Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
Annual Report
2024
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
HOFSETH BIOCARE | ANNUAL REPORT
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
2
Approved by the Board of Directors in Hofseth BioCare ASA 11 April 2025
Hofseth BioCare ASA is committed to maintaining high standards of corporate governance that will strengthen confidence in
the company among share holders, capital market and among other stakeholders, thereby contributing to the greatest possible
value creation over time. The aim of corporate governance is to regulate the roles of shareholders, board and management
beyond what is required by legislation.
The company reports in accordance with the recommendation of 30 October 2014, last updated 17 October 2018 («the Recom-
mendations») issued by the Norwegian Corporate Governance Board (NUES). The rules on the continuing obligations of listed
companies at www.oslobors.no and guidelines are available at www.nues.no
Compliance is based on a «comply or explain» principle, which means that the company must comply with all recommen-
dations or explain why they have chosen an alternative approach to specific recommendations. The following explains the
company’s compliance with the 15 sections and addresses the additional requirements set out in the Accounting Act § 3-3 b.
Any deviation from the Code of Conduct will be explained under the appropriate section.
This report is part of the company’s annual report. The report is also available on Hofseth BioCare’s website www.hofsethbio-
care.com, along with more information about the company’s business.
Content
CORPORATE GOVERNANCE ........................................................4
THE BOARD OF DIRECTOR’S REPORT 2024 ................................9
FINANCIAL STATEMENTS ............................................................ 16
Statement of comprehensive income .................................................................................. 17
Statement of financial position ............................................................................................18
Statement of cash flows .......................................................................................................19
Statement of changes in equity ...........................................................................................20
Notes to the accounts ...........................................................................................................21
Declaration of the Board of Directors and Managing Director in
Hofseth BioCare ASA ...........................................................................................................52
AUDITORS REPORT ......................................................................54
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
HOFSETH BIOCARE | ANNUAL REPORT
4
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
The Board of Directors of Hofseth BioCare ASA (HBC or the company) has the ultimate responsibility to ensure that the company is
practicing good corporate governance. The company’s Board of Directors and management conducts a thorough review and assessment of
its principles of corporate governance annually.
Hofseth BioCare is a Norwegian public limited company and is
listed on Oslo Stock Exchange. The Norwegian Accounting Act
and the rules of the Continuing Obligations for stock listed com-
panies impose a duty on the Company to issue its principles and
practice for corporate governance in the annual report.
Values and guidelines for business ethics and
corporate social responsibility
The company’s values are an important premise for corporate
governance. Trust in HBC as a company, and in the business, is
crucial for the company’s future competitiveness.
Hofseth BioCare is committed to transparency about its guidelines
for management of the Company. This strengthens the value
creation, builds internal and external confidence and promotes a
code of ethics and a sustainable approach to business.
HBC is founded on the core value of sustainability and optimal
use of natural resources. The Company aspires to create a healthy
company culture based on these core values. The Board of
Directors has approved the Code of Conduct for business ethics
and corporate social responsibility. The Company’s customization
of the Code of Conduct and the internal guidelines ensures a
proper division of roles and responsibilities and well-functioning
cooperation among the Company’s shareholders, the Board of
Directors and its management, and that the business is subject to
satisfactory controls. An appropriate distribution of roles, effective
collaboration and satisfactory controls contributes to the best
possible value creation over time, for the benefit of its owners and
other stakeholders.
The company’s Code of Ethics covers the handling of impartiality,
conflicts of interest, relationships with customers and suppliers,
relations with the media, insider trading and relevant financial
interests of a personal nature. The core of the concept of CSR
is the company’s responsibility for people, communities and
environment affected by operations and typically addresses:
› Human rights which means that the company carries out its
operations in accordance with the international agreements
and conventions that are fundamental rights for every human
being, regardless of race, gender, religion or other status.
› Anti-corruption which means that the organization mandates
that it should not demand, receive or accept an offer of an
improper advantage in connection with a position, office or
assignment.
› Employee relations where AMLs (Working Environment Act)
provisions concerning employment contracts, working hours,
insurance, pension, vacation, sick monitoring etc. embodied in
internal guidelines and be followed throughout the organization.
The employees are organized, and there is established good
communication channels between employee representatives
and management.
› HSE (Health, Security and Environment) is the company’s
top priority. Through guidelines and incorporate routines that
safety inspections, preventive maintenance routines, etc.
all the employee are involved. A safety delegate system is
implemented in the organization.
› Discrimination where the Company endeavours to ensure that
there shall be no discrimination or unequal treatment which
has its basis in individuals, genders, ethnicities, nationalities,
religious communities and the like.
› Environmental which is a key factor in the company’s social
responsibility. Emissions to water and air are continuously
monitored. Regular meetings are held with local authorities and
municipal bodies.
Business
The aim of Hofseth BioCare is defined in the Company’s Articles of
Association, which inter alia, states:
› Hofseth BioCare’s business is development, manufacturing,
marketing and sale of marine ingredients such as oil, calcium
Corporate governance
and protein products, as well as cooperation with, and the
participation and ownership in businesses engaged in related
businesses.
› The Company’s board of directors shall have from 3 to 10
members according to the resolution of the General Meeting.
› The company shall have an audit committee.
› Please refer to the Articles of Association for Hofseth BioCare,
last modified 4 January 2024, which are available at the
company’s website www.hofsethbiocare.com.
Equity and dividend
Equity
Hofseth BioCare shall have an equity ratio which is appropriate in
relation to its objectives, strategy and risk profile, and the Board of
Directors will continually assess the capital situation.
The Company’s Board of Directors and management have used
the following instruments to have a customized equity at any given
time
› Private placement/capital increase
› Shareholder loans (subordinated loan) that can be deemed part
of the company’s equity
› Sales-enhancing and cost-cutting measures
As of 31 December 2024, the group had an equity of NOK 59.4
million, corresponding to an equity ratio of 17.5 %. For the Parent
compnay the equity was NOK 120.4 million and a equity ratio
of 31.9%. The board considers an equity ratio of more than 25
per cent to be at a satisfactory and prudent level. The parent
company's long-term debt financing has financial covenant
requirements of 25 % equity, including subordinated loans, and the
Company had an equity ratio of over 25 per cent and not in breach
with its financial covenants.
The board will at all times consider various instruments to ensure
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
HOFSETH BIOCARE | ANNUAL REPORT
5
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
that the company has sufficient equity, including an authorization
given to the board at the general meeting on 10 May 2024 to
issue up to approximately 79 million new shares intended to be
used in the event of a need for additional equity and liquidity. It
is the Board's intention to ask the General Meeting for a similar
authorization for the coming period.
Dividend
HBC aims to give its shareholders a competitive rate of return
based on the company’s earnings. Dividends will be considered
in the context of HBC’s financial position, loan terms and capital
requirements for existing and new projects.
Mandates of the board of directors
Mandates granted to the Board of Directors, either to increase the
company’s share capital or to buy its own shares, will generally be
limited to defined purposes and usually limited in time until the
date of the next ordinary general meeting.
As of 31 December 2024, the Board of Directors in HBC holds an
authorization to increase the company’s share capital by issuing
new shares with a total face value of up to NOK 790,162 equivalent
to 79,016,200 shares, each with a nominal value of NOK 0.01.
The authorization can be used in connection with the issuance
of shares to investors who are considered to have strategic
importance for the company as well as to repair any issues as a
result of such, or any other private equity issues.
In accordance with this power of attorney to the Board of Directors
will also be able to offer shares to the people or companies who
are not shareholders of the company. Existing shareholders’
preferential right may be waived.
The Board of Directors is given the authority to change the Articles
of Association stating the share capital size in accordance
with the shares the Board decides under this authorization. The
authorization was granted at the Ordinary General Assembly 10
May 2024 and is valid until the Ordinary General Assembly in 2025,
however not longer than 30 June 2025.
Equal treatment and transactions with related parties
Hofseth BioCare has two classes of shares, ordinary class A
shares with voting rights, and class B shares which not hold any
voting rights but will carry a preferential right to receive dividends
and a preferred right in the case of liquidation or other distribution
of the Company's assets. Each class A share in the Company
carries one vote.
As a main rule, all transactions in the company’s own shares shall
take place through the stock exchange or at the stock market
price if traded outside of the stock exchange, or in a way so all
shareholders shall be treated on an equal basis.
Transactions with related parties
Included in the rules of procedures for the Board are guidelines
for how the members of the Board and the CEO shall act in
discussions or decisions related to issues which are of special
personal importance to them, or to any related parties to the
member in question.
Transactions with related parties are governed by market terms
and conditions in accordance with the «arm’s length principle».
The Company’s shareholders, Board and management, and their
related parties, as well as all companies in the Hofseth group,
including RH Industri AS and Hofseth International AS, will be
related parties to Hofseth BioCare.
Transactions with related parties are further described in note 6 to
the financial statements.
Freely tradable shares
All ordinary class A shares in Hofseth BioCare are freely tradable with
no limitations in the Articles of Association. Any transfer of B-Shares is
subject to consent of the Company’s board of directors.
The general meeting
Through the general meeting the shareholders exercise the
highest authority in Hofseth BioCare. All shareholders are entitled
to submit items to the agenda, meet, speak and vote at general
meetings in accordance with the provisions of the Norwegian
Public Limited Companies Act. The Board of Hofseth BioCare
strives to ensure that the general meetings are an effective forum
for communication between shareholders and the Board, and the
Board shall take steps to ensure that as many shareholders as
possible may exercise their rights by participating in the general
meetings.
The annual general meeting is held each year before the end of
May. Extraordinary general meetings may be called by the Board at
any time. Hofseth BioCare’s auditor or shareholders representing
at least five percent of the total share capital may demand an
extraordinary General Meeting to be called.
The notice calling the annual general meeting is made available
on the Company’s website and sent to shareholders with known
addresses by post no later than 21 days prior to the date of the
meeting. Article 9 in the Company’s Article of Associations states
that documents related to matters on the agenda of a general
meeting can be made available on the Company’s website rather
than being sent to shareholders by post. The supporting
documentation will be available at the same date as the notice
calling the meeting and provides all the necessary information for
shareholders to form a view on the matters to be considered. The
deadline for registration for the annual General Meeting is at the
latest 3 days before the general meeting takes place. Shareholders
who cannot attend the general meetings in person shall be given
the opportunity to vote, and the Company shall provide information
and nominate an available person who may vote on behalf of the
shareholders in this respect.
The general meeting elects the members and deputy members
of the Board, determines the remuneration of the members of the
Board, approves the annual financial statements, discusses the
Board of Director’s guidelines on management remuneration and
decides such other matters which by law or Hofseth BioCare’s
Articles of Association are to be transacted at the General
Meeting.
The Board of Directors, the Nomination Committee and the
auditor’s attendance at the General Meeting is waived from the
recommendation if a review of the agenda, the availability and
physical location would suggest this is not practical). Under the
General Meeting for the adoption of the financial statements for
2023 one member participated. The auditor did not participate.
Nomination committee
The General Meeting has chosen a Nomination Committee to
ensure objectivity regarding the shareholders’ interests.
The company shall have a nomination committee consisting of 3
members where the majority of the members shall be independent
of the board of directors and the management. The members of
the nomination committee shall be elected for terms of two years.
The nomination committee shall propose candidates for the board
of directors and the nomination committee, including remuneration
to the board of directors and the members of the nomination
committee. Members of the Nomination Committee are Geir Even
Håberg, Lennart Clausen and Svein Myhre. The remuneration to
the Nominating Committee shall be determined by the General
Meeting.
The nomination committee shall evaluate the need for changes
of the board and the nomination committee. To have the best
possible basis for their deliberations, the committee should be in
contact with the directors and the CEO.
Furthermore, the Nomination Committee should consult relevant
shareholders for nominations and for consensus in its decision.
The board’s evaluation report (ref. Paragraph 9 on the Board’s
work) should be treated separately by the Nomination Committee.
The recommendations of the nomination committee shall include
a justification as to how the best interest of the shareholders and
the Company has been secured.
The board of directors, composition and independence
The Board of Hofseth BioCare includes six members, of which
three are female, corresponding with the Company’s Articles of the
Associations Section 5, stating that the Board should have from
three to ten members.
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
HOFSETH BIOCARE | ANNUAL REPORT
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
Members of the Board are selected in the light of an evaluation
of the Company’s needs for expertise, capacity and balanced
decision-making, and with the aim of ensuring that the Board of
Directors can operate independently of any special interests and
function effectively as a collegiate body.
The majority of the Board of Directors shall be independent
of Hofseth BioCare’s management and its main business
connections. At least two of the members of the Board shall be
independent of the Company’s main shareholder(s). The Board of
Directors does not include executive personnel.
Director of the Board, Roger Hofseth, is as of 31 December 2024
CEO of Hofseth International AS, one of the Company’s largest
shareholders, and director of the Board, Dr. Crawford Currie is
Head of Medical R&D in the Company. Both are related to several
of the Company’s business connections and is thus not considered
independent.
The Chair of the Board, Linda Christin Hoff, Director Christoph
Baldegger, Director Amy Novogratz and Director Maria Bech are
considered independent of management, business connections
and the Company’s main shareholders.
The term of office for members of the Board of Directors is
two years. An updated overview of the members of the Board
of Directors of Hofseth BioCare, including their employment,
education and professional background is provided at the
Company’s website www.hofsethbiocare.com.
Members of the Board of Directors are encouraged to own shares
in the company.
The General Meeting elects the Chair of The Board of Directors.
The work of the board of directors
The Board
The Board of Directors has the overall responsibility for the
management of Hofseth BioCare. This includes a responsibility to
supervise and exercise control of the Company’s activities.
Furthermore, this includes developing the Company’s strategy and
monitoring its implementation. In addition, the Board of Directors
exercises supervision responsibilities to ensure that the company
manages its business and assets and carries out risk management
in a prudent and satisfactory manner. The Board of Directors is
also responsible for the appointment of the Chief Executive Officer
(CEO).
A separate instruction for the board of directors is implemented
and the Board develops a yearly plan for their work.
In accordance with the provisions of Norwegian company law, the
case processing and responsibilities of the board are governed by
a set of rules and procedures. The chair of the board is responsible
for ensuring that the work of the board is carried out in an efficient
and responsible manner in accordance with the legislation.
The board has established instructions for the work of the CEO.
There is a clear separation of work between the board and the
general manager. The CEO is responsible for the operational
management of the Company.
The board conducts an annual evaluation of its work, form of work
and competence.
The Board of Directors has adopted an audit committee (the
”Audit Committee”) in accordance with the Company’s Articles
of Association § 6 and the Code of Practice. There is a separate
instruction for the Audit Committee.
According to the company’s articles of association, section 6, the
board decides the members of the committee. The members of the
audit committee in Hofseth BioCare are Linda Christin Hoff (chair)
and Roger Hofseth.
The company has established its own compensation committee
in accordance with the company’s articles of association, section
11. The member of the compensation committee is Christoph
Baldegger.
Risk management and internal control
The Board of Hofseth BioCare shall ensure that the Company has
sound internal control and systems for risk management that are
appropriate in relation to the extent and nature of the Company’s
activities. The internal control and the systems should also
encompass the Company’s corporate values, ethical guidelines and
guidelines for corporate social responsibility.
Risk management and internal control is performed through
various processes within the Company, both though the Board of
Directors work and the operational management of the Company.
The Board of Directors receives weekly reports from management
outlining the financial and operational performance of the
Company. The administration’s reporting is based on input
according to key reporting from the chain of command, as updated
accounting and valuation of accounting items, including relevant
operating data of importance for the assessment of accounting
records. Monthly operating reports are evaluated and decided by
the top management of the group.
There must be sufficient qualified resources to carry out
appropriate reports which will contribute to effective decision
making and continuous control of the Group’s financial
performance.
In connection with the budget work and approval of the budget,
the board considers the internal control systems and the most
important risk factors are taken into account that the company
may be confronted with. In light of the company’s growth strategy,
the board is ensuring that the internal control systems apply
to all aspects of the company’s operations, including strategic,
operational and financial risk. The board also assesses the need
for any further measures in relation to the risk factors.
The Board of Directors has adopted guidelines that encompass
the Company’s corporate and ethical values and corporate social
responsibility, cf. Section 1 (Code of Ethics).
The preparation of interim reports and annual reports shall be
in accordance with Norwegian and international principles for
accounting and as further set out in the rules of procedure for
Board of Directors.
The Group’s control environment is assessed as satisfactory,
and the Group has a satisfactory accounting and controlling
department. Parts of the payroll functions are outsourced to an
external accounting firm.
Operative internal control is safeguarded through established
procedures and guidelines to be followed up through line
management and management reporting. Likewise, continuous
risk analysis and control activities are executed. The Board
believes that the scope and level of the said areas is satisfactory
to the Group’s size and complexity.
The Board of Directors, through its Audit Committee and together
with its independent auditor, carries out an annual review of the
Company’s most important areas of exposure to risk and its
internal control arrangements.
The Board of Directors describes in the annual report the main
features of the Company’s internal control and risk management
systems related to the Company’s financial reporting.
Remuneration of the board of directors
The compensation to the Board shall reflect the Board’s
responsibility, expertise, time commitment and the complexity of
the Company’s activities.
The remuneration paid to the members of the Board will be
decided by the General meeting. The remuneration paid to the
members of the committees will be decided by the general
meeting having considered proposals by the Board in line with the
Code. Information about the fee paid to the Board and committees
is stated in the annual report.
There is an authorization the board may use in connection with the
issuance of shares to directors and employees of the Company. In
addition to moderate board remuneration, it was considered that
options are the most appropriate way to honor board members.
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
HOFSETH BIOCARE | ANNUAL REPORT
7
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
Remuneration of executive personnel
The Board of Directors prepares guidelines for the remuneration of
the executive personnel. The guidelines have been communicated
to the general meeting through a management salary statement.
The Company’s performance-related remuneration of the executive
personnel are linked to value creation for shareholders or the
Company’s earnings performance over time and the Company
strives to ensure that its arrangements are in line with the
guidelines.
Information and communications
Hofseth BioCare’s information policy shall be based on openness
and equal treatment of all shareholders and the Company has
resolved to comply with the Oslo Børs’ Code of Practice for
Reporting IR Information.
Hofseth BioCare strives to continuously publish all relevant
information to the market in a timely, effective and non-
discriminatory manner. All stock exchange announcements are
made available both on the Company’s website and on the Oslo
Stock Exchange news website www.newsweb.no and are also
distributed to news agencies (via GlobeNewswire).
The Company publishes its preliminary annual financial
statements by the end of February, together with its fourth quarter
results.
The complete annual report and financial statements are made
available to shareholders no later than three weeks prior to the
annual general meeting, or, at the latest, by 30 April each year,
which is the last date permitted by the Securities Trading Act. For
2023 the complete annual report and financial statements were
approved and published 19 April 2024.
Quarterly results are normally published at the latest within two
months after the close of the quarter.
The Company’s financial calendar for the coming year is published
no later than 31 December in accordance with the rules of the
Oslo Stock Exchange. The financial calendar is available on the
company’s website and on the Oslo Stock Exchange website.
Quarterly reports and presentation material are available on the
Company’s website, www.hofsethbiocare.com.
Take-overs
It is a fundamental principle to Hofseth BioCare that all
shareholders are treated equally. Openness in respect of take-
over situations is considered to be important in ensuring equal
treatment of all shareholders.
The Company will not seek to hinder or obstruct take-over bids
for the Company’s activities or shares unless there are particular
reasons for this.
In the event of a take-over bid for the Company’s shares, the Board
of Directors should not exercise mandates or pass any resolutions
with the intention of obstructing the take-over bid unless this is
approved by the general meeting following announcement of the
bid.
If an offer is made for the Company’s shares, the Company’s Board
of Directors should issue a statement making a recommendation
as to whether shareholders should or should not accept the offer.
The Board of Director’s statement on the offer should make it
clear whether the views expressed are unanimous. If this is not
the case, it should explain the basis on which specific members of
the Board of Directors have excluded themselves from the Board
of Directors’ statement. The Board of Directors should arrange a
valuation from an independent expert. The valuation should include
an explanation and should be made public no later than at the time
of the public disclosure of the statement.
Any transaction that is in effect a disposal of the Company’s
activities should be decided by a general meeting, except in cases
where such decisions are required by law to be decided by the
corporate assembly.
Auditor
EY is the auditor for Hofseth BioCare and is appointed by the
Assembly General Meeting.
The auditor shall annually submit to the audit committee the
main features of the plan for the auditing work. Furthermore,
the auditor shall at least once a year prepare a report containing
its opinions on the Company’s accounting policies and internal
control. The auditor participates in board meetings dealing with the
consolidated financial statements for the Group and the company.
In meetings with the audit committee and the board auditor
shall explain any material changes in the company’s and Group’s
accounting policies, the assessment of the significant estimates
and all significant matters that there has been disagreement about
between the company and the auditor. The Board has annual
meetings with the auditors without the group management teams
present.
There are no written guidelines for executive management’s use
of auditors for services other than auditing. This differs from
«Norwegian recommendation for corporate governance.» The
auditor explains, however, the audit committee for which services
other than auditing provided the Group and company. However, the
auditor reports to the audit committee on which non-audit services
have been provided to the group and the company. Throughout the
year, the audit committee is responsible for approving the services
provided by the auditor, as well as the fees for these.
The Audit Committee in conjunction with the annual report in 2024
received a written confirmation from the auditor that he satisfies
established and legitimate independence requirements.
Information about the auditor’s remuneration for auditing and
other services will be provided to the Annual General Meeting.
The auditor’s remuneration is disclosed in note 5 to the financial
statements.
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
HOFSETH BIOCARE | ANNUAL REPORT
9
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
which significantly improved the equity ratio to
40%. This enhancement positioned the company
for future growth and stability.
Second quarter
The second quarter of 2024 was a period of
strong financial growth and market expansion
for the company. The performance was driven
by increased demand across major markets,
particularly in the pet sector, where functional
ingredients and palatability enhancers
experienced rising interest from key customers.
Production volumes also saw a significant
increase, rising 9% from the previous quarter and
31% year-over-year, supported by the successful
integration of new raw material suppliers.
Consumer health sales demonstrated robust
momentum, where the European market played
a crucial role in this growth, driven primarily by
demand for CalGo
®
, which continued to secure
repeat orders from B2B customers launching
new products. International exposure was
further strengthened through participation in
industry events such as Vitafoods in Geneva
and targeted customer visits in Southeast Asia.
These efforts helped to drive new product
launches in key markets, including China and
Thailand, reinforcing the company’s global
positioning.
The Brilliant Petcare portfolio maintained its
positive trend, securing new retail listings in
major markets such as Scandinavia, Italy, and
Singapore. Additionally, a successful launch on
Chewy.com, North America’s largest online pet
retailer, positioned the brand for continued sales
growth in the upcoming quarters.
The company made significant advancements
in R&D during the second quarter, further
strengthening its position as a leader in marine-
derived health solutions. A key breakthrough
was the identification of GLP-1 bioactivity
within the smallest peptide fraction of ProGo
®
,
opening new possibilities for metabolic health
applications, including weight management and
muscle protection. This discovery has prompted
plans for clinical trials evaluating lower-dose
applications, which could lead to cost-effective
solutions for managing obesity and metabolic
disorders.
The company also completed its CalGo
®
joint
health study, with initial findings suggest
that even low doses of CalGo
®
can provide
significant benefits for individuals suffering
from joint issues such as mild osteoarthritis.
These insights may lead to enhanced product
positioning for both B2B and direct-to-consumer
markets, reinforcing the company’s commitment
to scientifically validated health solutions.
Another milestone was the transfer of the
pharmaceutical lead candidate MA-022a to
HBC Immunology, a joint venture U.S. entity .
Early studies indicate that MA-022a significantly
reduces asthma-related symptoms by targeting
eosinophilic inflammation, positioning it as a
potential breakthrough treatment for allergic
asthma. This development aligns with the
company’s broader strategy of leveraging
marine-derived bioactive compounds for
pharmaceutical innovation.
Further, the company published a peer-reviewed
study on the immune-modulating properties of
OmeGo
®
in the International Journal of Molecular
Science. This research highlights OmeGo
®
’s
potential role in supporting immune system
recovery following acute respiratory infections,
providing further validation of its health benefits.
The company continued to strengthen its
operational and financial position during the
quarter. A key milestone was the accreditation
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
Important events in 2024
First quarter
The first quarter of 2024 was marked by strong
commercial performance, demonstrating
sustained growth despite seasonal challenges.
This was particularly notable given the seasonal
downturn in the salmon oil market. The primary
driver of this revenue growth was the increased
demand for hydrolyzed protein products across
all key regions. The premium pure SPH product
gained significant traction in the pet food
market, while human-grade salmon oil also
experienced rising demand, leading to higher
unit prices.
The consumer health segment reported
exceptional growth, and this surge was fueled
by strong demand in Asia and Europe for core
consumer health ingredients such as ProGo
®
,
OmeGo
®
Full Spectrum Omegas, and CalGo
®
.
China emerged as a particularly promising
market, with the company participating in the
Food Ingredients China exhibition in Shanghai,
strengthening distributor relationships.
Additionally, the Brilliant Petcare portfolio
expanded with the successful e-commerce
launch of two new products. The Brilliant Salmon
Oil brand maintained robust growth, supported
by new retail listings, expanded distributor
partnerships, and organic market expansion.
Although some operational hurdles, such as
global shipping constraints and Brexit-related
requirements, limited additional sales growth,
these issues were temporary.
The company also reported substantial growth
in online sales, with its Amazon business in
the U.S. increasing revenue by over 100%.
This growth was driven by a partnership
with e-commerce specialists who are now
managing global online sales efforts. A private
label agreement with a major European pet
retailer was also finalized, setting the stage for
continued strong performance going forward.
The company made significant advancements
in its R&D initiatives during the quarter, focusing
on product validation, new partnerships,
and ongoing clinical trials. Clinical research
progressed with the completion of recruitment
for the allergic asthma trial early in the
quarter. The bioavailability analysis of CalGo
®
demonstrated promising results for marine
collagen’s effectiveness in joint health. A new
collaboration with the University of Manchester
was launched to assess the antioxidant and
anti-inflammatory effects of bioactive peptides
in ProGo
®
for lung health.
Scientific research continued to gain recognition
with the publication of a peer-reviewed study
on ProGo
®
’s glucoregulatory properties in the
journal Marine Drugs. This study highlighted
its potential for managing diabetes and
improving energy metabolism. Further research
confirmed the GLP-1 and GIP agonist activity of
ProGo
®
peptides, paving the way for potential
applications in weight management and
metabolic health.
The company expanded its pipeline by
developing SPHi peptides for gastrointestinal
health, with Stanford research indicating
promising anti-inflammatory effects. Preclinical
research on MA-022s, a synthetic analogue
of bioactive lipopeptides found in OmeGo
®
,
showed strong potential in treating eosinophilic
(allergic) asthma. Ongoing assessments of
FTH1 bioactive peptides for iron metabolism
suggest potential applications in prostate cancer
treatment and restless leg syndrome.
The company completed a successful financial
restructuring in January, converting accounts
payables into newly issued preference B-shares,
The board of director’s report 2024
HOFSETH BIOCARE | ANNUAL REPORT
10
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
of its laboratory in Midsund to ISO 17025
standards, enabling in-house microbiological
analyses. This certification improves quality
control and reduces reliance on third-party
laboratories, enhancing operational efficiency.
Third quarter
The third quarter of 2024 marked another period
of sustained revenue growth for the company.
However, this revenue growth came at the
expense of a temporary gross margin reduction,
driven by one-off production issues that have
since been fully resolved. New management
with focus on operational efficiency and
accountability, led to improved capacity
utilization and production quality.
In the business-to-business (B2B) human
nutrition segment, revenue surged by 91%
compared to the previous year. This growth was
primarily driven by strong demand in Europe
for CalGo
®
and increased ProGo
®
sales in Asia.
The company strengthened its distributor
network and conducted key customer meetings
across Asia, including Japan, Indonesia,
Thailand, and Taiwan. Participation in the Food
Ingredients Asia event in Indonesia provided
additional market exposure and new business
opportunities.
Consumer and pet health sales continued to
expand, with Brilliant Petcare securing a key
agreement for Brilliant Salmon Oil to enter the
Fressnapf marketplace, Europe’s largest pet
retailer. Core product sales remained strong,
with the 100ml trial-size Brilliant Salmon Oil
performing well in Italy and the Calcium Collagen
Powder showing positive sales momentum in the
UK. As a result, retailers such as Pets at Home
UK expanded their offerings, further boosting
category performance.
The company continued to make progress in
R&D, publishing a groundbreaking White Paper
on OmeGo
®
titled “Viral Recovery and Enhanced
Immune Health with Natural, Full-Spectrum
Omega Salmon Oil”. Another significant research
milestone was the publication of a study in
the journal Marine Drugs, demonstrating that
ProGo
®
’s clinically significant 6-7% weight loss
effect over six to eight weeks is attributed to
GLP-1 modulation. These findings provide a
strong foundation for further exploration into
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
identifying the specific peptide responsible for
this effect, with planned studies in 2025.
Advancements were also made in drug
discovery, when HBC Immunology completed
preclinical xenograft studies on FT-002a, a
peptide derived from ProGo
®
intended as a
co-therapy for prostate cancer. The novel
oral formulation, FT-002a-O, demonstrated
significant enhancement of the anti-tumor
effects of enzalutamide, the market-leading
androgen receptor inhibitor. Further studies will
continue, with an Investigational New Drug (IND)
application on track for the second half of 2025.
In clinical trials, the company completed a
120-subject study on the effects of OmeGo
®
in urban environments with high pollution
exposure. This study, designed based on the
successful COVID-19 pilot trial, evaluated
cough and sleep improvement as primary and
secondary endpoints. Preliminary results are
encouraging. Research also progressed on
SPHi peptides for gastrointestinal health, with
Stanford University preparing for a proof-of-
concept clinical trial in inflammatory bowel
disease, pending regulatory approval.
The company continued expanding its raw
material sourcing capabilities, increasing
annualized capacity utilization to 78% in the
third quarter. To support future scalability, the
cold storage expansion project was started,
addressing a critical bottleneck in capacity
utilization.
Fourth quarter
HBC continued to build on a year of strong
performance, ending the quarter with renewed
momentum across all segments. This strong
performance was driven primarily by the high‐
margin human nutrition business, where a shift
toward premium products has resulted in over
100% year‐on‐year growth in the quarter. Notably,
the B2B segment recorded strong sales of
CalGo
®
and OmeGo
®
, with B2B gross margins
improving.
The pet and feed segment also delivered
record‐high long‐term contracts, underpinning
the company’s competitive position even in a
challenging commodity pricing environment.
Consumer health returned to growth in Q4,
with revenue in this segment increasing by
33% compared to the same quarter in 2023.
Enhanced retail distribution channels, including
renewed traction in both brick-and-mortar and
e-commerce, further contributed to this rebound.
A strategic expansion in the U.S. market was a
key focus during the quarter with new strategic
retail partnerships and signed a significant U.S.
brand launch for OmeGo
®
scheduled for the end
of Q1 2025, thereby laying the groundwork for
sustained future growth.
The fourth quarter saw continued strides in
scientific research and clinical validation,
bolstering the company’s reputation for
innovation. In the realm of human nutrition, a
key R&D highlight was the publication in the
peer-reviewed journal “Marine Drugs”. The paper
detailed the GLP-1 and GIP agonist activities
of ProGo
®
, elucidating the mechanism behind
its weight loss effect in overweight adults. This
publication not only reinforces the product’s
efficacy but also sets the stage for further dose-
optimization studies aimed at achieving similar
benefits at lower doses.
OmeGo
®
research has also advanced
significantly. A dedicated clinical study
investigating its immune-supporting properties
in urban-dwelling subjects, exposed to
particulate matter pollution, demonstrated
promising improvements in respiratory
function, sleep quality, and reduced coughing
symptoms. These encouraging top-line results
will be submitted for publication early in 2025,
further substantiating the health benefits of our
unrefined salmon oil.
The bone health portfolio continued to yield
encouraging findings. Interim analysis from the
ongoing CalGo
®
study has indicated its potential
in preventing further bone thinning in osteopenic
women, with early signs of increased bone
mass. Full results are anticipated in the end of
2025 and are expected to underscore CalGo
®
’s
role in the prevention of osteoporosis.
Additional preclinical work on osteoarthritis
has shown that the novel NT-II™ formulation
may offer superior joint healing effects
when compared to traditional alternatives.
Meanwhile, research into the oncology pipeline
has progressed with animal model studies
on the peptide candidate FT-002a. Early data
demonstrate significant anti-tumor activity
in models of aggressive prostate cancer, and
further studies are underway, with more detailed
results expected early in 2025.
In parallel, studies on MA-022s, an analogue
derived from OmeGo
®
, have provided promising
data in animal models of eosinophilic (allergic)
asthma, showing reductions in key pathological
markers such as goblet cell hyperplasia and
smooth muscle hypertrophy. HBC will prepare a
clinical trial of its SPHi peptides for inflammatory
bowel disease in H1 2025, a project that will be
spearheaded by Stanford’s School of Medicine
pending IND approval. These R&D efforts
collectively reinforce the company’s leadership in
leveraging marine-based bioactives for advanced
nutritional and therapeutic applications.
Operational efficiency was a central theme in
the fourth quarter, and the company executed
a significant restructuring program to create a
leaner and more scalable organization moving
into 2025.
Product mix improvements and higher pricing in
key segments drove a notable increase in gross
margins and operational metrics also improved
markedly with capacity utilization reaching 89%
in the quarter, a reflection of both enhanced
production efficiency and optimized supply chain
management.
HOFSETH BIOCARE | ANNUAL REPORT
11
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
20242023
218,5 265,5
22%
Total operating revenue
NOKm
61%
30%
9%
Europa
Geografical spread revenue
Asia
North America
339.4
Consolidated balance
NOKm
2024
390,0
2023
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
Financial results
Revenues and profits
The Group generated gross operating revenues
of NOK 265.5 million in 2024, including net
revenues from the sale of patents of NOK 8.1
million, up from NOK 218.5 million in 2023.
Correspondingly, the parent company recorded
gross revenues of NOK 267.0 million, compared
to NOK 218.4 million in 2023. Operating costs,
excluding depreciation and amortization,
amounted to approximately NOK 330.8 million in
2024, compared with NOK 284.6 million in 2023.
For the parent company, operating expenses
were around NOK 319.4 million in 2024 versus
NOK 272.7 million in 2023.
The Group reported an operating loss of NOK
105.1 million in 2024, compared with a loss
of NOK 102.5 million in 2023, while the parent
company’s operating loss was NOK 88.4 million
in 2024 versus NOK 86.4 million in 2023. Net
financial result for the Group was NOK -20.2
million in 2024, compared with NOK -4.2 million
in 2023; for the parent company, the net financial
result was NOK -9.5 million in 2024 and NOK -6.6
million in 2023.
Consequently, the Group’s loss before tax
amounted to NOK 125.3 million in 2024, as
opposed to NOK 106.7 million in 2023, while
the parent company’s loss before tax was NOK
97.9 million in 2024 compared to NOK 93.0
million in 2023. With no tax expense recognized
in either period, the Group’s net loss for the year
stood at NOK 125.3 million in 2024, compared
with a net loss of NOK 106.7 million in 2023;
correspondingly, the parent company recorded a
net loss of NOK 97.9 million in 2024 versus NOK
93.0 million in 2023..
Financial position
As of 31 December 2024, the Group’s
consolidated balance sheet totaled NOK 339.4
million, down from NOK 390.1 million at the end
of 2023. The Group’s equity increased to NOK
59.4 million in 2024, corresponding to an equity
ratio of 17.5%, compared to NOK 41.1 million
10.5% equity ratio) at the end of 2023. The
parent company’s balance sheet total was NOK
377.3 million in 2024 compared to NOK 396.7
million in 2023, with equity amounting to NOK
120.4 million in 2024 versus NOK 74.6 million
in 2023; the corresponding equity ratio for the
parent company was 31.9% in 2024 versus
18.8% at the end of 2023.
At year-end 2024, the Group held cash and cash
equivalents of NOK 25.6 million, up modestly
from NOK 23.9 million at the end of 2023.
Including available credit facilities, the Group had
total liquidity of NOK 44.8 million.
At the end of 2024 the Group had NOK 25.1
million in long-term interest-bearing debt,
compared to NOK 0.3 million last year. The
parent company had NOK 25.1 million and NOK
0 million respectively. The group had NOK 86.6
million in long term lease liabilities per year
end and NOK 71.9 million in 2023. The parent
company had NOK 96.8 million and NOK 80.3
million respectively. The Group had short-term
interest-bearing debt of NOK 48.0 million from
draw down credit facilities, compared to NOK
28.9 million last year. The parent company
had NOK 47.7 million and NOK 28.4 million for
2024 and 2023 respectively. Short-term lease
obligations amounted to NOK 11.2 million per
year end of 2024, compared to NOK 10.8 million
in 2023 for the Group. The parent company had
short-term lease liabilities of NOK 9.4 million and
NOK 8.9 million for 2024 and 2023. Other current
liabilities amounted to NOK 15.6 million for the
Group, compared to NOK 157.0 million per year
end 2023. New share issue in January 2024, of
NOK 144 million, led to reduction of other current
liabilities of NOK 144 million, and strengthened
the equity with NOK 144 million.
Cash flows
For the full year 2024, the Group’s cash flow from
operating activities amounted to NOK –9.8 million,
compared to a positive cash flow of NOK 2.8 million
in 2023. Net cash flow from investing activities was
NOK –4.1 million in 2024, an improvement over NOK
–15.0 million in 2023. Financing activities generated
a net cash inflow of approximately NOK 15.5 million
in 2024, compared to NOK 3.7 million in 2023.
Consequently, the net change in cash and cash
equivalents for 2024 was NOK 1.7 million, resulting
in an ending balance of NOK 25.6 million, up from
NOK 23.9 million at the close of 2023. The parent
company’s cash flows were as follows: operating
activities of NOK 6.5 million, investing activities of
NOK -4.0 million, and financing activities of NOK
-2.0 million for 2024, compared with NOK 15.3, NOK
-14.9 and NOK -8.9 million in each category in 2023.
Going concern
In accordance with the accounting act § 3-3a
we confirm that the condition for continued
operations is present and that the annual report
have been prepared based on the going concern
assumption.
The company has a credit facility of 67 million,
whereas 19.3 million is available as of the end
of the year. Additionally, the board has been
authorized by the general meeting held on 10
May 2024 to issue up to 79,016,200 new shares.
These authorizations are intended to be utilized
in case the parent company requires additional
equity and liquidity.
As of 31 December 2024, the Company is not in
breach with any covenants or loan conditions. Refer
to note 16 for more details on the group’s and the
parent company’s interest-bearing debt conditions,
as well as note 18 for information on liquidity risk
and maturity structure of the group’s liabilities.
The operations of the Group are subject to
uncertainty with respect to its ability to sell
products at favourable margins and maintain
adequate cash reserves. If additional resources
are needed to ensure continuity of operations
and support planned activities aimed at
generating positive cash flow and profitability,
the Board will consider appropriate measures
such as obtaining loans or equity.
The current outlook indicates a positive trend,
and the Board will take necessary steps to
sustain this momentum. If the group and the
parent company do not achieve planned market
measures adequately, new loan facilities or
share issues will be established in 2025.
Due to the factors described above, there is
uncertainty for the Company to continue as
a going concern over the next 12 months.
Assuming a going concern, the group’s and
the parent company’s assets and values are
currently present. However, the value of some
of the group’s and the parent company’s assets
may be lower than their carrying amounts in
a potential forced sale related to liquidation.
This uncertainty is primarily related to the value
of intangible assets, fixed assets, financial
assets, and investments, as well as the value of
inventories.
HOFSETH BIOCARE | ANNUAL REPORT
12
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
Allocation of earnings
Net loss for the parent company Hofseth
BioCare ASA is NOK -97.9 million in 2024. The
board proposes the following allocation of the
loss:
Uncovered loss: -97.9 million
Total: -97.9 million
Risk and risk management
Risk management
The Group operates in an industry exposed
to multiple risk factors. These risks stem not
only from inherent production processes but
also from external factors such as supplier
conditions, customer dynamics, evolving
regulatory frameworks, and broader market
trends. Any adverse developments in these areas
may negatively affect the Group’s business,
financial position, and its ability to execute
projects. For a more detailed discussion, please
refer to note 18 “Financial Risk Management” in
the financial statements.
Operational risk
The biotechnology sector is characterized by
tightly integrated and interdependent production
processes. At Hofseth BioCare, production is
highly integrated across various stages, meaning
that any disruption in a single step could halt
part or all the production line. In recent years,
significant improvements have been made to the
production lines, providing enhanced resilience
in the event of a breakdown in one component.
Comprehensive monitoring systems are in place,
and staff continuously optimize processes to
maintain operational continuity. Contingency
measures have been implemented and are
monitored in real time to ensure that, should a
critical function fail, alternative processes can be
quickly activated. The expertise and stability of
the workforce, especially at the Midsund plant,
where most production occurs, remain essential
in mitigating downtime and protecting revenues.
Market risk
The Group mitigates market risk by diversifying
its geographical footprint and market segments.
With distributors operating in more than 60
countries, local market expertise is leveraged
to tailor sales strategies across Europe, North
America, and Asia. In addition to targeting
multiple segments within human nutrition, such
as sports nutrition, supplements, and health
foods, the Group also serves the pet and feed
industries, further reducing reliance on any
single market.
Recent geopolitical uncertainties, including
ongoing wars and significant political changes
observed in 2024 and anticipated into 2025, have
added a layer of complexity to the global market
environment. These developments can disrupt
supply chains, alter regulatory landscapes, and
affect consumer confidence, potentially leading
to fluctuations in demand and pricing. The
Group actively monitors these geopolitical risks
and is prepared to adjust its market strategies
to mitigate any adverse impacts on sales and
overall business performance.
Foreign exchange risk
Hofseth BioCare conducts transactions in
multiple currencies, primarily US dollars and
Euros. Exchange rate fluctuations inherently
affect both the cost of raw materials and the
pricing of products sold internationally. The
uncertainty stemming from global geopolitical
tensions, exacerbated by conflicts and political
shifts seen in 2024 and expected to continue
into 2025, has increased the volatility of
currency markets. These uncertainties can
lead to unpredictable swings in exchange rates,
impacting revenue streams and cost structures.
To manage this exposure, the Group employs
currency hedging strategies designed to
stabilize cash flows and provide more
predictable cost bases. However, despite
these measures, residual volatility remains a
challenge. Continuous monitoring and agile
financial planning are essential to navigate these
turbulent conditions, ensuring that the Group
can respond effectively to rapid changes in the
global economic landscape.
Interest rate risk (own financing, deposits)
Changes in general interest rates can influence
the cost of financing as well as the value
of the Group’s assets. Given the reliance on
external financing and the management of
deposits, fluctuations in interest rates are
closely monitored as part of the broader risk
management strategy.
Injury and illness absence
Berkåk
2024
Midsund
2024
Adm.
2024
Group
2024
Total absence (%) 1.65 6.05 2.50 4.56
Total working hours (all) 13 536 69 423 30 760 113 719
-specification:
Short term absence (%) 1.65 4.40 0.86 3.14
Long term absence (%) 0.00 1.61 1.64 1.43
Number of injuries 2 4 0 6
Number of work-related accidents 0 8 0 8
Credit risk
To minimize potential losses from customer
defaults, the Group continuously assesses
the creditworthiness of its customers. All
receivables are either insured through Coface
Norway or secured via upfront cash payments
prior to shipment. By targeting medium to large,
well-established business associates with
robust credit ratings, Hofseth BioCare limits its
exposure to credit risk while supporting a stable
marketing and distribution strategy.
Financial and liquidity risk
Liquidity management is a central component
of the Group’s risk strategy. As of 31 December
2024, the Group reported cash and cash
equivalents of NOK 25.6 million, with total
available liquidity, including credit facilities,
amounting to NOK 44.8 million. The Group
closely monitors its cash flow forecasts monthly
to ensure that adequate cash reserves and credit
lines are maintained.
The credit facility balance drawn and the
total facility amount are reported as NOK 48
million and NOK 67 million, respectively. These
measures help safeguard against unforeseen
cash shortages and support ongoing investment
and operational needs.
Risk insurance
While proactive risk management is in place,
certain risks cannot be entirely eliminated
through internal controls. Hofseth BioCare
mitigates these residual risks through a
comprehensive insurance portfolio. The
insurance coverage includes business
interruption, equipment and property damage,
third-party and product liability, directors’ and
officers’ liability, as well as various personnel-
related risks.
HOFSETH BIOCARE | ANNUAL REPORT
13
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
Total employees
Hofseth BioCare Group
78
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
Organization
Hofseth BioCare AS was founded in 2009, with
the conversion to a publicly listed company
(ASA) in 2011. At the end of 2024, Hofseth
BioCare Group had a total of 78 employees.
The company`s work related to the Equality
statement(ARP statement) is described in the
company`s ESG report, which is avaliable on the
company`s webpage.
Working environment
The group’s working environment is considered
good. The Board emphasizes great importance
and priority to reduce absenteeism and
preventing injuries. One work-related accident
occurred during the year that resulted in
absence. Long-term absence in 2024 was 1.43%,
compared to 2.32 % in 2023, shortterm absence
was 3.14 %, compared to 1.55 % in 2023. Total
absence was 4.56 % in 2024 compared to 3.87 %
in 2023. Risk analysis is the basis for measures
to be taken to prevent damage or other adverse
events to occur. This is a key element in Hofseth
BioCare’s work with HSE. Understanding risk
is essential to prevent dangerous situations.
This will be handled continuously and HSE
training is considered good. Risk analysis
work is being followed up continuously. If HSE
non-conformities occur, measures will be put
in place to prevent such non-conformities
from happening again. Further training on
preventive measures, food safety procedures
and emergency drills were initiated during 2023.
Hofseth BioCare has a partnership with Medi3
who takes care of occupational health in the
Group. All employees will also in 2024 undergo
a medical examination. For HBC Berkåk AS
an occupational health agreement has been
established with Falck. This is a requirement
for all companies that belong to our industry
group ref. Section 13 of the Regulations for
organization, leadership, and participation.
Equality
Hofseth BioCare aims to practice equality and
avoid discrimination in all aspects of our HR
and recruitment policies. Hofseth BioCare
actively works consciously to equally promote
recruitment of female and male managers
and employees. At the end of 2024, 17 of 78
employees in Hofseth BioCare were female, 1
of 4 members of the management team were
female, and on the Board of Directors, 3 of 6
members were female.
Environment
Hofseth BioCare is working to reduce its
environmental impact in several areas. The main
environmental impact is related to the plant in
Midsund. The emissions are mostly associated
with the production process which incur some
emissions to air and sea, although we aim to
always satisfy the restrictions for such emission.
Hofseth BioCare is also working on minimizing
its total energy consumption. All organic material
that has not been heat-treated goes through a
treatment plant and is treated with acid with the
right pH and holding time before it is discharged
into the sea. Hofseth BioCare has routines for
sampling and measurement of wastewater to
be within the imposed requirements. All waste
from the production at Midsund are sorted and
delivered to recycling, or disposal as hazardous
waste. Organic waste from the process is
delivered to approved manufacturers of biogas.
Residual waste is collected in a separate
compactor and delivered to the incinerator.
Plastic, cardboard and paper are sorted and
delivered to recycling. Waste from our laboratory
is collected and delivered in special containers
as special waste. Steel and electric waste is
delivered to an approved landfill.
Hofseth BioCare transports mainly by road and
sea. This applies to both inbound transport
of raw materials and outbound products to
our customers around the world. Through the
optimization of transport and raw material
sourcing within Møre og Romsdal, the
group aims to reduce the need for long-haul
operations. Transport of finished products are
mainly to Europe, Asia and the United States. For
Europe, transport by road, by railway, or sea. To
the United States and Asia, we transport by sea.
The group intends to transport more goods by
rail and boat if solutions for such transport can
compete with road transport regarding speed
and infrastructure.
Corporate social responsibility.
See separate ESG report prepared about
the strategy to take an active responsibility
around our business. This is published on the
company`s webpage at the date of publication of
the Annual report.
Transparancy act
The company will publish a separate report on
the company`s webpage before 30.06.2025.
Shareholders
At the end of the year the company had 1,520
shareholders. For further details about the
shareholders, see note 24 to Hofseth BioCare
ASA’s financial statements. The company has
no provisions restricting the right to sell the
Company’s shares.
Related parties
Related party transactions are made on
commercial terms in accordance with the «arm’s
length» principle. A complete and detailed
overview of transactions with related parties
is included in note 6 to Hofseth BioCare ASA’s
financial statements.
Corporate governance
Hofseth BioCare ASA aims to maintain a high
standard of corporate governance. A healthy
corporate culture is the key to retain confidence
in the company, ensuring access to capital
and ensuring a high degree of value creation
over time. All shareholders are treated equally
and there should be a clear divide of roles
and responsibilities between the Board and
management.
Hofseth BioCare follows the Norwegian Code of
Practice for Corporate Governance of 30 October
2014. A more complete description of how
Hofseth BioCare follows the recommendation
and the 15 provisions, can be found on https://
hofsethbiocare.com/investors/corporate-
governance
Outlook
Hofseth BioCare enters 2025 with renewed
determination to advance its sustainable
business model and realize our vision of
improving lives through science-led marine
nutrition. Building on the strong foundations and
strategic achievements of 2024, including robust
market performance, significant R&D progress,
and resilience in a complex global environment,
we are confident in our ability to drive continued
growth and innovation in both human and pet
nutrition.
HOFSETH BIOCARE | ANNUAL REPORT
14
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
During 2024, the Group achieved meaningful
market expansion while reinforcing our
commitment to clinical research and product
development. As we look ahead, we will further
broaden our geographical footprint and deepen
our presence in high-value market segments
by leveraging our diverse portfolio of traceable
marine ingredients and finished products. Our
targeted international promotions, strategic
e-commerce initiatives, and close collaboration
with key distribution partners will help us
navigate ongoing geopolitical uncertainties and
adjust our strategies as needed.
Our commitment to R&D remains the
cornerstone of our differentiation. Collaborating
with esteemed research institutions and clinical
partners, we will further elucidate the therapeutic
benefits of our products, paving the way for new
applications and innovative formulations that
address evolving consumer needs. Strengthened
by an improved financial position and prudent
cost management, we are well positioned to
capitalize on emerging growth opportunities.
Our focus in 2025 is on achieving further sales
growth and transitioning to a positive EBITDA
while upholding rigorous financial discipline and
long-term value creation.
Sustainability continues to be deeply embedded
in our DNA as we upcycle fresh marine
resources into high-value bioactive ingredients,
contributing to both improved health outcomes
and a circular economy.
A key strategic initiative for the next two years,
is the expansion of our production capacity at
the Berkåk facility. In a strategic partnership with
Symrise, which invested EUR 5 million and an
exclusive global distribution agreement for their
key customers, we will convert the Berkåk site
into a state-of-the-art enzymatic hydrolysis plant.
This investment, supported by bank and leasing
facilities, will triple our current production
capacity. We expect to start production medio
2027.
With a dedicated team, a robust portfolio, and
clear strategic priorities, Hofseth BioCare is
well-prepared to navigate the challenges and
opportunities of the coming year. As we move
into 2025, our focus remains on sustainable
growth, innovation, and creating long-term value
for our stakeholders, all while transforming
fresh marine resources into premium nutritional
ingredients.
Hofseth BioCare ASA Board of Directors,
Ålesund, 11 April 2025
Jon Olav Ødegård
CEO
Linda Christin Hoff
Chair of the board
Maria Bech
Board member
Roger Hofseth
Board member
Crawford Currie
Board member
Amy Novogratz
Board member
Christoph Baldegger
Board member
HOFSETH BIOCARE | ANNUAL REPORT
16
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
Content Financial statements and notes
Statement of comprehensive income ...............................................17
Statement of financial position ..........................................................18
Statement of cash flows ....................................................................19
Statement of changes in equity .........................................................20
Notes to the accounts ........................................................................21
Note 1 Accounting policies ..............................................................21
Note 3 Segment information ............................................................28
Note 4 Cost of sales and other operating expense ........................29
Note 5 Employment costs and expenses for employees
and benefits for senior employees ....................................................29
Note 6 Related party transactions ....................................................31
Note 7 Financial income and expenses ...........................................32
Note 8 Income taxes .........................................................................32
Note 9 Earnings per share .................................................................33
Note 10 Intangible asset ....................................................................33
Note 11 Fixed assets ..........................................................................35
Note 12 Leases ..................................................................................36
Note 13 Changes in liabilities from financial activities ...................38
Note 14 Fair value measurement ...................................................... 39
Note 15 Financial assets ....................................................................40
Note 16 Interest-bearing debt and borrowings .................................40
Note 17 Financial assets and liabilities by category .......................41
Note 18 Financial risk management ..................................................42
Note 19 Inventory ................................................................................45
Note 20 Trade receivables and other current receivables ................46
Note 21 Cash and cash equivalents ..................................................47
Note 22 Equity investments ...............................................................48
Note 24 Share capital, shareholders and dividends .........................50
Note 25 Subsequent events ...............................................................51
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
17
Consolidated (IFRS) Parent company (IFRS)
(Amounts in NOK 1 000) Note 31.12.2024 31.12.2023 31.12.2024 31.12.2023
Operating revenues and expenses
Sales revenues 3, 6 256 825 190 815 256 699 190 720
Gain on sale of assets 3, 6, 22 8 122 23 637 8 122 23 637
Other income 3 592 4 059 2 206 4 061
Total operating revenue 265 539 218 511 267 026 218 418
Cost of sales 2, 4, 6 169 553 150 686 168 537 149 196
Salaries and other payroll expenses 5 70 670 58 275 60 304 51 659
Other operating expenses 4, 6, 14 90 617 75 665 90 589 71 821
Depreciation and Write-downs 10, 11, 12 39 781 36 413 36 023 32 188
Operating profit/loss (EBIT) -105 081 -102 529 -88 427 -86 445
Profit/loss(-) from associated company/joint venture 22 -7 484 2 541 0 0
Financial income 7 9 015 6 597 11 837 7 933
Financial expenses 6, 7, 12, 22 21 749 13 293 21 308 14 484
Net financial expenses 15, 18 -20 219 -4 155 -9 470 -6 551
Loss before taxes -125 300 -106 684 -97 898 -92 996
Tax expense 8 0 0 0 0
Net loss for the period 2 -125 300 -106 684 -97 898 -92 996
Other comprensive income and costs 0 0 0 0
Total comprehensive income -125 300 -106 684 -97 898 -92 996
Comprehensive income attributable to:
Shareholders in HBC ASA -125 298 -106 684
Non-controlling interest -2 -1
Total -125 300 -106 684
Consolidated (IFRS) Parent company (IFRS)
(Amounts in NOK 1 000) Note 2024 2023 2024 2023
Earnings per share
Basic earnings per share 9 -0.30 -0.27 -0.24 -0.24
Diluted earnings per share 9 -0.30 -0.27 -0.24 -0.24
Statement of comprehensive income
Hofseth BioCare ASA – 1 January – 31 December
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
18
Consolidated (IFRS) Parent company (IFRS)
(Amounts in NOK 1 000) Note 31.12.2024 31.12.2023 31.12.2024 31.12.2023
Assets
Non-current assets
R&D, patents etc. 2, 10 42 430 55 284 42 430 55 284
Total intangible assets 42 430 55 284 42 430 55 284
Machinery and equipment 11 41 802 52 775 38 622 48 135
Right of use assets 12 93 724 109 638 77 147 90 762
Fixtures and fittings 11 2 458 3 290 2 458 3 290
Total fixed assets 2 137 983 165 703 118 227 142 187
Investment in subsidiary 7, 22 0 0 11 231 11 231
Investment in associate and joint venture 22 45 699 37 691 47 080 33 033
Non-current financial assets 15 1 247 439 1 247 439
Total non-current financial assets 46 946 38 130 59 559 44 703
Total non-current assets 227 359 259 116 220 216 242 174
Current assets
Inventory 2, 6, 19 55 917 82 542 55 203 81 439
Trade receivables 2, 6, 20 18 853 14 849 18 716 14 094
Other current receivables 5, 20 11 716 9 721 59 885 36 259
Cash and cash equivalents 21 25 577 23 890 23 232 22 751
Total current assets 14, 15 112 063 131 003 157 035 154 543
Total assets 2, 25 339 422 390 119 377 251 396 716
Statement of financial position
Hofseth BioCare ASA – 1 January – 31 December
Consolidated (IFRS) Parent company (IFRS)
(Amounts in NOK 1 000) Note 31.12.2024 31.12.2023 31.12.2024 31.12.2023
Equity and liabilities
Equity
Paid in equity
Share capital 5, 24 4 111 3 951 4 111 3 951
Share premium 55 934 37 876 116 311 70 661
Other paid in equity 0 0 0 0
Total paid in equity 60 044 41 827 120 422 74 612
Retained earnings
Other paid in equity 0 0 0 0
Total retained earnings (+) Uncovered loss (-)
(attributable to equity holders of the parent)
Non-controlling interests 22 -689 -687 0 0
Total equity 2, 6 59 356 41 140 120 422 74 612
Non-current liabilities
Interest-bearing loans and borrowings 6, 13 25 100 271 25 100 0
Lease liabilities 6, 12, 13 86 543 96 831 71 822 80 248
Total non-current liabilities 16, 17, 18 111 643 97 102 96 922 80 248
Current liabilities
Interest-bearing loans and borrowings 6, 16, 13 48 020 28 893 47 750 28 353
Lease liabilities 6, 12, 13 11 217 10 794 9 412 8 950
Trade payables 6, 23 93 629 55 161 88 659 49 037
Other liabilities 23 15 557 157 029 14 087 155 518
Total current liabilities 16, 17, 18 168 424 251 877 159 908 241 857
Total liabilities 14, 16, 18 280 067 348 979 256 829 322 104
Total equity and liabilities 2, 25 339 422 390 119 377 251 396 716
Jon Olav Ødegård
CEO
Maria Bech
Board member
Linda Christin Hoff
Chair of the board
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
Amy Novogratz
Board member
Christoph Baldegger
Board member
Crawford Currie
Board member
Roger Hofseth
Board member
19
Consolidated (IFRS) Parent company (IFRS)
(Amounts in NOK 1 000) Note 31.12.2024 31.12.2023 31.12.2024 31.12.2023
Cash flow from operating activities
Loss before tax -125 300 -106 684 -97 898 -92 996
Paid tax 8 0 0 0 0
Write down shares 22 0 0 1 444 0
Gain on sale of assets 22 -8 122 -23 488 -8 122 -23 488
Depreciation and impairment 2, 10, 11, 12 39 781 36 413 36 023 32 188
Result from associated company/joint venture 22 7 484 2 541 0 0
Change in inventory 19 26 626 33 983 26 236 34 544
Change in trade receivables 20 -4 004 -777 -4 622 -291
Change in trade payables 23 38 468 -90 591 39 622 -91 514
Change in other accruals -144 399 141 870 -143 940 149 260
Capital increase without cash effect 23 144 000 0 144 000 0
Items classified as financing activities 15 685 9 493 13 803 7 626
Net cash flows from operating activities -9 780 2 761 6 547 15 328
Cash flow from investing activities
Aquisition of tangible fixed assets 11 -2 444 -8 194 -2 411 -8 187
Proceed from sale of fixed assets 0 685 0 685
Investment in associated company/joint venture 0 -1 615 0 -1 615
Investment in intangible assets 10 -1 629 -5 868 -1 629 -5 868
Net cash flow from investing activities -4 074 -14 992 -4 040 -14 985
Cash flow from financing activities
Transaction costs on issue of shares -292 -215 -292 -215
Proceeds from new borrowings 6, 16, 13 25 100 0 25 100 0
Payment of interest 6, 7, 12, 13 -15 685 -9 493 -13 803 -7 626
Net change credit facility 6, 16, 13 19 397 28 353 19 397 28 353
Repayment of borrowings 6, 16, 13 -541 -541 0 0
Payment of lease liabilities 6, 12, 16, 13 -12 440 -13 639 -10 503 -11 230
Payment borrowings from subsidiary/joint venture 23 0 -771 -21 925 -18 210
Net cash flow from financing activities 17, 18 15 539 3 694 -2 026 -8 928
Cash and cash equivalents at 1 January 23 890 32 427 22 751 31 335
Net change in cash and cash equivalents 1 686 -8 537 481 -8 585
Cash and cash equivalents at 31 December 21 25 577 23 890 23 232 22 751
Statement of cash flows
Hofseth BioCare ASA – 1 January – 31 December
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
20
Statement of changes in equity
Consolidated (IFRS)
(Amounts in NOK 1 000) Note
Share
capital
Share
premium
Other
paid in
capital
Uncovered
loss
Non-con-
trolling
interests
Total
equity
As of 1 January 2023 3 951 144 765 0 0 -686 148 030
Share based payment program 5 0 0 0 0 0 0
Share issue cost 0 -215 0 0 0 -215
Other changes 0 9 0 0 0 9
Net loss for the period 0 -106 682 0 0 -1 -106 684
Other income and costs 0 0 0 0 0 0
Total comprehensive income 0 -106 682 0 0 -1 -106 684
As of 31 December 2023 2, 5, 24 3 951 37 876 0 0 -687 41 140
As of 1 January 2024 3 951 37 876 0 0 -687 41 140
Share issue January 4th 2024* 160 143 840 0 0 0 144 000
Share issue cost 0 -292 0 0 0 -292
Other changes 0 -193 0 0 0 -193
Net loss for the period 0 -125 298 0 0 -2 -125 300
Other income and costs 0 0 0 0 0 0
Total comprehensive income 0 -125 298 0 0 -2 -125 300
As of 31 December 2024 2, 5, 24 4 111 55 934 0 0 -689 59 356
On 4th of January 2024 the extraordinary general meeting of HBC approved the offsetting of NOK 144
million into preference class B shares.
Since there is no contractual obligation to repay the amount, nor principal amount or interests, this is
classified as equity.
See also note 23.
Parent company (IFRS)
(Amounts in NOK 1 000) Note
Share
capitall
Share
premium
Other
paid in
equity
Uncovered
loss
Total
equity
As of 1 January 2023 2, 5, 24 3 951 163 872 0 0 167 823
Share based payment program 5 0 0 0 0 0
Share issue cost 0 -215 0 0 -215
Net loss for the period 0 -92 996 0 0 -92 996
Other income and costs 0 0 0 0 0
Total comprehensive income 0 -92 996 0 0 -92 996
As of 31 December 2023 2, 5, 24 3 951 70 661 0 0 74 612
As of 1 January 2024 2, 5, 24 3 951 70 661 0 0 74 612
Share issue January 4th 2024* 160 143 840 0 0 144 000
Share issue cost 0 -292 0 0 -292
Net loss for the period 0 -97 898 0 0 -97 898
Other income and costs 0 0 0 0 0
Total comprehensive income 0 -97 898 0 0 -97 898
As of 31 December 2024 2, 5, 24 4 111 116 311 0 0 120 422
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
21
Notes to the accounts
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
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Content
Corporate governance
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
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Content
Corporate governance
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Corporate governance
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Financial statements
Statement of comprehensive income
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Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Content
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Content
Corporate governance
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
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Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
49
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
50
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
51
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
52
Declaration of the Board of Directors and CEO in Hofseth BioCare ASA
We confirm that the financial statements for the period 1 January to 31 December 2024 to the best of our knowledge, have been prepared in accordance with IFRS® Accounting Standards as adopted by the EU /
applicable accounting standards and that the financial statements give a true and fair view of the Group’s assets, liabilities, financial position and results of operations, and that the annual report gives a fair view
of the financial performance and position of the Group, together with a description of the main risks and uncertainties faced by the Group.
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
Hofseth BioCare ASA Board of Directors,
Ålesund, 11 April 2025
Jon Olav Ødegård
CEO
Linda Christin Hoff
Chair of the board
Maria Bech
Board member
Roger Hofseth
Board member
Crawford Currie
Board member
Amy Novogratz
Board member
Christoph Baldegger
Board member
54
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Ernst & Young AS
Thormøhlens gate 53 D, 5006 Bergen
Postboks 6163, 5892 Bergen
Foretaksregisteret: NO 976 389 387 MVA
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www.ey.no
Medlemmer av Den norske Revisorforening
A member firm of Ernst & Young Global Limited
To the General Meeting in Hofseth Biocare ASA
INDEPENDENT AUDITOR'S REPORT
Report on the audit of the financial statements
Opinion
We have audited the financial statements of Hofseth Biocare ASA (the Company) which comprise:
• The financial statements of the Company, which comprise the statement of financial position as
at 31 December 2024, statement of comprehensive income, statement of changes in equity and
statement of cash flows for the year then ended, and notes to the financial statements, including
material accounting policy information, and
• The financial statements of the Group, which comprise the statement of financial position as at 31
December 2024, the statement of comprehensive income, statement of cash flows and statement
of changes in equity for the year then ended, and notes to the financial statements, including
material accounting policy information.
In our opinion:
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at 31
December 2024 and their financial performance and cash flows for the year then ended in
accordance with IFRS Accounting Standards as adopted by the EU, and
• the consolidated financial statements give a true and fair view of the financial position of the
Group as at 31 December 2024 and their financial performance and cash flows for the year then
ended in accordance with IFRS Accounting 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 in
accordance with the requirements of the relevant laws and regulations in Norway and the International
Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants
(including International Independence Standards) (the IESBA Code), and we have fulfilled our other
ethical responsibilities in accordance with these requirements. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 11 years from the election by the general meeting of the
shareholders on 22 July 2014 for the accounting year 2014.
Material uncertainty related to going concern
We draw attention to note 1 in the financial statements and the Board of Director’s report, which
describes that the Company and Group are dependent on sale of products at favorable margins and
maintain adequate cash reserves, and or additional capital inflows through loans or equity in 2025 to
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Independent auditor's report - Hofseth Biocare ASA 2024
A member firm of Ernst & Young Global Limited
continue as going concern. These events or conditions, along with other matters as set forth in note 1 and
the Board of Director’s report, indicate that a material uncertainty exists that may cast significant doubt on
the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this
matter.
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 for 2024. In addition to the matter described in the Material uncertainty
related to going concern section, we have determined the matters described below to be the key audit
matters to be communicated in our report. 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.
Allocation of production costs as part of manufacturing cost of finished products
Basis for the key audit matter
The Hofseth BioCare Group had inventory of
TNOK 55 917 and the parent company had
inventory of TNOK 55 203 per 31 December
2024. Four types of finished goods are produced
from a common production process based on the
same input factors. Allocation of production costs
is calculated on the basis of the expected sales
values of the individual finished products
multiplied with the relative share of the
production yield. As the allocation of production
costs involve significant judgement, this was a
key audit matter.
Our audit response
We evaluated the management`s sales values in
the model, by comparing the sales values against
representative prices achieved through sales in
2024. We tested the production yield in the
model against reported numbers from factory,
and production costs in the model against actual
costs. We tested the model for allocation of
production costs being mathematically correct.
We refer to note 2, 3, 6 and 19.
Other information
The Board of Directors and the Chief Executive Officer (management) are responsible for the information
in the Board of Directors’ report and the other information presented with the financial statements. The
other information consists of the information included in the annual report other than the financial
statement and our auditor’s report. Our opinion on the financial statements does not cover the information
in the Board of Directors’ report and the other information presented with the financial statements.
In connection with our audit of the financial statements, our responsibility is to read the information in the
Board of Directors’ report and for the other information presented with the financial statements. The
purpose is to consider if there is material inconsistency between the information in the Board of Directors’
report and the other information presented with the financial statements and the financial statements or
our knowledge obtained in the audit, or otherwise the information in the Board of Directors’ report and for
the other information presented with the financial statements otherwise appears to be materially
misstated. We are required to report if there is a material misstatement in the Board of Directors’ report
and the other information presented with the financial statements. We have nothing to report in this
regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable statutory requirements.
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
55
3
Independent auditor's report - Hofseth Biocare ASA 2024
A member firm of Ernst & Young Global Limited
Our statement on the Board of Directors’ report applies correspondingly for the statement on Corporate
Governance.
Responsibilities of management for the financial statements
Management is responsible for the preparation of the financial statements that give a true and fair view in
accordance with IFRS Accounting 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 and the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless management either intends to liquidate the
Company or 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.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional
scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s and the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s and the Group’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related disclosures in the financial statements or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company and the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial
4
Independent auditor's report - Hofseth Biocare ASA 2024
A member firm of Ernst & Young Global Limited
statements. We are responsible for the direction, supervision and performance of the group audit.
We remain solely responsible for our audit opinion.
We communicate with the board of directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.
We also provide the audit committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters
that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the board of directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the key
audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on other legal and regulatory requirements
Report on compliance with regulation on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of Hofseth Biocare ASA we have performed an assurance
engagement to obtain reasonable assurance about whether the financial statements included in the
annual report, with the file name hofsethbiocareasa-2024-12-31-0-en.zip, have been prepared, in all
material respects, in compliance with the requirements of the Commission Delegated Regulation (EU)
2019/815 on the European Single Electronic Format (the ESEF Regulation) and regulation pursuant to
Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format and iXBRL tagging of the consolidated financial
statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all material
respects, in compliance with the ESEF Regulation.
Management’s responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
Regulation. This responsibility comprises an adequate process and such internal control as management
determines is necessary.
Auditor’s responsibilities
Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in all material
respects, the financial statements included in the annual report have been prepared in accordance with
the ESEF Regulation. We conduct our work in accordance with the International Standard for Assurance
Engagements (ISAE) 3000 – “Assurance engagements other than audits or reviews of historical financial
information”. The standard requires us to plan and perform procedures to obtain reasonable assurance
about whether the financial statements included in the annual report have been prepared in accordance
with the ESEF Regulation.
As part of our work, we perform procedures to obtain an understanding of the company’s processes for
preparing the financial statements in accordance with the ESEF Regulation. We test whether the financial
statements are presented in XHTML-format. We evaluate the completeness and accuracy of the iXBRL
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
56
5
Independent auditor's report - Hofseth Biocare ASA 2024
A member firm of Ernst & Young Global Limited
tagging of the consolidated financial statements and assess management’s use of judgement. Our
procedures include reconciliation of the iXBRL tagged data with the audited financial statements in
human-readable format. We believe that the evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Bergen, 11 April 2025
ERNST & YOUNG AS
The auditor's report is signed electronically
Jørn Knutsen
State Authorised Public Accountant (Norway)
Content
Corporate governance
The board of director’s report 2024
Financial statements
Statement of comprehensive income
Statement of financial position
Statement of cash flows
Statement of changes in equity
Notes to the accounts
Declaration of the Board of Directors and
CEO in Hofseth BioCare ASA
Auditors report
THE BOARD OF DIRECTORS’ REPORT FINANCIAL STATEMENTS AUDITORS REPORT
CORPORATE GOVERNANCEANNUAL REPORT 2024
