Annual
Report
2021
ENDÚR ASA - ANNUAL REPORT 20212
Contents
Content 2
Board of Directors’ Report 2021
3
Annual Accounts - Group
15
Consolidated Statement of Profit or Loss
15
Consolidated Statement of Financial Position
16
Consolidated Statement of Cash Flows
18
Consolidated Statement of Changes in Equity
19
Notes to the Consolidated Accounts
20
Annual Accounts - Parent
62
Income Statement
62
Balance Sheet
63
Cashow Statement
64
Notes to the Parent Company Accounts
65
Alternative Performance Measures
78
Responsibility Statement
79
Auditor’s Report
80
This annual report includes Endúr ASA Financial State-
ments for 2021 as approved by the Board of Endúr ASA
on 28 april 2022.
A norwegian version of the report is available on the
group’s website www.endur.no. Here you will also nd
more detailed and updated information about the
group. The english version is an oce translation. In
case of inconsistency, the norwegian version prevails.
Front cover:
Representatives of COWI and BMO Entreprenør
inspecting a bridge at Atlanterhavsveien using an
underbridge lift.
Content
ENDÚR ASA - ANNUAL REPORT 2021 3
BOARD OF DIRECTORS’ REPORT
THE YEAR IN REVIEW
Overall, even though the Endúr Group over
the course of 2021 has undertaken many
actions to restructure and strengthen the
Company’s industrial platform, and exited
the year with an improved standing and
outlook, the board is not satised with the
nancial result as the Group incurred a
loss of NOK 51.8 million for the year. The
board will do its utmost to ensure that
the Group going forward improves its
operational and nancial performance to
the extent that the Group earns a positive
and competitive return for its owners and
stakeholders. Based in part on the much
improved result in the second half of 2021,
the board of directors believes that Endúr
is favourably positioned to achieve such an
overall improvement that is both necessary
and required.
Towards completion of group transfor-
mation through major acquisitions
In Endúr’s 2020 annual report the board
of directors’ report described 2020 as a
transformational year, as the board mid-
year resolved that the Company would
implement a signicant strategic redirec-
tion and transformation, away from the
Company’s traditional operations related
to maritime industry and oshore energy,
towards becoming a provider of products
and services to the marine infrastructure
market and aquaculture industry.
When setting out on this transformation,
Endúr announced an ambition to build a
company with revenues of more than NOK
2 billion within 2022, targeting a 10-12%
EBITDA-margin.
Over the course of 2021 Endúr has endeav-
oured to complete this transformation, as
the Group’s activities within its two new
major operating and reporting segments,
Marine Infrastructure and Aquaculture
Solutions, comprised more than 85% of the
group’s revenues (proforma). Following and
supplementing the late-2020 acquisition of
BMO Entreprenør AS (“BMO Entreprenør”),
a leading provider of maintenance and
rehabilitation services for critical marine
infrastructure in the Norwegian market,
Endúr in March 2021 completed two
related major acquisitions that combined
to establish a solid base for the Compa-
ny’s new industrial strategy and direction.
Marcon-Gruppen i Sverige AB (“Marcon”),
a company that in many respects mirror
BMO Entreprenør’s service oering and
standing in the Swedish market, and Artec
Aqua AS (“Artec Aqua”), a renowned, leading
turnkey supplier of land-based aquaculture
facilities, both became part of the Endúr
group on 12 March 2021.
Through these acquisitions, and with the
acquired companies’ organic growth whilst
part of the Endúr group, Endúr achieved its
stated revenue target already in 2021 (pro-
forma), a full year ahead of the announced
ambitious plan.
New Industrial ownership base
and renancing
The acquisitions of BMO Entreprenør,
Marcon and Artec Aqua were all nanced
through a combination of new Endúr
shares issued and cash consideration. As
all three companies were majority owned
by their founders, the shareholder base of
Endúr today is anchored by approx. 45%
industrial ownership. Most of the acquired
companies’ former owners remain lead-
ing persons in the Endúr group, either
through continuing their managerial
positions in the respective group subsidi-
aries or directorships in Endúr ASA. Endúr
considers this continuity and industrial
ownership base a considerable strength
going forward.
In order to nance the cash consideration
parts of the acquisitions, Endúr in March
2021 issued a NOK 1,100 million senior
secured oating rate non-amortizing bond
issue with maturity in 2025. With proceeds
from the bond loan the Company also
renanced all interest-bearing debt in the
Group at the time of the issue.
Divestment and discontinued entities
Endúr’s commitment to the transforma-
tional strategy with protable growth a
key objective, further manifested through
the decisions to wind down loss-making
entities Endúr Industrier AS and ØPD AS
in January and February 2021, respec-
tively. Both companies suered consistent
poor nancial performance over time,
subjected to additional pressure from
low order intake following the coronavi-
rus pandemic outbreak, and, ultimately,
material liquidity decits. Furthermore, the
strategic redirection had also identied
certain parts and activities in the group
as non-core and not integral to Endúr’s
strategy and vision for the future. In this
context the Company resolved to divest
its wholly owned subsidiary Endúr AAK AS,
eective 30 June 2021.
Board of Directors’
Report 2021
Endúr ASA (OSE: ENDUR) is a leading supplier of construction and maintenance pro-
jects, services, and solutions for marine infrastructure, including facilities for land-based
aquaculture, quays, harbours, dams, bridges and other specialised concrete and steel
projects. The company and its subsidiaries also oer a wide range of other specialised
project and marine services. Endúr ASA is headquartered in Bergen, Norway.
ENDÚR ASA - ANNUAL REPORT 20214
BOARD OF DIRECTORS’ REPORT
Unsatisfactory rst half-year nancial
results, noncompliance and workout
agreement
Concurrent with the completion of the
structural and strategic overhaul of the
Endúr Group, the Company achieved highly
unsatisfactory nancial results in the rst
half of 2021. The rst six months were
characterized by a weak Swedish market,
restructuring costs and costly tail-end activi-
ties on certain projects in within Aquaculture
Solutions. Marcon suered a 25% year-on-
year revenue reduction per June 2021 due
to an unusually cold winter and the eects
of the coronavirus pandemic on the Swedish
market, and inevitably also signicantly lower
results. In the same period Artec Aqua saw
their results negatively aected by costly tail-
end activities on two projects.
Even though Endúr’s Norwegian marine
infrastructure operations achieved con-
sistently strong margins on historically
high revenues, the group’s consolidated
EBITDA in the second quarter of 2021 was
reduced by close to 60% relative to the
corresponding quarter in 2020 (proforma).
Taken in concert with a passing working
capital increase, this culminated with the
Company not being fully compliant with
the leverage ratio requirement under the
bond loan agreement per 30. June 2021, as
management belatedly became aware with
the publication of the Company’s second
quarter results.
With the board of directors and many of
its largest shareholders leading the charge,
the Company immediately mobilized to
rectify this highly unfortunate situation.
The largest shareholders pooled together
to guarantee a total of NOK 110 million of
new equity to be provided to the Com-
pany, which provided basis for reaching
an accord with the holders of the bond
loan, whereby the covenant breach was
waived and greater headroom in terms of
covenant compliance for the following 3
quarters were aorded. In sum, the situ-
ation was swiftly and timely cured, and at
no time was an event of default continuing
under the loan agreement.
Following the non-compliance, the board
also enacted meaningful and immediate
measures to strengthen and improve the
Company’s competences and capacity for
group accounting and nancial reporting.
Forceful operational and nancial
improvement in the year’s second half
Concurrently, whilst the matter pertaining
to the bond loan was being resolved, from
the late summer onwards, Endúr was
in the process of achieving substantially
improved results from operations in both
the Marine Infrastructure and Aquaculture
Solutions segments.
Following the removal or alleviation of the
most restrictive anti-COVID-19 regula-
tory measures in Sweden, the marine
infrastructure market started to improve
markedly, most notably in the Stockholm
region and northwards. Marcon, through
its market presence, agility and adeptness
in general, were at the ready to capitalize
on these improved circumstances, achiev-
ing a threefold EBITDA in the second half
of 2021 relative to the rst. Artec Aqua’s
activity and production on the Salmon Evo-
lution project, the group’s largest project,
remained very high through the second
half of 2021, attaining improved margins
as well.
The Group’s greatly improved operational
and nancial performance was upheld
throughout the second half of 2021, herein
the group’s strongest fourth quarter
ever, actual and proforma, as well as the
group’s highest quarterly revenues ever,
also in the fourth quarter. Consolidated
group revenues in the second half of 2021
were up 29% on the rst half, and, more
importantly, EBITDA in the second half of
2021 more than doubled that of the rst
half. The Marine Infrastructure segment
returned particularly strong results.
Equity capital increase
As important as the improved operating
performance is the strengthened balance
sheet. In November 2021 the Company
successfully completed an equity raise
for gross proceeds of NOK 170 million.
The raise was partially guaranteed by the
Company’s largest shareholders. Per the
above-mentioned accord with the bond-
holders Endúr was obliged to undertake a
NOK 110 million principal amortization of
the outstanding bond loan. Employing the
net proceeds from the equity raise, and
as enabled by the strong operational cash
conversion from the third conversion, the
board resolved to undertake a voluntary
early redemption of an additional NOK 90
million for a total amortization of the bond
loan of NOK 200 million in early December
2021.
One net eect of the overall improvement
in the Company’s nancial performance
and standing were to lower the leverage
ratio (the ratio of net interest-bearing debt
to EBITDA) by more than one third in the
second half of the year, to 3.7 at year-end.
Transformation completed,
favourable outlook
Overall, it is the opinion of the board of
directors that the Company has achieved
material positive progress in 2021, thus
ending the year in a stronger position than
where it started. Endúr has onboarded
three material new companies, all leading
companies in their respective markets with
histories of protable growth, whereas
several non-core and unprotable activities
and companies have been discontinued or
divested. The strategic shift and transfor-
mation resolved in 2020 is complete in the
sense that the group’s capital and reve-
nues are now close to exclusively invested
in and generated by the now core activities
within marine infrastructure and aquacul-
ture solutions.
The Company has achieved many and
signicant improvements particularly in
the second half of 2021, both in terms of
operational and nancial performance as
well as market standing. At year-end Endúr
has a rm order-backlog of NOK 2.2 billion
(exclusive of several announced Letters of
Intent, herein Phase 2 of the Salmon Evolu-
tion project), and even though wholly con-
scious of the inherent risks associated with
the ongoing coronavirus pandemic and
the war in Ukraine, the board considers
that the outlook for both the group’s main
operating segments remain favourable.
The board is however not at all satised
by the returns achieved by the Company’s
ENDÚR ASA - ANNUAL REPORT 2021 5
BOARD OF DIRECTORS’ REPORT
shareholders in 2021, as evidenced and
signied by the development in the Endúr
share price. The Endúr share ended 2021
at NOK 0.69, approx. 43% lower than at
the start of the year. Even though of the
opinion that the Company is now well posi-
tioned to capitalize on an overall strong
industrial position in markets with favour-
able outlook, the board is determined that
achieving a competitive capital return for
the Company’s owners is of paramount
importance in 2022.
REPORTING SEGMENTS
The Endúr group’s operating activities have
in 2021 been undertaken and reported
through the following segments, with their
respective operating companies:
Marine Infrastructure
BMO Entreprenør AS
Marcon-Gruppen i Sverige AB
Installit AS
Aquaculture Solutions
Artec Aqua AS
Endúr Sjøsterk AS
Other
Endúr Maritime AS
Endúr AAK AS
Endúr ASA
Marine infrastructure
In 2021 the operating activities in the
Marine Infrastructure segment were
undertaken through BMO Entreprenør AS,
Marcon-Gruppen i Sverige AB (Marcon) and
Installit AS.
BMO Entreprenør was acquired eective
late December 2020. BMO Entreprenør is
a market leader within maintenance and
rehabilitation services for critical marine
infrastructure such as quays, harbours,
dams, bridges and other specialized con-
crete and steel projects to public and pri-
vate customers in the Norwegian market.
The Swedish marine infrastructure group
Marcon was acquired and incorporated
into the Endúr Group eective March
2021. In many respects Marcon’s history of
strong protable growth, service oerings,
market standing and culture mirrors that
of BMO Entreprenør. Marcon is a market
leader within marine infrastructure in
Sweden. The company performs a range
of services connected to marine infrastruc-
ture construction and marine services, as
well as other adjacent services including
hydrographical services, dredging, rentals,
inspections and diving.
Marcon’s nancial performance in the rst
half of 2021 was negatively impacted by
unfavourable market conditions caused
by both adverse weather and restrictive
anti-COVID-19 regulatory measures, as
previously commented. Being able to earn
a high single-digit EBITDA margin even
under these circumstances is a testament
to Marcon’s all-round prociencies. And
when less restricted in the second half of
the year, Marcon achieved a very strong
operational and nancial result and was a
principal driver behind Endúr’s markedly
improved result in that period.
Installit AS (Installit) is an engineering
and technology company providing
project management and engineering
services within subsea cable installation
and marine operations for the marine
and renewables industries. Installit was
incorporated into Endúr as part of the
October 2020 merger between Endúr ASA
and Oceano AS. On 7 April 2022 Endúr
entered into an agreement to sell Installit
to the DeepOcean Group, cf. the section
“Events after the balance sheet date” to
this directors’ report.
Endúr has previously communicated its
ambition of being a consolidator in the
highly fragmented marine infrastructure
markets in both the Norwegian and Swed-
ish domestic markets, something which
hasn’t previously been attempted. Follow-
ing the onboarding of BMO Entreprenør
and Marcon, with their particular expertise
within project management and execution,
the board believes Endúr has built a very
strong and favourable base from which
to realize this ambition. As important,
Endúr will endeavour to impart the innate
commercial drive in BMO Entreprenør and
Marcon throughout the Group.
Total revenue within the marine infrastruc-
ture segment in 2021 was NOK 813.8 mil-
lion (2020: NOK 6.2 million), with an EBITDA
of NOK 157.8 million (2020 NOK 4.4 mil-
lion). Proforma, assuming the acquisition of
Marcon was undertaken January 1st, 2020,
total marine infrastructure revenue in 2021
was NOK 891.1 million (2020: NOK 895.9
million), with an EBITDA of NOK 164.9
million (2020 NOK 162.9 million).
The marine infrastructure segment’s order
backlog stood at NOK 618 million at year-
end 2021. Proforma, the corresponding
gure at year-end 2020 was NOK 631
million. Note that a substantial part of the
revenue earned in the marine infrastruc-
ture segment does not go through Endúr’s
quarterly reported order backlog.
Cf. also the section “Events after the bal-
ance sheet date” to this directors’ report
for recent signicant individual contract
awards. Per Endúr’s communication policy
new individual contract awards of mini-
mum NOKm 50 are publicly announced.
Aquaculture solutions
In 2021 the operating activities in the
Aquaculture Solutions segment were
undertaken through Artec Aqua AS (Artec
Aqua) and Sjøsterk AS (Sjøsterk).
Artec Aqua was acquired and incorporated
into the Endúr Group eective March 2021.
Artec Aqua AS is a leading turnkey supplier
of land-based aquaculture facilities. Based
in Ålesund, Artec Aqua is renowned for its
specialised services and patented technol-
ogies and solutions for water quality and
sh health, two key aspects of reliable and
environmentally sustainable land-based
aquaculture.
Artec Aqua has experienced a prolonged
period of hypergrowth, growing their rev-
enues by a compound annual growth rate
of more than 43% over the last ve years.
Whilst large land-based grow-out farming
facilities for salmon and other species is
an emerging industry, Artec Aqua, having
undertaken a great many projects as
turnkey supplier of process facilities and
solutions involving both broodstock, smolt
and post-smolt facilities, already has exten-
sive experience and market standing as a
key supplier to the onshore aquaculture
industry.
ENDÚR ASA - ANNUAL REPORT 20216
BOARD OF DIRECTORS’ REPORT
As suitable localities and licenses for tra-
ditional near-shore sh farming is growing
increasingly scarce and costly, and as a
complexity of biological challenges has
hampered production growth and caused
substantial production cost increases, fur-
ther augmented by sustainability require-
ments and demands driven by regulatory
and market forces both, the aquaculture
industry is increasingly looking to extend
the length of the on-shore production
cycle. Growing larger and more robust
smolt, or undertaking also the entire grow-
out phase on shore are the two predomi-
nant ways / approaches to achieving this.
Either way, Artec Aqua is well positioned to
assume an active and central part of this
market’s development. Endúr and Artec
Aqua ambitions to further capitalize on the
company’s acquired specialized compe-
tences and renown to maintain its position
as a leading supplier to the land-based
aquaculture industry, growing and devel-
oping the company’s activities and services
and solutions oerings as land-based
aquaculture looks set to grow signicantly
in the coming years.
Salmon Evolution AS’ land-based grow-
out salmon farming facility at Indre Harøy
constitutes a pioneering project in both the
further development of the aquaculture
industry as well as, arguably, Norwegian
industrial history. The complete project
is planned and designed for an annual
production capacity of approx. 31,500
tonnes HOG [1], Artec Aqua was in early
2021 contracted as turnkey supplier of the
project’s phase 1 build-out. With a pro-
jected contract value of NOK 1.3-1.4 billion,
this constitutes Artec Aqua’s single largest
project awarded to date and was the main
driver behind the company’s revenues
increasing by more than 60% in 2021.
The Salmon Evolution phase 1 build-out
has now entered an operational test
phase, with rst smolt released late March
2022. Phase 1 is planned completed in the
fourth quarter of 2022, whereafter Salmon
Evolution ambitions that phase 2 shall
[1] Head on, Gutted
seamlessly follow. On 7 February 2022 the
parties announced having entered into a
Heads of Terms agreement for Artec Aqua
to continue as turnkey supplier also for the
phase 2 build-out (cf. the section “Events
after the balance sheet date”). The Heads
of Terms sets out the main commercial
terms and scope for the nal agreement.
The nal design and construction agree-
ment is expected to be eectuated during
rst half of 2022 and will comprise another
major milestone for Artec Aqua and the
Endúr group.
Artec Aqua’s nancial performance in the
rst half of 2021 was negatively impacted
by two projects with contract structures
diering from the company’s norm. Pre-
dominantly Artec Aqua employs partner-
ship agreements (NO: Samspills-kontrakter)
with an “open book, cost plus” contract
structure for their turnkey deliveries,
involving a shared risk exposure, and a key
component to the company’s overall risk
management. In H1 2021 however, Artec
Aqua completed tail-end activities on two
projects which both impacted the compa-
ny’s accounts negatively.
In the second half of 2021, as production
and revenues derived from the Salmon
Evolution project ramped up substan-
tially, Artec Aqua’s nancial performance
improved markedly, contributing to the
Endúr group’s overall materially improved
nancial result in that period. As Artec
Aqua expects and prepares for growing its
activities even further, the company grew
its number of employees by more than
50% over the course of 2021, incurring
increased personnel and related expenses
in the process.
Endúr Sjøsterk manufactures oating
concrete structures largely by way of feed
barges for the aquaculture industry. The
company’s production facility is located in
the Stamsneset industrial area in Bergen.
Sjøsterk had a strong start to the year, but
the production activity level tapered o
in the third and fourth quarters of 2021.
Overall, Sjøsterk returned a negative oper-
ating result for the year. This eect was
amplied by Sjøsterk altering its method
for nancial reporting of project execution
and completion late in 2021. The change
in reporting yielded a signicant negative
result in the year’s fourth quarter.
Sjøsterk’s outlook for 2022 is much
improved however, as the company’s order
backlog recently has increased substan-
tially, having secured contracts for 3 new
barges in January 2022 alone for a value
of approx. NOK 100 million, cf. the section
“Events after the balance sheet date”. Thus,
Sjøsterk is expected to operate at close
to its maximum production capacity for
the bulk of 2022 and yield a positive result
contribution to the Endúr group.
Total revenue for the Aquaculture Solu-
tions segment in 2021 was NOK 1006.2
million (2020: NOK65.2 million), with an
EBITDA of NOK 52.8 million (2020 NOK -0.4
million). Proforma, assuming the acquisi-
tion of Artec Aqua was undertaken January
1st 2020, total Aquaculture Solutions reve-
nue in 2021 was NOK 1115.7 million (2020:
NOK 701.7 million), with an EBITDA of NOK
55.6 million (2020 NOK 62.7 million).
The Aquaculture Solutions segment’s order
backlog stood at NOK 1.284 million at year-
end 2021. Proforma, the corresponding g-
ure at year-end 2020 was NOK 411 million.
Note that the 2021 year-end order backlog
reects rm, unqualied orders only, and
hence not, for example, the estimated con-
tract value of the Salmon Evolution phase 2
Heads of Terms agreement and the several
other Letters of Intent and conditional
agreements entered into and announced
by Artec Aqua during 2021.
Other
In 2021 the Other segment comprised
Endúr Maritime AS, Endúr AAK AS and
Endúr ASA, the Endúr group’s holding
company.
Based in Bergen, employing its own slip,
drydock, quay, machining and welding
ENDÚR ASA - ANNUAL REPORT 2021 7
BOARD OF DIRECTORS’ REPORT
workshops, Endúr Maritime provides a
range of maintenance and repair services
for ships, various marine vessels and
related equipment. The company as has
extensive competences and experience
within ship technical maintenance for
complex vessels with strict quality and
operational safety requirements, and
services both military and civilian maritime
customers.
Endúr Maritime’s operational activities
are based on a combination of long-term
framework agreements and spot market
contracts. Approx. half of the company’s
2021 revenues were generated under the
four-year [2], NOK 400 million estimated
contract value framework agreement
awarded by the Norwegian Armed Forces
Logistics Organization (FLO) in 2019 for
maintenance services and alteration work
for all vessel classes received at the Royal
Norwegian Navy’s naval base Haakonsvern
in Bergen. Endúr further operates a four-
year, NOK 50 million estimated contract
value framework agreement awarded in
2020 by the Royal Norwegian Navy for
maintenance services on the Royal Yacht of
the King of Norway, «Norge».
As in the year before, Endúr Maritime
returned a small negative operating result
in 2021. An ongoing turnaround process
yielded a positive result contribution in the
fourth quarter and provides a platform for
continued improvements going forward.
In the same quarter Endúr Maritime also
entered into an extension agreement
with Equinor for maintenance of auxil-
iary power supply systems on Equinor’s
oshore installations in the North Sea.
The agreement runs through 2024 and is
strategically important for Endúr Maritime’s
activities.
Group holding company Endúr ASA aords
holding group functions, incl. nancing, to
[2] Option for three additional years
[3] The operating result in 2020 was negatively aected by a goodwill impairment of NOK 461.3 million, primarily related to the bank-
ruptcy ling in former subsidiary ØPD AS. NOK 198.7 million of the goodwill impairment derived from an increase in consideration
value resulting from an increase in the Endúr share price from the announcement date to the closing date of a merger involving ØPD
AS, and was mirrored by a corresponding increase in book equity, hence the net change to Endúr ASA’s equity from this part of the
goodwill impairment was zero
the group companies. The comprehensive
restructuring and transformation of the
Endúr group, commenced in 2020 and
completed in 2021, as discussed above,
has incurred material restructuring and
transaction costs, which to the extent said
costs have not been capitalized, are born
by Endúr ASA.
Endúr entered into an agreement to sell
the access specialist Endúr AAK AS to Nor-
wegian Group AS.
Total revenue for the Other segment in
2021 was NOK 190.2 million (2020: NOK
203 million), with an EBITDA of NOK -55.3
million (2020 NOK -10.8 million). Proforma,
assuming the divestment of Endúr AAK was
undertaken January 1st 2020, total Other
revenue in 2021 was NOK 179.3 million
(2020: NOK 196.3 million), with an EBITDA
of NOK -71.5 million (2020 NOK -23.8
million).
The Other segment’s order backlog stood
at NOK 260 million at year-end 2021.
Proforma, the corresponding gure at year-
end 2020 was NOK 349 million.
PROFIT & LOSS, BALANCE SHEET AND
CASH FLOW
This annual report has been developed
according to the International Financial
Reporting Standards (IFRS) as established
by EU.
Result
The Group’s revenue (continued opera-
tions) was NOK 2009.1 million in 2021,
compared to NOK 280.2 million in 2020.
The Group’s operating prot before depre-
ciation and amortization (EBITDA) in 2021
was NOK 138.9 million, compared to NOK
6.8 million in 2020. The Group’s operating
result was NOK -3.5 million in 2021, com-
pared to NOK -59.7 million the prior year
[3]. The Group’s result after tax in 2021
was NOK -67.1 million, compared to NOK
67.5 million in 2020.
Balance sheet and cash ow
As of 31 December 2021, total assets were
NOK 2508.5 million and book equity was
NOK 898.5 million, equivalent to an equity
ratio of 36 %. Similarly, as of 31 December
2020, the Group had total assets of NOK
989.8 million, total equity of NOK 319.6
million and an equity ratio of 32%.
Net interest-bearing debt by the end of
2021 was NOK 687.5 million. Cash and
cash equivalents constituted NOK 304.4
million.
Cash ow from operations was NOK -29.0
million in 2021, versus NOK -476.0 million
in 2020.
Net cash ow from investments was NOK
-982.2 million in 2021, largely driven by the
acquisitions of Marcon-Gruppen i Sverige
AB and Artec Aqua AS, both completed in
March 2021.
Cash ow from nancing activities was
NOK 1155.7 million in 2021. Issuance of a
senior secured bond loan in March 2021
comprised Endúr’s most notable nancing
event in 2021.
Research and development
Endúr has no overarching research and
development activity but works with tar-
geted projects within product and service
development, which may strengthen the
market positions of the companies.
Parent Company – Endúr ASA
The operating result for the parent com-
pany was NOK -59.5 million in 2021, while
the corresponding gure for 2020 was
NOK -13.8 million. Net nancial costs were
NOK -56.9 million in 2021, versus NOK
-450.8 million in 2020. The annual result
ENDÚR ASA - ANNUAL REPORT 20218
BOARD OF DIRECTORS’ REPORT
was NOK -93.5 million in 2021, compared
to NOK -461.4 million in 2020.
Allocation of prot/loss and
dividend policy:
The prot/loss for the parent company was
NOK -93.5 million, which is allocated to share
premium. At 31 December 2021, the parent
company’s equity was NOK 881.2 million.
It is the company’s stated ambition to pro-
vide shareholders with annual returns on
their investments in the form of dividends
and value increases that are at least on
a par with investment alternatives with
comparable risk. Based on the Group’s
2021 results, the Board does not propose
any dividends.
QHSE – QUALITY, HEALTH, SAFETY AND
ENVIRONMENT
Endúr works systematically and continuously
on improving the systems for quality, health,
safety culture and the environment (QHSE)
connected to the Group’s operations. The
Group has a zero incident / accident vision
for incidents connected to HSE, quality
deviations and incidents impacting the
environment. The goal is to avoid injuries
or work-related illness, as well as ensuring
the correct quality of deliveries and avoid
negative impact on the environment.
Quality: The Group systematically devel-
ops process-based quality systems within
each specic business area. An important
part of this work is a dedicated focus on
the management systems and to ensure
that these are quality assured through ISO
certications. BMO Entreprenør, Marcon
(with subsidiaries), Installit, Endúr Sjøsterk,
and Endúr Maritime are all certied accord-
ing to ISO 9001:2015. Artec Aqua has
implemented a program towards qualifying
for ISO 9001:2015. ISO 9001:2015 species
requirements for a quality management
system. BMO Entreprenør is also certied
according to ISO 14001:2015 and ISO
45001: :2018.
[4] Source: Norsk Industri
[5] Source: Statistikmyndigheten SCB
[6] Standard metric that calculates the number of incidents that result in time away from work; calculated as number of injuries leading to
time away from work per million work hours
Health: The average sick leave among
Endúr’s Norwegian employees in 2021
was 4.7%. The 2020 corresponding gure,
reecting only the subsidiaries that then
were part of the Endúr Group, was 6.6%.
The average sick leave among Endúr’s
Swedish employees in 2021 was 3.7%.
Endúr ambitions to reduce sick leave to a
level corresponding to or better than the
national averages. The sick leave within
the industry sector in Norway in 2021 was
5.1% [4], and 7.3% in Sweden [5].
The annual H1-value [6] was 11.1 in 2021,
as compared to 7.9 in 2020 (reecting only
the subsidiaries that then were part of the
Group).
Safety: The Group, both at group level as
well as through its subsidiaries, continu-
ously monitors and, as required, further
develops its systems, competences and
learning in order to manage and reduce
safety-related risks for all our activities.
Operational activities employ electronic
tools for all guiding documentation
connected to the above mentioned
certications both for reporting purposes
as well as attending to any incidents and
non-conformances. The Group subsidiaries
have implemented digital systems for risk
assessment and maintenance manage-
ment.
Environment: Endúr maintains a continu-
ous focus on environmental improvement
when it comes to production processes
and the use of alternative products and
services in order to reduce the Group’s
environmental footprint. In general, the
Group’s activities have a limited negative
impact on the environment. There were no
serious incidents that had consequences
for the environment registered in 2021.
The company strives for minimal use of
solvents, energy, and water. Collaborative
agreements have been established with
approved companies that ensure that
hazardous waste is handled safely and
according to regulations. The company
focuses on reduced use of environmentally
harmful products by increasing the aware-
ness of the total environmental impact of a
product throughout its lifecycle.
ORGANISATION
Eective 6 January 2021, Hans Olav Storkås
was appointed CEO and Lasse B. Kjelsås
appointed CFO of Endúr ASA and the
group. They succeeded CEO Hans Petter
Eikeland and CFO Nils Ho.
Morten Riiser, head of group accounting
quit the Company at the end of February
2021. This group function was served
through successive hired consultants until
February 1st, 2022, when Hanne V. Snipen
assumed the position as Endúr’s head of
group accounting.
On 1 February 2021, Christine Skogholt
Amland was appointed managing director
of group subsidiary Installit AS.
Ivar-Andreas Monefeldt and Stig Arne
Høiland, having both joined Endúr’s
management team late 2020, resigned
their respective positions as senior vice
president of business development and
COO with eect July and September 2021,
respectively. Neither position have directly
been replaced.
On 2 September 2021 Hans Olav Storkås
resigned his position as CEO with immedi-
ate eect.
Endúr’s board of directors recognised
that the Group’s organisation required
strengthening both in terms of commercial
approach, corporate governance and nan-
cial reporting. The Board has implemented
a number of measures in the second half
of 2021 to strengthen the organisation.
Jeppe Raaholt, at the time managing direc-
tor of group subsidiary BMO Entreprenør
ENDÚR ASA - ANNUAL REPORT 2021 9
BOARD OF DIRECTORS’ REPORT
AS, was appointed new CEO of Endúr ASA
and the group, eective 1 October 2021.
Through this transitory period group
chairman Pål R. Olsen assumed additional
responsibilities as working chairman.
Aleksander Rød was appointed managing
director of BMO Entreprenør AS, succeed-
ing Raaholt eective 1 October 2021.
Einar Olsen joined Endúrs executive
management November 1st, 2021, in a
new position as senior vice president of
business development and controlling.
Additional resources have been added
early in 2022 to strengthen the Company’s
nancial reporting.
Personnel, equality, competence
development and diversity
Per 31 December 2021 the Group had 463
employees, the great majority of which in
full-time positions. Endúr considers it stra-
tegically necessary to carry out continuous
competence and capacity adjustments
according to the market development and
operational activities. During 2021 there
was a net decrease of 15 FTEs within the
Group, a somewhat arbitrary net eect
from the dissolutions of Endúr Industrier
AS and ØPD AS in January and February
2021, shortly followed by the acquisitions
of Artec Aqua AS and Marcon-Gruppen i
Sverige AB.
The work environment is generally con-
sidered good. Endúr has a zero tolerance
towards all types of harassment, discrim-
ination, or other forms of behaviour that
colleagues, customers, suppliers or others
may perceive as threatening or derogatory.
Endúr encourages its employees to alert
either management or employee repre-
sentatives when subjected to or witness-
ing any negative deviations in the work
environment.
The Company considers it important to
promote gender equality and prevent
discrimination in conict with the Gender
Equality Act. A substantial part of Endúr’s
operational activities, particularly in the
Marine Infrastructure segment, is com-
prised of construction-type occupations
traditionally dominated by male employ-
ees. The Group maintains a dedicated
focus on recruiting more female employees
across occupations and at all levels. The
salary for women is considered the same
as for men in similar positions. Long- and
short-term goals have been established to
help increase the percentage of women in
the Group, both in terms of employment
and in terms of management positions.
By the end of 2021, the percentage of
female employees was 10%, of which 17%
in corporate management, compared to
7.1% by the end of 2020 when there were
no women in corporate management. At
the end of both 2021 and 2020 the board
of Endúr ASA had 43% female directors.
Endúr relies on talented, experienced, and
qualied managers and co-workers. All
employees are and shall be treated equally,
regardless of ethnicity, nationality, sexual
orientation, gender, religion, or age. Equal
opportunities are oered for development
and promotion to management positions.
Endúr remains convinced that diversity
benets the Company’s business, provides
access to a wider range of talent and
ensures better and wider understand-
ing of customers, suppliers, and other
stakeholders. Dierent perspectives drive
innovation and growth, which is why Endúr
endeavours to recruit and develop people
of dierent ethnic backgrounds, ages and
genders. To the extent possible, Endúr
tries to implement working conditions ena-
bling individuals with diminished functional
abilities to work for the Group.
SUSTAINABILITY IN ENDÚR: ESG AND
CORPORATE COMPLIANCE
ESG
Endúr recognizes the importance of secur-
ing a sustainable future for the present and
future generations. Sustainability in Endúr
means creating value through responsi-
ble business decisions that protect the
environment and contribute to the good
of society. With a focus on environmental,
social and governance (ESG) activities,
Endúr is committed to work to mitigate and
transition to the climate change challenge.
We aim to provide Marine Infrastructure
and aquaculture solutions that enable
a sustainable use of marine resources,
contribute to the development of sustaina-
ble technologies and solutions and secure
responsibility in our supply chains.
As part of the Company’s ambition to
aord our customers a unique service
provider within Marine Infrastructure and
aquaculture solutions we continue to
develop and implement a sustainability
strategy based on the UN Sustainable
Development Goals (SDG), the require-
ments in the EU Taxonomy and other rele-
vant standards. The strategy shall comprise
a basis for how to continuously improve
our sustainability impact and create value
in a sustainable manner. 
Corporate compliance
Corporate compliance is a key factor to
enable sustainability in our business and is
considered a “license to operate” by Endúr.
We are committed to ensuring compliance
with relevant laws and regulations, includ-
ing human rights, as well as best practices,
to enable a sustainable business in all our
operations, including our supply chain.
The industries in which our business seg-
ments operate involve inherent compliance
risks such as bribery, fraud, and miscon-
duct in the supply chain of subcontractors.
Given Endúr’s change in strategic direction,
commenced in the second half of 2020,
and the group’s rapid growth in 2021,
Endúr initiated in 2021 a comprehensive
corporate compliance project.
The project was rst anchored by a
comprehensive overhaul and renewal of
Endúr’s governing policy documents, as
thoroughly discussed and resolved by the
Company’s board of directors. Concur-
rently, Endúr undertook a compliance
review of all our businesses in Norway and
Sweden. The purpose of the review was to
ascertain the degree to which, and subse-
quently to ensure that adequate policies
and procedures were and are in place to
address both general as well as particular
risks related to Endúr’s business activities,
and further to safeguard that all employ-
ees, suppliers and other business partners
adhere to Endúr’s ethical requirements.
ENDÚR ASA - ANNUAL REPORT 202110
BOARD OF DIRECTORS’ REPORT
The initial part of our compliance review
was to conduct a thorough risk analysis
of the underlying business units of Endúr,
herein a review of the at the time existing
policies and procedures within Endúr’s
operating entities, including the three
major new companies incorporated into
the Endúr group from December 2020
through March 2021.
Based on the results and subsequent anal-
ysis of the risk analysis, Endúr are in the
nal stages of designing a plan and policy
for further strengthening Endúr’ corporate
compliance program, reecting the specic
risks pertaining to our businesses as well
as existing policies and procedures.
CORPORATE GOVERNANCE
Endúr ASA is of the opinion that the foun-
dation for good Corporate Governance
should be built on clear and transparent
relationships between the owners, the
Board, and the management.
Corporate Governance shall ensure
credibility and trust among all stakeholders
and form a good foundation for further-
ing sustainable value creation and good
results. Good business management is an
important prerequisite for achieving Endúr
ASA’s vision and carrying out our strat-
egy plans. Good business management
contributes to the Group’s long-term value
creation, while the resources are utilised in
an ecient and sustainable manner.
Endúr ASA’s guidelines for corporate
governance follow the recommendation of
The Norwegian Committee for Corporate
Governance (NUES), available at www.
nues.no. The Norwegian recommendation
for Corporate Governance is based on
the shares, accounting, stock exchange
and securities legislation, as well as stock
exchange regulations, and contains rules
and guidelines which partially elaborates
the current legislation, and partially covers
areas not addressed by the legislation.
The guidelines aim to clarify the distri-
bution of roles between shareholders,
the Board and caseworkers beyond the
requirements of the law. Endúr’s goal is
to follow the NUES recommendation of
strengthening the trust in the company
and contribute to the greatest possible
value creation in the long term, to the best
of the shareholders, employees, and other
stakeholders.
Endúr’s principles for Corporate Gov-
ernance are available on the company’s
website.
SHARE CAPITAL, SHARES AND
SHAREHOLDER INFORMATION.
Endúr ASA has been listed on the Oslo
Stock Exchange since June 2008. The com-
pany’s shares are freely transferable. No
transferability restrictions are incorporated
into the Articles of Association.
As of 31 December 2021, there were
1,372,643,406 shares issued, all of the
same class and with equal voting rights.
Each share has a nominal value of NOK
0.01. At year-end Endúr ASA had a total of
5,686 shareholders, compared to 4,350
shareholders by the end of 2020. An
updated overview over the company’s 20
largest shareholders is available on the
company’s IR pages at www.endur.no.
RISK EXPOSURE AND RISK
MANAGEMENT
Endúr ASA is exposed to risks of both
operational and nancial character. The
Board of Endúr ASA is conscious of the
importance of risk management and work
actively to reduce the total risk exposure of
the Group. The most important risk factors
are nancial risks, market risks and project
risks, hereunder counterparty risks.
The nancial risk has historically largely
been managed independently by the
respective group companies, with the
level of nancial risk varying between the
group’s segments and companies. With the
issuance in March 2021 of the NOK 1100
million senior secured bond by the group
holding company Endúr ASA, amortized
down to NOK 900 million in December
2021, the group’s nancial risk is to a
greater extent monitored and managed at
the group level.
The March 2021 NOK 1100 million bond
issue involved an increase in the company’s
debt ratio and a corresponding obligation
to pay interest and otherwise service the
bond loan. Even though the bond loan was
amortized by NOK 200 million to NOK 900
million in December, the higher leverage
involves a nancial risk. Also, as the coupon
on the bond is comprised of both a xed
margin and a oating base interest rate,
this exposes the company to interest
rate risk. As interest rate uctuations are
beyond Endúr’s control and inuence,
the company will continuously consider
whether to lessen its exposure to interest
rate risk though hedging transactions.
Liquidity risk is nancial risk that a business
will not have sucient cash to meet its nan-
cial commitments in a timely manner. Endúr
is exposed to liquidity risk through its largely
project based revenue generation, often
employing a host of subcontractors. The fail-
ure of an Endúr contractee to make timely
payments can in turn impact Endúr’s ability
to make timely payments to its own sub-
contractors. Generally, taking on increased
project-based activities often involves higher
working capital requirements, particularly in
the projects’ early phases, and it is important
that a company such as Endúr both has
sucient liquid funds to nance such growth
and increased activity, as well as actively
monitors and manages its working capital
exposure. Diversication of project size,
timing and customers aords active meas-
ures of liquidity risk mitigation, as well as,
and more importantly, consistent protable
project execution. Endúr is highly attuned
to cash ow management and monitoring,
both at a group and company level.
Project risk constitutes a persistent risk fac-
tor in and of itself and may be exacerbated
by any resulting adverse liquidity conse-
quences. From a portfolio perspective, and
to the extent that the group’s turnover
is largely distributed across a number of
dierent projects and customers, both in
the public and private sector, this lowers
the group’s overall project risk exposure.
However, as the February 2021 bank-
ruptcy in group subsidiary ØPD AS clearly
demonstrated, having a diversied project
portfolio does not inoculate the group
from being materially adversely aected by
underperforming projects.
ENDÚR ASA - ANNUAL REPORT 2021 11
BOARD OF DIRECTORS’ REPORT
ENDÚR ASA - ANNUAL REPORT 202112
BOARD OF DIRECTORS’ REPORT
terms and scope for the nal agree-
ment. The nal design and construction
agreement is expected to be eectu-
ated during rst half of 2022, for an
estimated contract value for Artec Aqua
as turnkey supplier of NOK 1.3 – 1.4
billion.
On 3 March 2022 Stockholms Vat-
tenentreprenader AB (“Sventab”), a
subsidiary of Marcon was awarded
a long-term frame agreement by
Stockholms Hamn AB for mainte-
nance and repairs of quays and quay
equipment as well as construction
work. The agreement stipulates a call
o structure with Sventab ranked as
no. 1, and has a duration of two years
plus six one-year extension options,
for a maximum total of eight years.
Stockholms Hamn AB estimates that
the contract value is approximately
SEK 10–30 million per year, equivalent
to a revenue potential of between SEK
80–240 million over the full eight-year
period.
On 4 April 2022 Endúr’s subsidiary
BMO Entreprenør entered into a three-
year frame agreement with Agder
Energi. The contract value of the frame
agreement is up to NOK 150 million.
On 8 april 2022 BMO Entreprenør
signed an agreement with NRC Group
for tunnelling works on Trønder- og
Meråkerbanen. The contract value is
approx. NOK 70 million.
In the rst quarter of 2022 Endúr’s
subsidiary Sjøsterk has won contracts
for four new barges, herein 3 feed
barges for salmon farming companies
Ballangen Sjøfarm AS, partly owned by
Cermaq which also directly procured a
feed barge from Sjøsterk in November
2021, Gigante Salmon AS and Arnarlax
hf (Iceland). The collective contract
value of the four contracts is close to
NOK 140 million. With these awards
Sjøsterk had achieved orders to ll all 8
possible construction slots for 2022.
MARKET AND FUTURE OUTLOOK
Following the holistic transformation com-
menced in 2020 and completed in 2020,
[7] Source: «Roadmap for the Aquaculture Industry», Norsk Industri
away from the highly cyclical maritime and
oshore energy markets, Endúr’s core
business, core focus and predominant
market exposure is today related to marine
infrastructure and aquaculture solutions.
As importantly, the group’s activities in
these industry segments and in these
markets are undertaken through subsidi-
aries that are all leading companies in their
respective markets, and all with prolonged
histories of protable growth. Fundamen-
tally, and as evidenced by the Group’s
operational and nancial performance
particularly in the second half of 2021,
Endúr today has a robust platform from
which both to operate, grow and capitalize
on the signicant and protable growth
opportunities intrinsic to both the marine
infrastructure and aquaculture solutions
industry segments.
The infrastructure market in both Norway
and Sweden are large markets of which
marine infrastructure constitutes relatively
minor parts. As these markets are primarily
driven by public sector investment (approx.
80% of Endúr’s 2021 marine infrastructure
revenue was generated from projects
with public sector as the end customer),
for which there is identiable and publicly
announced long-term prospects and mar-
ket visibility, one can derive with a favour-
able level of certainty that the market will
exhibit material and stable growth going
forward.
The Norwegian aquaculture industry has
experienced extraordinary growth and
earned out-sized returns since the outset
in the 1970s. Although annual production
growth has decreased post 2013, primarily
due to biological diculties with sea lice
as the root cause, both the industry and
governing bodies are adamant that there
is still room for growth. The main drivers
behind this sustained growth are (i) the
megatrend comprised of global population
growth, with a corresponding need and
demand for protein-rich foods, the rapidly
increasing seafood consumption per
capita, and the superior feed conversion
ratio – and hence also in terms of sus-
tainability – of farmed sh relative to beef
and poultry, and (ii) the industrialization
of (predominantly) salmon farming, driven
largely by Norwegian farmers and cluster
of technology and service providers.
The Government’s ambition is for Norway
to become the world’s leading seafood
nation through a ve-fold increase in
salmon production and a six-fold increase
in value creation between 2010 and
2050 [7]. Moreover, global sustainabil-
ity demands and requirements are also
driving a trend towards locally sourced and
produced foods. Land-based aquaculture
production is likely to constitute a material
part of the “solution” for the continued
growth of the aquaculture industry, both
domestically and globally, substantial
investments are planned both in land-
based post-smolt and grow-out facilities,
in terms of timing partly pending the
outcome of early-phase projects such as
Salmon Evolution.
In June 2020, Endúr announced an ambi-
tion to build a NOK 2+ billion revenue,
10-12 percent EBITDA-margin company
within 2022. Through the acquisitions of
BMO Entreprenør, Artec Aqua and Marcon
in late 2020 and early 2021 respectively,
and with these companies’ organic growth
since becoming part of Endúr, the Endúr
Group has – proforma – achieved the
revenue part of the stated ambition NOK 2
billion already in 2021.
Based on this rst goal attainment, as well
as the market prospects discussed herein,
Endúr has resolved that a new revenue
target for the Group of NOK 4 billion within
2024 is both realistic and appropriate.
Endúr will always prioritize protable
growth over growth alone, and provided
that a major part of the expected revenue
growth is likely to be generated within the
Aquaculture Solutions segment, where
the contract structure for large turnkey
projects historically has yielded lower than
10-12 EBITDA-margins, Endúr will not ax
a corresponding margin target to the new
NOK 4 billion 2024 revenue target.
ENDÚR ASA - ANNUAL REPORT 2021 13
BOARD OF DIRECTORS’ REPORT
Order backlog: Per 31 December 2021
the Endúr group had a total rm order
backlog of NOK 2,162 million, as com-
pared to NOK 853 million at year-end
2020 (proforma NOK 1,391 million). The
2021 year-end order backlog reects rm,
unqualied orders only, and hence not,
for example, the estimated contract value
of the Salmon Evolution phase 2 Heads
of Terms agreement and other Letters of
Intent and conditional agreements entered
into and announced in 2021.
Overall, based on the Company’s current
prospects, Endúr’s Board of Directors
believes that the outlook for the Company
is favourable.
GOING CONCERN
The Board of Directors of Endúr ASA
remains focused on operational, nancial,
strategic and structural measures that seek
to ensure that the Endúr group is posi-
tioned to realise its potential and ambitions,
both in the present and for the future.
The Board of Directors consider that the
Endúr group’s continuing operations
collectively comprise a sound platform for
protable and sustainable operations.
The Board of Endúr ASA conrms, accord-
ing to § 3-3 of the Accounting Act, that
the annual accounts have been prepared
based on the assumption for continued
operations.
Bergen - 28 April 2022
Board of Directors
and CEO of Endúr ASA
Pål Reiulf Olsen
(Chairman)
-sign
Hedvig Bugge Reiersen
-sign
Jorunn Ingebrigtsen
-sign
Jeppe Bjørnerud Raaholt
(CEO)
-sign
Bjørn Finnøy
-sign
Jörn Ryberg
-sign
Kristoer Nesse Hope
-sign
Kristine Landmark
-sign
ENDÚR ASA - ANNUAL REPORT 202114
BMO Entreprenør carrying out
steel-bridge surface treatment
at Trønder- og Meråkerbanen
for Bane NOR.
ENDÚR ASA - ANNUAL REPORT 2021 15
ANNUAL ACCOUNTS - GROUP
Consolidated Statement
of Prot or Loss **
IFRS IFRS
(NOKm) Note 2021 2020 *
Continued operations
Revenue 4,5, 29 1 998.9 267.1
Other revenue 10.1 13.1
Revenue 2 009.1 280.2
Cost of materials 29 (1 297.4) (173.5)
Payroll expenses 6, 27, 30 (380.0) (81.0)
Depreciation, amortization, impairment 11,12,13,19 (142.4) (52.9)
Other operating expenses 28, 29 (192.8) (32.5)
Operating expenses (2 012.6) (339.9)
Operating prot/loss (3.5) (59.7)
Financial income 7 2.1 1.0
Financial expenses 7 (110.8) (14.6)
Net nancial items (108.7) (13.6)
Prot/loss before tax (112.2) (73.3)
Income tax 8 45.1 5.9
Prot/loss - continued operations (67.1) (67.5)
Discontinued operations
Prot/loss - discontinued operations 9 15.3 (451.7)
Prot/loss for the period (51.8) (519.1)
Other comprehensive income
Exchange rate dierences (8.0) -
Items which may be reclassied over prot and loss in subsequent periods - -
Other comprehensive income for the period, net of tax (8.0) -
Total comprehensive income (59.8) (519.1)
Prot / Loss attributable to:
Owners of the Company (51.8) (519.1)
Prot / Loss (51.8) (519.1)
Total comprehensive income attributable to:
Owners of the Company (59.8) (519.1)
Total comprehensive income (59.8) (519.1)
Earnings per share
Basic earnings per share (NOK) 10 (0.05) (1.68)
Diluted earnings per share (NOK) 10 (0.05) (1.68)
Earnings per share - continued operations
Basic earnings per share (NOK) 10 (0.06) (1.71)
Diluted earnings per share (NOK) 10 (0.06) (1.71)
* The comparative information has been restated due to discontinued operations. See note 9.
**Artec Aqua AS and Marcon-Gruppen i Sverige AB has only been a part of the Group since 12 March 2021. For proforma numbers 2021 see note 33.
Annual Accounts - Group
ENDÚR ASA - ANNUAL REPORT 202116
ANNUAL ACCOUNTS - GROUP
Consolidated Statement of
Financial Position
IFRS IFRS
(NOKm) Note 31.12.2021 31.12.2020
ASSETS
Deferred tax assets 8 0.0 11.7
Intangible assets and goodwill 11, 13 1 120.7 410.5
Property, plant and equipment 12 426.0 87.8
Right-of-use assets 12, 19 93.1 109.0
Equity-accounted investees 2.4 0.4
Total non-current assets 1 642.2 619.4
Inventories 14 26.3 10.5
Contract assets 5 30.8 60.8
Trade and other receivables 15, 23 504.8 131.2
Cash and cash equivalents 16, 23 304.4 167.8
Total current assets 866.3 370.4
TOTAL ASSETS 2 508.5 989.8
ENDÚR ASA - ANNUAL REPORT 2021 17
ANNUAL ACCOUNTS - GROUP
IFRS IFRS
(NOKm) Note 31.12.2021 31.12.2020
EQUITY AND LIABILITIES
Equity
Share capital 17, 30 13.7 7.3
Share premium 30 880.7 308.2
Other paid-in capital 4.1 4.1
Equity 898.5 319.6
Liabilities
Deferred tax liabilities 8 77.9 -
Loans and borrowings 18, 23, 24 890.6 153.5
Lease liabilities 18, 19, 24 73.2 116.0
Other non-current liabilities 9.1 3.6
Total non-current liabilities 1 050.7 273.1
Loans and borrowings 18, 23 - 93.7
Lease liabilities 18, 19, 24 22.7 22.0
Trade and other payables 20, 21, 23, 24 505.3 248.6
Tax payables 8 - -
Contract liabilities 5 31.4 32.7
Total current liabilities 559.4 397.1
Total liabilities 1 610.0 670.2
TOTAL EQUITY AND LIABILITIES 2 508.5 989.8
Bergen - 28 April 2022
Board of Directors
and CEO of Endúr ASA
Pål Reiulf Olsen
(Chairman)
-sign
Hedvig Bugge Reiersen
-sign
Jorunn Ingebrigtsen
-sign
Jeppe Bjørnerud Raaholt
(CEO)
-sign
Bjørn Finnøy
-sign
Jörn Ryberg
-sign
Kristoer Nesse Hope
-sign
Kristine Landmark
-sign
ENDÚR ASA - ANNUAL REPORT 202118
ANNUAL ACCOUNTS - GROUP
Consolidated Statement of
Cash Flows
IFRS IFRS
(NOKm) Note 2021 2020
Cash ow from operating activities
Loss for the period (51.8) (519.1)
Adjustments for:
Tax expense / Tax income 8 (45.1) (5.8)
Depreciation, amortization 11, 12 119.6 10.6
Impairment Right-of-use-asset - 14.9
Impairment Goodwill 11, 13 22.8 27.4
Recognition of negative goodwill - (2.4)
Items classied as investments and nancing activities 108.7 3.1
Gains on disposal of discontinued operations 9 (51.9) (6.2)
Share option expense 25 0.1
Changes in:
Trade and other receivables 15 (372.3) 41.6
Trade and other payables 20 256.7 (34.7)
Inventories 15.7 (0.8)
Contract assets (30.0) (1.4)
Contract liabilities (1.3) (3.3)
Net cash from operating activities (28.9) (476.0)
Cash ow from investments activities
Acquisition of property, plant and equipment 11, 12 (120.5) (4.2)
Proceeds from sale of intangible assets and goodwill 11
Proceeds from sale of property, plant and equipment 12 75.6
Net outow from non-current receivables 32.6 (40.5)
Eect bankruptcy in subsidiary (0.6) (3.8)
Business combinations, net cash 3 (969.3) 269.6
Net cash from investments activities (982.2) 221.1
Cash ow from nancing activities
Proceeds from issue of share capital (capital increase) 17 638.7 213.9
Proceeds from loans and borrowings 18 1 100.0 229.7
Payment of interests (102.1) (3.1)
Repayment of lease liabilities 18, 19 (33.7) (13.0)
Repayment of borrowings 18 (447.2) (25.6)
Net cash from nancing activities 1 155.7 401.9
Net currency translation eect (8.0)
Net change in cash and cash equivalents 136.6 146.9
Cash and cash equivalents as per 1.1 167.8 20.9
Cash and cash equivalents as per 31.12 304.4 167.8
Of which is restricted cash 16 17.1 26.1
ENDÚR ASA - ANNUAL REPORT 2021 19
ANNUAL ACCOUNTS - GROUP
Consolidated Statement of
Changes in Equity
Foreign
Other currency
Share Share paid-in Retained transl. Total
(NOKm) Note capital premium capital earnings reserve equity
Equity 01.01.2020 2.1 167.0 0.3 (57.9) - 111.5
Prot (loss) - (519.1) - - - (519.1)
Issue of shares - Business combination 3.2 474.1 3.7 - - 481.1
Issue of shares 2.0 244.0 - - - 246.0
Adjustments - (57.9) - 57.9 - -
Equity eect of share options - - 0.1 - - 0.1
Equity 31.12.2020 7.3 308.2 4.1 - - 319.6
Equity 01.01.2021 7.3 308.2 4.1 - - 319.6
Prot (loss) - - - (51.8) (51.8)
Other comprehensive income,
exchange dierences - - - - (8.0) (8.0)
Issue of shares - Business combination 3, 17 4.0 466.8 - - 470.8
Issue of shares 17 2.4 165.5 - - 167.9
Adjustments - (59.8) - 51.8 8.0 -
Equity 31.12.2021 13.7 880.7 4.1 - - 898.5
ENDÚR ASA - ANNUAL REPORT 202120
ANNUAL ACCOUNTS - GROUP
Notes to the
Consolidated Accounts
NOTE 1: CORPORATE INFORMATION
Endúr ASA is a public limited liability company based in Norway, and was founded on 22 May 2007. The Company’s registered oce is
at Laksevåg in Bergen. These consolidated nancial statements comprise the Company and its subsidiaries (collectively the “Group” and
individually “Group companies”). Endúr ASA is listed on Oslo Stock Exchange with the ticker ENDUR.
NOTE 2: ACCOUNTING PRINCIPLES
DECLARATION OF CONFORMITY
The consolidated nancial statements of the Endúr group have been prepared in accordance with EU approved International Financial
Reporting Standards (IFRS) and associated interpretations, and also the additional Norwegian information requirement pursuant to the
Norwegian Accounting Act, and that are applicable as at 31 December 2021. The consolidated accounts is for the period 01.01.2021 until
31.12.2021. The proposed annual accounts were adopted by the Board of Directors on 28 April 2022. The annual accounts will be dealt
with by the Ordinary General Meeting in May 2022 for nal approval.
BASIS OF MEASUREMENT
The consolidated nancial statements have been prepared based on historical cost.
The consolidated accounts are presented in NOK, which is also the functional currency of the parent company. Financial information is
stated in NOK thousands, unless otherwise specied.
BASIS OF CONSOLIDATION
The consolidated accounts include the parent company Endúr ASA and subsidiaries. The parent company and the subsidiaries are
referred to collectively as “the Group” and individually as “group companies”.
Business combinations
The Group accounts for business combinations using the acquisition method when control is transferred to the Group. The consideration
transferred in the acquisition is generally measured at fair value, as are the identiable net assets acquired. Any goodwill that arises is
tested annually for impairment. Transaction costs are expensed as incurred.
Subsidiaries
A subsidiary is a company controlled by the group. The Group controls an entity when it is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to aect those returns through its power over the entity. The nancial statements
of subsidiaries are included in the consolidated nancial statements from the date on which control commences until the date on which
control ceases.
Loss of control
When the group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related non-controlling
interest and other components of equity. Any resulting gain or loss is recognised in prot or loss. Any interest retained in the former sub-
sidiary is measured at fair value when control is lost.
Transactions eliminated on consolidation
Transactions between group companies and inter-company balances, including internal prot and unrealised gains and losses, are
eliminated. Unrealised gains that arise from transactions with associated companies are eliminated with the group’s share in the associ-
ated company. The same applies to unrealised loss, but only if there are no indications of an impairment of the asset that has been sold
internally. The consolidated accounts have been prepared on the assumption of uniform accounting principles for similar transactions
and other events under similar circumstances.
ENDÚR ASA - ANNUAL REPORT 2021 21
ANNUAL ACCOUNTS - GROUP
JUDGEMENTS AND ESTIMATES
Preparation of the annual accounts in accordance with IFRS includes valuations, estimates and assumptions that inuence both the choice
of accounting principles applied and reported amounts for assets, obligations, income and expenses. During preparation of the annual
accounts, the management has used estimates based on best judgement and assumptions that are considered realistic based on histor-
ical experience. Actual amounts may dier from estimated amounts. Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to estimates are recognised prospectively.
Judgements
Information about judgements made in applying accounting policies that have the most signicant eects on the amounts recognised in
the consolidated nancial statements is included in the following notes:
Note 5 Whether revenue is recognized over time or at a point in time. Identication of performance obligations in customer contracts.
Note 19 Classication of lease contracts.
Assumptions and estimation uncertainties
Information about assumptions and estimation uncertainties that have a signicant risk of resulting in a material adjustment in the year to
come is included in the following notes:
Note 3 Business combinations: fair value of the consideration transferred and fair value of the assets acquired and liabilities assumed.
Note 8 Recognition of deferred tax assets; availability of future taxable prot against which carry forward tax losses can be used.
Note 13 Impairment test: key assumptions underlying recoverable amounts.
Note 21 Recognition and measurement of provisions and contingencies; key assumptions about the likelihood and magnitude of an
outow of resources.
CHANGES IN ACCOUNTING PRINCIPLES AND NEW PRONOUNCEMENTS
Endúr has not implemented any new accounting standards or otherwise made any signicant changes to accounting policies during 2021.
None of the issued, not yet eective, accounting standards or amendments to such standards are expected to have signicant
eects for Endúr’s nancial reporting.
CHANGES IN COMPARATIVE FIGURES IN P&L AND ASSOCIATED NOTES
Due to discontinued operations in Endùr AAK AS, Endùr Industrier AS and ØPD AS comparative gures for 2020 in P&L and associated
notes are restatet to be comparable to the business reected in the 2021 numbers.
ENDÚR ASA - ANNUAL REPORT 202122
ANNUAL ACCOUNTS - GROUP
NOTE 3: BUSINESS COMBINATIONS
ARTEC AQUA AS
On 12 March 2021, Endúr ASA, through its wholly owned subsidiary, Endùr BidCo AS, bought all the shares in Artec Aqua AS for a pur-
chase price of approx. NOK 702.5 million, of which 50% of the purchase price was settled by issuing 296,128,789 consideration shares in
Endúr ASA, and 50% in cash consideration.
On the same day, the board decided, pursuant to a board authorization granted by the EGM on 10 March 2021, to issue the considera-
tion shares. The company’s share capital increased by NOK 2,961,287.89 by issuing 296,128,789 new shares, each with a nominal value of
NOK 0.01. The capital increase was registered on 15 March 2021.
Artec Aqua was established in 2002 and is today a leading turnkey supplier of process facilities and solutions to the onshore aquaculture
industry. It is the undisputed market leader for onshore broodstock facilities, and customers include the global leading salmon farming
companies. Artec Aqua is renowned for its superior water treatment solutions design, which secures sh welfare and sustainable develop-
ment of the aquaculture industry. The company has the capability to deliver all available water system solutions for onshore aquaculture,
including ow-through, regeneration and recirculation aquaculture systems (RAS). Artec Aqua has developed a new RAS system that has
demonstrated favourable water quality and recorded stress levels among the lowest measured in onshore sh farming.
CONSIDERATION TRANSFERRED
The following table summarises the acquisition date fair value of each major class of consideration transferred.
(NOKm)
2021
Cash 338.7
Shares in Endúr ASA (296 128 789 shares) 346.5
Other adjustments 12.5
Total consideration transferred 697.7
Equity instruments issued
The fair value of the shares issued was based on the listed share price of the Endúr ASA at 12 March 2021 at NOK 1,17 per share.
IDENTIFIABLE ASSETS ACQUIRED AND LIABILITIES ASSUMED
The fair value of identiable assets and liabilities is based on a purchase price allocation. The following table summarises the recognised
amounts of assets acquired and liabilities assumed at the date of acquisition
(NOKm)
2021
Customer relationships 186.7
Technology 84.1
Right-of-use assets 8.4
Property, plant and equipment 1.9
Financial assets 20.4
Inventories 1.3
Contract assets 10.1
Trade and other receivables 126.8
Contract liabilities (7.3)
Trade and other payables (92.4)
Other current liabilities (17.7)
Net nancial debt (8.8)
Deferred tax liability (84.9)
Cash and bank deposit 55.3
Total identiable net assets acquired 283.9
ENDÚR ASA - ANNUAL REPORT 2021 23
ANNUAL ACCOUNTS - GROUP
GOODWILL
Goodwill arising from the acquisition has been recognised as follows.
(NOKm)
2021
Total consideration transferred 697.7
- Fair value of identiable net assets acquired 283.9
Goodwill 413.8
The goodwill-value can be explained by synergies, economies of scale, expectations of future protability and growth and expectations of
better market conditions.
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS - PROFORMA
If the business combination had been completed on 1 January 2021, management estimates that the condensed consolidated statement
of prot or loss 2021 would have been according to the table below. In determining these amounts, management has assumed that the
fair value adjustments that arose on the date of acquisition would have been the same if the acquisition had occurred on 1 January 2021.
2021
(NOKm) proforma
Continued operations
Revenue 2 118.2
Cost of sales (1 389.1)
Payroll expenses (389.9)
Depreciation, amortization, impairment (142.8)
Other operating expenses (197.1)
Operating prot/loss (0.8)
Financial income 2.1
Financial expenses (111.0)
Prot/loss before tax (109.7)
Income tax expense 44.5
Prot/loss - continued operations (65.2)
Prot or loss account in the acquired company after the acquisition date
12.03.2021 -
(NOKm)
31.12.2021
Operating revenue 933.5
Operating prot/loss 54.5
ENDÚR ASA - ANNUAL REPORT 202124
ANNUAL ACCOUNTS - GROUP
MARCON-GRUPPEN I SVERIGE AB
On 5 March 2021, Endúr ASA, bought 35% of the shares in Marcon-Gruppen i Sverige AB for a purchase price of approx. SEK 140 million.
The purchase price was settled by issuing 106,230,838 consideration shares in Endúr ASA.
On the same day, the board decided, pursuant to a board authorization granted by the EGM on 4 December 2020, to issue the considera-
tion shares. The company’s share capital increased by NOK 1,062,308.38 by issuing 106,230,838 new shares, each with a nominal value of
NOK 0.01. The capital increase was registered on March 8, 2021.
On 12 March 2021, Endúr ASA bought the remaining 65% of the shares in Marcon-Gruppen i Sverige AB for a purchase price of approx.
SEK 260 million. The purchase price was settled in cash consideration. Exchange rate at closing date was 0.9948.
Marcon was established by Jörn Ryberg in 1982 and has since grown to become a market leader within marine infrastructure in Sweden.
The company performs a range of services connected to marine infrastructure construction and marine services, as well as other adjacent
services including hydrographical services, dredging, rentals, inspections and diving. Marcon serves both as independent contractor and
subcontractor in construction projects and other services. Its HQ is in Ängelholm with oces in Stockholm, Malmö, Gothenburg, Sölves-
borg and Härnösand. The group operates in the Swedish market under the brands Swedish Sjöentrepenad (SSE), Marcon Teknik (MTE),
Frog Marine Service (FMS), SVENTAB and Marcon Windpower.
CONSIDERATION TRANSFERRED
The following table summarises the acquisition date fair value of each major class of consideration transferred.
(NOKm)
2021
Cash 259.4
Shares in Endúr ASA (106 230 838 shares) 124.3
Total consideration transferred 383.7
Equity instruments issued
The fair value of the shares issued was based on the listed share price of the Endúr ASA at 12 March 2021 at NOK 1,17 per share.
IDENTIFIABLE ASSETS ACQUIRED AND LIABILITIES ASSUMED
The fair value of identiable assets and liabilities is based on a purchase price allocation. The following table summarises the recognised
amounts of assets acquired and liabilities assumed at the date of acquisition
(NOKm)
2021
Right-of-use assets 20.2
Property, plant and equipment 389.3
Financial assets 6.0
Inventories 1.8
Contract assets 5.6
Trade and other receivables 67.5
Doubtful receivable 37.1
Contract liabilities (26.7)
Trade and other payables (19.7)
Other current liabilities (2.1)
Net nancial debt (163.2)
Deferred tax liability (63.5)
Cash and bank deposit 45.0
Total identiable net assets acquired 297.4
ENDÚR ASA - ANNUAL REPORT 2021 25
ANNUAL ACCOUNTS - GROUP
GOODWILL
Goodwill arising from the acquisition has been recognised as follows.
(NOKm)
2021
Total consideration transferred 383.7
- Fair value of identiable net assets acquired 297.4
Goodwill 86.3
The goodwill-value can be explained by synergies, economies of scale, expectations of future protability and growth and expectations of
better market conditions.
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS - PROFORMA
If the business combination had been completed on 1 January 2021, management estimates that the condensed consolidated statement
of prot or loss 2021 would have been according to the table below. In determining these amounts, management has assumed that the
fair value adjustments that arose on the date of acquisition would have been the same if the acquisition had occurred on 1 January 2021.
2021
(NOKm) proforma
Continued operations
Revenue 2 076.4
Cost of sales (1 327.1)
Payroll expenses (403.1)
Depreciation, amortization, impairment (155.7)
Other operating expenses (198.3)
Operating prot/loss (7.7)
Financial income 0.9
Financial expenses (111.1)
Prot/loss before tax (117.9)
Income tax expense 51.4
Prot/loss - continued operations (66.5)
Prot or loss account in the acquired company after the acquisition date
12.03.2021 -
(NOKm)
31.12.2021
Operating revenue 326.1
Operating prot/loss 78.1
ENDÚR ASA - ANNUAL REPORT 202126
ANNUAL ACCOUNTS - GROUP
NOTE 4: OPERATING SEGMENTS
OPERATING SEGMENTS
Endúr reports in 2021 distributed on the following segments. These segments oer dierent products and services, and are managed
separately because they require dierent marketing strategies. Inter-segment pricing is determined on an arm’s length basis. Segment
changes from 2020 to 2021 are due to the business combination described in note 3 and discontinued operations in note 9. The segment
information for 2020 has been restated as a result of activities being classied as discontinued operations ref note 9. The energy segment
consisting of Endùr AAK AS and Endùr Industrier AS is no longer a segment in 2021. ØPD AS is excluded from the Marine infrastructure
segment and Endùr Maritime AS is transferred from the Marine segment to the Other segment.
Segment performance is measured by operating prot before depreciation, amortization and write-downs (EBITDA) and operating prot
(EBIT). This is included in internal management reports, of which are being reviewed by the Group’s CEO.
Marine infrastructure
The Marine infrastructure segment includes harbour/quay construction and maintenance and underwater services.
Consists of the companies BMO Entreprenør AS, Marcon-Gruppen i Sverige AB og Installit AS.
Aquaculture solutions
The Aquaculture solutions segment includes production of concrete barges for the aquaculture industry.
Consists of the companies Artec Aqua AS, Endúr Sjøsterk AS and Endúr Eiendom AS.
Other
Other includes maritime service and ship maintenance, unallocated corporate costs, investments in the Group’s subsidiaries and Group
nancing. Consists of the companies Endùr Maritime AS, Endùr ASA, Endùr Bidco AS, Endùr Invest AS and BG Malta Ltd.
Marine Aquaculture Intra-group
2021 (NOKm) infrastructure solutions Other eliminations Total
Operating revenue 813.8 1 006.2 190.2 (11.3) 1 998.9
Operating prot / loss EBITDA 157.8 52.8 (55.3) (16.4) 138.9
Depreciation, amortization (85.5) (26.7) (7.4) - (119.6)
Impairment (22.8) - - - (22.8)
Operating prot / loss EBIT 49.5 26.1 (62.7) (16.4) (3.5)
Segments assets 1 264.9 1 199.7 2 002.4 (1 958.6) 2 508.5
Segment liabilities 470.9 456.3 1 053.1 (370.3) 1 610.0
Marine Aquaculture Intra-group
2020 (NOKm) infrastructure solutions Other eliminations Total
Operating revenue 6.2 65.2 203.0 (7.3) 267.1
Operating prot / loss EBITDA 4.4 (0.4) (10.8) - (6.8)
Depreciation, amortization (0.2) (1.0) (9.4) - (10.6)
Impairment - - (42.3) - (42.3)
Operating prot / loss EBIT 4.3 (1.4) (62.5) - (59.7)
Segments assets 698.0 96.2 994.0 (838.6) 949.6
Segment liabilities 740.6 26.7 151.8 (297.8) 621.3
MAJOR CUSTOMERS
Revenues from one customer of the Group’s Aquaculture solutions segment represented approximately NOK 640 million of the Group’s
total revenues in 2021.
There are no other customer in the Group where the recognised revenue is more than 10 percent of total revenues in 2021.
ENDÚR ASA - ANNUAL REPORT 2021 27
ANNUAL ACCOUNTS - GROUP
NOTE 5: REVENUE
FINANCIAL REPORTING PRINCIPLES
Revenue is measured based on the consideration specied in a contract with a customer. The Group recognises revenue when it trans-
fers control over a good or service to a customer. In the prot or loss statement revenues from contracts with customers are presented
net of discounts, VAT and other public duties.
Revenue
The majority of the group’s revenues, in the Marine infrastructure and Aquaculture solutions segment, stem from projects based on
Norwegian Standard Contracts (NS) for construction works. Payments may be based on xed totals with milestone installments, cost-plus
or quantity-based unit prices. The latter two are typically billed monthly. Revenues are typically due for payment within 30 days after the
billing date, while end-invoices typically are due for payment within 60 days.
Revenue in the Other segment stem mainly form service and maintenance contracts that are mainly time and material contracts, T&M,
but xed-price contracts and elements of xed-price also occur. Each individual contract is normally considered as a separate perfor-
mance obligation and revenue is recognised over time to depict the delivered time and materials. For contracts with signicant xed-price
elements an input method is used to measure the progress of the project, which is the basis for recognizing revenue over time.
The majority of the group’s delivery commitments are fullled at project hand-over (or in some cases in accordance with partial hand-overs).
Contract balances
A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group performs by
transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recog-
nised for the earned consideration that is conditional.
Trade receivables represents the Group’s right to an amount of consideration that is unconditional.
A contract liability is the obligation to transfer goods or services to a customer for which the Group has received consideration (or an
amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to
the customer, a contract liability is recognised when the payment is made. Contract liabilities are recognised as revenue when the Group
fullls the performance obligation(s) under the contract.
DISAGGREGATION OF REVENUE FROM CONTRACTS WITH CUSTOMERS
Marine Aquaculture
infrastructure solutions Other Total
(NOKm) 2021 2020 2021 2020 2021 2020 2021 2020
Primary geographical markets
Norway and the Norwegian Continental Shelf 469.1 4.9 1 002.4 65.2 180.1 197.0 1 651.6 267.1
Sweden 296.9 - - - 5.8 - 302.7 -
Other 37.9 - 3.9 - 2.9 - 44.7 -
803.9 4.9 1 006.2 65.2 188.8 197.0 1 998.9 267.1
Major products / service lines
Public sector - Directly 460.8 - 102.5 563.4 -
Private Sector 343.1 4.9 1 006.2 65.2 86.3 197.0 1 435.6 267.1
803.9 4.9 1 006.2 65.2 188.8 197.0 1 998.9 267.1
Timing of revenue recognition
Products transferred at a point in time 460.9 72.7 184.8 718.4 -
Products and services transferred over time 343.0 4.9 933.5 65.2 4.0 197.0 1 280.5 267.1
803.9 4.9 1 006.2 65.2 188.8 197.0 1 998.9 267.1
Performance obligations that are unsatised at the reporting date, have an original expected duration of one year or less.
ENDÚR ASA - ANNUAL REPORT 202128
ANNUAL ACCOUNTS - GROUP
CONTRACT BALANCES
(NOKm) 31.12.2021 31.12.2020
Receivables, which are included in trade and other receivables 471.6 95.7
Contract assets 30.8 60.8
Contract liabilities 31.4 32.7
The contract assets relate to the Group’s rights to consideration for work completed but not billed at the reporting date. The contract
assets are transferred to receivables when the rights become unconditional. This usually occurs when the Group issues an invoice to the
customer. There have been signicant changes in the balances for the contract asset during the reporting period. This is mainly due to
the bankruptcy in ØPD AS and a reduction in contract assets in Endùr Maritime AS. The signicant increase in receivables is mainly due to
business combinations described in note 3.
NOTE 6: PAYROLL EXPENSES
FINANCIAL REPORTING PRINCIPLES
Pensions
The Group mainly has dened contribution pension schemes that are charged against income as contributions are made to the
scheme. Some group companies also have an early retirement scheme (AFP) in the LO-NHO area. The AFP scheme is accounted for
as a dened contribution pension scheme, as the scheme’s administrator is not able to make the necessary calculation of obligations,
assets and pension earnings for each member enterprise. Consequently, the premium and contributions will be charged against
income as they arise. However, an obligation is calculated for employees who have chosen to take early retirement. These are dened
as active AFPs and the obligation is equivalent to the employer’s contribution in the period from when they take early retirement until
they reach 67 years of age. The obligation is recognized in the consolidated accounts. In the previous AFP scheme, there is an under-
coverage. The company have accrued for the expected cost related to this undercoverage.
Share-based compensation
The Group did not during the 2021 accounting year pay or award any remuneration to any of its employees or ocers by way of shares,
options, warrants or any other form of equity instruments for services rendered as employees or ocers of the Group. The Board of
Directors did propose, and the general meeting did resolve on 21 May 2021 to authorize the Board to issue new shares for the purpose
of establishing an option program for key employees. As of the time of writing however, no such option program has been implemented.
The Group did undertake a share subscription program in December 2021 whereby all permanent employees of the Group were
oered the opportunity to subscribe new shares in the Group at a discount in accordance with a resolution made by the annual gen-
eral meeting on 21 May 2021 at a subscription price per share of NOK 0.52996, reecting a discount of 20% on the volume weighted
average closing price of the Group’s share during the application. All shares subscribed and allotted under the oering are subject to
6 months lock-up. See note 30 for further description.
PAYROLL EXPENSES
(NOKm) 2021 2020
Salaries and holiday pay 302.5 65.5
Employer`s national insurance contribution 54.7 9.5
Share subscription program 0.9 -
Pension expenses 14.1 3.0
Other payroll expenses 7.7 3.0
Total 380.0 81.0
Number of employees 31.12 463 276
ENDÚR ASA - ANNUAL REPORT 2021 29
ANNUAL ACCOUNTS - GROUP
The Group is required to have a pension scheme in accordance with the Norwegian law on required occupational pension schemes (“”lov
om obligatorisk tjenestepensjon””). The Group’s pension arrangements full the law requirements.
The Group has dened contribution pension plans for all employees. Dened contribution plans are post-employment benet plans
under which an entity pays xed contributions into a separate entity (a fund) and will have no legal or constructive obligation to pay fur-
ther contributions if the fund does not hold sucient assets to pay all employee benets relating to employee service in the current and
prior periods. The contribution is expensed when it occurs.
The Group has, for some employees, an AFP scheme which gives a lifelong contribution to the ordinary pension. The employees can
choose to exercise the new AFP-scheme starting at the age of 62 years, also in combination with continued work until they turn 67 years
old. The new AFP-scheme is a dened benet multi-employer plan, of which is nanced through contributions that are determined by a
percentage of the employee’s earnings between 1G and 7.1G. There is currently no reliable measure and allocation of liabilities and assets
in the plan. The plan is accounted for as a dened contribution plan, of which means that the contributions are recognised as expenses
with no provisions.
NOTE 7: NET FINANCE COSTS
NET FINANCE COSTS
Marine Aquaculture
infrastructure solutions Other Total
(NOKm) 2021 2020 2021 2020 2021 2020 2021 2020
Interest income 0.1 0.0 0.4 0.0 0.0 0.8 0.6 0.8
Currency gain 0.2 0.0 - - 0.2 0.0 0.4 0.0
Leasing income 0.0 0.0 - - 0.1 0.1 0.1 0.1
Other nancial income 0.2 0.1 - - 0.9 1.1 0.1
Finance income 0.5 0.1 0.4 0.0 1.2 0.9 2.1 1.0
Interest expenses 0.2 - 0.4 0.5 2.1 4.4 2.7 4.8
Interest expenses bond - - - - 67.7 - 67.7 -
Currency loss (0.2) - 0.1 - 2.7 0.2 2.6 0.2
Other nancial expenses 0.0 - 0.0 0.0 15.0 8.1 15.0 8.2
Leasing expenses 2.5 0.1 0.5 - 1.5 1.3 4.5 1.4
Amortization bond - - - - 18.4 - 18.4 -
Finance costs 2.5 0.1 1.0 0.5 107.3 14.0 110.8 14.6
Net nance costs recognised in the
income statement (2.0) (0.0) (0.5) (0.5) (106.2) (13.1) (108.7) (13.6)
ENDÚR ASA - ANNUAL REPORT 202130
ANNUAL ACCOUNTS - GROUP
NOTE 8: TAX
FINANCIAL REPORTING PRINCIPLES
The tax expense consists of the tax payable and changes to deferred tax. Deferred tax/tax assets are calculated on all dierences
between the book value and tax value of assets and liabilities.
Deferred tax assets are recognised when it is probable that the company will have a sucient prot for tax purposes in subsequent
periods to utilise the tax asset. The companies recognise previously unrecognised deferred tax assets to the extent it has become
probable that the company can utilise the deferred tax asset. Similarly, the company will reduce a deferred tax asset to the extent
that the company no longer regards it as probable that it can utilise the deferred tax asset.
Deferred tax and deferred tax assets are measured on the basis of the expected future tax rates applicable to the companies in the
Group where temporary dierences have arisen. Deferred tax and deferred tax assets are recognised at their nominal value and
classied as non-current asset investments (long-term liabilities) in the balance sheet.
INCOME TAX EXPENSE
(NOKm) 2021 2020
Tax payable
Tax payable for the year (7.8) -
Adjustments in respect of current income tax of previous years (2.4)
Total tax payable for the period (10.2) -
Changes deferred tax
Changes in deferred tax 55.3 5.8
Total changes deferred tax 55.3 5.8
Net income tax 45.1 5.8
TAXES PAID
(NOKm) Total Norway Abroad
Corporate income tax (7.8) - (7.8)
Prepaid tax 7.8 - 7.8
Total tax payable 2021 - - -
Taxes paid relates to the Swedish operations. Taxes are paid monthly in Sweden, based on estimated gures and settled yearly, resulting
in zero tax payable in the balance sheet at 31.12.2021.
ENDÚR ASA - ANNUAL REPORT 2021 31
ANNUAL ACCOUNTS - GROUP
RECONCILIATION OF EFFECTIVE TAX RATE
(NOKm) 2021 2020
Loss (51.8) (519.1)
Net tax income / expense (45.1) (5.8)
Loss before tax (96.9) (524.9)
Tax at nominal tax rate 22.0 % 21.3 22.0 % 115.5
Other permanent dierences (17.5) % (17.0) (22.2) % (116.7)
Eects of temporary dierences not recognised 38.8 % 37.6 1.3 % 7.1
Other tax eects (3.2) % 3.1
Net tax income / expense for the group 46.5 % 45.1 1.1 % 5.9
MOVEMENT IN DEFERRED TAX BALANCES
Acquired
Recognised in Bankruptcy in business
(NOKm) 31.12.2020 prot or loss subsidiary combinations 31.12.2021
Non current assets (13.8) (16.5) 4.8 138.9 113.4
Currents assets (6.8) 17.7 (49.5) (0.5) (39.1)
Provisions (9.9) (1.1) 4.9 (12.2) (18.3)
Other dierences (1.4) (13.8) 0.1 194.4 179.3
Excess values 42.0 (13.2) - 337.8 366.6
Interest deductibility carried forward (55.6) 0.2 - - (55.4)
Taxable loss carried forward (380.9) (53.2) 241.6 - (192.5)
Total basis related to deferred tax (426.3) (80.1) 202.0 658.4 354.0
Net deferred tax asset 93.8 17.6 (44.4) (144.9) (77.9)
Net deferred tax asset -
not recognised in the accounts 82.1 (37.6) (44.4) - 0.0
Net deferred tax asset -
recognised in the accounts 11.7 55.3 - (144.9) (77.9)
Deferred tax assets have been recognised in respect of the total basis, because it is probable that future taxable prot will be available
against which the Group can use the benets therefrom.
ENDÚR ASA - ANNUAL REPORT 202132
ANNUAL ACCOUNTS - GROUP
NOTE 9: DISCONTINUED OPERATIONS
FINANCIAL REPORTING PRINCIPLES
At disposal of a separate major line of business, the prot or loss from these operations, including gains/losses from the derecogni-
tion is classied as discontinued operations, if the criteria in IFRS 5 have been met. Prot/loss from group of as- sets classied as held
for sale is also classied as discontinued operations. When discontinued operations are identied, the comparable amounts in the
income statement and other comprehensive income, and the accompanying notes, are restated to reect these operations in the
previous year as if they were discontinued in that year.
Bankruptcy in subsidiary - ØPD AS
The Board of Directors of the subsidiary ØPD AS decided on 5 February 2021 to le for bankruptcy. The company had for some time
experienced a strained liquidity situation, and the Board considered that there was no longer a basis for continued operations.
The operating result was negatively aected by a goodwill impairment of NOK 461.3 million [1], primarily related to the bankruptcy ling in
ØPD AS.
Bankruptcy in subsidiary - Endúr Industrier AS
The Board of Directors of the subsidiary Endúr Industrier AS decided on 15 January 2021 to le for bankruptcy. The company had for
some time experienced a strained liquidity situation, and the Board considered that there was no longer a basis for continued operations.
Divestment of subsidiary - Endúr AAK AS
The Board of Directors of Endùr ASA entered into an agreement with Norwegian Group AS (NOG) 1 July 2021 to sell the Group’s wholly
owned subsidiary, Endúr AAK AS. Endúr ASA resolved mid-2020 a strategic change of direction, where marin infrastructure and solutions
for land-based aquaculture are dened as the group’s core focus areas. The implementation of this strategic redirection has most impor-
tantly involved the recent acquisitions of BMO Entreprenør AS, Marcon-Gruppen i Sverige AB and Artec Aqua AS, all leading companies in
their respective markets, with histories of protable growth. The choice of new direction has also identied certain parts and activities in
the group as non-core and not integral to Endúr’s strategy and vision.
The result up to the date of the bankruptcys and divestment is presented as discontinued operations. In addition, gains related to the
bankruptcy’s and divestment are presented as discontinued operations.
[1] Note that NOK 198.7 million of the goodwill impairment derives from an increase in consideration due to increase in share price from
announcement date to closing date of the merger with Oceano AS, and was mirrored by a corresponding increase in book equity,
hence the net change to Endúr ASA’s equity from this part of the goodwill impairment was zero.
ENDÚR ASA - ANNUAL REPORT 2021 33
ANNUAL ACCOUNTS - GROUP
RESULTS OF DISCONTINUED OPERATIONS
(NOKm) 2021 2020
Revenue 29.6 129.2
Expenses (66.2) (587.2)
Prot/loss before tax (36.6) (457.9)
Income tax expense - (0.1)
Prot/loss (36.6) (458.0)
Gain discontinued operations 51.9 6.2
Net result from discontinued operations 15.3 (451.8)
Earnings per share - discontinued operations
Earnings per share (NOK) 0.01 (1.47)
Diluted earnings per share (NOK) 0.01 (1.47)
CASH FLOWS FROM DISCONTINUED OPERATIONS
(NOKm) 2021 2020
Net cash used in operating activities - -
Net cash from investing activities (12.2) (3.8)
Net cash from nancing activities - -
Net cash ow (12.2) (3.8)
EFFECT OF DISPOSAL
(NOKm) 2021 2020
Intangible assets 6.9 -
Property, plant and equipment 46.0 12.5
Inventories 3.2 -
Contract assets 19.3 14.2
Trade and other receivables 128.2 24.4
Cash and cash equivalents 12.2 3.8
Loans and borrowings (15.1) (13.9)
Lease liabilities (39.2) (11.7)
Trade and other payables (208.5) (35.6)
Tax payable (0.1) -
Contract liabilities (4.8) -
Net assets and liabilities (51.9) (6.2)
ENDÚR ASA - ANNUAL REPORT 202134
ANNUAL ACCOUNTS - GROUP
BASIC EARNINGS PER SHARE
The calculation of basic earnings per share has been based on the following prot attributable to ordinary shareholders and weighted-
average number of shares outstanding
Prot (loss) attributable to ordinary shareholders (basic) (NOKm) 2021 2020
Prot (loss) attributable to ordinary shareholders (basic) (59.8) (519.1)
Weighted-average number of ordinary shares (basic) Date 2021 2020
Issued ordinary shares at 1 January 732 667 536 213 091 018
Eect of shares issued 08/07/2020 32 146 119
Eect of shares issued 13/07/2020 1 561 643
Eect of shares issued related to a business combination 17/10/2020 44 182 401
Eect of shares issued 18/11/2020 12 557 137
Eect of shares issued 18/12/2020 3 827 730
Eect of shares issued related to a business combination 18/12/2020 742 009
Eect of shares issued 21/12/2020 57 100
Eect of shares issued 02/03/2021 1 707 438
Eect of shares issued related to a business combination 08/03/2021 87 021 974
Eect of shares issued related to a business combination 12/03/2021 239 336 966
Eect of shares issued 19/11/2021 26 703 196
Eect of shares issued related to share purchase program 31/12/2021 24 401
Weighted-average number of ordinary shares at 31 December 1 087 461 511 308 165 157
DILUTED EARNINGS PER SHARE
The calculation of diluted earnings per share has been based on the following prot attributable to ordinary shareholders and weighted-
average number of shares outstanding after adjustment for the eects of all dilutive potential ordinary shares
Prot (loss) attributable to ordinary shareholders (diluted) (NOKm) 2021 2020
Prot (loss) attributable to ordinary shareholders (basic) (59.8) (519.1)
Prot (loss) attributable to ordinary shareholders (diluted) (59.8) (519.1)
Weighted-average number of ordinary shares (diluted) 2021 2020
Weighted-average number of ordinary shares (basic) 1 087 461 511 308 165 157
Weighted-average number of ordinary shares (diluted) at 31 December 1 087 461 511 308 165 157
At 31 December 2020, 4 995 000 convertible bonds and 13 500 000 options were excluded from the diluted weighted-average number
of ordinary shares calculation because their eect would have been anti-dilutive. In 2021 all the convertible bonds were converted to new
shares in Endúr ASA.
NOTE 10: EARNINGS PER SHARE
The basic earnings per share are calculated as the ratio of the prot for the year that is due to the shareholders of the parent divided
by the weighted average number of ordinary shares outstanding. When calculating the diluted earnings per share, the prot/loss that is
attributable to the ordinary shareholders of the parent and the weighted average number of ordinary shares outstanding are adjusted
for all the dilution eects relating to convertible bonds and share options. In the calculations, convertible bonds and share options are
assumed to have been converted/ exercised on the rst date in the scal year. Convertible bonds and share options issued in the period
are assumed to be converted/ exercised at the date of issue/ grant date.
ENDÚR ASA - ANNUAL REPORT 2021 35
ANNUAL ACCOUNTS - GROUP
NOTE 11: INTANGIBLE ASSETS
FINANCIAL REPORTING PRINCIPLES
Intangible assets that have been acquired separately are carried at cost. The costs of intangible assets acquired through an acquisi-
tion are recognised at their fair value in the Group’s opening balance sheet. Capitalised intangible assets are recognised at cost less
any amortization and impairment losses.
Internally generated intangible assets, excluding capitalised development costs, are not capitalised but are expensed as occurred.
The economic life is either denite or indenite. Intangible assets with a denite economic life are amortised over their economic
life and tested for impairment if there are any indications. The amortization method and period are assessed at least once a year.
Changes to the amortization method and/or period are accounted for as a change in estimate.
Intangible assets with an indenite economic life and goodwill are tested for impairment at least once a year, either individually or as
a part of a cash-generating unit. Intangible assets with an indenite economic life and goodwill are not amortised. The economic life is
assessed annually with regard to whether the assumption of an indenite economic life can be justied. If it cannot, the change to
a denite economic life is made prospectively.
INTANGIBLE ASSETS
Licenses, Customer Order
(NOKm) Note patents etc. rel.ships backlog Goodwill Total
Acquisition cost 1 Jan. 2021 2.4 4.1 26.4 841.1 873.9
Acquisitions 4.7 - - - 4.7
Acquisitions through business combinations 3 84.1 186.7 - 500.1 770.9
Disposals due to discontinued operations 9 - - - (355.0) (355.0)
Currency adj - - - (1.7) (1.7)
Acc. acquisition cost 31 Dec. 2021 91.2 190.8 26.4 984.4 1 292.8
Accumulated depreciations as of 1 Jan. 2021 (2.2) - - (461.3) (463.3)
Current year’s depreciations (7.1) (16.0) (10.7) - (33.9)
Current year’s impairment 13 - - - (22.8) (22.8)
Disposals due to discontinued operations 9 348.1
Acc. amort. and imp. losses 31 Dec. 2021 (9.3) (16.0) (10.7) (136.1) (520.0)
Book value 31. Dec. 2021 81.8 174.8 15.6 848.4 1 120.7
Amortization rates 10 years 7 years 2.5 years Impairment
Amortization plan Linear Linear Linear test
Licenses, Customer Order
(NOKm) Note patents etc. rel.ships backlog Goodwill Total
Acquisition cost 1 Jan. 2020 2.2 - - 113.6 115.8
Acquisitions 2020 - - - - -
Acquisitions through business combinations 3 0.1 4.1 26.4 727.5 758.1
Acc. acquisition cost 31 Dec. 2020 2.4 4.1 26.4 841.1 873.9
Accumulated depreciations as of 1 Jan. 2020 (0.9) - - - (0.9)
Current year’s depreciations (1.1) - - - (1.1)
Current year’s impairment 13 - - - (461.3) (461.3)
Acc. amort. and imp. losses 31 Dec. 2020 (2.0) - - (461.3) (463.3)
Book value 31. Dec. 2020 0.3 4.1 26.4 379.8 410.5
Amortization rates 10 years 7 years 2.5 years Impairment
Amortization plan Linear Linear Linear test
See note 13 for details regarding impairment-testing.
ENDÚR ASA - ANNUAL REPORT 202136
ANNUAL ACCOUNTS - GROUP
NOTE 12: PROPERTY, PLANT AND EQUIPMENT
FINANCIAL REPORTING PRINCIPLES
Property plant and equipment are valued at their cost less accumulated depreciation and impairment losses. When assets are sold
or disposed of, the carrying amount is derecognised and any gain or loss is recognised in the statement of comprehensive income.
The cost of property plant and equipment is the purchase price, including taxes/duties and costs directly linked to preparing the
asset ready for its intended use. Costs incurred after the asset is in use, such as regular maintenance costs, are recognised in the
statement of comprehensive income, while other costs that are expected to provide future nancial benets are capitalised.
The depreciation period and method are assessed each year. A residual value is estimated at each year-end, and changes to the
estimated residual value are recognised as a change in an estimate.
Assets under construction are classied as non-current assets and recognised at cost until the production or development process is
completed. Assets under construction are not depreciated until the asset is taken into use. An impairment loss is identied if the car-
rying amount of a tangible asset exceeds its recoverable amount. The impairment loss is recognised by reducing the carrying amount
of the tangible asset to equal the recoverable amount.
PROPERTY, PLANT AND EQUIPMENT
Land, Right-of- Plant, Operating
(NOKm) Note buildings use assets equipment equipment Total
Acquisition cost 1 Jan. 2021 24.8 150.7 31.9 43.8 251.3
Acquisitions 0.1 32.0 30.2 53.6 115.8
Acquisitions through business combinations 3 8.9 28.6 2.9 379.3 419.8
Disposals (18.9) - (5.7) (42.9) (67.5)
Disposals due to discontinued operations 9 - (72.0) - - (72.0)
Acc. acquisition cost 31 Dec. 2021 15.0 139.2 59.3 433.9 647.4
Acc. Depr/impairment 1 Jan. 2021 (2.1) (41.7) (3.7) (7.0) (54.5)
Depreciation (1.1) (30.4) (17.6) (36.3) (85.4)
Impairment - - - - -
Disposals 0.7 - (3.1) (11.4) (13.8)
Disposals due to discontinued operations 9 - 26.0 - - 26.0
Acc. Depr/impairment 31 Dec. 2021 (2.5) (46.1) (24.4) (54.7) (127.8)
Book value 31. Dec. 2021 12.4 93.1 34.9 379.2 519.1
Land, Right-of- Plant, Operating
(NOKm) Note buildings use assets equipment equipment Total
Acquisition cost 1 Jan. 2020 15.2 45.8 5.9 7.8 74.8
Acquisitions 2.8 30.9 0.2 1.3 35.1
Business combination 3 7.2 85.1 26.3 35.3 154.0
Disposals (0.3) (11.1) (0.5) (0.6) (12.5)
Acc. acquisition cost 31 Dec. 2020 24.8 150.7 31.9 43.8 251.3
Acc. Depr/impairment 1 Jan. 2020 (1.2) (15.6) (1.3) (6.1) (24.1)
Depreciation (1.0) (11.3) (2.4) (0.9) (15.5)
Impairment 13 - (14.9) - - (14.9)
Acc. Depr/impairment 31 Dec. 2020 (2.1) (41.7) (3.7) (7.0) (54.5)
Book value 31. Dec. 2020 22.7 109.0 28.3 36.9 196.8
Depreciation rates 0-20 years 2-7 years 3-10 years 3-10 years
Depreciation plan Linear Linear Linear Linear
ENDÚR ASA - ANNUAL REPORT 2021 37
ANNUAL ACCOUNTS - GROUP
NOTE 13: IMPAIRMENT OF ASSETS
FINANCIAL REPORTING PRINCIPLES
The carrying amounts of the group’s assets, other than employee benet assets, inventories, deferred tax assets and derivatives are
reviewed at the end of each reporting period to determine whether there is any indication of impairment. If an indication of impair-
ment exists, the asset’s recoverable amount is estimated.
Cash-generating units (CGU) containing goodwill, assets that have an indenite useful life and intangible assets that are not yet availa-
ble for use are tested for impairment annually.
The recoverable amount is the greater of fair value less costs to sell and value in use. In assessing value in use, the estimated future
cash ows are discounted to their present value using a post-tax discount rate that reects current market assessments of the time
value of money and the risks specic to the asset. For an asset that does not generate largely independent cash inows, the recovera-
ble amount is determined for the CGU to which the asset belongs.
An impairment loss is recognised whenever the carrying amount of an asset or its CGU exceeds its recoverable amount. Impairment
losses are recognised in the income statement. An impairment loss recognised in respect of CGU is allocated rst to goodwill and
then to the other assets in the unit (group of units) on a pro rata basis.
An impairment loss on goodwill is not reversed. An impairment loss on other assets is reversed if there has been a change in the esti-
mates used to determine the recoverable amount, and the change can be objectively related to an event occurring after the impair-
ment was recognised. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying
amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognised.
IMPAIRMENT TESTING OF GOODWILL
Endúr`s goodwill originates from several business combinations.
Goodwill has been allocated to the Group’s cash generating units as follows:
(NOKm) 31.12.2021 31.12.2020
Marine infrastructure - Marcon-Gruppen i Sverige AB 84.6
Marine infrastructure - BMO Entreprenør AS 278.7 278.7
Marine infrastructure - Installit AS 7.1 29.8
Aquaculture solutions - Artec Aqua AS 413.8
Aquaculture solutions- Endúr Sjøsterk AS 48.5 48.5
Other - Endúr Maritime AS 15.7 15.7
Energy - Endúr AAK AS - 7.1
Total goodwill 848.4 379.8
Endúr performs a test of the value of goodwill and other intangible assets annually or at the end of each reporting period, if there is
indication of impairment of the assets. The impairment losses in 2021 was as follows:
(NOKm) 2021 2020
Marine infrastructure - Installit AS 22.8
Other - Endúr Maritime AS - 42.3
Total impairment 22.8 42.3
ENDÚR ASA - ANNUAL REPORT 202138
ANNUAL ACCOUNTS - GROUP
Marine infrastructure - Marcon-Gruppen i Sverige AB
As of 31.12.2021, the Group performed an impairment test of goodwill and other intangible assets in accordance with requirements in IAS
36. The value in use has been used in order to determine recoverable amount. The calculations are based upon estimated future cash ows
for the cash generating unit, Marcon-Gruppen i Sverige AB. The calculations are based upon budgets and long term prot goals for the
period 2022 up to and including 2026. Budgeted EBITDA is based on expectations for future results taking into account experience from
historical results. For subsequent periods, a growth rate of 2 % has been used, which is in line with the expected ination rate. WACC of 9.42
% after tax and EBITDA-margin of 18-21 % has been used. Estimated recoverable amount of cash-generating unit exceeds book value.
The headroom related to Marcon-Gruppen i Sverige AB in the impairment-test amounts to MNOK 211.9.
The following table shows the sensitivity related to changes in the key assumptions:
Sensitivity - changes in key assumptions
Eect
recoverable
(NOKm) amount Impairment
Discount rate +1% (67.5) -
Terminal value growth rate -1% (47.3) -
Average EBITDA-margin -0.5% (27.6) -
Marine infrastructure - BMO Entreprenør AS
As of 31.12.2021, the Group performed an impairment test of goodwill and other intangible assets in accordance with requirements in
IAS 36. The value in use has been used in order to determine recoverable amount. The calculations are based upon estimated future
cash ows for the cash generating unit, BMO Entreprenør AS. The calculations are based upon budgets and long term prot goals for the
period 2022 up to and including 2026. Budgeted EBITDA is based on expectations for future results taking into account experience from
historical results. For subsequent periods, a growth rate of 2 % has been used, which is in line with the expected ination rate. WACC of
7.95% after tax and EBITDA-margin of 13-14 % has been used. Estimated recoverable amount of cash-generating unit exceeds book value.
The headroom related to BMO Entreprenør AS in the impairment-test amounts to MNOK 248.6.
The following table shows the sensitivity related to changes in the key assumptions:
Sensitivity - changes in key assumptions
Eect
recoverable
(NOKm) amount Impairment
Discount rate +1% (96.6) -
Terminal value growth rate -1% (72.8) -
Average EBITDA-margin -0.5% (34.1) -
ENDÚR ASA - ANNUAL REPORT 2021 39
ANNUAL ACCOUNTS - GROUP
Marine infrastructure - Installit AS
As of 31.12.2021, the Group performed an impairment test of goodwill and other intangible assets in accordance with requirements in IAS
36. The value in use has been used in order to determine recoverable amount. The calculations are based upon estimated future cash
ows for the cash generating unit, Installit AS. The calculations are based upon budgets and long term prot goals for the period 2022 up
to and including 2026. Budgeted EBITDA is based on expectations for future results taking into account experience from historical results.
For subsequent periods, a growth rate of 0 % has been used. WACC of 11.5 % after tax and EBITDA-margin of -5% to 5 % has been used
to reect that Installits work force at the end of 2021 is below critical mass, the company has to hire a number of employees to retain
critical mass size, and likely this will incur operating losses in the rebuild period. Estimated recoverable amount of cash-generating unit is
below book value.
The headorom related to Installit AS in the impairment-test amounts to negative NOK 22.5 million.
On 7 April 2022, Endúr ASA entered into an agreement with the DeepOcean Group for the sale of Installit AS and its subsidiaries with
eect from 1’st of January 2022. The recoverable amount has therefor been estimated based on the purchase price of NOK 20.8 million.
Carrying amount is calculated to NOK 43.6 million. Hence the divestment of Installit AS will result in an accounting loss of approximately
NOK 22.8 million for Endúr.
The following table shows the sensitivity related to changes in the key assumptions:
Sensitivity - changes in key assumptions
Eect
recoverable
(NOKm) amount Impairment
Discount rate +1% (1.6) (24.1)
Terminal value growth rate -1% (1.0) (23.5)
Average EBITDA-margin -0.5% (1.7) (24.2)
ENDÚR ASA - ANNUAL REPORT 202140
ANNUAL ACCOUNTS - GROUP
Aquaculture solutions - Artec Aqua AS
As of 31.12.2021, the Group performed an impairment test of goodwill and other intangible assets in accordance with requirements in
IAS 36. The value in use has been used in order to determine recoverable amount. The calculations are based upon estimated future cash
ows for the cash generating unit, Artec Aqua AS. The calculations are based upon budgets and long term prot goals for the period 2022
up to and including 2026. Budgeted EBITDA is based on expectations for future results taking into account experience from historical
results. For subsequent periods, a growth rate of 2 % has been used, which is in line with the expected ination rate. WACC of 11.47 %
after tax and EBITDA-margin of 5-7 % has been used. Estimated recoverable amount of cash-generating unit exceeds book value.
The headroom related to Artec Aqua AS in the impairment-test amounts to MNOK 491.1.
The following table shows the sensitivity related to changes in the key assumptions:
Sensitivity - changes in key assumptions
Eect
recoverable
(NOKm) amount Impairment
Discount rate +1% (124.2) -
Terminal value growth rate -1% (81.6) -
Average EBITDA-margin -0.5% (106.2) -
Aquaculture solutions - Endúr Sjøsterk AS
As of 31.12.2021, the Group performed an impairment test of goodwill and other intangible assets in accordance with requirements in
IAS 36. The value in use has been used in order to determine recoverable amount. The calculations are based upon estimated future cash
ows for the cash generating unit, Endúr Sjøsterk AS. The calculations are based upon budgets and long term prot goals for the period
2022 up to and including 2026. Budgeted EBITDA is based on expectations for future results taking into account experience from histori-
cal results. For subsequent periods, a growth rate of 2 % has been used, which is in line with the expected ination rate. WACC of 11.47 %
after tax and EBITDA-margin of 4-6 % has been used. Estimated recoverable amount of cash-generating unit exceeds book value.
The headroom related to Endúr Sjøsterk AS in the impairment-test amounts to MNOK 34.7.
The following table shows the sensitivity related to changes in the key assumptions:
Sensitivity - changes in key assumptions
Eect
recoverable
(NOKm) amount Impairment
Discount rate +1% (9.6) -
Terminal value growth rate -1% (6.3) -
Average EBITDA-margin -0.5% (8.7) -
ENDÚR ASA - ANNUAL REPORT 2021 41
ANNUAL ACCOUNTS - GROUP
Other - Endúr Maritime AS
As of 31.12.2021, the Group performed an impairment test of goodwill and other intangible assets in accordance with requirements in
IAS 36. The value in use has been used in order to determine recoverable amount. The calculations are based upon estimated future cash
ows for the cash generating unit, Endúr Maritime AS. The calculations are based upon budgets and long term prot goals for the period
2022 up to and including 2026. Budgeted EBITDA is based on expectations for future results taking into account experience from histor-
ical results. For subsequent periods, a growth rate of 2 % has been used, which is in line with the expected ination rate. WACC of 9.42 %
after tax and EBITDA-margin of 3-10 % has been used. Estimated recoverable amount of cash-generating unit exceeds book value.
The headroom related to Endúr Maritime AS in the impairment-test amounts to MNOK 99.5.
The following table shows the sensitivity related to changes in the key assumptions:
Sensitivity - changes in key assumptions
Eect
recoverable
(NOKm) amount Impairment
Discount rate +1% (25.4) -
Terminal value growth rate -1% (18.3) -
Average EBITDA-margin -0.5% (12.3) -
NOTE 14: INVENTORIES
FINANCIAL REPORTING PRINCIPLES
Inventories are recognised in the accounts at the lower of the acquisition cost and net realisable value. The net realisable value is
the estimated sales price in ordinary operations, less estimated costs relating to completion, marketing and distribution. The cost of
inventory is based on the FIFO method and includes costs of bringing the goods to their present state and location.
INVENTORIES
(NOKm) 31.12.2021 31.12.2020
Raw materials and consumables 19.0 10.5
Work in progress -
Finished goods 7.2
Total 26.3 10.5
(NOKm) 31.12.2021 31.12.2020
Inventories at 31 December at cost price 27.5 14.7
Inventories at 31 December at net realisable value (1.3) (4.1)
Total 26.3 10.5
ENDÚR ASA - ANNUAL REPORT 202142
ANNUAL ACCOUNTS - GROUP
NOTE 15: RECEIVABLES
FINANCIAL REPORTING PRINCIPLES
Trade and other receivables are recognized at the original invoiced amount, less impairment losses. Impairment losses are estimated
based on the expected credit loss method (ECL).
TRADE AND OTHER RECEIVABLES
(NOKm) 31.12.2021 31.12.2020
Trade receivables at nominal value 476.2 98.4
Provision for bad debt (4.5) (2.7)
Trade receivables, net 471.6 95.7
Net investment - lease 0.0 2.0
VAT receivable 0.2 1.0
Prepaid expenses 11.7 6.5
Other short-term receivables 17.2 86.0
Provision for bad debt 4.0 (60.0)
Total 504.8 131.2
There have been signicant changes in the balances during the reporting period. This is mainly due to the business combinations
described in note 3.
MATURITY PROFILE OF TRADE RECEIVABLES
2021 2020
Gross Provision Gross Provision
(NOKm) receivables for loss receivables for loss
Not overdue 286.5 57.2 -
Overdue 0-30 days 69.8 12.4 -
Overdue 31-90 days 9.0 9.6 (0.0)
Overdue in 91-365 days 46.0 9.9 (1.0)
Overdue in > 1 year 64.8 (4.5) 9.3 (1.7)
Total 476.2 (4.5) 98.4 (2.7)
NOK 58,6 million of the trade payables overdue by more than 12 months pertain to two projects undertaken by Marcon and BMOE
respectively prior to their incorporation into Endúr. Settlement for both projects are currently disputed. Endúr has obtained certain
indemnication statements from the companies’ previous owners which provide that Endúr’s risk of incurring losses from these disputed
projects is limited.
ENDÚR ASA - ANNUAL REPORT 2021 43
ANNUAL ACCOUNTS - GROUP
NOTE 16: CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS
(NOKm) 31.12.2021 31.12.2020
Cash and bank deposits - unrestricted funds 287.3 141.7
Cash and bank deposits - restricted funds 17.1 26.1
Total 304.4 167.8
RESTRICTED FUNDS
(NOKm) 31.12.2021 31.12.2020
Tax withholding accounts 7.3 20.0
Security related to guarantees issued 6.2 2.5
Deposit accounts for non-insured pension obligations 3.6 3.6
Total 17.1 26.1
NOTE 17: SHARE CAPITAL AND SHAREHOLDER INFORMATION
SHARE CAPITAL
Debt conversion registered 2 March 2021 - The company’s share capital increased by NOK 20,433.27 from NOK 7,326,675.36 to NOK
7,347,108.63, by issuing 2,043,327 new shares each with a nominal value of NOK 0.01.
Business combination registered 8 March 2021- The company’s share capital increased by NOK 1,062,308.38, from NOK 7,347,108.63 to
NOK 8,409,417.01 by issuing 106,230,838 new shares each with a nominal value of NOK 0.01.
Business combination registered 12 March 2021 - The company’s share capital increased by NOK 2,961,287.89, from NOK 8,409,417.01 to
NOK 11,370,704.90 by issuing 296,128,789 new shares each with a nominal value of NOK 0.01.
Private placement registered 19 November 2021 - The company’s share capital increased by NOK 2,266,667.67 from NOK 11,370,704.90
to NOK 13,637,371.57, by issuing 226,666,667 new shares each with a nominal value of NOK 0.01.
Share-based payment registered 31 December 2021 - The company’s share capital increased by NOK 89,062.49 from NOK 13,637,371.57
to NOK 13,726,434.06, by issuing 8,906,249 new shares each with a nominal value of NOK 0.01.
At 31 December 2021, the share capital of Endúr ASA was NOK 13,726,434.06 , divided into 1,372,643,406 shares, each with a nominal
value of NOK 0.01. All shares have equal voting rights.
ENDÚR ASA - ANNUAL REPORT 202144
ANNUAL ACCOUNTS - GROUP
SHARES OWNED BY EXECUTIVE PERSONNEL AND BOARD MEMBERS
The following table shows shares owned by executive personnel and board members, including shares owned by their closely-related
persons and companies, as of 31 December 2021.
Board member Title Ownership No of shares Holding
Pål Reiulf Olsen Chairman of the Board of Directors Shares owned by Poca Invest AS 1 000 000 0.07%
Bjørn Finnøy Board member Shares owned by Artec Holding AS 125 477 336 9.14%
Kristine Landmark Board member 1 050 000 0.08%
Shares owned by Jörn Ryberg
Jörn Asser Ryberg Board member Holding AB and private. 87 445 469 6.37%
Jeppe Bjørnerud Raaholt CEO Shares owned by Råbjørn AS 5 002 417 0.36%
VP of Business Development
Einar Olsen and Controlling 502 296 0.04%
Total shares 31.12.2021
owned by board members
and their closely-related
parties and executive
personnel 220 477 518 16.06%
No loans nor guarantees have been issued to members of the Board.
Shareholders as of 31 December 2021 No of shares Holding
Artec Holding AS 376 432 009 27.42%
Bever Holding AS 104 382 030 7.60%
Jörn Ryberg Holding AB 87 445 469 6.37%
Tigerstaden Marine AS 61 000 000 4.44%
Middelborg Invest AS 51 105 453 3.72%
Cygnus Olor AB 43 711 026 3.18%
Gimle Invest AS 36 353 356 2.65%
AS Flysk 18 814 606 1.37%
Langåker, Steinar 16 429 161 1.20%
BR Industrier AS 15 817 523 1.15%
DnB Markets Aksjehandel/-Analyse 15 400 000 1.12%
Tight Holding AS 15 375 477 1.12%
DnB Nor Bank ASa, Meglerkonto Innland 14 914 384 1.09%
Tigerstaden AS 14 864 313 1.08%
Tatomi Invest AS 12 484 866 0.91%
Energon Holding AS 12 400 000 0.90%
Alundo Invest AS 10 600 000 0.77%
Fender Eiendom AS 10 599 039 0.77%
Eikeland Holding AS 9 156 357 0.67%
Trionor AS 8 758 351 0.64%
Total shares owned by 20 largest shareholders 936 043 420 68.19%
Other shareholders 436 599 986 31.81%
Total number of shares 31.12.2021 1 372 643 406 100.00%
ENDÚR ASA - ANNUAL REPORT 2021 45
ANNUAL ACCOUNTS - GROUP
TERMS AND REPAYMENT SCHEDULE
Carrying amount
Currency Nominal interest rate Year of maturity 31.12.2021
Secured bond loan NOK Fixed margin 7.25% + 3MNIBOR 2025 890.6
Lease liabilities NOK 6% 2022-2027 95.8
Secured bond loan
Endúr has an outstanding senior secured, non-amortizing callable bond loan with ISIN NO0010935430 (the “Bonds”) with NOK 900 million
principal at 31.12.21. The Bonds were issued 3 March 2021, originally with NOK 1100 million principal. Eective 1 December 2021 Endúr
redeemed bonds with a total nominal value of NOK 200 million. The NOK 900 million principal outstanding matures at par on 3 March
2025. The Bonds incur interest of the aggregate of 3m NIBOR (oating reference rate) plus a xed margin 7.25% p.a., with quarterly inter-
est payments. As issuer of the Bonds Endúr is subject to certain nancial covenants; (i) maintaining a leverage ratio not greater than 5.0x
up to 31 March 2022, then 3.75x up to 3. March 2023, and then 3.0x and 2.5x after24 and 36 months respectively from the Bonds’ issue
date, and (ii) maintaining minimum liquidity of NOK 75 million.
Amortized amount in 2021 is NOK 15.1 million.
The net proceeds from the bond issue were employed to fully nance the cash consideration related to the acquisitions of Artec Aqua AS
and Marcon-Gruppen i Sverige AB, renance existing debt and fund general corporate purposes.
NOTE 18: LOANS AND BORROWINGS
LOANS AND BORROWINGS
(NOKm) 31.12.2021 31.12.2020
Non-current loans and borrowings
Secured bank loans - 147.5
Other loans - 6.0
Secured bond loans 890.6
Lease liabilities 73.2 116.0
Current loans and borrowings
Credit line - 9.4
Secured bank loans - 77.3
Convertible loan - 6.0
Shareholder loan - 1.0
Lease liabilities 22.7 22.0
Total 986.5 385.3
ENDÚR ASA - ANNUAL REPORT 202146
ANNUAL ACCOUNTS - GROUP
Carrying amount of assets pledged as security for liabilities
(NOKm) 31.12.2021 31.12.2020
Property, plant and equipment 304.9 16.0
Inventories 26.2 7.3
Contract assets 44.3 33.7
Trade and other receivables 543.5 14.8
Cash and cash equivalents 178.8 10.8
Reconciliation of movements of liabilities to cash ows arising from nancing activities
Shareholder Finance
Convert. Secured Credit Secured loan / lease
(NOKm) loan bond loan line bank loan Other loan liabilities Total
Balance as at 1 January 2021 6.0 9.4 224.8 7.0 138.1 385.3
Changes from nancing cash ows
Proceeds from loans and borrowings 1 100.0 1 100.0
Repayment of lease liabilities (33.7) (33.7)
Repayment of borrowings (6.0) (200.0) (9.4) (224.8) (7.0) (447.2)
Total changes from nancing cash ows (6.0) 900.0 (9.4) (224.8) (7.0) (33.7) 619.1
Changes arising from business combinations (8.6) (8.6)
Other changes (9.4) - (9.4)
Balance at 31 December 2021 0.0 890.6 0.0 0.0 (0.0) 95.8 986.5
ENDÚR ASA - ANNUAL REPORT 2021 47
ANNUAL ACCOUNTS - GROUP
NOTE 19: LEASES
FINANCIAL REPORTING PRINCIPLES
The Group recognises a right-of-use asset and a lease liability at the start date of the lease. On initial recognition in the balance sheet,
the right-of-use assets is measured at cost. Subsequently, the right-of-use asset is measured at cost less depreciation and impair-
ment. On initial recognition in the balance sheet, the lease liability is measured at the present value of future lease payments. The
present value is calculated by discounting the rental payments using the implicit interest rate in the lease. If the implicit interest rate
is not known, the Group’s marginal borrowing rate is used for loans with similar risk. The lease liability is subsequently increased by
the interest cost associated with the liability and is subsequently reduced by rental payments. Leases with a lease term of 12 months
or less are not capitalised. Low-value leases, typically oce equipment / xtures, are not capitalised.
Some of the premises that the group leases are sub-leased. The sublease is assessed against the head lease, in order to assess
whether the sublease agreement is to be treated as an operational or nancial lease. When the sublease agreement is treated as a
nancial lease, a lease liability is recognized in the balance sheet, with a corresponding receivable from the lessee, which is reduced in
line with the remaining sublease agreement.
AS A LESSEE
Leasing expenses recognised in P&L
(NOKm) 2021 2020
Depreciation expense of right-of-use assets 30.4 7.5
Interest expense on lease liabilities 4.5 1.4
Expense relating to short-term leases (included in other operating expenses) 0.5 -
Variable lease payments (included in other operating expenses) 0.7 -
Total amount recognised in prot or loss 36.1 8.8
Leasing liabilities
(NOKm) 31.12.2021 31.12.2020
Debt analysis - contractual undiscounted cash ows
Less than 1 year 30.2 32.9
1-5 years 63.5 86.4
Over 5 years 17.2 38.5
Total 110.9 157.9
Non-current lease liabilities recognised 73.2 116.0
Current lease liabilities recognised 22.7 22.0
Total 95.8 138.1
The leasing liability as of 31 December 2021 primarily comprises lease of oce space and other property, vehicles and oce machines.
ENDÚR ASA - ANNUAL REPORT 202148
ANNUAL ACCOUNTS - GROUP
AS A LESSOR
The Group subleases property. The Group has classied the sublease as a nance lease because the sublease corresponds to the remain-
ing contract period for the underlying lease agreement.
Net investment in the lease
(NOKm) 31.12.2021 31.12.2020
Analysis - contractual undiscounted cash ows
Less than 1 year 0.4 0.7
1-2 years - 1.6
Total 0.4 2.3
Non-current net investment in the lease recognised 0.3 1.4
Current net investment in the lease recognised 1.1 0.6
Total 1.4 2.0
Lease interest income recognised in P&L
(NOKm) 2021 2020
Interest income on the net investment in the lease 0.1 0.1
NOTE 20: TRADE AND OTHER PAYABLES
TRADE AND OTHER PAYABLES
(NOKm) 31.12.2021 31.12.2020
Trade creditors 339.9 116.3
Accrued expenses 52.1 21.1
Public duties and taxes 26.1 52.6
Holiday-pay allowance 24.0 43.7
Salary-liability 13.8 11.5
Provisions 33.0 0.3
Other current liabilities 16.4 3.1
Total 505.3 248.6
ENDÚR ASA - ANNUAL REPORT 2021 49
ANNUAL ACCOUNTS - GROUP
NOTE 21: PROVISIONS
FINANCIAL REPORTING PRINCIPLES
A provision is recognised in the balance sheet when the group has a present obligation as a result of a past event that can be
estimated reliably and it is probable that the group will be required to settle the obligation. If the eect is material, provisions are
determined by discounting the expected future cash ows at a market based pre-tax rate that reects current market assessments of
the time value of money and, where appropriate, the liability-specic risks.
Warranty provision
A provision for warranty is recognised when the underlying products or services are sold. The provision is based on historical war-
ranty data and a weighting of all possible outcomes against their associated probabilities.
Onerous contracts
A provision for onerous contracts is recognised when the expected benets to be derived by the group from a contract are lower
than the unavoidable cost of meeting the obligations under the contract.
Guarantee liabilities
Contractual guarantees of completion and guarantees in connection with advance payment from customers are furnished as part of
Endúr’s activities. Such guarantees usually involve a bank connection that issues the guarantee in relation to the customer. In some
cases, guarantees have also been furnished by other companies in the group.
PROVISIONS
(NOKm) Onerous contracts Warranties Other provisions Total
Balance as at 1 January 2021 - 0.3 - 0.3
Assumed in a business combination 10.9 3.5 - 14.4
Provisions made during the year 6.9 13.0 - 19.9
Provisions used during the year - (0.4) - (0.4)
Provisions reversed during the year - (1.1) - (1.1)
Balance as at 31 December 2021 17.8 15.2 - 33.0
Expected timing of payment
(NOKm) Onerous contracts Warranties Other provisions Total
Current 17.8 15.2 - 33.0
Total 17.8 15.2 - 33.0
(NOKm) Onerous contracts Warranties Other provisions Total
Balance as at 1 January 2020 0.0 0.9 - 0.9
Assumed in a business combination -
Provisions made during the year 0.3 0.3
Provisions used during the year (0.0) (0.0)
Provisions reversed during the year (0.9) (0.9)
Balance as at 31 December 2020 - 0.3 - 0.3
Expected timing of payment
(NOKm) Onerous contracts Warranties Other provisions Total
Current - 0.3 - 0.3
Total - 0.3 - 0.3
ENDÚR ASA - ANNUAL REPORT 202150
ANNUAL ACCOUNTS - GROUP
NOTE 22: CONTINGENT LIABILITIES / LEGAL CLAIMS
FINANCIAL REPORTING PRINCIPLES
Contingent liabilities and assets
Contingent liabilities are dened as:
- potential liabilities resulting from previous events, but whose existence depends on future events
- liabilities not recognised in the accounts because it is not likely that the liability will result in an outow of resources
- liabilities that cannot be measured with a satisfactory degree of reliability.
Contingent liabilities are not recognised, with the exception of contingent liabilities stemming from the acquisition of enterprises.
Material contingent liabilities are specied in the notes, except for contingent liabilities where the likelihood of existence is very low.
A contingent asset is not recognised in the accounts, but will be specied in the notes to the accounts if it is likely that the asset will
devolve on the group.
LEGAL CLAIMS
BMO Entreprenør AS
BMO Entreprenør AS is currently involved in a dispute against the NPRA related to a contract regarding surface works on Nordhordlands-
brua (based on NS 8406 with adjustments). The deadline for project completion was set to 1 July 2018. The project completion is delayed,
and the nal completion date is estimated to be towards the end of the second quarter of 2022. BMO Entreprenør’s position is that the
delay is caused by extra work due to circumstances outside its scope and control, which has caused extra work, as well as higher labour
costs, material costs and rig-related costs. The NPRA has oered to compensate some of the extra work, but the dispute has not yet been
settled. The Company has obtained an indemnication statement from Bever Holding in the SPA, which shall indemnify and keep the
Company harmless for 80% of the cost the Company may incur in connection with ongoing disputes involving BMO Entreprenør AS. The
Company considers the downside risk exposure relating to said disputes to be lower than the potential upside.
Marcon-Gruppen i Sverige AB
A subsidiary of Marcon-Gruppen i Sverige AB, Sventab AB, has an ongoing litigation with Statens Fastighetsverk (SFV) regarding a con-
struction project in Stockholm, concerning outstanding claims for payment of compensation for alterations and additions (Sw. ÄTA) in the
amount of SEK 34,202,910 plus interest which have been disputed by SFV. The litigation was initiated by Sventab AB in the public court
system in 2020. SFV has submitted a statement of defence and disputed all of Sventab’s claims.
Endúr Sjøsterk AS
Endúr Sjøsterk AS is involved in an on-going dispute with an external consultant related to warranty-claims from a client with respect
construction weaknesses discovered in previously produced concrete feed rafts. The company holds the external consultant responsible
for insucient calculations of strength. Both parties are represented by legal council, but no litigation have yet been set into motion. The
company has treated the claim according to the principle of “best estimate” and maintains that the company’s nancial exposure, both
upside and downside, must be considered well balanced.
ENDÚR ASA - ANNUAL REPORT 2021 51
ANNUAL ACCOUNTS - GROUP
NOTE 23: FINANCIAL INSTRUMENTS
FINANCIAL REPORTING PRINCIPLES
Financial instruments are recognized in the balance sheet when the Group has become a party to the contractual terms of the instru-
ment. Financial instruments are derecognised when the contractual rights or obligations are met, cancelled, expired or transferred.
Initial measurement of nancial instruments is made at fair value at the time of settlement, normally at transaction price. Subsequent
measurement depends on the classication of the nancial asset or the nancial liability.
Financial instruments are classied as long-term when the expected realization date is more than twelve months after the balance
sheet date. Other nancial instruments are classied as short-term.
Financial assets
For initial recognition, a nancial asset is classied in the following categories:
- Amortized cost
- Fair value with change in value over prot & loss
- Fair value with change in value over other income and expenses (OCI).
The Group’s nancial assets mainly consist of debt instruments (receivables) and cash. The receivables cash ows consist only of
principal and any interest and all receivables are only held to receive contractual cash ows. Receivables and cash are included in the
category amortized cost.
Financial liabilities
For initial recognition, a nancial liability is classied in the following categories:
- Amortized cost
- Fair value with change in value over prot
The Group’s nancial liabilities consist of convertible loans, bank loans, vendor credit payables and other payment obligations.
These nancial liabilities are subsequently measured at amortized cost.
Overview of carrying amounts of nancial instruments in the consolidated balance sheet
2021 2020
Financial Financial Other Financial Financial Other
assets at liabilities at nancial assets at liabilities at nancial
(NOKm) Note amort. cost amort. cost liabilities amort. cost amort. cost liabilities
Financial assets
Trade receivables 15 471.6 95.7
Cash and cash equivalents 16 304.4 167.8
Financial liabilities
Secured bond loan 18 890.6
Credit line 18 - 9.4
Convertible loan 18 - 6.0
Secured bank loans 18 - 224.8
Shareholder loan 18 - 1.0
Other loan 18 - 6.0
Trade payables 20 339.9 116.3
Total 776.0 890.6 339.9 263.5 - 363.5
Fair value hierarchy
The Group has not disclosed the fair values for nancial assets and liabilities not measured at fair value since the carrying amount is a
reasonable approximation of fair value.
ENDÚR ASA - ANNUAL REPORT 202152
ANNUAL ACCOUNTS - GROUP
NOTE 24: FINANCIAL RISK MANAGEMENT
The group is exposed to the following nancial risks resulting from the use of nancial instruments:
• credit risk
• liquidity risk
• market risk
• currency risk
• interest rate risk
This note provides information about exposure to each of the above-mentioned risks as well as goals, principles and processes for meas-
uring and managing risk, and the Group’s capital management. More quantitative information is included elsewhere in the consolidated
accounts.
The board of directors has overall responsibility for establishing and monitoring the Group’s risk management framework. Risk man-
agement principles have been established in order to identify and analyse the risks to which the Group is exposed, to stipulate limits on
risk and pertaining control procedures, and to monitor risk and compliance with the limits. Risk management principles and systems are
reviewed regularly to reect changes in activities and market conditions.
CREDIT RISK
Credit risk is the risk of nancial losses in the event that a customer or counterparty in a nancial instrument is unable to meet its con-
tractual obligations. Credit risk relates usually to the Group’s receivables from customers. The Group’s exposure to credit risk is mainly the
result of individual factors relating to each individual customer. The demographics of the customer base, including the risk of default of
payment in the industry and the country in which the customers operate, have less inuence on the credit risk. There is no geographical
concentration of credit risk.
The Group’s trade receivables are related to the segments Marine infrastructure, Aquaculture solutions and other. The customers are
public customers within maritime and transport related infrastructure, aquaculture companies and other industrial companies of all sizes.
The company has established guidelines for credit rating. This means that the creditworthiness of all new customers is assessed on an
individual basis before the customer is oered the group’s standard terms and conditions for delivery and payment.
The Group regards its maximum credit risk exposure to the carrying amount of trade debtors and other receivables.
ENDÚR ASA - ANNUAL REPORT 2021 53
ANNUAL ACCOUNTS - GROUP
LIQUIDITY RISK
Liquidity risk is the risk that the Group will not be able to meet its nancial obligations as they fall due. The Group’s approach to managing
liquidity is to ensure, as far as possible, that it will always have sucient liquidity to meet its liabilities under both normal and stressed
conditions. See note 18 for more information on the Group’s bank loans as of 31.12.2021.
Exposure to liquidity risk
The following are the remaining contractual maturities of nancial liabilities at the reporting date, including payment of interest and with-
out the eect of settlement arrangements:
31.12.2021 Contractual cash ows
6 More
Carrying months 6 - 12 1 - 2 2 - 5 than
(NOKm) Note amount Total or less months years years 5 years
Secured bond loan 18 890.6 1 148.1 37.5 38.4 76.6 995.6 -
Lease liabilities 18, 19 95.8 110.9 15.9 14.3 24.2 39.3 17.2
Trade and other payables 20, 22 505.3 505.3 505.3 - - - -
Total 1 491.7 1 764.3 558.6 52.7 100.8 1 034.9 17.2
31.12.2020 Contractual cash ows
6 More
Carrying months 6 - 12 1 - 2 2 - 5 than
(NOKm) Note amount Total or less months years years 5 years
Convertible loans 18, 23 6.0 6.3 6.3 - - - -
Secured bank loan 18, 23 224.8 228.3 64.3 23.1 45.1 95.7 -
Lease liabilities 18, 19 138.1 157.9 16.9 16.0 24.5 61.9 38.5
Other loans 18, 23 6.0 7.8 0.3 0.3 0.6 6.6 -
Shareholder loan 18, 23 1.0 1.0 1.0 - - - -
Trade and other payables 20, 23 248.6 248.6 248.6 - - - -
Total 624.5 649.9 337.5 39.4 70.2 164.2 38.5
On 3 March 2021, Endúr ASA issued a secured bond loan of NOK 1,100 million maturing in 2025. Eective 1 December 2021 the Com-
pany redeemed bonds with a total nominal value of NOK 200 million.
The net proceeds from the bond were used, among other things, to renance existing debt. This means that all bank loans, convertible
loans, shareholder loans, other loans and credit lines were settled in March 2021. See note 18 for further description.
MARKET RISK
Market risk is the risk that uctuations in market prices, e.g. exchange rates, the price of such raw materials as steel, and interest rates, will
aect future cash ows or the value of nancial instruments. Market risk management aims to ensure that risk exposure stays within the
dened limits, while optimising the risk-adjusted return. Attempts should be made to secure major purchases in connection with projects
as soon as possible after the nal clarication of the project.
ENDÚR ASA - ANNUAL REPORT 202154
ANNUAL ACCOUNTS - GROUP
CURRENCY RISK
Foreign currency risk is the risk that the fair value or future cash ows of an exposure will uctuate because of changes in foreign
exchange rates. The Group’s exposure to changes in foreign exchange rates relates primarily to the Group’s operating activities and the
Group’s net investments in foreign subsidiaries. From Marcon-Gruppen i Sverige AB the Group has parts of both revenues and expenses
in SEK that provides a natural hedge. Cash holdings in currency considered to be part of the businesses’ working capital are normally not
hedged. Endúr has the highest currency exposure towards SEK, but also has minor exposure against other currencies. Future cash ows
from entities outside of Norway with functional currency other than NOK (net investment hedging) are normally not hedged. The Group
continuously assesses the need for hedging this currency exposure, based on perceived risk and materiality.
INTEREST RATE RISK
Interest rate risk is the risk that the fair value or future cash ows of a nancial instrument will uctuate because of changes in market
interest rates. The Group’s exposure to changes in market interest rates relates primarily to the Group’s secured bond loan with oating
interest rates. The Group will continuously assess whether to hedge against interest rate risk. The following table demonstrates the sensi-
tivity to interest rate changes.
Sensitivity analysis
A change in the interest rate of 100 base points on the reporting date would have increased (reduced) equity and yearly prot by the
amounts shown in the table below. This analysis assumes that all other variables, particularly the exchange rates, remain unchanged.
2021 Prot/loss Equity
100 bp 100 bp 100 bp 100 bp
(NOKm) increase decrease increase decrease
Secured bond loan (0.7) 0.7 (0.7) 0.7
Cash ow sensitivity (net) (0.7) 0.7 (0.7) 0.7
2020 Prot/loss Equity
100 bp 100 bp 100 bp 100 bp
(NOKm) increase decrease increase decrease
Interest-bearing loans (0.4) 0.4 (0.4) 0.4
Cash ow sensitivity (net) (0.4) 0.4 (0.4) 0.4
CAPITAL MANAGEMENT
The board of directors’ goal is to maintain a strong capital base in order to preserve the condence of investors, creditors and market,
and to develop business activities. The return on capital is monitored by the board. Return on capital is dened as the operating prot/
loss divided by the total equity. The board also monitors the level of dividends on ordinary shares. The Group has no dened plan for the
purchase of own shares.
ENDÚR ASA - ANNUAL REPORT 2021 55
ANNUAL ACCOUNTS - GROUP
NOTE 25: SHARE OPTION PROGRAM
SHARE OPTION PROGRAM
As part of the transaction regarding the acquisition of BMO Entreprenør AS in 2020, Endúr issued 12,5 million options to the sellers of
BMO Entreprenør AS.
Measurement of fair value
The model used for measurement of the fair values is Black-Scholes. The inputs used in the measurement of the fair values at grant date
of the options were as follows.
Input 31.12.2021 31.12.2020
Options issued 12.5 million 12.5 million
Award date 17 Dec 2020 17 Dec 2020
Maturity 2023 2023
Fair value at grant date NOK 0.26 NOK 0.26
Share price at grant date 1.165 1.165
Strike price 1.2 1.2
Risk free interest rate 0.54% 0.54%
Expected volatility 47% 47%
Expected volatility has been based on an evaluation of the historical volatility of the Company’s share price.
Reconciliation of outstanding share options
Number of share options 2021 2020
Outstanding options at 1 January 12 500 000 644 444
Forfeited during the year (644 444)
Granted during the year 12 500 000
Exercised during the year - -
Outstanding options at 31 December 12 500 000 12 500 000
ENDÚR ASA - ANNUAL REPORT 202156
ANNUAL ACCOUNTS - GROUP
NOTE 26: GROUP COMPANIES
Prot/ Equity
Company’s Holding loss for as at
Registered share and the year 31.12.21
Group company Owner oce capital votes (prelim.) (prelim.)
Endúr Invest AS Endúr ASA 5160 Laksevåg 1.0 100% 29.7 76.6
Endúr Maritime AS Endúr ASA 5160 Laksevåg 12.4 100% (0.4) 63.6
Endúr Bidco AS Endúr ASA 5160 Laksevåg 0.1 100% 55.1 100.8
Marcon-Gruppen i Sverige AB Endúr ASA Sweden 0.2 100% 9.6 56.1
Installit AS Endúr ASA 0275 Oslo 0.9 100% (2.4) 35.1
BG Malta Ltd Endúr ASA Malta 0.0 100% (0.1) (0.1)
BMO Entreprenør AS Endúr Bidco AS 3619 Skollenborg 0.6 100% 38.4 106.0
Artec Aqua AS Endúr Bidco AS 6018 Ålesund 3.3 100% 39.1 70.5
Norwegian Crew Management AS Installit AS 0275 Oslo 0.1 100% (0.0) 0.4
Oshore Power Group AS Installit AS 0275 Oslo 0.1 100% 0.3 0.4
Installit Oshore Personell AS Installit AS 0275 Oslo 0.1 100% (0.0) 0.2
Endúr Sjøsterk AS Endúr Invest AS 5252 Søreidgrend 0.4 100% (2.6) 4.2
Endúr Eiendom AS Endúr Invest AS 5160 Laksevåg 0.1 100% 0.4 12.8
Marcon Teknik AB Marcon-Gruppen i Sverige AB Sweden 0.2 100% 0.4 6.1
Svensk Sjöentrepenad i Malmö AB Marcon-Gruppen i Sverige AB Sweden 0.2 100% 4.0 14.6
Stockholms Vattentrepenader AB Marcon-Gruppen i Sverige AB Sweden 0.1 100% 2.0 15.7
Marc-Con Wind Power i Sverige AB Marcon-Gruppen i Sverige AB Sweden 0.1 100% 0.2 0.8
SSE Gibraltar Ltd Marcon-Gruppen i Sverige AB Sweden 0.0 100% 0.1 1.1
Sp/f Soundtug Marcon-Gruppen i Sverige AB Sweden 1.7 100% 1.1 0.0
Marcon Vindtransmission AB Marcon-Gruppen i Sverige AB Sweden 0.1 100% - 0.1
Incerno AB Marcon-Gruppen i Sverige AB Sweden 0.0 100% 0.0 0.7
ENDÚR ASA - ANNUAL REPORT 2021 57
ANNUAL ACCOUNTS - GROUP
NOTE 27: MANAGEMENT REMUNERATION
The following changes have been implemented in Endúrs executive management over the course of 2021:
− Eective 6 January 2021, Hans Olav Storkås was appointed CEO and Lasse B. Kjelsås appointed CFO of Endúr ASA and the Group. They
succeeded CEO Hans Petter Eikeland and CFO Nils Ho.
− Ivar-Andreas Monefeldt resigned the position of senior vice president of business development eective July 2021.
− Stig Arne Høiland resigned the position of COO eective September 2021.
− On 2 September 2021 Hans Olav Storkås resigned his position as CEO with immediate eect.
− Jeppe Raaholt was appointed new CEO of Endúr ASA and the group, eective 1 October 2021.
− Einar Olsen joined Endúrs executive management 1 November 2021, in a new position as senior vice president of business develop-
ment and controlling.
Remuneration and termination agreements to members of the executive management team in 2021
Base Variable Other Pension Notice Severance
(NOKm) salary pay benets benet Total period pay
Chief Executive Ocer 3 668 4 181 220 147 8 216 3 months 18 months
Chief Financial Ocer 2 046 2 728 94 100 4 968 3 months 18 months
Total 5 714 6 909 314 247 13 184
There has not been any executive variable pay program in eect for the Group in 2021.
The Group’s guidelines on salaries and other remuneration for directors and senior management, as resolved in the 2021 ordinary gen-
eral meeting, are available at the Group’s website; endur.no/investor-relations/statement-on-remuneration.
Remuneration to the Board of Directors for the period from ordinary meeting 2020 until ordinary general meeting 2021
Name Position Remuneration
Pål Reiulf Olsen Chairman of the Board, Audit Committee and Remuneration Committee 384
Jorunn Ingebrigtsen Member of the Board and former member of the Audit Committee 263
Kristoer Nesse Hope Member of the Board 247
Bjørn Finnøy Member of the Board 216
Hedvig Bugge Reiersen Member of the Board and Remuneration Committee 235
Jörn Ryberg Member of the Board 184
Kristine Landmark Member of the Board and Audit Committee 221
Øivind Horpestad Former chairman of the Board 126
Bente Stangeland Former member of the Board and the Audit Committee 21
Rune Skarveland Former member of the Board 16
Tove Ormevik Former member of the Board and the Audit Committee 78
Terje Nesbakken Former member of the Board and the Audit Committee 84
Other remuneration to the Board of Directors
Endúr ASA’s board chairman, Pål Reiulf Olsen, following the resignation of CEO Hans Olav Storkås, assumed additional responsibilities as
working chairman in the transition period from September to November 2021 of total NOK 1.156.
Remuneration to the nomination committee for the period from ordinary meeting 2020 until ordinary general meeting 2021
Name Position Remuneration
Henning Nordgulen Member 20
Arne Henning Markhus Member 20
Espen Ommedal Leader 20
ENDÚR ASA - ANNUAL REPORT 202158
ANNUAL ACCOUNTS - GROUP
NOTE 28: AUDIT FEE
AUDIT FEES
(NOKm - all amounts excluding VAT) 2021 2020
Audit services 2.5 1.4
Other attestation services 0.3 0.7
Tax advisory services 0.1 -
Other non-audit services 0.4 0.2
Total 3.3 2.4
NOTE 29: RELATED PARTIES
Related party relationships are those involving control (either direct or indirect), joint control or signicant inuence. Related parties are in
a position to enter into transactions with the company, of which would not be undertaken between unrelated parties.
Marcon-Gruppen i Sverige AB
Customer / Vendor Source of service Amount Sale Amount Purchase
Marine Suuply Invest AB Barboat Charter 0.8
Total 0.0 0.8
BMO Entreprenør AS
Customer / Vendor Source of service Amount Sale Amount Purchase
Bever Holding AS Sale of admin services and rent of premises 2.2 1.8
Bever Utstyr AS Rent of equipment 0.2 6.6
BMO Elektro AS Subcontractor 0.0 4.8
BMO Tunnelsikring AS Re-invoicing 0.0 0.4
Buskerud Malerforretning AS Re-invoicing 0.0
Bever Eiendom AS Rent of premises 0.3
Davanger Utvikling AS Rent of premises 1.5
Gomsrudveien 327 AS Rent of premises 0.2
Gomsrudveien 319 AS Rent of premises 0.1
Provita ANS Rent of premises 2.4
Skrubbemoen 3 AS Rent of premises 2.2
Skrubbemoen 8 AS Rent of premises 0.3
Total 2.4 20.5
ENDÚR ASA - ANNUAL REPORT 2021 59
ANNUAL ACCOUNTS - GROUP
NOTE 30: SHARE-BASED PAYMENTS
The Group did not during the 2021 accounting year pay or award any remuneration to any of its employees or ocers by way of shares,
options, warrants or any other form of equity instruments for services rendered as employees or ocers of the Group. The Board of
Directors did propose, and the general meeting did resolve on 21 May 2021 to authorize the Board to issue new shares for the purpose
of establishing an option program for key employees. As of the time of writing however, no such option program has been implemented.
The Group did undertake a share subscription program in December 2021 whereby all permanent employees of the Group were oered
the opportunity to subscribe new shares in the Group at a discount in accordance with a resolution made by the annual general meeting
on 21 May 2021 at a subscription price per share of NOK 0.52996, reecting a discount of 20% on the volume weighted average closing
price of the Group’s share during the application. All shares subscribed and allotted under the oering are subject to 6 months lock-up.
NOTE 31: SUBSEQUENT EVENTS
Salmon Evolution phase 2
On 6 February 2022 Artec Aqua AS (“Artec Aqua”) entered into a Heads of Terms agreement with Salmon Evolution ASA (“Salmon Evolu-
tion”) for the planning, construction, and implementation of phase 2 of Salmon Evolution’s land-based grow-out salmon farming facility at
Indre Harøy. Artec Aqua is contracted as turnkey supplier for phase 1 of the project.
Dykab AB
Eective 28 February 2022, the Group’s wholly owned subsidiary Marcon-Gruppen i Sverige AB acquired Dykab AB, a company provid-
ing marine infrastructure services out of Luleå, a city located in Norr botten, Sweden’s northernmost county. The primary purpose of the
acquisition was to secure a local foothold and platform from which to grow Marcon’s activities in the northern part of Sweden, lling the
company’s last geographical gap in its domestic market, and thus enabling the company to cost-eciently serve also the northern part of
the country.
Installit AS
On 7 April 2022, Endúr ASA entered into an agreement with the DeepOcean Group for the sale of Installit AS and its subsidiaries with
eect from 1’st of January. The purchase price of NOK 20.8 million for 100% of the shares in Installit AS was settled in cash. The divest-
ment of Installit AS will result in an accounting loss of approximately NOK 22.8 million for Endúr.
War in Ukraine
The war in Ukraine started in February 2022. Currently, the Group’s management assesses that the Group’s operations are not directly
impacted by the war as none of the Group’s companies are located in Ukraine or Russia. However, the Group’s nancials will be impacted
by the unpredictable indirect consequences of this war, such as further uncertain increases is cost for raw materials, energy and transpor-
tation.
NOTE 32: GOING CONCERN
The Board of Endúr ASA conrms, according to § 3-3 of the Accounting Act, that the annual accounts have been prepared based on the
assumption for continued operations.
ENDÚR ASA - ANNUAL REPORT 202160
ANNUAL ACCOUNTS - GROUP
NOTE 33: PROFORMA
2021
(NOKm) proforma
Continued operations
Revenue 2 186.0
Revenue 2 186.0
Cost of materials (1 420.5)
Payroll expenses (412.9)
Depreciation, amortization, impairment (157.0)
Other operating expenses (203.7)
Operating expenses (2 194.1)
Operating prot/loss (8.1)
ENDÚR ASA - ANNUAL REPORT 2021 61
ANNUAL ACCOUNTS - GROUP
Fish tank inspection at Salmon Evolution’s grow-out facility at Indre Harøy, where Artec Aqua is contracted as turnkey supplier.
ENDÚR ASA - ANNUAL REPORT 202162
ANNUAL ACCOUNTS - PARENT
Income Statement
Endúr ASA
(NOKm) Note 2021 2020
Other operating revenue 0.1 16.5
Operating revenue 0.1 16.5
Payroll expenses 4 (29.9) (11.4)
Depreciation, amortization, impairment 7, 8 (0.2) (0.5)
Other operating expenses 4 (29.5) (18.4)
Operating expenses (59.5) (30.3)
Operating prot/loss (59.5) (13.8)
Financial income 5 86.2 1.0
Financial expenses 5 (143.1) (451.8)
Net nancial items (56.9) (450.8)
Prot/Loss before tax (116.3) (464.6)
Income tax 6 22.9 3.3
Prot/Loss (93.5) (461.4)
Annual Accounts - Parent
ENDÚR ASA - ANNUAL REPORT 2021 63
ANNUAL ACCOUNTS - PARENT
Balance Sheet
Endúr ASA
(NOKm) Note 31.12.2021 31.12.2020
ASSETS
Deferred tax assets 6 28.7 5.8
Intangible assets 7 - 0.1
Property, plant and equipment 8 0.2
Investments in group companies 9 616.7 236.2
Receivables from group companies 13 1 119.3 164.9
Total non-current assets 1 764.9 407.0
Other receivables 0.7 13.6
Receivables from group companies 13 77.6 56.2
Cash and cash equivalents 16.9 17.0
Total current assets 95.2 86.8
TOTAL ASSETS 1 860.1 493.8
EQUITY AND LIABILITIES
Equity
Share capital 10, 11 13.7 7.3
Share premium 11 863.4 375.1
Other paid-in equity 11 4.0 4.0
Retained earnings 11 - -
Equity 881.2 386.4
Liabilities
Secured bond loan 12, 13 890.6 -
Liabilities to group companies 13 16.0 47.0
Convertible loan 12 - 7.0
Other interest bearing debt 12 - 6.0
Other non-current liabilities 3.6 3.6
Total non-current liabilities 910.1 63.5
Trade payables 13 3.4 8.6
Liabilities to group companies 13 50.9 25.8
Other short term liabilities 14.5 9.4
Total current liabilities 68.8 43.8
Total liabilities 978.9 107.4
TOTAL EQUITY AND LIABILITIES 1 860.1 493.8
Bergen - 28 April 2022
Board of Directors
and CEO of Endúr ASA
Pål Reiulf Olsen
(Chairman)
-sign
Hedvig Bugge Reiersen
-sign
Jorunn Ingebrigtsen
-sign
Jeppe Bjørnerud Raaholt
(CEO)
-sign
Bjørn Finnøy
-sign
Jörn Ryberg
-sign
Kristoer Nesse Hope
-sign
Kristine Landmark
-sign
ENDÚR ASA - ANNUAL REPORT 202164
ANNUAL ACCOUNTS - PARENT
Cashow Statement
Endúr ASA
(NOKm) Note 2021 2020
Cash ow from operational activities
Prot/Loss (93.5) (461.4)
Prot/Loss (93.5) (461.4)
Adjustments for:
Income tax expense 6 (22.9) (3.3)
Depreciation, amortization, impairment 7, 8 0.2 0.5
Items classied as investments and nancing activities 5 42.6
Impairment investments in subsidiaries 14.2 355.4
Impairment group receivables - 88.6
Changes in:
Trade and other receivables -8.5
Trade and other payables (5.2) 4.2
Other current accruals 9.0 (8.7)
Net cash from operating activities (64.2) (24.7)
Cash ow from investments activities
Acquisition of shares (0.4)
Acquisition of property, plant and equipment (0.3)
Net outow from non-current receivables (954.4) (40.5)
Acquisition of other investments 3 (394.7) (50.0)
Net cash from investments activities (1 349.4) (90.8)
Cash ow from nancing activities
Repayment of loans and borrowings 12 (213.0) (7.6)
Proceeds from loans and borrowings 12 1 100.0 9.0
Proceeds from issue of share capital (capital increase) 11 638.7
Payment of interests 5 (106.4)
Proceeds from private placement 214.0
Net changes in intercompany balances (5.9) (87.0)
Net cash from nancing activities 1 413.4 128.5
Net change in cash and cash equivalents (0.1) 13.0
Cash and cash equivalents as per 1.1 17.0 4.0
Cash and cash equivalents as per 31.12 16.9 17.0
Of which is restricted cash as per 31.12 4.2 4.2
ENDÚR ASA - ANNUAL REPORT 2021 65
ANNUAL ACCOUNTS - PARENT
Notes to the
Parent Company Accounts
NOTE 1: CORPORATE INFORMATION
Endúr ASA is a public limited company based in Norway, and was founded on 22 May 2007. The Company’s registered oce is at Laksevåg
in Bergen. Endúr ASA is the parent company in the Endúr Group. Endúr ASA is listed on Oslo Stock Exchange with the ticker ENDUR.
NOTE 2: ACCOUNTING PRINCIPLES
The nancial statements are prepared in accordance with the Accounting Act and Norwegian Generally Accepted Accounting Principles
(NGAAP) valid as per 31 December 2021, and consist of income statement, balance sheet, cash ow statement and notes. The nancial
statements have been prepared based on the fundamental principles governing historical cost accounting, comparability, continued
operations, congruence and prudence. Transactions are recorded at their value at the time of the transaction. Income is recognised at
the time of delivery of goods or services. Costs are expensed in the same period as the income to which they relate. Costs that cannot
be directly related to income are expensed as incurred. The dierent accounting principles are further commented on below. According
to generally accepted accounting standards, there may be some exceptions to the basic assessment and valuation principles. Comments
on these exceptions can be found in the respective notes to the accounts. Contingent losses, of which are probable and quantiable are
charged to the prot and loss account.
ESTIMATES AND JUDGEMENTS
Preparing the annual accounts includes judgements, estimates and assumptions that inuence both the choice of accounting principles
applied and the reported amounts for assets, liabilities, revenues and expenses. The management has used estimates based on its best
judgement and assumptions that are considered realistic on the basis of historical experience during preparation of the annual accounts.
Actual amounts may deviate from estimated amounts. Estimates and underlying assumptions are reviewed and assessed on an ongoing
basis. Changes in accounting estimates are recognised in the period in which the estimates are changed and in all future periods aected.
CLASSIFICATION OF ASSETS AND LIABILITIES
Assets are classied as current assets when:
- the asset is part of the entity’s service cycle and is expected to be realised or consumed during the entity’s normal production period;
- the asset is held for trading;
- the asset is expected to be realised within 12 months of the balance sheet date;
- the asset is cash or cash equivalents, but with an exception for when there are restrictions on exchanging or using it to settle debt within
12 months of the balance sheet date.
All other assets are classied as non-current assets.
Liabilities are classied as current liabilities when:
- the liability is part of the service cycle and is expected to be settled during the normal production period;
- the liability is held for trading;
- settlement within 12 months of the balance sheet date has been agreed;
- the entity has no unconditional right to postpone settlement of the liability to minimum 12 months after the balance sheet date.
All other liabilities are classied as non-current liabilities.
FOREIGN CURRENCY
Items included in the nancial statements are measured using the currency of the primary economic environment in which the entity
operates (‘the functional currency’). The company’s functional currency is NOK, of which is also the parent company’s presentation cur-
rency. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the
transactions. Balance sheet items are measured at the rate of exchange at the balance sheet date.
ENDÚR ASA - ANNUAL REPORT 202166
ANNUAL ACCOUNTS - PARENT
CASH FLOW STATEMENT
The cash ow statement is presented using the indirect method. Cash and cash equivalents include cash, bank deposits and other short
term, highly liquid investments with maturities of three months or less.
REVENUE
Revenue from services is reported in the prot and loss account in accordance with the degree of completion of the transaction on the
balance sheet date. The degree of completion is calculated on the basis of work completed.
SUBSIDIARIES
In the parent company, subsidiaries are valued using the cost method. The investment is valued at acquisition cost, unless a write-down
is required. Dividends, group contributions and other distributions are recognised in the same year as they are distributed in the subsidi-
ary’s nancial statements. If the dividend/group contribution received exceed the retained prot share in the ownership period, the excess
amount is recognised as a repayment of invested capital and entered in the balance sheet as a reduction of the investment.
IMPAIRMENT OF ASSETS
If indications are identied that the carrying value of a non-current assets is higher than fair value, an impairment test is performed. The
test is performed for the lowest level of an assets with independent cash ows. If carrying value is higher than recoverable amount, a write
down to recoverable amount will be recognised. Write downs recognised in previous years will be reversed if the conditions leading to the
write down is no longer present. Impairment of goodwill will never be reversed.
INCOME TAX
The tax consists of tax payable and the change in deferred tax. Deferred tax/tax asset is calculated on the basis of all taxable temporary
dierences. A deferred tax asset is recognised in the prot and loss account when it is probable that the company will have sucient tax-
able income to utilise the tax asset. Deferred tax and deferred tax assets are recognised regardless of when the dierences are reversed,
and are in principle recognised at nominal value. Deferred tax/tax asset is valued on the basis of the expected future tax rate. Both tax
payable and deferred tax are recognised directly against equity to the extent to which they
relate to items recognised directly against equity.
RECEIVABLES
Accounts receivable and other receivables are recognised in the balance sheet at nominal value less provisions for expected losses. Pro-
visions for losses are made on the basis of individual assessments of the individual receivables. In addition, for other accounts receivable,
an unspecied provision is made to cover expected losses on claims.
LOANS
The Secured bond loan is recognized in the balance sheet at the discounted future cashow with the bond’s interest rate as a discount
factor. The transaction cost related to the bond, is amortisized over the maturity of the bond.
EQUITY
Transaction costs relating to equity transactions, including the tax eect of the transaction costs, are recognised directly against the
equity. Only transaction costs directly related to the equity transactions are recognised against equity.
On the repurchase of own shares, the purchase price, including directly attributable costs such as changes in equity, is entered as
a change in equity. Own shares are presented as a reduction of equity. Losses or gains from transactions with own shares are not
recognised in the prot and loss account.
ENDÚR ASA - ANNUAL REPORT 2021 67
ANNUAL ACCOUNTS - PARENT
NOTE 3: BUSINESS COMBINATION
MARCON-GRUPPEN I SVERIGE AB
On 5 March 2021, Endúr ASA bought 35% of the shares in Marcon-Gruppen i Sverige AB for a purchase price of approx. SEK 140 million.
The purchase price was settled by issuing 106,230,838 consideration shares in Endúr ASA.
On the same day, the board decided, pursuant to a board authorization granted by the EGM on 4 December 2020, to issue the considera-
tion shares. The company’s share capital increased by NOK 1,062,308.38 by issuing 106,230,838 new shares, each with a nominal value of
NOK 0.01. The capital increase was registered on March 8, 2021.
On 12 March 2021, Endúr ASA, through its wholly owned subsidiary, Endùr BidCo AS, bought the remaining 65% of the shares in Marcon-
Gruppen i Sverige AB for a purchase price of approx. SEK 260 million. The purchase price was settled in cash consideration.
Marcon was established by Jörn Ryberg in 1982 and has since grown to become a market leader within marine infrastructure in Sweden.
The company performs a range of services connected to marine infrastructure construction and marine services, as well as other adjacent
services including hydrographical services, dredging, rentals, inspections and diving. Marcon serves both as independent contractor and
subcontractor in construction projects and other services. Its HQ is in Ängelholm with oces in Stockholm, Malmö, Gothenburg, Sölves-
borg and Härnösand. The group operates in the Swedish market under the brands Swedish Sjöentrepenad (SSE), Marcon Teknik (MTE),
Frog Marine Service (FMS), SVENTAB and Marcon Windpower.
CONSIDERATION TRANSFERRED
The following table summarises the acquisition date fair value of each major class of consideration transferred.
(NOKm)
2021
Cash 259.4
Shares in Endúr ASA (106 230 838 shares) 124.3
Total consideration transferred 383.7
Equity instruments issued
The fair value of the shares issued was based on the listed share price of the Endúr ASA at 12 March 2021 at NOK 1,17 per share.
IDENTIFIABLE ASSETS ACQUIRED AND LIABILITIES ASSUMED
The fair value of identiable assets and liabilities is based on a purchase price allocation. The following table summarises the recognised
amounts of assets acquired and liabilities assumed at the date of acquisition.
(NOKm)
2021
Right-of-use assets 20.2
Property, plant and equipment 389.3
Financial assets 6.0
Inventories 1.8
Contract assets 5.6
Trade and other receivables 67.5
Doubtful receivable 37.1
Contract liabilities (26.7)
Trade and other payables (19.7)
Other current liabilities (2.1)
Net nancial debt (163.2)
Deferred tax liability (63.5)
Cash and bank deposit 45.0
Total identiable net assets acquired 297.4
ENDÚR ASA - ANNUAL REPORT 202168
ANNUAL ACCOUNTS - PARENT
NOTE 4: SALARIES, FEES, REMUNERATIONS
PAYROLL EXPENSES
(NOKm) 2021 2020
Salaries and holiday pay 24.6 8.2
Employer`s national insurance contribution 3.1 1.4
Share-based payment - -
Pension expenses 0.7 0.4
Other payroll expenses 1.5 1.4
Total 29.9 11.4
Number of employees 31.12 7 5
For an overview of compensation to the executive management group please see note 27 in the group notes.
The company is required to have a pension scheme in accordance with the Norwegian law on required occupational pension schemes
(“lov om obligatorisk tjenestepensjon”). The company’s pension arrangements full the law requirements.
See note 25 in the group nancial statements for information regarding share options.
REMUNERATION TO THE AUDITOR
(NOKm) 2021 2020
Audit services 1.4 1.0
Other attestation services 0.3 0.6
Tax advisory services 0.1 -
Other non-audit services 0.3 0.2
Total 2.0 1.9
ENDÚR ASA - ANNUAL REPORT 2021 69
ANNUAL ACCOUNTS - PARENT
NOTE 5: NET FINANCIAL ITEMS
(NOKm) 2021 2020
Other interest income - 1.0
Group contribution 61.0 -
Interest income from group companies 25.2
Gain on sale of shares - -
Financial income 86.2 1.0
Interest expenses to group companies (1.8) (1.7)
Interest expenses secured bond loan (67.7)
Other interest expenses - (2.7)
Currency loss (2.4)
Amortization bond (18.4)
Impairment investments in subsidiaries (14.2) (355.4)
Impairment group receivables 1.2 (88.0)
Guarantee expenses bankruptcy in subsidiary (18.6)
Other nancial expenses (21.2) (4.0)
Financial expenses (143.1) (451.8)
Net nancial items (56.9) (450.8)
ENDÚR ASA - ANNUAL REPORT 202170
ANNUAL ACCOUNTS - PARENT
NOTE 6: INCOME TAX
(NOKm) 2021 2020
Result before taxes (124.9) (464.6)
Permanent dierences (1.1) 453.5
Group contribution 61.0 53.9
Changes in temporary dierences 14.9 0.1
Change in losses carried forward 50.1 (42.9)
Basis for taxes payable - -
Taxes payable - -
The income tax for the year is calculated as follows:
(NOKm) 2021 2020
Taxes payable - -
Taxes payable on group contribution - 11.9
Net change in deferred tax/ tax asset 22.9 (8.6)
Income tax for the year 22.9 3.3
RECOGNISED DEFERRED TAX ASSETS
Recognised
Acquired in the
in business income
(NOKm) 31.12.2020 prot or loss statement 31.12.2021
Temporary dierences (11.0) (14.9) (25.9)
Interest deductibility carried forward (38.9) (38.9)
Loss carried forward (15.4) (50.1) (65.6)
Total basis related to deferred tax assets (65.3) - (65.0) (130.4)
Net deferred tax assets 14.4 - 14.3 28.7
Net deferred tax assets - not recognised in the accounts 8.6 - (8.6) -
Net deferred tax assets - recognised in the accounts 5.8 22.9 28.7
ENDÚR ASA - ANNUAL REPORT 2021 71
ANNUAL ACCOUNTS - PARENT
NOTE 7: INTANGIBLE ASSETS
INTANGIBLE ASSETS
Licences,
(NOKm) patents etc. Total
Acquisition cost 1 Jan. 2021 0.9 0.9
Acquisitions 2021 - -
Accumulated acquisition cost 31 Dec. 2021 0.9 0.9
Accumulated depreciations as of 1 Jan. 2021 (0.9) (0.9)
Current year’s depreciations (0.0) (0.0)
Accumulated amortization and impairment losses 31 Dec. 2021 (1.0) (1.0)
Book value 31. Dec. 2021 0.0 0.0
Licences,
(NOKm) patents etc. Total
Acquisition cost 1 Jan. 2020 0.9 0.9
Acquisitions 2020 - -
Accumulated acquisition cost 31 Dec. 2020 0.9 0.9
Accumulated depreciations as of 1 Jan. 2020 (0.3) (0.3)
Current year’s depreciations (0.5) (0.5)
Accumulated amortization and impairment losses 31 Dec. 2020 (0.9) (0.9)
Book value 31. Dec. 2020 (0.0) (0.0)
Amortization rates 33%
Amortization plan Linear
ENDÚR ASA - ANNUAL REPORT 202172
ANNUAL ACCOUNTS - PARENT
NOTE 8: TANGIBLE ASSETS
TANGIBLE ASSETS
Plant,
(NOKm) equipment Total
Acquisition cost 1 Jan. 2021 0.0 0.0
Acquisitions 2021 0.3 0.3
Acquisitions through business combinations - -
Accumulated acquisition cost 31 Dec. 2021 0.3 0.3
Accumulated depreciations as of 1 Jan. 2021 (0.0) (0.0)
Current year’s depreciations (0.1) (0.1)
Accumulated amortization and impairment losses 31 Dec. 2021 (0.1) (0.1)
Book value 31. Dec. 2021 0.2 0.2
Amortization rates 33%
Amortization plan Linear
NOTE 9: INVESTMENTS IN SUBSIDIARIES
Prot/ Equity
Company Holding loss for as at Book
Registered share and the year 31.12.21 value
Group company Owner oce capital votes (prelim.) (prelim.) 31.12.21
Endúr Invest AS Endúr ASA 5160 Laksevåg 1.0 100% 29.7 76.6 82.5
Endúr Maritime AS Endúr ASA 5160 Laksevåg 12.4 100% (0.4) 63.6 82.6
Endúr Bidco AS Endúr ASA 5160 Laksevåg 0.1 100% 55.1 100.8 36.1
Marcon-Gruppen i Sverige AB Endúr ASA Sweden 0.2 100% 9.6 56.1 394.7
Installit AS Endúr ASA 0275 Oslo 0.9 100% (2.4) 35.1 20.8
Total 616.7
ENDÚR ASA - ANNUAL REPORT 2021 73
ANNUAL ACCOUNTS - PARENT
NOTE 10: SHARE CAPITAL AND SHAREHOLDER INFORMATION
SHARE CAPITAL
Debt conversion registered 2 March 2021 - The company’s share capital increased by NOK 20,433.27 from NOK 7,326,675.36 to NOK
7,347,108.63, by issuing 2,043,327 new shares each with a nominal value of NOK 0.01.
Business combination registered 8 March 2021- The company’s share capital increased by NOK 1,062,308.38, from NOK 7,347,108.63 to
NOK 8,409,417.01 by issuing 106,230,838 new shares each with a nominal value of NOK 0.01.
Business combination registered 12 March 2021 - The company’s share capital increased by NOK 2,961,287.89, from NOK 8,409,417.01 to
NOK 11,370,704.90 by issuing 296,128,789 new shares each with a nominal value of NOK 0.01.
Private placement registered 19 November 2021 - The company’s share capital increased by NOK 2,266,667.67 from NOK 11,370,704.90
to NOK 13,637,371.57, by issuing 226,666,667 new shares each with a nominal value of NOK 0.01.
Share-based payment registered 31 December 2021 - The company’s share capital increased by NOK 89,062.49 from NOK 13,637,371.57
to NOK 13,726,434.06, by issuing 8,906,249 new shares each with a nominal value of NOK 0.01.
At 31 December 2021, the share capital of Endúr ASA was NOK 13,726,434.06 , divided into 1,372,643,406 shares, each with a nominal
value of NOK 0.01. All shares have equal voting rights.
Shareholders as of 31 December 2021 No of shares Holding
Artec Holding AS 376 432 009 27.42%
Bever Holding AS 104 382 030 7.60%
Jörn Ryberg Holding AB 87 445 469 6.37%
Tigerstaden Marine AS 61 000 000 4.44%
Middelborg Invest AS 51 105 453 3.72%
Cygnus Olor AB 43 711 026 3.18%
Gimle Invest AS 36 353 356 2.65%
AS Flysk 18 814 606 1.37%
Langåker, Steinar 16 429 161 1.20%
BR Industrier AS 15 817 523 1.15%
DnB Markets Aksjehandel/-Analyse 15 400 000 1.12%
Tight Holding AS 15 375 477 1.12%
DnB Nor Bank ASa, Meglerkonto Innland 14 914 384 1.09%
Tigerstaden AS 14 864 313 1.08%
Tatomi Invest AS 12 484 866 0.91%
Energon Holding AS 12 400 000 0.90%
Alundo Invest AS 10 600 000 0.77%
Fender Eiendom AS 10 599 039 0.77%
Eikeland Holding AS 9 156 357 0.67%
Trionor AS 8 758 351 0.64%
Total shares owned by 20 largest shareholders 936 043 420 68.19%
Other shareholders 436 599 986 31.81%
Total number of shares 31.12.2021 1 372 643 406 100.00%
ENDÚR ASA - ANNUAL REPORT 202174
ANNUAL ACCOUNTS - PARENT
SHARES OWNED BY EXECUTIVE PERSONNEL AND BOARD MEMBERS
The following table shows shares owned by executive personnel and board members, including shares owned by their closely-related
persons and companies, as of 31 December 2021.
Board member Title Ownership No of shares Holding
Pål Reiulf Olsen Chairman of the Board of Directors Shares owned by Poca Invest AS 1 000 000 0.07%
Bjørn Finnøy Board member Shares owned by Artec Holding AS 125 477 336 9.14%
Kristine Landmark Board member 1 050 000 0.08%
Shares owned by Jörn Ryberg
Jörn Asser Ryberg Board member Holding AB and private. 87 445 469 6.37%
Jeppe Bjørnerud Raaholt CEO Shares owned by Råbjørn AS 5 002 417 0.36%
VP of Business Development
Einar Olsen and Controlling 502 296 0.04%
Total shares 31.12.2021
owned by board members
and their closely-related
parties and executive
personnel 220 477 518 16.06%
No loans nor guarantees have been issued to members of the board.
NOTE 11: EQUITY
Share Share Other paid- Retained Total
(NOKm) capital premium in equity earnings equity
Equity 01.01.2020 2.1 123.3 0.3 (5.1) 120.6
Result for the year (461.4) (461.4)
Business combination 3.2 474.1 3.7 481.0
Issue of shares 2.0 244.0 246.0
Adjustment (5.1) 5.1 -
Net changes 2020 5.2 251.6 3.7 5.1 265.7
Equity 31.12.2020 7.3 375.0 4.0 - 386.4
Share Share Other paid- Retained Total
(NOKm) capital premium in equity earnings equity
Equity 01.01.2021 7.3 375.0 4.0 - 386.4
Result for the year (93.5) (93.5)
Business combination 4.0 466.8 470.8
Issue of shares 2.4 165.5 167.9
Group contributions without tax eect (50.5) (50.5)
Adjustment (143.9) 143.9 -
Net changes 2021 6.4 488.4 - 0.0 494.8
Equity 31.12.2021 13.7 863.4 4.0 0.0 881.2
ENDÚR ASA - ANNUAL REPORT 2021 75
ANNUAL ACCOUNTS - PARENT
TERMS AND REPAYMENT SCHEDULE
Carrying amount
Currency Nominal interest rate Year of maturity 31.12.2021
Secured bond loan NOK Fixed margin 7.25% + 3MNIBOR 2025 890.6
Secured bond loan
The Company has an outstanding senior secured, non-amortizing callable bond loan with ISIN NO0010935430 (the “Bonds”) with NOK
900 million principal at 31.12.21. The Bonds were issued 3 March 2021, originally with NOK 1100 million principal. Eective 1 December
2021 the Company redeemed bonds with a total nominal value of NOK 200 million. The NOK 900 million principal outstanding matures at
par on 3 March 2025. The Bonds incur interest of the aggregate of 3m NIBOR (oating reference rate) plus a xed margin 7.25% p.a., with
quarterly interest payments. As issuer of the Bonds the Company is subject to certain nancial covenants; (i) maintaining a leverage ratio
not greater than 5.0x up to 31 March 2022, then 3.75x up to 3. March 2023, and then 3.0x and 2.5x after24 and 36 months respectively
from the Bonds’ issue date, and (ii) maintaining minimum liquidity of NOK 75 million.
The net proceeds from the bond issue were employed to fully nance the cash consideration related to the acquisitions of Artec Aqua AS
and Marcon-Gruppen i Sverige AB, renance existing debt and fund general corporate purposes.
NOTE 12: LOANS AND BORROWINGS
LOANS AND BORROWINGS
(NOKm) 31.12.2021 31.12.2020
Non-current loans and borrowings
Other loans 6.0
Secured bond loans 890.6 -
Current loans and borrowings
Convertible loan - 7.0
Total 890.6 13.1
NOTE 13: INTERCOMPANY BALANCES
RECEIVABLES
(NOKm) 2021 2020
Long-term receivables 1 119.3 164.9
Short-term receivables 77.6 56.2
Total 1 196.9 221.2
LIABILITIES
(NOKm) 2021 2020
Long-term liabilities 16.0 47.0
Short-term liabilities 50.9 25.8
Total 66.9 72.8
The internal loans are charged with 3 months NIBOR + 2%.
ENDÚR ASA - ANNUAL REPORT 202176
ANNUAL ACCOUNTS - PARENT
NOTE 14: FINANCIAL MARKET RISK
The company has exposure to the following risks from its use of nancial instruments:
- credit risk
- liquidity risk
- market risk
- interest rate risk
Credit risk of receivables towards group companies will be depending on performance of the actual operations in the subsidiary.
Liquidity risk is the risk that the company will not be able to meet its nancial obligations as they fall due. The company’s approach to
managing liquidity is to ensure, as far as possible, that it will always have sucient liquidity to meet its liabilities under both normal and
stressed conditions
Exposure to liquidity risk
The following are the remaining contractual maturities of nancial liabilities at the reporting date, including payment of interest and with-
out the eect of settlement arrangements:
31.12.2021 Contractual cash ows
Carrying 6 months 6 - 12 1 -2 2 - 5
(NOKm) amount Total or less months years years
Secured bond loan 890.6 1 148.1 37.5 38.4 76.6 995.6
Trade and other payables 3.4 3.4 3.4 - - -
Total 893.9 1 151.4 40.9 38.4 76.6 995.6
Market risk for the company is related to interest risk.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash ows of a nancial instrument will uctuate because of changes in market
interest rates. The company`s exposure to the risk of changes in market interest rates relates primarily to the company`s secured bond
loan with oating interest rates. The company will continuously assess whether to hedge against interest rate risk. The following table
demonstrates the sensitivity to a reasonably possible change in interest rates.
Sensitivity analysis
A change in the interest rate of 100 base points on the reporting date would have increased (reduced) equity and yearly prot by the
amounts shown in the table below. This analysis assumes that all other variables, particularly the exchange rates, remain unchanged.
2021 Prot/loss Equity
100 bp 100 bp 100 bp 100 bp
(NOKm) increase decrease increase decrease
Secured bond loan (0.7) 0.7 (0.7) 0.7
Cash ow sensitivity (net) (0.7) 0.7 (0.7) 0.7
ENDÚR ASA - ANNUAL REPORT 2021 77
ANNUAL ACCOUNTS - PARENT
NOTE 15: GUARANTEES
Endúr Sjøsterk AS
Endúr ASA has given a parent company guarantee of NOK 10 mill. as security for Endúr Sjøsterk AS’ obligations under its guarantee facili-
ties produced from Nordic Guarantee.
ØPD AS
Endúr ASA had given a parent company guarantee to Nordic Guarantee to secure ØPD AS’ obligations under its guarantee facilities
produced from Nordic Guarantee. Following the bankruptcy in ØPD AS, Endúr ASA had to answer to this parent company guarantee,
assuming ØPD’s continued obligation for projects with active guarantees provided by Nordic Guarantee. Endúr ASA has made relevant
provisions for known and probable claims, according to the principle of best estimate.
NOTE 16: CONTINGENT LIABILITIES / LEGAL CLAIMS
LEGAL CLAIMS
There are no contingent liabilities nor legal claims in Endúr ASA as of 31.12.2021.
NOTE 17: SUBSEQUENT EVENTS
See note 31 in the group accounts.
ENDÚR ASA - ANNUAL REPORT 202178
Alternative
Performance
Measures
In this annual report the Group presents several Alternative Performance Measures (APMs), which are described below:
EBITDA
EBITDA (Earnings before interest, taxes,
depreciation and amortization) is a com-
monly used performance measure. EBITDA
provides an expression of protability from
operations. Endúr believes that this perfor-
mance measure provides useful informa-
tion about the Group’s ability to service
debt and nance investments. In addition,
the performance measure is useful for
comparing protability with other com-
panies. Endúr presents EBITDA in the key
gures and in note 5 Operating Segments.
EBIT
EBIT (Earnings before interest and taxes) is
a commonly used performance measure.
EBIT provides an expression of prota-
bility from operations, but unlike EBITDA
this performance measure also includes
depreciations and amortization for the
period. Endúr presents EBIT in brackets
behind operating prot in consolidated
income statement, and in note 5 Operating
Segments.
EQUITY SHARE
Equity share is calculated as Book value of
Equity/ Total Assets. Endúr presents Equity
share in the key gures.
NET WORKING CAPITAL
Net Working capital is calculated as Current
Assets minus Current Liabilities. Net
Working Capital is a measure of the group’s
operating liquidity. Endúr presents Net
Working Capital in the key gures.
NET INTEREST BEARING DEBT
Net Interest-Bearing Debt is calculated as
interest-bearing loans minus cash and cash
equivalents. Endúr presents Net Interest-
Bearing Debt in the key gures.
ENDÚR ASA - ANNUAL REPORT 2021 79
We conrm to the best of our knowledge
that the consolidated nancial statements
for 2021 have been prepared in accord-
ance with IFRS as adopted by the European
Union, as well as additional information
requirements in accordance with the Nor-
wegian Accounting Act, that the nancial
statements for the parent company for
2021 have been prepared in accordance
with the Norwegian Accounting Act and
generally accepted accounting practice in
Norway, and that the information pre-
sented in the nancial statements gives a
true and fair view of the assets, liabilities,
nancial position and result of Endúr ASA
and the Endúr Group for the period. We
also conrm to the best of our knowl-
edge that the Board of Directors’; Report
includes a true and fair review of the devel-
opment, performance and nancial posi-
tion of Endúr ASA and the Endúr Group,
together with a description of the principal
risks and uncertainties that they face.
Responsibility
Statement
Bergen - 28 April 2022
Board of Directors
and CEO of Endúr ASA
Pål Reiulf Olsen
(Chairman)
-sign
Hedvig Bugge Reiersen
-sign
Jorunn Ingebrigtsen
-sign
Jeppe Bjørnerud Raaholt
(CEO)
-sign
Bjørn Finnøy
-sign
Jörn Ryberg
-sign
Kristoer Nesse Hope
-sign
Kristine Landmark
-sign
ENDÚR ASA - ANNUAL REPORT 202180
AUDITOR’S REPORT
Auditor’s Report
BDO AS
Munkedamsveien 45
Postboks 1704 Vika
0121 Oslo
Independent Auditor's Report Endúr ASA - 2021 Page 1 of 5
Independent Auditor's Report
To the General Meeting in Endúr ASA
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Endúr ASA.
The financial statements comprise:
• The financial statements of the parent
company, which comprise the balance
sheet as at 31 December 2021, income
statement, statement of
comprehensive income, statement of
changes in equity and cash flows for
the year then ended, and notes to the
financial statements, including a
summary of significant accounting
policies, and
• The financial statements of the group,
which comprise the balance sheet as at
31 December 2021, and income
statement, statement of
comprehensive income, statement of
changes in equity and cash flows for
the year then ended, and notes to the
financial statements, including a
summary of significant accounting
policies.
In our opinion:
• The financial statements comply with
applicable statutory requirements,
• The accompanying financial statements
give a true and fair view of the
financial position of the company as at
31 December 2021, and its financial
performance and its cash flows for the
year then ended in accordance with
the Norwegian Accounting Act and
accounting standards and practices
generally accepted in Norway.
• The accompanying financial statements
give a true and fair view of the
financial position of the group as at 31
December 2021, and its financial
performance and its cash flows for the
year then ended in accordance with
International Financial Reporting
Standards as adopted by the EU.
Our opinion is consistent with our additional
report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and
the Group as required by laws and regulations and International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of Endúr ASA for 15 years from the election by the general meeting of the
shareholders on 16 July 2007 for the accounting year 2007.
ENDÚR ASA - ANNUAL REPORT 2021 81
AUDITOR’S REPORT
Independent Auditor's Report Endúr ASA - 2021 Page 2 of 5
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and
we do not provide a separate opinion on these matters.
Description of the key audit matter
How the key audit matter was addressed in
the audit
Intangible assets
Under IFRS, the Group is required to perform
an annual impairment test of goodwill and
intangible assets with an indefinite useful life.
Impairment testing of intangible assets is a key
aspect of our audit due to the complexity of
the assessments and the significance of
assumptions related to future market and/or
economic conditions that underlie the
assessment.
In 2021, the Group has recognized an
impairment loss of NOK 22.8 million. As of 31
December 2021, intangible assets and goodwill
amounts to NOK 1 120.7 millions, representing
44.7 %of total assets.
Our audit procedures have included a detailed
review of management’s impairment test for
each business unit to which intangible assets
are allocated. We have also assessed
management’s assumptions underlying the
valuation and taken into account
management’s historical accuracy in
determining the estimates. Internal specialists
have assisted us in this process. We have also
considered the assumptions described in note
13 and assessed the adequacy of the
information provided in the notes against the
requirements of IAS 36
Investments in subsidiaries
The company has significant investments in
subsidiaries that are measured at cost.
Investments in subsidiaries are tested for
impairment if indications of impairment are
present. An impairment loss is recognized if
the carrying amount exceeds the recoverable
amount.
In 2021 the company has recognized an
impairment loss of NOK 14.2 millions. The
carrying amount at 31.12.2021 was NOK 616.7
millions.
The significant amounts involved, and the
complexity of the valuation of the assets, lead
us to classify the valuation of investments in
subsidiaries as a key audit matter.
Our audit procedures included a detailed
review, testing, and assessment of
management's impairment tests, including the
calculation of recoverable amounts. We have
also assessed management's assumptions
underlying the valuation and taken into
consideration the historical accuracy in
determining the estimates. Internal specialists
have assisted us in this process. We have also
considered the assumptions described in note
13 to the consolidated financial statements.
ENDÚR ASA - ANNUAL REPORT 202182
AUDITOR’S REPORT
Independent Auditor's Report Endúr ASA - 2021 Page 3 of 5
Acquisition of Artec Aqua AS and Marcon
Gruppen I Sverige AB.
On 12 March 2021, the Group acquired and
gained control of a 100 % interest in Artec Aqua
AS and Marcon Gruppen I Sverige AB for a
purchase price of NOK 697.2 million and NOK
383.7 million respectively, both on an
enterprise value basis. Acquisitions of
subsidiaries are accounted for using the The
acquisition method. Hence, identifiable assets
acquired, and liabilities assumed are initially
measured at fair value at the transaction date.
Any consideration in excess of the net
identifiable assets, is recorded as goodwill. In
relation to the acquisitions, the Group has
prepared provisional purchase price
allocations. The purchase price allocation
requires the application of significant judgment
by management, in particular with respect to
identification and valuation of intangible assets
such as customer relations and technology. Due
to the materiality, complexity and estimation
uncertainty, we considered accounting for
business combinations to constitute a key audit
matter in the audit of the group. The Group’s
accounting policy regarding acquisitions is
disclosed in note 2 to the consolidated
financial statements.
Our audit procedures included an evaluation of
the key assumptions applied in the valuation
model, such as revenue growth, EBITDA
margin, churn rate and remaining useful life.
We involved our internal valuation specialists
to assist us with our assessment of the discount
rates, expected inflation rates, and the
appropriateness of the methodology and
valuation model used. In addition, we
performed the following audit procedures:
• we compared the Sale and Purchase
Agreement (SPA) and the Purchase Price
Allocation (PPA) with respect to
consideration amounts
• we reviewed the opening balances and
evaluated the related fair value
adjustments.
• we tested the mathematical accuracy of
the calculations derived from the forecast
mode
Furthermore, we have evaluated the adequacy
of the disclosures provided in the notes
covering business combinations.
ENDÚR ASA - ANNUAL REPORT 2021 83
AUDITOR’S REPORT
Independent Auditor's Report Endúr ASA - 2021 Page 4 of 5
Other information
The Board of Directors and the Managing Director (management) is responsible for the other
information. The other information comprises the Board of Directors’ report and other information
in the Annual Report, but does not include the financial statements and our auditor’s report
thereon. Our opinion on the financial statements does not cover the other information.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the consolidated financial statements or our knowledge obtained in the audit or otherwise appears
to be materially misstated. If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Opinion on the Board of Director’s report
Based on our knowledge obtained in the audit, in our opinion the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable legal requirements.
Our opinion on the Board of Director’s report applies correspondingly for the statements on
Corporate Governance, Corporate Social Responsibility.
Responsibilities of the Board of Directors and the Managing Director for the Financial Statements
Board of Directors and the Managing Director (management) are responsible for the preparation of
financial statements that give a true and fair view, for in accordance with the Norwegian
Accounting Act and accounting standards and practices generally accepted in Norway, and for the
preparation and fair presentation of the financial statements of the group in accordance with
International Financial Reporting Standards as adopted by the EU, and for such internal control as
management determines is necessary to enable the preparation of financial statements that are
free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern.
The financial statements of the Company use the going concern basis of accounting insofar as it is
not likely that the enterprise will cease operations. The financial statements of the Group use the
going concern basis of accounting unless management either intends to liquidate the Group or to
cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with ISAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
ENDÚR ASA - ANNUAL REPORT 202184
AUDITOR’S REPORT
Independent Auditor's Report Endúr ASA - 2021 Page 5 of 5
BDO AS, a Norwegian liability company, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the
international BDO network of independent member firms. The Register of Business Enterprises: NO 993 606 650 VAT.
For further description of Auditor’s Responsibilities for the Audit of the Financial Statements
reference is made to:
https://revisorforeningen.no/revisjonsberetninger
Report on compliance with Regulation on European Single Electronic Format (ESEF)
Opinion
We have performed an assurance engagement to obtain reasonable assurance that the financial
statements with file name Endur_ASA_EN.zip-2021-12-31-en.zip have been prepared in accordance
with Section 5-5 of the Norwegian Securities Trading Act (Verdipapirhandelloven) and the
accompanying Regulation on European Single Electronic Format (ESEF).
In our opinion, the financial statements have been prepared, in all material respects, in accordance
with the requirements of ESEF.
Management’s Responsibilities
Management is responsible for preparing, tagging and publishing the financial statements in the
single electronic reporting format required in ESEF. This responsibility comprises an adequate
process and the internal control procedures which management determines is necessary for the
preparation, tagging and publication of the financial statements.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
Oslo, April 28
th
2022
BDO AS
Yngve Gjethammer
State Authorised Public Accountant
(This document is signed electronically)
ENDÚR ASA - ANNUAL REPORT 2021 85
BMO Entreprenør carrying out
rehabilitation of Lieråsen tunnel.
ENDÚR ASA
Postal address:
Strandveien 17, 1366 Lysaker
Visiting address / Group Head Quarter:
Damsgårdsveien 229, Laksevåg
T: +47 55 54 24 00
E: post@endurasa.no
W: endur.no
Further contact info is available on
the company’s home page.
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