Annual
report
2024
Company 3
About Capsol Technologies 3
Key figures 5
CEO comment 6
Technology and solutions 8
Key projects 10
Management 13
Board of Directors 14
Advisory Board 15
Board of Directors' report 16
Responsibility statement 23
ESG reporting 24
Sustainable strategy 24
Prioritized SDGs 25
Environmental 27
Social 28
Governance 35
Risk management 41
Financial statements 45
Consolidated financial statements 2024 45
Parent financial statements 2024 77
Auditors report 99
Contents
CAPSOL TECHNOLOGIES ANNUAL REPORT 2024
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Board of Directors' report ESG reporting Financial statementsContents Company
Capsol Technologies ASA is a carbon capture technology provider with a goal of accelerating
the world’s transition to a net zero future. The technology combines inherent heat recovery
and generation in a stand-alone unit based on a proven and safe solvent. Capsol’s technology
is licensed either directly to customers or through industrial partners globally. Key segments
include cement, biomass, energy-from-waste and gas turbines.
Capsol’s strategy is built on delivering its cost-efficient carbon capture technology through a
scalable, high-margin licensing model, targeting long-term growth and value creation through
expansion across products, industries, and markets. In 2024, the company raised its targeted
licensing revenue to EUR 10–15 per tonnes installed capacity, reflecting recent agreements—
up from EUR 7–12 previously. Capsol reinvests its revenues to establish a leading market
position, with a long-term pre-tax margin ambition of 40–60%. Capsol Technologies is listed on
Euronext Oslo Børs (ticker: CAPSL).
About Capsol
Technologies
Norway (HQ)
Germany
USA
CapsolGo
® and licenses
Studies and project leads
• Capsol Technologies’ mature project pipeline expanded by 45% to 17.2
million tonnes of CO capture capacity in 2024, outpacing industry growth
• EUR 260 million in potential licensing revenue from projects in the
pipeline
• 80% of projects with visibility to FID in 2025–2027, supporting strong
commercial momentum
• 20–60% lower levelized capture cost than amine-based solutions,
enabled by superior energy efficiency and lower complexity
• Emerging as a preferred carbon capture technology for biomass,
energy-from-waste, and cement industries
• Booked first technology licensing revenue from Stockholm
Exergi
, which is developing the world's first large-scale BECCS project using
Capsol’s technology
Main highlights
• Raised NOK 109 million in net proceeds in H1 2024 to accelerate growth
and expand market opportunities
• Listed on Euronext Oslo Børs in June 2024 with the intent to make the
company’s value creation journey more accessible to international investors
• Formed a new International Advisory Board with experienced executives
from US, UK, Sweden and Norway
• Expanded market presence with a new North American office,
strengthening Capsol’s position in the world’s largest CCS market
• Completed first pre-FEED study for CapsolGT®, validating it as a
low-cost carbon capture solution for open cycle gas turbines—with potential
to generate net-positive returns for users, including AI data centers
• Advancing breakthrough R&D with customers and partners to enhance
performance and position Capsol as a long-term value partner for emitters
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Key Figures
Amounts in NOK million
Total operating income
Pre-tax profit
-
-
Net cash flow from operating activities
-
-
Net cash flow from investing activities
-31.4 -51.3
Net cash flow from financing activities
Cash and cash equivalents at the end of the period
Basic and diluted earnings per share
-
-
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Industrial emitters are no longer asking whether
to cut emissions, but how. As demand continues to build,
Capsol is scaling solutions that make carbon capture
more accessible, profitable and impactful —turning
decarbonization into a competitive advantage.
When I recently asked a client’s CEO why they are investing in
carbon capture and storage (CCS), the answer was immediate:
“Our customers are demanding a decarbonized product.”
The business case for CCS is strengthening. Capsol’s lower
capture costs, driven by energy efficiency and process simplicity, can
already make many projects profitable. As the carbon capture value
chain matures, increasing economies of scale in transportation and
storage will further improve project economics. At the same time, broader
industry dynamics—such as the maturing carbon removal credit market,
expected higher carbon prices and the rising demand for low
carbon products with price premiums—are reinforcing the case for
decarbonization and driving adoption.
Building an industry leader
Our strategy is clear: we license our innovative, heat-generating carbon
capture technology in the form of full-scale plant design to capture 100,000
to over 1 million tonnes of CO per year. By significantly reducing electricity
consumption, we enable large-scale carbon capture at a lower cost.
Capsol has reached a commercial inflection point in biomass,
energy -from-waste, and cement, where we are emerging as a preferred
carbon capture technology over industry incumbents. With the largest
team dedicated to Hot Potassium Carbonate (HPC) post-combustion
carbon capture, partnerships with industry pioneers, and a presence in
key growth markets in Europe and North America, we are positioned for
leadership. Our long-term ambition is a 5–10% market share in technology
licensing, with expected revenues of EUR 10–15 per tonnes CO captured
and a pre-tax profit margin of 40–60%.
Momentum is building. Our mature project pipeline grew 45% to 17.2
million tonnes of CO capture capacity last year, representing EUR 260
million in potential licensing revenue. Within the next three years, 80% of
this pipeline could reach Final Investment Decision (FID).
Expanding our offering and market reach
In 2024, we further developed our carbon capture technologies to meet
the needs of an even broader range of large-scale emitters.
A key milestone was the completion of the first pre-FEED study for
CapsolGT®, our solution for CO capture from simple cycle gas turbines.
Validated for its ability to provide a low-cost carbon capture solution while
The value shift in
carbon capture
When I recently asked a client’s CEO why they
are investing in carbon capture and storage (CCS),
the answer was immediate: “Our customers are
demanding a decarbonized product .”
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CEO Comment
generating additional electricity, CapsolGT® has the potential to generate
net-positive returns for emitters and support low-carbon power generation with
simple cycle gas turbines.
We also established a presence in North America, the world’s largest CCS market,
in line with our global expansion strategy.
Strategic partnerships remain central to our approach. Over the past year, we have
strengthened collaborations with Petrofac, Storegga,
Sumitomo SHI FW, Siemens Energy, GE Vernova, and Munters enabling us to
accelerate technology development, optimize costs, and scale
adoption.
Bio-CCS: look to Sweden
A major milestone in 2024 was Capsol’s first technology licensing revenue, booked
from Stockholm Exergi, which is developing the world’s first large-scale bioenergy
with carbon capture and storage (BECCS) project using our technology.
Stockholm Exergi is on track to reach FID this year. Achieving this milestone will
be a critical validation of Capsol’s technology, strengthening confidence among
other clients.
This flagship project demonstrates how negative emissions at scale are becoming
a reality. It has been made possible by a growing carbon removal credit market,
well-structured government support, and cost-efficient capture technology—and
is a project being closely followed by biomass and
energy-from-waste plants worldwide.
Market momentum
The business case for carbon capture is becoming more market driven.
BloombergNEF (BNEF) forecasts that EU carbon prices (ETS) will rise from ~EUR
70 today to EUR 135–155 per tonnes by 2030, further strengthening the financial
rationale for CCS.
In February 2025, the European Commission announced the Clean Industrial Deal,
which integrates climate action with industrial competitiveness under one
overarching growth strategy. This commitment to decarbonization,
reindustrialization, and innovation provides further tailwinds for carbon capture
adoption. Acceptance of price premiums for low carbon products is also rising.
A McKinsey survey of over 100 buyers and suppliers found that demand for low
carbon materials is expected to increase between 1.7 to 4.5 times current levels by
2030. This willingness to pay along with increasing government criteria for public
procurement to buy lower-carbon products reinforces the long-term demand for
CCS.
Strengthening our platform for value creation
As we move into 2025, our focus remains on:
• Scaling commercial success by securing additional technology licensing
agreements and maturing customer projects with engineering and onsite
demonstrations
• Strengthening partnerships to drive innovation and expand market reach
• Enhancing our technology platform to deliver more value to emitters
To support this, we are beginning to develop high-value recurring revenue
services, including digital monitoring, performance tracking, solvent services,
additive development, and expert support.
The progress we made in 2024—and the opportunities ahead—would not be
possible without our customers, employees, shareholders, partners, suppliers,
and stakeholders across the CCS value chain.
I look forward to continuing this journey together - decarbonizing industry with
competitive and innovative solutions.
Wendy Lam, CEO of
Capsol Technologies ASA
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CEO comment
CapsolGo®
Accelerating investment decisions
CapsolGo® is a mobile carbon capture demonstration unit that allows emitters to test Capsol’s
technology on-site before committing to full-scale implementation. The all-inclusive package
covers transport, installation, operation and reporting, providing customers with valuable
real-world performance data on their specific flue gas composition including liquefaction.
By demonstrating capture effectiveness, energy efficiency and solvent performance,
CapsolGo® helps emitters de-risk their investment decisions and build internal and external
stakeholder confidence in carbon capture. It also supports funding applications by providing
independent third-party validation.
Key advantages:
• Capture capacity: up to 700 tonnes of CO per year
• Third-party validation: independent testing strengthens financial and regulatory cases
• Supports multiple industries: suitable for cement, biomass, energy-from-waste (EfW),
power generation and heavy industry
CapsolGo® is a proven tool for accelerating carbon capture adoption, enabling emitters to
validate the technology, train personnel and streamline the path to Final Investment Decision
(FID).
Efficient, scalable
carbon capture
Capsol Technologies provides cost-efficient, scalable carbon capture solutions designed for large
industrial emitters. The Company’s post-combustion technology integrates heat recovery and
generation in a stand-alone unit, significantly reducing energy consumption compared to
traditional amine-based solutions. Capsol’s technology is built on Hot Potassium Carbonate (HPC), a
safe and environmentally friendly solvent with a long industrial track record, simplifying permitting and
reducing operational risks.
Capsol’s solutions achieve 90–95% CO capture efficiency across a wide range of industries. The company’s
portfolio includes CapsolGo®, CapsolEoP®, and CapsolGT®, covering demonstration, large-scale end-of-pipe
capture and gas turbine applications. The technology is designed to be highly retrofittable, enabling large emitters
to integrate carbon capture into existing facilities with minimal modifications.
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Technology and solutions
CapsolEoP®
Flexible, large-scale decarbonization
CapsolEoP® (end-of-pipe) is a full-scale, post-combustion carbon capture solution designed
for large industrial emitters across cement, biomass, EfW, power generation and process
industries. It is a stand-alone, end-of-pipe system that can be retrofitted to existing plants with
minimal operational impact.
By utilizing integrated heat recovery, CapsolEoP® reduces electricity consumption
compared to amine-based solutions. The system is highly adaptable, offering configurations
that can generate surplus heat output for district heating applications in bioenergy and
energy-from-waste plants.
Key advantages
• Broad industry applicability: handles flue gas CO concentrations from 3% to 30%
• Industry-standard purity: delivers 99%+ CO purity, meeting storage and utilization
requirements
• Energy-efficient operation: low energy demand (0.5–1.5 GJ/tonnes CO captured)
CapsolEoP® is commercially proven, with more than 17,000 operating hours across
Capsol’s units and pilot projects, positioning it as a preferred technology for
cost-effective carbon capture.
CapsolGT®
Cost-competitive carbon capture for gas turbines
CapsolGT® is an energy-efficient carbon capture solution for gas turbines, designed to
operate without the need for external steam supply. By utilizing waste heat from the turbine
exhaust, CapsolGT® generates its own process energy, making it a cost-competitive option
for low-carbon gas power generation.
This stand-alone solution is optimized for simple cycle gas turbines but is also applicable to
gas engines, diesel generators and other industrial facilities with high-temperature exhaust
streams. Unlike amine-based methods, CapsolGT® reduces complexity while generating low
carbon energy.
Key advantages:
• Surplus electricity generation: produces additional power while capturing CO
• Wide compatibility: works with aeroderivative and industrial gas turbines (2–120 MW capacity)
• Industry collaborations: developed with leading turbine manufacturers
CapsolGT® enables cost-effective decarbonization of gas-fired power and industrial heat
generation, providing a scalable and flexible pathway to meet emissions reduction targets.
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Technology and solutions
Stockholm Exergi
The biomass-powered combined heat and power plant (CHP)
Värtaverket in Stockholm, Sweden, was Capsol’s first license agreement
for CapsolEoP®. With a full-scale deployment of 800,000 tonnes of
CO per year, Värtaverket will likely be Europe’s first large-scale negative
emissions plant. The project, with Capsol's technology, has been
validated through several significant milestones, including:
• An EU Innovation Fund grant of EUR 180 million in April 2022
• Environmental permit approval by Sweden's Land and Environmental
Court in April 2024
• An offtake agreement where Microsoft committed to acquire 3.33
million tonnes of permanent carbon removals in May 2024
• An offtake agreement where Frontier committed to acquire carbon
removals worth USD 49 million in June 2024
After the reporting period, in January 2025, the Swedish Energy Agency
committed SEK 20 billion (EUR 1.7 billion) in funding over a 15-year
period. With the recent award made by the Swedish government, the
final investment decision (FID) for the BECCS project is expected to
happen “as soon as possible in 2025” according to Stockholm Exergi’s
latest communications.
Capsol Technologies visit to Stockholm Exergi October 2024.
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Key projects
Other projects
During 2024, Capsol matured a number of carbon capture projects. In what
is defined as the company’s mature pipeline, there are more than 30
projects representing installed capacity of more than 17 million tonnes
of CO per annum if built, of which three projects of 1.35 million tonnes
represent signed license agreements to date.
To qualify for inclusion in the mature pipeline there must be either a signed
license agreement, a CapsolGo® campaign or signed/delivered engineering
studies. Engineering studies include Concept, Feasibility and (pre-)FEED
(front-end engineering and design) studies with paid
engineering work or
other project specific work more advanced than "sales engineering”.
If all these projects were built, they would represent a licensing revenue
potential of up to EUR 260 million with close to a 100% pre-tax margin on
the project level. This is based on an installed capture capacity of 17.2 million
tonnes, with revenue of EUR 15 per tonne.
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Key projects
Engineering studies include Concept, Feasibility and pre-FEED (front-end engineering and design) studies with paid engineering work or other project
specific work more advance than "sales engineering". Mtpa= million tonnes per annum.
Strong traction driven by demand and competiveness
17 mt mature pipeline at end of Q4 2024 representig up to EUR ~260 m pre-tax potential
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Key projects
Million tonnes CO
mtpa
mtpa
mtpa
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Management
Wendy Lam
Chief Executive Officer
>20 years of global leadership experience from international companies such
as Baker Hughes, Rolls-Royce, and GE. MBA, INSEAD and Mechanical &
Industrial engineering degrees, University of Waterloo and University of Toronto.
Johan Jungholm
Chief Business Development Officer
>10 years in executive business development and sales roles and 15 years
in energy sector. BA in Geology and Environmental Science, University of
Pennsylvania.
Cato Christiansen
Chief Technology Officer
>20 years of experience from Shell, SPT Group and the Norwegian Ministry
of Petroleum and Energy (Carbon Capture and Storage). PhD in Mechanical
Engineering, NTNU.
Robin Bodtmann
Managing Director Americas
>30 years of experience (Wood, Amec and Air Liquide), including delivering
EPC projects. BS Biological Sciences, UNC Chapel Hill; BS Construction
Management, ECU; MBA, Rice University.
Ingar Bergh
Chief Financial Officer
>15 years of experience as advisor and executive in the energy and shipping
sectors. Engineering degree, MS in Supply Chain Management, MBA Fi-
nance, Authorized Financial Analyst (CEFA).
Philipp Staggat
Chief Product Officer
>10 years at Siemens, including lead commissioning engineer and project
manager. BS Engineering, Berlin University of Applied Sciences and MBA,
London Business School.
Sam Thivolle
Chief Delivery Officer
>20 years in the upstream oil&gas sector, and extensive experience in CCS.
MBA (INSEAD); MS Petroleum Economics, IFP; ME Petroleum Engineering,
Texas A&M; MS Chemical Engineering, Chimie ParisTech.
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Board of Directors
Endre Ording Sund
Chair of the Board
>40 years with management and board positions in the energy, banking and
shipping sector. Royal Navy Academy, Norwegian School of Management,
Harvard Business School.
Ellen Merete Hanetho
Board Member
Experience from Brussels Stock Exchange, Citibank, Goldman Sachs, Credo
Partners, Frigaardgruppen and Cercis. BSBA, Boston University, MBA, Solvay
University, executive training, INSEAD and Harvard Business School.
Monika Inde Zsak
Board Member
Extensive career within energy, renewables, sustainability. MS in industrial
engineering and finance, NTNU and University of New South Wales,
Australia (UNSW).
Wayne G. Thomson
Board Member
Extensive international career as a top executive within oil and gas,
former Chairman of Svante Inc. BS in Mechanical Engineering, University
of Manitoba.
John Arne Ulvan
Board Member
Extensive career as a top executive with strong results from national,
international and listed companies. MS In Chemistry/Chemical
Engineering, NTNU.
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Advisory Board
Chris Barkey
Former Group Director, Engineering & Technology for Rolls-Royce plc.
and a CTO for Baker Hughes.
Ian Dunderdale
Experienced energy sector executive leader with experience from
Baker Hughes, Gaffney Kline, Halliburton.
Jan Kielland
Former CEO of Capsol Technologies. Previous management and board
positions in the energy sector.
Stéphanie Saunier
Managing Director of Carbon Limits, Independent Board Member for
Carmeuse, an international lime producer.
Morgan Bazilian
Director of the Payne Institute for Public Policy and Professor at the
Colorado School of Mines. Worked with World Bank, United Nations, EU.
Jing Jin
Vice President of Clean Technologies at Munters, leading Munter’s carbon
capture initiative.
Introduction
Capsol Technologies is a carbon capture technology
provider based in Oslo, Norway, with offices in the U.S. and
Germany committed to accelerating the transition to a
net zero future. The company’s energy-efficient,
cost-competitive and environmentally friendly solutions
are licensed out either directly to customers or through
industrial partners globally. Carbon capture enables
industrial facilities to remove CO from its production
process flue gases, thus preventing the CO from being
emitted into the atmosphere. The captured CO can either
be utilized or permanently stored. The carbon capture
market is experiencing increased activity and is expected
to grow rapidly driven by the world’s need to curb CO
emissions, limit global warming, and avoid irreversible
climate change and an increasingly strong business case
for emitters to invest in CCS. Capsol’s commercially
available carbon capture technologies offer three distinct
advantages:
• Inherent heat recovery enhances energy efficiency,
lowers operational costs, and enables an additional
revenue stream for district heating installations
• Stand-alone capture unit simplifies integration,
reducing both capital expenditures and integration risks
• Non-toxic, near non-degradable solvent with superior
Health, Safety, and Environmental (HSE) performance
simplifies permitting
Capsol’s current key segments include cement, biomass,
energy-from-waste and gas turbines.
Strategy and development
Capsol is targeting significant long-term growth and value
creation with a scalable technology licensing model. The
company’s ambition is a 5–10% carbon capture technology
licensing market share in 2030, EUR 10–15 in licensing
revenue per tonnes installed capacity and a 40–60%
pre-tax profit margin. Capsol’s strategy is to focus on
hard-to-abate industries where its technologies have
significant competitive advantages and engage in
partnerships with leading companies globally to further
improve value propositions and extend reach.
Capsol completed its uplisting to the Oslo Stock Exchange
(Oslo Børs) in June 2024, with the intent to make the
company’s value creation journey more accessible to
international investors.
For 2025, the company’s strategic focus across functions
is as follows:
Strategy: deepen strategic partnerships and explore busi-
ness model expansion.
Product and technology: mature current products based
on a common technology platform, invest in continued
R&D, and develop future new products and services to
increase client value creation, broaden the addressable
market and grow Capsol revenue per project.
Engineering and implementation: increase engineering
capacity, streamline delivery model and utilize automation
to convert more opportunities to sales.
Sales and marketing: continue to progress projects with
large industrial clients, reinforce brand awareness and
strength, and expand presence in high growth industries
and markets where Capsol can be competitive.
Finance and capital markets:
maintain cost discipline,
ensure access to capital at a fair cost and optimize
investment levels and capital allocation to maximize
long-term value creation.
Board of
Directors'
report
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Product development
Capsol Technologies continuously invests in R&D,
leveraging the HPC R&D Center to enhance its product
portfolio and meet the needs of large emitters.
CapsolGo®—expanding mobile carbon capture
demonstrations
CapsolGo® is a mobile carbon capture demonstration unit
designed to accelerate investment decisions by allowing
emitters to verify Capsol’s technology on their own
facilities flue gas before committing to a full-scale plant.
It also serves as a powerful tool for demonstrating safe
carbon capture to various stakeholders.
CapsolGo® comes as an all-inclusive package, covering
transport, installation, de-installation, operation, and
independent reporting. In 2024, Capsol expanded its
portfolio with one unit increasing its total fleet to three
CapsolGo® units which are deployed on customer sites. At
the time of Q4 2024 reporting, 70% of the total CapsolGo®
capacity for 2025 was booked.
CapsolGT®—advancing a viable carbon capture
solution for gas turbines
CapsolGT® is developed in collaboration with leading gas
turbine manufacturers. Initial studies suggest that
CapsolGT® could make carbon capture from gas power
plants financially viable, and even revenue-generating,
while enabling clean, reliable, and affordable electricity for
data centers. The technology is also adaptable to
various industrial applications, including gas engines,
diesel generators, and other facilities that generate hot
waste-heat streams.
In June 2024, Capsol Technologies and Audubon
announced positive results for the first pre-FEED study of
CapsolGT® executed on behalf of a globally leading
provider of gas turbines. The study proved the
technology’s performance and efficiency even in the most
challenging environments, confirming that CapsolGT® can
offer the industry’s lowest carbon capture cost—for
owners of gas power plants and other industrial
applications of open-cycle gas turbines across North
America and the Middle East.
Technology development
Capsol is advancing multiple initiatives to enhance its
technology platform and deliver greater value to clients.
Leveraging its extensive project data and client network,
the company aims to be a trusted partner throughout the
full project lifecycle. This is expected to enable future
recurring revenue on a per-tonnes-captured basis,
complementing the existing up-front license fees.
Additional high value services that are being explored or
developed include digital monitoring and performance
tracking, solvent supply, and additive development, as well
as expert services across projects, commissioning, and
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operations. Furthermore, Capsol is advancing existing
collaborations, including the joint R&D program with
Munters AB to explore optimization and supply of key
equipment together with the technology license.
As part of its R&D efforts, Capsol entered a project with
Stockholm Exergi, KTH Royal Institute of Technology and
AirZyme in December 2024 to develop a bio-based
additative for accelerated carbon capture and release.
The project has been awarded a grant from
the Swedish Energy Agency totaling SEK 7 million over
two years.
Organization
Capsol Technologies’ aims to establish itself as a center of
excellence within the carbon capture industry. This goal is
supported by a company culture that fosters ambition,
enthusiasm, and innovation, guided by integrity and
respect.
In 2024, Capsol expanded its organizational capacity,
strengthening its presence in key markets and enhancing
its delivery capabilities. Notable hires in the U.S. and
Germany contributed to this growth. By the end of the year,
the company had 34 employees and three contractors.
Capsol is committed to non-discrimination and equal
opportunity, principles reflected across the organization.
Women made up 35% of the workforce and held 29% of
senior managementl positions. The team represents 16
nationalities and a diverse range of competencies.
Endre O. Sund (b. 1950), Chair of the Board of Capsol
Technologies, has notified the Nomination Committee that
he will not seek re-election when his term concludes in
2025. Sund has been an integral part of Capsol's growth
journey since joining the Board of Directors in 2018 and
serving as Chair since 2020. Einar Chr. Lange resigned as
a Board Member following the Annual General Meeting on
May 8, 2024. Lange served as a Board Member of Capsol
since 2015.
Subsequent events
On February 27, 2025, Capsol Technologies ASA’s
nomination committee proposed Chris Barkey as New
Chair of the Board to succeed Endre Ording Sund, who
previously announced he will step down upon the
conclusion of his term in 2025. The nomination of the new
Chair will be presented for shareholder approval at the
Annual General Meeting on May 21, 2025.
On January 27, 2025, Stockholm Exergi, the first
large-scale project with Capsol’s technology, was awarded
EUR 1.7 billion by the Swedish government in the Swedish
Energy Agency’s reverse auction for BECCS. With the
award by the Swedish government, the final investment
decision (FID) for the BECCS project is expected to
happen as soon as possible in 2025, initiating the
construction of the carbon capture plant and associated
infrastructure.
On January 15, 2025, Capsol Technologies was
awarded
an Engineering Services Agreement for a pre-FEED
(Front-End Engineering Design) study for the CapsolEoP®
(end-of-pipe) carbon capture technology at a cement
plant in Europe. The study is for a plant aiming to capture
600,000 tonnes of CO per annum.
On January 13, 2025, Capsol Technologies’ first of two
CapsolGo® demonstrations campaigns for
cement producer SCHWENK commenced operations
at the Akmenės cement plant in Lithuania. Following the
demonstration campaign at the Akmenės plant, the
CapsolGo® unit will be transferred to SCHWENK’s Brocēni
cement plant in Latvia, where a previous Capsol feasibility
Capsol Technologies’ aims to
establish itself as a center of
excellence within the carbon
capture industry.
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study was conducted in 2024.
Sustainability
Capsol Technologies' vision is to accelerate the
global transition to a net zero future—and to do so by
providing energy-efficient and safe carbon capture
technologies. In line with this mission, the company
contributes to the United Nations’ Sustainable
Development Goals (SDGs), particularly SDG 13: Climate
Action. Further details on Capsol Technologies'
sustainability efforts can be found in the ESG Reporting
chapter of the Annual Report.
Corporate Governance
Capsol Technologies is dedicated to creating value for all
stakeholders and recognizes that strong corporate
governance is essential to achieving this goal.
Capsol Technologies' corporate governance complies
with Norwegian law and the Norwegian Code of Practice
for Corporate Governance, as issued by the Norwegian
Committee for Corporate Governance (“NUES”) on
October 14, 2021. The company follows these
recommendations with no significant deviations, though it
has implemented a long-term incentive program for Board
Members, including share options, which has been
approved by the General Meeting. This differs from the
NUES recommendation. Over the past three years, the
company has experienced significant growth and
commercial interest, and the incentive program has played
a key role in attracting a strong and competent Board of
Directors. Looking ahead, the company will continue to
evaluate its compensation program.
Capsol’s Code of Business Conduct and Ethics (the
“Code”) serves as the foundation for the company's
business conduct, ensuring that all employees and
business partners act with the utmost care and integrity.
It establishes minimum standards for ethical behavior,
performance, and compliance with company policies. The
Code guides employees in conducting business
sustainably and in accordance with ethical standards,
applicable laws, reg ulations, and best corporate
governance practices in the countries where Capsol
operates.
The company has Directors & Officers (D&O) Liability
Insurance, which provides financial protection for its Board
of Directors and Officers. This insurance covers claims
arising from decisions and actions taken within the scope
of their ordinary duties. The coverage limits for each
insurance event is up to NOK 10 million.
Equity and Dividends
The Board seeks to maintain a capital structure aligned
with the Company’s objectives, strategy, and risk and other
financing sources where applicable. General
authorizations for the Board to increase share capital or
repurchase shares are typically granted for specific
purposes and are generally limited in duration, expiring no
later than the next annual general meeting. The
Company is dedicated to generating long-term value for
its shareholders. To support future growth, it plans to retain
earnings and cash, with no anticipation of paying cash
dividends in the foreseeable future.
Risk management
The Board of Directors is responsible for ensuring that
Capsol Technologies maintains robust internal controls
and systematic risk management practices tailored to the
nature of the company's activities. Regular reviews of the
company’s key risk areas are conducted to proactively
mitigate potential impacts on business plans, operational
performance, financial results, and overall financial stability.
Capsol Technologies is
dedicated to creating value for all
stake holders and recognizes that
strong corporate governance is
essential to achieving this goal.
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While risks are systematically managed and mitigated, the
company operates in a global market influenced by
factors such as regulatory changes, CO taxes,
government subsidies, customer preferences and their
willingness to adopt new technologies, the introduction of
competing technologies, and other market conditions.
Internal factors, including operational and financial risks,
also play a significant role. For further details on
Capsol Technologies' risk management and mitigating
actions, please refer to the risk section of the ESG chapter.
Consolidated financial performance
Capsol Technologies ASA's audited consolidated financial
statements have been prepared in accordance with the
International Financial Reporting Standards (IFRS). The
financial statements cover the period January 1, 2024, to
December 31, 2024.
The company successfully raised net proceeds of NOK
109 million in H1 2024, which is being deployed in attractive
growth opportunities including new markets, new
solutions and new revenue streams. In the period,
Capsol’s total operating revenue was NOK 94.2 million, up
2.75x from NOK 34.2 million in 2023. The revenue growth
was driven by increased demand for CapsolGo®
demonstration campaigns in Germany and Sweden;
engineering studies primarily in Europe and booking of first
license fee in December 2024.
Total operating expenses were NOK 124.2 million, up 1.65x
from NOK 75.6 million, driven by investments in growth and
the cost of delivering increased revenues. The largest cost
category was personnel expenses of NOK 50.3 million,
increasing from NOK 37.4 million.
Net financial loss amounted to NOK 2.7 million, compared
to NOK 1.9 million in 2023, primarily driven by financing
costs related to green loans for CapsolGo® demonstration
units. Net loss was NOK 32.8 million, down from NOK 43.4
million in 2023, due to an increase in revenues offsetting
cost of increased activity to position the company in a
fast-growing market.
Total assets as of December 31, 2024, were NOK 205.7
million (NOK 145.7 million in 2023). NOK 12.8 million was
intangibles related to patents and other intellectual
property, and NOK 83.6 million was plant and equipment
primarily relating to investments in CapsolGo®
demonstration units. The company held NOK 64.4
million in cash (NOK 41.6 million). Total current assets were
NOK 102.6 million (NOK 62.6 million).
Total liabilities were NOK 89.8 million (NOK 111.8 million),
of which short term liabilities were NOK 57.4 million. Total
debt to financial institutions, mainly to finance the
CapsolGo® program, was NOK 46.8 million.
Net cash flow from operating activities ended at NOK
-30.6 million (NOK -4.9 million in 2023). Net cash flow from
investing activities was negative by NOK 31.4 million (NOK
-51.3 million in 2023), mainly reflecting investments in
CapsolGo® demonstration units and capitalization of R&D.
Net cash flow from financing activities was NOK 84 million
(NOK 39.2 million in 2023), primarily driven by equity raise
proceeds and repayment of borrowings.
The net change in cash and cash equivalents during the
period was NOK 22 million (NOK -17.0 million in 2023).
Parent company financial performance
The financial statements for the parent company are
prepared in accordance with Norwegian generally
The company successfully
raised net proceeds of
NOK 109 million in H1 2024, which
is being deployed in attractive
growth opportunities …
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accepted accounting principles (NGAAP).
Capsol Technologies ASA increased its revenue to
NOK 96.9 million in 2024 from NOK 35.8 million in 2023
and had a net loss of 25.6 million in 2024 compared to a
loss of NOK 43.2 million in 2023.
Total assets as of December 31, 2024, were NOK 203.3
million (NOK 137.9 million in 2023). The book value of
intangible assets was NOK 12.8 million, while plant and
equipment counted for NOK 83.6 million, mainly related to
the CapsolGo® demonstration units. Cash at year end was
NOK 64.3 million. The equity position at year end was NOK
123.2 million, equivalent to an equity ratio of 61%.
Long-term debt decreased to NOK 46.8 million in 2024
from NOK 63.7 million in 2023, due to down payments.
Short term debt decreased to NOK 33.3 million in 2024
from NOK 40.2 million in 2023.
Net cash flows from operating activities were NOK -38.6
million, while net cash flows from investment activities were
NOK -31.4 million. Cash flows from financing activities were
NOK 92.8 million, driven by net proceeds from issuing new
shares. The net cash flow was NOK 22.8 million in 2024.
Allocation of net loss and dividends
Capsol Technologies ASA reported a net loss of
NOK 25.6 million for the period from January 1 to
December 31, 2024. As the company remains in a growth
phase, it is not positioned to distribute
dividends based on the 2024 results. To achieve
its long-term objectives, drive impact, and
maximize shareholder value, Capsol will prioritize
reinvesting in growth over dividend payments in
the near to medium term.
The Board of Directors proposes allocating the
uncovered loss.
Going Concern
Pursuant to Section 3-3 of the Norwegian
Accounting Act, the Board of Directors confirm
that Capsol Technologies ASA satisfies the going
concern assumption.
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CAPSOL TECHNOLOGIES ANNUAL REPORT 2024
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Board of Directors' report ESG reporting Financial statementsContents Company
Wendy Lam
Chief Executive Officer
Monika Inde Zsak
Member of the Board
Wayne Thomson
Member of the Board
Ellen Merete Hanetho
Member of the Board
Endre Ording Sund
Chair of the Board
John Arne Ulvan
Member of the Board
Oslo, 9 April 2025
The Board and Chief Executive Officer of Capsol Technologies ASA
Declaration by the Board of Directors
and Chief Executive Officer
The Board and Chief Executive Officer have today considered and approved the Annual Report
and financial statements for Capsol Technologies ASA for the year ended December 31, 2024.
The Board has based this declaration on reports and statements from the company’s Chief
Executive Officer, Chief Financial Officer and on the results of the company’s activities, as well as
other information that is essential to assess the company’s position which has been provided to
the Board of Directors.
To the best of our knowledge:
The financial statements for 2024 for Capsol Technologies ASA have been prepared in
accordance with all applicable accounting standards. The information provided in the financial
statements gives a true and fair portrayal of the group and its parent company’s assets, liabilities,
profit and overall financial position as of December 31, 2024. The Annual Report provides a true
and fair overview of the development, profit and financial position of Capsol Technologies ASA,
as well as the most significant risks and uncertainties facing the company.
Responsibility
statement
Oslo, April 9, 2025
The Board of Capsol Technologies ASA
Wendy Lam
Chief Executive Officer
Monika Inde Zsak
Member of the Board
Wayne Thomson
Member of the Board
Ellen Merete Hanetho
Member of the Board
Endre Ording Sund
Chair of the Board
John Arne Ulvan
Member of the Board
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Introduction
Capsol Technologies is building a leading provider of
energy-efficient and safe technologies for carbon removal
for large-scale emitters of CO, with a goal of accelerating
the world’s transition to a net zero future. Capsol offers
carbon capture solutions for hard-to-abate industries like
cement, energy-from-waste, biomass and gas turbines,
creating long-term value for customers, shareholders,
society and the environment.
Capsol’s technologies combine inherent heat recovery
and generation in a stand-alone unit based on a proven
and safe solvent. As such, Capsol’s main impact is tied to
the company’s ability to provide robust carbon capture
technologies that make more CCS projects economically
viable and contribute to accelerated decarbonization.
The technologies are licensed either directly to customers
or through industrial partners globally. The license fee is
typically triggered by a final investment decision (FID) and
paid over the construction period.
Capsol is committed to developing its business in
alignment with the UN Sustainable Development Goals
(SDGs) and the Paris Agreement. At the core of Capsol’s
business is the contribution towards the SDGs through
climate change mitigation solutions, representing an
important commitment to society at large.
Sustainable strategy
Capsol is currently focused on technology development,
e ngineering, project development and sales. The company
has clear strategic priorities to drive significant growth in
the coming decade, along with an expanding market for
CO capture. The sustainability strategy is aligned with
the strategic priorities, recognizing that such growth will
result in a transformation of the organization, expand the
range of material sustainability matters and therefore
also the priorities.The focus so far has been on business
conduct, the development and preservation of human
capital and the protection of intellectual property (IP).
Going forward, as portfolio projects are subject to FIDs and
start getting developed, Capsol will put enhanced focus
on supply chain management and ensuring that a green
procurement strategy is in place to minimize the carbon
footprint of both its own business and its products.
ESG reporting
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Sustainability strategy aligned with strategic priorities
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Sustainability strategy
Capsol provides solutions that enable production
of low carbon energy through carbon capture
from cement, biomass, energy-from-waste and
gas turbines.
Capsol develops and delivers innovative, energy-
efficient and cost competitive carbon capture
solutions for heavy industries, hard-to-abate
large-scale CO₂-emitting industries helping them
to reduce emissions and reach their sustainability
goals. Capsol is continuously working to improve the
technology, make it more energy-efficient and develop
new patents to reach more markets.
Capsol is working with the supply chain to create a
circular design mindset and responsible sourcing
of energy and materials to reduce waste and
ensure sustainable consumption.
Climate action is at the core of Capsol’s business.
Combatting climate change is a key part of our
long-term strategy by offering energy-efficient, safe
and environmentally friendly carbon capture solutions
to hard-to-abate, large-scale CO-emitting industries
to reduce CO emissions and reach net zero.
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The company considers four of the SDGs as where it believes it may have the most impact.
Greatest area of impact
Prioritized SDGs
Environmental
As a provider of technology that mitigate climate change
through CO emission removal from hard-to-abate
industries, managing and reducing the company’s own
carbon footprint and minimizing negative environmental
impact in operations and during the production of our
CapsolGo® demonstration units is important. This report
marks the third time Capsol has undertaken climate
accounting for the company in accordance with the
Greenhouse Gas (GHG) Protocol.
Scope 1 emissions
0 tCOe (tonnes CO equivalents)
Scope 2 emissions
Indirect energy emissions from electricity usage in the
company’s office space (totaling 16 972 kWh for 2024)
accounted for only 0.13 tCOe. The company moved to
a highly energy efficient (geothermal heat) BREEAM
certified office building in June 2023.
Scope 3 emissions
The main contributor (79%) to Scope 3 (indirect)
emissions is the electricity usage for the mobile
CapsolGo® demonstration units and liquefaction units,
captured in the downstream leased assets category,
which totaled 773.21
Scope 1
Direct
Scope 2
Indirect
Scope 3
Indirect
Company facilities
Company vehicles
Electricity
Business travel
Employee commute
Waste
Transportation
Electricity CapsolGo®
0.00 tCO₂e 0.13 tCO₂e
773.21 tCO₂e
CAPSOL TECHNOLOGIES ANNUAL REPORT 2024
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Environmental
CO₂ emissions and mitigation
Capsol Technologies' biggest impact with regards to CO
emissions is enabling removal of CO from the atmosphere
with Capsol’s carbon capture technologies.
Capsol’s second largest contributor to CO emissions
and environmental impact is the production and use of the
CapsolGo® demonstration units, which requires energy
both during manufacturing and operation, and the use of
raw materials to produce the demonstration units. As part
of Research and Development (R&D), the company
continues to innovate and improve processes to increase
the efficiencies of its solutions, to lower the energy use
during the capture process even further, in addition to
investigating a circular economy-based construction
(reuse of materials after end of life) of our CapsolGo® units.
As Capsol Technologies is a licensor of patented
carbon capture technologies either directly to
customers or through industrial partners globally, the
company does not have direct impact on the customer’s
choice of the EPC (Engineering, Procurement and
Construction) company for the construction of the
large-scale carbon capture plants.
Priorities
Scope 3:
• Develop and mature new business opportunities
• Continue to enable CCUS value chain
• Continue to prioritize research and development (R&D)
to further improve energy efficiency of Capsol's carbon
capture solutions
Scope 2:
• Develop a green procurement strategy for the company
• Cooperate with suppliers and construction companies
to create awareness and collaboration in reducing the
carbon footprint of our CapsolGo® demonstration units
Social
People, diversity, flexibility and
equal opportunities
Capsol Technologies fosters a culture of participation,
teamwork and empowerment to attract and retain top
talent. A diverse and inclusive workforce brings a broader
range of perspectives, fosters innovation, and strengthens
decision-making, making the company more adaptable
and competitive. The company embraces differences in
background, experience, gender, nationality and age while
ensuring everyone is recognized for their contributions.
Capsol also supports work-life balance by offering flexible
work arrangements when feasible.
In 2022, the company established procedures to ensure
fair and consistent employment practices, implemented an
occupational health and safety system, and strengthened
risk management. In 2023, Capsol launched an
HR function to support employee development and
strengthen the workplace culture. Clear policies and
inclusion are essential for managing our growing, diverse
workforce.
Capsol’s business is guided by our Code of Business
Conduct and Ethics, ensuring integrity, compliance with
laws and responsible corporate governance. We are
committed to preventing discrimination and harassment
in any form. Employees are expected to treat colleagues
with respect, and any misconduct should be reported to
management or through our whistleblowing channel. We
encourage employees to speak up about malpractice or
impropriety without fear of retaliation. In doing so, they are
acting responsibly and appropriately.
Read more about Capsol Technologies' whistleblowing
policy in the Code of Business Conduct and Ethics.
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Environmental / Social
Number of employees at Dec
Women Men
Total
Total
Contract
Full time
Turnover
Parental leave
Employees by group
Women Men
Total
Under () ()
- () ()
Over () ()
Total ( ) ()
Employees by employee category
Women Men
Total
C-level () ()
Staff () ()
Total () ()
Pay equality
Average salary for women as a percentage of average salary for all employees
Average salary for men as a percentage of average salary for all employees
Nationalities among employees
Number of nationalities among employees
Detected incidents of discrimination
Detected incidents of discrimination
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Social
There were no reported incidents of discrimination in
2024.
Capsol’s head office is in Oslo, Norway, with presence in
the U.S. and Germany. At the end of 2024 Capsol had 34
employees from sixteen different countries across four
continents, speaking 21 different languages, including
English, German, Spanish, Portuguese, Italian, French,
Swedish, Danish, Finnish, Hungarian, Vietnamese, Urdu,
Turkish, Lithuanian, Russian, Arabic, Chinese (Cantonese),
three different languages from Ghana (Twi, Ga, Nzema)
and Norwegian.
Employment at Capsol is based on merit and professional
qualifications. The company values a diverse workforce
and recognizes each employee’s unique contributions. To
promote gender equality, Capsol encourages both men
and women to take parental leave and compensates for
salary gaps not covered by state benefits. In 2024, one
employee qualified for parental leave.
Equal pay for equal work is an important part of equality
in the workforce and Capsol believes in equal salaries for
equal work. In Capsol, there are no significant salary gaps
between comparable roles. However, the company
acknowledges the fact that fewer women hold
management positions.
Priorities
• Retention of talents and key employees will be
instrumental for the company’s continued success.
• Surveys to monitor and gain insights into
employees' work motivation, team dynamics,
organizational effectiveness and self-development
• Continue to build on and develop structures to strengthen
internal communication and identify improvement areas.
• Establish procedures to follow up on issues brought
up by employees to secure employee well-being and a
strong company culture
Health and safety
Capsol is committed to ensuring a working environment
that provides a healthy and meaningful workplace to
create long-term societal and economic value.
The employees’ health and well-being are a high
priority for Capsol, supporting a good and inclusive
working environment, low levels of absence due to illness
and retaining a highly skilled and motivated workforce.
Capsol offers flexible working hours and safeguard
employees' preferred work-life balance.
Sick leave for 2024 was 1.5% and sick child days was less
than 1%.
There were no reports of incidents or injuries during 2024.
Priority
• The company remains committed to prioritizing
employee health, safety, and well-being while actively
managing risks and strengthening its HSE culture
Protecting human
and labor rights
Capsol is committed to upholding human and labor rights
across its operations and supply chain. The company
supports the Universal Declaration of Human Rights, the
UN Global Compact and ILO’s core conventions, and we
expect its suppliers to do the same.
Capsol Technologies partners with reputable clients and
suppliers that comply with laws and respect human rights.
The company's Code of Business Conduct and Ethics,
endorsed by the Board of Directors, provides a framework
for compliance, integrity, and responsible business
practices. It covers key areas such as human rights, labor
rights, health and safety, diversity, and anti-corruption.
Bribery and facilitation payments are strictly prohibited.
The Code was last updated on June 21, 2024.
The 2022 Transparency Act requires companies to
promote respect for human rights and decent working
conditions. Capsol Technologies ensures compliance by
engaging with suppliers and business partners to prevent
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Social
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The ten principles of the UN global compact
rights violations and strengthen labor practices. In 2024,
the company updated its due diligence procedures to
better identify and mitigate risks while enhancing
accountability across its operations and supply chain.
Transparency Act progress report 2024
The Act relating to enterprises transparency and work on
fundamental human rights and decent working conditions
(the "Transparency Act") entered into force on July 1, 2022.
This statement represents Capsol’s account of due
diligence pursuant to Section 5 in the Transparency Act.
The reporting period covered in this report is from January
1 to December 31, 2024.
Capsol has embedded the work on fundamental human
rights and decent working conditions under the
Transparency Act. Capsol expects that its business
partners and all those working on the business partners’
behalf adhere to the minimum standards for business
practices as set out in Capsol’s Code of Conduct for
Business Partners. The business partners shall further
ensure that all their personnel and entities involved, and
those working on the business partners’ behalf, are aware
of the standards, principles and ambitions set out in the
Code of Conduct for Business Partners.
The Code of Conduct for Business Partners is available on
Capsol’s company website.
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Protecting human and labor rights
Economic activities Turnover Capex Opex
Amounts in NOK
Taxonomy eligible activities
Taxonomy aligned activities
Taxonomy eligibility
and alignment
In December 2019, the European Commission adopted
the “European Green Deal”, a strategy and key actions that
will help the EU become climate-neutral by 2050, make
its society more resilient to the impacts of climate change,
boost the efficient use of resources through a clean and
circular economy, restore biodiversity and cut pollution.
The EU Taxonomy Regulation adopted in July 2020 aims
to translate the EU’s climate and environmental objectives
into an action plan to redirect capital flows towards a more
sustainable economy.
Taxonomy accounting guidelines
The key performance indicators (KPIs) presented include
the company’s revenue (Turnover), capex and opex which
are associated with Taxonomy-eligible economic activities
and Taxonomy-aligned economic activities for the
reporting period 2024.
Definitions
Taxonomy-eligible economic activity means an economic
activity that is described in the Delegated Act (EU)
2021/2139 (the “Screening Regulation”) supplementing
the Taxonomy Regulation irrespective of whether that
economic activity meets any or all of the technical
screening criteria laid down in the Screening Regulation.
Taxonomy-aligned economic activity means an economic
activity that complies with all of the following requirements:
a. contribute substantially to one or more of the
environmental objectives;
b. do not significantly harm any of the environmental
objectives;
c. are carried out in compliance with the minimum
safeguards; and
d. comply with technical screening criteria in the
Screening Regulation.
The six environmental objectives established by the
Taxonomy Regulation Article 9 are:
• Climate change mitigation
• Climate change adaptation
• The sustainable use and protection of water and marine
resources
• The transition to a circular economy
• Pollution prevention and control
• The protection and restoration of biodiversity and
ecosystems
Taxonomy eligibility and alignment
As a licensor of carbon capture technologies to
industrial plant owners, Capsol’s core activities
(demonstration campaigns, engineering studies and
licensing of patented technology) are assessed as both
Taxonomy-eligible and Taxonomy-aligned as defined in the
Taxonomy Regulation.
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Taxonomy eligibility and alignment
Patents, R&D and
innovation, collaboration
and partnerships
Patents
In 2024, Capsol Technologies strengthened its intellectual
property (IP) portfolio by submitting multiple patent
applications. These applications focus on optimizing
energy consumption and process integration and
enhancing the technology's appeal to a broader range of
emitters. Additionally, several patent applications initiated
prior to 2024 successfully completed their prosecution
phases during the year and will result in patents being
granted during 2025. Capsol Technologies currently has
patents in twelve patent families.
R&D and innovation
Capsol Technologies has maintained its commitment to
research and development (R&D) and innovation. There is
a dual focus on creating new technologies that add value
for customers and enhancing the efficiency of internal
processes. The company’s R&D initiatives encompass
advancements in process technology, the implementation
of information technology/software and experimental
laboratory activities. Where relevant, patent applications
have been filed.
Outside of Capsol Technologies HPC R&D center. Image by: Dahle Holding AS
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Patents, R&D and innovation, collaboration and partnerships
Capsol Technologies strives to uphold a high standard of
corporate governance to enhance stakeholder confidence
and drive long-term value creation. This commitment
includes clearly defining the roles and responsibilities of
shareholders, the Board of Directors, and executive
management, going beyond the requirements set by
legislation.
Corporate governance at Capsol Technologies is founded
on the Norwegian Code of Practice for Corporate
Governance (NUES) and includes the following principles:
• All shareholders shall be treated equally
• Capsol Technologies will maintain open, relevant, and
reliable communication with its stakeholders, includ-
ing shareholders, governmental bodies, and the public
regarding the company’s activities
• The Board of Directors shall remain autonomous and
independent of the company’s management
• The company upholds independence and integrity in
all interactions between the company, board members,
management, and shareholders
Governance
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Governance
1. Implementation and
reporting on corporate
governance
Compliance, objective, and regulations
Capsol fosters a strong compliance culture, which is
essential to the company’s daily operations including
maintaining the trust of stakeholders. The Board of
Directors has developed a Corporate Governance Policy
that outlines the framework of guidelines and principles
governing the interactions between shareholders, the
board, and the Chief Executive Officer. The compliance
framework underpins all decision-making and is
fundamental to the integrity of the company’s business. It
establishes a foundation for sound corporate governance,
profitability, and long-term value creation for our
shareholders.
The policy outlines measures to ensure effective
management and control of the company’s activities. Its
primary objective is to establish systems for
communication, monitoring, and responsibility allocation,
as well as appropriate incentives that drive financial
performance, long-term success, and shareholder returns.
Strong control and governance procedures ensure equal
treatment of all shareholders, fostering trust. The Board
of Directors and executive management conduct annual
assessments of the company’s corporate governance
principles.
Capsol is listed on Euronext Oslo Børs(Oslo Stock
Exchange) and is subject to Norwegian laws, including
Section 2-9 of the Norwegian Accounting Act, which
mandates the annual disclosure of specific
corporate governance information. Additionally, Oslo Børs’
continuing obligations require listed companies to publish
an annual statement outlining their principles and practices
regarding corporate governance, addressing each section
of the most recent version of the corporate governance
code.
2. Business activity
The Board has defined clear objectives and strategies to
ensure sustainable long-term value creation for its
shareholders. The company’s strategy, objectives, and
risk profile are reviewed annually, considering economic,
social, and environmental factors.
3. Annual general meeting
The Annual General Meeting (AGM) is
Capsol Technologies’ highest decision-making body. All
shareholders have the right to attend, speak, and vote, with
each share carrying one vote.
AGMs are normally held before May 30 and no later than
June 30, with the date included in the company’s financial
calendar. The notice, agenda, supporting documents, and
proxy voting form are made available on the company’s
website and via the Oslo Stock Exchange at least 21
days
in advance.
Shareholders unable to attend may vote by proxy. The
board strives for broad shareholder participation,
facilitates voting by written or electronic means where
applicable and ensures separate voting on each board
candidate. Shareholders may propose matters for the
AGM by submitting a request in writing within a reasonable
timeframe before the notice is issued.
The Chair of the Board and CEO attend the AGM unless
otherwise decided. The company’s auditor also has the
right to be present. The notice and support information, as
well as a proxy voting form, will normally be made
available on the company’s website and a separate notice
to the Oslo Stock Exchange no later than 21 days prior to
the date of the General Meeting. The notice for the General
Meeting shall include necessary documents providing the
shareholders with sufficient detail for the shareholders to
assess all the topics to be considered, as well as all
relevant information regarding procedures of attendance
and voting.
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Governance
4. Board of Directors
Independence
The composition of the board shall ensure that the Board
can attend to the common interests of all shareholders and
meet Capsol's need for expertise, capacity, and diversity,
in addition to ensuring that it can act independently of any
special interests. Attention shall be paid to ensuring that
the Board can function effectively as a collegiate body.
The members of the Board shall be independent of the
company’s executive personnel and material business
connections. In addition, at least two of the members of the
board must be independent of the company’s major
shareholder(s). For the purposes of this corporate
governance policy, a major shareholder shall mean a
shareholder that controls 10% or more of the company’s
shares or votes, and independence shall entail that there
are no circumstances or relations that may be expected
to be able to influence independent assessments of the
person in question. Board Members are elected by the
General Meeting for a term of two years unless otherwise
determined by the General Meeting.
No members of the executive management team are
members of the Board.
Board of Director’s composition
Capsol’s Board of Directors brings together industry
The Board is also responsible for ensuring that the
operation of the company is in compliance with the
company’s values and ethical guidelines.
The Chair of the Board shall be responsible for ensuring
that the Board’s work is performed in an effective and
correct manner.
The Board shall ensure that the company has good
management with clear internal distribution of
responsibilities and duties. A clear division of work has
been established between the board and the senior
management team. The CEO is responsible for the senior
management team.
All members of the Board shall regularly receive
information about the company’s operational and financial
development. The company’s strategies shall regularly be
subject to review and evaluation by the Board.
6. Board remuneration
The General Meeting shall annually determine the Board’s
remuneration.The proposition takes into account the
Board’s responsibility, expertise, commitment and the
complexity of the company’s activities. Board Members,
or their affiliated entities, may undertake assignments or
perform tasks for or on behalf of the company only if such
assignments or tasks is defined in a separate agreement
expertise, financial acumen, and management experience.
All directors are independent of the company’s executive
personnel and significant business relationships.
The Board of Directors at Capsol Technologies ASA
consists of five members, including two women and three
men, as of the end of 2024.
Board of Directors composition
Women ()
Men ()
Over ()
- ()
5. The work of the
Board of Directors
The Board of Directors shall issue instructions for its own
work as well as for the CEO. The Board shall prepare an
annual plan for its work with special emphasis on goals,
strategy, and implementation. The Board’s primary
responsibility shall be (i) participating in the development
and approval of the company’s strategy, (ii) performing
necessary monitoring functions, and (iii) acting as an
advisory body for the senior management team. Its duties
are not static, and the focus will depend on the company’s
ongoing needs.
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with the company, outlining the scope of work to be
performed and the agreed remuneration. All such
agreements including proposed scope and renumeration
are subject to Board Approval pursuant to procedures
established by the Board.
The company’s financial statements shall provide
information regarding the board’s and related third party
remuneration.
Information on the remuneration paid to individual Board
Members for 2024 can be found in 7.3.1 to the 2024
consolidated financial statement.
7. Remuneration of
executive management
Capsol has a designated remuneration committee that
annually evaluates the salary and other compensation
of the CEO and executive management on behalf of the
board. Any fringe benefits shall be in line with market
practice and should not be substantial in relation to the
CEO’s basic salary. The remuneration committee will
prepare a remuneration policy to be presented and
approved at the AGM in 2025.
The company’s financial statements shall provide further
information about salary and other compensation to the
CEO. The remuneration committee shall issue guidelines
9. Information and
communication
—investor relations
The Board and the senior management team assign
considerable importance to give the shareholders relevant
and timely information about the company and its activity
areas.
In March 2024, the Capsol Board adopted a new IR policy
as part of the preparations for the uplisting to Oslo Børs.
The policy sets the basic principles for the company’s
communication and dialogue with capital markets
participants. The IR policy shall help Capsol build trust and
stakeholder confidence by ensuring that IR activities are
conducted in compliance with prevailing rules, regulations
and best practices, including the latest version of Oslo
Børs’ Code of Practice for IR. Capsol shall be perceived as
an accessible, reliable, and professional company by pro-
viding present and potential investors with factual, relevant,
timely and comprehensive information. Communication
with the stakeholders shall be based on the principles of
equal treatment and transparency in order to build trust
and stakeholder confidence.
Capsol’s IR activities shall assist capital markets
participants in obtaining an informed view of Capsol as
an investment case, including its financial situation and
for the remuneration of the senior management team. The
guidelines shall lay down the main principles for the
company’s management remuneration policy.
The salary level should not be of a size that could harm the
company’s reputation, or above the norm in comparable
companies. The salary level should, however, ensure that
the company can attract and retain senior employees with
the desired expertise and experience.
Performance-related remuneration should be structured
to avoid incentivizing short-term actions that could harm
the company’s long-term interests.
8. Nomination committee
Capsol Technologies ASA has a Nomination Committee
consisting of minimum of two members who shall fulfill the
recommendations of the Norwegian Code of Practice for
Corporate Governance. The current members are Jan
Kielland (Chairman) and Jon Erling Tenvik. No members of
the Nomination Committee are directors of the Board or
employed by the company. Shareholders who wish to
contact the Nomination Committee can contact the
company’s Investor Relations (IR) function as set out on its
website. The general meeting determines the
remuneration to the Nomination Committee.
The Nomination Committee shall prepare the election of
directors.
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prospects, to support a fair valuation of the company’s
securities.
The company has clear routines for who is allowed to
speak on behalf of the company on different subjects, and
who is responsible for submitting information to the market
and the investor community.
Sensitive information shall be handled internally in a
manner that minimizes the risk of leaks. All contracts to
which the company becomes a party shall contain
confidentiality clauses.
10. Take-overs
In a take-over process, the board, and the senior
management team each have an individual responsibility
to ensure that the company’s shareholders are treated
equally and that there are no unnecessary interruptions to
the company’s business activities. The Board has a
particular responsibility in ensuring that the shareholders
have sufficient information and time to assess the offer.
In the event of a take-over process, the Board shall ensure
that:
a. the Board will not seek to hinder or obstruct any
takeover bid for the company’s operations or shares
unless there are particular reasons for doing so;
company's internal control system. The RAC is responsible
for overseeing financial processes, ensuring compliance
with internal control measures, and maintaining continuous
communication with the external auditor.
Specifically, the RAC prepares the board's oversight of
financial reporting, including the implementation of
accounting principles and policies. It supervises the
effectiveness of internal control and risk management
systems, ensuring compliance with established
measures. Additionally, the RAC maintains ongoing
contact with the external auditor regarding the annual
accounts and reviews the auditor’s additional report. It
also assesses and supervises the auditor's
independence, particularly regarding potential conflicts
of interest arising from non-audit services.
Each year the auditor shall present to the Board a plan for
the implementation of the audit work and a written
confirmation that the auditor satisfies established
requirements as to independence and objectivity.
The auditor shall be present at board meetings where the
annual accounts are on the agenda. Whenever necessary,
the board shall meet with the auditor to review the auditor’s
view on the company’s accounting principles, risk areas,
internal control routines, etc.
b. the Board shall not undertake any actions intended to
give shareholders or others an unreasonable advantage
at the expense of other shareholders or the company;
c. the Board shall not institute measures with the
intention of protecting the personal interests of
its members at the expense of the interests of the
shareholders; and
d. the Board must be aware of the duty it has for ensuring
that the values and interests of the shareholders are
protected.
In the event of a take-over bid, the board will, in addition to
complying with relevant legislation and regulations, seek
to comply with the recommendations in the Norwegian
Code of Practice for Corporate Governance. This includes
obtaining a valuation from an independent expert. On this
basis, the board will make a recommendation as to
whether the shareholders should accept the bid.
Any transaction that is in effect a disposal of the company’s
activities should be decided by a General Meeting.
11. Auditor
Capsol established a Risk and Audit Committee (“RAC”) in
2024 as a subcommittee of the Board of Directors. Its
primary role is to serve as a preparatory body for the
board's supervisory function, particularly concerning
financial reporting and the effectiveness of the
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The auditor may not be used as a financial advisor unless
the Board decides otherwise, and then only provided that
such use of the auditor does not have the ability to affect
or question the auditors’ independence and objectiveness
as auditor for the company. Only the CEO shall have the
authority to enter into agreements in respect of such
counselling assignments.
At the Annual General Meeting the Board shall present a
review of the auditor’s compensation as paid for auditory
work required by law and remuneration associated with
other concrete assignments. In connection with the
auditor’s presentation to the Board of the annual work plan,
the Board should specifically consider if the auditor to a
satisfactory degree also carries out a control function. The
remuneration paid to the auditor in 2024 for both audit and
other services is presented in 3.5.1 in the parent
company's audited financial statements.
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The Board of Directors sets the direction of the company
and ensures that Capsol has procedures and systems for
good corporate governance, effective internal control, and
risk management appropriate to the extent and nature of
the company’s activities.
The Board holds ultimate responsibility for risk
management, while the CEO is responsible for
implementing effective risk management processes and
controls. This includes ensuring they are executed as
intended, adjusting them as necessary, and ensuring
appropriate mitigation measures are in place to address the
current risk landscape. The major risks facing the group are
reviewed regularly.
The responsibility for the day-to-day risk management is
not delegated to a specific function but lies with the
management and each manager. This responsibility
includes ensuring that operations comply with internal and
external rules and regulation.
Capsol relies on a strong risk culture throughout the
organization. Risk culture encompasses the shared
objectives and practices that guide and govern risk
management. This includes the company’s purpose,
values, and behaviors that foster a sound risk culture,
marked by a high level of risk awareness, ongoing
discussions about the risks Capsol faces or may face, and
robust methods for systematic risk management. The
company manages risk in compliance with applicable
laws and regulations, as well as internal risk management
directives. Established internal procedures support this
approach.
In finance and accounting, the company's internal controls
are subject to independent review by the external auditor,
RSM, with findings presented annually at a board meeting.
Once a year, the board conducts a review of
the company's key risk exposures and internal control
arrangements. These internal control mechanisms include
clear accountability structures, structured accounting
procedures, and periodic controls to identify and manage
risks related to the financial reporting process for the con-
solidated financial statements. Additionally, internal and
external audits are conducted to monitor compliance and
continuously improve the control environment.
1. Risk factors and
uncertainties
Capsol operates in a global market shaped by factors such
as government subsidies, CO taxes, customer
preferences, and the willingness to adopt new
technologies and solutions. The introduction,
commercialization, and timing of new technologies,
products, and services by competitors, as well as
changes in regulation, also influence the market.
Additionally, various market conditions, along with internal
factors like financial and operational risks, contribute to the
overall risk landscape. Further details on these risk factors
and mitigating actions are outlined below.
Risk management
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2. Market risk
2.1 Industry
The carbon capture market has seen rapid growth in
recent years, driven by growing policy support and carbon
incentives, net-zero targets, voluntary carbon markets and
increased acceptance for price premiums for low carbon
products. Achieving scale to align with net-zero emissions
targets by 2050 will require trillions of euros in investment
in carbon capture and storage (CCS). Capsol provides
highly competitive and proven carbon capture solutions,
leveraging the safe and environmentally friendly HPC (Hot
Potassium Carbonate) solvent to deliver cost-effective and
flexible technology. However, the company operates in a
competitive market where success depends on
securing sufficient funding, attracting skilled talent,
maintaining strong technical expertise, and executing a
clear business strategy. Given the fast-paced innovation
in carbon capture, there is always a risk that competitors
could develop superior technologies, potentially
challenging Capsol’s market position. The company's
ability to successfully and swiftly bring its technology
and solutions to market will depend on several external
factors. Key influences include CO pricing mechanisms,
such as the EU Emissions Trading System (EU ETS), the
phased implementation of the Carbon Border Adjustment
Mechanism (CBAM), and funding opportunities for CCUS
projects under the U.S. Inflation Reduction Act (IRA). Other
or potential legal claims related to the handling and
protection of sensitive information.
Capsol mitigates project risks through structured
engineering processes, standardized technology designs,
and strong partnerships with EPC firms. Close
collaboration with customers ensures early identification
of project scope changes, reducing potential cost
overruns and timeline disruptions.
Cybersecurity is also a key priority for the company, with
proactive and reactive measures in place to protect
employees, clients, stakeholders, and assets from
cyber threats. To strengthen its defenses, Capsol works
with external IT consultants to safeguard company data
and digital infrastructure. This includes multiple layers
of digital backups stored on separate infrastructure and
servers, ensuring resilience against potential security
incidents.
2.3 ESG and political risk
Capsol has limited direct exposure in countries with high
political, corruption, and human rights risks. However, the
company remains subject to legal, regulatory, and political
uncertainties, including changes in environmental
regulations, international sanctions affecting supply and
demand, and risks related to unethical or criminal behavior.
critical factors include the timing and rollout of
competing technologies, regulatory shifts, and potential
delays caused by limited CO storage capacity under
development. Failure to effectively commercialize the
company’s technologies—whether partially or fully—
could have a significant impact on its financial
performance, operational stability, and long-term growth
prospects.
To mitigate competitive risks, Capsol prioritizes
continuous technology development, expanding its patent
portfolio, and collaborating with global partners to enhance
performance and standardization. The company actively
monitors regulatory trends and CO pricing mechanisms
to align its offerings with market incentives, ensuring
long-term competitiveness.
2.2 Technical and operational risk
Capsol could face operational and technical risks, such as
the potential loss of major customers, contract
terminations, or challenges in maintaining
competitiveness. Changes in project scope or design
modifications could also lead to delays and increased
costs, posing additional operational risks.
Furthermore, both Capsol and its customers could be
exposed to cybersecurity threats, which might result in
system downtime, loss of intellectual property,
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To mitigate regulatory and supply chain risks, Capsol
conducts regular due diligence on suppliers and partners
to ensure compliance with ethical and environmental
standards. The company also engages with
policymakers and industry groups to help shape a stable
regulatory framework for carbon capture.
To uphold strong corporate governance, Capsol has
established clear guidelines and policies under its
Code of Business Conduct and Ethics, ensuring that all
business activities are conducted with integrity and a
zero-tolerance approach to bribery, corruption, money
laundering, and fraud. This Code outlines fundamental
expectations for ethical conduct and serves as the
foundation for interactions with employees, customers,
partners, and shareholders. Employees are expected to
exercise sound judgment and adhere to these principles in
all business dealings.
To further ensure ethical standards, Capsol maintains a
whistleblower channel where concerns about the
company and its operations can be reported confidentially.
Employees also have the option to raise concerns through
internal reporting channels, such as their immediate
department head or designated human resources and
safety representatives, ensuring that any potential
misconduct is promptly addressed.
diversified project pipeline across industries and
geographies, reducing reliance on any single sector or
region.
2.5 Intellectual property
Capsol's success depends on its ability to protect and
enforce its intellectual property rights. The company
safeguards its innovations through a combination of
patents, trade secrets, and contractual protections.
However, effective protection may be unavailable, limited,
or difficult to enforce in certain jurisdictions, particularly in
highly competitive markets or regions with weaker legal
frameworks.
There is no guarantee that current or future patents will
not lapse, be invalidated, circumvented, challenged, or
abandoned, or that pending applications will be granted
with the intended scope. Competitors may also develop
alternative technologies that bypass Capsol’s patents, and
the company may face infringement claims, which could
be time-consuming, costly, and impact relationships with
partners, customers, and distributors.
To mitigate these risks, Capsol actively monitors global
patent filings and technology developments to detect
potential infringements early. The company also engages
legal expertise to enforce its IP rights in key markets and
has established clear procedures for documenting and
securing new inventions, ensuring continuous protection
2.4 Financial risk
Capsol is exposed to various financial market risks,
including currency fluctuations, interest rate changes, tax
uncertainties, price volatility, credit and counterparty risks,
and liquidity challenges, as well as risks associated with
securing financing on favorable terms. Recent market
developments, such as rising interest rates and cost
inflation, could impact the company, particularly in global
supply chains, where raw material costs, wages, and
energy prices play a significant role.
To manage financial uncertainties, Capsol actively
monitors its liquidity position and currency exposure,
aligning costs, debt, and revenue across currencies to
enhance earnings predictability and minimize adverse
effects on performance. The company maintains cost
flexibility and disciplined financial management, allowing it
to adapt to market fluctuations while preserving
operational stability.
Capsol's revenue model includes both shorter-term
income from engineering studies—such as concept,
feasibility, and pre-FEED studies—and longer-term
licensing revenue. While the timing and value of licensing
payments depend on external factors, such as final
investment decisions (FIDs) and project milestones,
Capsol mitigates this uncertainty by maintaining a
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of its intellectual property, registered and otherwise.
Furthermore, a key mitigation measure the company is
very actively pursuing to protect intellectual property is
building know-how and experience around the registered
and non-registered intellectual property to increase
barriers for circumvention.
2.6 Reliance on key employees,
personnel, and partners
Capsol's success depends on its ability to attract,
develop, and retain highly skilled employees and
consultants. A shortage of qualified talent or the loss of
key personnel could lead to delays and increased costs in
product development and commercialization, impacting
the company’s operations, earnings, and long-term growth.
To mitigate these risks, Capsol positions itself as an
employer of choice by fostering a purpose-driven work
environment where employees contribute to advancing
carbon capture technologies. The company collaborates
closely with global partners and customers, offering
employees the opportunity to work on innovative projects
while supporting a healthy work-life balance.
Capsol also actively recognizes, and rewards employee
contributions, maintaining a strong engagement and
retention strategy.
Regular employee surveys provide insights into motivation,
team dynamics, and organizational effectiveness, enabling
proactive measures to address concerns and enhance
workplace satisfaction. These efforts help reduce turnover
risk and ensure a motivated, high-performing workforce.
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Consolidated financial statements 45
Consolidated statement of profit or loss 46
Consolidated statement of comprehensive income 46
Consolidated statement of financial position 47
Consolidated statement of cash flows 49
Consolidated statement of changes in equity 50
Notes to consolidated financial statements 51
General information and basis of preparation 51
Significant transactions and events during the reporting period 52
Results of the year 52
Non-financial assets 62
Other current assets and liabilities 64
Financial instruments 64
Other 74
Parent financial statements 77
Auditors report 99
Financial
statements
Notes | 2024 | 2023 | |
| Amounts in NOK | |||
| OPERATING INCOME EXPENSES | |||
| Revenue | 3.2 | ||
Total operating revenue | |||
Costs of contract fulfillment | |||
| Personnel expenses | 3.3/7.3 | ||
| Depreciation and amortization expenses | 3.4 | ||
| Other operating expenses | 3.5 | ||
Total operating expenses | |||
Operating profit/-loss | - | - | |
| Financial income and expenses | |||
Other interest income | |||
Other financial income | |||
Other interest expenses | - | - | |
Other financial expenses | - | - | |
| Net financial items | 3.7 | - | - |
Profit/-loss before income tax | - | - | |
| Income tax expense | 3.6 | ||
Profit/-loss for the period | - | - | |
Profit attributable to owners of parent company | - | ||
| Basic and diluted earnings per share | 3.8 | - | - |
Notes | 2024 | 2023 | ||
| Amounts in NOK | ||||
Profit/-loss for the period | - | - | ||
| Other comprehensive income | ||||
Items that may be reclassified to profit and loss in subsequent periods: | ||||
Currency translation difference, net of tax | - | |||
Other comprehensive income for the period, net of tax | - | |||
Total comprehensive profit/-loss for the period | - | - | ||
Total comprehensive profit/-loss | for the period | - | - | |
| attributable to owners of parent company |
Consolidated statement of profit or loss
The accompanying notes are an integral part of the consolidated financial statements
Consolidated statement of comprehensive income
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Consolidated financial statements
Financial statements
Notes | Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | |||
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | 4.1 | ||
| Plant, property and equipment | 4.2/6.2.2 | ||
| Right of use assets | 6.3.2 | ||
Total non-current assets | |||
| Current assets | |||
| Accounts receivables | 6.1/6.2.2/6.6 | ||
| Contract assets | 3.2.1 | ||
| Other current receivables | 5.1 | ||
| Cash and cash equivalents | 6.1/6.5 | ||
Total current assets | |||
Total assets |
Consolidated statement of financial position
The accompanying notes are an integral part of the consolidated financial statements
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Consolidated financial statements
Financial statements
| Notes | Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | |||
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Share capital | 6.9.1 | ||
| Share premium | 6.9.1 | ||
Other paid in capital | |||
Other equity | - | - | |
Total equity | |||
| Liabilities | |||
| Non-current liabilities | |||
| Lease liabilities | 6.1/6.3.3 | ||
| Debt to financial institutions | 6.2/6.8.2 | ||
Total non-current liabilities | |||
| Current liabilities | |||
| Trade creditors | 6.1/6.7 | ||
| Lease liabilities | 6.1/6.3.3 | ||
| Contract liabilities | 3.2.2 | ||
| Current-portion of debt to financial institution | 6.2 | ||
Public duties payable | |||
| Other current liabilities | 5.2 | ||
Total current liabilities | |||
Total liabilities | |||
Total equity and liabilities |
The accompanying notes are an integral part of the consolidated financial statements
Consolidated statement of financial position
Oslo, April 9, 2025
The Board of Capsol Technologies ASA
Wendy Lam
Chief Executive Officer
Monika Inde Zsak
Member of the Board
Ellen Merete Hanetho
Member of the Board
Endre Ording Sund
Chair of the Board
John Arne Ulvan
Member of the Board
Wayne Thomson
Member of the Board
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Consolidated financial statements
ContentsCompanyBoardofDirectors'reportESGreporting
Financial statements
Consolidated statement of cash flows
Notes | 2024 | 2023 | |
| Amounts in NOK | |||
| CASH FLOW FROM OPERATING ACTIVITIES | |||
Profit/-loss before income tax | - | - | |
| Adjustments to reconcile profit/-loss | |||
| before tax to net cash flow | |||
Depreciation and amortization expenses | |||
Finance income/(expense), net | |||
| Working capital changes | |||
Change in trade and other receivables | - | - | |
Change in trade and other payables | |||
Change in other current assets and liabilities | |||
Change in contract balances | - | ||
Share based compensation scheme | |||
Share based compensation employment tax | - | ||
Interests received | |||
Effect of change in exchange rate | |||
| Net cash flow from operating activities | - | - | |
| CASH FLOW FROM INVESTMENT ACTIVITIES | |||
| Payment for property, plant and equipment | 4.2 | - | - |
| Payment for intangible assets | 4.1 | - | - |
| Government grants | 7.2 | ||
Net cash flow from investing activities | - | - |
Notes | 2024 | 2023 | |
| CASH FLOW FROM FINANCING ACTIVITIES | |||
Net equity received | |||
Proceeds from borrowings | |||
Repayment of borrowings | - | - | |
Repayment of lease liabilities | - | - | |
Interests paid | - | - | |
| Interest paid on lease liabilities | 6.3.4 | - | - |
Net cash flow from financing activities | |||
| Net increase/-decrease in cash | - | ||
| and cash equivalents | |||
Cash and cash equivalents on 1 January | |||
Effect of change in exchange rate | - | ||
| Cash and cash equivalents on 31 December | 6.5 |
The accompanying notes are an integral part of the consolidated financial statements
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Notes | Share capital | Share premium | Other paid in capital | Currency trans adj | Other equity | Total equity | |
Balance on Jan 1, 2024 | - | - | |||||
Profit for the year | - | - | |||||
Other comprehensive income | |||||||
Share capital issue Feb 16 | |||||||
Share capital issue Jun 5 | |||||||
Execution of employee share options | |||||||
Share based compensation | |||||||
Other changes in equity | - | - | |||||
| Balance on Dec 31, 2024 | 6.9 | - | |||||
Balance at Jan 1, 2023 | - | ||||||
Profit for the year | - | - | |||||
Other comprehensive income | - | - | |||||
Share based compensation | |||||||
Equity restructuring | - | ||||||
Balance on Dec 31, 2023 | - | - |
Consolidated statement of changes in equity
The accompanying notes are an integral part of the consolidated financial statements
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Financial statements
1 GENERAL INFORMATION AND BASIS OF PREPARATION
Notes to the consolidated financial statements
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3 RESULTS OF THE YEAR
This section provides insights into the financial performance of the Group over the periods
presented, including those relating to financing activities, employee costs, taxes and government
grants.
3.1 Segment reporting
Capsol Technologies has determined that the Group has only one operating segment, and thus
only one reporting segment, which is the carbon capture solution technology. The determination
of one operating and one reporting segment is strongly based on the internal financial information
monitored by the board of directors, the management and Capsol Technologies’ current business
model and operations, as well as the fact that all business and sale is managed centrally by the
management group. The internal financial information is reported using the principles of the annual
financial statements. The Groups primary measure of results is operating income /-loss.
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ContentsCompanyBoardofDirectors'reportESGreporting
Financial statements
Geographical distribution | 2024 | 2023 |
| Amounts in NOK | ||
Europe | 94 160 578 | 34 160 224 |
US | - | - |
Others | - | - |
| Total operating revenue | 94 160 578 | 34 160 224 |
| Timing of revenue recognition | ||
At point in time | 37 779 126 | 3 247 363 |
Over time | 56 381 452 | 30 912 860 |
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| Dec 31, 2024 | Dec 31,2023 | |
| Amounts in NOK | ||
Assets recognized from costs to fulfill contracts | 167 517 | 1 735 104 |
Total contract assets | 167 517 | 1 735 104 |
| Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Current contract liabilities relating to CapsolGo ® | 6 761 037 | 13 660 071 |
Total contract liabilities | 6 761 037 | 13 660 071 |
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| Personnel expenses | 2024 | 2023 |
| Amounts in NOK | ||
Salaries | 35 309 212 | 24 427 252 |
Employment tax | 7 370 692 | 3 982 453 |
Other benefits | 5 409 542 | 2 903 585 |
Share based compensation cost | 5 164 610 | 5 639 676 |
Share based compensation employment tax | -1 335 753 | 1 302 266 |
Tax refund (SkatteFUNN) | -1 612 106 | -828 590 |
| Tot al | 50 306 197 | 37 426 643 |
Average number of employees | 34 | 21 |
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Financial statements
| Shares, subscription rights, | Total | Issued | Exercise price | Proceeds if |
| warrants, options | exercised | |||
Issued shares as of Dec 31, 2024 | 62 898 669 | 62 898 669 | ||
Share-based compensation | 5 740 000 | 5 735 500 | 11.47 | 65 786 185 |
Total as of Dec 31, 2024 | 68 638 669 | 68 634 169 | 65 886 185 |
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Allocation | Strike price | Issue date | Vesting | ||
| Person (Board Members) | |||||
Endre Ording Sund (Chair) | 100 000 | 10.00 | Jul 1, 2021 | three years with 1/3 each year | |
Einar Chr. Lange | 100 000 | 10.00 | Jul 1, 2021 | three years with 1/3 each year | |
Claes Oskar Nygren (Retired from Board) | - | 10.00 | Jul 1, 2021 | Options executed | |
John Arne Ulvan | 225 000 | 10.00 | Jul 1, 2021 | three years with 1/3 each year | |
Monika Inde Zsak | 225 000 | 10.00 | Jul 1, 2021 | three years with 1/3 each year | |
Wayne Thomson | 225 000 | 15.88 | Jul 1, 2022 | three years with 1/3 each year | |
Ellen Merete Hanetho | 112 500 | 13.95 | Sep 27, 2023 | three years with 1/3 each year | |
Total Board | 987 500 | ||||
| Person (CEO and senior management) | |||||
Wendy Lam, CEO (From Feb15, 2024) | 850 000 | 12.50 | Feb 15, 2024 | three years with 1/3 each year | |
Jan Kielland, CEO (Until Feb15, 2024, left Jul 3, 2024) | 850 000 | 10.00 | Jul 1, 2021 | three years with 1/3 each year | |
Ingar Bergh, CFO | 750 000 | 10.00 | Jul 1, 2021 | three years with 1/3 each year | |
Sam Thivolle, CDO | 100 000 | 12.75 | Oct 1, 2024 | three years with 1/3 each year | |
Cato Christensen, CTO | 500 000 | 11.50 | Aug 15, 2022 | three years with 1/3 each year | |
Johan Jungholm, CCO | 230 000 | 13.00 | Oct 18, 2021 | three years with 1/3 each year | |
Philipp Staggat, CPO | 240 000 | 13.64 | Oct 1, 2021 | As above (two tranches 190,000 issued Oct 1, 2021 | |
50,000 issued Dec 13, | 2023) | ||||
Total CEO and senior management | 2 570 000 | ||||
Total other employees (average weigthed) | 2 178 000 | Jul 1, 2021-Sep 1, 2022 | 3 years with 25% in year 1, 25% in year 2 and 50% in year 3 | ||
Total issued to Board and employees | 5 735 500 | ||||
Not allocated options in program | 4 500 | ||||
Total executed | 110 000 | ||||
Total for the program | 5 850 000 |
Consolidated financial statements
ContentsCompanyBoardofDirectors'reportESGreporting
Financial statements
Dec 31, 2024 | Dec 31, 2023 | ||||
| Number of | Weighted average | Number | of | Weighted average | |
| share options | exercise price | share options | exercise price | ||
Outstanding at beginning of year | 4 998 000 | 12.18 | 4 645 000 | 11.29 | |
Granted during the year | 1 070 000 | 12.65 | 658 000 | 13.06 | |
Forfeited during the year | 222 500 | 12.71 | 305 000 | 14.81 | |
Exercised during the year | 110 000 | 10.00 | - | - | |
Expired during the year | - | - | - | - | |
Outstanding at the end of the year | 5 735 500 | 11.47 | 4 998 000 | 12.18 | |
Exercisable at the end of the year | 3 940 750 | 10.93 | 2 170 833 | 10.86 |
| Dec 31, 2024 | Dec 31, 2023 | |
Weighted average share price | 12.65 | 12.18 |
Weighted average exercise price | 12.65 | 12.18 |
Expected volatility | 62.6% | 50% |
Expected life | 3.25 | 5.25 |
Risk-free rate | 3.65% | 3.43% |
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2024 | 2023 | |
| Amounts in NOK | ||
Machinery & equipment | 11 670 564 | 6 243 787 |
Right of use assets | 2 063 285 | 1 493 489 |
Patents | 431 794 | 431 794 |
Total | 14 165 644 | 8 169 069 |
2024 | 2023 | |
| Amounts in NOK | ||
Short term and low value leases | 429 596 | 284 641 |
Professional fees | 21 456 009 | 11 220 948 |
Other general and administrative expenses | 16 416 116 | 10 856 252 |
Capitalized cost | 92 198 | -92 198 |
Total | 38 393 919 | 22 269 643 |
| Auditor remuneration | 2024 | 2023 |
| Amounts in NOK | ||
Fee for statutory audit services | 775 119 | 425 781 |
Fees for other attestation services | 122 475 | 49 619 |
Fee for tax advice | 130 541 | 48 575 |
Fee for other services | 199 988 | 18 925 |
Total | 1 228 122 | 542 900 |
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Consolidated financial statements
ContentsCompanyBoardofDirectors'reportESGreporting
Financial statements
3.6 Taxes
This period’s tax expense | 2024 | 2023 |
| Amounts in NOK | ||
Payable tax | - | - |
Changes in deferred tax | - | - |
Tax expense on ordinary profit/loss | - | - |
| Taxable income | ||
Ordinary result before tax | -32 780 247 | -43 408 498 |
Permanent differences | -5 144 490 | 2 342 047 |
Changes in temporary differences | -2 351 793 | 6 257 644 |
Taxable income | -40 276 526 | -34 808 808 |
| Reconciliation of tax expense: | ||
Ordinary result before tax | -32 780 242 | -43 408 498 |
Tax expense 22% | -7 211 653 | -9 549 870 |
Tax effect on permanent differences | -1 131 788 | 515 250 |
Prior year adjustment | 476 243 | - |
Not recognized deferred tax assets | 7 867 198 | 9 034 619 |
| Net tax expense | - | - |
Dec 31, 2024 | Dec 31, 2023 | Changes | |
| Amounts in NOK | |||
Temporary differences | 4 892 099 | -5 439 011 | 6 257 644 |
Tax loss carried forward | -147 341 067 | -108 489 334 | 34 808 808 |
| Tot al | -142 448 968 | -113 928 345 | 41 066 451 |
22% deferred tax asset | -31 338 773 | -25 064 236 | 9 034 619 |
Not recognized | 31 338 773 | 25 064 236 | -9 034 619 |
Deferred tax asset recognized | - | - |
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Classification of net financial items | 2024 | 2023 |
| Amounts in NOK | ||
Other interest income | 2 646 697 | 1 010 364 |
Currency gain | 6 124 273 | 3 990 313 |
Other interest expense | -4 182 062 | -272 108 |
Interest expense lease | -590 125 | -471 688 |
Currency loss | -6 730 913 | -4 256 881 |
Net financial items | -2 732 131 | -1 927 256 |
| Basic and diluted earnings per share | 2024 | 2023 |
| Amounts in NOK | ||
Profit/(loss) for the year | -32 782 322 | -43 408 498 |
Total basic and diluted earnings per share attributable to the ordinary equity | -0.54 | - 0.81 |
| Weighted average number of shares used as the denominator | ||
| Weighted average number of shares used in basic earnings per | 60 897 045 | 53 533 395 |
| share | ||
Potential dilutive effect of granted share options | 5 740 000 | 4 998 000 |
Of which are anti-dilutive 1 | -5 740 000 | -4 998 000 |
| Weighted average number of shares used in diluted earnings per | 60 897 045 | 53 533 395 |
| share |
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Financial statements
| Intangible assets 2024 | Patents | Digital Platform | R&D | Total |
| Technology | ||||
| Amounts in NOK | ||||
Accumulated cost on Jan 1, 2024 | 7 340 500 | 1 292 394 | - | 8 632 894 |
Additions | - | 672 618 | 5 195 634 | 5 868 252 |
Accumulated cost on Dec 31, 2024 | 7 340 500 | 1 965 012 | 5 195 634 | 14 501 146 |
Accumulated depreciation and impairment at Jan 1, 2024 | - 1 295 382 | - | - | -1 295 382 |
Amortization for the year | -431 794 | - | - | -431 794 |
Accumulated depreciation and impairment Dec 31, 2024 | -1 727 176 | - | - | - 1 727 176 |
| Net carrying amount on Dec 31, 2024 | 5 613 325 | 1 965 012 | 5 195 634 | 12 773 970 |
Depreciation method | Straight line | Straight line | ||
Useful life | 17 | 5 |
| Intangible assets 2023 | Patents | Digital Platform | Tot al |
| Amounts in NOK | |||
Accumulated cost on Jan 1, 2023 | 7 340 500 | - | 7 340 500 |
Additions | - | 1 292 394 | 1 292 394 |
Accumulated cost on Dec 31, 2023 | 7 340 500 | 1 292 394 | 8 632 894 |
Accumulated depreciation and impairment on Jan 31, 2023 | - 863 588 | - | -863 588 |
Amortization for the year | -431 794 | - | -431 794 |
Accumulated depreciation and impairment Dec 31, 2023 | - 1 295 382 | - | - 1 295 382 |
| Net carrying amount on Dec 31, 2023 | 6 045 118 | 1 292 394 | 7 337 512 |
Depreciation method | Straight line | Straight line | |
Useful life | 17 | 5 |
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| Property, plant & equipment | Dec 31, 2024 | Dec 31, 2023 |
| Amounts in NOK | ||
Accumulated cost on Jan 1 | 73 797 627 | 25 090 070 |
Additions | 25 531 159 | 51 218 785 |
Government grants* | 2 511 228 | -2 511 228 |
Accumulated cost on Dec 31 | 101 840 014 | 73 797 627 |
Accumulated depreciation and impairment on Jan 1 | -6 530 031 | -286 244 |
Depreciation for the year | -11 670 564 | -6 243 787 |
Accumulated depreciation and impairment Dec 31 | -18 200 595 | -6 530 031 |
Net carrying amount on Dec 31 | 83 639 419 | 67 267 596 |
| Depreciation method | Straight line | Straight line |
Useful life | 5 | 5 |
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Financial statements
Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Government grant | 1 612 106 | 3 432 016 |
Prepaid Expenses | 2 936 208 | 2 122 447 |
VAT receivable | 2 631 208 | 3 734 260 |
Other receivables | 106 198 | 137 930 |
Total other current receivables | 7 285 720 | 9 426 653 |
Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Accrued interest | 333 773 | 264 774 |
Accrued expenses | 4 560 416 | 2 417 127 |
Accrued employee expenses | 5 223 078 | 4 839 535 |
Other | 10 297 | 10 135 |
Total other current liabilities | 10 127 564 | 7 531 571 |
Financial assets | Dec 31, 2024 | Dec 31, 2023 |
| Amounts in NOK | ||
| Financial assets measured at amortized cost | ||
Accounts receivables | 30 676 954 | 9 821 949 |
Cash and cash equivalents | 64 443 690 | 41 615 681 |
Total financial assets | 95 120 644 | 51 437 630 |
Financial liabilities | Dec 31, 2024 | Dec 31, 2023 |
| Amounts in NOK | ||
| Financial liabilities measured at amortized cost | ||
Non-current lease liability | 4 787 621 | 6 621 710 |
Debt to financial institutions | 46 842 277 | 63 713 587 |
Current lease liability | 2 109 137 | 1 880 567 |
Trade creditors | 15 374 658 | 15 324 695 |
Other current liabilities | - | 264 774 |
Total financial liabilities | 69 113 193 | 87 805 333 |
5 OTHER CURRENT ASSETS AND LIABILITIES
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| Overview of borrowings | Dec 31, 2024 | Dec 31, 2023 |
| Amounts in NOK | ||
| Non-current | ||
Debt to credit institutions | 27 613 473 | 45 212 693 |
Total non-current borrowings | 27 613 473 | 45 212 693 |
| Current | ||
Debt to credit institutions | 19 228 804 | 18 500 894 |
Total current borrowings | 19 228 804 | 18 500 894 |
Total borrowings | 46 842 277 | 63 713 587 |
Booked value of secured assets | Dec 31, 2024 | Dec 31, 2023 |
| Amounts in NOK | ||
Plant and equipment | 83 639 419 | 67 267 596 |
Account receivables | 30 676 954 | 9 821 949 |
Total | 114 316 373 | 77 089 545 |
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Right-of-use assets | 2024 | 2023 |
| Amounts in NOK | ||
On Jan 1 | 8 522 788 | 132 382 |
Additions | 295 547 | 9 883 894 |
Depreciation charge | -2 063 285 | -1 493 489 |
On Dec 31 | 6 755 051 | 8 522 788 |
Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Office | 6 437 548 | 8 110 034 |
Office equipment | 317 503 | 412 754 |
Total right-of-use assets | 6 755 051 | 8 522 788 |
Depreciation method | Straight line | Straight line |
Useful life | 5 | 5 |
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Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Current | 2 109 137 | 1 880 567 |
Non-current | 4 787 621 | 6 621 710 |
Total lease liability | 6 896 758 | 8 502 277 |
| 2024 | 2023 | |
| Amounts in NOK | ||
Opening balance Jan 1 | 8 502 277 | 144 729 |
Principal repayments | -1 901 066 | - 1 526 346 |
Interest expense | 590 126 | 471 688 |
Interest paid | -590 126 | - 471 688 |
New leases | 295 547 | 9 883 894 |
Closing balance Dec 31 | 6 896 758 | 8 502 277 |
Amounts recognized in the income statement | 2024 | 2023 |
| Amounts in NOK | ||
Interest expense (included in finance cost) | 590 126 | 471 688 |
Expense relating to short-term and low-value leases | - | - |
Expense relating to depreciation | 2 063 285 | 1 493 489 |
Total | 2 653 411 | 1 965 177 |
| Additional information/sensitivity analysis | 2024 | 2023 |
| Effect on lease liabilities if the discount rate increases by 1% | -137 935 | -150 278 |
| Effect on lease liabilities if the discount rate decreases by 1% | 137 935 | 155 409 |
The total cash outflow for leases in NOK | 2 491 192 | 1 998 035 |
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Reconciliation cash flow from financing activities | Borrowings | Lease liabilities | Total |
| Amounts in NOK | |||
Liabilities from financing activities on Jan 1,2023 | 23 000 000 | 144 729 | 23 144 729 |
Financing cash flow (payments) | -5 822 146 | -1 526 346 | -7 348 492 |
Cash inflows from new borrowings | 48 996 562 | - | 48 996 562 |
New leases | - | 9 883 894 | 9 883 894 |
FX changes loan | -2 460 828 | - | -2 460 828 |
Liabilities from financing activities on Dec 31, 2023 | 63 713 588 | 8 502 277 | 72 215 864 |
Liabilities from financing activities on Jan 1, 2024 | 63 713 588 | 8 502 277 | 72 215 864 |
Financing cash flow (payments) | -19 023 321 | -1 901 066 | -20 924 387 |
Cash inflows from new borrowings | - | - | - |
New leases | - | 295 547 | 295 547 |
FX changes loan | 2 152 012 | - | 2 152 012 |
Liabilities from financing activities on Dec 31, 2024 | 46 842 277 | 6 896 758 | 53 739 035 |
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Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Cash at bank | 64 443 690 | 41 615 681 |
Total | 64 443 690 | 41 615 681 |
Bank overdrafts | - | - |
Balances per statement of cash flow | 64 443 690 | 41 615 681 |
| Restricted cash included in the above: | ||
Payment of employees' tax deduction | 1 893 446 | 1 127 023 |
Client back guarantee | 1 200 000 | - |
Total | 3 093 446 | 1 127 023 |
Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Accounts receivables | 30 676 954 | 9 821 949 |
Total accounts payables | 30 696 954 | 9 821 949 |
Dec 31, 2024 | Dec 31, 2023 | |
| Amounts in NOK | ||
Accounts payables | 15 374 658 | 15 324 695 |
Total accounts payables | 15 374 658 | 15 324 695 |
6.7 Accounts payables
6. 8 Financial risk and capital management
As indicated in note 6.1, financial assets held by the Group mainly comprise cash and cash
equivalents and trade receivables. Financial liabilities are of borrowings, lease liabilities, and trade
payables. In conducting its operations, the Group faces the following main types of risks: credit risk,
liquidity risk and market risk. Management keeps track of the evolution of the different risks, and the
potential impact to the Group. The Group has not entered into any derivative contracts to manage its
exposure to financial risks during 2024.
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On Dec 31, 2024 | Carrying amount | Less than 3 months | 3-12 months | 1-5 years | More than 5 years | Total |
| Amounts in NOK | ||||||
Borrowings NOK | 13 800 000 | 1 150 000 | 3 450 000 | 9 200 000 | - | 13 800 000 |
Borrowings EUR | 33 042 277 | 3 657 201 | 10 971 603 | 18 413 474 | - | 33 042 277 |
Lease liabilities | 6 896 758 | 617 673 | 1 853 020 | 4 426 065 | - | 6 896 758 |
Total financial liabilities | 53 739 035 | 5 424 874 | 16 274 623 | 32 039 539 | - | 53 739 035 |
On Dec 31, 2023 | Carrying amount | Less than 3 months | 3-12 months | 1-5 years | More than 5 years | Total |
| Amounts in NOK | ||||||
Borrowings NOK | 18 400 000 | 1 150 000 | 3 450 000 | 13 800 000 | - | 18 400 000 |
Borrowings EUR | 45 313 587 | 3 475 223 | 10 425 670 | 31 412 693 | - | 45 313 587 |
Lease liabilities | 8 502 277 | 617 673 | 1 853 020 | 7 440 493 | - | 9 911 186 |
Total financial liabilities | 72 215 864 | 5 242 897 | 15 728 690 | 52 653 186 | - | 73 624 773 |
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Financial statements
On Dec 31, 2024 | EUR | GBP | USD |
Financial assets | 4 113 598 | - | 24 946 |
Accounts receivables | 797 640 | - | - |
Cash and bank deposits | 3 315 958 | - | 24 946 |
Financial liabilities | -3 039 460 | -6 354 | -30 236 |
Trade payables | -238 080 | -6 354 | -30 236 |
Debt to financial institutions | -2 801 380 | - | - |
Exchange rate sensitivity analysis | 2024 | 2023 |
Increase in EUR/NOK exchange rate of 10% | 715 306 | 33 162 |
Increase in GBP/NOK exchange rate of 10% | -635 | -2 562 |
Increase in USD/NOK exchange rate of 10% | -5 518 | -8 327 |
| Interest rate sensitivity analysis | 2024 | 2023 |
Profit and loss effect by increase in borrowing rate of 5% | 2 721 118 | 3 610 793 |
On Dec 31, 2023 | EUR | GBP | USD |
Financial assets | 5 394 456 | - | - |
Accounts receivables | 1 929 670 | - | - |
Cash and bank deposits | 3 464 786 | - | - |
Financial liabilities | - 5 062 834 | - 25 619 | - 83 275 |
Trade payables | - 1 021 774 | - 25 619 | - 83 275 |
Debt to financial institutions | - 4 041 060 | - | - |
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| Number of shares | Amounts in NOK | |||
Authorized shares | Dec 31, 2024 | Dec 31, 2023 | Dec 31, 2024 | Dec 31, 2023 |
| Amounts in NOK | ||||
Fully paid ordinary shares | 62 898 669 | 53 533 395 | 31 449 334 | 26 766 697 |
Total share capital | 62 898 669 | 53 533 395 | 31 449 334 | 26 766 697 |
Number of shares | Par value per share | Share capital (NOK) | Share premium total | ||
(NOK) (NOK) | |||||
| Movements in ordinary shares | |||||
Opening balance on Jan 1, 2023 | 53 533 395 | 1 | 53 533 395 | 81 072 850 | |
1 Equity restructuring (reduction of par value) | |||||
Reduction of nominal value | -0.5 | -26 766 698 | - | ||
Closing balance on Dec 31, 2023 | 53 533 395 | 0.5 | 26 766 697 | 81 072 850 | |
| Opening balance on Jan 1, 2024 | 55 533 395 | 0.5 | 26 766 697 | 81 072 850 | |
Capital increase Feb 16 | 7 005 274 | 0.5 | 3 502 637 | 84 763 815 | |
Capital increase Jun 5 | 2 250 000 | 0.5 | 1 125 000 | 28 800 000 | |
Execution of employee share options | 110 000 | 0.5 | 55 000 | 1 045 000 | |
Transactional costs | - | - | - | -9 623 292 | |
Closing balance on Dec 31, 2024 | 62 898 669 | 0.5 | 31 449 334 | 186 058 374 | |
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Person | Position | Shares |
Endre Ording Sund | Chair of the Board | - |
John Arne Ulvan | Member of the Board | 19 841 |
Monika Inde Zsak | Member of the Board | 5 952 |
Ellen Hanetho | Member of the Board | - |
Wayne Thomson | Member of the Board | 11 904 |
Wendy Lam | CEO | 38 198 |
Ingar Bergh | CFO | 30 673 |
Sam Thivolle | CDO | 15 037 |
Cato Christensen | CTO | - |
Johan Jungholm | CBDO | 63 492 |
Philipp Staggat | CPO | 4 000 |
| Shareholders as of December 31, 2024 | |
Rederiaktieselskapet Skrim | 9 546 474 15,18% |
SEOTO AS | 5 172 677 8,22% |
Aquila Holdings Investment AS | 4 033 188 6,41% |
DNB Bank ASA | 3 483 737 5,54% |
MP Pensjon PK | 2 886 800 4,59% |
T.D. Veen AS | 2 093 202 3,33% |
Danske Bank A/S | 1 804 799 2,87% |
F2 Funds AS | 1 604 629 2,55% |
Alphecca AS | 1 600 000 2,54% |
Redback AS | 1 549 769 2,46% |
Tigerstaden AS | 1 500 000 2,38% |
Mathisen | 1 410 578 2,24% |
F1 Funds AS | 1 257 538 2,00% |
GM Capital AS | 1 200 000 1,91% |
Danske Invest Norge Vekst | 1 179 850 1,88% |
Engelsviken Fryseri AS | 1 143 891 1,82% |
The Northern Trust Company, London Branch | 1 130 000 1,80% |
Daimyo Invest AS | 1 030 000 1,64% |
Q Capital AS | 998 490 1,59% |
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Subsidiaries | Country | Purchase date | Ownership and voting interest |
CapSol-EoP AS | Norway | Oct 29, 2015 | 100% |
Capsol Engineering AB | Sweden | Nov 25, 2016 | 100% |
Capsol Technologies LLC | USA | Aug 31, 2023 | 100% |
7. OTHER
7.2 Government grants
Accounting policies
Government grants are recognized when there is reasonable assurance that the Group will
comply with the conditions attaching to them; and the grant will be received.
Government grants relating to the purchase of property, plant and equipment are normally
included as a reduction of the carrying amount of the related assets. These provisions are
recognized in the consolidated statement of financial performance, on a systematic basis, as an
offset to the depreciation expenses from the Group.
Government grants relating to costs are deferred and recognized in profit or loss over the
period necessary to match them with the costs that they are intended to compensate.
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7.3 Related parties
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Consolidated financial statements
Financial statements
Parent financial statements 77
Income statement 78
Balance sheet 79
Cash flows 81
Notes to parent financial statements 82
Accounting principles 82
Revenue 84
Salary cost and benefits, remuneration to the auditor 85
Remuneration to Board of Directors, CEO and other senior executives 86
Intangible assets 87
Property, plant and equipment 88
Other operating expenses 88
Classification of net financial items 88
Income tax expense and deferred tax 89
Subsidiaries 89
Group company transactions 90
Cash 90
Shareholders 91
Equity capital 92
Long-term debt 96
Market risk 97
Events after balance sheet day 98
Auditors report 99
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Financial statements
Notes
2024 2023
Amounts in NOK
Operating income and expenses
Revenue 96 943 073 35 848 826
Total operating revenue
2 96 943 073 35 848 826
Costs of materials 21 737 675 9 286 069
Personnel expenses
3/4 49 834 454 37 426 643
Depreciation of intangible assets and plant and equipment
5/6 12 102 359 6 675 580
Other operating expenses
3/7 36 750 192 24 242 750
Total operating expenses
120 424 680 77 631 042
Operating loss
-23 481 606 -41 782 216
Financial income and expenses
Other interest income 2 646 697 1 010 364
Other financial income 6 124 274 3 990 313
Other interest expenses -4 158 329 -2 008 285
Other financial expenses -6 754 646 -4 453 541
Net financial items
8 -2 142 004 -1 461 149
Loss before income tax -25 623 610 -43 243 365
Income tax expense
9 - -
Net loss
-25 623 610 -43 243 365
Allocation
Loss brought forward to uncovered loss 25 623 610 43 243 365
Net loss brought forward -25 623 610 -43 243 365
Income statement
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Notes
Dec 31, 2024
Dec 31, 2023
Amounts in NOK
ASSETS
Fixed assets
Intangible assets
Patents and digital platform 12 773 970 7 337 512
Total intangible assets
5 12 773 970 7 337 512
Plant and equipment 83 639 419 69 778 824
Total plant and equipment
6/15 83 639 419 69 778 824
Financial fixed assets
Investments in subsidiaries
10 1 1
Investments in other companies - 9 000
Loan to group companies
11 620 213 72 635
Other financial fixed assets 106 655 79 423
Total financial fixed assets 726 868 161 060
Total fixed assets 97 140 257 77 277 396
Current assets
Debtors
Accounts receivables
15 30 676 954 9 821 949
Group company receivables
11 4 048 405 -
Other short-term receivables 7 179 064 9 318 138
Total receivables 41 904 423 19 140 087
Cash and bank deposits
12 64 261 134 41 476 875
Total current assets 106 165 557 60 616 962
Total assets 203 305 814 137 894 357
Balance sheet
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Financial statements
Notes
Dec 31, 2024
Dec 31, 2023
Amounts in NOK
EQUITY AND LIABILITIES
Equity
Paid-up equity
Share capital
13 31 449 335 26 766 698
Share premium reserve 186 058 373 81 072 850
Other paid in capital 25 271 798 20 107 188
Total paid-up equity 242 779 506 127 946 736
Retained earnings
Uncovered loss -119 568 918 -93 945 308
Total retained earnings -119 568 918 -93 945 308
Total equity
14 123 210 589 34 001 428
Liabilities
Long term debt
Debt to financial institutions
15 46 842 277 63 713 587
Total long-term debt 46 842 277 63 713 587
Short term debt
Unearned income
2 4 025 044 11 746 322
Trade creditors 15 244 734 15 228 425
Public duties payable 3 764 603 3 070 631
Liabilities to group companies
11
101 300 101 300
Other current debt 10 117 267 10 032 664
Total short-term debt 33 252 948 40 179 342
Total liabilities 80 095 225 103 892 929
Total equity and liabilities 203 305 814 137 894 357
Balance sheet
Oslo, April 9, 2025
The Board of Capsol Technologies ASA
Wendy Lam
Chief Executive Officer
Monika Inde Zsak
Member of the Board
Ellen Merete Hanetho
Member of the Board
Endre Ording Sund
Chair of the Board
John Arne Ulvan
Member of the Board
Wayne Thomson
Member of the Board
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Parent company financial statements
Financial statements
Notes
2024
2023
Amounts in NOK
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax -25 623 610 -43 243 365
Ordinary depreciation
5/6 12 102 359 6 675 580
Change in accounts receivable -20 855 005 -7 826 474
Change in unearned income -7 721 278 11 746 322
Change in trade creditors 16 309 13 945 616
Share based compensation scheme without cash impact
14 5 164 610 5 639 676
Change in other accrual items -1 699 820 4 925 087
Net cash from operating activities -38 616 435 -8 137 558
CASH FLOWS FROM INVESTMENT ACTIVITIES
Investments in plant and equipment
5/6 -31 396 230 -52 511 178
Net cash from investment activities -31 396 230 -52 511 178
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of new long-term liabilities
15 - 48 996 562
Currency conversion loan 2 152 084 -2 460 828
Down payment loan -19 023 321 -5 822 146
Net proceeds from share issue
14 109 668 161 -
Net cash from financing activities 92 796 924 40 713 588
Net change in cash and cash equivalents 22 784 259 -19 935 148
Cash and cash equivalents at the start of the period 41 476 875 61 412 023
Cash and cash equivalents at the end of the period 64 261 134 41 476 875
Cash flows
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Parent company financial statements
Financial statements
1 ACCOUNTING PRINCIPLES
The financial statements have been prepared in accordance with the Norwegian
Accounting Act and generally accepted accounting principles in Norway. All amounts are
stated in Norwegian Kroner.
Use of estimates
The management has used estimates and assumptions that have affected assets, liabilities,
incomes, expenses and information on potential liabilities in accordance with generally
accepted accounting principles in Norway.
Foreign currency translation
Transactions in foreign currency are translated at the rate applicable on the transaction date.
Monetary items in a foreign currency are translated into NOK using the exchange rate
applicable on the balance sheet date. Non-monetary items that are measured at their
historical price expressed in a foreign currency are translated into NOK using the exchange
rate applicable on the transaction date. Non-monetary items that are measured at their
fair value expressed in a foreign currency are translated at the exchange rate.
Revenue recognition
Consideration from sale of services is recognized at fair value of the consideration, net after
deduction of VAT and discounts. Revenues from the sale of services are recognized in the
income statement for the period when the service is performed.
Income tax
The tax expense consists of the tax payable and changes to deferred tax. Deferred tax/tax
assets are calculated on all differences between the book value and tax value of assets and
liabilities. Deferred tax is calculated as 22% of temporary differences and the
tax effect of tax losses carried forward.
Deferred tax assets are recorded in the balance sheet when it is more likely than not that the tax
assets will be utilized. Taxes payable and deferred taxes are recognized directly in equity to the
extent that they relate to equity transactions.
Balance sheet classification
Current assets and short-term liabilities consist of receivables and payables falling due within
one year, and items related to the inventory cycle. Other balance sheet items are classified as
fixed assets / long term liabilities. Current assets are valued at the lower of cost and fair value.
Short term liabilities are recognized at nominal value.
Fixed assets are valued at cost, less depreciation and impairment losses. Long term liabilities
are recognized at nominal value.
Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Intangible
assets consist mainly of patents. Following initial recognition, intangible assets are carried at
cost less any accumulated amortization and accumulated impairment losses. Intangible
assets with finite useful lives are amortized on a straight-line basis over their estimated
useful lives. The amortization expense is recognized in the income statement. Gains or
losses arising from derecognition of an intangible asset are measured as the difference
between the net disposal proceeds and the carrying amount of the asset and are recognized
in the income statement when the asset is derecognized.
Property, plant and equipment
Property, plant and equipment is stated at cost. Depreciation is recorded on a straight-line
basis over the following estimated useful lives of the assets.
Expenditures for maintenance and repairs are charged to other expenses in the period incurred.
Assets under construction are not depreciated until completed and ready for their intended use.
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Parent company financial statements
Financial statements
Investment in subsidiaries and associates
The cost method is applied for investments in subsidiaries and associates. The cost price is
increased when funds are added through capital increases or when group contributions are
made to subsidiaries. Dividends received are initially taken to income. Dividends exceeding
the portion of retained equity after the purchase are reflected as a reduction in purchase
cost. Dividend/group contribution from subsidiaries are reflected in the same year as the subsidiary
makes a provision for the amount. Dividend from other companies is reflected as financial income
when it has been approved. Taxes are recognized directly in equity to the extent that they relate to
equity transactions.
Impairment of intangible assets and investments
Impairment tests are carried out if there is an indication that the carrying amount of an asset
exceeds the estimated recoverable amount. The test is performed on the lowest level of
fixed assets at which independent cash flows can be identified. If the carrying amount is
higher than both the fair value less cost to sell and value in use (net present value of future
use/ownership), the asset is written down to the highest of fair value less cost to sell and the
value in use. Previous impairment charges, except write-down of goodwill, are reversed in
later periods if the conditions causing the write-down are no longer present.
Accounts receivable and other receivables
Accounts receivable and other current receivables are recorded in the balance sheet at
nominal value less provisions for doubtful accounts. Provisions for doubtful accounts are
based on an individual assessment of the different receivables. For the remaining receivables,
a general provision is estimated based on expected loss.
Pensions
The Company has a pension scheme for all employees, assessed as contribution plan. The
pension scheme is financed through payments to an insurance company. After the contribution has
been made, the Company has no further commitment to pay. The contribution is recognized as payroll
expenses.
Cash flow statement
The cash flow statement is presented using the indirect method. Cash and cash equivalents
includes cash, bank deposits and other short term, highly liquid investments with maturities
of three months or less.
Share-based compensation
The Company provides incentives to employees in the form of equity-settled share-based
instruments. Equity-settled share options are measured at fair value at grant date and
recognized in the income statement under salary and personnel expenses over the period in
which the final right of the options vest. The balancing item is recognized directly in equity.
On initial recognition of share options, the number of options expected to vest at expiry is
estimated. Subsequently the estimated number of vested options is revised for changes, so
that the total recognition is based on the actual number of vested options. The fair value of
the options granted is estimated using the Black-Scholes model.
Government grants
Governments grants are recognized when there is reasonable assurance that the Company will comply
with the conditions for the scheme and the payment will be received. Governments grants relating to the
purchase or development of property, plant and equipment are normally recognized as a reduction of
the carrying amount of the related assets. Government grants regarding expenses that are recognized in
the income statement as personnel expenses or other operating expenses are treated as a reduction of
the related cost. The receivable amount regarding grants recognized but not received in cash is included
under other short-term receivables.
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Parent company financial statements
Financial statements
Geographical distribution 2024 2023
Amounts in NOK
Europe 96 943 073 35 848 826
US - -
Others - -
Revenue 96 943 073 35 848 826
Other operating income - -
Total revenue 96 943 073 35 848 826
2 REVENUE
Capsol Technologies currently has three revenue streams
• CapsolGo® demonstration units where the performance obligation is to provide the customers with one or
more operation and testing packages (OTSP) to test the technology on the customers sites and
facilities. Revenue is recognized over time over the planned demonstration period, normally between
five-seven months.
• Engineering services and feasibility studies. Each agreed engineering service or feasibility study is a
performance obligation. The revenue from engineering and feasibility studies are recognized point in time
when predefined milestones are reached.
• Revenue from technology licensing is recognized in accordance with the underlying contract terms. Revenue
is typically recognized when a defined milestone is achieved, such as a Final Investment Decision (FID). If a
contract includes performance guarantee provisions, an appropriate portion of the revenue may be deferred,
with contingencies recognized in accordance with IFRS 15. For licensing revenue booked to date, there are
no outstanding guarantee commitments related to future performance.
Any costs to prepare the CapsolGo® demonstration units at site are a cost to fulfill the performance obligation
and will be amortized over the planned testing period.
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Financial statements
Salary costs 2024
2023
Amounts in NOK
Salaries 33 225 363 24 427 252
Employment tax 7 370 692 3 982 453
Other benefits 6 378 726 2 903 585
Share based compensation cost 5 164 610 5 639 676
Share based compensation incl. employment tax -1 335 753 1 302 266
Tax refund (SkatteFUNN) -969 184 -828 590
Total
49 834 454 37 426 643
Number of employees
34 21
Auditor remuneration
2024 2023
Amounts in NOK
Fee for statutory audit services 775 119 425 781
Fees for other certification services 122 475 49 619
Fee for tax advice 130 541 48 575
Fee for other services 199 988 18 925
Total 1 228 122 542 900
3 SALARY COST AND BENEFITS, REMUNERATION TO THE AUDITOR
Pension cost
The Company is liable to maintain an occupational pension scheme under the Mandatory
Occupational Pension Act. The Company's pension scheme satisfies the requirements of this act.
The pension cost is incl. under "other benefits" in the table above of NOK 2,871,030.
CAPSOL TECHNOLOGIES ANNUAL REPORT 2024
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Parent company financial statements
Financial statements
2024 2023
Amounts in NOK
Sam Thivolle, CDO (from Dec 1, 2024) 124 010 -
Salary 122 540 -
Bonus - -
Post-employment benefits - -
Other benefits 1 470 -
Ingar Bergh, CFO 2 773 501 2 317 722
Salary 1 767 278 1 414 349
Bonus 816 666 730 730
Post-employment benefits 161 963 158 865
Other benefits 25 594 13 778
Cato Christiansen, CTO 2 769 602 1 456 398
Salary 1 568 624 1 283 950
Bonus 1 023 288 -
Post-employment benefits 157 786 162 010
Other benefits 19 904 10 340
Johan Jungholm, CBDO 2 461 199 1 945 987
Salary 1 654 400 1 291 108
Bonus 727 274 469 927
Post-employment benefits 157 786 164 463
Other benefits 31 739 20 489
Philip Staggat, CPO 2 392 273 1 933 877
Salary 1 585 287 1 113 840
Bonus 630 703 685 875
Post-employment benefits 155 816 124 564
Other benefits 20 467 9 598
2024 2023
Amounts in NOK
Endre Ording Sund , Chair of the Board 475 000 300 000
Einar Chr. Lange, Director (Retired Jun, 2024) 181 500 187 500
John Arne Ulvan, Director 318 750 187 500
Monika Ind Zsak, Director 318 750 187 500
Wayne Thomson, Director 415 070 187 500
Ellen Hanetho, Director 336 700 75 000
Wendy Lam, Director (Left Feb15, 2024) 112 500 75 000
Total 2 158 270 1 312 500
2024 2023
Amounts in NOK
Jan Kielland, CEO (Until Feb 15, 2024, left Jul 3, 2024) 2 149 794 2 757 382
Salary 1 060 564 1 739 306
Bonus 939 396 844 040
Post-employment benefits 141 932 167 229
Other benefits 7 902 6 807
Wendy Lam, CEO (From Feb 15, 2024) 2 081 205 -
Salary 1 898 059 -
Bonus - -
Post-employment benefits 161 213 -
Other benefits
21 933 -
CEO and management participate in the company's share-based compensation program
approved by the annual general meeting held June 30, 2021. The CEO also partakes in the Company's
bonus program.The CEO's agreement has six months mutual termination. The Company has the right to
terminate the agreement with immediate effect, should the Company decide to use this right, the CEO is
entitled to twelve months severance pay. Board Members have no agreements for severance pay. There
are no loans and other obligations for the Board, CEO or to the rest of the management.
4 REMUNERATION TO BOARD OF DIRECTORS, CEO AND OTHER SENIOR EXECUTIVES
CEO
Other senior executivesBoard of Directors
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Financial statements
Patents
Dec 31, 2024 Dec 31, 2023
Amounts in NOK
Capitalized acquisition of patent rights at start of period 7 340 500 7 340 500
Additions -
Accumulated depreciation -1 727 176 -1 295 382
Total 5 613 324 6 045 118
Depreciation in the year 431 794 431 794
Depreciation plan Straight line Straight line
Estimated useful life from start of depreciation 17 17
Digital Platform Dec 31, 2024
Dec 31, 2023
Amounts in NOK
Capitalized acquisition of patent rights at start of period 1 292 393 -
Additions 672 618 1 292 393
Accumulated depreciation - -
Total 1 965 011 1 292 393
Depreciation in the year - -
Depreciation plan Straight line Straight line
Estimated useful life from start of depreciation 5 5
R&D Technology Dec 31, 2024
Dec 31, 2023
Amounts in NOK
Capitalized acquisition of patent rights at start of period - -
Additions 5 195 635 -
Accumulated depreciation - -
Total 5 195 635 -
Depreciation in the year - -
Depreciation plan Straight line Straight line
Estimated useful life from start of depreciation 5 5
Depreciations started in 2021 as the technology was considered ready for intended use.
The Company holds patented technology for large-scale CO capture in power production and other industrial
applications. Expected future uses and revenues are assumed to justify the value of capitalized cost price.
Patent costs are expensed on an ongoing basis. Patent costs are also covered for patents held by subsidiaries.
5 INTANGIBLE ASSETS
Significant judgement
Capsol’s research and development activities relate mainly to development of the patents on Carbon
capture technology. Internal costs to develop the CapsolGo® units have been recognized as part of
property, plant and equipment. In addition, development of a new technological digital platform has
been recognized in 2024. For other research and development costs relating to the developing the
patents and technology, management has assessed that the requirements to capitalize is not present.
The additions during 2024 relate to Capsol’s feasibility and engineering studies where the purpose of
the project is to develop the products and services further. Capsol has obtained some residual income
during the development phase of these projects, and these proceeds have not been deducted from the
cost of the intangible assets. Up until 2023, Capsol has not capitalized any development costs.
However, in 2024, management considers the development of the CapsolGT® product to meet the
recognition requirements indicated above, and therefore, has started to capitalize costs from these
projects.
Research &Development
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Financial statements
2024 2023
Amounts in NOK
Rent 2 831 578 2 282 676
Professional fees 17 522 527 11 220 948
Other general and administrative expenses 16 321 889 10 831 324
Tax refund (SkatteFUNN) 92 198 -92 198
Total 36 750 192 24 242 750
2024
2023
Amounts in NOK
Other interest income 2 646 697 1 010 364
Currency gain 6 124 274 3 990 313
Other interest expense -4 182 062 -2 204 945
Currency loss -6 730 913 -4 256 881
Total -2 142 004 -1 461 149
Dec 31, 2024 Dec 31, 2023
Amounts in NOK
Capitalized acquisition 76 308 855 25 090 070
Additions 25 531 315 51 218 785
Accumulated depreciation -18 200 750 -6 530 031
Total 83 639 420 69 778 824
Depreciation in the year 11 670 719 6 243 786
Depreciation plan Straight line Straight line
Estimated useful life from start of depreciation 5 5
The Company has a rental contract with Thune Eureka AS running from March 1, 2023
to 28 August 2028. The annual rent is NOK 2,882,460 for 2025. The rental contract is
accounted for as operational lease.
7 OTHER OPERATING EXPENSES
8 CLASSIFICATION OF NET FINANCIAL ITEMS
6 PROPERTY, PLANT & EQUIPMENT
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Financial statements
This period’s tax expense
2024
2023
Amounts in NOK
Payable tax - -
Changes in deferred tax - -
Tax expense on ordinary profit/loss - -
Taxable income
Ordinary result before tax -25 623 610 -43 243 365
Permanent differences -5 144 490 2 342 047
Changes in temporary differences -2 351 793 6 092 510
Taxable income -33 119 893 -34 808 808
Reconciliation of tax expense
Ordinary result before tax -25 623 610 -43 243 365
Tax expense 22% -5 637 194 -9 513 540
Tax effect on permanent differences -1 131 788 515 250
Prior year adjustments 476 243 -
Not recognized deferred tax assets 6 292 739 8 998 290
Net tax expense - -
Deferred tax/deferred tax assets Dec 31, 2024 Dec 31, 2023 Changes
Amounts in NOK
Temporary differences 4 892 099 -5 273 877 -10 165 976
Tax loss carried forward -147 258 670 -108 489 334 38 769 336
Total -142 366 571 -113 763 211 28 603 360
22% deferred tax asset -31 320 646 -25 027 906 6 292 739
Not recognized 31 320 646 25 027 906 -6 292 739
Deferred tax asset recognized
- -
Subsidiaries (office)
Ownership and
voting interest
Acquisition
cost
Share of Equity
Dec 31, 2024
Share of Results
in 2024
Amounts in NOK
CapSol-EoP AS (Oslo) 100% 750 000 -52 543 -
Capsol Engineering AB (Sweden) SEK
1
100% 10 000 119 290 -22 104
Capsol Technologies LLC, Delaware, USA 100% - -4 584 558 -4 584 558
Write downs -759 999
Booked value 1
Deferred tax/deferred tax assets
The tax effect on temporary differences and tax loss carried forward that has formed the basis
for deferred tax and deferred tax assets, specified on type of temporary differences:
9 INCOME TAX EXPENSE AND DEFERRED TAX
1
The financial year for Capsol Engineering AB is ending August 31. The disclosed figures are denominated in SEK and regards the period September 1,2023- August 31, 2024.
10 SUBSIDIARIES
Investments in subsidiaries are recognized at cost less accumulated impairment losses. The
are no operational activities in the European subsidiaries and the investments have in
previous years been written down from NOK 760,000 by NOK 759,999 to NOK 1 because
the fair value is assessed to be lower than cost.
The subsidiaries in USA (Capsol Technologies LLC) started in 2024.
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Financial statements
2024
2023
Amounts in NOK
Financial fixed assets
Capsol-EoP AS 52 543 52 543
Capsol Technologies LLC, US 567 670 20 092
Loan to group companies 620 213 72 635
Debtors
Capsol Technologies LLC, US 4 048 405 -
Group company receivables 4 048 405 -
Short term debts
Capsol Engineering AB 101 300 101 300
Liabilities to group companies 101 300 101 300
Restricted bank deposit Dec 31, 2024 Dec 31, 2023
Amounts in NOK
Restricted cash included in the above:
Payment of employees' tax deduction 1 893 446 1 127 023
Client back guarantee 1 200 000 -
Total 3 093 446 1 127 023
12 CASH
11 GROUP COMPANY TRANSACTIONS
As of end 2024 Transactions with Capsol Technologies LLC is not calculated with
interest. From January 1, 2025, there will be an agreement in place regulating interest and
arm's length policies for Group transactions.
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Financial statements
Person Position Shares
Endre Ording Sund Chair of the Board -
John Arne Ulvan Member of the Board 19 841
Monika Inde Zsak Member of the Board 5 952
Ellen Hanetho Member of the Board -
Wayne Thomson Member of the Board 11 904
Wendy Lam CEO 38 198
Ingar Bergh CFO 30 673
Sam Thivolle CDO 15 037
Cato Christensen CTO -
Johan Jungholm CBDO 63 492
Philipp Staggat CPO 4 000
Rederiaktieselskapet Skrim 9 546 474 15,18%
SEOTO AS 5 172 677 8,22%
Aquila Holdings Investment AS 4 033 188 6,41%
DNB Bank ASA 3 483 737 5,54%
MP Pensjon PK 2 886 800 4,59%
T.D. Veen AS 2 093 202 3,33%
Danske Bank A/S 1 804 799 2,87%
F2 Funds AS 1 604 629 2,55%
Alphecca AS 1 600 000 2,54%
Redback AS 1 549 769 2,46%
Tigerstaden AS 1 500 000 2,38%
Mathisen 1 410 578 2,24%
F1 Funds AS 1 257 538 2,00%
GM Capital AS 1 200 000 1,91%
Danske Invest Norge Vekst 1 179 850 1,88%
Engelsviken Fryseri AS 1 143 891 1,82%
The Northern Trust Company, London Branch 1 130 000 1,80%
Daimyo Invest AS 1 030 000 1,64%
Q Capital AS 998 490 1,59%
Tone Bekkestad AS 772 673 1,23%
Remaining investors 17 500 374 27,82%
Total 62 898 669 100,00%
13 SHAREHOLDERS
The share capital consists of 62,898,669 shares with a nominal value of
NOK 0.5 total NOK 31,449,334 and is fully paid. Each share provides one
vote. The Company has one class of shares.
Shareholders as of December 31, 2024
The Company's shares are VPS-registered and listed on Euronext Oslo
Børs from June 19, 2024. Numbers of shares and share subscription rights
held by the board and CEO and leading senior management, including shares
held by companies controlled by the representatives:
Rights under the management incentive scheme are not included, cf. note 14.
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Parent company financial statements
Financial statements
Share capital Share premium Other paid in capital Net loss Total equity
Amounts in NOK
Equity on Jan 1, 2024 26 766 698 81 072 850 20 107 189 -93 945 308 34 001 428
Result 2024 - - - -25 623 610 -25 623 610
Share issues 4 682 633 104 985 524 - - 109 668 161
Share based compensation - - 5 164 610 - 5 164 610
Equity on Dec 31, 2024
31 449 335 186 058 374 25 271 799 -119 568 917 123 210 589
14 EQUITY CAPITAL
Funding measure carried out
Capital raise
On February 16, 2024, Capsol announced the completion of a successful private placement, raising gross
proceeds of approx. NOK 88, 27 million. The share issue provides the Company with a strong financial basis
to execute its business plan. The net proceeds will go towards financing strategic initiatives within new
markets, new solutions and new revenue streams, specifically; (i) establishing and running an operation in the
United States, (ii) technical and commercial development of the CapsolGT® solution for carbon capture from
gas turbines and (iii) expanding the CapsolGo® mobile demonstration program. As a result of this the number
of shares increased by 7, 005, 274, giving a total number of shares of 60,538,669.
Retail offering
On June 5, 2024, announced the completion of a successful retail offering, raising net proceeds of NOK 26.4
million. The offering was launched to further broaden the shareholder base in preparation for the announced
uplisting of the company to the main list on the Oslo Børs which was concluded with first day of trading on 19
June. The offering was directed towards Norwegian and Swedish retail investors. With more than 750
investors participating subscribing for more than NOK 120 million in total, the offering was four times
oversubscribed. As a result of this the number of shares increased by 2,250,000, giving a total number of
shares of 62,788,669.
Execution of options
On August 14, 2024, a former member of the Company’s board of directors and a former employee exercised respectively
100,000 and 10,000 options (in total 110,000 options) under the Company’s share incentive program at a strike price of NOK
10 per share. Thus, the Board of Directors issued 110,000 new shares at a subscription price of NOK 10 per share,
pursuant to the Board’s authorization to issue new shares granted in the Company’s annual general meeting on May 8, 2024.
As a result of this the number of shares increased by 110,000, giving a total number of shares of 62,898,669.
Share based compensation scheme
On June 30, 2021, the Annual General Meeting approved a share-based compensation program for employees and board
members with a volume of up to 5,000,000 options (which would equal the same number of shares if options are exercised).
At the annual general assembly on May 8, 2024, it was resolved that the frame of the share-based compensation program in
the Company is extended from 5,000,000 to 5,850,000 shares. Of these 1,087,500 have now been allocated to members of
the Board and additional 4,758,000 options have been allocated to employees, while 4,500 options have not been allocated.
Of these, 110,000 options have been executed, leaving current outstanding options of 5,735,500. The compensation
program had its first effective date July 1, 2021.
Terms for Capsol Technologies Board members
Strike NOK 10.00 to NOK 15.88, vesting three years with 1/3 each year.
Terms for Capsol Technologies employees
Strike NOK 10 to NOK 22,60. Vesting shall be over a period of 3 years with 25% vested year
1, 25% vested year 2 and 50% vested year 3.
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Financial statements
Allocation Strike price Issue date Vesting
Person (Board Members)
Endre Ording Sund (Chair) 100 000 10.00 Jul 1, 2021 three years with 1/3 each year
Einar Chr. Lange 100 000 10.00 Jul 1, 2021 three years with 1/3 each year
Claes Oskar Nygren (Retired from Board) - 10.00 Jul 1, 2021 Options executed
John Arne Ulvan 225 000 10.00 Jul 1, 2021 three years with 1/3 each year
Monika Inde Zsak 225 000 10.00 Jul 1, 2021 three years with 1/3 each year
Wayne Thomson 225 000 15.88 Jul 1, 2022 three years with 1/3 each year
Ellen Merete Hanetho 112 500 13.95 Sep 27, 2023 three years with 1/3 each year
Total Board 987 500
Person (CEO and senior management)
Wendy Lam, CEO (From Feb15, 2024) 850 000 12.50 Feb15, 2024 three years with 1/3 each year
Jan Kielland, CEO (Until Feb15, 2024, left Jul 3, 2024) 850 000 10.00 Jul 1, 2021 three years with 1/3 each year
Ingar Bergh, CFO 750 000 10.00 Jul 1, 2021 three years with 1/3 each year
Sam Thivolle, CDO 100 000 12.75 Oct 1, 2024 three years with 1/3 each year
Cato Christensen, CTO 500 000 11.50 Aug 15, 2022 three years with 1/3 each year
Johan Jungholm, CCO 230 000 13.00 Oct 18, 2021 three years with 1/3 each year
Philipp Staggat, CPO 240 000 13.64 Oct1 2021 As above (two tranches 190,000 issued Oct 1, 2021
50,000 issued Dec 13, 2023)
Total CEO and senior management 2 570 000
Total other employees (average weighed) 2 178 000 Jul 1, 2021-Sep 1, 2022 3 years with 25% in year 1, 25% in year 2 and 50% in year 3
Total issued to board and employees 5 735 500
Not allocated options in program 4 500
Total executed 110 000
Total for the program 5 850 000
Options issued under the share based compensation scheme:
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Financial statements
Number of
share options
Weighted average
exercise price
Number of
share options
Weighted average
exercise price
Outstanding at beginning of year 4 998 000 12.18 4 645 1000 11.29
Granted during the year 1 070 000 12.65 658 000 13.06
Forfeited during the year 222 500 12.71 305 000 14.81
Exercised during the year 110 000 10.00 - -
Expired during the year - - - -
Outstanding at the end of the year 5 735 500 11.47 4 998 000 12.18
Exercisable at the end of the year 3 940 750 10.93 2 170 833 10.86
Dec 31, 2024
Dec 31, 2023
Dec 31,2024
Dec 31, 2023
Weighted average share price 12.65 12.18
Weighted average exercise price 12.65 12.18
Expected volatility 62.6% 50%
Expected life 3.25 5.25
Risk-free rate 3.65% 3.43%
The options outstanding on December 31, 2024, had a weighted average exercise price of 11.47. In 2024, options were granted on thought the year. The weighted average share price
at the date of exercise for share options exercised during the period was 14.10 The aggregate of the estimated fair net values of the options granted and forfeited during the years is about 5,8 million.
Details of the share options outstanding during the year are as follows:
Expected lifetime:
2023 and older: grant date to expiry date (in accordance with historical practice) 2024 and forward: grant date to vesting date + 1 year (industry standard) volatility: 2023 and older: fixed at 50% based
on a peer group analysis (in accordance with historical practice) 2024 and forward: volatility is calculated as the historical volatility of the share price as of the grant date, using a period that matches
the expected lifetime The Group recognized total expenses of 4.7 million and 6.9 million related to equity-settled share-based payment transactions in 2024 and 2023 respectively. Including
provisions for employment tax.
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Shares, subscription rights, warrants, options Total Issued Exercise price Proceeds if exercised
Issued shares as of Dec 31, 2024 62 898 669 62 898 669
Share-based compensation 5 740 000 5 735 500 11.47 65 786 185
Total as of Dec 31, 2024 68 638 669 68 634 169 65 886 185
Issued shares as of December 31, 2024, amounted to 62,898,669 shares. With additional shares potentially subscribed
for under the share-based compensation arrangement, the total number of shares potentially issued would 68,638,669
shares. As of year-end none of the vested options have been executed.
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Financial statements
Secured debt
Dec 31, 2024
Dec 31, 2023
Amounts in NOK
Debt to financial institutions 46 842 277 63 713 587
Total 46 842 277 63 713 587
Booked value of secured assets
Plant and equipment 83 639 419 69 778 824
Accounts receivables 30 676 954 9 821 949
Total 114 316 373 79 600 773
On Dec 31, 2024 Carrying amount Less than 3 months 3-12 months 1-5 years More than 5 years Total
Amounts in NOK
Borrowings NOK 13 800 000 1 150 000 3 450 000 9 200 000 - 13 800 000
Borrowings EUR 33 042 277 3 057 201 9 171 602 20 813 474 - 33 042 277
Total financial liabilities 46 842 277 4 207 201 12 621 602 30 013 474 - 46 842 277
On Dec 31, 2023 Carrying amount Less than 3 months 3-12 months 1-5 years More than 5 years Total
Amounts in NOK
Borrowings NOK 18 400 000 1 150 000 3 450 000 13 875 670 - 18 400 000
Borrowings EUR 45 313 587 3 475 223 10 425 670 31 412 693 - 45 313 587
Total financial liabilities 63 713 587 4 625 223 13 875 670 45 212 693 - 63 713 587
15 LONG-TERM DEBT
Debt with financial institutions
Debt to financial institutions consist of three loans, with maturity in 2027 and 2028.
Interest and principal are paid on quarterly instalments. The interest rate continues
to be based on the NIBOR and EURIBOR index plus a margin of 2.9%p.a. See
section for an overview of the maturity.
The debt to credit institutions requires certain assets to be pledged as security,
being property, plant and equipment, inventory, trade receivables and licenses.
Assets pledged as security includes property, plant and equipment and accounts
receivables.
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Interest rate sensitivity analysis
2024
2023
3 610 793
Profit and loss effect by increase in borrowing rate of 5% 2 721 118
On Dec 31,2024 EUR GBP USD
Financial assets 4 113 598 - 24 946
Accounts receivables 797 640 - -
Cash and bank deposits 3 315 958 - 24 946
Financial liabilities -3 039 460 -6 354 -30 236
Trade payables -238 080 -6 354 -30 236
Debt to financial institutions -2 801 380
Exchange rate sensitivity analysis 2024 2023
Increase in EUR/NOK exchange rate of 10% 715 306 33 162
Increase in GBP/NOK exchange rate of 10% -635 -2 562
Increase in USD/NOK exchange rate of 10% -5 518 -8 327
On Dec 31, 2023 EUR GBP USD
Financial assets 5 394 456 - -
Accounts receivables 1 929 670 - -
Cash and bank deposits 3 464 786 - -
Financial liabilities - 5 062 834 - 25 619 - 83 275
Trade payables - 1 021 774 - 25 619 - 83 275
Debt to financial institutions - 4 041 060
16 MARKET RISK
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market prices. The Group is mainly exposed to interest rate and foreign currency risk.
Interest rate risk
The Group’s exposure to interest rate risk arises from long-term borrowings with variable rates (see note 6.1 and
6.2 in the Group financial statements or further information) based on the NIBOR and EURIBOR rate applicable
at each point in time.
The Group has not entered any interest rate swaps agreement or other interest rate hedges to mitigate risk
related to increase in the variable interest rate of its loans.
Currency risk
The Group’s primary operational foreign currency risk is linked to fluctuations in the value of Euro versus
Norwegian Krone. From 2023, the revenue and borrowings are mainly in Euro, while the running costs are in
either Euro or Norwegian Krone. Management has as of year end December 31, 2024.
The following assets and liabilities are subject to foreign exchange risk, at each reporting period.
The following table illustrates how the profit before tax would be affected by positive or
negative changes in the exchange rates with respect to the functional currency of the
Company, leaving every other constant the same:
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Note 17 EVENTS AFTER BALANCE SHEET DAY
On February 27, 2025, Capsol Technologies ASA’s nomination committee proposed Chris Barkey
as New Chair of the Board to succeed Endre Ording Sund, who previously announced he will step
down upon the conclusion of his term in 2025. The nomination of the new Chair will be presented
for shareholder approval at the Annual General Meeting on May 21, 2025.
On January 27, 2025, Stockholm Exergi, the first large-scale project with Capsol’s technology, was
awarded EUR 1.7 billion by the Swedish government in the Swedish Energy Agency’s reverse
auction for BECCS. With the award by the Swedish government, the final investment decision (FID)
for the BECCS project is expected to happen as soon as possible in 2025, initiating the
construction of the carbon capture plant and associated infrastructure.
On January 15, 2025, Capsol Technologies was awarded an Engineering Services Agreement for a
pre-FEED (Front-End Engineering Design) study for the CapsolEoP® (end-of-pipe) carbon capture
technology at a cement plant in Europe. The study is for a plant aiming to capture 600,000 tonnes
of CO per annum.
On January 13, 2025, Capsol Technologies’ first of two CapsolGo® demonstrations campaigns for
cement producer SCHWENK commenced operations at the Akmenės cement plant in Lithuania.
Following the demonstration campaign at the Akmenės plant, the CapsolGo® unit will be
transferred to SCHWENK’s Brocēni cement plant in Latvia, where a previous Capsol feasibility
study was conducted in 2024.
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CAPSOL TEHCHNOLOGES ANNUAL REPORT 2024
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