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inancial report
5.1 Annual report of the board
of directors to the shareholders 120
5.2 Consolidated financial
statements 126
5.3 Statutory financial statements 199
F
5.
“Grey Seascape” Collection KMSKA.
Photographer: Hugo Maertens
FINANCIAL REPORT 117
118 FINANCIAL REPORT
5.1 Annual report of the board of directors
120
5.2 Consolidated financial statements
126
Note 1 - Accounting policies 132
Note 2 - Segment reporting 145
Note 3 - Reconciliation segment reporting 150
Note 4 - Revenue 154
Note 5 - Gain on disposal 155
Note 6 - Vessel expenses 155
Note 7 - Purchase of goods 155
Note 8 - General and administrative expenses 155
Note 9 - Personnel expenses 156
Note 10 - Other operating expenses 156
Note 11 - Finance result 157
Note 12 - Income taxes 158
Note 13 - Vessels and barges 159
Note 14 - Other property, plant and equipment 161
Note 15 - Right-of-use assets 162
Note 16 - Investments in equity accounted investees 163
Note 17 - Financial information equity accounted investees 164
Note 18 - Borrowings to equity accounted investees 167
Note 19 - Tax assets and liabilities 168
Note 20 - Other investments 168
Note 21 - Inventories 169
Note 22 - Trade and other receivables 169
Note 23 - Restricted cash and cash and cash equivalents 169
Note 24 - Share capital and reserves 170
Note 25 - Earnings per share 171
Note 26 - Borrowings 172
Note 27 - Share based payments 175
Note 28 - Employee Benefits 176
Note 29 - Trade and other payables 178
Note 30 - Financial risk and financial instruments 179
Note 31 - Leases 184
Note 32 - Capital commitments 185
Note 33 - Contingencies 185
Note 34 - Related parties 186
Note 35 - Group entities 189
Note 36 - Fees statutory auditor 190
Note 37 - Subsequent events 190
Significant judgements and estimates 191
Statement on the true and fair view of the consolidated financial
statements and the fair overview of the management report 191
Statutory auditor’s report to the shareholders’ meeting
for the year ended 31 December 2023 - Consolidated financial statements 192
5.3 Statutory financial statements Exmar NV
199
Contents
FINANCIAL REPORT 119
5.1
Annual report of the
Board of Directors to
the shareholders
120 FINANCIAL REPORT
The Board of Directors hereby submits the combined
annual report on the individual and consolidated annual
accounts of EXMAR NV (the “Company”) dated December
31, 2023 in accordance with articles 3:6 and 3:32 of the
Belgian Code of Companies and Associations (“BCCA”).
The Company must publish its annual accounts in
accordance with the stipulations of the Royal Decree
dated November 14, 2007 concerning the obligations
of issuers of financial instruments who are entitled to
trade on the Belgian regulated market.
Any elements that are applicable to the Company in
accordance with the BCCA and the above-mentioned
Royal Decree shall be covered in this report and in the
Corporate Governance Statement. This annual report
should consequently be read in conjunction with EXMAR’s
2023 report.
COMMENTS ON THE CONSOLIDATED ANNUAL
ACCOUNTS
The consolidated annual accounts were prepared in
accordance with International Financial Reporting
Standards (IFRS).
Below comments are based on the consolidated annual
accounts prepared in accordance with IFRS, whereby the
joint ventures are accounted for under the equity method.
In 2023, the EXMAR Group achieved a consolidated
profit of USD 72.0 million (USD 320.3 million in 2022).
Revenue increased in 2023 by USD 331.7 million up to
USD 487.3 million due to (i) the full year employment of
the FSRU EEMSHAVEN LNG, chartered out since August
2022, (ii) higher licence and engineering revenue from
projects, in particular from conversion works for TANGO
FLNG and EXCALIBUR for the Marine XII project in Congo,
(iii) the full year inclusion of the EXCALIBUR revenue,
active since quarter four, 2022, and (iv) the rope business
revenue, managed by Bexco NV, that entered into scope
in November 2022.
Gain on disposal amounted to USD 0.9 million in 2023,
compared to USD 319.6 million in 2022, primarily the
result of the sale of 100% of the shares of Export LNG
Ltd., the owning company of the TANGO FLNG, in August
2022 (USD 315.7 million).
Because of the full year employment of the EEMSHAVEN
LNG, engineering, procurement and conversion contract
work in relation to the Marine XII project in Congo, the
inclusion of Bexco NV since November 2022, and increased
provisions for claims, operating expenses increased.
Net financial expenses decreased from USD 23.4 million
in 2022 to USD 5.1 million in 2023 and can be explained
as follows:
•
Higher interest income of USD 10.8 million resulting
from the higher on average cash position of EXMAR;
•
Lower interest cost compared to 2022 as previous
year included an effective interest rate correction
on the pressurized fleet following the early buy-out,
interest cost on the NOK bond in the first 6 months
of 2022 and on the Bank of China loan facility for
the TANGO FLNG (repaid in August 2022);
•
USD 7.1 million lower amortization and banking fees.
Other finance cost in 2022 included USD 7.5 million
one-off amortization of the capitalized financing fees
of the Bank of China and Sequoia credit facilities upon
their early termination and related cancellation fees;
•
USD 2.5 million premium refund in 2022 resulting
from the early repayment of the Bank of China facility.
The share of equity accounted investees remained
stable at USD 32.0 million in 2022, compared to USD
32.1 million in 2023.
Vessels and barges amounted to USD 415.8 million at
year-end 2023, a decrease of 22.2 million, which is mainly
the depreciation charge of the year (USD 30.6 million),
partially offset by capitalized dry-dock expenses (USD 4.2
million) and USD 4.5 million increase from the lifting of
the early buy out options for three pressurized vessels.
Investments in equity accounted investees increased
by USD 28.3 million up to USD 135.4 million end 2023,
primarily as a result of our share in the net result of
these joint ventures and associated companies (USD 32.1
million), offset by dividends (USD 1.8 million) and interest
rate swap impact on the Group’s other comprehensive
income (USD 2.2m).
The borrowings to equity accounted investees (both
non-current and current) amounted to USD 11.6 million
end 2023 and comprise the shareholder loan to our
associated company Electra Offshore Ltd which was
valued to its expected recoverable amount.
In 2023 the other investments increased mainly as a
result of the acquisition of shares in Vantage Drilling
International Company, valued USD 36.2 million at
year-end 2023.
As a result of deeprope projects with delivery in 2024,
the Group had inventories of USD 15.1 million compared
to 9.2 million at year-end 2022.
Current trade and other receivables increased by USD
29.6 million due to engineering, procurement and
construction agreements for TANGO FLNG and EXCALIBUR
in Infrastructure.
The cash position on December 31, 2023 amounted to
USD 176.9 million, a decrease by USD 342.6 million. The
strong growth of the cash flow from operating activities,
is offset by the investing in shares in drilling activity and
the dividend distributions in 2023.
Equity amounted to USD 482.1 million end 2023, or a
decrease by USD 316.6 million primarily because of USD
72.0 million profit of the year, offset by the payment of
USD 391.1 million dividends.
FINANCIAL REPORT 121
End 2023, borrowings (non-current and current)
amounted to USD 265.3 million (2022: USD 218.3 million).
The increase of USD 47.0 million is in essence explained
by the new EEMSHAVEN LNG facility (USD 96.0 million),
partially offset by the repayment of pressurized facilities
following the exercise of early buy out options in 2023
(USD 42.6 million).
The contingent consideration liability of USD 78.0 million
was at year-end 2022 reported in non-current other
payables and relates to a price adjustment clause in the
sales agreement with ENI. At year end 2023 it is included
in current trade and other payables.
COMMENTS ON THE STATUTORY FINANCIAL
STATEMENTS
The statutory accounts were prepared in accordance
with Belgian GAAP and accounting principles were
consistently applied. These accounts will be presented
for approval to the General Meeting of Shareholders
on May 21, 2024.
The below comments cover the main items of the statutory
annual accounts:
The operational loss amounted to USD -22.3 million in
2023 (2022: USD -10.8 million).
Financial result decreased from USD 247.1 million in 2022
(gain) to a gain of USD 24.7 million in 2023 primarily
due to dividends that were received in 2022 (USD 241.4
million) from group companies and the absence of
impairment losses on intercompany loans.
The statutory result for the financial year amounts to
a profit of USD 2.6 million compared to a profit of USD
236.0 million in 2022.
At the end of 2023, the total assets amounted to USD
457.8 million, including USD 320.3 million financial fixed
asset and USD 82.6 million investments (mainly term
deposits) and cash.
Equity amounted to USD 356.2 million at the end of
2023 (2022: USD 680.7 million) and increased by the
profit of the year of USD 2.6 million and decreased by
the intermediary dividend distribution in November
2023. On October 30, 2023, the General Meeting of
Shareholders approved an intermediate dividend of
(gross) EUR 4.4 per share and a distribution from the
available share premium of (gross) EUR 1.0 per share.
The distributions had an impact of USD 327.1 million on
the equity in financial year 2023.
The provisions increased by USD 13.3 million and relate
to various claims.
Liabilities amounted to USD 88.3 million end 2023
compared to USD 175.6 million in 2022.
At the General Meeting of Shareholders on May 21,
2024, the Board of Directors will propose the payment
of a dividend of (gross) EUR 0.40 per share from the
profit carried forward and the distribution of (gross)
EUR 0.38 per share from the available share premium,
and to allocate the result of the year as follows:
Profit carried forward: USD 292,014,071.30
Profit of the financial year: USD 2,634,324.06
Transfer from reserves: USD 63,882,687.11
Share premium USD -61,105,958.73
Intermediary dividend USD -266,026,963.27
RESULT TO APPROPRIATE: USD 31,398,160.47
Dividend payable: USD -25,433,806.41
Transfer from reserves: USD 24,162,116.09
Share premium payable: USD -24,162,116.09
Result to carry forward: USD 5,964,354.06
RISK FACTORS
As described in the Corporate Governance Statement.
NON-FINANCIAL INFORMATION
As described in chapter 3.1 ESG of the EXMAR 2023 report.
SUPPLEMENTARY INFORMATION
Research and Development
As described in chapter 3.1 ESG of the EXMAR 2023 report.
Employees
On December 31, 2023 EXMAR’s global staff comprised
1,923 employees, including 1,514 crew at sea (2022: 1,926,
including 1,508 crew at sea).
Many of the crew at sea are employed on assets owned
or operated by our equity accounted investees; the
corresponding expenses are not included in EXMAR’s
consolidated personnel or crew expenses.
Acquisition or sale of treasury shares
There were no such transactions in 2023. We refer to
the Corporate Governance Statement.
On December 31, 2023 EXMAR owned 1,956,013 own
shares, representing 3.29% of the total number of shares
issued, compared to 2,272,263 at year-end 2022. In 2023
317,250 share options were exercised leading to a transfer
of the corresponding number of (treasury) shares
Justification of the Accounting Principles
The accounting principles applied during the closure
of the statutory annual accounts do not differ from
the accounting principles applied during the previous
financial year. A summary of the accounting principles of
valuation is attached to the statutory annual accounts.
For the consolidated financial statements please refer to
the section on valuation principles for the consolidated
annual accounts.
Defensive Mechanisms
Described in the Corporate Governance Statement.
Branch offices
EXMAR NV has no branch offices.
122 FINANCIAL REPORT
Stock Option Plan
So far, the Board of Directors has decided on ten occasions
to offer a number of employees of the EXMAR Group
options on existing shares (10 plans).
As of December 31, 2023 no plan is still open (we also refer
to Note 27 Share based payments of the consolidated
annual report).
Additional activities carried out by the Statutory
Auditor
During the past financial year, the Statutory Auditor or
companies or persons related to the Statutory Auditor,
have been involved in audit related matters and has
provided limited tax services for the Group. The non-
audit fees did not exceed the Group audit fees.
Financial instruments
The long-term vision, that is typical of EXMAR’s activities,
is accompanied by long-term financing and therefore
EXMAR’s activities are also exposed to floating interest
rates. EXMAR actively manages this exposure and if
deemed appropriate could cover itself for rising interest
rates for a part of its debt portfolio by means of various
instruments. The Group’s currency risk is historically
mainly affected by the EUR/USD ratio for manning its
fleet, paying salaries and all other personnel related
expenses.
Application of article 7:96 of the Belgian Code of
Companies and Associations
Per Article 7:96 of the Belgian Code of Companies and
Associations (BCCA) directors who have a conflict of
interest with respect to a decision to be taken by the
Board have to inform the other directors of this before
the decision is taken and may not participate in the
discussion and decision making. Such declaration and
the nature of the conflict of interest have to be set out
in the minutes, which also have to describe the nature of
the Board’s decision, its financial consequences for the
Company and its justification. This part of the minutes
is to be included in the annual financial report.
Excerpt from the minutes of the meeting of 31 March
2023. The independent directors of the Company decided,
subject to their review of the prospectus, to support and
recommend the bid. Messrs. Nicolas Saverys and Carl-
Antoine Saverys, as well as Mrs. Stephanie Saverys declare,
as representative or shareholder of Saverex, that they
possibly have an interest (other than a financial interest
in the sense of article 7:96 BCCA) in the decision-making
by the Board. In conformity with article III.7 of the
Corporate Governance Charter they do not participate in
the decision-making. The Board, after due consideration,
approves the resolution of the independent directors.
The detailed opinion of the Board will be set forth in
the response memorandum, which will be attached to
the prospectus.
Excerpt from the minutes of the meeting of 30 November
2023. The Nomination and Remuneration Committee
discussed the 2023 bonus proposal for the group and an
increase of remuneration of the CEO from 01/01/2024. The
proposals are submitted to the Board for approval.
Prior to the discussion the directors Nicolas Saverys,
as director and shareholder of Saverex NV, Stephanie
Saverys, as director and shareholder of Saverex NV, FMO
BV (represented by Francis Mottrie) and Carl-Antoine
Saverys, as director and shareholder of Saverex NV and
in own name, inform the other directors that they have a
pecuniary interest that conflicts with that of the Company,
as they are, indirectly or directly, beneficiaries of proposed
bonuses and, for Carl-Antoine Saverys only, proposed
increase of remuneration. They will not participate in
the discussion or take part in the decision-making on
the recommendation of the Committee.
The bonus proposal for 2023 for Saverex and the Executive
Committee is based on STI-LTI, performance and overall
result of the group:
• €1.200.000 to Saverex
• €287.500 to FMO BV (6 months)
•
€125.000 to Carl-Antoine Saverys (Casaver srl) (6
months)
•
€490.020 to the other members of the Executive
Committee (6 months and for HAX BV none)
The Board, on recommendation of the Audit and Risk
Committee, is of the opinion that the procedure laid out
in Article 7:97 BCCA is not to be applied with respect
to the bonus to Saverex NV, as the value (including all
transactions with respect to Saverex NV during the
last 12 months) is less than 1% of the net assets of the
Company on consolidated basis.
An increase of the remuneration of Casaver srl (Carl-
Antoine Saverys) is proposed to €350.000 per year from
2024 onwards.
The Nomination and Remuneration Committee
recommends to the Board to approve both proposals.
The Board, having duly considered the financial impact for
the Company of the proposals, is of the opinion that the
bonus proposal is justified because of extraordinary work
in 2023 by the beneficiaries and for retention purposes,
and that the proposal to increase the remuneration of
Casaver srl is justified because of the taking up of the
CEO function, and in accordance with the Company’s
remuneration policy. The Board decides to approve the
recommendation.
Significant events after balance sheet
We refer to Note 37 Subsequent events of the consolidated
annual report.
FINANCIAL REPORT 123
OUTLOOK
Shipping:
Very Large Gas Carriers (VLGC)
EXMAR’s LPG fuelled 88,000 m³ VLGCs FLANDERS
INNOVATION and FLANDERS PIONEER are serving a
long-term time-charter agreement with Equinor ASA
(Norway). With the large capacity and the dual fuel
LPG engine, these vessels represent the best technology
available today with respect to reducing greenhouse
gas emissions.
The VLGC BW TOKYO performed well in the course
of 2023 in the BW VLGC pool and we expect similar
performance in 2024.
Midsize Gas Carriers (MGC)
During 2023, 50% of EXMAR’s Midsize fleet was dedicated
to transporting ammonia and is expected to continue
in 2024.
EXMAR, which has a 50 / 50 joint venture with SEAPEAK
for the Midsize fleet, continues to build on its existing
loyal customer base with extensions of existing time
charter contracts at profitable levels. At the beginning
of 2024, 92% of EXMAR’s Midsize fleet has already been
committed to these clients for 2024.
Pressurized
EXMAR’s pressurized fleet of 10 ships remained dedicated
to well-established industrial and long- term partners,
both in North-West Europe and in Asia. The time charter
coverage for 2024 stands at 53%.
Liquefied Natural Gas (LNG)
EXCALIBUR is under a 10-year charter for the ENI Marine
XII infrastructure project in Congo, to serve as floating
storage unit alongside the floating liquefaction plant
TANGO FLNG.
Infrastructure:
Floating LNG barges
TANGO FLNG is a floating LNG terminal which liquefies
natural gas into LNG, which is then offloaded into LNG
carriers laying alongside for export to LNG-importing
countries. TANGO FLNG is owned by ENI as part of the
activities of the natural gas development project in the
Marine XII block. EXMAR carried out refurbishment
on the TANGO FLNG as engineering, procurement and
conversion contractor on the Marine II project in Congo
in 2023. First gas was received year end 2023 and a
first LNG cargo was successfully exported in February
2024. EXMAR has been heavily involved in this project
as development and implementation partner and will
continue its support as operations & maintenance partner
after commissioning and performance acceptance.
EEMSHAVEN LNG is a regasification unit and is operating
under a five-year charter in the Netherlands since August
2022. The charter for operating the floating storage and
regasification unit is proceeding satisfactorily.
Accommodation barges
The employment of the accommodation and work barge
NUNCE has confirmed the reputation of EXMAR of
delivering high standard services to its customer offshore
Angola, and its contract was extended until May 2024.
The accommodation and work barge WARIBOKO was
deployed in Congo in the second half of 2023 till mid-
February 2024 and is available for new assignments
since then. In March 2024 it was decided to sell the work
barge WARIBOKO.
Drilling
EXMAR acquired a holding of 11.5% in Vantage Drilling
International in October 2023. Vantage provides offshore
oil and natural gas drilling services. Vantage is listed on
the US OTC market.
Supporting Services:
Ship Management
2023 has been a very busy year especially for the
infrastructure business unit of EXMAR Ship Management,
following the agreements with ENI for the conversion
ahead of deployment for the TANGO FLNG and EXCALIBUR
and the terminal operations of EEMSHAVEN LNG, which
will continue in 2024.
BEXCO
The outlook for 2024 is positive with strong demand
expected for Bexco’s tailor-made rope solutions for
offshore wind as well as for its deep-water mooring ropes.
TRAVEL PLUS
Although 2023 was another challenging year, the company
remained on track and ended the year with positive
results, a trend which is expected to continue in 2024.
EXMAR Yachting
EXMAR Yachting's marketing strategy continues to focus
on increasing brand awareness for yacht management,
flag registry services, crew payroll, and sales brokerage.
This strategy has been successful, attracting new clients
to EXMAR Yachting. The outlook for 2024 is positive, with
increased demand for technical support and a steady
growth of charter yachts under their Central Agency.
Approval and discharge of the annual accounts
We hereby request the General Meeting of Shareholders
to approve this report for the year ending December
31, 2023 in its entirety and to appropriate the results as
provided in this report. We also request the shareholders
to grant discharge to the directors and Statutory Auditor
for the performance of their mandate during the above-
mentioned financial year.
Appointments
The following mandates will expire at the General
Meeting of Shareholders:
• Carl-Antoine Saverys, executive director
• Nicolas Saverys, executive director
• Stephanie Saverys, non-executive director
The Board of Directors, March 25, 2024
124 FINANCIAL REPORT
FINANCIAL REPORT 125
5.2
Consolidated
financial statements
126 FINANCIAL REPORT
Consolidated statement of financial position
(In thousands of USD) Note December 31, 2023 December 31, 2022
Non-current assets 619,437 573,659
Vessels and barges 13 415,747 437,966
Other property, plant and equipment 14 15,970 14,556
Intangible assets 314 225
Right-of-use assets 15 9,661 10,910
Investments in equity accounted investees 16 135,388 107,082
Deferred tax assets 19 4,429 1,071
Other investments 20 37,928 1,849
Current assets 307,496 604,616
Derivative financial assets 550 573
Inventories 21 15,134 9,217
Trade and other receivables 22 97,384 67,089
Short term borrowings to equity accounted investees 18 11,597 7,000
Current tax assets 19 5,900 1,185
Cash and cash equivalents 23 176,930 519,553
Total assets 926,933 1,178,276
Equity 482,138 798,691
Equity attributable to owners of the Company 481,992 798,511
Share capital 24 88,812 88,812
Share premium 24 148,796 209,902
Reserves 172,412 179,480
Result for the period 71,972 320,317
Non-controlling interest 147 180
Non-current liabilities 248,862 250,370
Borrowings 26 219,831 167,548
Other Payables 0 78,000
Employee benefit obligations 28 999 1,040
Provisions 25,006 800
Deferred tax liabilities 19 3,026 2,982
Current liabilities 195,932 129,215
Borrowings 26 45,480 50,800
Trade and other payables 29 146,909 75,542
Current tax liability 19 3,544 2,873
Total liabilities 444,795 379,585
Total equity and liabilities 926,933 1,178,276
FINANCIAL REPORT 127

Consolidated statement of profit and loss
and other comprehensive income
(In thousands of USD) Note 2023 2022
Revenue 4 487,318 155,604
Gain on disposal 5 868 319,643
Other operating income 4,020 1,601
Operating income 492,206 476,848
Vessel expenses 6 -263,114 -60,121
Raw materials and consumables used 7 -23,279 -3,447
General and administrative expenses 8 -54,804 -39,293
Personnel expenses 9 -46,176 -32,333
Depreciations & amortisations 13/14/15 -33,956 -33,624
Impairment losses and reversals 13/18/22 2,701 4,768
Loss on disposal -82 0
Other operating expenses 10 -24,356 -25
Result from operating activities 49,140 312,773
Interest income 11 17,961 7,125
Interest expenses 11 -10,938 -21,954
Other finance income 11 1,373 9,525
Other finance expenses 11 -13,515 -18,055
Net finance result -5,120 -23,359
Result before income tax and share of result of equity accounted
investees
44,020 289,414
Share of result of equity accounted investees (net of income tax) 16 32,136 32,007
Result before income tax 76,156 321,420
Income tax expense 12 -4,148 -1,072
Result for the period 72,007 320,348
Attributable to:
Non-controlling interest 36 30
Owners of the Company 71,972 320,317
Result for the period 72,007 320,348
Basic earnings per share (in USD) 1.25 5.60
Diluted earnings per share (in USD) 1.25 5.60
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Result for the period 72,007 320,348
Items that are or may be reclassified subsequently to profit or loss:
Equity accounted investees - share in other comprehensive income 16 -2,098 1,943
Foreign currency translation differences 1,572 580
Other 211 -202
Items that will never be reclassified to profit and loss:
Employee benefits - remeasurements of defined benefit liability/assets 28 -456 -706
Total other comprehensive income for the period (net of tax) -771 1,615
Total comprehensive income for the period 71,237 321,963
Attributable to:
Non-controlling interest -33 37
Owners of the Company 71,270 321,926
128 FINANCIAL REPORT

Consolidated statement of cash flows
12 months ended
31 December,
(In thousands of USD) Note 2023 2022
Result for the period 72,007 320,348
Share of result of equity accounted investees (net of income tax) 16 -32,136 -32,007
Depreciations & amortisations 13/14/15 33,956 33,624
Impairment losses and reversals 13/18/22 -2,701 -4,768
Net finance result 11 5,120 23,359
Income tax expense/ (income) 12 4,148 1,072
Net (gain)/ loss on sale of assets 5 -868 -319,643
Other non-cash items 20/26 0 -1,193
Increase/(decrease) in provisions and employee benefits 23,671 -361
Realized foreign currency gains (losses) 11 -7,257 -3,357
Gross cash flow from operating activities 95,941 17,075
(Increase)/decrease of inventories -5,457 2,268
(Increase)/decrease of trade and other receivables -32,146 -6,488
Increase/(decrease) of trade and other payables 29 -1,713 27,512
Cash generated from operating activities 56,626 40,368
Interest paid -9,928 -18,483
Interest received 16,427 5,411
Income taxes paid -11,267 -1,311
NET CASH FROM OPERATING ACTIVITIES 51,858 25,985
Acquisition of vessels and vessels under construction 13 -4,218 -19,867
Acquisition of other property plant and equipment 14 -2,152 -554
Acquisition of intangible assets -112 -51
Proceeds from the sale of vessels and other property, plant and equipment 278 13,722
Dividends from equity accounted investees 16 1,772 2,079
Other dividends received 11 19 18
Proceeds from the sale of a subsidiary, net of cash disposed off -1,173 646,599
Acquisition of subsidiaries, net of cash acquired 0 -9,169
Acquisition of an asset through an other asset deal, net of cash acquired 0 -4,698
Other investment increase (decrease) 20 -39,132 0
Borrowings to equity accounted investees 18 -996 -41,085
Repayments from equity accounted investees 18 0 52,260
NET CASH FROM INVESTING ACTIVITIES -45,713 639,253
Dividend paid 24 -391,089 -59,646
Proceeds from new borrowings 26 102,132 50,014
Repayment of borrowings 26 -58,389 -279,818
Repayment of lease liabilities IFRS 16 (principal portion) 26 -2,283 -1,476
Payment of debt transaction costs & banking fees -2,664 -2,577
Proceeds from exercising share option plans 3,299 0
Release restricted cash 23 0 76,121
NET CASH FROM FINANCING ACTIVITIES -348,994 -217,383
NET INCREASE/ (DECREASE) IN CASH AND CASH EQUIVALENTS -342,849 447,856
Net cash and cash equivalents at 1 January 23 519,553 71,130
Net increase/(decrease) in cash and cash equivalents -342,849 447,856
Exchange rate fluctuations on cash and cash equivalents 226 568
NET CASH AND CASH EQUIVALENTS AT 31 DECEMBER 23 176,930 519,553
FINANCIAL REPORT 129

Consolidated statement of changes in equity
(In thousands of USD)
Note
Share
capital
Share
premium
Retained
earnings
Reserve
for
treasury
shares
Translation
reserve
Hedging
reserve
Share-
based
payments
reserve
Total
Non-
controlling
interest
Total
equity
Opening equity as previously reported per January 1, 2023 88,812 209,902 542,676 -44,349 -2,760 3,010 1,221 798,511 180 798,691
Comprehensive result for the period
Result for the period 71,972 71,972 36 72,007
Foreign currency translation differences 24 1,641 1,641 -69 1,572
Foreign currency translation differences - share equity accounted investees 16 57 57 57
Employee benefits - remeasurement net defined benefit obligations 28 -456 -456 -456
Other 211 211 211
Net change in fair value of cash flow hedges - share equity accounted
investees
16 -2,155 -2,155 -2,155
Total other comprehensive result 0 0 -245 0 1,698 -2,155 0 -702 -69 -771
Total comprehensive income for the period 0 0 71,727 0 1,698 -2,155 0 71,270 -33 71,237
Transactions with owners of the Company
Dividends declared 24 -61,106 -329,983 -391,089 0 -391,089
Share-based payments -1,669 6,189 -1,221 3,299 3,299
Total transactions with owners of the Company 0 -61,106 -331,653 6,189 0 0 -1,221 -387,790 0 -387,790
Closing equity per December 31, 2023 88,812 148,796 282,751 -38,160 -1,062 855 0 481,991 147 482,138
130 FINANCIAL REPORT
(In thousands of USD)
Note
Share
capital
Share
premium
Retained
earnings
Reserve
for
treasury
shares
Translation
reserve
Hedging
reserve
Share-
based
payments
reserve
Total
Non-
controlling
interest
Total
equity
Opening equity as previously reported per January 1, 2022 88,812 209,902 282,048 -44,349 -3,028 761 2,086 536,231 271 536,502
Comprehensive result for the period
Result for the period 320,317 320,317 30 320,348
Foreign currency translation differences 24 573 573 7 580
Foreign currency translation differences - share equity accounted investees 16 -305 -305 -305
Employee benefits - remeasurement net defined benefit obligations 28 -706 -706 -706
Other -202 -202 -202
Net change in fair value of cash flow hedges - share equity accounted
investees
16 2,249 2,249 2,249
Total other comprehensive result 0 0 -908 0 268 2,249 0 1,608 7 1,615
Total comprehensive income for the period 0 0 319,409 0 268 2,249 0 321,926 37 321,963
Transactions with owners of the Company
Dividends declared 24 -59,646 -59,646 -128 -59,775
Share-based payments 865 -865 0 0
Total transactions with owners of the Company 0 0 -58,781 0 0 0 -865 -59,646 -128 -59,775
Closing equity per December 31, 2022 88,812 209,902 542,676 -44,349 -2,760 3,010 1,221 798,511 180 798,691
FINANCIAL REPORT 131

Note 1 - Accounting policies
A. Reporting entity
EXMAR NV (“the Company”) is a company domiciled in Belgium whose shares are publicly traded (Euronext –
EXM). The consolidated financial statements of the Group comprise the Company, its subsidiaries, and the Group’s
interest in associates and joint arrangements (referred to as the “Group”). The Group is active in the industrial
shipping business.
B. Basis of preparation
The consolidated financial statements have been prepared in accordance with International Financial Reporting
Standards (IFRS) issued by the International Accounting Standards Board (IASB) as adopted by EU on December
31, 2023.
The accounting policies adopted in preparing the 2023 consolidated financial statements are consistent with those
applied in the previous financial year, except for the items below.
New and amended standards and interpretations, effective in 2023
The Group applied for the first time certain standards and amendments, which are effective for annual periods
beginning on or after January 1, 2023:
• IFRS 17 Insurance Contracts;
• Amendments to IFRS 17 Initial Application of IFRS 17 and IFRS 9 – Comparative Information
• Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting Policies;
• Amendments to IAS 8 Definition of Accounting Estimates;
• Amendments to IAS 12 Deferred Tax related to Assets and Liabilities arising from a Single Transaction;
• Amendments to IAS 12 International Tax Reform – Pillar Two Model Rules (effective immediately).
The Group believes that these have little or no impact on its consolidated financial statements.
The Group has not early adopted any other standard, interpretation or amendment that has been issued but is
not yet effective.
Standards issued but not yet effective
A number of new standards, amendments to standards and interpretations are not yet effective for the year ended
December 31, 2023 and have not been applied in preparing these consolidated financial statements. The following
new or amended standards or interpretations, that are not yet applicable for the annual period beginning on 1
January 2024, are not expected to have a significant impact on the Group’s consolidated financial statements:
•
Amendments to IAS 1 Classification of Liabilities as Current or Non-current and Non-current Liabilities with
Covenants;
• Amendments to IFRS 16 Lease Liability in a Sale and Leaseback;
• Amendments to IAS 7 and IFRS 7 Disclosures: Supplier Finance Arrangements;
• Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates - Lack of Exchangeability.
The consolidated financial statements were approved and were authorised for issue by the Board of Directors on
March 25, 2024.
C. Basis of measurement and presentation
The consolidated financial statements are presented in thousands of USD, which is also the functional currency
of the parent company. The Financial Services and Markets Authority (FSMA) approved the use of the USD as
reporting currency by letter of July 2, 2003 as the majority of the Group’s shipping activities and related financing
are expressed in USD. All values are rounded to the nearest thousand.
The financial statements are prepared on the historical cost basis except for the following material assets and
liabilities that have been measured on an alternative basis on each reporting date: derivative financial instruments,
equity securities at FVTPL and the net defined benefit liability. Assets held for sale are stated at the lower of
carrying amount and fair value less cost to sell.
132 FINANCIAL REPORT
D. Use of judgements and estimates
The preparation of the consolidated financial statements in accordance with IFRS requires management to make
judgments, estimates and assumptions that affect the application of the accounting policies and the reported
amounts of assets and liabilities, income and expenses, the accompanying disclosures and the disclosure of contingent
liability. The estimates and related assumptions are based on historical experience and various other factors that
are believed to be reasonable under the circumstances. Actual results may differ from these estimates.
The estimates and the underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimate is revised if the revision only affects that period, or in the period
of the revision and future periods, if the revision affects both current and future periods.
JUDGEMENTS
In the process of applying the Group’s accounting policies, management has made the following judgements, which
have a significant impact on the amounts reported in the consolidated financial statements:
Assessment of exercising purchase options
Determining whether EXMAR will exercise purchase options on financed assets requires judgment and impacts the
useful life of the related assets. All facts and circumstances relevant to the assessment are considered.
Specifically, for the pressurized fleet, management has made the assumption that the purchase options for three
vessels will be exercised before or at the end of the respective financing agreements.
ESTIMATES AND ASSUMPTIONS
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date,
that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within
the next financial year, are described below. The Group based its assumptions and estimates on parameters available
when the consolidated financial statements were prepared. Existing circumstances and assumptions about future
developments, however, may change due to market changes or circumstances arising that are beyond control of
the Group. Such changes are reflected in the assumptions when they occur.
Impairment of vessels and barges
The Group reviews the carrying amount of each vessel for potential impairment at least annually or whenever events
or changes in circumstances indicate that the carrying amount of a specific vessel may not be fully recoverable. The
recoverable amount is the highest of the fair value less cost to sell and the value in use.
The fair value less cost to sell is determined based upon independent valuation reports. The Group engages two
independent valuation specialists to assess fair values at reporting date. The carrying values of the vessels may
not represent the fair market value at any point in time since the market prices of second-hand vessels tend to
fluctuate with changes in charter rates and the cost of new buildings. Historically, both charter rates and vessel
values tend to be cyclical.
The value in use is based upon future cash flows discounted to their present value. In developing estimates
of future cash flows, management makes assumptions about expected operation date (in case of temporarily
unemployed vessels), future charter rates, ship operating expenses, the estimated remaining useful lives of the
fleet and the WACC. These assumptions are based on historical trends as well as future expectations. Although
management believes that the assumptions used to evaluate potential impairment are reasonable and appropriate,
such assumptions are highly subjective. We refer to Note 13 Vessels and barges for additional information on the
assumptions applied at year-end.
Climate change and sustainability related developments
Climate related matters and measures such as the introduction of emission reduction legislation may have a
significant impact on the EXMAR business and its customers. EXMAR is closely monitoring current developments
and measures related to climate change and sustainability (see also section 3.1. ESG of this annual report) and
believes these currently do not result in fundamentally changed expectations regarding useful lives or recoverability
of our fleet. In the sensitivity analysis of the annual impairment test of vessels and barges, the age and emission
rating of each particular asset was considered.
FINANCIAL REPORT 133
E. Material accounting policies
a. Basis of consolidation
Subsidiaries
Subsidiaries are those entities controlled by the Group. The Group controls an entity when it is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns through
its power over the entity.
The financial statements of subsidiaries are included in the consolidated financial statements from the date on
which control commences until the date on which control ceases. All intra-Group balances, income and expenses,
unrealized gains and losses and dividends resulting from intra-Group transactions are eliminated in full.
Loss of control
Upon the loss of control, the Group derecognizes the assets and liabilities of the subsidiary, and non-controlling
interests and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss
of control is recognized in profit and loss. If the Group retains any interest in the previous subsidiary, then such
interest is measured at fair value at the date the control is lost.
Interests in equity-accounted investees
The Group’s interest in equity accounted investees comprises interests in associates and joint ventures.
Associates are those entities in which the Group has significant influence, but not control or joint control, over the
financial and operating policies. Significant influence is presumed to exist when the Group holds between 20%
and 50% of the voting power.
A joint venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net
assets of the arrangement, rather than rights to its assets and obligations for its liabilities.
Investments in associates and joint ventures are accounted for using the equity method and are recognised initially
at cost. The cost of the investment includes transaction costs. Subsequent to initial recognition, the consolidated
financial statements include the Group’s share of the profit or loss and OCI of equity accounted investees, from the date
that significant influence or joint control commences until the date that significant influence or joint control ceases.
When the share of the Group in the losses exceeds its interest in an equity accounted investee, the carrying amount
of that interest is reduced to zero, and the recognition of future losses is discontinued, except to the extent that the
Group has an obligation or has made payments on behalf of the investee. In such case the negative investment in equity
accounted investees is deducted from other components of the investor’s interest in the equity accounted investee
(borrowings to equity accounted investees). If the negative investment in equity accounted investees exceeds the investor’s
interest, a liability is recognized for the net amount. Unrealised gains arising from transactions with equity accounted
investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses
are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.
b. Foreign currency
Functional currency
Each entity prepares its individual financial statements in the currency of the primary economic environment in
which the entity operates (i.e. the functional currency). Several European and Hong Kong based entities have the
USD as functional currency as the majority of their cash flows are expressed in USD.
Transactions and balances
In preparing the individual financial statements, transactions in currencies other than the entities’ functional
currency are recorded at the exchange rate applicable at the date of the transaction.
At the reporting date, monetary assets and liabilities denominated in foreign currencies are translated to the
functional currency spot exchange rates at that date. The non-monetary assets and liabilities that are measured
in terms of historical cost are translated to the functional currency at the exchange rate at the date of the initial
transactions. Non-monetary items that are measured at fair value in a foreign currency are translated using the
exchange rates at the date the fair value was determined.
Foreign exchange differences arising on translation are recognised in the profit or loss statement, except for (i)
qualified cash flow hedges to the extent that the hedges are effective, and (ii) monetary items that are designated as
part of the hedge of the Group’s net investment in a foreign operation, which are recognised in other comprehensive
income. Upon disposal of the hedge and or net investment, the cumulative amount is reclassified to profit or loss.
134 FINANCIAL REPORT
Consolidation of foreign operations
On consolidation, assets and liabilities of foreign operations, including goodwill and fair value adjustments
arising on acquisition, are translated to USD – the group reporting currency - using the closing rate at reporting
date. The income and expenses of the foreign operations are converted to USD at the exchange rate at the date
of the transaction (the average exchange rate during the relevant period is used in case the date of transaction
approximates this average rate).
Foreign currency translation differences are recognized directly in other comprehensive income. These foreign
currency differences are presented within the “Translation reserve” caption. However, if the operation is a non-
wholly owned subsidiary, then the relevant proportionate share of the translation difference is allocated to the
non-controlling interests.
When a foreign operation is disposed of, the cumulative amount in the translation reserve related to that foreign
operation is reclassified to profit and loss as part of the gain or loss on disposal. When the Group disposes of only
part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion
of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its
investment in an associate or joint venture that includes a foreign operation while retaining significant influence
or joint control, the relevant proportion of the cumulative amount is reclassified to profit and loss.
The main exchange rates used are:
Closing rates Average rates
EXCHANGE RATES December 31, 2023 December 31, 2022
For the twelve months ended
December 31, 2023 December 31, 2022
EUR 0.9050 0.9376 0.9262 0.9474
GBP 0.7865 0.8315 0.8061 0.8062
HKD 7.8112 7.7970 7.8303 7.8309
NOK 10.1724 9.8573 10.5693 9.5392
XAF 593.6263 615.0062 607.5645 621.5040
ARS 808.4690 177.1165 264.5558 126.5182
KRW 1,297.4298 1,259.4458 1,308.7724 1,283.6970
c. Financial instruments
Financial assets and financial liabilities are recognised in the Group’s statement of financial position when the
Group becomes a party to the contractual provisions of the instrument.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly
attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and
financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial
assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the
acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately
in profit or loss.
Financial assets
All regular way purchases or sales of financial assets are recognised and derecognised on a trade date basis. Regular
way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame
established by regulation or convention in the marketplace.
Debt instruments that meet the following conditions are measured subsequently at amortised cost (see (i) below):
•
The financial asset is held within a business model whose objective is to hold financial assets in order to collect
contractual cash flows; and
• The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments
of principal and interest on the principal amount outstanding.
Debt instruments that meet the following conditions are measured subsequently at fair value through other
comprehensive income (FVTOCI) (see (ii) below):
•
The financial asset is held within a business model whose objective is achieved by both collecting contractual
cash flows and selling the financial assets; and
• The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments
of principal and interest on the principal amount outstanding.
By default, all other financial assets are measured subsequently at fair value through profit or loss (FVTPL).
FINANCIAL REPORT 135
Despite the foregoing, the Group may make the following irrevocable election/designation at initial recognition
of a financial asset:
• The Group may irrevocably elect to present subsequent changes in fair value of an equity investment in other
comprehensive income if certain criteria are met (see (iii) below); and
•
The Group may irrevocably designate a debt investment that meets the amortised cost or FVTOCI criteria as
measured at FVTPL if doing so eliminates or significantly reduces an accounting mismatch (see (iv) below).
All recognised financial assets are measured subsequently in their entirety at either amortised cost or fair value,
depending on the classification of the financial assets:
Financial assets at amortised costs: These assets are subsequently measured at amortised costs using the effective
interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and
losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.
Debt investments at FVTOCI: These assets are subsequently measured at fair value. Interest income is calculated
using the effective interest method, foreign exchange gains and losses and impairment are recognised in profit
or loss. Other net gains and losses are recognised in OCI. On derecognition, gains and losses accumulated in OCI
are reclassified to profit or loss.
Equity investments at FVTOCI: These assets are subsequently measured at fair value. Dividends are recognised
as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment.
Other net gains and losses are recognised in OCI and are never reclassified to profit or loss.
Financial assets at FVTPL: These assets are subsequently measured at fair value. Net gains and losses, including any
interest or dividend income, are recognised in profit or loss. However, see section derivative financial instruments
and hedge accounting for derivatives designated as hedging instruments.
Derecognition of financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset
expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all
risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor
retains substantially all of the risks and rewards of ownership and it does not retain control over the financial asset.
Financial liabilities
Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified at FVTPL if
it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities
at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognised in
profit or loss. Other financial liabilities are subsequently measured at amortised cost using the effective interest
method. Interest expense and foreign exchange gains and losses are recognised in profit or loss. Any gain or loss
on derecognition is also recognised in profit or loss.
See section “Derivative financial instruments and hedge accounting” for derivatives designated as hedging instruments.
Derecognition of financial liabilities
The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire.
When an existing loan is replaced by another from the same lender on substantially different terms, or the terms
of the existing loans are substantially modified, such an exchange or modification is treated as a derecognition of
the original loan and the recognition of a new loan (at fair value). The difference in the respective carrying value
is recognized in the statement of profit and loss.
On derecognition of a financial liability, the difference between the carrying amount extinguished and the
consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in profit or loss.
Offsetting
Financial assets and financial liabilities are offset and the net amount presented in the statement of financial
position when, and only when, the Group currently has a legally enforceable right to set off the amounts and it
intends either to settle them on a net basis or to realise the asset and settle the liability simultaneously.
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and
share options are recognised as a deduction from equity, net of tax effects. When share capital recognised as equity
is repurchased, the amount of the consideration paid, including directly attributable costs net of tax, is recognised
136 FINANCIAL REPORT
as a deduction from equity. When treasury shares are sold, the amount received is recognised as an increase in
equity and the resulting surplus or deficit on the transaction is presented in retained earnings.
Derivative financial instruments & hedge accounting
The Group holds derivative financial instruments to hedge its foreign currency and interest rate risk exposures.
Embedded derivatives are separated from the host contract and accounted for separately if the host contract is
not a financial asset and certain criteria are met.
Derivatives are recognised initially at fair value at the date a derivative contract is entered into. Subsequent to initial
recognition, derivatives are recognized at fair value and changes therein are generally recognized in profit and loss.
The Group designates certain derivatives as hedging instruments to hedge the variability in cash flows associated
with highly probable forecast transactions arising from changes in foreign exchange rates and interest rates and
certain derivatives and non-derivative financial liabilities as hedges of foreign exchange risk of a net investment
in a foreign operation.
At inception of designated hedge relationships, the Group documents the risk management objective and strategy
for undertaking the hedge. The Group also documents the economic relationship between the hedged item and
the hedged instrument, including whether the changes in cash flow of the hedged item and hedging instrument
are expected to offset each other.
Cash flow hedges
When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair
value of the derivative is recognized in OCI and accumulated in the hedging reserve. The effective portion of
changes in the fair value of the derivative that is recognized in OCI is limited to the cumulative change in fair value
of the hedged item, determined on a present value basis. Any ineffective portion of changes in the fair value of
the derivative is recognized immediately in profit or loss. The amount accumulated in the hedging reserve and the
cost of the hedging reserve is reclassified to profit or loss in the same period or periods during which the hedge
expected future cash flows affect profit or loss.
If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, is
terminated or is exercised, then hedge accounting is discontinued prospectively. When hedge accounting for cash
flow hedges is discontinued, any gain or loss recognised in other comprehensive income and accumulated in the
cash flow hedge reserve at that time remains in equity and is reclassified to profit or loss when the forecasted
transaction occurs. When a forecasted transaction is no longer expected to occur, the gain or loss accumulated in
the cash flow hedge reserve is immediately reclassified to profit or loss.
d. Intangible assets
Research and development
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge
and understanding, is recognised in profit or loss as incurred.
Other intangible assets
Other intangible assets (e.g. software,…) acquired by the Group that have finite useful lives are measured at cost
less accumulated amortisations and accumulated impairment losses. The amortisation is recognized in the profit
or loss statement, and is spread over the useful life of the relevant intangible assets following the straight-line
depreciation method. The amortization starts from the date that they are available for use. Amortization methods,
useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate.
Intangible assets with an indefinite useful life or that are not yet available for use, are subject to an annual
impairment test.
Subsequent expenditure
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific
assets to which it relates. All other expenditure is recognized in profit or loss as incurred.
e. Property, plant and equipment
Owned assets
Items of property, plant and equipment are stated at cost, which includes capitalised borrowing costs, less
accumulated depreciation and impairment losses. Cost includes expenditure that is directly attributable to the
acquisition of the asset and to bringing the asset to the location and condition necessary for its intended use. The
FINANCIAL REPORT 137
cost of self-constructed assets includes the cost of materials and direct labor, any other costs directly attributable
to bringing the asset to a working condition for its intended use and capitalized borrowing costs.
Subsequent expenses associated with items of property, plant and equipment are capitalised only if a future
economic advantage will result from this expenditure and its cost can be measured reliably. If a part of an item
of property, plant and equipment is replaced, the replacement cost is capitalised and the carrying amount of the
replaced part is derecognized. The costs of the day-to-day servicing of property, plant and equipment are recognised
in the profit or loss statement as incurred.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as
separate items (major components) of property, plant and equipment.
Depreciation is calculated over the depreciable amount, which is the cost of an asset, less its residual value and is
recognized in profit or loss.
Vessels, barges or units in the construction process are separately classified on the balance sheet as assets under
construction. These assets under construction are not depreciated, depreciation starts at the moment that the
vessels are delivered. As from the moment of delivery, the vessels are no longer classified as under construction.
The business model of the Group aims to rent or operate the constructed assets.
The vessels are depreciated on a straight-line basis to their residual value over their estimated useful life (as from
construction date) in the Group as follows:
Gas vessel LPG pressurized (1) 20 years
Gas vessel LPG 30 years
Gas vessel VLGC 30 years
Gas vessel LNG 35 years
LNG units 30 years
Accommodation platform, newbuild:
- Hull machinery & deck outfitting 20 years
- Accommodation 10 years
Accommodation platform, second hand 10-12 years
1.
In June 2016, EXMAR increased its share in the pressurized fleet from 50% to 100% and applied IFRS 3 Business combinations to account for this. The vessels
were at that date accounted for at fair value and are being depreciated over their remaining useful life, which was 30 years as from construction date, or
on average a remaining term of 23 years. In 2020, management re-assessed the useful life and reduced it from 30 to 20 years (as from construction date),
or an average remaining useful life of 10 years as from January 1, 2020.
Vessels and barges are estimated to have a zero residual value.
Dry-docking expenses are capitalised when they occur and depreciated over a period until the next dry-dock.
Other property, plant and equipment are depreciated over their estimated useful life using the straight-line
depreciation method. Land is not depreciated.
The estimated useful lives of the various other types of assets are as follows:
Buildings 33.3 years
Leased real estate 33.3 years
Plant and equipment 5 years
Furniture 10 years
Cars 5 years
Airplane 10 years
IT equipment 3 years
f. Impairment of assets
Financial assets
Financial assets measured at amortised cost, except current trade receivables, are assessed each reporting date
to determine whether the credit risk of a financial asset has increased significantly since initial recognition. The
Group recognises a loss allowance for expected credit losses (ECL’s) which is based on the difference between the
contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive,
138 FINANCIAL REPORT
discounted at an approximation of the original effective interest rate. The expected cash flows will include cash
flows from the sale of collateral held or other credit enhancements that are an integral part of the contract terms.
In determining the credit risk of a financial asset and when estimating the ECL’s, the Group considers reasonable
and supportable information that is relevant and available without undue cost or effort. This includes both
quantitative and qualitative information and analysis, based on the Group’s historical experience and informed
credit assessment and including forward-looking information.
For current trade receivables, the Group applies the simplified approach permitted by IFRS 9 Financial Instruments,
which requires expected lifetime losses to be recognized from initial recognition of the receivables. The amount
of the allowance is deducted from the carrying amount of the asset.
Equity accounted investees
After application of the equity method, the entity determines whether it is necessary to recognise an impairment
loss with respect to its net investment in the associate or joint venture. An impairment loss in respect of an equity
accounted investee is measured by comparing the recoverable amount of the investment with its carrying amount.
An impairment loss is recognised in profit and loss and is reversed when there is a favourable change in the estimates
used to determine the recoverable amount.
Non-financial assets
The carrying value of non-financial assets, other than deferred tax assets, are reviewed at each balance sheet date
to determine whether there is an indication of impairment. If any such indication exists, the asset’s recoverable
amount is estimated.
For goodwill and intangible assets that have indefinite lives or that are not yet available for use the recoverable
amount is estimated on each balance sheet date.
The recoverable amount of an asset or cash-generating unit (CGU) is the greater of its value in use and its fair value
less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to
the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together
into the smallest group of assets that generates cash inflows from continuing use that are largely independent of
the cash inflows of other assets or CGUs.
The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-
generating units that are expected to benefit from the synergies of the combination.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its estimated
recoverable amount. All impairment losses are recognised in the profit or loss statement.
Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount
of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (group
of units) on a pro rata basis.
g. Assets held for sale
Non-current assets, or disposal groups comprising assets and liabilities, that are expected to be recovered primarily
through sale rather than through continuing use, are classified as held for sale. Immediately before classification as
held for sale, the assets (or components of a disposal group) are remeasured in accordance with the Group’s accounting
policies. Thereafter the assets (or disposal group) are measured at the lower of their carrying amount and fair value
less cost to sell. Any impairment loss on a disposal group is allocated first to goodwill, and then to the remaining
assets and liabilities on a pro rata basis except that no loss is allocated to assets not in the measurement scope of
IFRS 5, which continue to be measured in accordance with the Group’s other accounting policies. Intangible assets
and property, plant and equipment once classified as held for sale or distribution are not amortised or depreciated.
In addition, equity accounting of equity accounted investees ceases once classified as held for sale or distribution.
h. Inventories
Inventories are valued at the lower of cost and net realisable value.
Costs incurred in bringing each product to its present location and condition are accounted for, as follows:
• Raw materials and good purchased for resale: purchase cost on a first-in/first-out basis;
•
Work in progress and finished goods: cost of direct material and labor and a proportion of manufacturing
overheads based on the normal operating capacity but excluding borrowing costs.
FINANCIAL REPORT 139
Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of
completion and the estimated costs of completing the sale.
Write-offs on inventories are applied on slow-moving items. The calculation of the allowance is based on consistently
applied write-off rules, which depend on both historical and future demand.
i. Employee benefits
Defined contribution plans
Obligations for contributions to defined contribution pension plans are recognised as an expense in the profit or
loss statement as the related service is provided.
Defined benefit plans
The Group’s net obligation in respect of defined benefit pension plans is calculated separately for each plan by
estimating the amount of future benefit that employees have earned in return for their service in the current and
prior periods; discounting that amount and deducting the fair value of any plan assets. The calculation is performed
annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential
asset for the Group, the recognized asset is limited to the present value of economic benefits available in the form
of a any future refunds from the plan or reductions in future contributions to the plan. To calculate the present
value of economic benefits, consideration is given to any applicable minimum funding requirements.
Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan
assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised immediately
in OCI. The Group determines the net interest expense (income) on the net defined benefit liability (asset) for
the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the
annual period to the then net defined benefit liability (asset), taking into account any changes in the net defined
benefit liability (asset) during the period as a result of contributions and benefit payments. Net interest expense
and other expenses related to defined benefit plans are recognised in profit or loss.
When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates
to past service or the gain or loss on curtailment is recognised immediately in profit or loss. The Group recognises
gains and losses on the settlement of a defined benefit plan when the settlement occurs.
Belgian defined contribution plans with return guaranteed by law
Belgian defined contribution plans are subject to the Law of April 28, 2003 on occupational pensions (hereafter
‘the WAP’). According to article 24 of this Law, the employer has to guarantee an average minimum return of
3.75% on employee contributions and of 3.25% on employer contributions and this for contributions paid until
December 31, 2015. As from January 2016, the employer has to guarantee an average minimum return of 1.75%
on both employer and employee contributions (as changed by the Law of December 18, 2015). This guaranteed
minimum return generally exceeds the return that is normally guaranteed by the insurer. Because the employer
has to guarantee the statutory minimum return on these plans, not all actuarial and investment risks relating to
these plans are transferred to the insurance company managing the plans. Therefore, these plans do not meet the
definition of a defined contribution plan under IFRS and have to be classified by default as defined benefit plans.
An actuarial calculation has been performed in accordance with IAS 19 based on the projected unit credit method.
Termination benefits
Termination benefits are recognised as an expense when the Group is demonstrably committed, without realistic
possibility or withdrawal, to a formal detailed plan to either terminate employment before the normal retirement
date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Termination
benefits for voluntary redundancies are recognised as an expense if the Group has made an offer of voluntary
redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably.
If benefits are payable more than 12 months after the reporting date, then they are discounted to their present value.
Short-term employee benefit
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related
service is provided. A liability is recognised for the amount expected to be paid under short-term cash bonus or
profit-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of
past service provided by the employee, and the obligation can be estimated reliably.
Share-based payment transactions
The grant date fair value of options granted to employees is recognised as an employee expense, with a corresponding
140 FINANCIAL REPORT
increase in equity, over the period that the employees unconditionally become entitled to the options. The amounts
recognised as an expense is adjusted to reflect the actual number of options for which the related service and
non-market vesting conditions are expected to be met, such that the amount ultimately recognised as an expense
is based on the number of awards that do meet the related service and non-market performance conditions at
vesting date.
j. Provisions
A provision is recognised in the statement of financial position when the Group has a legal or constructive obligation
as result of a past event, that can be estimated reliably and it is probable that an outflow of benefits will be
required to settle the obligation. If the effect is material, provisions are determined by discounting the expected
future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where
appropriate, the risks specific to the liability.
Restructuring provisions
Provisions for restructuring are recognised when the Group has approved a detailed and formal restructuring
plan, and the restructuring has either commenced or has been announced publicly. Future operating costs are not
provided for.
Onerous contracts
A provision for onerous contracts is recognised when the expected benefits to be derived by the Group from
a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is
measured at the present value of the lower of the expected cost of terminating the contract and the expected net
cost of continuing with the contract. Before a provision is recorded, the Group recognises any impairment loss on
the assets associated with that contract.
k. Income
Charter revenue
The company and/ or its joint ventures generate revenues from charterers for the use of its assets. Assets are
chartered using voyage/spot, time or bareboat charters and pool revenue:
•
Voyage/spot charters: Voyage revenue is recognized over time of spot charters on a load-to-discharge basis.
Progress is determined on time elapsed. Voyage expenses are expensed as occurred. When our vessels cannot
start or continue performing its obligation due to other factors, such as port delays, a demurrage is calculated.
The applicable demurrage rate is stipulated in the contract. As demurrage is often a commercial discussion
between EXMAR and the charterer, the outcome and total compensation receivable for the delay is not always
certain. As such, EXMAR only recognizes the revenue which is highly probable to be received. No revenue is
recognized if the collection of the consideration is not highly probable. The amount of revenue recognized is
estimated based on historical data. The Group updates its estimate on an annual basis.
•
Time- and Bareboat charters: As a lessor, the Group leases out some of its vessels under time – and bareboat
charters (see also l) Leases). For time or bareboat charters, a contract is entered into for the use of an asset for
a specific period of time at a contractual agreed daily or monthly rate. Revenue from time or bareboat charters
are accounted for as operating leases and are recognised over the duration as service is performed.
•
Pool revenue: Aggregated revenue recognized on a daily basis from vessels operating on voyage or time charter
and contract of affreightment (“COA”) within the pool is converted into an aggregated net revenue amount
by extracting aggregated voyage expenses (such as fuel consumption, port charges,..) from gross revenue. This
net revenue is used to determine the pool Time Charter Equivalent revenue (“TCE”). Aggregate TCE revenue
is used to allocate revenue to the pool partners in accordance with the allocated pool points earned for each
vessel. Pool points are determined taking into account the following parameters: intake (= capacity of the
vessel), speed, fuel consumption performance and actual on hire days. The TCE revenue earned by our vessels
operated in the pool is equal to the pool point rating of each vessel multiplied by time on hire, as reported by
the pool manager. Revenue from these floating time charter agreements under which vessels are employed
by the pool is accounted for under IFRS 15 Revenue from contracts with customers.
Revenue from services rendered
Revenue from services such as ship management, engineering and technical assistance services are recognised
in the profit or loss statement over time as the services are provided. The customer simultaneously receives and
consumes the benefits provided by the entity’s performance as the entity performs (recurring services). Invoices
and related payment terms depend on individual contractual terms.
FINANCIAL REPORT 141
License income
Revenue from the licensing of access to EXMAR’s intellectual property is in general recognised over time together
with the underlying services rendered based on time and material spent. In case the license revenue is considered
distinct and distinct within the context of the contract, this revenue will be recognized at the point in time when
EXMAR satisfies the performance obligation and control is transferred to the customer.
Gain on sale of assets
Gain on the sale of assets (vessels and barges) is recognized in the profit or loss statement when control of the
goods underlying the particular performance obligation is transferred to the customer, which in general is at
the moment of delivery of the vessel or barge to the customer. Invoices and related payment terms depend on
individual contractual terms.
Revenue from sale of goods
Contracts with customers to sell goods have only one performance obligation. Revenue recognition occurs at a
point in time when control of the asset is transferred to the customer, in general upon the delivery of goods.
Manufacturing project revenue
For revenue out of manufacturing projects, the percentage of completion method is used, provided that the
outcome of the project can be assessed with reasonable certainty.
Commissions
if the Group acts in the capacity of an agent rather than as a principal in the transaction, then the revenue recognised
is the net amount of commission realized by the Group.
l. Leases
At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains,
a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange
for consideration.
As a lessee
At commencement or on modification of a contract that contains a lease component, the Group allocates the
consideration in the contract to each lease component on the basis of its relative stand- alone prices.
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use
asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease
payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs
to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located,
less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to
the end of the lease term, unless the lease transfers ownership of the underlying asset to the Group by the end of
the lease term or the cost of the right-of-use asset reflects that the Group will exercise a purchase option. In that
case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is determined on
the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by
impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily
determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate
as the discount rate.
The Group determines its incremental borrowing rate by obtaining interest rates from various external financing
sources and makes certain adjustments to reflect the terms of the lease and type of the asset leased.
Lease payments included in the measurement of the lease liability comprise the following:
• Fixed payments, including in-substance fixed payments;
•
Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the
commencement date;
• Amounts expected to be payable under a residual value guarantee; and
• The exercise price under a purchase option that the Group is reasonably certain to exercise, lease payments in
an optional renewal period if the Group is reasonably certain to exercise an extension option, and penalties
for early termination of a lease unless the Group is reasonably certain not to terminate early.
142 FINANCIAL REPORT
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a
change in future lease payments arising from a change in an index or rate, if there is a change in the Group’s estimate
of the amount expected to be payable under a residual value guarantee, if the Group changes its assessment of whether
it will exercise a purchase, extension or termination option or if there is a revised in-substance fixed lease payment.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount
of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been
reduced to zero.
The Group presents right-of-use assets separately on the face of the balance sheet and lease liabilities in “Loans
and borrowings” in the statement of financial position.
Short-term leases and leases of low-value assets
The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and
short-term leases, including IT equipment. The Group recognises the lease payments associated with these leases
as an expense on a straight-line basis over the lease term.
As a lessor
At inception or on modification of a contract that contains a lease component, the Group allocates the consideration
in the contract to each lease component on the basis of their relative stand-alone prices.
When the Group acts as a lessor, it determines at lease inception whether each lease is a finance lease or an
operating lease.
To classify each lease, the Group makes an overall assessment of whether the lease transfers substantially all of
the risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance
lease; if not, then it is an operating lease. As part of this assessment, the Group considers certain indicators such
as whether the lease is for the major part of the economic life of the asset.
If an arrangement contains lease and non-lease components, then the Group applies IFRS 15 to allocate the
consideration in the contract.
The Group recognises lease payments received under operating leases as income on a straight-line basis over the
lease term as part of “Revenue”.
m. Finance income and expenses
Finance income consists of interests received, dividend income, gains on the disposal of equity securities at FVTPL,
changes in the fair value of financial assets at fair value through profit or loss, and gains on hedging instruments
that are recognised in profit or loss and exchange rate gains. Interest income is recognised in the profit or loss
statement as it accrues, taking into account the effective yield on the asset. Dividend income is recognised in the
profit or loss statement on the date that the dividend is declared.
Finance expenses consist of interest expense on borrowings, unwinding of the discount on provisions, changes
in the fair value of financial assets at fair value through profit or loss, impairment losses recognised on financial
assets, exchange rate losses and losses on hedging instruments that are recognised in profit or loss.
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying
asset are recognised in profit or loss using the effective interest method. Foreign currency gains and losses are
reported on a net basis per currency as either other finance income or finance expense.
n. Taxes
Income tax expense consists of current and deferred taxes. Current and deferred tax is recognised in the profit
or loss statement, except to the extent it relates to a business combination, or when they relate to items that are
recognised directly in equity or in other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss of the year, using tax rates
enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous
years. Current tax assets and liabilities are offset only if certain criteria are met.
Deferred tax is recognised on all temporary differences between the carrying amounts of assets and liabilities for
reporting purposes and the amounts used for taxation purposes. The following temporary differences are not
provided for: the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that
is not a business combination and that affects neither accounting, nor taxable profit, and differences relating to
FINANCIAL REPORT 143
investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the
timing of reversal and it is probable that they will not reverse in the foreseeable future.
Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they
reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax
assets are recognised for unused tax losses, tax credits and deductible temporary differences, to the extent that it
is probable that future taxable profits will be available against which they can be utilised.
Deferred tax assets are reduced when it is no longer probable that the related tax benefits will be realized.
Unrecognized deferred tax assets are reassessed at each reporting date and recognised to the extent that is has
become probable that future taxable profits will be available against which they can be used. Deferred tax assets
and liabilities are offset only if certain conditions are met.
Tonnage tax is not accounted for as income taxes in accordance with IAS 12 and is not presented as part of income
tax expense in the profit or loss statement but is shown under other operating expenses.
o. Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn
revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s
other components. All operating segments’ operating results are reviewed regularly by management to make
decisions about resources to be allocated to the segment and assess its performance.
The result for each segment includes all income and expenses generated directly by this segment, as well as part
of the income and expenses that can reasonably be allocated to this segment. The assets and liabilities allocated
to a segment include as a minimum the assets and liabilities which are periodically reported to the Chief operating
decision maker, being the Group’s CEO and the Executive Committee.
Segment capital expenditure is the total cost incurred during the period to acquire property, plant and equipment
and intangible assets.
p. Earnings per share
The Group presents basic and diluted earnings per share for its ordinary shares. Basic earnings per share is calculated
by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number
of ordinary shares outstanding during the period, adjusted for treasury shares held. Diluted earnings per share is
determined by adjusting the profit and loss attributable to ordinary shareholders and the weighted average of
ordinary shares outstanding, adjusted for treasury shares held and for the effects of all dilutive potential ordinary
shares such as share options granted to employees.
144 FINANCIAL REPORT
Note 2 - Segment reporting
In respect of joint ventures, the company continues to manage its operations based on internal management reports
applying the principles of the proportionate consolidation method. The reconciliation of the segment reporting
to the consolidated statement of financial position and the consolidated statement of profit or loss is presented in
Note 3 Reconciliation segment reporting. All differences relate to the application of IFRS 11 Joint arrangements,
no other differences exist.
The Group has three reportable segments. The Group’s operating segments reflect the level at which the Group’s
CEO and the Executive Committee review the business and make decisions about the allocation of resources and
other operating matters. These segments offer different products and services and are managed separately.
•
The activities in the Shipping segment include the transportation of liquefied gas products such as Liquid
Natural Gas (LNG), Liquid Petroleum Gas (LPG), ammonia and petrochemical gases.
•
The Infrastructure segment provides innovative floating infrastructure solutions to the oil & gas industry both
by making use of its asset portfolio and through developing new assets for near-shore and offshore production,
processing, storage or other ancillary services.
•
The segment Supporting services includes the specialised supporting services such as ship management services,
travel services and manufacturing activities.
The company’s internal and management structure does not distinguish any geographical information (non-current
assets and revenue per major country) as the company’s fleet is operated on a worldwide basis.
The intra-segment revenue mainly relates to management, supervision and crew services provided between segments.
Major shipping client Equinor (ex-Statoil) and Saudi Arabian Mining Company represented 21.0% (2022: 24.6%)
and 12.6% (2022: 12.4%) of the revenue of the Shipping segment and 5.2% (2022: 14.4%) and 3.1% (2022: 7.2%) of
the EXMAR Group revenue in 2023. The remaining part of the Shipping revenue is divided between 13 different
customers. Export LNG Limited, ENI Congo and Gasunie represented 52.1% (2022: 0.0%), 23.4% (2022: 0.0%) and
9.2% (2022: 15.8%) of the revenue of the Infrastructure segment. These three companies represented 33.6%
(2022: 0.0%), 15.1% (2022: 0.0%) and 5.9% (2022: 9.3%) of the EXMAR Group revenue in 2023. In 2022, Hyundai
Heavy Industries Korea contributed 29.1% to the infrastructure segment and 6.4% of the EXMAR Group revenue.
The percentages mentioned are calculated excluding settlement fees. No other customers represented more than
10.0% of the EXMAR Group revenue in 2023.
FINANCIAL REPORT 145
SEGMENT REPORTING 2023
(In thousands of USD)
Shipping Infrastucture
Supporting
services Eliminations Total
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
For the year ended December 31, 2023
Revenue third party 143,658 372,696 61,136 0 577,490
Revenue intra-segment 187 1,183 9,948 -11,318 0
Royalty income 0 800 0 0 800
Total revenue 143,845 374,678 71,084 -11,318 578,289
Gain on disposal 6,594 6 836 0 7,436
Other operating income 677 1,908 1,435 0 4,020
Operating income 151,117 376,592 73,355 -11,318 589,746
Operating result before depreciations,
amortisations & impairment losses (EBITDA)
82,330 75,746 -3,559 0 154,517
Depreciations and amortisations -48,002 -11,823 -2,456 0 -62,281
Impairment losses and reversals 0 2,669 32 0 2,701
Loss on disposal 0 0 -82 0 -82
Operating result (EBIT) 34,328 66,593 -6,065 0 94,855
Interest income (non-intra-segment) 4,357 1,725 16,127 0 22,209
Interest income intra-segment 1,469 1,528 14,744 -17,741 0
Interest expenses (non-intra-segment) -27,407 -662 -368 0 -28,437
Interest expenses intra-segment -7,127 -9,017 -1,597 17,741 0
Other finance income 264 -2,532 894 0 -1,374
Other finance expenses -676 -1,391 -8,966 0 -11,033
Share of result of equity accounted investees (net of
income tax)
0 0 199 0 199
Income tax expense -1,919 -182 -2,310 0 -4,411
Segment result for the period 3,288 56,061 12,658 0 72,007
Attributable to:
Non-controlling interest 36
Owners of the Company 71,971
146 FINANCIAL REPORT
(In thousands of USD)
Shipping Infrastucture
Supporting
services Eliminations Total
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
December 31, 2023
Assets
Vessels and barges 489,002 203,234 0 692,236
Other property, plant and equipment 134 655 15,182 15,970
Intangible assets 0 13 301 314
Right-of-use assets 32,168 1,950 7,225 41,343
Investments in equity accounted investees 0 0 612 611
Borrowings to equity accounted investees 0 47,801 1,725 49,525
Loan receivables intra-segment 45,034 58,694 452,813 -556,542 0
Inventories 0 0 15,134 15,134
Restricted cash 1,857 0 0 1,857
Cash and cash equivalents 49,616 118,128 72,208 239,952
Total segment assets 617,811 430,475 565,199 -556,542 1,056,943
Unallocated other investments 0 550
Unallocated trade and other receivables 0 107,043
Trade and other receivables intra-segment 12,543 2,835 23,260 -38,638 0
Other unallocated assets 11,239
Total assets -595,180 1,175,776
Liabilities
Non-current borrowings 324,488 82,734 6,096 413,317
Current borrowings 58,838 14,242 7,554 80,634
Borrowings intra-segment 49,892 71,372 435,278 -556,542 0
Other payables 36 -40 10 7
Non-current provisions 2,397 11,638 13,368 27,403
Total segment liabilities 435,651 179,946 462,306 -556,542 521,361
Unallocated equity 0 482,138
Unallocated trade and other payables 0 164,492
Trade and other payables intra-segment 7,346 22,660 8,632 -38,638 0
Unallocated other liabilities 0 7,785
Total equity and liabilities -595,180 1,175,776
CASH FLOW STATEMENT
Cash from operating activities 74,381 59,350 -17,698 116,033
Cash from investing activities 13,829 -44,671 -2,851 -33,692
Cash from financing activities -91,118 85,161 -384,093 -390,050
Exchange rate fluctuations 224
Total cash flow -2,908 99,840 -404,641 -307,485
Additional information
Capital expenditures -32,864 -3,240 -1,901 -38,005
Proceeds from disposals 46,693 191 62 46,946
FINANCIAL REPORT 147
SEGMENT REPORTING 2022
(In thousands of USD)
Shipping Infrastucture
Supporting
services Eliminations Total
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
For the year ended December 31, 2022
Revenue third party 139,882 76,099 23,026 0 239,007
Revenue intra-segment 1,530 39 7,928 -9,497 0
Royalty income 0 4,320 0 0 4,320
Total revenue 141,412 80,458 30,954 -9,497 243,328
Gain on disposal 385 315,659 3,489 0 319,533
Other operating income 3,239 1,193 264 -9 4,688
Operating income 145,036 397,311 34,706 -9,505 567,549
Operating result before depreciations,
amortisations & impairment losses (EBITDA)
81,627 323,130 -3,080 0 401,676
Depreciations and amortisations -47,859 -13,256 -1,233 0 -62,347
Impairment losses and reversals 8,975 4,859 -91 0 13,743
Operating result (EBIT) 42,743 314,733 -4,404 0 353,072
Interest income (non-intra-segment) 83 2,626 3,942 0 6,651
Interest income intra-segment 453 515 12,556 -13,525 0
Interest expenses (non-intra-segment) -25,603 -6,575 -306 0 -32,484
Interest expenses intra-segment -2,105 -10,905 -515 13,525 0
Other finance income 5,040 4,613 4,150 -1,000 12,803
Other finance expenses -2,862 -9,636 -7,388 1,000 -18,885
Share of result of equity accounted investees (net of
income tax)
0 0 269 0 269
Income tax expense -919 1,007 -1,167 0 -1,079
Segment result for the period 16,831 296,378 7,139 0 320,348
Attributable to:
Non-controlling interest 30
Attributable to owners of the Company 320,318
148 FINANCIAL REPORT
(In thousands of USD)
Shipping Infrastucture
Supporting
services Eliminations Total
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
December 31, 2022
Assets
Vessels and barges 507,669 211,930 0 0 719,599
Other property, plant and equipment 40 400 14,116 14,556
Intangible assets 0 19 206 225
Right-of-use assets 11,696 2,442 7,812 21,949
Investments in equity accounted investees 0 0 449 449
Borrowings to equity accounted investees 0 7,000 0 7,000
Loan receivables intra-segment 76,872 58,153 416,458 -551,483 0
Inventories 0 0 9,217 9,217
Restricted cash 1,778 0 0 1,778
Cash and cash equivalents 28,872 32,600 485,965 547,437
Assets held for sale 9,988 0 0 9,988
Total segment assets 636,915 312,544 934,222 -551,483 1,332,198
Unallocated other investments 5,432
Unallocated trade and other receivables 81,375
Trade and other receivables intra-segment 7,123 10,035 36,117 -53,275 0
Other unallocated assets 2,256
Total assets -604,758 1,421,260
Liabilities
Non-current borrowings 330,718 2,026 6,541 339,284
Current borrowings 92,909 10,465 1,386 104,759
Borrowings intra-segment 262,919 167,310 121,254 -551,483 0
Other payables 0 78,000 0 78,000
Non-current provisions 2,347 0 800 3,147
Total segment liabilities 688,892 257,801 129,980 -551,483 525,190
Unallocated equity 0 798,689
Unallocated trade and other payables 0 90,478
Trade and other payables intra-segment 22,243 21,035 535,735 -53,275 0
Unallocated other liabilities 0 6,903
Total equity and liabilities -604,758 1,421,260
CASH FLOW STATEMENT
Cash from operating activities -20,686 -116,164 204,797 67,947
Cash from investing activities 2,578 619,892 -8,961 613,509
Cash from financing activities 11,121 -482,042 229,261 -241,660
Exchange rate fluctuations 568
Total cash flow -6,988 21,685 425,098 0 440,364
Additional information
Capital expenditures -21,778 -9,693 -317 -31,788
Proceeds from disposals 24,356 718 9 25,083
FINANCIAL REPORT 149
Note 3 - Reconciliation segment reporting
The financial information of each operating segment is reviewed by management using the proportionate
consolidation method. The below tables reconcile the financial information as reported in the consolidated
statement of financial position and the interim condensed consolidated statement of profit or loss (using the
equity consolidation method as required under IFRS 11) with the financial information disclosed in Note 2 Segment
reporting (using the proportionate consolidation method).
RECONCILIATION SEGMENT REPORTING 2023
(In thousands of USD)
Proportionate
consolidation
Difference
Equity
consolidation
For the year ended December 31, 2023
Revenue 578,289 -90,971 487,318
Gain on disposal 7,436 -6,569 868
Other operating income 4,020 0 4,020
Vessel expenses -286,415 23,301 -263,114
Raw materials and consumables used -23,279 0 -23,279
General and administrative expenses -54,953 148 -54,804
Personnel expenses -46,176 0 -46,176
Depreciations and amortisations -62,281 28,325 -33,956
Impairment losses and reversals 2,701 0 2,701
Loss on disposal -82 0 -82
Other operating expenses -24,407 51 -24,356
Result from operating activities 94,855 -45,715 49,140
Interest income 22,209 -4,248 17,961
Interest expenses -28,437 17,498 -10,938
Other finance income -1,374 2,747 1,373
Other finance expenses -11,033 -2,482 -13,515
Result before income tax and share of result of equity
accounted investees
76,219 -32,199 44,020
Share of result of equity accounted investees (net of income tax) 199 31,937 32,136
Income tax expense -4,411 263 -4,148
Result for the period 72,007 0 72,007
150 FINANCIAL REPORT
(In thousands of USD)
Proportionate
consolidation
Difference
Equity
consolidation
For the year ended December 31, 2023
Vessels and barges 692,236 -276,489 415,747
Other property, plant and equipment 15,970 0 15,970
Intangible assets 314 0 314
Right-of-use assets 41,343 -31,682 9,661
Investments in equity accounted investees 611 134,777 135,388
Derivative financial asset 911 -911 0
Deferred tax assets 4,429 0 4,429
Other investments 37,928 0 37,928
Non-current assets 793,743 -174,306 619,437
Derivative financial asset 550 0 550
Inventories 15,134 0 15,134
Trade and other receivables 107,043 -9,659 97,384
Borrowings to equity accounted investees 11,597 0 11,597
Current tax assets 5,899 1 5,900
Restricted cash 1,857 -1,857 0
Cash and cash equivalents 239,952 -63,022 176,930
Current assets 382,033 -74,537 307,496
Total assets 1,175,776 -248,843 926,933
Equity 482,138 0 482,138
Borrowings 413,317 -193,486 219,831
Other payables 7 -7 0
Employee benefits 999 0 999
Non-current provisions 27,403 -2,397 25,006
Deferred tax liabilities 3,026 0 3,026
Non-current liabilities 444,752 -195,889 248,862
Borrowings 80,634 -35,154 45,480
Trade and other payables 164,492 -17,583 146,909
Current tax liability 3,760 -217 3,544
Current liabilities 248,886 -52,954 195,932
Total equity and liabilities 1,175,776 -248,843 926,933
FINANCIAL REPORT 151
RECONCILIATION SEGMENT REPORTING 2022
(In thousands of USD)
Proportionate
consolidation
Difference
Equity
consolidation
For the year ended December 31, 2022
Revenue 243,328 -87,724 155,604
Gain on disposal 319,534 109 319,643
Other operating income 4,688 -3,086 1,601
Vessel expenses -90,444 30,323 -60,121
Raw materials and consumables used -3,447 0 -3,447
General and administrative expenses -39,623 330 -39,293
Personnel expenses -32,333 0 -32,333
Depreciations and amortisations -62,347 28,723 -33,624
Impairment losses and reversals 13,743 -8,975 4,768
Loss on disposal 0 0 0
Other operating expenses -25 0 -25
Result from operating activities 353,073 -40,300 312,773
Interest income 6,651 473 7,125
Interest expenses -32,484 10,530 -21,954
Other finance income 12,803 -3,278 9,525
Other finance expenses -18,885 830 -18,055
Result before income tax and share of result of equity
accounted investees
321,157 -31,743 289,414
Share of result of equity accounted investees (net of income tax) 269 31,737 32,007
Income tax expense -1,079 6 -1,072
Result for the period 320,348 0 320,348
152 FINANCIAL REPORT
(In thousands of USD)
Proportionate
consolidation
Difference
Equity
consolidation
For the year ended December 31, 2022
Vessels and barges 719,599 -281,633 437,966
Other property, plant and equipment 14,556 0 14,556
Intangible assets 225 0 225
Right-of-use assets 21,949 -11,039 10,910
Investments in equity accounted investees 449 106,633 107,082
Borrowings to equity accounted investees 0 0 0
Deferred tax assets 1,071 0 1,071
Other investments 1,849 0 1,849
Non-current assets 759,698 -186,039 573,659
Assets held for sale 9,988 -9,988 0
Derivative financial asset 3,583 -3,010 573
Inventories 9,217 0 9,217
Trade and other receivables 81,375 -14,286 67,089
Borrowings to equity accounted investees 7,000 0 7,000
Current tax assets 1,185 0 1,185
Restricted cash 1,778 -1,778 0
Cash and cash equivalents 547,437 -27,884 519,553
Current assets 661,563 -56,946 604,617
Total assets 1,421,260 -242,985 1,178,276
Equity 798,689 1 798,691
Borrowings 339,284 -171,736 167,548
Other payables 78,000 0 78,000
Employee benefits 1,040 0 1,040
Non-current provisions 3,147 -2,347 800
Deferred tax liabilities 2,982 0 2,982
Non-current liabilities 424,453 -174,083 250,370
Borrowings 104,759 -53,960 50,800
Trade and other payables 90,478 -14,936 75,542
Current tax liability 2,881 -8 2,873
Current liabilities 198,118 -68,903 129,215
Total equity and liabilities 1,421,260 -242,985 1,178,276
FINANCIAL REPORT 153
Note 4 – Revenue
For the period ended December 31,
(In thousands of USD)
2023 2022
Shipping segment 52,553 51,936
Infrastructure segment - ordinary revenue 371,226 78,152
Supporting services segment - ordinary revenue 63,539 25,517
Revenue 487,318 155,604
The increase in total revenue at the Shipping segment is mainly a result of the higher time-charter rates for all
vessel types.
Revenue in the Infrastructure segment increased significantly in 2023 as a result of the increased revenue from
engineering projects, including the engineering, procurement and construction contracts for the Marine XII project
in Congo and the twelve months employment of the EXCALIBUR and the FSRU EEMSHAVEN LNG.
The increase in revenue at the Supporting services is the combined effect of Bexco NV, entering the consolidation
scope of the Group since November 2022 (contribution increased by USD 34.8 million), higher revenue from the
offshore accommodation barges and at Travel Plus, offset by lower ship management revenue due to less vessels
under management. Bexco NV is a manufacturer of precision-engineered synthetic mooring, towing and lifting
ropes for offshore, marine and industrial applications.
Revenue which falls within the scope of IFRS 16 Leasing represented 18.5% (2022: 43.0%) of total revenue and is
situated in the Shipping and Infrastructure segment. Revenue which falls within the scope of IFRS 15 Revenue from
contracts with customers represented 81.5% (2022: 57.0%) of total revenue and is mainly situated in the Infrastructure
and Supporting services segment. The percentages mentioned are calculated excluding settlement fees.
Major shipping clients Equinor (ex-Statoil) and Nippon Gas Line Co represented 57.4% (2022: 53.6%) and 21.8%
(2022: 21.2%) respectively of the revenue of the Shipping segment. Both clients contributed 6.2% (2022: 17.9%)
and 2.4% (2022: 7.1%) respectively to the EXMAR Group revenue in 2023. Export LNG Limited, ENI Congo and
Gasunie represented 52.3% (2022: 0.0%) and 23.5% (2022: 0.0%) and 9.2% (2022: 28.4%) of the revenue of the
Infrastructure segment. These three clients represented 39.9% (2022: 0.0%), 17.9% (2022: 0.0%) and 7.0% (2022:
14.2%) of the EXMAR Group revenue in 2023. In, 2022, Hyundai Heavy Industries Korea represented 19.6% of the
infrastructure segment and 9.8% of the EXMAR Group revenue. The percentages mentioned are also calculated
excluding settlement fees. No other customers represent more than 10.0% of the EXMAR Group revenue in 2023.
(In thousands of USD) 2023 2022
Trade receivables, included in trade and other receivables (current + non-current) 45,426 39,344
Contract assets, included in trade and other receivables 25,514 7,743
Contract liabilities, included in trade and other payables 10,025 11,056
Contract balances 80,964 58,143
The increase in contract balances in 2023 is resulting from receivables related to the engineering agreements related
to EEMSHAVEN LNG, TANGO FLNG and EXCALIBUR.
The contract assets mainly relate to the Group’s rights to consideration for work completed but not billed at the
reporting date. The contract assets are transferred to receivables when the rights become unconditional.
The contract liabilities primarily relate to invoices issued in respect of vessel income (prepaid hire) and advances
charged for planned services. The contract liabilities at the end of 2022 have been recognized in revenue in 2023.
The increase in contract assets and contract liabilities mainly results from the services delivered/to be delivered to
the three assets mentioned above.
154 FINANCIAL REPORT
Note 5 – Gain on disposal
(In thousands of USD) 2023 2022
Gain on sale of shares of Export LNG 0 315,654
Gain on derecognition Bexco NV 0 3,474
Other 868 515
Gain on disposal 868 319,643
In the fourth quarter of 2023 EXMAR sold 26.7% of the shares of ECOS Srl and realized a gain of USD 0.8 million.
As a result of the transaction EXMAR owns 33.3% and applies the equity method to its investment as of December
31, 2023.
As a result of the sale of the 100% shares of Export LNG Ltd., the owning company of the TANGO FLNG, in August
2022, EXMAR realized a non-recurring gain of USD 315.7 million. Details of the transaction related assets and
liabilities can be found in Note 4 of the consolidated financial statements as of December 31, 2022.
On November 1, 2022 EXMAR obtained control over Bexco NV, consequently realized a gain on the derecognition
of the equity accounted investment and includes the company in full in the Group’s consolidated financials since
that date. The total impact of the acquisition of the remaining 55.09% resulted in a total gain of USD 3.5 million.
Note 6 - Vessel expenses
For the period ended December 31,
(In thousands of USD)
2023 2022
Vessel expenses crew -33,281 -28,287
Vessel expenses maintenance -13,989 -23,931
Vessel expenses engineering -203,312 0
Vessel expenses insurance -1,815 -2,759
Vessel expenses other -10,716 -5,144
Vessel expenses -263,114 -60,121
Vessel expenses are expenses made to operate a vessel and include primarily crew, maintenance, insurance and
other related expenses. Vessel expenses exclude depreciations.
The increase in the vessel expenses in 2023 compared to 2022 is mainly the result of the increased expenses in
relation to the engineering, procurement and conversion contracts for the TANGO FLNG and EXCALIBUR FSU with
completion of conversion works early 2024.
Note 7 – Purchase of goods
In 2023 EXMAR reports USD 23.3 million of purchases of goods in relation to the rope manufacturing activity at
Bexco NV, that became a subsidiary of the Group as from November 1, 2022.
Note 8 - General and administrative expenses
For the period ended December 31,
(In thousands of USD)
2023 2022
Administrative expenses -34,480 -33,393
Office expenses -1,297 -1,386
Travel expenses -3,016 -2,488
IT & communication expenses -2,693 -2,409
Fees -26,463 -26,318
Insurance -1,011 -793
Freight charges -1,787 -1,740
Non-income based taxes -13,863 -2,844
Other expenses -4,675 -1,316
General and administrative expenses -54,804 -39,293
During 2023 administrative expenses increased mainly due to the Marine XII project in Congo, more specific in
relation to taxes withheld in relation to the activity in Republic Congo.
Administrative expenses and freight charges for the Bexco activities since their inclusion in the consolidation scope
had an impact of USD 5 million on 2023.
FINANCIAL REPORT 155
Note 9 - Personnel expenses
(In thousands of USD) 2023 2022
Salaries and wages -38,954 -27,492
Social security charges -6,580 -4,263
Employee benefit, defined benefit and defined contribution plan -642 -577
Personnel expenses -46,176 -32,333
At year-end 2023 2022
Seagoing 1,514 1,508
Staff 409 418
Number of personnel members 1,923 1,926
Salaries and wages increased because of inflation (impact of 11%), the inclusion of Bexco for a full year (in 2022
only 2 months) with an impact of USD 7.4 million and a higher number of engineers and technical employees for
amongst others the projects managed by EXMAR Offshore Company.
The number of personnel members represents the effective number of personnel members in service per period
end (including the seagoing employees of our equity accounted investees).
A significant part of EXMAR’s seagoing personnel is employed on the assets held or operated by EXMAR’s equity
accounted investees, the related expense is not included in the personnel expenses or crew expenses disclosed above.
Note 10 - Other Operating Expenses
For the period ended December 31,
(In thousands of USD)
2023 2022
Other Provisions -24,204 0
Non income based taxes -150 -24
Other -2 -1
Other operating expenses -24,356 -25
As per December 31, 2023 additional provisions are recorded for a total amount of USD 24,0 million based on
management’s assessment of potential cash outflows. Additional provisions have been recorded for the former lease
arrangement of LNG Carrier EXCEL, obligations under the engineering, procurement and construction contracts
for the Marine XII project in Congo and a claim from a foreign tax authority.
Regarding LNGC Excel this vessel was financed through a lease agreement in the UK, which was terminated in
August 2013. The UK tax authorities (HMRC) had made inquiries on the tax treatment of the lease and on the right
to receive Capital Allowances claimed by the Lessor.
In 2023 the company was informed that recent discussions between the Lessor and HMRC were held, that some
closure notices had been received and payments were made by the Lessor.
Updated assessment of the case by EXMAR management led to the recognition of an additional provision under
the IFRS rules.
156 FINANCIAL REPORT
Note 11 - Finance result
For the period ended December 31,
(In thousands of USD)
2023 2022
Interest income on borrowings to equity accounted investees 1,217 1,929
Interest income on cash and cash equivalents 16,744 5,196
Interest income 17,961 7,125
Interest expenses on borrowings -10,537 -21,954
Amortisation transaction costs -402 0
Interest expenses -10,938 -21,954
The interest income on borrowings to equity accounted investees relates to interests charged to the equity accounted
investees on the borrowings provided by EXMAR and decreased as a result of lower average outstanding balances.
We refer in this respect also to Note 18 Borrowings to equity accounted investees.
Interest income on cash and cash equivalents increased significantly thanks to the higher average short term
deposits in 2023 compared to the average in 2022.
Interest expenses relate to EXMAR’s borrowings as disclosed in Note 26 Borrowings and the decrease of USD 11.4
million is the combined effect of (i) lower interest expenses in the Infrastructure segment due to the repayment of
the NOK bond (USD 3.3 million) (ii) the effective interest correction in 2022 on the pressurized fleet following the
exercise of the early buy-out option (USD 5.5 million including USD 3.3 million adjustment of historic interest expenses
1
)
(Shipping segment), and (iii) lower margins and early repayment of the Bank Of China loan facility in August 2022
upon the sale of the shares of Export LNG Ltd (USD 2.3 million).
For the period ended December 31,
(In thousands of USD)
2023 2022
Realised exchange gains 351 2,967
Unrealised exchange gains 756 2,418
Dividend income from non-consolidated companies 19 18
Equity securities measured at FVTPL 0 280
Fair value gain on financial instruments -42 934
Premium refund 0 2,497
Other 289 410
Other finance income 1,373 9,525
Realised exchange losses -7,608 -6,324
Unrealised exchange losses -1,051 -1,236
Amortisation transaction costs 0 -7,504
Banking fees -389 -2,280
Other -4,467 -711
Other finance expenses -13,515 -18,055
Other finance income decreases with USD 8.2 million and is mainly the result of (i) lower exchange gains compared
to 2022, when NOK bond was repaid with positive exchange result and (ii) a refund of USD 2.5 million credit
insurance premiums in 2022, because of the early repayment of the Bank of China loan.
Other finance cost decreases with USD 4.5 million in comparison to 2022. The realized exchange losses of 2023
include USD 4.4 million loss on the settlement of EUR-USD short-term swaps (2022: USD 5.6 million).
The amortisation of the transaction costs
2
decreased due to the accelerated recognition of the capitalized financing
fees on the Bank of China loan and Sequoia credit facility upon the early termination of these loan agreements (see
also Note 26 Borrowings). Related to this, EXMAR paid in 2022 a cancellation fee to Sequoia of USD 1.0 million, which
primarily explains the decrease in “Banking fees”. The Other finance expenses include USD 2.9 million loss following
the remeasurement at FVTPL on December 31, 2023 of the shares in Vantage Drilling (see Note 20 Other investments).
1 The USD 3.3 million interest expense adjustment relates to the correction of an error regarding the accounting for sale & lease back transactions dating
back to 2019 for four pressurized vessels. We refer to the consolidated financial statements of 2022.
2 In 2022 the amortisation of transaction costs was impacted by the one-off accelerated recognition of the capitalized financing fees on the Bank of China
loan and Sequoia credit facility upon the early termination of these loan agreements and was presented in other finance expense. Since 2023 amortisations
are reported as interest expenses.
FINANCIAL REPORT 157
Note 12 - Income taxes
(In thousands of USD) 2023 2022
Taxes current period -7,675 -1,717
Prior year adjustments 111 -314
Income taxes -7,563 -2,030
Deferred income taxes 3,415 958
Income taxes -4,148 -1,072
RECONCILIATION
Result before income tax 76,156 321,419
Tax at domestic tax rate -25.00% -19,039 -25.00% -80,355
Tax impact on share of profit of equity accounted investees 8,235 8,001
Increase/decrease resulting from:
Effects of tax rates in foreign jurisdictions 5,214 -3,807
Non-deductible expenses -415 -2,316
Other taxes -85 -79
Current year tax losses/ credits for which no deferred tax asset has been recognised 2,270 -112
Use of tax credits, tax losses carried forward,... for which no DTA was recognised
before
2,655 389
Unused tax losses under the Belgian tonnage tax regime -2,617 -1,472
Tax exempt income -478 78,993
Adjustments in respect of prior years 111 -316
Reconciliation of the effective tax rate (1) -5.4% -4,148 -0.3% -1,072
1.
The effective tax rate calculated as tax expense over result before income tax corrected for the share of profit for equity method investees amounts to
9.4% (2022: 0.4%).
The tax exempt income in 2022 related primarily to the gain on disposal of 100% of the shares of Export LNG.
158 FINANCIAL REPORT
Note 13 - Vessels and barges
(In thousands of USD)
Shipping Infrastructure
Under
construction
- advance
payments
Total
Cost
Balance as per January 1, 2022 291,208 488,688 0 779,896
Changes during the financial year
Acquisitions 5,656 14,212 0 19,867
Increase through share deal 0 39,860 0 39,860
Disposals 0 -300,053 0 -300,053
Reclassification 34 -713 0 -679
Balance as per December 31, 2022 296,898 241,993 0 538,891
Balance as per January 1, 2023 (1) 276,542 241,993 0 518,535
Changes during the financial year
Acquisitions 1,368 2,850 0 4,218
Disposals 0 -7,714 0 -7,714
Early buy out option 4,532 0 0 4,532
Balance as per December 31, 2023 282,443 237,130 0 519,572
Depreciations and impairment losses
Balance as per January 1, 2022 45,322 86,139 0 131,461
Changes during the financial year
Depreciations 19,837 11,801 0 31,638
Impairments 0 -18,300 0 -18,300
Disposals 0 -43,874 0 -43,874
Balance as per December 31, 2022 65,159 35,766 0 100,925
Balance as per January 1, 2023 (1) 44,804 35,766 0 80,570
Changes during the financial year
Depreciations 20,357 10,231 0 30,588
Disposals 0 -7,332 0 -7,332
Balance as per December 31, 2023 65,160 38,665 0 103,826
Net book value
Net book value as per December 31, 2022 231,739 206,227 0 437,966
Net book value as per December 31, 2023 217,283 198,464 0 415,747
1.
Opening balance has been restated by USD 20.4 million in both acquisition value and accumulated depreciations. This restatement relates to netting of
assets capitalized and fully depreciated as per December 31, 2022.
In 2023 and 2022, the acquisitions relate to capitalized dry dock expenses for vessels in the Shipping and Infrastructure
segments. The cost of vessels increased in 2023 as a result of the lifting of early buy out options for 3 pressurized
vessels.
In 2022, EXMAR, Infrastructure segment, acquired the EXCALIBUR vessel through a share deal and disposed the
floating liquefaction unit TANGO FLNG.
The vessels are pledged as a security for the related underlying liabilities. We refer to Note 26 Borrowings for more
information in respect of these underlying liabilities.
FINANCIAL REPORT 159
Impairment
For the wholly-owned fleet, internal and external triggers are evaluated which indicate that the carrying value
of the fleet should be tested for impairment. The carrying amount of the fleet is compared to the recoverable
amount, which is the higher of the fair value less cost to sell and the value in use.
The fair value less costs to sell is based upon the average fair market value as determined by two independent
ship brokers or recent market transactions of comparable assets. This market value is corrected with an average
brokerage commission to be paid when a vessel is sold. The value in use is based upon the estimated future cash
flows discounted to their present value and reflecting current market assessments relating to freight rate estimates,
employment, and operating expenses. The value in use model also includes assumptions taken amongst others
with respect to future hire paid, contract duration and number of months’ interval between two contracts. The
operating cash flows are based on internal information and a sensitivity analysis is performed on each assumption.
The discounted cash flow model used by management includes estimated cash flows for the remaining lifetime
of the wholly owned fleet. Three-year cash flow forecasts are estimated by management based upon the past
experience as well as current market expectations regarding volumes and freight rates going forward. Freight rates
as well as operating expenses subsequent to this three-year period are expected to change in line with estimated
inflation afterwards. The discount rate used is a weighted average cost of capital of 7.6% for the Shipping LPG
segment (2022: 7.6%), 9.0% for the Shipping LNG segment (2022: 9.5%) and 11.8% for the Infrastructure segment
(2022: 11.0%).
For vessels under joint venture ownership, impairment triggers are evaluated in the same way as for the wholly-
owned fleet. We refer to Note 16 Investments in equity accounted investees in this respect.
In 2023, EXMAR did not record a change in impairments. In 2022, an impairment charge of USD 18.3 million was
reversed for the FSRU EEMSHAVEN LNG, former FSRU S188, based on two independent broker reports.
160 FINANCIAL REPORT
Note 14 - Other property, plant and equipment
(In thousands of USD)
Land and
buildings
Machinery and
equipment
Furniture and
movables
Total
Cost
Balance as per January 1, 2022 3,981 959 3,464 8,404
Changes during the financial year
Acquisitions 49 184 321 554
Increase through business combinations 7,206 5,815 48 13,069
Disposals 0 12 -369 -356
Exchange differences -156 50 -98 -203
Balance as per December 31, 2022 11,081 7,020 3,366 21,467
Balance as per January 1, 2023 (1) 11,081 7,020 3,366 21,467
Changes during the financial year
Acquisitions 339 1,466 536 2,340
Transfers 167 -192 -55 -79
Disposals -15 -351 -219 -584
Exchange differences 410 247 3 661
Balance as per December 31, 2023 11,982 8,190 3,632 23,804
Depreciations and impairment losses
Balance as per January 1, 2022 3,331 892 2,908 7,131
Changes during the financial year
Depreciations 64 170 214 448
Disposals 0 -14 -356 -370
Exchange differences -194 -21 -84 -298
Balance as per December 31, 2022 3,202 1,027 2,681 6,910
Balance as per January 1, 2023 (1) 3,202 1,027 2,681 6,910
Changes during the financial year
Depreciations 289 822 274 1,385
Disposals -15 -349 -205 -569
Exchange differences 124 94 -110 108
Balance as per December 31, 2023 3,600 1,594 2,640 7,834
Net book value
Net book value as per December 31, 2022 7,879 5,993 684 14,556
Net book value as per December 31, 2023 8,383 6,596 992 15,970
In 2023 acquisitions count for USD 2.3 million and relate mainly to machinery and equipment. The increase in net
book value during 2022 of USD 13 million mainly relates to the acquisition of Bexco NV as a 100% subsidiary.
FINANCIAL REPORT 161
Note 15 - Right -of- use assets
The Group has initially applied IFRS 16 from January 1, 2019. IFRS 16 introduced a single, on-balance sheet accounting
model for lessees. As a result, the Group, as a lessee, has recognised right-of-use assets representing its rights to
use the underlying assets and lease liabilities representing its obligation to make lease payments (we refer to Note
26 Borrowings in respect of right-of-use lease liabilities).
(In thousands of USD)
Property IT equipment Total
COST
Balance as per January 1, 2022 8,675 446 9,121
Changes during the financial year
Additions -25 791 766
Increase through business combinations 5,609 0 5,609
Terminations -241 -71 -312
Exchange differences -178 -15 -194
Contract re-measurement/contract modification 162 -1 161
Balance as per December 31, 2022 14,002 1,151 15,152
Balance as per January 1, 2023 14,002 1,151 15,152
Changes during the financial year
Additions 854 0 854
Increase through business combinations -198 0 -198
Terminations -670 -317 -987
Exchange differences 312 0 312
Contract re-measurement/contract modification -86 -14 -100
Balance as per December 31, 2023 14,214 821 15,033
DEPRECIATIONS AND IMPAIRMENT LOSSES
Balance as per January 1, 2022 2,848 273 3,121
Changes during the financial year
Depreciations 1,294 194 1,489
Terminations -241 -71 -312
Exchange differences -43 -13 -56
Balance as per December 31, 2022 3,858 384 4,242
Balance as per January 1, 2023 3,858 384 4,242
Changes during the financial year
Depreciations 1,599 234 1,833
Terminations -193 -317 -510
Exchange differences -203 10 -193
Balance as per December 31, 2023 5,062 310 5,373
NET BOOK VALUE
Net book value as per December 31, 2022 10,143 768 10,910
Net book value as per December 31, 2023 9,152 510 9,661
The decrease in the net book value of the right-of-use assets by USD 1.3 million in 2023 is primarily due to
depreciations of the year.
162 FINANCIAL REPORT
Note 16 – Investments in equity accounted investees
The change in investments in equity accounted investees can be detailed as follows:
(In thousands of USD) 2023 2022
Balance as per January 1 107,082 86,760
Changes during the period:
Share in profit/(loss) 32,136 32,007
Increase (Decrease) through business combinations and other share deals 154 -11,552
Dividends -1,772 -2,079
Exchange differences -59 -305
Changes in other comprehensive income equity accounted investees -2,155 2,249
Other 2 2
Balance as per December 31 135,388 107,082
The share in the profit of equity accounted investees of USD 32.2 million in 2023 is primarily due to the contribution
of the SEAPEAK LPG joint ventures, and is in line with 2022 (USD 32.0 million)
In 2023 EXMAR sold 26.7% of its investment in Ecos Srl, an Italian based Ship management Company. As a result of
the transaction EXMAR reduced its share in the company from 60% to 33.3% and reports Ecos Srl, as from December
31, 2023, as an equity accounted investee.
During 2022, EXMAR acquired the remaining shares of Bexco NV and Solaia Shipping LLC of respectively 55.1%
and 50.0%. Consequently, these entities are no longer equity accounted investees and are fully consolidated since
the date of obtaining control.
EXMAR has provided guarantees to financial institutions that granted credit facilities to its equity accounted investees.
As of December 31, 2023 an amount of USD 475.2 million (December 2022: USD 541.6 million) was outstanding
under such loan agreements, of which EXMAR has guaranteed USD 237.6 million (2022: USD 270.8 million). EXMAR
did not incur material contingent liabilities versus its equity accounted investees. No other commitments than the
aforementioned guarantees are provided by EXMAR to its equity accounted investees.
Following regulatory requirements or borrowing arrangements, our joint ventures or associates may be restricted
to make cash distributions such as dividend payments or repayments of shareholder loans. Under the borrowing
arrangements our joint ventures or associates may only make a distribution if no event of default or no breach of
any covenant would result from such distribution. Under corporate law, dividend distributions are restricted if the
net assets would be less than the amount of paid up capital plus any reserves that cannot be distributed.
For the fleet under joint-venture ownership, impairment triggers are evaluated in the same way as for the wholly-
owned fleet. We refer to Note 13 Vessels and barges for more information in this respect. There were no changes
of impairment losses on the vessels recorded in the profit of the equity accounted investees.
FINANCIAL REPORT 163
Note 17 - Financial information equity accounted investees
EXMAR has no liabilities towards its equity accounted investees and has the following assets:
(In thousands of USD) 2023 2022
Investments in equity accounted investees:
Joint ventures 134,776 106,625
Associates 612 457
Borrowings to equity accounted investees:
Long-term - Gross 2,047 1,051
Long-term - Impairment -2,047 -1,051
Short-term (or current portion of long-term) - Gross 11,597 10,398
Short-term (or current portion of long-term) - Impairment 0 -3,398
Trade and other receivables (see also Note 34 Related parties)
Gross balance 12,858 10,977
Impairment -4,607 -6,903
Total 155,236 118,157
The investments at year-end 2023 can be detailed as follows:
Joint ventures Segment JV partner Description activities
Estrela Ltd Infrastructure ASS Owner of the accommodation barge NUNCE
EXMAR Gas Shipping Ltd Shipping SEAPEAK
Previously owner of the midsize vessel TOURAINE-inactive
company
EXMAR LPG BV Shipping SEAPEAK Holding company for EXMAR-Seapeak activities
EXMAR Shipping BV Shipping SEAPEAK
Owner of 17 midsize carriers and 1 VLGC, of which five
carriers under finance lease
Good Investment Ltd Shipping SEAPEAK
Previously time-charter agreement of the VLGC BW TOKYO,
inactive since 2023
Monteriggioni Inc Shipping MOL
Owner of the LNG carrier EXCEL which was sold during
2017 - inactive company
Associates Segment Ownership% Description activities
Ecos Srl Supporting
services
33.30% Ship Management and operational services
Marpos NV
Supporting
services
45.00% Provides waste solutions for maritime industry
Electra Offshore Ltd Infrastructure 40.00% Owner of the accommodation barge WARIBOKO
Exview Hong Kong Ltd Infrastructure 40.00% Bareboat owner of the accommodation barge WARIBOKO
Springmarine Nigeria Ltd Infrastructure 40.00%
Time-charter agreement for the accommodation barge
WARIBOKO
During 2023, the Group lost control of Ecos Srl following the sale of shares reducing its share in the share capital
of the company to 33.3% and this entity is since December 31, 2023 equity accounted.
In 2023, the Group reversed partially the impairment of the trade and other receivables on its equity accounted
investees, Exview Hong Kong Ltd and Electra Offshore Ltd.
164 FINANCIAL REPORT
(In thousands of USD) Joint ventures Associates
JV partner Seapeak MOL ASS
Ownership percentage 50% 50% 50% 33% 45% 40%
Entity
Total
Seapeak
Monte-
riggioni
Estrela Ltd ECOS Marpos
Total
Wariboko
companies
TOTAL
Non current assets 611,355 0 9,543 157 405 1,392 622,852
Current assets 123,626 4,881 6,835 4,961 1,269 15,318 156,890
of which cash and cash equivalents 106,993 4,881 6,821 2,036 841 1,446 123,019
Non current liabilities 392,404 4,794 0 152 0 13,070 410,420
of which bank borrowings 342,907 0 0 0 0 0 342,907
of which finance leases 43,985 0 0 152 0 0 44,137
of which other borrowings 0 0 0 0 0 4,715 4,715
Current liabilities 94,708 48 2,132 4,722 500 29,650 131,761
of which bank borrowings 32,378 0 0 0 0 0 32,378
of which finance leases 36,707 0 0 7 0 0 36,714
of which other borrowings 0 0 0 0 0 9,848 9,848
0 0
Revenue 182,109 0 10,225 0 2,479 0 194,813
Depreciation and amortization 54,782 0 1,867 0 77 1,587 58,313
Impairment (reversal) 0 0 0 0 0 -2,230 -2,230
Interest income 9,334 158 0 0 0 0 9,492
Interest expense 35,993 0 0 0 6 1,198 37,197
Income tax expense 525 0 0 0 156 0 681
Profit or (loss) from continuing
operations
62,069 62 1,743 0 442 -9,539 54,777
Other comprehensive income -4,310 0 0 0 0 0 -4,310
Total comprehensive income 57,759 62 1,743 0 442 -9,539 50,467
0
Net assets (100%) 255,269 39 14,246 244 1,174 -17,656 253,316
EXMAR share in net assets 127,635 20 7,123 81 528 -7,062 128,324
Share in net assets of equity
accounted investees on January 1,
2023
98,751 -8 7,882 0 457 -1,961 105,121
Share in total comprehensive income 28,880 31 872 0 199 0 29,981
Increase (Decrease) through business
combinations and other share deals
0 0 0 154 0 0 154
Dividends 0 0 -1,630 0 -142 0 -1,772
Foreign currency translation differences 0 0 0 -73 14 0 -59
Other 3 -4 0 3 0 2
Share in net assets of equity
accounted investees
on December 31, 2023
127,634 19 7,123 84 528 -1,961 133,427
Netting negative equity and
impairment
0 0 0 0 0 1,961 1,961
Share in net assets of equity
accounted investees on December 31,
2023, after netting negative equity
127,634 19 7,123 84 528 0 135,388
FINANCIAL REPORT 165
(In thousands of USD) Joint ventures Associates
JV partner Seapeak MOL Seapeak ASS
Ownership percentage 50% 50% 50% 50% 45% 45% 40%
Entity
Total
Seapeak
Monte-
riggioni
Solaia
Shipping
Estrela
Ltd
BEXCO Marpos
Total
Wariboko
companies
TOTAL
MONTER SOLAIALLC ESTR BEXCO Marp
Non current assets 613,933 0 0 11,410 0 404 2,675 628,422
Current assets 48,672 4,725 0 4,962 0 1,207 14,852 74,418
of which cash and cash equivalents 37,665 4,725 0 4,932 0 657 57 48,036
Non current liabilities 355,773 4,693 0 0 0 0 8,445 368,911
of which bank borrowings 340,515 0 0 0 0 0 0 340,515
of which finance leases 2,958 0 0 0 0 0 0 2,958
of which other borrowings 0 0 0 0 0 0 2,225 2,225
Current liabilities 161,607 56 0 609 0 595 28,794 191,661
of which bank borrowings 4,033 0 0 0 0 0 0 4,033
of which finance leases 103,249 0 0 0 0 0 0 103,249
of which other borrowings 0 0 0 0 0 0 14,190 14,190
0 0
Revenue 172,129 0 0 10,220 17,471 2,254 0 202,074
Depreciation and amortization 52,754 0 2,941 1,751 661 71 1,933 60,111
Impairment (reversal) -7,950 0 -10,000 0 17 0 482 -17,451
Interest income 1,034 34 19 0 0 0 0 1,087
Interest expense 22,515 0 581 0 100 7 1,198 24,401
Income tax expense 12 0 0 0 2 145 0 159
Profit or (loss) from continuing
operations
62,978 -4 -1,126 1,626 187 413 -9,853 54,221
Other comprehensive income 4,498 0 0 0 0 0 4,498
Total comprehensive income 67,476 -4 -1,126 1,626 187 413 -9,853 58,719
0
Net assets (100%) 197,525 -24 0 15,763 0 1,016 -13,492 200,788
EXMAR share in net assets 98,763 -12 0 7,882 0 457 -5,397 101,692
Share in net assets of equity
accounted investees on January
1, 2022
65,025 -10 7,736 8,650 4,930 439 -1,961 84,809
Share in total comprehensive income 33,738 -2 -563 813 84 186 0 34,256
Decrease through business
combinations
0 0 -7,173 0 -4,379 0 0 -11,552
Dividends 0 0 0 -1,581 -337 -161 0 -2,079
Foreign currency translation
differences
0 0 0 0 -298 -7 0 -305
Other 0 4 0 0 0 0 0 4
Share in net assets of equity
accounted investees
on December 31, 2022
98,763 -8 0 7,882 0 457 -1,961 105,133
Netting negative equity and
impairment
0 0 0 0 0 0 1,961 1,961
Share in net assets of equity
accounted investees on December
31, 2022, after netting negative
equity
98,751 -8 0 7,882 0 457 0 107,082
166 FINANCIAL REPORT
Note 18 - Borrowings to equity accounted investees
(In thousands of USD) Shipping Infrastructure
Supporting
services
Total
As per January 1, 2022 32,260 7,907 0 40,167
New loans and borrowings 20,000 21,085 0 41,085
Elimination after share deal ¹ 0 -20,195 0 -20,195
Accrued interest 0 2,491 0 2,491
Repayments -52,260 0 0 -52,260
Write-off 0 -4,288 0 -4,288
As per December 31, 2022 0 7,000 0 7,000
More than 1 year - Note 17 0 0 0 0
Less than 1 year - Note 17 0 7,000 0 7,000
As per January 1, 2023 0 7,000 0 7,000
New loans and borrowings 0 996 0 996
Accrued interest 0 1,198 0 1,198
Impairment (reversal) 0 2,402 0 2,402
Foreign currency translation differences 0 1 0 1
As per December 31, 2023 0 11,597 0 11,597
More than 1 year - Note 17 0 0 0 0
Less than 1 year - Note 17 0 11,597 0 11,597
1.
During 2022, EXMAR granted a new loan to Solaia Shipping LLC, which at that time was still an equity accounted investee. Upon obtaining 100% of the
shares and control of this entity, this intra group loan is eliminated.
The activities and assets of certain of our equity accounted investees are financed through shareholder borrowings
made by the Company to the respective equity accounted investees. Such borrowings granted are in substance
part of the net investment in an associate or joint venture and any expected credit losses are accounted for before
allocating negative net assets. During 2023, EXMAR reversed impairment losses for USD 2.4 million and did not
allocate any negative net assets.
Electra Offshore Ltd (Infrastructure segment) USD 11.6 million (2022: USD 7.0 million)
EXMAR Netherlands BV has granted a loan to Electra Offshore Ltd in 2016. The loan is repaid based on availability of
cash and accumulates interest. The interest rate applicable on the loan is a fixed percentage of 12.0%. During 2023,
the accrued interests were added to the outstanding loan balance and collectability was re-assessed. The balance
has been adjusted to its expected recoverable amount, which is the fair value of the pledge on the underlying asset.
FINANCIAL REPORT 167
Note 19 - Tax assets and liabilities
Current tax assets and liabilities
December 31
(In thousands of USD) 2023 2022
Current tax assets 5,900 1,185
Current tax liabilities 3,544 2,873
Deferred tax assets and liabilities
December 31, 2023 December 31, 2022
(In thousands of USD) Assets Liabilities Assets Liabilities
Other tangible assets 3,096 2,597 0 2,618
Employee benefits 170 0 566 0
Financial instruments 0 138 0 143
Tax losses 1,333 0 1,071 0
Other 0 291 0 221
Deferred tax assets / liabilities 4,599 3,026 1,637 2,982
Tax assets not recognised -170 0 -566 0
Deferred tax assets and liabilities recognized 4,429 3,026 1,071 2,982
Deductible temporary differences 170 566
Unused tax losses and investment tax credits 61,061 62,596
Deferred tax assets/ liabilities not recognised 61,232 0 63,162 0
The increase of deferred taxed in 2023 is mainly driven by the recognition at Group level of the deferred tax balances
in EXMAR Offshore Cy for which future taxable profits are expected.
Our equity accounted investees have limited temporary differences. Deferred tax assets on tax losses at our joint
ventures and equity accounted investees amounted to USD 0.7 million end 2023 (2022: USD 0.9 million) for their
share, but have not been recognized. Amounts have not been included in the above overview.
Tax assets are not recognised if it is not probable that future taxable profits will be available against which the
group can use the benefits therefrom or because the future taxable profits cannot be measured on a reliable basis.
The majority of the tax losses and investment tax credits do not expire in time.
Note 20 - Other investments
(In thousands of USD) 2023 2022
Unquoted shares 37,227 795
Quoted shares 701 1,054
Equity securities - FVTPL 37,928 1,849
The unquoted shares include 149 shares of Sibelco, acquired in 2014, and 1,530,833 shares, representing approximately
11,5% of total shares, acquired in 2023 in Vantage Drilling International Company (Vantage) for USD 39.1 million.
Vantage is listed on OTCMKTS and valued USD 36.2 million at year end 2023.
The quoted shares include 116,338 shares of Frontera Energy Corporation quoted at CAD 7.97 on December 31,
2023 (December 31, 2022: CAD 12.27).
168 FINANCIAL REPORT
Note 21 - Inventories
(In thousands of USD) 2023 2022
Raw materials and supplies 7,248 3,346
Work in progress 4,868 3,699
Goods purchased for resale 183 139
Advance payments 1,829 561
Finished goods 1,006 1,472
Inventories 15,134 9,217
Bexco NV, a manufacturer of precision-engineered synthetic mooring, towing and lifting ropes for offshore, marine
and industrial applications has an increased inventory position in December 2023 compared to 2022 as a result
of the inventory built for the delivery of a large deeprope project in the first quarter of 2024, representing USD
5 million. Additionally, in relation to the start of production in February 2024 for another deeprope project raw
materials were purchased in 2023, representing USD 3 million, to anticipate expected price increases.
Note 22 - Trade and other receivables
(In thousands of USD) 2023 2022
Trade receivables (including contract assets)-Gross 83,753 56,031
Impairment trade receivables -8,514 -8,944
Cash guarantees 169 175
Other receivables 15,186 14,539
Deferred charges and accrued income 6,789 5,289
Balance as per December 31 97,384 67,089
Of which financial assets (Note 30) 87,943 59,778
The increase in the trade and other receivables in 2023 is primarily the result of the outstanding receivables related
to the hire and engineering services for customers in US and Marine XII project in Congo in relation conversion of
Tango and Excalibur.
The contract assets included in the table above amounted to USD 25.5 million for the period ended December 31,
2023.
Deferred charges comprise expenses already invoiced relating to the next accounting year, e.g. hire, insurances,
commissions, bunkers, prepaid credit facility costs. Accrued income comprises un-invoiced revenue related to the
current accounting period such as interests.
Note 23 - Restricted cash and cash and cash equivalents
(In thousands of USD) 2023 2022
Bank 176,702 51,320
Cash in hand 5 17
Short-term deposits 223 468,216
Balance as per December 31 176,930 519,553
We refer to the consolidated statement of cash flows for a detailed analysis of the cash movements.
FINANCIAL REPORT 169
Note 24 - Share capital and reserves
Share capital and share premium
Number of ordinary shares 2023 2022
Issued shares as per January 1 59,500,000 59,500,000
Issued shares as per December 31 - paid in full 59,500,000 59,500,000
The issued shares have no nominal value. The holders of ordinary shares are entitled to dividends and are entitled
to one vote per share during the General Meeting of Shareholders of the Company.
As authorized by the Extraordinary General Meeting held on September 11, 2020, the Board of Directors of EXMAR
may, for a period of five years expiring in September 2025, within certain legal limits and conditions, increase the
capital of EXMAR NV by a maximum amount of USD 12.0 million.
Dividends
With respect to the financial year 2023, the Board of Directors proposes a dividend payment of (gross) EUR 0.40 per
share and the distribution of (gross) EUR 0.38 share premium to the owners of ordinary shares. This dividend Both
payments are subject to approval by the General Meeting of Shareholders of May 21, 2024 and have therefore not
been included as a liability in EXMAR’s consolidated financial statements prepared under IFRS. The financial year
2023 dividend and share premium distribution, based on the number of shares issued, excluding treasury shares,
is (gross) EUR 44.9 million or a total payment of USD 49.6 million.
On October 30, 2023 a Special General Meeting of Shareholders approved the payment of an intermediate dividend
of gross EUR 4.40 per share and the distribution from the available share premium of gross EUR 1.0 per share or a
total gross payment of EUR 310.7 million or USD 329.4 million.
On May 16, 2023, the General Meeting of Shareholders approved a gross dividend of EUR 1 per share or a total
gross dividend of EUR 57.4 million or USD 62.4 million.
Treasury shares
The reserve for treasury shares comprises the cost of the Company’s shares held by the Group.
2023 2022
Number of treasury shares held as of December 31 1,956,013 2,273,263
Book value of treasury shares held (in thousands USD) 38,160 44,349
Average cost price per share (in EUR) - historical value 14.1507 14.1507
Translation reserve
The translation reserve comprises all foreign exchange differences arising from the translation of the financial
statements of Group’s subsidiaries which have a functional currency different than the USD reporting currency
and the direct recognition of the translation of the net intra group investment in a foreign operation (expressed
in Argentinian peso) which is since 2022 recorded in Other comprehensive income. The balance in the translation
reserve is mainly impacted by the appreciation or depreciation of the EUR to the USD.
Hedging reserve
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow
hedging instruments related to the hedged transactions that have not yet occurred.
In certain of our equity accounted investees, interest rate swaps (IRS) contracts have been closed to cover their
exposure on variable interest rates.
170 FINANCIAL REPORT
Note 25 - Earnings per share
2023 2022
Result for the period, attributable to owners of the Company (in thousands USD) 71,972 320,317
Issued ordinary shares as per December 31 59,500,000 59,500,000
Effect of treasury shares -1,956,013 -2,273,263
Weighted average number of ordinary shares as per December 31 57,415,904 57,226,737
Basic earnings per share in USD 1.25 0.01
2023 2022
Result for the period, attributable to owners of the Company (in thousands USD) 71,972 320,317,483
Weighted average number of ordinary shares as per December 31 57,415,904 57,226,737
Dilution effect of share based compensation 62,725 0
Weighted average number of ordinary shares including options 57,478,629 57,226,737
Diluted earnings per share in USD 1.25 5.60
Plan 10 is included in the dilution effect. As of April 2023 the share options were in the money and diluted the
earnings per share.
In 2023 a total of 317,250 options of plan 10 were exercised at a price of 9.62 EUR per share. No share options
remained at December 31, 2023.
FINANCIAL REPORT 171
Note 26 – Borrowings
Bank loans Other loans
Lease liabilities
ROU assets
Total
(In thousands of USD)
As of 1 January 2022 319,724 98,983 6,105 424,812
New loans and borrowings 0 50,014 766 50,780
Increase through business combinations 15,319 0 4,864 20,184
Repayments -163,700 -116,119 -1,476 -281,294
Transfers 7,551 -8,710 0 -1,160
Loan forgiveness 0 -1,193 0 -1,193
Amortized transaction costs 5,877 1,627 0 7,504
Exchange differences 8 -4,791 -157 -4,940
Accrued interest payable -1,387 -619 0 -2,006
Contract re-measurement/ contract modification 5,498 0 162 5,660
As of 31 December 2022 188,891 19,192 10,264 218,347
More than 1 year 139,522 19,177 8,849 167,548
Less than 1 year 49,369 16 1,415 50,800
As of 31 December 2022 188,891 19,192 10,264 218,347
Shipping segment 178,090 19,178 664 197,932
Infrastructure segment 10,005 0 2,486 12,491
Supporting services segment 796 15 7,114 7,925
As of 31 December 2022 188,891 19,192 10,264 218,347
As of 1 January 2023 188,891 19,192 10,264 218,347
New loans 100,930 -23 805 101,712
Derecognition upon sale of shares 0 0 -164 -164
Repayments -56,869 -1,520 -2,283 -60,672
Transfers 13,981 -9,447 0 4,533
Amortized transaction costs 339 64 0 403
Exchange differences 174 0 296 469
Accrued interest payable 180 398 0 579
Contract re-measurement/ contract modification 0 0 104 104
As of 31 December 2023 247,626 8,664 9,022 265,312
More than 1 year 206,878 5,531 7,423 219,831
Less than 1 year 40,748 3,133 1,599 45,480
As of 31 December 2023 247,626 8,664 9,022 265,311
Shipping segment 145,773 8,648 472 154,894
Infrastructure segment 94,746 0 2,029 96,775
Supporting services segment 7,106 15 6,520 13,642
As of 31 December 2023 247,626 8,664 9,022 265,311
172 FINANCIAL REPORT
Bank loans
The bank loans mainly relate to:
FLANDERS INNOVATION & FLANDERS PIONEER – USD 129.7 million (December 2022: USD 135.5 million)
In 2021, the Group obtained USD 144.0 million financing for the two VLGC’s: FLANDERS INNOVATION (USD 72.0
million) and FLANDERS PIONEER (also USD 72.0 million) maturing in fifteen years. The weighted average interest
rate implicit in these loans amounts to 5.61%. EXMAR NV has guaranteed the underlying obligations.
LPG pressurized facilities - USD 15.8 million (December 2022: USD 42.6 million)
In the last quarter of 2018 and in April 2019, EXMAR refinanced respectively six and four of its LPG pressurized fleet
vessels through a JOLCO (Japanese Operating Lease with Call Option) structure. The loans are repayable in quarterly
tranches and the applicable interest percentage amounts to three-month SOFR plus 2.4%. The last repayment is
foreseen in December 2025. The equity part of the JOLCO financing is presented in “Other Loans” (see below).
In 2022 and 2023 EXMAR exercised the early buy out options of 7 vessels and paid in 2023 USD 41.1 million for 5
pressurized vessels. For the two vessels for which the early buy out option was exercised before December 31, 2023
with payment in 2024, management has transferred the related outstanding equity part of these vessels to “bank
loans” (USD 9.4 million) and presented the expected payable amount as short-term (USD 14.0 million).
All obligations of the borrower are guaranteed by EXMAR NV (“guarantor”).
Bank loans Solaia Shipping LLC and Bexco NV – USD 7.1 million (December 2022: USD 10.8 million)
The amended syndicated bank loan of EXMAR’s subsidiary Solaia Shipping LLC (December 2022: USD 10.0 million),
that dated from December 2021, was repaid in 2023.
Bexco NV has additional loans of EUR 6.2 million in 2023. Total outstanding loans as per December 31, 2023
amounted to USD 7.1 million.
EEMSHAVEN - USD 94.7 million
End 2023 EXMAR Energy Netherlands BV (a 100% subsidiary of EXMAR NV) signed a facility agreement of USD
96 million with ABN AMRO Bank N.V., Belfius Bank NV/SA, BNP PARIBAS FORTIS NV/SA and KBC BANK NV for
the financing of FSRU EEMSHAVEN and maturing August 16, 2027. The facility agreement has an interest rate of
SOFR 3 months plus 2.16%. The facility agreement is repayable in seven semi-annually tranches and a balloon at
termination date.
All obligations of the borrower are guaranteed by EXMAR NV (“guarantor”).
Other loans
Pressurized fleet - USD 8.7 million (December 2022: USD 19.2 million)
The other loans comprise the outstanding equity part of the JOLCO (Japanese Operating Lease with Call Option)
financing. At December 31, 2023, the outstanding balance amounts to USD 8.7 million and relates to 3 vessels.
Management assumes to exercise the purchase options of the three remaining vessels before or at the end of the
lease, which will then result in an additional cash out of USD 4.6 million.
Available credit facilities
In May 2020, EXMAR obtained a revolving credit facility of EUR 18.0 million from Belgian financial institutions
with maturity date February 1, 2022 at an interest rate of EURIBOR three-month plus 2.0% margin. This facility
was extended until June 2024 and can be increased up to USD 30.0 million. EXMAR did not draw upon this facility
per end 2022 and 2023.
Other information
On December 16, 2022 EXMAR Shipping BV, a major equity accounted investee, signed a senior sustainability linked
facility with a consortium of banks in the amount of USD 450.0 million, comprising a revolving credit facility of USD
310.0 million and a term loan facility of USD 140.0 million.
The loan matures 5 years after signing date. As at December 31, 2023, EXMAR Shipping BV had drawn USD 247.3
million of the revolving credit facility and USD 131.9 million of the term loan.
FINANCIAL REPORT 173
In general, the borrowings held by EXMAR and its equity accounted investees are secured by a mortgage on the
underlying assets owned by EXMAR and its equity accounted investees. Furthermore, different pledges and other
types of guarantees exist to secure the borrowings.
Covenants
Different debt covenants exist that require compliance with certain financial ratio’s. These ratios are calculated
semi-annually based on EXMAR’s consolidated figures in which equity accounted investees are not accounted for
under IFRS 11 but still on a proportionate basis (similar to accounting policies used for segment reporting purposes).
We refer to the table below for an overview of the applicable covenants.
APPLICABLE COVENANTS
Ratio
Pressurized
facility
Credit facilities ¹
Actual December
31, 2023 ²
Actual December
31, 2022 ²
Minimum Book equity ≥ USD 300 million ≥ USD 300 million USD 519.4 million USD 796.4 million
Minimum free cash ≥ USD 25 million ≥ USD 20 million USD 240,0 million USD 547.4 million
Equity ratio (Equity/Total assets) ≥ 25% NA 44.18% 59.1%
Working capital min positive min positive USD 213.8 million USD 570.1 million
Net financial indebtedness ratio NA < 70% 32.84% -14.04%
Outstanding loan amount (in thousands of USD) 24,469 94,746
1. Relates to the EUR credit facility and EEMSHAVEN credit facility.
2. The actual amounts presented are based on the most restrictive definitions.
Explanation of the major definitions applied in the covenant calculations:
•
Book equity: equity excluding treasury shares and the effect of any impairment of intangible assets and the
effect of fair value changes of any financial derivative;
•
Free cash: cash in hand (excluding pledged or blocked cash), time deposits and, in certain covenants, including
undrawn credit facilities with minimum six months to maturity;
• Working capital: current assets less current liabilities.
•
Net interest-bearing debt: consolidated interest-bearing financial indebtness less free cash (and in one covenant
also less restricted cash used as debt collateral)
As of December 31, 2023 EXMAR was compliant with all covenants with sufficient headroom. EXMAR is continuously
monitoring compliance with all applicable covenants to meet all covenants per June 2024 and December 2024.
In case of non-compliance with these covenants, early repayment of related borrowings might be required and
should therefore be accounted for as short-term debt.
Following steps are to be taken in accordance with applicable agreements if a breach of covenants would occur:
•
Each borrower shall notify the Facility Agent of any Defaults (and the steps, if any, taken to remedy it) promptly
upon becoming aware of its occurrence.
•
Promptly, upon the request by the Facility Agent, the Borrower shall supply a certificate signed by two of its
directors certifying that no Default is continuing, specifying the Default and the steps, if any, being taken to
remedy it.
174 FINANCIAL REPORT
Note 27 - Share based payments
The Group established a share option plan program that entitles certain employees to register for a number of
shares. The share options are only exercisable after a period of three years and for employees still in service after
this three year period. Each share option entitles the holder of the option to one EXMAR share.
The fair value of services received in return for share options granted are measured by reference to the exercise
price of the granted share options. The estimated fair value of the services received is measured based on a binomial
lattice model. The contractual life of the option is used as an input into this model.
Plan 10 matured at the end of 2023 and of the remaining 321,250 options 317,250 were exercised and 4,000 forfeited.
During 2023 and 2022 no new plans were implemented.
2023 2022
Reconciliation of outstanding share options Number of
options
Weighted
average exercise
price
Number of
options
Weighted
average exercise
price
Outstanding share options at 1 January 321,250 9.62 651,850 10.08
New options granted 0 0.00 0 0.00
Changes during the year
Options exercised -317,250 9.62 0 0.00
Options forfeited -4,000 9.62 -330,600 10.53
Outstanding share options at 31 December 0 9.62 321,250 9.62
Exercisable share options at 31 December 0 N/A 321,250 9.62
At the end of December 2023 there are no options remaining.
All plans have been fully expensed since 2018.
FINANCIAL REPORT 175
Note 28 - Employee benefits
DEFINED BENEFIT PLAN AND SIMILAR LIABILITIES
The Group provides pension benefits for most of its employees, either directly or through a contribution to an
independent fund. The pension benefits for management staff employed before January 1, 2008 are provided
under a defined benefit plan. This plan is organized as a final pay program.
For the management, employed as from January 1, 2008, and employees promoted to management as from January
1, 2008 and the management staff who reached the age of 60, the pension benefits are provided under a defined
contribution plan. Belgian defined contribution plans are subject to the Law of April 28, 2003 on supplementary
pensions (WAP). According to article 24 of this law, the employer has to guarantee a fixed minimum return of
3.25% on employer contributions and of 3.75% on employee contributions and this for contributions paid until
December 31, 2015. As from January 2016, the employer has to guarantee an average minimum return of 1.75%
on both employer and employee contributions (as changed by the Law of December 18, 2015).
This guaranteed minimum return generally exceeds the return that is normally guaranteed by the insurer. Because
the employer has to guarantee the statutory minimum return on these plans, not all actuarial and investment risks
relating to these plans are transferred to the insurance company managing the plans. Therefore, these plans do
not meet the definition of defined contribution plan under IFRS and have to be classified by default as defined
benefit plans. An actuarial calculation has been performed in accordance with IAS 19 based on the projected unit
credit method.
EMPLOYEE BENEFITS
(In thousands of USD) 2023 2022 2021 2020 2019
DEFINED BENEFIT PLANS
Present value of funded obligations -7,417 -7,523 -9,631 -10,969 -11,535
Fair value of the defined plan assets 6,549 6,601 9,017 9,408 8,839
Present value of net obligations -868 -922 -614 -1,561 -2,696
BELGIAN DEFINED CONTRIBUTION PLAN WITH GUARANTEED RETURN
Present value of funded obligations -6,701 -5,690 -8,102 -9,559 -5,340
Fair value of the defined plan assets 6,570 5,571 7,986 9,405 6,438
Present value of net (obligations) assets -131 -119 -116 -154 1,099
Total employee benefits -999 -1,040 -730 -1,715 -1,597
176 FINANCIAL REPORT
DEFINED BENEFIT PLAN
(In thousands of USD) 2023 2022
CHANGES IN LIABILITIES DURING THE PERIOD ¹
Liability as per 1 January 13,213 17,733
Distributions -1,329 -979
Actual employee's contributions 225 190
Interest expense 499 147
Current service cost 546 515
Actual taxes on contributions paid (excluding interest) -146 -116
Actuarial gains/losses 624 -3,207
Exchange differences 486 -1,070
Liability as per 31 December 14,118 13,213
CHANGES OF FAIR VALUE OF PLAN ASSETS ¹
Plan assets as per 1 January 12,172 17,003
Contributions 1,400 1,124
Distributions -1,329 -979
Interest income 479 146
Actual taxes on contributions paid (excluding interest) -146 -116
Actual administration costs -75 -61
Actuarial gain/loss 168 -3,913
Exchange differences 451 -1,032
Plan assets as per 31 December ² 13,119 12,172
Net defined liability as per 31 December 999 1,040
1.
The changes in pension liabilities and plan assets include both the defined benefit plans as the Belgian defined contribution plans which qualify as a de-
fined benefit plan.
2. The plan assets do not include any shares issued by EXMAR or property occupied by EXMAR.
(In thousands of USD) 2023 2022
EXPENSE RECOGNISED IN THE STATEMENT OF PROFIT OR LOSS
Current service expenses -546 -515
Interest expense -499 -147
Expected return on plan assets 479 146
Administration cost -75 -61
Total pension cost recognised in the income statement (see note 9) -642 -577
EXPENSE RECOGNISED IN OTHER COMPREHENSIVE INCOME
Recognition of actuarial gains and losses -456 -706
Total pension cost recognised in other comprehensive income -456 -706
FINANCIAL REPORT 177
The expected employer contributions to be paid for the next financial year amount to:
(In thousands of USD) 2023 2022
EXPECTED NEXT YEAR CONTRIBUTIONS
Best estimate of contributions expected to be paid during next year 990 1,093
The actuarial assumptions and average duration of the plans are detailed below:
(In weighted averages) 2023 2022
MOST SIGNIFICANT ASSUMPTIONS
Discount rate at 31 December 3.20% 3.75%
Expected return on assets at 31 December 3.20% 3.75%
Inflation 2.20% 2.20%
Duration of defined benefit plans (in years) 8 8
Duration of the Belgian defined contribution plans (in years) 13 14
The plan assets are composed as follows:
(In thousands of USD) 2023 2022
Shares 4.0% 5.0%
Bonds & loans 87.0% 88.0%
Property investments 8.0% 7.0%
Cash 1.0% 0.0%
Note 29 - Trade and other payables
(In thousands of USD) 2023 2022
Trade payables 40,721 35,366
Other payables 96,002 29,100
Deferred income 10,186 11,076
Trade and other payables 146,909 75,542
Of which financial liabilities (Note 30) 134,717 62,730
Trade payables increased in 2023 and is mainly related to the engineering, procurement and conversion contract work
Other payables contain advances received, VAT and payroll payables. The increase relates to the contingent
consideration liability of USD 78.0 million booked in 2022 relating to TANGO FLNG, which is expected to be settled
in the fourth quarter of 2024 (see also Significant judgements and estimates) and has been transferred from non-
current to current liabilities.
Deferred income comprises already invoiced revenue, related to the next accounting year, e.g. freight, hire.
As a result of the partial disposal of the shares of Ecos Srl the assets and liabilities of the company were derecognized.
The impact of the derecognition on trade and other payables is USD 3.5 million on trade payables and USD 1.0
million on other payables.
178 FINANCIAL REPORT
Note 30 - Financial risks and financial instruments
During the normal course of its business, EXMAR is exposed to various risks as described in more detail in the
Corporate Governance Statement. EXMAR is exposed to credit, interest, currency and liquidity risks and in order
to hedge this exposure, EXMAR uses different financial instruments, mainly interest rate hedges situated within
our equity accounted investees as well as foreign currency forward contracts.
EXMAR applies hedge accounting for all hedging relations which meet the conditions to apply hedge accounting
(formal documentation and high effectiveness at inception and on an ongoing basis). Financial instruments are
recognised initially at fair value. Subsequent to initial recognition, the effective portion of changes in fair value of the
financial instruments qualifying for hedge accounting (i.e. cash flow hedges), is recognised in other comprehensive
income. Any ineffective portion of changes in fair value and changes in fair value of financial instruments not
qualifying for hedge accounting are recognised immediately in profit or loss.
Fair value & fair value hierarchy
The following table shows financial assets and financial liabilities measured at fair value, including their level in
the fair value hierarchy.
(In thousands of USD)
December 31, 2023 Level 1 Level 2 Level 3 Total
Derivative financial asset 0 550 0 550
Equity securities - FVTPL 701 37,227 0 37,928
Total financial assets carried at fair value 701 37,777 0 38,478
Total financial liabilities carried at fair value 0 0 0 0
(In thousands of USD)
December 31, 2022 Level 1 Level 2 Level 3 Total
Derivative financial asset 0 573 0 573
Equity securities - FVTPL 1,054 795 0 1,849
Total financial assets carried at fair value 1,054 1,368 0 2,422
Total financial liabilities carried at fair value 0 0 0 0
Financial instruments other than those listed above are all measured at amortized cost.
Credit risk
Credit risk policy
The Group is exposed to credit risk from its operating activities (primarily trade and other receivables and transactions
with equity accounted investees) and from its financing activities, including deposits with banks, foreign exchange
transactions and other financial instruments.
Credit risk is monitored closely and by each segment on an ongoing basis by the Group and creditworthiness
controls are carried out if deemed necessary.
The borrowings to equity accounted investees consist of shareholder loans to our equity accounted investees that
own or operate a LPG vessel or Offshore platform. As all vessels are operational and generate income or are pledged
as a security for the underlying borrowing, we do not anticipate any recoverability issues for the outstanding
borrowings (after impairment) to equity accounted investees. The equity accounted investees for whom the
share in the net assets is negative, are allocated to other components (mainly deducted from receivables) of the
investor’s interest in the equity accounted investee and if the negative net asset exceeds the investor’s interest, a
corresponding liability is recognized to the extent that the Group has a legal or constructive obligation. The terms
of the shareholder loans are discussed in Note 18 Borrowings to equity accounted investees of this annual report.
EXMAR reviews the recoverable amount of each trade and other receivable on an individual basis at the end of the
reporting period to ensure that an adequate loss allowance is made for irrecoverable amounts. Monitoring procedures
are also in place to ensure that follow-up action is taken to recover overdue debts. In this regard, considering historical
default rates below 1% for 2023 and 2022, Group management considers that the group’s credit risk is remote.
The Group only engages with banks with a good credit rating. The Group monitors and manages exposures to
banks with approved counterparty credit limits and credit risk parameters in order to mitigate the risk of default.
FINANCIAL REPORT 179
Exposure to risk
(In thousands of USD) 2023 2022
Borrowings to equity accounted investees 11,597 6,997
Derivative financial assets 550 573
Other investments - equity instruments at FVTPL 37,928 3
Trade and other receivables (see Note 22) 83,643 59,778
Restricted cash 0 0
Cash and cash equivalents 176,930 519,553
Carrying amount of financial assets 310,649 586,904
The carrying amounts of the financial assets represent the maximum credit exposure.
Impairment losses
As past due outstanding receivable balances are immaterial, no ageing analysis is disclosed.
At year-end 2022, we recorded impairment charges for borrowings to and trade receivable balances from equity
accounted investees for a total amount of USD 11.4 million. The impairment for borrowings to and trade receivable
balances from equity accounted investees was partially reversed at year-end 2023 and amounts to USD 6.7 million.
Impairment charges on other (non-trade) third party receivable balances increased by USD 1.9 million to USD 3.9 million.
Interest risk
Interest risk policy
The interest-bearing loans are mainly negotiated with variable interest rates. In order to monitor this interest
risk, the Group makes use of interest hedging instruments available on the market when management is of the
opinion that it is favorable to do so. For the moment, no interest rate swaps exist within our subsidiaries. On the
other hand, different interest rate swaps exist within our equity accounted investees. The Group applies hedge
accounting when the conditions to apply hedge accounting are met. In case no hedge accounting is applied, the
changes in fair value are recorded in the statement of profit or loss.
Exposure to risk
(In thousands of USD) 2023 2022
Total borrowings (excluding lease liabilities) 256,290 208,083
with fixed interest rate 138,389 154,669
with variable interest rate 117,901 53,414
Net exposure 117,901 53,414
The amount of variable interest rate borrowings increased significantly during 2023 as a result of the new facility
agreement for the financing of the FSRU EEMSHAVEN (see Note 26 Borrowings).
Sensitivity analysis
In case the interest rate would increase/decrease with 50 basis points, the financial statements would be impacted
with the following amounts (assuming that all other variables remain unchanged):
(In thousands of USD) 2023 2022
+ 50 bp - 50 bp + 50 bp - 50 bp
Variable interest rate borrowings 590 -590 267 -267
Interest rate swaps and cross-currency rate swaps 0 0 0 0
Sensitivity (net), of which 590 -590 267 -267
Impact in profit and loss 590 -590 267 -267
Impact in equity 0 0 0 0
A significant portion of EXMAR’s interest income is derived from borrowings to equity accounted investees with
variable interest rates. Any increase/decrease in the interest rate would result in an increase/decrease of interest
income but would mainly be offset by an increase/ decrease in the interest expense recognized by the equity
accounted investee for a corresponding amount. Accordingly, any increase/decrease in the variable interest rate
applied on the borrowings to equity accounted investees would have no impact on the net result of the Group.
180 FINANCIAL REPORT
Therefore, borrowings to equity accounted investees have not been included in the above sensitivity analysis.
Currency risk
The Group’s currency risk is historically mainly affected by the EUR/USD ratio for manning its fleet, paying salaries
and all other personnel related expenses and the Bexco activities, which are expressed in EUR. In order to monitor
the currency risk, the Group uses a range of foreign currency rate hedging instruments and forward contracts if
deemed necessary.
At year-end 2023, no financial instrument contracts were outstanding to cover the EUR/USD.
Exposure to risk
Exposure to currency risk, based on notional amounts in thousands of foreign currency:
(In thousands of local 2023 2022
currency) EUR NOK XAF ARS EUR NOK XAF ARS
Receivables 9,730 91 1,975,725 230,930 12,435 1,899 434,754 225,083
Payables -11,464 -97 0 -83,302 -16,083 0 -12,801 -37,564
Interest-bearing loans 0 0 0 0 0 0 0 0
Balance sheet exposure -1,734 -5 1,975,725 147,628 -3,648 1,899 421,953 187,519
Forward contracts
Net exposure -1,734 -5 1,975,725 147,628 -3,648 1,899 421,953 187,519
In thousands of USD -1,916 -1 3,328 183 -3,891 193 686 1,059
The above overview reflects the exposure for the top-4 currency risks.
Sensitivity analysis
As per December 31, 2023 an increase in the year-end EUR/USD rate of 10.0% would affect the statement of profit
or loss with USD -0.2 million (2022: USD -0.4 million). A 10.0% decrease of the EUR/USD rate would impact the
profit or loss statement with the same amount (opposite sign).
As per December 31, 2023 an increase in the year-end XAF/USD rate of 10% would affect the statement of profit
or loss with USD +0.33 million (2022: USD +0.07 million). A 10.0% decrease of the XAF/ USD rate would impact the
profit or loss statement with the same amount (opposite sign).
Liquidity risk
Liquidity risk policy
The Group manages the liquidity risk in order to meet financial obligations as they fall due. The risk is managed
through a continuous cash flow projection follow-up, monitoring balance sheet liquidity ratio’s against internal
and regulatory requirements and maintaining a diverse range of funding sources with adequate back-up facilities.
Different debt covenants exist that require compliance with certain financial ratio’s. As of December 31, 2023,
EXMAR was compliant with all covenants. We also refer in this respect to Note 26 Borrowings.
Maturity analysis of financial liabilities, borrowings to equity accounted investees and financial guarantees
Our current financial liabilities such as trade and other payables are expected to be paid within the next twelve
months and are therefore not included in the tables below. The contractual maturities of our financial liabilities
and our borrowings to equity accounted investees, including estimated interest payments, are detailed in the tables
below. The contractual maturities of our financial liabilities are based on the contractual amortization tables of
the facilities. The undrawn parts of our credit facilities are not included in the tables below.
The contractual maturities of our borrowings to equity accounted investees are based on the cash flow projections
for future years for the EXMAR LPG shareholder’s loan and the expected repayment of the loan for the Electra
Offshore Ltd facility, excluding netting of negative net assets (see Note 18 Borrowings to equity accounted investees).
EXMAR has also provided guarantees to financial institutions that have provided credit facilities to her equity
accounted investees. The amount that EXMAR would have to pay if the guarantee is called on, is disclosed below
under financial guarantees.
FINANCIAL REPORT 181
(In thousands of
USD)
Curr. Interest rate Matur. Carrying
amount
Contractual cash flows
December 31, 2023 Total < 1 year 1-2
years
2-5
years
> 5
years
Bank loans VLGC's USD 5,62% 2036 -129,740 -190,631 -13,258 -13,104 -39,026 -125,243
Bank/other loans -
pressurized fleet
USD
LIBOR+
2.4%
2023 -
2025
-15,820 -26,063 -12,586 -13,477 0 0
Bank loan -
EEMSHAVEN
USD LIBOR+ 2.5% 2023 -94,746 -112,735 -20,047 -18,789 -73,899 0
Bank loans - other EUR EURIBOR + 1.7% 2028 -15,983 -6,598 -6,605 -115 122 0
Lease liabilities USD -3,277 -1,880 -464 -463 -953 0
Lease liabilities EUR -4,955 -5,085 -1,400 -1,363 -1,544 -778
Lease liabilities SGD -454 -205 -134 -71 1 0
Lease liabilities CNY 0 -19 -19 0 0 0
Lease liabilities INR -199 -244 -53 -56 -135 0
Lease liabilities XAF -136 -147 -51 -51 -46 0
-265,311 -343,608 -54,618 -47,487 -115,482 -126,022
Borrowings to equity
accounted investees
USD 11,597 12,989 12,989 0 0 0
Financial guarantees USD 0 -237,584 -31,301 -30,754 -175,530 0
(In thousands of
USD)
Curr. Interest rate Matur. Carrying
amount
Contractual cash flows
December 31, 2022 Total < 1 year 1-2
years
2-5
years
> 5
years
Bank loans VLGC's USD 5,62% 2036 -135,492 -203,954 -13,323 -13,258 -39,210 -138,163
Bank/other loans -
pressurized fleet
USD
LIBOR+
2.4%
2023 -
2025
-61,752 -62,831 -36,038 -16,190 -10,604 0
Bank loan - EXCALIBUR USD LIBOR+ 2.5% 2023 -10,004 -10,458 -10,458 0 0 0
Bank loans - other EUR EURIBOR + 1.7% 2028 -835 -372 -356 -16 0 0
Lease liabilities USD -2,127 -2,387 -507 -464 -1,416 0
Lease liabilities EUR -7,985 -8,516 -1,533 -1,287 -2,441 -3,255
Lease liabilities SGD -65 -66 -66 0 0 0
Lease liabilities INR -66 -332 -20 0 0 0
Lease liabilities CNY -21 -22 -22 0 0 0
-218,347 -288,939 -62,322 -31,216 -53,670 -141,419
Borrowings to equity
accounted investees
USD 7,000 7,840 7,840 0 0 0
Financial guarantees USD 0 -270,796 -56,458 -27,661 -186,676 0
182 FINANCIAL REPORT
Fair values
Carrying amounts versus fair values
(In thousands of USD) 2023 2022
FV
hierarchy
Carrying
amount
Fair value FV
hierarchy
Carrying
amount
Fair value
Borrowings to equity accounted investees 2 11,597 11,597 2 7,000 7,000
Other investments - equity instruments at FVTLP 1/2 37,928 37,928 1/2 1,849 1,849
Derivative financial asset 2 550 550 2 573 573
Borrowings (excluding lease liabilities) 2 -256,290 -280,280 2 -208,083 -234,700
-206,214 -230,204 -198,661 -225,278
The financial assets and liabilities carried at fair value are analysed and a hierarchy in valuation method has been
defined:
• Level 1 being quoted bid prices in active markets for identical assets or liabilities.
•
Level 2 being inputs in other than quoted prices included in level 1 that are observable for the related assets
and liabilities, either directly (as prices) or indirectly (derived from prices);
• Level 3 being inputs for the asset or liability that are not based on observable market data.
The breakdown between level 1 and 2 of the equity instruments at FVTPL is shown in the beginning of this note.
Basis for determining fair values:
•
Borrowings to equity accounted investees: present value of future cash flows, discounted at the market rate
of interest at reporting date or the fair value of the underlying pledged asset
• Equity instruments at FVTPL:
- Quoted closing bid price at reporting date for Frontera shares
- Non-quoted closing fixing price at reporting date through a public auction via Euronext for Sibelco shares
-
Vantage Drilling is an Over-the-counter (OTC) security and as a consequence not listed on a major exchange
in the United States and is instead traded via a broker-dealer network. Pricing is set according to the bid/
ask principle.
•
Forward contracts: present value of the difference between the forward price at reporting date and the
forward price paid
•
Interest bearing loans: present value of future cash flows, discounted at the market rate of interest at reporting
date.
For certain financial assets and liabilities (trade and other receivables, cash and cash equivalents, trade and other
payables and lease liabilities) not carried at fair value, no fair value is disclosed because the carrying amounts are
a reasonable approximation of the fair values.
FINANCIAL REPORT 183
Note 31 – Leases
Leases as a lessee
The Group leases properties, motor vehicles and IT equipment.
(In thousands of USD)
RIGHT-OF-USE ASSETS Property IT equipment Total
Balance as per December 31, 2022 10,143 768 10,910
Balance as per December 31, 2023 9,152 510 9,661
For the full roll forward schedule in respect of the right-of-use assets including the depreciation charge for the
year, we refer to Note 15 Right-of-use assets of this annual report.
The Group has several lease contracts that include extension or termination options. These options are negotiated
by management to provide flexibility in managing its lease portfolio. Judgement is applied in determining whether
these extension and options are reasonably certain to be exercised (see Note 1 Accounting policies).
For the maturity analysis in respect of related lease liabilities, we refer to Note 30 Financial risks and financial
instruments.
Amounts recognised in profit or loss
(In thousands of USD)
LEASES UNDER IFRS 16 2023 2022
Interest on lease liability 238 266
Expenses related to short-term leases and low value assets 468 499
184 FINANCIAL REPORT
Note 32 - Capital commitments
As per December 31, 2023, the Group has capital commitments for a total value of USD 284.8 million, whereto USD
63.9 million advances have been paid in 2022 and 2023. This relates to an order placed by EXMAR together with
its joint-venture partner SEAPEAK (each 50%) for four 46,000m
3
newbuild dual-fuel MGC’s. EXMAR’s outstanding
commitment for the order is USD 110.5 million.
Note 33 – Contingencies
Several of the Group’s companies are involved in a number of legal disputes arising from their day-to-day operations.
Management does not expect the outcome of these procedures to have any material effect on the Group’s financial
position.
Leases as a lessor
The Group entered into long-term time charter agreements for certain assets in its fleet. In respect of lease
classification, it was judged that substantially all risks and rewards remain with the Group. As a consequence, these
agreements qualify as operating leases.
Rental income recognised by the Group during 2023 was USD 108.9 million (2022: USD 65.1 million).
The following table sets out a maturity analysis of lease payments, showing the undiscounted lease payments to be
received after the reporting date. No variable lease payments are included. The decrease in total lease payments
(at the subsidiaries) compared to 2022 is mainly the result of:
• Lease contracts of VLGC and EEMSHAVEN coming closer to maturity: decrease by USD 60 million
• New contracts midsize: increase by USD 29 million
•
An extra year included for the ten-year charter agreement for the EXCALIBUR FSU with Eni is an increase of
USD 24 million.
The operating lease amounts below for the equity accounted investees are limited to EXMAR’s share in the expected
operating lease payments.
(In thousands of USD) 2023 2022
Less than one year 81,029 80,662
One to two years 65,421 62,765
Two to three years 57,407 62,646
Three to four years 36,714 55,187
Four to five years 22,075 32,850
More than five years 109,500 85,045
Total operating leases under IFRS 16 (Subsidiaries)
As of December 31
372,147 379,155
Less than one year 77,283 72,472
One to two years 20,524 28,349
Two to three years 5,432 16,101
Three to four years 1,806 5,432
Four to five years 0 1,806
More than five years 0 0
Total operating leases under IFRS 16 (equity accounted investees)
As of December 31
105,045 124,160
FINANCIAL REPORT 185
Note 34 - Related parties
Ultimate controlling party
Saverex NV, the major Belgian shareholder of EXMAR NV prepares IFRS consolidated financial statements which
are publicly available. Saverex NV is controlled by Mr. Nicolas Saverys (Executive chairman of the Board of Directors
of EXMAR).
Transactions with controlling shareholder and with controlling shareholder
related parties
Saverbel NV, controlled by Mr. Nicolas Saverys, recharged administrative expenses for KEUR 91 to the Group in
2023 (same period 2022: KEUR 79). The outstanding balance at December 31, 2023 amounted to KEUR 28 (year-
end 2022: KEUR 27).
Saverex NV, also controlled by Mr. Nicolas Saverys, charged consulting fees for KEUR 2.400 during 2023 (same period
2022: KEUR 2.900), which was fully paid by December 31, 2023 (year-end 2022: KEUR 0). Furthermore, Saverex
charged KEUR 1 administrative expenses in 2023 (same period 2022: KEUR 0) and KEUR 0 time-charter revenue for
the yacht “Douce France” to EXMAR Yachting (same period 2022: KEUR 232). The balance outstanding at year-end
2023 amounted to KEUR 0 (year-end 2022: KEUR 0).
EXMAR Shipmanagement charged KEUR 111 to Saverex for shipmanagement services in respect of the yacht "Douce
France" in 2023 (same period 2022: KEUR 61), for which KEUR 4 is outstanding (year-end 2022: KEUR 1).
Travel PLUS invoiced a total of KEUR 89 to Saverex in respect of travel services provided during 2023 (same period
2022: KEUR 33), of which KEUR 0 is outstanding (year-end 2022: KEUR 1).
Furthermore, during 2023, an amount of KEUR 204 (same period 2022: KEUR 108) was invoiced to Mr Nicolas Saverys
as a recharge of private expenses. The related outstanding balance amounted to KEUR 42 (year-end 2022: KEUR 11).
Transactions with related parties are at arm’s length conditions.
Transactions with joint ventures and associated companies
EXMAR provides general, accounting, corporate, site supervision and ship management services to its joint ventures
and associates. For these services, fees are charged based on contractual agreements between all parties involved.
Below table gives an overview of the significant receivables, significant payables and the related P&L amount of
services provided and received.
December 31, 2023 December 31, 2022
(In thousands of USD) Receivables Payables Receivables Payables
Ship management services 11,840 0 2,905 1,591
General, accounting and corporate services 1,018 0 1,151 0
Site supervision & plan approval services 0 0 0 0
Rental services 0 0 0 0
2023 2022
(In thousands of USD)
Services
provided P&L
Services received
P&L
Services
provided P&L
Services received
P&L
Ship management services 15,156 0 12,752 0
General, accounting and corporate services 1,112 0 999 0
Site supervision & plan approval services 0 0 0 0
Rental & other services 0 0 0 0
EXMAR also provides borrowings to its joint ventures and associates for which an interest income is recognised in
the financial statements. We refer to Note 18 Borrowings to equity accounted investees for an overview of these
borrowings and to Note 11 Finance result for the total amount of interest income.
186 FINANCIAL REPORT
Transactions with key management personnel
In respect of the transactions with key management personnel, we refer to the Remuneration report of 2023 which
is included in this financial report (see Corporate Governance Statement). For information relating to conflicts of
interests, we refer to the report Board of Directors.
Key management (personnel) recharged KEUR 83 expenses (same period 2022: KEUR 82). The relating outstanding
amount per December 31, 2023 in respect of these services is KEUR 0 (year-end 2022: KEUR 0).
Board of Directors
(In thousands of EUR) 2023 2022
Chairman 100 100
Other members (individual amount) 50 50
Total paid 469 500
The total amount paid to the members of the Board of Directors represents the total payments to all non-executive
and independent directors for the activities as members of the Board of Directors. The executive directors of
EXMAR are only remunerated in their capacity as executive and not in their capacity as executive director/member
of the Board.
No loans were granted to the members of the Board in 2023 nor 2022. The outstanding amount in respect of
recharged private expenses to Mr. Nicolas Saverys was zero per December 31, 2023 and 2022.
Audit and Risk Committee
(In thousands of EUR) 2023 2022
Chairman 20 20
Other members (individual amount) 10 10
Total paid 50 50
Nomination and Remuneration Committee
(In thousands of EUR) 2023 2022
Members (individual amount) 10 10
Total paid 30 30
Executive Committee
In line with EXMAR’s total reward principles, the form and level of the Company’s executive remuneration are
aligned to company performance and individual skills and performance. The remuneration package is composed
of three main elements:
• The fixed annual remuneration;
• The short-term variable remuneration (STI – short term incentive);
• The long-term variable remuneration (LTI- long term incentive).
The level and structure of the compensation packages are aligned with market practices for similar functions at
comparable companies.
End 2023, the Executive Committee consisted of four members. Customary notice periods and severance pay are
provided in the agreements with the members of the Executive Committee, taking into account factors such as the
position and experience of the executive manager in question, and always within the applicable legal framework.
(In thousands of EUR)
EXECUTIVE COMMITTEE, excluding CEO
2023 2022
Total fixed remuneration 1,556 1,270
of which for insurance and pension plan 0 0
of which value of share options 0 0
Total variable remuneration 1,205 574
FINANCIAL REPORT 187
(In thousands of EUR)
Nicolas Saverys/Saverex
2023 2022
Total fixed remuneration 1,200 900
of which for insurance and pension plan 0 0
of which value of share options 0 0
Total variable remuneration 1,200 2,000
(In thousands of EUR)
CEO
2023 2022
Total fixed remuneration 575 575
of which for insurance and pension plan 0 0
of which value of share options 0 0
Total variable remuneration 288 500
No loans were granted to the members of the executive committee in 2023 or 2022.
The total number of options (plan 10) granted to key management are as follows:
NUMBER OF SHARES GRANTED 2023 2022
Nicolas Saverys 0 60,000
0 60,000
A number of key management personnel, or their close family members, hold positions in other companies that
result in them having control or joint control over these companies. None of these companies transacted with the
Group during the year.
188 FINANCIAL REPORT
Note 35 - Group entities
CONSOLIDATED COMPANIES
Country of
incorporation
Consolidation
method
Ownership
2023 2022
Joint ventures
Estrela Ltd Hong Kong Equity 50.00% 50.00%
EXMAR Gas Shipping Ltd Hong Kong Equity 50.00% 50.00%
EXMAR LPG BV Belgium Equity 50.00% 50.00%
EXMAR Shipping BV Belgium Equity 50.00% 50.00%
Good Investment Ltd Hong Kong Equity 50.00% 50.00%
Monteriggioni Inc Liberia Equity 50.00% 50.00%
Associates
ECOS SRL ² Italy Equity 33.33% 60.00%
Electra Offshore Ltd Hong Kong Equity 40.00% 40.00%
Exview Hong Kong Ltd Hong Kong Equity 40.00% 40.00%
Marpos NV Belgium Equity 45.00% 45.00%
Springmarine Nigeria Ltd Nigeria Equity 40.00% 40.00%
Subsidiaries
Ahlmar Germany GmbH Germany Full 100.00% 100.00%
Bexco NV Belgium Full 100.00% 100.00%
DV Offshore SAS France Full 100.00% 100.00%
EXMAR Argentina Argentina Full 100.00% 100.00%
EXMAR Energy Hong Kong Ltd Hong Kong Full 100.00% 100.00%
EXMAR Energy Netherlands BV Netherlands Full 100.00% 100.00%
EXMAR Energy Services BV Netherlands Full 100.00% 100.00%
EXMAR Export Netherlands Netherlands Full 100.00% 100.00%
EXMAR Fortitude LNG Limited ¹ Netherlands Full 100.00% 100.00%
EXMAR FSRU Hong Kong Ltd Hong Kong Full 100.00% 100.00%
EXMAR Holdings Ltd Liberia Full 100.00% 100.00%
EXMAR Hong Kong Ltd Hong Kong Full 100.00% 100.00%
EXMAR Import LNG Netherlands BV ¹ Netherlands Full 100.00% 100.00%
EXMAR LPG Holding BV Belgium Full 100.00% 100.00%
EXMAR LNG Investments Ltd Liberia Full 100.00% 100.00%
EXMAR Lux SA Luxembourg Full 100.00% 100.00%
EXMAR Marine NV Belgium Full 100.00% 100.00%
EXMAR Netherlands BV Netherlands Full 100.00% 100.00%
EXMAR NV Belgium Full 100.00% 100.00%
EXMAR Offshore Company USA Full 100.00% 100.00%
EXMAR Offshore Ltd Bermuda Full 100.00% 100.00%
EXMAR Offshore Services SA Luxembourg Full 100.00% 100.00%
EXMAR Offshore BV Belgium Full 100.00% 100.00%
EXMAR Singapore Pte Ltd Singapore Full 100.00% 100.00%
EXMAR Shipmanagement BV Belgium Full 100.00% 100.00%
EXMAR Shipmanagement India Private Ltd India Full 100.00% 100.00%
EXMAR Shipping USA Inc ³ USA Full 0.00% 100.00%
EXMAR Small Scale LPG NL BV Netherlands Full 100.00% 100.00%
EXMAR Small Scale LPG HK Ltd Hong Kong Full 100.00% 100.00%
EXMAR Small Scale LPG BE BV Belgium Full 100.00% 100.00%
EXMAR (UK) Shipping Company Ltd Great-Britain Full 100.00% 100.00%
EXMAR VLGC BV Belgium Full 100.00% 100.00%
EXMAR VLGC Netherlands BV Netherlands Full 100.00% 100.00%
EXMAR Yachting BV Belgium Full 100.00% 100.00%
Franship Offshore Lux SA Luxembourg Full 100.00% 100.00%
Internationaal Maritiem Agentschap NV Belgium Full 99.03% 99.03%
Seavie Caribean Ltd Jamaica Jamaica Full 100.00% 100.00%
Seavie Private Ltd India Full 100.00% 100.00%
Solaia Shipping Llc Liberia Full 100.00% 100.00%
Tecto Cyprus Ltd Cyprus Full 100.00% 100.00%
Tecto Luxembourg SA Luxembourg Full 100.00% 100.00%
Travel Plus BV Belgium Full 100.00% 100.00%
1. New company in 2023
2. Shares sold
3. Company liquidated in 2023
FINANCIAL REPORT 189
Note 36 - Fees statutory auditor
The worldwide audit and other fees in respect of services provided by the statutory auditor or companies or persons
related to the auditors, can be detailed as follows:
(In thousands of EUR) 2023 2022
Audit services 439 397
Audit related services 257 174
Tax services 60 30
Fees statutory auditor 756 601
For 2023 and 2022, the non-audit fees do not exceed the audit fees.
Note 37 - Subsequent events
In the first quarter of 2024 subsequent events occurred.
EXMAR increased its holding in Vantage Drilling International in the first quarter of 2024 to 12.1% via the purchase
of additional 75,000 shares for USD 1.8 million.
Our 40% equity owned investee, Electra Offshore Ltd (note 17 Financial information equity accounted investees),
sold its accommodation and work barge WARIBOKO to Adnoc for an amount of USD 13.7 million, net of selling costs,
in March 2024. EXMAR stated the investments in and the receivables from the companies, owning and operating
the barge, as of December 31, 2023 at their net realisable value (read note 18 Borrowings to equity accounted
investees) taking the sale into consideration.
The joint venture between EXMAR and Seapeak ordered, as part of its strategy to develop a rejuvenated MGC fleet
with zero emission capabilities, two additional dual-fuel ammonia MGCs for a price of USD 80.5 million per vessel.
No other subsequent events occurred.
190 FINANCIAL REPORT
Significant judgements and estimates
The significant judgements and estimates that might have a risk of causing a material adjustment to the carrying
amount of assets and liabilities within the next financial year relate to:
Impairment
Management performs at least annually an impairment analysis for its fleet and this analysis did not reveal any
additional impairment risks at year-end 2023. We also refer to Note 13 Vessels and barges and Note 16 Investments
in equity accounted investees as disclosed in this report for additional information.
Contingent consideration liability
During 2022, EXMAR sold 100% of the shares of Export LNG Ltd, the owner of the floating liquefaction unit
TANGO FLNG, to ENI. The sales agreement contains a price adjustment clause between plus USD 44.0 million and
minus USD 78.0 million, depending on the actual performance of the TANGO FLNG during the first six months on
site. Considering the uncertainties and challenges related to the start-up activities of the TANGO FLNG in Congo,
management deferred USD 78.0 million and presented this as a non-current contingent consideration liability. There
is no new information available on December 31, 2023 with the exception of the envisaged start of commercial
production in the second quarter of 2024. The provision of USD 78 million is consequently transferred to current
other payables.
Statement on the true and fair view of the consolidated financial
statements and the fair overview of the management report
The Board of Directors, represented by Nicolas Saverys (Chairman) and Francis Mottrie (representing FMO BV),
and the Executive Committee, represented by Carl-Antoine Saverys, CEO (representing CA SAVER BV) and Hadrien
Bown, CFO (representing HAX BV), hereby confirm that, to the best of their knowledge,
•
the consolidated financial statements for the year ended December 31, 2023, which have been prepared in
accordance with International Financial Reporting Standards (IFRS) issued by the International Accounting
Standards Board (IASB) as adopted by the European Union, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company and the entities included in the consolidation as a whole, and
•
the management report includes a fair overview of the important events that have occurred during the financial
period and of the major transactions with the related parties, and their impact on the consolidated financial
statements, together with a description of the principal risks and uncertainties they are exposed to.
FINANCIAL REPORT 191
Statutory auditor’s report to the shareholders’ meeting of Exmar
NV for the year ended 31 December 2023 - Consolidated financial
statements
In the context of the statutory audit of the consolidated financial statements of EXMAR NV (“the company”) and
its subsidiaries (jointly “the group”), we hereby submit our statutory audit report. This report includes our report
on the consolidated financial statements and the other legal and regulatory requirements. These parts should be
considered as integral to the report.
We were appointed in our capacity as statutory auditor by the shareholders’ meeting of 16 mei 2023, in accordance with
the proposal of the board of directors (“bestuursorgaan” / “organe d’administration”) issued upon recommendation
of the audit committee. Our mandate will expire on the date of the shareholders’ meeting deliberating on the
financial statements for the year ending 31 December 2025. We have performed the statutory audit of the
consolidated financial statements of EXMAR NV for 7 consecutive periods.
Report on the consolidated financial statements
Unqualified opinion
We have audited the consolidated financial statements of the group, which comprise the consolidated statement of
financial position as at 31 December 2023, the consolidated statement of profit or loss and consolidated statement
of other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of
cash flows for the year then ended, as well as the summary of significant accounting policies and other explanatory
notes. The consolidated statement of financial position shows total assets of 926 933 (000) USD and the consolidated
statement of comprehensive income shows a profit for the year then ended of 72 007 (000) USD.
In our opinion, the consolidated financial statements give a true and fair view of the group’s net equity and financial
position as of 31 December 2023 and of its consolidated results and its consolidated cash flow for the year then
ended, in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union
and with the legal and regulatory requirements applicable in Belgium.
Basis for the unqualified opinion
We conducted our audit in accordance with International Standards on Auditing (ISA), as applicable in Belgium.
In addition, we have applied the International Standards on Auditing approved by the IAASB applicable to the
current financial year, but not yet approved at national level. Our responsibilities under those standards are further
described in the “Responsibilities of the statutory auditor for the audit of the consolidated financial statements”
section of our report. We have complied with all ethical requirements relevant to the statutory audit of consolidated
financial statements in Belgium, including those regarding independence.
We have obtained from the board of directors and the company’s officials the explanations and information
necessary for performing our audit.
We believe that the audit evidence obtained is sufficient and appropriate to provide a basis for our opinion.
192 FINANCIAL REPORT
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of
the consolidated financial statements of the current period. These matters were addressed in the context of our
audit of the consolidated financial statements as a whole and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
Key audit matters How our audit addressed the key audit matters
Impairment of property, plant and equipment
– vessels and barges
•
Property, plant and equipment – vessels
and barges with a carrying amount of
415 747 (000) USD represent 45% of the
consolidated statement of financial position
as at 31 December 2023. Management’s
assessment of the valuation of property,
plant and equipment is significant to our
audit because this process is complex and
requires significant management judgement.
Reference to disclosures
•
We refer to the consolidated financial
statements, including notes to the
consolidated financial statements: note
13 – Vessels & barges.
•
We considered the process and the internal controls
implemented by management and we carried out
testing relating to the design and implementation of
management’s controls to assess impairment indicators
and perform impairment testing.
•
We validated for each cash generating unit if impairment
indicators, as determined by IAS 36, were considered in
the impairment assessment of management.
•
We obtained the appraisal reports from external brokers
which are used by management to test for impairment
indicators and to determine the fair value less costs to
sell (“FVLCTS”) of the vessels.
• Where relevant, we tested management’s assumptions
used in the value in use (“VIU”) calculations especially the
most critical assumptions such as the post contract charter
rates and discount rates. In challenging these assumptions,
we took into account actual results, negotiated contract
terms, external data, independent market reports, market
conditions and potential climate change related impacts.
•
We evaluated the adequacy of the disclosures regarding
the impairments of property, plant and equipment.
FINANCIAL REPORT 193
Responsibilities of the board of directors for the preparation of the consolidated financial
statements
The board of directors is responsible for the preparation and fair presentation of the consolidated financial
statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European
Union and with the legal and regulatory requirements applicable in Belgium and for such internal control as the
board of directors determines is necessary to enable the preparation of consolidated financial statements that are
free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the board of directors is responsible for assessing the group’s
ability to continue as a going concern, disclosing, as applicable, matters to be considered for going concern and
using the going concern basis of accounting unless the board of directors either intends to liquidate the group or
to cease operations, or has no other realistic alternative but to do so.
Responsibilities of the statutory auditor for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue a statutory 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 ISA will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
During the performance of our audit, we comply with the legal, regulatory and normative framework as applicable
to the audit of consolidated financial statements in Belgium. The scope of the audit does not comprise any assurance
regarding the future viability of the company nor regarding the efficiency or effectiveness demonstrated by the
board of directors in the way that the company’s business has been conducted or will be conducted.
As part of an audit in accordance with ISA, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:
•
identify and assess the risks of material misstatement of the consolidated financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from an 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
group’s internal control;
•
evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the board of directors;
•
conclude on the appropriateness of the use of the going concern basis of accounting by the board of directors
and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions
that may cast significant doubt on 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 statutory auditor’s report to the related
disclosures in the consolidated 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 statutory auditor’s report.
However, future events or conditions may cause the group to cease to continue as a going concern;
•
evaluate the overall presentation, structure and content of the consolidated financial statements, and whether
the consolidated financial statements represent the underlying transactions and events in a manner that
achieves fair presentation.
•
obtain sufficient appropriate audit evidence regarding the financial information of the entities and business
activities within the group to express an opinion on the consolidated financial statements. We are responsible
for the direction, supervision and performance of the group audit. We remain solely responsible for our audit
opinion.
We communicate with the audit committee regarding, amongst 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.
194 FINANCIAL REPORT
We also provide the audit committee with a statement that we have complied with relevant ethical requirements
regarding independence, and we communicate with them about all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated to the audit committee, we determine those matters that were of most significance
in the audit of the consolidated financial statements of the current period and are therefore the key audit matters.
We describe these matters in our report unless law or regulation precludes any public disclosure about the matter.
Other legal and regulatory requirements
Responsibilities of the board of directors
The board of directors is responsible for the preparation and the content of the directors’ report on the consolidated
financial statements, the statement of non-financial information attached to the directors’ report on the consolidated
financial statements and other matters disclosed in the annual report on the consolidated financial statements.
Responsibilities of the statutory auditor
As part of our mandate and in accordance with the Belgian standard complementary to the International Standards
on Auditing (ISA) as applicable in Belgium, our responsibility is to verify, in all material respects, the director’s
report on the consolidated financial statements, the statement of non-financial information attached to the
directors’ report on the consolidated financial statements and other matters disclosed in the annual report on the
consolidated financial statements, as well as to report on these matters.
Aspects regarding the directors’ report on the consolidated financial statements
In our opinion, after performing the specific procedures on the directors’ report on the consolidated financial
statements, this report is consistent with the consolidated financial statements for that same year and has been
established in accordance with the requirements of article 3:32 of the Code of companies and associations.
In the context of our statutory audit of the consolidated financial statements we are also responsible to consider,
in particular based on information that we became aware of during the audit, if the directors’ report on the
consolidated financial statements is free of material misstatement, either by information that is incorrectly stated or
otherwise misleading. In the context of the procedures performed, we are not aware of such material misstatement.
The non-financial information as required by article 3:32, § 2 of the Code of companies and associations, has been
disclosed in the directors’ report on the consolidated financial statements. This non-financial information has been
established by the company in accordance with the internationally recognised framework. In accordance with article
3:80 § 1, 5° of the Code of companies and associations we do not express any opinion on the question whether
this non-financial information has been established in accordance with this internationally recognised framework.
Statements regarding independence
• Our audit firm and our network have not performed any prohibited services and our audit firm has remained
independent from the group during the performance of our mandate.
•
The fees for the additional non-audit services compatible with the statutory audit, as defined in article 3:65 of
the Code of companies and associations, have been properly disclosed and disaggregated in the notes to the
consolidated financial statements.
Single European Electronic Format (ESEF)
•
In accordance with the draft standard on the audit of the compliance of the financial statements with the Single
European Electronic Format ("ESEF"), we have also performed the audit of the compliance of the ESEF format
and of the tagging with the technical regulatory standards as defined by the European Delegated Regulation
No. 2019/815 of 17 December 2018 ("Delegated Regulation").
•
The board of directors is responsible for the preparation, in accordance with the ESEF requirements, of the
consolidated financial statements in the form of an electronic file in ESEF format (“digital consolidated financial
statements”) included in the annual financial report.
•
Our responsibility is to obtain sufficient and appropriate evidence to conclude that the format and the tagging
of the digital consolidated financial statements comply, in all material respects, with the ESEF requirements as
stipulated by the Delegated Regulation.
FINANCIAL REPORT 195
•
Based on our work, in our opinion, the format and the tagging of information in the digital consolidated
financial statements included in the annual financial report of EXMAR NV as of 31 December 2023 are, in all
material respects, prepared in accordance with the ESEF requirements as stipulated by the Delegated Regulation.
Other statements
•
This report is consistent with our additional report to the audit committee referred to in article 11 of Regulation
(EU) No 537/2014.
Signed at Zaventem.
The statutory auditor
Deloitte Bedrijfsrevisoren/Réviseurs d’Entreprises BV/SRL
Represented by Fabio De Clercq
196 FINANCIAL REPORT
FINANCIAL REPORT 197
5.3
198 FINANCIAL REPORT
Statutory Financial
Statements
5.3
FINANCIAL REPORT 199
Statutory financial statements
The statutory accounts of EXMAR NV are disclosed hereafter in a summarised version. The full version will be
filed with the National Bank of Belgium. The full version is available on the Company’s website (www.EXMAR.be)
and a copy can be obtained free of charge on request. An unqualified audit opinion has been expressed by the
statutory auditor.
(In thousands of USD) 31/12/2023 31/12/2022
BALANCE SHEET
Fixed assets 320,512 280,675
(In-)tangible assets 192 71
Financial assets 320,320 280,604
Current assets 137,269 576,413
Amounts receivable within one year 53,723 79,651
Investments 18,147 489,052
Cash and cash equivalents 64,427 6,740
Accrued income and deferred charges 973 970
Total assets 457,781 857,088
Equity 306,609 680,704
Capital 88,812 88,812
Share premium 124,634 209,902
Reserves 87,200 89,976
Accumulated profits 5,964 292,014
Provisions and deferred taxes 13,296 800
Provisions 13,296 800
Liabilities 137,875 175,584
Amounts payable within one year 137,875 175,584
Total equity and liabilities 457,781 857,088
(In thousands of USD) 01/01/2023 01/01/2022
STATEMENT OF PROFIT OR LOSS 31/12/2023 31/12/2022
Operating income 6,121 4,163
Operating expenses -28,415 -15,013
Operating result -22,293 -10,850
Financial income 36,334 268,949
Financial expenses -11,598 -21,831
Result for the year before tax 2,443 236,268
Income tax 192 -276
Result for the year 2,634 235,992
Appropriation of result
Result to be appropriated 294,648 419,661
Transfer from/(to) capital and reserves 88,045 -8,145
Result to be carried forward -5,964 -292,014
Distribution of result -376,729 -119,502
200 FINANCIAL REPORT