 16,683 
Offset investment with shareholders loan495 (495)
Balance at December 31, 202416,806 16,188 

The decrease in shareholders loans to joint ventures at December 31, 2022 is related to the full repayment of the shareholders loan to TI Africa Ltd following the acquisition of the remaining 50% shares in TI Africa Ltd as well as the sale of Suezmax Bari in March 2022. In consequence of the sale, the shareholders loan to Bari Shipholding Ltd. was repaid and the remaining amount was written-off. As a consequence of the acquisition in 2022 of the remaining 50% shares in TI Africa Ltd and TI Asia Ltd, the investments in equity accounted investees decreased.

The increase in investments in equity accounted investees and shareholders loans at December 31, 2024 is mainly due the acquisition of CMB.TECH Enterprises as of February 2024.
Joint ventureSegmentDescription
Tankers Agencies (UK) Ltd
Euronav
Parent company of Tankers International Ltd
Tankers International LLC
Euronav
The manager of the Tankers International Pool who commercially manages the majority of the Group's VLCCs
Bari Shipholding Ltd
Euronav
Formerly owner of 1 Suezmax, dormant company
TI Africa Ltd
Euronav
Operator and owner of a single floating storage and offloading facility (FSO Africa), as from June 7, 2022 100% subsidiary *
TI Asia Ltd
Euronav
Operator and owner of a single floating storage and offloading facility (FSO Asia), as from June 7, 2022 100% subsidiary *
be HYDRO bv
H2 Industry
BeHydro focusses on the development and sale of hydrogen combustion engines.
JPN H2YDRO CO. Ltd
H2 Industry
JPN H2YDRO CO. is the owner of a passenger ferry that is being deployed in the Japanese inland sea and is powered by a dual fuel hydrogen diesel combustion engine.
Cleanergy Solutions (Namibia) (Pty) Ltd
H2 Infra
Cleanergy Solutions (Nambia) (Pty) will develop green hydrogen production projects in Namibia.
FRS Windcat Offshore Logistics Gmbh
Windcat
FRS Windcat Offshore Logistics is a joint venture within the Windcat Group that owns 6 CTVs as per December 31, 2024. The aim of the joint venture is gaining market share in the German offshore wind market. Note that the joint venture also comprises a Polish entity, i.e. FRS Windcat Polska, with a similar purpose. However, this Polish entity is dormant.
TSM Windcat sas
Windcat
TSM Windcat is a joint venture within the Windcat Group that owns 6 CTVs as per December 31, 2024. The aim of the joint venture is gaining market share in the French offshore wind market.
* FSO Asia and FSO Africa are on a time charter contract to North Oil Company (NOC), the new operator of Al Shaheen field, until mid 2032.
The following table contains summarized financial information for all of the Group's joint ventures:
 Asset
(in thousands of USD)TI Africa LtdTI Asia LtdTankers Agencies (UK) Ltd (see Note 25)TI LLC (see Note 25)Bari Shipholding LtdBastia Shipholding LtdTotal
At December 31, 2022
Percentage ownership interest50 %50 %50 %50 %50 %50 %
Non-Current assets  153    153 
of which vessel— — — — — —  
Current Assets  504,397 206 131  504,734 
of which cash and cash equivalents— — 2,453 — 101 — 2,554 
Non-Current Liabilities  30  1,700  1,730 
of which bank loans— — — —    
Current Liabilities  502,547 63 83  502,693 
of which bank loans— — 75,500 — — — 75,500 
Net assets (100%)  1,973 143 (1,652) 464 
Group's share of net assets— — 1,202 84 (826)— 460 
Shareholders loans to joint venture— — — — 850 — 850 
Net Carrying amount of interest in joint venture  1,202 84   1,286 
Remaining shareholders loan to joint venture    24  24 
Revenue20,729 20,729 1,172,698 — 2,139 — 1,216,295 
Depreciations and amortization(2,998)(2,811)(39)— (479)— (6,327)
Interest Expense(428)(413)(954)— 171 — (1,625)
Income tax expense1,599 1,600 (117)— — — 3,082 
Profit (loss) for the period (100%)14,997 14,858 185 (36)5,250 10 35,265 
Other comprehensive income (100%)170 149 — — — — 319 
Group's share of profit (loss) for the period7,499 7,429 113 (21)2,625 5 17,650 
Group's share of other comprehensive income85 74     159 
 Asset
(in thousands of USD)Tankers Agencies (UK) Ltd (see Note 25)TI LLC (see Note 25)Bari Shipholding LtdTotal
At December 31, 2023
Percentage ownership interest50 %50 %50 %
Non-Current assets1,754   1,754 
of which vessel— — —  
Current Assets391,037 150 118 391,305 
of which cash and cash equivalents3,046 — 88 3,134 
Non-Current Liabilities1,360  1,700 3,060 
of which bank loans— — —  
Current Liabilities390,323 66 114 390,503 
of which bank loans42,500 — — 42,500 
Net assets (100%)1,108 84 (1,696)(503)
Group's share of net assets675 49 (848)(123)
Shareholders loans to joint venture— — 850 850 
Net Carrying amount of interest in joint venture675 49  725 
Remaining shareholders loan to joint venture  2 2 
Revenue1,685,928 — — 1,685,928 
Depreciations and amortization(84)— — (84)
Interest expense(2,806)— — (2,806)
Income tax expense(79)— — (79)
Profit (loss) for the period (100%)(1,445)(43)(43)(1,532)
Other comprehensive income (100%)— — —  
Group's share of profit (loss) for the period(880)(25)(22)(927)
Group's share of other comprehensive income    
 Asset
(in thousands of USD)Tankers Agencies (UK) Ltd (see Note 25)TI LLC (see Note 25)Bari Shipholding Ltdbe HYDROJPN H2YDRO CO. LtdCleanergy Solution (Namibia) (Pty) LtdFRS Windcat Offshore Logistics GmbhTSM Windcat sasTotal
At December 31, 2024 
Percentage ownership interest50 %50 %50 %50 %50 %49 %50 %50 %
Non-Current assets1,482   725 19,387 21,699 18,885 25,746 87,924 
of which vessel— — — — 382 — 9,505 25,723 35,610 
Current Assets198,050 96  2,234 10,203 8,340 2,107 2,240 223,270 
of which cash and cash equivalents3,096 — — 103 4,729 5,371 635 236 14,170 
Non Current Liabilities1,190  1,700  17,811 63 5,143 22,849 48,756 
of which bank loans— — — — — — 2,961 12,368 15,329 
Current Liabilities196,731 7  3,081 6,059 10,363 12,344 4,592 233,177 
of which bank loans15,500 — — — — — 25 3,113 18,638 
Net assets (100%)1,611 89 (1,700)(122)5,720 19,613 3,505 545 29,261 
Group's share of net assets981 52 (850)(61)2,860 9,610 1,753 273 14,618 
Shareholders loans to joint venture— — 850 903 6,690 — 3,688 5,238 17,369 
Net Carrying amount of interest in joint venture981 52   2,860 9,610 3,144 273 16,920 
Remaining shareholders loan to joint venture   842 6,690  3,418 5,238 16,188 
Revenue908,159 — 2,324 6,751 7,005 7,341 931,592 
Depreciations and amortization(102)— — (341)(1,052)(16)(1,646)(2,552)(5,709)
Interest expense(1,037)— — (138)(148)(5)(482)(649)(2,459)
Income tax expense— — — (1,279)— (179)— (1,457)
Profit (loss) for the period (100%)653 (4)(287)2,645 (617)(228)(482)1,684 
Other comprehensive income (100%)— — — — — — — — — 
Group's share of profit (loss) for the period398 2 (2)(144)1,323 (302)(114)(241)920 
Group's share of other comprehensive income         
Loans and borrowings
On March 29, 2018, TI Asia Ltd. and TI Africa Ltd. entered into a $220.0 million senior secured credit facility. The facility consists of a term loan of $110.0 million and a revolving loan of $110.0 million for the purpose of refinancing the two FSOs as well as for general corporate purposes. The Company provided a guarantee for the revolving credit facility tranche. The fair value of this guarantee is not significant given the long term contract both FSOs have with North Oil Company until mid 2032, which results in sufficient repayment capacity under these facilities. Transaction costs for a total amount of $2.2 million are amortized over the lifetime of the instrument using the effective interest rate method. In June 2022, the Group acquired the remaining 50% of TI Africa Ltd. and TI Asia Ltd. In consequence of this transaction, the Company entered into a $150 million senior secured amortizing term loan facility (see Note 17). At the same time, the $220.0 million senior secured credit facility which were maturing in July 2022 and September 2022 have been repaid. All bank loans were secured by the underlying FSO and subject to specific covenants. These entities are fully consolidated following the acquisition of the remaining 50% shares in TI Africa Ltd and TI Asia Ltd in June 2022.
On August 9, 2020, TSM Windcat SAS entered into a €3.2 million ($3.3 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 49. The facility has been concluded with Crédit Agricole and carries a fixed interest rate of 1.25%. The facility has a duration of 7 years. As of December 31, 2024, the outstanding balance on this facility was $1.9 million.
On April 28, 2021, TSM Windcat SAS entered into a €3.2 million ($3.3 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 52. The facility has been concluded with Crédit Agricole and carries a fixed interest rate of 1.20%. The facility has a duration of 7 years. As of December 31, 2024, the outstanding balance on this facility was $2.1 million.

On October 5, 2021, TSM Windcat SAS entered into a €3.2 million ($3.3 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 53. The facility has been concluded with BPI and carries a fixed interest rate of 1.56%. The facility has a duration of 7 years. As of December 31, 2024, the outstanding balance on this facility was $2.3 million.
On April 4, 2022, TSM Windcat SAS entered into a €1.6 million ($1.7 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 54. The facility has been concluded with BRED and carries a fixed interest rate of 1.40%. The facility has a duration of 7 years. As of December 31, 2024, the outstanding balance on this facility was $1.2 million.
On May 23, 2022, TSM Windcat SAS entered into a €1.6 million ($1.7 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 54. The facility has been concluded with CIC and carries a fixed interest rate of 1.45%. The facility has a duration of 7 years. As of December 31, 2024, the outstanding balance on this facility was $1.3 million.

On March 3, 2023, TSM Windcat SAS entered into a €3.5 million ($3.6 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 56. The facility has been concluded with BRED and carries a fixed interest rate of 3.90%. The facility has a duration of 7 years. As of December 31, 2024, the outstanding balance on this facility was $3.3 million.
On December 3, 2023, TSM Windcat SAS entered into a €2.8 million ($2.9 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 59 that also features a predelivery finance component. The facility has been concluded with BPI and carries a fixed rate of 4.40%. The facility has a duration of 7 years as from delivery of the vessel. As of December 31, 2024, the outstanding balance on this facility was $1.7 million.

On June 28, 2023, TSM Windcat SAS entered into a €2.8 million ($2.9 million) senior secured amortizing term loan facility to finance the acquisition of the TSM Windcat 59 that also features a predelivery finance component. The facility has been concluded with CIC and carries a fixed rate of 4.44%. The facility has a duration of 7 years as from delivery of the vessel. As of December 31, 2024, the outstanding balance on this facility was $1.7 million.
On June 17, 2021, FRS Windcat Offshore Logistics Limited entered into a €9.5 million ($9.9 million) senior secured amortizing term loan facility to finance the FRS Windcat 28, FRS Windcat 34, FRS Windcat 35, FRS Windcat 42 and FRS Windcat 43. The facility has been concluded with Rabobank and carries a fixed interest rate of 1.75% during the first 3 years and a floating interest rate of EURIBOR plus a margin of 1.95% thereafter. The facility has a duration of 5 years. As of December 31, 2024, the outstanding balance on this facility was $3.0 million.

Loan covenant
For the bank loans related to the FSOs, covenants were not applicable anymore as from June 2022 following the acquisition of the remaining 50% shares in TI Africa Ltd and TI Asia Ltd. For the other bank loans, no covenants are applicable.

Interest rate swaps
In 2018, TI Asia and TI Africa entered in several Interest Rate Swap (IRSs) instruments for a combined notional value of $208.8 million (CMB.TECH's share amounts to 50%) in connection to the $220.0 million facility. These IRSs are used to hedge the risk related to the fluctuation of the Libor rate and qualify as hedging instruments in a cash flow hedge relationship under IFRS 9. These instruments are measured at their fair value; effective changes in fair value have been recognized in OCI and the ineffective portion has been recognized in profit or loss. These IRSs have been fully unwound upon the acquisition of the remaining 50% of TI Africa Ltd. and TI Asia Ltd. and repayment of the $220.0 million senior secured credit facility.

Vessels
On November 19, 2019, the group entered into a joint venture together with affiliates of Ridgebury Tankers and clients of Tufton Oceanic. Each 50%-50% joint venture company has acquired one Suezmax vessel. The joint ventures have acquired two Suezmax tankers (Bari & Bastia) for a total consideration of $40.6 million. The vessel Bastia was sold on September 15, 2020 for a net sale price of $20.1 million. The Company recorded a capital gain of $0.8 million in the third quarter of 2020 upon delivery to its new owner on September 30, 2020. The vessel Bari was sold on March 24, 2022 for a net sale price of $21.3 million. A gain of $6.6 million was recorded in the second quarter of 2022.

There were no capital commitments as of December 31, 2024, December 31, 2023 and December 31, 2022.
Cash and cash equivalents
(in thousands of USD)20242023
Cash and cash equivalents of the joint ventures14,170 3,134 
Group's share of cash and cash equivalents7,416 1,902