Annual report
2022
Driving Energy
Transformation
We are a world leader in Type 4 composite technology.
In the past two decades we have evolved from a cylinder
supplier to a vertically integrated fuel solutions player for
the future, with key competences in the assembly and
installation of complete clean-fuel-systems.
Our spectrum of clean fuel solutions enables the
safe delivery of clean energy in gaseous form to
homes and industries, and decarbonization
of transportation on land and at sea.
Hexagon Composites ASA Annual report 2022
In brief
4
Vision and values
4
Hexagon at a glance
5
Our presence
7
Reflecting 2022
8
Key figures
8
A word from the CEO
9
Our strategic direction
12
Our business areas
14
Hexagon Agility
15
Hexagon Ragasco
16
Hexagon Digital Wave
17
Hexagon Purus
18
From the Board room
19
Board of directors’ report
19
Executive management
35
Board of directors
37
EU Taxonomy
39
Sustainability
44
About this report
45
ESG governance
46
Sustainability in Hexagon
48
Our contribution through our solutions
52
Minimizing our operational environmental footprint
56
Product safety and compliance
63
Responsible employer
66
Governance
74
Accountant’s assurance report
78
Financial statements
81
Contents
81
Financial statements Group
82
Financial statements Parent Company
145
Auditor’s report
164
Appendix
170
Material topic definitions
170
Methodology
171
Reporting on the UN SDGs
172
Glossary
174
Financial calendar
176
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
We believe that clean air
is a right, not a privilege
OUR BELIEFS
We have a strong, values-based culture that drives our
business performance. Our core values, integrity and
drive, support our behavior and our beliefs.
Driven by a vision of Clean Air Everywhere, we believe
that clean air is a right not a privilege; that technology is
no longer the barrier in enabling clean energy for all; and
that change is urgent.
We hold ourselves accountable for all our interactions
with our customers, suppliers and owners, our people
and the communities in which we operate.
VALUES
Integrity
and Drive
PURPOSE
Driving Energy
Transformation
VISION
Clean Air
Everywhere
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IN BRIEF | VISION AND VALUESIN BRIEF | VISION AND VALUES
Hexagon Composites ASA Annual report 2022
Hexagon at a glance
Employees
2
1 723
Hexagon Group’s solutions have avoided
1 350 690
metric tons of CO
2
equivalent
emissions
3
Innovation efforts
13%
of employees are
dedicated to innovation,
R&D and world-class
manufacturing
OUR CONTRIBUTIONOUR RESULTS OUR PEOPLE
Committed to
reach net-zero by
2050
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IN BRIEF | HEXAGON AT A GLANCE
1
EBITDA for Hexagon excluding Hexagon Purus was MNOK 348
Revenue
4 932 MNOK
EBITDA
1
-63 MNOK
Equity ratio
44%
2
Head count
3
The Alternative Fuel Life-Cycle Environmental and Economic Transportation (AFLEET) tool from the Greenhouse gases, Regulated Emissions, and Energy use in Technologies
(GREET®) model has been used for estimating emission reductions. For more information see appendix report methodologies and assumptions
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IN BRIEF | HEXAGON AT A GLANCE
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
INFRASTRUCTURE
Hexagon’s gas distribution solutions are
essential to clean fuel supply chains. Our
solutions have the largest transport capacity
worldwide and enable the safe transport of
compressed (renewable) natural gas (RNG/
CNG), hydrogen or other industrial gases to
users lacking pipeline infrastructure.
Solutions for: RNG/CNG, hydrogen, helium
MOBILITY
Hexagon is the leading global provider of clean
fuel solutions for commercial vehicles, offering
solutions that cover compressed (renewable)
natural gas, hydrogen and battery electric.
Integrating energy storage and fuel delivery
systems into commercial vehicles is one of our
key competences. Our systems are installed on
medium and heavy-duty trucks, refuse collec-
tion trucks, buses, delivery trucks and vans.
Solutions: Fuel systems for RNG/CNG and
hydrogen, battery-electric vehicle systems
DOMESTIC
Hexagon’s lightweight, safe and durable
composite liquefied petroleum gas (LPG)
cylinders have been a game changer in the
LPG industry and are used in homes, leisure
and small industrial applications worldwide.
Gas: LPG
Our markets
The production of Type 4 cylinders
is at the core of what we do. We
have evolved from a cylinder
manufacturer to a full integrator
of cylinders and fuel systems into
a wide range of applications that
drive the energy transition within
three main markets:
1 800+
distribution modules in operation worldwide
70 000+
vehicles on the road
20+
million LPG cylinders sold
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IN BRIEF | HEXAGON AT A GLANCEIN BRIEF | HEXAGON AT A GLANCE
Hexagon Composites ASA Annual report 2022
Our presence
Hexagon Composites ASA is
headquartered in Ålesund, Norway and
listed on the Oslo Stock Exchange.
We have a strong global presence
in Europe, North America and Asia,
the world’s most important clean
energy markets. Our 1 700+ employees
are dedicated to driving the energy
transition and helping our customers
reduce CO
2
emissions.
Hexagon administration, marketing/sales
and representative office
Headquarter
Hexagon production sites
and engineering hubs
Raufoss, Norway
Kelowna, Canada
Lincoln, US
Westminister, US
Fontana, US
Salisbury, US
Ontario, US
Weeze, Germany
Ålesund, Norway
Kassel, Germany
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IN BRIEF | OUR PRESENCE
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Key figures
58%
54%
44%
202220212020
REVENUE MNOK EBITDA MNOK
EBIT MNOK EQUITY RATIO %
3 080
3 543
4 932
202220212020
-59
-154
-395
202220212020
190
109
-63
202220212020
(NOK 1 000)
Revenues and profit 2022 2021 2020 2019 2018
Revenue 4 932 306 3 542 890 3 080 375 3 416 124 1 486 521
Operating profit before
depreciation (EBITDA) (63 190) 108 584 189 940 359 715 234 520
Operating profit (EBIT) (395 352) (154 096) (59 272) 120 109 140 202
Profit before tax (417 118) (301 744) (56 138) 111 246 168 727
Profit after tax (425 977) (327 577) (147 781) 107 491 141 462
Capital 31.12
Total assets 7 903 742 6 515 246 6 164 937 4 827 519 2 616 343
Equity 3 468 806 3 484 301 3 595 838 2 152 993 1 540 063
Equity ratio
1
43.89% 53.48% 58.30% 44.60% 58.90%
Profitability and rate of return
Cash flow from operations 98 588 (344 696) 229 198 192 889 154 601
Operating margin
2
(8.02%) (4.35%) (1.90%) 3.50% 9.40%
Return on equity
3
(12.25%) (9.30%) (5.10%) 5.80% 9.60%
Return on assets
4
(4.44%) (4.00%) 0.50% 4.80% 7.10%
NIBD/EBITDA
5
(15.88) 5.3 (2.5) 3.1 1.6
Definition of key figures
1
Shareholders’ equity as a percentage of total assets
2
Operating profit as a percentage of operating income
3
Profit after tax divided by average shareholders’ equity
4
Profit before tax + interest expense divided by average total assets
5
Net interest-bearing debt divided by EBITDA
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REFLECTING 2022 | KEY FIGURESREFLECTING 2022 | KEY FIGURES
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Dear shareholders, clients, partners and colleagues,
There is no single headline that describes 2022. We entered the year with optimism
and ambition, but were soon met by a war in Europe, an energy crisis, and inflation
which put the robustness and resilience of our business to the test.
We also saw the introduction of the biggest
climate investment programs the world has
ever seen: REPower EU and The US Inflation
Reduction Act, aimed at bringing down the costs
of renewable energy, boosting energy supply, and
substantially reducing greenhouse gas emissions.
As a global leader in clean fuel solutions, this
places Hexagon at an intersection of opportunity
and responsibility to the world around us.
Sustainability is our agenda. In 2022, Hexagon’s
solutions enabled the avoidance of 1.35 million
metric tons of CO
2
equivalent emissions, which
is equal to 280 000 petroleum cars off the road
for a year. To manufacture and deliver these
solutions, our own carbon footprint for the year
totaled approximately 320 669 metric tons of
CO
2
equivalent emissions. We have committed
to the Science-Based Targets initiative to reduce
our scope 1-3 emissions in line with the Paris
A WORD FROM THE CEO
2022: At an intersection of
opportunity and responsibility
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REFLECTING 2022 | A WORD FROM THE CEOREFLECTING 2022 | A WORD FROM THE CEO
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Agreement goals. We are committed to achieving
net zero by 2050, at latest. See Sustainability
report.
Record top line growth
Hexagon Group consists of two publicly
listed companies, Hexagon Composites ASA
(“Hexagon Composites”) and Hexagon Purus
ASA (“Hexagon Purus”). Hexagon Composites’
fully owned subsidiaries, Hexagon Agility and
Hexagon Ragasco, have reached scale and prof-
itability. Hexagon Digital Wave is still in a buildup
phase but is already profitable.
Hexagon Purus addresses the fuel-cell electric
and battery-electric vehicle markets, a largely
new market space with significant growth poten-
tial requiring considerable investments in CAPEX,
R&D and organizational build out.
I am proud to report that we delivered top line
growth for the full year 2022 of 26%, with reve-
nues of NOK 4 932 million. Hexagon excluding
Hexagon Purus delivered revenues of NOK 4 303
million. And Hexagon Purus delivered well above
its 2022 revenue target of NOK 900 million,
achieving a topline growth of 90%.
While we delivered a record topline, last year’s
profitability was below expectations. Significantly
higher costs of materials, components, labor,
and energy, as well as supply chain disruptions,
weighed on our margins in 2022. Actions to miti-
gate these challenges and recover margin growth
have been implemented with the aim of restoring
margins to double digit levels.
Commercially, we landed several big wins in 2022,
including contracts with global OEMs, major
fleets, and industrial gas majors. In addition, we
broke ground in new markets. Overall, our team
of 1723 stood the course, delivering strong order
books through 2022 and strengthening our posi-
tion as global market leader.
Driving energy transformation
Energy security and sustainability are key drivers
in the shift to renewables. The Hexagon Group
enables the energy shift in multiple ways.
Globally, 3 billion people rely on wood, coal, ker-
osene or other highly polluting fuels for cooking
and heating. The majority live in countries
without access to cleaner sources of energy. LPG
is a widely available alternative towards cleaner
cooking. Our LPG business, Hexagon Ragasco,
delivered 1.4 million cylinders globally to homes
and businesses in 54 markets, and reported
record high 2022 revenues.
In nations around the world a significant share
of renewable gas (RNG/biomethane) production
is remotely located without access to stationary
pipelines. Our Mobile Pipeline® and hydrogen
distribution businesses enable the transport of
this stranded gas to the pipeline or directly to end
customers. As a result, it was a record year for both
Hexagon Agility’s Mobile Pipeline business and
Hexagon Purus’ hydrogen distribution systems.
Several significant commercial wins further
strengthened our position as market leader.
Medium- and heavy-duty vehicles contribute
25% of transport CO
2
emissions and are con-
sidered a CO
2
hard-to-abate sector. Renewable
natural gas (RNG) as a transportation fuel offers
a readily available, economically viable, scalable
solution. Its use helps prevent climate change by
capturing methane, reducing CO
2
emissions, and
neutralizing waste.
World leading OEMs and global fleet operators
count themselves among Hexagon’s cus-
tomers. Coming from less than 2% adoption
today, the growth potential for renewable fuels
within transportation is significant. In 2022, big
players– BP and Shell among others – made
significant investments to increase the produc-
tion of renewable natural gas and infrastructure.
Announcements of new, industry-changing
natural gas engines to be launched in 2024 were
made, which will further unlock the heavy-duty
trucking segment.
Commercially,
we landed several big
wins in 2022, including
contracts with global
OEMs, major fleets,
and industrial
gas majors.
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REFLECTING 2022 | A WORD FROM THE CEOREFLECTING 2022 | A WORD FROM THE CEO
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
In parallel, the hydrogen mobility business in
Europe as well as the battery electric business
continued on its strong growth trajectory.
Hexagon is investing in digital technologies that
improve the customer experience and increase
efficiency and safety. This includes Hexagon
Ragasco’s new smart cylinder, giving the LPG
distributor improved insight into consumer usage
patterns, and enabling optimized logistics and
cylinder fleet management; Hexagon Agility’s
automated refueling solutions drive operational
efficiencies for fleets through the use of autono-
mously actuated valves and an onboard systems
that measure gas pressure and temperature,
and track rollovers by means of an accelerom-
eter. Hexagon Digital Wave’s next generation
proprietary Modal Acoustic Examination (MAE)
technology, currently in a piloting phase, enables
live structural health monitoring of cylinders and
systems.
Hexagon Purus
It is in Hexagon’s DNA to nurture new business
and shape the markets we operate in. The inten-
tion of the separation and spin-off of Hexagon
Purus in 2020, was to unlock further value from an
industrial and financial perspective by creating two
focused companies with individual strategies for
funding, capital allocation and dividend policy.
In 2023, Hexagon Purus raised NOK 1 300 million
of new growth capital. Mitsui & Co, a long-term
financial and strategic supporter of Hexagon
Composites, anchored the raise with NOK 500
million. A Memorandum of Understanding for
further investments of up to NOK 1 500 million in
the coming years was also signed, making Mitsui
a long-term strategic partner with Hexagon
Purus.
On 30 March, Hexagon Purus up-listed to the
main list of the Oslo Stock Exchange. While
Hexagon is and will remain a significant investor
in Hexagon Purus, we plan to reduce our owner-
ship below 50% in line with our original vision for
the spin-off.
Progress can’t wait
Deep decarbonization of the transportation
sector requires a mix of low-carbon, renewable
energy and powertrain technologies that could
scale up collectively. Our portfolio of fuel- and
technology-agnostic solutions for the mobility
and infrastructure segments are unmatched, and
demand for our products and services continues
to be on the rise. In anticipation of the strong
demand ahead, we will continue to invest in
capacity expansion, further product development
and commercial initiatives.
In parallel, we are intensifying activities to opti-
mize our manufacturing processes, improve
lifecycle value and drive unit cost down. This will
benefit our customers, our shareholders and, not
least, the planet. With our ongoing World Class
Manufacturing program, capacity expansions and
strong R&D focus we aim to achieve attractive
profit margins.
I offer my sincere thanks to Hexagon’s share-
holders, customers and suppliers for driving the
energy transformation together with us, and not
least to our employees around the world that are
doing their part to deliver on our vision of Clean
Air Everywhere.
Sincerely,
Jon Erik Engeset
Group President & CEO
Our portfolio of fuel-
and technology-agnostic
solutions for the mobility and
infrastructure segments are
unmatched, and demand
for our products and services
continues to be
on the rise.
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REFLECTING 2022 | A WORD FROM THE CEOREFLECTING 2022 | A WORD FROM THE CEO
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Our strategic
direction for 2023
and beyond
Hexagon has a strong position in alternative energy
solutions - we are number one in our industries with
leading technology and know-how. Infrastructure
and mobility are our core.
There are three global trends that – while challenging for the
world – create an opportunity for us to expand and innovate.
Decarbonization; deglobalization and the energy crisis.
We are well positioned to enable the significant shift to alternative
fuels through this decade and beyond. Our strategy will keep us at
the forefront of industries that make a difference - for the climate,
the circular economy and society at large.
We will lift profitability and drive
sustainability. This is how
Capitalize on renewable natural gas and hydrogen
markets’ growth through our infrastructure offering
A significant share of renewable natural gas (RNG) production
is stranded without access to stationary pipeline. Our distri-
bution systems are key to bringing the gas to the pipeline or
directly to the end customers across industries, making us a
vital part of the ecosystem. Both Hexagon Agility and Hexagon
Purus have market leading positions in mobile gas transpor-
tation solutions, providing a very exciting platform for growth.
In anticipation of the strong demand ahead, we are investing
significantly in capacity expansion, product development and
commercial initiatives.
Grow our position as the leading clean fuel
solutions provider for commercial transportation
Hexagon boasts the complete portfolio of clean fuel storage
solutions for on-road commercial transportation, making us
an attractive supplier to fleets looking to displace diesel vehi-
cles in their decarbonization efforts. Building upon decades
of high-pressure gas storage experience, we are the industry
leading provider of RNG systems, hydrogen systems and
battery electric systems. Coming from less than 2% adoption
today, the growth potential for renewable fuels within trans-
portation is enormous. Competition is emerging, but we aspire
to reinforce our market leadership through production capac-
ity expansions, product innovation, cost reduction efforts and
focusing on customer value.
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REFLECTING 2022 | OUR STRATEGIC DIRECTIONREFLECTING 2022 | OUR STRATEGIC DIRECTION
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Decarbonize the supply chain together with
our suppliers to reach net zero by 2050
The world is not on track to halve emissions by 2030 - and we
face more disruption from climate change than ever before. As
a company, Hexagon’s purpose is to drive energy transforma-
tion and achieve clean air everywhere.
In our industry, our customers are among the most demand-
ing and sophisticated clients that demand the highest ESG
standards from their suppliers. We have committed to the
Science-Based Targets initiative and are actively working to
develop a clearly defined path to reduce our scope 1-3 emis-
sions in line with the Paris Agreement goals. We are committed
to achieving net zero by 2050, at latest.
Develop new business with smart
technology as a backbone
Over the last years, Hexagon has developed and acquired
cutting edge testing and inspection technologies for its
cylinders in order to take out cost, enhance safety and improve
customer value. Our smart LPG cylinders are ready for in-field
piloting in April 2023, and have the potential to improve
logistics planning, turnover frequency and customer loyalty for
the LPG distributors. Further, our proprietary Modal Acoustic
Examination (MAE) technology is in the process of being
miniaturized and eventually embedded into our high-
pressure cylinders, enabling live structural health monitoring
and recertification of cylinders – as well as opening a range of
new business opportunities for Hexagon. It is deeply rooted
in Hexagon’s DNA to nurture new business and shape the
markets we operate in, and we are optimistic that the next
generation gas storage solutions are digital.
Drive profitability from operational
efficiency, innovation and scale
Restoring satisfactory margins remains a key priority for us.
Last year’s profitability was below expectations. This was due,
in large part, to external factors such industry-wide supply
chain inefficiencies and rapid cost inflation. To mitigate these
challenges and recover margin growth, we will intensify our
efforts to optimize our manufacturing processes, improve life-
cycle value and drive unit cost down. This will be to the benefit
of our customers and our shareholders. With our ongoing
World Class Manufacturing program, capacity expansions and
strong R&D focus we aim to achieve EBITDA margins of 15%.
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REFLECTING 2022 | OUR STRATEGIC DIRECTIONREFLECTING 2022 | OUR STRATEGIC DIRECTION
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Hexagon is organized into four business areas,
all global leaders in their segments.
High-pressure natural gas
cylinders and fuel systems
for medium- and heavy-duty
vehicles + mobile pipeline
solutions for industry
Low-pressure LPG cylinders
for domestic, leisure and
industrial applications
Innovative, software-based
non-destructive testing of
high-pressure vessels
High-pressure cylinders,
vehicle systems and battery
packs for fuel cell and battery
electric vehicles
Business
areas
68%100%
We believe that
technology is no longer
the barrier to enabling
clean energy for all.
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REFLECTING 2022 | OUR BUSINESS AREASREFLECTING 2022 | OUR BUSINESS AREAS
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Hexagon Agility
ENABLING A CARBONNEGATIVE FUTURE
WORKFORCE
940
PRESENCE
USA, Canada, Norway,
Germany, South America
Transit BusesHeavy-Duty Trucks Refuse Trucks
Distribution
Hexagon Agility is a global provider of (renewable) natural gas solutions for
commercial vehicles and gas transportation solutions.
The company is the market leader in North America, where it has spearheaded
the use of compressed natural gas in commercial vehicles. Today, Hexagon
Agility offers the broadest range of clean fuel solutions for commercial vehicles,
passenger vehicles and gaseous energy transportation. Its lightweight solutions
are engineered for high performance, durability, and uncompromised safety
and are available for immediate deployment.
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REFLECTING 2022 | HEXAGON AGILITYREFLECTING 2022 | HEXAGON AGILITY
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Hexagon Ragasco
CLEANER AIR AND SAFER LPG FOR EVERYONE, EVERYWHERE
WORKFORCE
137
PRESENCE
Norway, France, Poland,
Chile, Singapore, USA,
and CIS countries
Hexagon Ragasco is the world’s leading manufacturer of composite
liquefied petroleum gas (LPG) cylinders for leisure, household, and industrial
applications. As a pioneer in the industry, Hexagon Ragasco has sold more
than 20 million cylinders worldwide in the past 20 years. Compared to
steel, the composite LPG cylinder offers a unique value proposition, and
competitive edge in terms of weight, safety and longevity. All cylinders are
produced at Hexagon Ragasco’s high volume, highly automated production
facility in Norway, which is the most advanced of its kind.
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REFLECTING 2022 | HEXAGON RAGASCOREFLECTING 2022 | HEXAGON RAGASCO
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Hexagon Digital Wave
DIGITALIZING CYLINDER SYSTEMS
PRESENCE
USA
WORKFORCE
52
Hexagon Digital Wave is the global leader in innovative cylinder testing and
monitoring technologies, offering solutions that reduce cylinder and system down-
time and inspection costs while improving inspection accuracy.
With applications in the industrial gas, fire service equipment, medical oxygen,
automotive, alternative fuels, and aerospace industries, Hexagon Digital Wave’s
goal is to remove technology barriers and simplify workflows with digital and
automated platforms that enhance productivity and reduce total cost of ownership
in the compressed gas and pressure vessel industries.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Hexagon Purus
DRIVING THE TRANSITION TO ZERO
EMISSION MOBILITY
PRESENCE
Germany, USA, Canada,
India, China, Norway
WORKFORCE
527
Hexagon Purus is a global leader in key technologies needed for zero
emission mobility. The company’s solutions enable the safe and effective
use of hydrogen and electricity as transportation fuel in a variety of
applications including light, medium and heavy-duty vehicles, buses,
distribution, refueling, rail, maritime, aerospace and ground storage.
Hexagon Purus is a separately listed subsidiary (HPUR.OL). With Hexagon
holding 68.4 per cent ownership the organizational and industrial links to
Hexagon Composites remain strong.
Transit Buses
Fuel Cell Electric Vehicles MaritimeRail
Distribution
Light-Duty Vehicles
Battery Electric Vehicle
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Board of directors’ report
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
BOARD OF DIRECTORS’ REPORT
All-time high revenues but
softer profitability
Hexagon Group delivered a year of strong revenue growth, ending at NOK 4 932
million, compared to 3 543 million in 2021. Hexagon excluding Hexagon Purus
experienced an increasing demand for its clean energy solutions, which resulted in
record high revenues across all segments and combined revenues of NOK 4 303
(3 278). The Inflationary impact on cost prices and disruptions in global supply
chains however, led to softer profit margins, resulting in EBITDA of NOK 348 (381)
million.
Hexagon Purus almost doubled reported revenues from NOK 508 million in 2021
to 964 million in 2022. EBITDA loss for Hexagon Purus widened in line with the
business plan to NOK -406 (-272) million as a result of continued scale-up and
significant operational investments.
GROUP REVENUE MNOK GROUP EBITDA MNOK
3 080
3 543
4 932
202220212020
190
109
-63
202220212020
All subsequent numbers in parentheses refer to comparative figures for the same period last year.
All figures in NOK are rounded to the nearest million. All percentages are rounded to the nearest one percent.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Decarbonization is high on the global agenda.
The Board is pleased to see the continued sus-
tainability driven growth in the Group, while at
the same time acknowledges that the weakened
profitability needs to be reversed. Inflationary
effects on key production input factors as well as
unstable supply chains, especially in the Hexagon
Agility business, led to compressed margins in
2022. Combatting these challenges is a key prior-
ity in 2023.
Key developments for the Group in 2022
Increased sustainability-driven demand yielded
all time high revenues in Hexagon Agility
Strong demand for clean energy mobility
solutions drove revenues in Hexagon Agility to
approximately NOK 3.5 billion. In the automotive
business, Hexagon Agility experienced a signif-
icant pick-up in the medium-duty and refuse
truck market. In the Mobile Pipeline infrastructure
business, the Company doubled revenues, driven
largely by increasing demand for renewable
natural gas (RNG).
Hexagon Purus delivered ahead of
business plan and the global expansion
program was further substantiated
Hexagon Purus generated revenues of NOK 964
million and added several inaugural- and
recurring orders and long-term agreements to
its order book. Hexagon Purus also continued
its global expansion program and initiated con-
struction of five new facilities to increase capacity.
Capital raise of NOK 600 million
in Hexagon Purus
Hexagon Purus ASA completed a private place-
ment in February 2022, raising NOK 600 million
in gross proceeds. Hexagon Composites ASA
subscribed for, and was allocated, its pro-rata
73.3% share amounting to NOK 440 million.
Hexagon Ragasco navigated challenging macro
conditions and delivered solid profitability
Hexagon Ragasco mitigated significant cost
increases and increased revenues and EBITDA
to NOK 706 million and NOK 123 million respec-
tively. Several new customers were added to the
recurring customer base.
Hexagon Digital Wave doubled revenues
and ended the year with positive EBITDA
Hexagon Digital Wave doubled its revenues to
NOK 116 million, driven by higher sales of the
Company’s cylinder requalification services and
products. The increased revenue base yielded a
positive EBITDA, despite undertaking significant
operational investments during the year.
Investment in Cryoshelter
In August 2022, Hexagon acquired 40% of the
Austrian-based cryogenic tank technology
company, Cryoshelter, and by that further
expanded its portfolio offering to also include
liquid gas solutions. Hexagon Composites ASA
made an initial investment of EUR 2.4 million
in the liquid natural gas business, Cryoshelter
BioLNG, and Hexagon Purus ASA made an
initial investment of EUR 3.4 million in the liquid
hydrogen business, Cryoshelter LH2. Hexagon
is committed to supporting the Cryoshelter
businesses in the development and commer-
cialization of its disruptive tank technology, both
financially and strategically. And the Group has
options to acquire the remaining shares of both
entities over the next 2-9 years.
Key developments for the Group
after the balance sheet date
Hexagon Purus: Capital raise
of NOK 1 300 million
On 1 March 2023, Hexagon Purus ASA suc-
cessfully completed a convertible bond private
placement and an equity private placement,
raising total gross proceeds of NOK 1 300 million.
Gross proceeds from the convertible bond private
placement amounted to approximately NOK 800
million and is structured as a 5-year unsecured
convertible bond with 6% fixed interest rate
paid semi-annually in-kind. The settlement and
delivery of the bonds were formally completed
at an extraordinary general meeting in the
Company on 16 March 2023. Gross proceeds
from the equity private placement amounted to
approximately NOK 500 million through issuance
of 18 518 519 new shares. Hexagon Composites
ASA waived its right to participate in the private
placements but retains an ownership share of
68.4% following the equity private placement,
FULL YEAR 2022 NUMBERS FOR HEXAGON EXCL. PURUS AND HEXAGON PURUS
NOK million
Hexagon
(excl. Purus)
Hexagon
Purus Elims.
Hexagon
Group
1
Revenue 4 303 964 (335) 4 932
Operating profit before interest, tax,
depreciation, and amortization (EBITDA) 348 (406) (5) (63)
Operating profit (EBIT) 106 (501) - (395)
1
Post eliminations
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
compared to 73.3% prior to the transaction. The
capital raised accommodate support for the
Company’s growth including its global expansion
program.
Hexagon Purus: Memorandum of
understanding with Mitsui as anchor investor
In addition to the announcement of the con-
vertible bond private placement and the equity
private placement on 1 March 2023, Hexagon
Purus ASA simultaneously announced a deeper
strategic alliance with Mitsui & Co. Ltd (“Mitsui”),
whereby Mitsui, through a non-binding mem-
orandum of understanding (“MoU”), intends to
participate as an anchor investor in future capital
raises in Hexagon Purus ASA. Mitsui subscribed
for and was allocated NOK 500 million in the
convertible bond private placement completed
1 March 2023. The announced non-binding MoU
also includes future additional investments up
to a total of NOK 1 500 million, subject to among
other things, Hexagon Purus’ fulfillment of
commercial and operational milestones agreed
between the parties in good faith.
Hexagon Purus: Signs landmark long-
term agreement with Hino Trucks for zero
emission heavy-duty trucks in the U.S.
The distribution agreement signed with Hino
entails that Hexagon Purus will assemble com-
plete battery electric heavy-duty trucks for the
U.S. market using Hexagon Purus’ proprietary
zero-emission technology, including battery
systems, auxiliary modules, power modules
and the vehicle-level software. The agreement
provides for up to 10 000 trucks by 2030. The
potential total value over the course of this
agreement could reach approximately USD 2.0
billion (approximately NOK 20 billion).
Hexagon Agility: Received several
orders for Mobile Pipeline modules
totaling NOK 343 million
During January and February 2023, Hexagon
Agility received three new larger orders from
CORE Automated Fueling Solutions, RenewGas
Transportation, and Certarus for Mobile Pipeline®
TITAN modules worth NOK 46 million, NOK 44
million and NOK 253 million respectively. The
latter order with Certarus represented also an
inaugural order for Hexagon Agility’s newly
designed next generation gas distribution
modules, TITAN 450.
Hexagon Agility: Fuel system orders for UPS
heavy-duty renewable natural gas trucks
On 17 February 2023, Hexagon Agility received
new 2023-orders from UPS under a master
services agreement from October 2019, totaling
USD 19 million (approximately NOK 197 million)
for delivery of renewable natural gas (RNG) fuel
systems for heavy duty trucks. UPS is the world’s
premier package delivery company and a leading
provider of global supply chain management
solutions.
Segment results
Hexagon is organized into four business areas:
Hexagon Agility, Hexagon Ragasco, Hexagon
Digital Wave and Hexagon Purus. All are global
leaders within their segments, driving the energy
transition with a range of clean energy solutions.
In 2022, there were no changes to the segment
and reporting structure.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Segment results for
Hexagon Agility
Hexagon Agility is a global provider
of clean fuel solutions for commercial
vehicles and gas transportation
solutions.
Key developments in 2022
• Strong momentum in the Mobile Pipeline
distribution business with 2x revenue growth
and major orders signed with RenewGas
Transportation, REV LNG, Certarus, Supergas
Natural Gas and X press Natural Gas.
• Several major orders for CNG/RNG fuel
systems, including recurring orders from UPS,
as well as a new order with Scania Columbia
to deliver CNG fuel systems to transit buses to
the city of Bogota.
• Exclusive long-term agreement signed with
New Flyer for the supply of CNG cylinders
for transit buses in Canada and the US, with
an overall delivery value of approximately
NOK 640 million.
• Acquired a 40% stake in Cryoshelter’s liquefied
natural gas business, representing an expan-
sion of its clean fuel solutions portfolio to also
include cryogenic tank technology for liquefied
natural gas.
• Experienced challenging macro conditions
with significant inflationary impact on key input
factors of production, as well as unpredictable
supply of key components which led to com-
pressed margins.
• Finalized the development of the next gener-
ation Mobile Pipeline TITAN modules with 25%
greater gas capacity and 20% weight reduction
versus its predecessor. In conjunction with this
an inaugural order representing approximately
NOK 253 million was placed for delivery of the
newly designed modules to Certarus in January
2023.
• Completed a sale-and leaseback of its current
facility in Salisbury, North Carolina, realizing
approximately NOK 161 million in cash consid-
eration, as well as releasing capital expenditure
commitments in 2023 by approximately
NOK 136 million - as the lessor also assumes
ownership of new expansion building project.
Sales and market
The strong demand for CNG/RNG in North
America continued in 2022. The focus on RNG as
a renewable energy source was further substanti-
ated by major energy and investment companies
like BP, Shell and Goldman Sachs making sig-
nificant investments in RNG producers. Hexagon
Agility’s Mobile Pipeline distribution business
experienced a substantial increase due to an
underlying growing demand for transportation
of stranded RNG to pipeline injection sites.
Within the automotive business, Hexagon Agility
also saw positive sustainability-driven demand,
though the heavy-duty truck business decreased
somewhat compared to its all-time high levels in
2021. Chassis availability continued to be a chal-
lenging factor for the medium- and heavy-duty
automotive business in 2022, which impacted
timing of delivery and revenue recognition
throughout the year. The supply chain issues
improved somewhat towards the end of the year,
but are still considered challenging and unpre-
dictable entering 2023.
CNG Light-duty (CNG-LDV) automotive rev-
enues, principally in Europe, remained at low
levels in 2022, and are expected to remain at
relatively low levels in 2023. However, available
production capacity in Kassel, Germany, will
continue to be utilized for manufacturing of
hydrogen cylinders for Hexagon Purus, as well
as for the European Mobile Pipeline distribution
business.
Looking ahead, the Hexagon Agility business
sees great potential for further growth due
to regulatory tailwinds, especially from the
REPowerEU initiative and the US Inflation
Reduction Act, an increasing focus and adoption
rate of RNG, as well as an expected tripling of
the addressable market for natural gas solutions
following Cummins’ launch of its new 15L natural
gas engine to be released in 2024.
The backlog at the end of the year supports con-
tinued strong momentum overall in the Mobile
Pipeline business as well as the Automotive CNG/
RNG sector.
SHARE OF
GROUP REVENUE
66%
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Profit/ loss
For the full year, Hexagon Agility increased
revenues by 33% to NOK 3 478 (2 618) million.
Adjusted for favorable currency effects, under-
lying revenues increased by approximately 22%.
The Mobile Pipeline distribution business nearly
doubled from NOK 419 million in 2021 to NOK 807
million in 2022. Revenues within the automotive
business also saw a strong positive development.
Despite positive demand and volume effects,
inflation and supply chain related issues weighed
down on profit margins, resulting in EBITDA
of NOK 209 (293) and EBITDA-margin of 6%
compared to 11% in the previous year. Similarly,
EBIT decreased from NOK 139 in 2021 to NOK 28
million in 2022.
Price increases have been implemented in 2022,
but due to relatively long lead time from order
to delivery, the implemented price increases did
not have a material effect on the financial perfor-
mance in 2022. Margins are expected to gradually
improve in 2023.
KEY FIGURES
NOK million 2022 2021 2020
Revenue 3 478 2 618 2 419
EBITDA 209 293 230
EBIT 28 139 65
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Segment results for
Hexagon
Ragasco
Hexagon Ragasco is the world’s
leading manufacturer of composite
liquefied petroleum gas (LPG)
cylinders for leisure, household and
industrial applications.
Key developments in 2022
• 14 introductory orders from new customers
globally, including a large LPG-player in
Germany, contributing an additional 5% of
volumes.
• Additional demand from Europe and the
Middle East offsetting lower volumes to Asia
Pacific.
• Significant R&D efforts undertaken, and first
volumes of the next generation smart cylinder
(Linktra®) delivered.
• Price increases successfully implemented
offsetting material cost increases.
• Positive demand- and sales development for
forklift truck applications in North America.
• Suspension of deliveries to Russia due to
sanctions since March 2022.
Sales and market
Hexagon Ragasco further increased its market
presence in 2022, gaining several new customers
in Europe, South America, Africa and Asia. In
2022, demand was particularly strong in Europe
and the Middle East, while demand from Asia
Pacific was down. Hexagon Ragasco stopped all
shipments to Russia in March 2022, in accord-
ance with international sanctions. Despite these
market challenges, overall volumes were in
line with 2021 volumes. There was an upturn in
demand in North America, especially for forklift
truck applications. Hexagon Ragasco focuses on
developing its product and service offering ena-
bling LPG marketers and distributors to pursue
increased market share. In 2022, the Company
delivered the first volumes of its smart cylinder,
the Linktra SMART Cylinder, which marks the
first commercial step towards a digital offering.
Digitally interactive products are being developed
with the aim to generate new business models
and revenue streams with enhanced value to
distributors and end customers alike.
Profit/loss
Revenues for the full year amounted to NOK 706
(578) million. The 22% growth is largely explained
by sales price increases and favorable mix-ef-
fects. EBITDA came in at NOK 123 (95) million,
representing an EBITDA-margin of 17% (16%).
Depreciations and amortizations were relatively
flat year-over-year, which yielded a similar
increase in EBIT up to NOK 86 (60) million. The
Company experienced significant cost price
increases on its key input factors in 2022 but
protected its margins due to high productivity
and price increases. Raw material prices stabi-
lized somewhat towards the end of the year, but
inflated and highly fluctuating energy prices
remain challenging factors.
KEY FIGURES
NOK million 2022 2021 2020
Revenue 706 578 550
EBITDA 123 95 100
EBIT 86 60 63
SHARE OF
GROUP REVENUE
14%
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Segment results for
Hexagon
Digital Wave
Hexagon Digital Wave is a global
leader in innovative cylinder testing
and monitoring technology, offering
solutions that reduce down-time
and inspection costs while improving
inspection accuracy.
Key developments in 2022
• Testing service agreement signed with NG
Advantage Ltd. using Modal Acoustic Emission
(MAE) technology to requalify Type-4 cylinders.
• Long-term agreement with Certarus Ltd. using
MAE technology to requalify Type-4 cylinders.
• Launched a new application within Ultrasonic
Examination to quality-check steel cylinders.
within the manufacturing process and applica-
tion-oriented automated solutions.
• Certified for MAE technology in requalification
of cylinders used in firefighting applications in
Canada.
• Awarded ISO 9001 certification for its innova-
tive non-destructive testing business.
Sales and market
Hexagon Digital Wave doubled its revenues
year-over-year. The growth was driven by
positive momentum in both the requalifica-
tion services business (MAE business) and the
ultrasonic examination machines (UE business).
As transporters of CNG/RNG are subject to
periodic requalification of its cylinders, Hexagon
Digital Wave’s MAE services allow for a safe
and time efficient requalification of Type-4
cylinders. With the UE business, there are 40
million cylinders within the DOT/ISO/TC market
sectors and Hexagon Digital Wave continues
acceptance across the globe. Currently they
have UE machines in more than 45 countries.
The significant increase in customer demand
for natural gas transport in the US is a key driver
to the Company’s positive development, at this
early stage of significant growth.
Hexagon Digital Wave is also taking the lead in
digitalizing its industry by developing technology
for effective real-time health monitoring of cylin-
der systems and connected services. Investments
in organization and processes will be further
intensified towards the development of new
SMART cylinder concepts for mobility platforms.
Profit/loss
Revenues for the year amounted to NOK 116 (57)
million, generating EBITDA and EBIT of NOK 7
(-11) million and NOK 1 (-15) million respectively.
The positive EBITDA and EBIT was a result of
higher volumes somewhat offset by higher
fixed costs. The business is still in a ramp-up
phase and significant operational investments
have been absorbed to ensure accelerated
development of key technologies and retaining
first-mover market share.
KEY FIGURES
NOK million 2022 2021 2020
Revenue 116 57 50
EBITDA 7 (11) 2
EBIT 1 (15) 2
SHARE OF
GROUP REVENUE
2%
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Segment results for
Hexagon
Purus
Hexagon Purus is a global leader in
key technologies needed for zero
emission mobility. The company is
listed on the Oslo Stock Exchange
(HPUR.OL), with Hexagon retaining
a 68.4 per cent ownership share.
Key developments in 2022
• Signed an exclusive distribution agreement
with Hino Trucks, where Hexagon Purus will
assemble battery electric heavy-duty trucks
for the U.S. market. The potential total value
over the course of this agreement could reach
approximately NOK 20 billion.
• Initiated groundwork on five new manufactur-
ing facilities in line with its global expansion
program to accommodate delivery on contract
pipeline.
• CIMC-HEXAGON, a joint-venture company
of CIMC Enric and Hexagon Purus, signed a
memorandum of understanding with Bravo
Transport Services to develop hydrogen
storage cylinder systems for hydrogen fuel-cell
double decker business in Hong Kong.
• Successfully completed a private placement in
February 2022 resulting in NOK 600 million in
gross proceeds.
• Selected by CaetanoBus as preferred supplier
of high-pressure hydrogen fuel systems for
fuel cell transit buses with an estimated con-
tract value of NOK 350 million.
• Received orders worth approximately NOK 670
million for infrastructure applications such as
hydrogen distribution systems and mobile
hydrogen refueling systems from various
customers.
• Entered into a commercial cooperation with
Lhyfe, a pioneer in the production of green and
renewable hydrogen for transportation and
industrial applications, for delivery of Type-4
hydrogen distribution systems.
• Acquired a 40% stake in Cryoshelter’s liq-
uified hydrogen business, representing an
early-stage strategic entry into the liquefied
hydrogen technology.
• Delivered its first contract within the Maritime
business.
Sales and market
Hydrogen and battery electric applications are
expected to play a key role in enabling the energy
transition to reach zero emission and energy
independence, and Hexagon Purus’ addressable
market is expected to grow by more than 10 times
to USD ~24 billion by 2030. Accelerated momen-
tum in FCEV (fuel cell electric vehicles) and BEV
(Battery Electric Vehicles) adoption, driven by
stricter emission targets and faster advances in
fuel cell vehicle technology, as well as infrastruc-
ture build-out are the main growth drivers.
In 2022, Hexagon Purus experienced significant
growth within the hydrogen- and battery-electric
mobility business. Demand for hydrogen distri-
bution systems was especially strong with signed
orders of more than NOK 500 million, resulting in
2023 capacity fully booked already during the fall
of 2022. Hexagon Purus also signed several long-
term agreements during 2022 which will support
continued growth to reach its revenue target of
NOK 4-5 billion in 2025.
Hexagon Purus is well positioned across the
hydrogen value chain with vehicle cylinders and
systems for cars, trucks, buses, ground storage,
transportation, marine, rail, aerospace, and drones
as well as within battery-electric vehicle integration.
The recent minority investment in Cryoshelter’s
liquefied hydrogen business adds a further dimen-
sion to the Company’s product offering.
Profit/ loss
Hexagon Purus’ revenue for the year 2022 almost
doubled to NOK 964 (508) million, including the
contribution from the Wystrach business acquired
in November 2022. Growth was achieved both
organically and non-organically. The Wystrach
business contributed positively with NOK 37
million in EBITDA for the year, versus total EBITDA
loss of NOK -406 (-272) million for the Hexagon
Purus Group. EBITDA loss widened as planned
due to higher personnel costs and other oper-
ational expenses attributed to the continued
ramp-up and expansion of the business.
The business will incur further operating losses
in the next couple of years before break-even
levels are expected in or around 2025. The Board
is pleased with the successful NOK 1 300 million
capital raise announced on 1 March 2023, which
provides financial support towards this target.
KEY FIGURES
NOK million 2022 2021 2020
Revenue 964 508 180
EBITDA (406) (272) (141)
EBIT (501) (325) (168)
SHARE OF
GROUP REVENUE
18%
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Financial
statements
Group
Profit/loss
Due to the consolidation of Hexagon Purus,
Hexagon Group recorded a net after loss after
tax in 2022 of NOK -426 (-328) million. Profit/loss
from associated companies amounted to NOK 48
million, largely due to an accounting gain of
NOK 63 million related to a fair-value reclassifi-
cation of the Group’s investment in Norwegian
Hydrogen AS, less share of losses in associates.
Net financial items were NOK -70 (-145) million
driven by net interest expenses of NOK -94 (-68)
million, positive foreign exchange fluctuation
effects of NOK 1 (26) million, unrealized gain/
loss on FX derivatives of NOK 27 (-52), and other
charges of NOK -4 (-51) million for the full year.
Other items in 2021 included exceptional financial
costs triggered by the redemption of the bond in
December 2021 being NOK 23 million on the call
premium and a non-cash NOK 24 million charge
from accelerated amortization of bond financing
costs.
Tax charges for the year were NOK 9 (26) million.
The tax charges do not include any credits for
carried-forward tax losses within Hexagon Purus
as conditions for deferred tax asset recognition
are, prudently, not yet deemed to be met.
Financial position
At year-end, the Group balance sheet amounted
to NOK 7 904 (6 165). The increase in total assets
year-over-year is to a large extent explained by
the significant currency translation effects due
to the depreciation in value of NOK versus USD,
two material lease agreements commencing
second half of 2022 and the private placement
in Hexagon Purus in February 2022. In addition,
there has been an increased level of working
capital due to growth and pandemic-related
impacts to global supply chains also heavily
inflated by the currency effects. The Group’s
equity ratio decreased from 53% to 44% due
to the above factors as well as the negative net
profit contribution from Hexagon Purus in the
period.
Property, plant, and equipment were NOK 1 336
(1 011) million and intangible assets were
NOK 2 571 (2 385) million. As of year-end, right of
use assets were NOK 473 (282) million. Inventory
was NOK 1 546 (1 147) million.
Outstanding receivables were NOK 865 (880)
million. Long-term and short-term interest-bear-
ing debt was NOK 1 482 (1 166) million and
NOK 235 (14) million respectively, while long- and
short-term lease liabilities were NOK 481 (230)
million and 71 (62) million respectively. Equity was
NOK 3 469 (3 484) million, including non-con-
trolling interests of NOK 477 (378) million.
Cash flow
Total cash increased by NOK 113 million in 2022
and amounted to NOK 713 (600) million at the
end of the year. Net cash flow from operating
activities was NOK 99 (-345), resulting from a
positive underlying cash from operations in the
Hexagon excl. Purus businesses of approximately
NOK 424 (112) offset by significant negative
operating cash flows, due to significant operating
losses and ramp-up, in the Hexagon Purus busi-
ness of approximately NOK -325 (-457) million.
Net cash flow from investment activities was NOK
-517 (-475) and was to a large extent driven by
investments in fixed assets and intangible assets,
as well as an investment of a minority stake in
the Cryoshelter business. In December 2022,
Hexagon Agility executed a sale-and leaseback
transaction of its facilities in Salisbury, North
Carolina, realizing NOK 161 million in proceeds
from the sale.
Net cash flow from financing activities was
NOK 520 (238) million, largely related to increased
interest-bearing debt in the Hexagon excl. Purus
businesses. Hexagon Purus ASA and some of its
subsidiaries also raised equity capital during 2022,
of which minority shareholders of the Hexagon
Group contributed NOK 189 (0) million in the
year. Interest payments on interest-bearing debt
increased from NOK 50 million in 2021 to NOK 90
million in 2022 due to increased interest rates
throughout 2022, as well as higher interest-bearing
debt levels following Hexagon’s NOK 440 million
pro-rata participation in the private placement
of Hexagon Purus. Total repayments on lease
liabilities, interest included, amounted to NOK 83
(71) million, resulting from several new lease agree-
ments entered into in the second half of 2022.
Long-term borrowing and liquidity
During the year, Hexagon Composites ASA
increased its bank loan facilities with DNB and
Danske Bank from NOK 1 700 to NOK 2 025.
At the end of the year, available liquidity for
Hexagon excl. Purus amounted to NOK 677 (715)
million consisting of NOK 332 (147) million in cash
and NOK 345 (568) million in unused credit and
overdraft facilities. In addition, Hexagon Purus
had available liquidity of NOK 397 (468) consist-
ing of unused credit facility of NOK 15 (15) million
and NOK 382 (453) million in cash. Together with
the recent capital raise of NOK 1 300 million in
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Hexagon Purus after the balance sheet date,
the Group expects that cash and available credit
facilities in the Hexagon Purus and Hexagon
excluding Purus business will be sufficient to
cover planned capital expenditures, operational
requirements, and financing activities in 2023.
At the end of the year, the company remains in
compliance with its financial covenants by com-
fortable margins.
The Parent Company
Hexagon’s headquarters are in Aalesund,
Norway. At the end of 2022, Hexagon Composites
ASA’s corporate administration consisted of 15
(13) employees, responsible for general adminis-
tration, finance, strategy, business development,
IT, operations, investor relations and communi-
cations. In 2022, the Parent Company Hexagon
Composites ASA incurred an operating profit of
NOK -10 (-9) million and a profit of NOK 126 (14)
million, which is largely explained by unrealized
foreign exchange gains on loans to subsidiaries
denominated in USD and EUR. The Board of
Hexagon Composites ASA proposes that the
profit for the year is allocated as follows:
MNOK
Allocated to dividends -
Transferred to other equity 126
Total allocations 126
Share capital and dividends
Hexagon Composites ASA is listed on the
Oslo Stock Exchange under the ticker “HEX”.
At the end of 2022, Hexagon’s share capital
was NOK 20 161 971.20 divided on 201 619 712
shares, each with a nominal value of NOK 0.10.
On 31 December 2022 the Group held 650 418
(847 292) of its own shares. The Company’s
market value at year-end was NOK 5.5 (6.6)
billion. For further investor information, refer to
the Investor section on the website.
For the year 2021, Hexagon did not pay a divi-
dend. Given Hexagon’s growth opportunities and
in consideration of the net group loss generated
for the year, the Board does not propose a divi-
dend for 2022.
Risk management
Hexagon works systematically to identify and
manage risks. Risk management is executed by
Group management and management in sub-
sidiary companies. The Board’s audit committee
reviews the overall risk management policy and
procedures and the Group’s internal control rou-
tines. The committee functions as a preparatory
and advisory committee for the Group’s Board
and provides support for exercising its respon-
sibilities relating to risk management, financial
reporting, financial information, and auditing.
Financial risk
The Group has a centralized finance function
with overall responsibility for accounting, cash
management, capital management, financing
arrangements and management of the Group’s
financial risk factors. In addition, the business
areas have financial controllers that perform
similar tasks on the subsidiary level. The most
significant financial risks for the Group include
interest rate risk, liquidity risk, currency risk and
credit risk. The Group currently uses financial
instruments to hedge risks associated with
foreign currency fluctuations, interest rate risk
and credit risk. Please see note 25 to the consoli-
dated financial statements for further information
related to financial risk factors and mitigating
actions. Unexpected events and potential fluc-
tuations in cash generation from operations
could result in the Group being unable to meet
its financial obligations. To mitigate this risk, the
Group targets a sufficient liquidity position and
adequate level of credit facilities. At the end of
the year, the Group had unused credit overdraft
facilities totaling NOK 361 (583) million. See also
note 16 and 20 for more information. The Group
is exposed to credit risk related to counterparty
default on contractual agreements and trade,
and other current receivables. The Group has
policies and procedures to ensure that sales
are made to customers with appropriate credit
profiles within defined limits. Actual losses on
outstanding receivables in 2022 were NOK 1 (4)
million. Trade receivables at the end of the year
amounted to NOK 865 (880) million. The Group
is exposed to changes in currency rates which
can impact the competitive position and have a
significant effect on reported results. The most
important foreign currencies to the Group are
US dollars and Euro. According to the Group’s
finance policy certain forward exchange con-
tracts have been entered into to reduce this risk.
Certain of the Group’s interest-bearing liabilities
have variable interest rates, which expose the
Group to volatility in future interest payment
amounts. The aim of the Group’s interest rate
management is to reduce interest expense while
keeping this volatility within acceptable limits.
See note 20 for information relating to interest
rate hedging agreements maintained by the
Group.
Operational risk
Business risk relates to the risk of loss and
reduced profitability due to changes in the
Group’s competitive position. Factors which can
impact the competitive position include new
players in the industry, pressure on market prices
and future demand and supply factors, including
the price of natural gas and the relative price of
gas compared with diesel. Shortages in key raw
materials can impact the whole industry that
the Company operates in especially in relation
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
to high-grade carbon fiber and automotive
batteries and electronic components. Adverse
developments in the regulatory environment
of alternative fuels and general geopolitical
developments are also risks. Depending on
developments, these factors can have a negative
impact on results and financial positions.
Operational and technological risk
Hexagon currently has a strong position in
its markets. The company uses its expertise
to develop and commercialize new products,
processes and technologies. The company has
protected its products, technologies and pro-
duction processes with patents were deemed
appropriate. However, the company is exposed
to competing technologies and processes that
could have a negative effect on competitive
positions and, in turn profitability and financial
position. Hexagon’s Type 4 composite pressure
vessel technology is industry leading, however,
typically competes with existing Type 1 and Type
3 technologies. Hexagon operates in markets
with strict standards for quality and delivery.
Deviations from these standards could result in
significant additional costs, lost sales revenues
and damage to the company’s reputation. In
order to mitigate these risks, the company has
procedures and controls in place to identify and
prevent deviations.
Raw materials risk
The Group is exposed to developments in the
price of its raw material and, in particular, the
cost of carbon fiber. The price of carbon fiber is
primarily linked to the prevailing market balance
where supply is dependent on a limited number
of manufacturers. To mitigate this risk the Group
has a procurement policy which requires periodic
fixed price agreements with its most important
suppliers. The policy requires a minimum of two
suppliers for the purchases of principal materials.
Market risk
The aftermath of the pandemic has caused
increased market risk, especially related to
unpredictable supply chains and inflation levels
worldwide as well as the risk of a global recession.
In 2022, the effect of inflation and supply chain
disruptions had a significant negative impact for
Hexagon. Hexagon’s management are closely
monitoring the macroeconomic development,
recessionary trends and inflation rates in all areas
where Hexagon operates and will implement
necessary countermeasures if and when such
measures become necessary.
Corporate governance
Hexagon Composites ASA’s principles for
corporate governance are subject to annual
review and discussions by the board of directors.
The Company follow the Norwegian Code of
Practice for Corporate Governance, last updated
14 October 2021 by the Norwegian Corporate
Governance Board (NUES). The Board of direc-
tors have appointed two sub-committees: The
audit committee, governed by the Norwegian
Public Limited Liability Companies Act and
separate instruction adopted by the Board of
Directors, and the remuneration committee
governed by a separate instruction adopted by
the Board. The Board’s corporate governance
report is available the Company’s website under
the Investor section.
The Board of directors and management per-
sonnel of Hexagon Composites ASA is covered
by the Company’s Directors & Officers liability
insurance. The insurance covers personal legal
liabilities including defence and legal costs of the
directors and officers of the parent company and
all controlled subsidiaries globally. In addition,
cover is also extended to personnel that serve
at the request or direction of the Company
who may be sitting on the boards of jointly or
non-controlled entities.
Sustainability
Hexagon strives to conduct its business in an
economically, socially, and environmentally
responsible manner. The description of corporate
social responsibility (CSR) has been provided in
accordance with the provision in section 3-3 (c)
of the Norwegian Accounting Act and the Global
Reporting Initiative (GRI) Standards framework,
Core Option. Hexagon has also received limited
assurance from EY Norway on the Sustainability
report for 2022.
The Sustainability Report describes the Group’s
principles, practices and performance in areas
defined as material to the Company, based on
updated materiality assessments and regular
stakeholder dialogue. For 2022, Hexagon’s mate-
rial topics include: Our contribution through our
solutions, Minimizing our operational environ-
mental footprint, Product Safety and Compliance,
Governance and Responsible employer. The
Sustainability Report for 2022 is included as a
separate report in this annual report.
Transparency Act
On 1 July 2022, the Norwegian Transparency
Act entered into force and requires Hexagon to
carry out due diligence assessments related to
fundamental human rights and decent working
conditions in its own businesses and supply
chains. The Board is pleased that no human
rights concerns were raised in the assessments
made during 2022. For further details, please
refer to the Transparancy Act Statement on
the Hexagon website under the Sustainability
section.
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Reporting of EU Taxonomy
related information
The EU Taxonomy was approved by the
Norwegian Government in December 2021, and
entered into force in Norway on 1 January 2023.
Norwegian companies are not required to report
on the taxonomy in its annual reports for 2022.
During the year, Hexagon continued its efforts
to interpret and prepare for the EU Taxonomy by
performing technical screening criteria of all of its
economic activities for substantial contribution,
as well as assessing the do no significant harm
(DNSH) criteria and the minimum safeguards
criteria of the same. Although the EU Taxonomy
reporting is not mandatory until 2023, Hexagon
has decided to include taxonomy related infor-
mation and disclose quantitative measures on
eligible revenues on a voluntary basis for 2022.
Please refer to the separate section on the EU
taxonomy in this annual report for further details
and descriptions.
Organization and equal opportunities
Hexagon is committed to workplace diversity,
ensuring equal opportunities for all and fos-
tering a culture of inclusion. The core values
– integrity and drive – support this mission and
ensure accountability. Preferential treatment
or discrimination in working conditions due to
gender, religion or ethnic background are strictly
prohibited at Hexagon. The Company is proud of
the uniqueness of its workforce, employing indi-
viduals of more than 35 different nationalities.
The continued success of Hexagon depends on
the ability to attract, recruit, retain and develop
a diverse and highly skilled group of employees.
At the end of the year, Hexagon had 1 698 (1 513)
full-time employees in its workforce, whereof the
share of women was 18% (18%).
In an increasingly global economy, a diverse
talent base is important to remain competitive
and in 2021, strategic work to improve the gender
balance was initiated. The Company’s longer-
term targets are for women to make up 25% of
the workforce in 2025 and 30% by 2030. To further
promote a culture of inclusion, Hexagon devel-
oped and rolled out its Diversity and Inclusion
policy in 2021. Further details about organization,
diversity and inclusion can be found in the
Sustainability report.
Health & Safety
Hexagon continuously works towards an overall
goal of zero injuries and zero impact on people
and the environment. To achieve this, the
Company maintains ambitious health and safety
standards to prevent hazards and incidents for
all employees and for other parties working on
behalf of the Group and has established training
and operational requirements that ensure a safe
and healthy work environment. In 2022, COVID-19
had a limited impact on the way of working,
and the businesses and operations were largely
unaffected.
Overall responsibility for health and safety resides
with the senior management and Boards of
their respective business segments in Hexagon.
The Company is committed to maintaining
a comprehensive, effective, and consistent
Environment, Health and Safety management
system across all business and production areas.
Sickness absence levels in Norway and Germany
were 5.1 (5.6%) and 4.8 (6.2%) per cent in 2022. No
occupational disease cases were recorded in the
Group. In North America, sickness absence was
not recorded as employees are allocated generic
paid time off (PTO) of 15 days – which includes
but is not limited to sickness absence. In 2022,
work-related injuries (WRI) increased to 56 (40).
The main driver for the increase in incidents was
the consolidation of Wystrach’s operations in
2022. The company is not satisfied with the results
and has launched various mitigating measures
and initiatives to further strengthen the health
and safety culture. More info can be found in the
Sustainability report.
Environment
Climate change is among the most impor-
tant megatrends affecting business across all
sectors today. The urgent need for a transition
to a resource-efficient, low-carbon economy
increases demand for Hexagon, as a solutions
provider in this space.
The most critical factors in Hexagon’s own green-
house gas (GHG) emissions are the production
processes which, throughout the value chain,
can be reduced to further strengthen Hexagon’s
business model. In 2021, the Company became a
signatory to the Science-Based Target initiative
and committed to reach net-zero as soon as pos-
sible before 2050. The Company has started the
process to develop shorter-term, science-based
GHG emissions targets, including both direct
and indirect emissions.
Climate change also represents some level
of physical risk to Hexagon in terms of severe
climate events that could damage business facil-
ities or disrupt supply chains. The general level of
risk and potential impact from physical climate
change for Hexagon is, however, considered
relatively low – the Group does not have facilities
on low-lying shorelines or floodplains or has a
history of forest fires around its facilities. More
information on climate and environmental risks
and how these are managed can be found in the
Sustainability report.
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Research & development
In order to maintain a leading position within
its markets, the Group invests in technological
and process development. Several research &
development (R&D) projects are carried out in
cooperation with major customers. The Group
expensed R&D costs amounting to NOK 149
(105) million in 2022 and capitalized technology
development of NOK 62 (43) million in 2022. The
Group has received government contributions of
NOK 8 (12) million towards research and develop-
ment activities for 2022.
Subsequent events
There have been no other significant events after
the balance sheet date that have not already
been disclosed in this report.
Outlook
Hexagon is focused on delivering near-zero-
and zero emission energy storage solutions,
supported by world-class manufacturing and
digitalization, enabling customers to reach their
net-zero ambitions. Together with clients and
partners, the Company is finding new ways to
make alternative energy solutions available and
affordable.
According to the International Energy Agency
(IEA), energy security is the biggest driver of
renewables growth. REPower EU aims to reduce
dependence on Russian fossil fuels. It targets
EUR 210 billion in investments between now
and 2027 including EUR 37 billion for biome-
thane production, EUR 27 billion for hydrogen
infrastructure and EUR 10 billion to import suf-
ficient LNG and pipeline gas. The U.S. Inflation
Reduction Act, the biggest climate investment in
US history totaling USD 370 billion, aims to bring
down costs of renewable energy, boost energy
supply, and substantially reduce greenhouse
gas emissions. These programs are comple-
mented by the Green Deal Industrial Plan and
the U.S. National Blueprint for Transportation
Decarbonization, specific initiatives to speed up
the deployment of clean energy.
Supply chain disruptions and cost inflation
caused challenging operating conditions in 2022.
Toward year-end, supply bottlenecks eased
somewhat, however several procurement catego-
ries remain challenging. Overall, input prices are
expected to stabilize in 2023. The company con-
tinues to closely monitor and manage the supply
chain. Several initiatives have been established to
mitigate margin pressure and Hexagon expects
to gradually improve margins during 2023.
The demand across most segments continues
to be healthy. Ongoing developments in reg-
ulations and changes in industry dynamics are
expected to support significant long-term clean
energy technology opportunities. Hexagon’s
diversified portfolio and extensive industrial track
record, provide a resilient platform for the future.
Hexagon Agility
For Hexagon Agility, demand is expected to be
somewhat lower year-over-year in the Clean
Solutions business (Heavy and medium duty
vehicles) in 2023 in anticipation of Cummins’
launch of its new 15-liter natural gas engine in
2024, which will increase the addressable market
threefold for US Natural Gas driven long-haul
trucks. The high demand for the Mobile Pipeline
CNG/RNG business is expected to continue.
With its latest new orders, Mobile Pipeline’s
capacity for 2023 is fully booked. Contracts are
dominated by the RNG segment, where low
carbon and renewable environmental targets are
driving demand for agricultural RNG. Agricultural
sources have the lowest carbon intensity and
are therefore the most valuable at combating
climate changes but are most often found in
rural areas lacking pipeline infrastructure. The
transit bus segment in North America is expected
to remain stable whilst the European bus and
light duty vehicle segments, impacted by supply
chain challenges and the European energy
crisis, are expected to be on the softer side. The
refuse truck business is seeing continued strong
demand. Hexagon Agility is expected to improve
margins in 2023.
Hexagon Ragasco
Hexagon Ragasco is experiencing healthy
demand. The demand for LPG products is
increasing with introductory orders from new
customers in new markets and market pilots for
the new Linktra® smart cylinder are in process for
2023.
Hexagon Digital Wave
Hexagon Digital Wave sees an increased demand
for the cylinder testing and monitoring technol-
ogy, which is expected to have a positive impact
on revenues longer term. At the same time, the
company is in a growth and investment phase,
as Hexagon takes lead in digitalizing its industry
with real-life health monitoring of cylinders.
Hexagon Purus
Hexagon Purus’ revenue growth in the near-term
continues to be mainly driven by infrastructure
applications such as hydrogen distribution
and mobile hydrogen refueling solutions as
evidenced by recent revenue trends and order
intake in 2022. The transformational acquisition of
Wystrach in 2021 has further vertically integrated
the company to serve the rapidly growing market
for hydrogen infrastructure and added a recur-
ring and profitable base book of business.
Hexagon Purus has recently entered into an
exclusive distribution agreement with Hino
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Trucks to supply complete battery electric
heavy-duty trucks through 2030. The potential
total sales value of this contract could reach
approximately USD 2 billion. This expanded
agreement replaces the previously announced
cooperation between Hexagon Purus and Hino
to supply battery systems for multiple Hino truck
platforms. Hexagon Purus continues to execute
on the scale up required to support heavy-duty
truck customers including Hino and Nikola, while
simultaneously engaging in commercial discus-
sions with existing customers and potentially new
customers.
Sales cycles in the automotive space can be
long and highly engineering intensive. As such,
while revenue contribution from heavy-duty
vehicle applications has been relatively low in
recent quarters, development work and project
activity remain high. It is expected that revenue
contribution from this segment will grow in the
coming years as battery and fuel cell electric
vehicle platforms transition to commercial start of
production.
For the full-year 2023, Hexagon Purus expects
revenue to grow by at least 50% year-over-year
based on strong backlog and order trends.
Relative EBITDA margin is expected to signifi-
cantly improve year-over-year, but EBITDA will
continue to be impacted by ramp-up of the
organization and production facilities. Negative
EBITDA for the full year 2023 is expected to widen
by approximately 10% compared to full-year 2022.
The situation in Ukraine and Russia
Hexagon condemns the Russian warfare
unfolding in Ukraine. Although the Group does
not have operations or employees in Ukraine,
and is therefore not directly affected, the war
has caused several indirect consequences for
the Group, particularly inflated and fluctuating
energy prices in Europe. This has impacted costs
of operations, especially in Norway and Germany.
In addition, the war has brought increased insta-
bility in global supply chains, but as Hexagon
does not purchase any key input factors from
Ukraine, nor Russia, this effect has been more
of an indirect nature. Hexagon has a sales/dis-
tribution entity for its LPG products in Russia. To
ensure compliance with international sanctions,
Hexagon Ragasco stopped all product shipments
to Russia in March 2022. The Russian sales entity
represented 0.3% of the Group’s revenues in
2022 while net assets in Russia represent an
immaterial proportion of the Group’s balance
sheet. There are thus no material financial risks
related to the Group’s net assets in Russia.
Going concern
In accordance with the accounting act § 3-3a
we confirm that the conditions for continued
operations are present and that the annual
report have been prepared based on the going
concern assumption. This assumption is based
on budgets and profit forecasts for 2023 as well
as the Group’s long-term strategic forecasts. The
Group’s financial position is deemed strong with
sufficient liquidity and a robust equity ratio..
Aalesund, 29 March 2023
The Board of directors of Hexagon Composites ASA
Knut Flakk
Chair
Kristine Landmark
Deputy chair
Katsunori Mori
Board member
Liv Astri Hovem
Board member
Liv Dingsør
Board member
Sam Gabbita
Board member
Jon Erik Engeset
Group President & CEO
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Statement from the Board of directors and Group president
We confirm to the best of our knowledge that:
• the financial statements for the Group and Parent Company for 2022 have been prepared in accordance with applicable accounting standards, and that the
information provided in the financial statements gives a true and fair view of the Group’s and Parent Company’s assets, liabilities, financial position, and
financial performance as a whole, and
• the Board of director’s Report gives a true and fair overview of the Group’s and Parent Company’s development, profit, and financial position, together with
a description of the principal risks and uncertainties that they face.
Aalesund, 29 March 2023
The Board of directors of Hexagon Composites ASA
Knut Flakk
Chair
Kristine Landmark
Deputy Chair
Katsunori Mori
Board member
Liv Astri Hovem
Board member
Liv Dingsør
Board member
Sam Gabbita
Board member
Jon Erik Engeset
Group President & CEO
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Executive management
JON ERIK ENGESET DAVID BANDELE HANS PETER HAVDAL KAREN ROMER
Position
CEO & President Chief Financial Officer Chief Operating Officer SVP Communications
Experience Jon Erik Engeset has served as President & CEO
since 2013. He has extensive experience from
various senior managerial positions at Rolls Royce,
Norsk Hydro and as CEO of Saferoad Group.
David Bandele has served as CFO since 2014. Prior
to joining Hexagon, he held several senior posi-
tions in the field of finance and controlling within
the Aker Group of companies, GE Healthcare and
Amersham Plc.
Hans Peter has been a member of the Board of
Directors of Hexagon Composites since April 2020,
and joined Hexagon Composites as COO in March
2023. He has broad international experience from
the manufacturing and automotive industries,
including as CEO of Kongsberg Automotive ASA,
and as Division manager at Semcon International,
a global consulting company.
Karen Romer joined Hexagon in April 2020. She has
previously held roles at Hill + Knowlton Strategies,
Aker Solutions, Statoil Fuel & Retail/Couche-Tard and
Lindorff, overseeing global corporate communica-
tions, public relations, marketing and CSR.
Education Jon Erik holds an MSc and MBA from Norwegian
School of Economics.
David holds a Bachelor of Economics from the
University of Sheffield and is an ICAEW Chartered
Accountant (ACA).
Hans Peter holds a Master of Science in
Mechanical Engineering from the Norwegian
University of Science and Technology (NTNU).
Karen holds a Bachelor of Arts degree in English
Literature from Fordham University.
Number of shares 378 216
1
152 654 3 900 1 800
1
Includes shares owned by related parties
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Executive management cont.
GEORGE SIEDLECKI ASHLEY REMILLARD RICK RASHILLA EIRIK LØHRE
Position
SVP Strategy & M&A SVP Legal & Government Affairs SVP Sustainability VP Corporate Development
Experience George Siedlecki joined Hexagon in 2014 as Chief
Financial Officer Hexagon USA, and also served as
interim President for Hexagon Digital Wave until
May 2022. He has extensive management- and
finance leadership experience from various roles
within public accounting and publicly held compa-
nies, principally in the automotive industry.
Ashley Remillard joined Hexagon Agility in May
2019 as VP Legal & Government Affairs. Prior to
this, she practiced law at Nossaman LLP in both
transactional and litigation settings, specializing in
environmental law.
Rick Rashilla was appointed SVP Sustainability in
2022. Prior to his current role, Rick held several
key management positions in the Group, most
recently as SVP Research & Development, and
VP Hydrogen Automotive at Hexagon Purus’ in
Germany. He has more than 35 years’ experi-
ence in managerial and R&D positions related
to filament wound pressure vessels and other
composites technology from General Dynamics,
Brunswick Defence and Lincoln Composites.
Eirik Løhre joined Hexagon in May 2021 with 7 years
of previous experience from corporate finance at SEB
and Nordea.
Education George holds an MBA from the University of Notre
Dame.
Ashley holds a Juris Doctor from the University of
Southern California School of Law and a Bachelor
of Arts in Communications from the University of
Southern California.
Rick holds a Bachelor of Science in Industrial
Management from the University of Cincinnati.
Eirik holds a Bachelor of Science in Finance from
the Norwegian School of Business (BI).
Number of shares 91 735 - 37 225 14 000
1
Includes shares owned by related parties
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Board of directors
KNUT FLAKK KRISTINE LANDMARK KATSUNORI MORI
Board position Chair Deputy chair Board member
Experience Knut Flakk is the founder of Hexagon Composites and CEO of
Flakk Gruppen. He has extensive experience from establishing,
developing and operating industrial companies both in Norway and
internationally. Flakk has been the CEO of the Flakk Group since
1996 and holds a MSc from BI Norwegian Business School and an
MBA from London Business School.
Kristine Landmark has extensive experience from various manage-
ment positions within the banking and furniture industries. She is
a professional Board member and holds several board positions
within several industries and associations. Landmark holds an MSc
from the Norwegian School of Economics.
Katsunori Mori is currently President & CEO of Mitsui & Co. Plastics
Ltd. Mori has over the last years held various management positions
in Mitsui & Co. within the fields of plastics, advanced composite
materials and renewable energy related materials. He has previously
been a member of the Board of Advanced Composites Products
and Sunwize Technologies. Mori holds a bachelor’s degrees in
Aeronautical Engineering from Kyoto University.
Board member since 2000 2011 2016
Member of Nomination committee Audit committee (Chair), Remuneration committee Remuneration committee
Independence Second largest shareholder in Hexagon Independent board member Represents Mitsui & Co., Hexagon’s largest shareholder
Current board positions Chair of Kva-Spil Ltd, Flakk Invest AS, Flakk Management AS,
Basecamp Hotel Hellesylt AS, Flakk Composites AS
Chair of L K Hjelle Møbelfabrikk AS andNils Sperre AS
Board member of: Endur ASA, Flokk Holding AS, Hagen AS, Devold
of Norway AS, Mostein Eiendom Holding AS, Entec Group AS
Board meeting-
attendence in 2022
100% 100% 90%
Number of shares 27 834 969
1
10 000
1
45 833 321
2
1
Includes shares owned by related parties
2
Shares owned by Mitsui & Co., represented in the board by Katsunori Mori
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Board of Directors cont.
LIV ASTRI HOVEM SAM GABBITA LIV DINGSØR
Board position Board member Board member Board member
Experience Liv Astri Hoem is currently CEO of DNV’s Accelerator, a business area
dedicated to building businesses and technologies that shape the
future of assurance. Hovem has extensive experience in leading suc-
cessful international businesses across multiple industries, including
in the maritime and energy sectors. She has previously served as
board member of several R&D-related institutions and holds a
master’s degree in Naval Architecture and Offshore Engineering
from UC Berkeley, and a master’s degree in Civil Engineering from
the Norwegian Technical University.
Sam Gabbita is the co-founder of Qell, a California based invest-
ment platform focused on mobility and transportation. He has held
a variety of positions across financial and managerial functions
within the financial services industry and has broad experience
from managing sustainability focused investments. Gabbita holds
a Bachelor of Economics from University of California, and an MBA
from The Wharton School at the University of Pennsylvania.
Liv Dingsør is the CEO of Digital Norway. She has broad executive
experience within business development and development of dig-
italization strategies across industries. Dingsør has also more than
a decade of experience in strategic and operational M&A, finance,
sales, organizational development, and value chain optimization,
serving as CEO of several companies led through digital transfor-
mation journeys. She holds an MSc in Economics and Business
Administration from the Norwegian School of Economics (NHH).
Board member since 2020 2022 2022
Member of Audit Committee Remuneration committee (Chair) -
Independence Independent board member Independent board member Independent board member
Current board positions DNV Imatis AS (Chair) - Inventas AS (Chair)
Board meeting-
attendence in 2022
100% 100% 86%
Number of shares - - -
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
EU Taxonomy
Sustainable finance is critical for the transition into a low carbon economy and a
more just society. The EU taxonomy established a classification system with criteria
for which economic activities can be considered sustainable. It is considered an
important tool to channel capital into sustainable economic activities.
Background and objectives
As part of the European Green Deal, the
European Union (EU) has placed the topics of
climate protection, the environment and sustain-
ability at the heart of its political agenda in order
to achieve climate neutrality by the year 2050. To
this end, the EU Action Plan on financing sustain-
able growth was developed that aims to reorient
capital flows towards sustainable investment, to
mainstream sustainability in risk management
and to foster transparency and long-termism in
financial and economic activity. The Action Plan
comprises ten measures and centers around
the EU taxonomy (Regulation (EU) 2020/852 and
associated delegated acts).
The EU taxonomy is a classification system for
sustainable economic activities. An economic
activity is considered taxonomy-eligible if it is
listed in Article 8 of the EU Taxonomy Regulation
and can potentially contribute to realizing at least
one of the following six environmental objectives:
• Climate change mitigation
• Climate change adaptation
• Sustainable use and protection of water and
marine resources
• Transition to a circular economy
• Pollution prevention and control
• Protection and restoration of biodiversity and
ecosystems
As per year end 2022, it is only the first two envi-
ronmental objectives (climate change mitigation
and climate change adaptation) which are final-
ized and published, and thus subject to eligibility
assessments.
An activity is only considered environmentally
sustainable, i.e., taxonomy-aligned, if it meets all
three of the following conditions:
• The activity makes a substantial contribution
to one of the environmental objectives by
meeting the screening criteria defined for this
economic activity, e.g., level of CO
2
emissions
for the climate change mitigation environmen-
tal objective.
• The activity meets the Do-No-Significant-
Harm (DNSH) criteria defined for this
economic activity. These are designed to
prevent significant harm to one or more of the
other environmental objectives, e.g., from the
production process or by the product.
• The activity is carried out in compliance with
the minimum safeguards, which apply to all
economic activities and relate primarily to
human rights and social and labor standards.
Voluntary reporting in 2022
The EU taxonomy regulation entered into force in
Norway on 1 January 2023, and Norwegian com-
panies are not required by law to report on the
taxonomy in its 2022 annual reports. Hexagon has
decided to include taxonomy related information
and disclose quantitative measures on eligible
revenues on a voluntary basis for 2022, as can be
found in the following sections.
Economic activities in the Hexagon Group
As a world-leading composite cylinder technol-
ogy developer and manufacturer, and with our
purpose of “Driving Energy Transformation”,
we enable the safe delivery of clean energy in
gaseous form to homes and industries, and
we decarbonize transportation. The majority of
Hexagon’s activities are related to the production
of composite cylinders. To date we have delivered
more than 600 000 high pressure composite
cylinders, more than 70 000 fuel systems and
more than 20+ million LPG cylinders.
In 2021, Hexagon made a focused effort to
interpret the EU Taxonomy criteria and apply it
to its operations – identifying and assessing the
eligibility of each of its activities. In this process,
we found that Hexagon contributes to the first
environmental objective, “Climate change miti-
gation”. We also found that the cylinder testing
and monitoring services and products offered by
Hexagon Digital Wave will become eligible under
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
the “Transition to a circular economy” objec-
tive, which is yet to be finalized and published.
Hexagon Digital Wave’s products and services are
thus currently reported as non-eligible.
In 2022, Hexagon continued its efforts on
interpreting the EU Taxonomy and performed a
technical screening criterion of all our products
and services within Hexagon Agility, Hexagon
Ragasco and Hexagon Purus. These products are
summarized in the following table and shows
each product/service’s link to the Taxonomy-
eligible economic activities. Taxonomy-eligible
economic activity means an economic activity
that is described in the delegated acts supple-
menting the Regulation, irrespective of whether
that economic activity meets any or all of the
technical screening criteria laid down in those
delegated acts.
The assessment found that Hexagon’s products
and services are well-positioned to meet the cri-
teria for substantial contribution. 8 of 11 product
and service lines assessed met the “Substantial
Contribution” criteria for climate change mitiga-
tion. The remaining three products are expected
to meet the criteria when further assessments
and documentations are carried out in 2023.
To be fully aligned with the EU Taxonomy
framework, and in addition to the “Substantial
Contribution” criteria, Hexagon also needs to
qualify on the basis of i) “Do no Significant Harm”
(DNSH) to other sustainability objectives and ii)
“Minimum safeguards”.
During 2022, Hexagon assessed the DNSH criteria
and the Minimum safeguards criteria for all prod-
ucts and services listed above. The assessment
demonstrated that the DNSH is a key area to
focus efforts on, to ensure taxonomy alignment.
Business area Taxonomy-eligible economic activity # Description of product / service
Hexagon
Agility
3.3 Manufacture of low carbon technologies for transport 1 Fuel system for commercial vehicles
3.6 Manufacture of other low carbon technologies 2 Mobile Pipeline (distribution business)
3 Type 4 composite cylinders for commercial vehicles and the automotive industry
Hexagon
Ragasco
3.6 Manufacture of other low carbon technologies 4 Composite cylinders for cooking & heating
5 Composite cylinders for leisure
Hexagon
Purus
3.2 Manufacture of equipment for the production and use
of hydrogen
6 Type 4 composite hydrogen cylinders
7 Hydrogen distribution system
8 Fuel cell electric vehicle system
9 Hydrogen fuel storage system
3.4 Manufacture of batteries 10 Battery electric vehicle system
3.6 Manufacture of other low carbon technologies 11 Industrial gas bundles and stationary gas storage systems
6.15 Infrastructure enabling low-carbon road transport
and public transport
9 Hydrogen fuel storage system
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Eligible revenues
The below table sets forth the overview of eligible revenues per segment and for the Group for 2022.
Revenues
(external)
Revenues
(internal)
Total
revenues
Segment / Group Economic activities NOK million %
1
NOK million NOK million
Hexagon
Agility
Total 3 217 100% 261 3 478
A) Eligible activities 3 170 99%
3.3 Manufacture of low carbon technologies for transport 2 291
3.6. Manufacture of other low carbon technologies 880
B) Non-eligible activities 46 1%
C) Revenues from other group companies 261
Hexagon
Ragasco
Total 701 100% 5 706
A) Eligible activities 700 100%
3.6. Manufacture of other low carbon technologies 700
B) Non-eligible activities 1 -
C) Revenues from other group companies 5
Hexagon
Digital Wave
Total 91 100% 25 116
A) Eligible activities 0 0%
B) Non-eligible activities 91 100%
C) Revenues from other group companies 25
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Revenues
(external)
Revenues
(internal)
Total
revenues
Segment / Group Economic activities NOK million %
1
NOK million NOK million
Hexagon
Purus
Total 920 100% 44 964
A) Eligible activities 888 96%
3.2. Manufacture of equipment for the production and use of hydrogen 569
3.4. Manufacture of batteries 59
3.6. Manufacture of other low carbon technologies 198
6.15 Infrastructure enabling low-carbon road transport and public transport 62
B) Non-eligible activities 33 4%
C) Revenues from other group companies 44
Hexagon
Group
Total 4 932 - 4 932
A) Eligible activities 4 758 96%
3.2. Manufacture of equipment for the production and use of hydrogen 569
3.3 Manufacture of low carbon technologies for transport 2 291
3.4. Manufacture of batteries 59
3.6. Manufacture of other low carbon technologies 1 778
6.15 Infrastructure enabling low-carbon road transport and public transport 62
B) Non-eligible activities 174 4%
1
All percentages relate to the external revenues for the business areas and the Group’s total revenues
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
The definition of turnover in the EU Taxonomy
corresponds to the revenues as reported in the
IFRS consolidated financial statements, which
amounted to NOK 4 932 million for the fiscal year
2022. Of this total, NOK 4 758 million, or 96% of
group revenues, was attributed to taxonomy-eli-
gible activities. For segment reporting purposes,
Hexagon has derived the eligible revenues on
the basis of external revenues (see note 4 in the
notes to the consolidated financial statements).
Taxonomy alignment in 2023
and the work ahead
Hexagon supports the EU’s work on sustainable
finance and other sustainable initiatives. Having a
common and consistent standard of climate-re-
lated disclosure provides a common language
for measuring sustainability performance and
focuses corporates on investing and delivering
returns from these activities. We view the EU
taxonomy as providing valuable information for
our internal risk management, financial planning,
and strategy processes.
In the course of 2023, the Company will calculate
the proportion of aligned activities, by total
turnover, capital expenditure and operating
expenditure and report in line with the EU taxon-
omy requirements. The Company will continue
its work to ensure that as many as possible of the
DNSH criteria are met for all economic activities.
For the “Climate change adaptation objective”,
the Company will perform and document physi-
cal climate risk assessments with the target of all
the manufacturing sites to meet this DNSH crite-
ria and continue to build a management system
that ensures governance of physical climate risk.
For the “Sustainable use and protection of water
and marine resources objective”, the Company
will perform and document an Environmental
degradation risks assessment.
For the “Transition to a circular economy objec-
tive”, the Company will develop clear governing
documents and checklists that encourage the
development of a circular business model and
products.
For the “Pollution prevention and control
objective”, the Company will ensure that all
manufacturing sites comply with the REACH
Regulation (which is implemented in the EU and
EEA) or comparable regulations at manufacturing
sites outside the EU.
For the “Protection and restoration of biodiversity
and ecosystems objective”, the Company will
work to ensure that the Environmental impact
assessments (EIA) performed at all manufactur-
ing sites are completed. For manufacturing sites
and assets located in the EU, having an EIA is
required for a permit/license to operate, and the
Company is confident this objective will be met in
the EU as well as outside EU.
As all of Hexagon’s current economic activities
have the potential to be taxonomy aligned,
Hexagon regards the potential for close to full
alignment with the EU Taxonomy over time, as
high. However, as the EU Taxonomy require-
ments are challenging, we can expect that not all
DNSH criteria may be fulfilled within 2023.
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Sustainability
report
About this report
45
ESG governance
46
Sustainability in Hexagon
48
Our contribution through our solutions
52
Minimizing our operational environmental footprint
56
Product safety and compliance
63
Responsible employer
66
Governance
74
Accountant’s assurance report
78
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
About this report
This Sustainability report provides
a performance update on Hexagon’s
2022 development, targets and
measures within Environmental, Social
and Governance (ESG).
This report has been prepared in accordance
with the GRI 2021 Universal standards. Our over-
view of disclosures according to GRI, including
references to sections where GRI indicators are
reported upon can be found on
www.hexagongroup.com. Due to changes in
United Nations Global Compact reporting policy,
the statement from our CEO and our responses
to Un Global Compacts questionnaire will be
made public on the UN Global Compact website
by 30 June 2023.
When we reference Hexagon in this report, unless
otherwise stated, we are referencing our portfolio
of businesses; Hexagon Agility, Hexagon Ragasco,
Hexagon Digital Wave and Hexagon Purus.
The Norwegian Code of Practice
for Corporate Governance
The Company shall comply with the Code of
Practice established by the Norwegian Corporate
Governance Board (NUES). The latest version of
the Code of Practice is available at www.nues.no.
Further information on corporate governance
can be found in the Board of Director’s corporate
governance report on our website.
Report boundaries
The report boundaries are, in general, drawn around companies under the operational control of Hexagon
Composites ASA.
68%100%
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SUSTAINABILITY | ABOUT THIS REPORTSUSTAINABILITY | ABOUT THIS REPORT
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
ESG governance
Committed to our purpose of driving energy transformation – enabling a positive impact on society, people, and the
planet is the reason we come to work every day. In 2022, significant progress establishing and driving our ESG initiatives
was made by Hexagon’s ESG project team. To make further progress across all areas in the company and make ESG
an integral part of our organization and strategic priorities, we have decided to further increase our ESG efforts and
resources, moving ESG from a project set up in 2022 to an ESG organization in 2023.
Hexagon’s SVP Sustainability leads our sustain-
ability (“Environment”) strategy, conceptualizing
and developing the vision and strategy to drive
the company’s CO
2
reduction efforts, as well as
the roadmaps for implementing and executing
these initiatives.
Hexagon’s Director of Hexagon University and
ESG “Social” Officer, leads our social criteria
strategy, setting targets and goals to drive the
company’s relationships with employees, suppli-
ers, customers, and the communities where we
operate.
Hexagon’s SVP Legal and Government Affairs
and ESG “Governance” Officer, ensures that we
as a company comply with outside regulatory and
legal requirements as well as internal policies and
bylaws, working with management and staff to
identify and manage regulatory risk.
These are all highly cross functional leadership
roles that partner with the business areas to
improve Hexagon’s ESG profile and drive inno-
vative solutions that support our material topics.
ENVIRONMENT
SVP Sustainability
SOCIAL
Director, Hexagon University
GOVERNANCE
SVP Legal & Government Affairs
ESG REPORTING AND RATINGS
VP IR & ESG
HEXAGON’S ESG ORGANIZATION 2023
BOARD OF DIRECTORS
CEO & EXECUTIVE MANAGEMENT
DEDICATED BA RESOURCES AND CROSS FUNCTIONAL TEAMS
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SUSTAINABILITY | ESG GOVERNANCESUSTAINABILITY | ESG GOVERNANCE
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Each business area in the Hexagon Group has ded-
icated resources and cross functional teams which
support the development of the relevant strategies
and implement them in operations.
All three E, S, and G leaders coordinate with our
ESG reporting efforts, led by our VP Investor
Relations & ESG, to secure the necessary transpar-
ency and support improvements in our external
ESG reporting.
The key responsibilities of the ESG organization are:
• Evaluate and advise on Hexagon’s ESG strategy,
policy and performance
• Evaluate and monitor annual ESG targets and
results
• Discuss and evaluate key ESG strategic decisions
and directions
• Discuss and evaluate current and future ESG
trends relevant to the Group
• Evaluate the Group’s evolving approach to ESG
risk assessment and transparency
Hexagon’s ESG organization is backed by senior
executives and the CEO. The highest decision-
making responsibility for sustainability is with the
company’s board of directors and is included in
the board’s annual strategy process.
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SUSTAINABILITY | ESG GOVERNANCESUSTAINABILITY | ESG GOVERNANCE
Hexagon Composites ASA Annual report 2022
Sustainability in Hexagon
Since its establishment in 2000
1
, Hexagon
has been contributing to create a better future
for people and the planet by enabling the
transition to clean energy solutions within
transportation, infrastructure and leisure.
Sustainability for Hexagon, means generating
positive social and environmental impact and
business value through our products and
solutions, while at the same time ensuring that
sustainability considerations are embedded
throughout our operations and ways of
working.
Employees
2
1 723
Hexagon Group’s solutions have avoided
1 350 690
metric tons of CO
2
equivalent
emissions
3
Diversity
19%
women
OUR CONTRIBUTIONOUR PEOPLE
Avoided 4x
more GHG emissions
than generated in our
operations
Committed to
reach net-zero by
2050
GO BACK
1
Referring to the establishment of Hexagon Composites ASA
2
Head count
3
The Alternative Fuel Life-Cycle Environmental and Economic Transportation (AFLEET)
tool from the Greenhouse gases, Regulated Emissions, and Energy use in Technologies
(GREET®) model has been used for estimating emission reductions.
For more information see appendix report methodologies and assumptions
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SUSTAINABILITY | SUSTAINABILITY IN HEXAGON
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Material topics
As a provider of clean energy solutions to people and industries around the
world, Hexagon plays a key role in the transition towards a more sustainable,
decarbonized global society.
Through regular engagement with our stakeholders, we have evaluated our actual and potential
positive and negative impacts on people, planet and society. The input from stakeholders haven been
prioritized and taken into our strategy and risk planning.
This has historically been reviewed on an annual basis. As the world is in constant change, these
reviews will be conducted on a quarterly basis moving forward. For 2022, we have defined nine
material topics with corresponding performance indicators and ambitions. Hexagon’s material topics
were first defined in 2019, and reconfirmed in 2021. Our 2022 material topics are mainly in line with
our 2021 reporting. For 2022, Energy and the EU Taxonomy are taken out as material topics. Energy
falls naturally into our focus on GHG emissions, and we are preparing to report according to the
Norwegian reporting requirements on the EU Taxonomy for the reporting year 2023.
A broader review of our material topics will be conducted in 2023.
OUR PRIORITIES 2022 MATERIAL TOPICS
Our contribution through
our solutions
• Clean energy solutions
Minimizing our operational
environmental footprint
• Greenhouse gas emissions
• Material waste and circularity
Product Safety and compliance
• Continuous product safety improvements
Responsible employer
• Occupational health and safety
• Diversity and inclusion
• Workforce development
Governance
• Business ethics and anti-corruption
• Responsible procurement
Appendix: Overview of material topics
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SUSTAINABILITY | SUSTAINABILITY IN HEXAGONSUSTAINABILITY | SUSTAINABILITY IN HEXAGON
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Impacts in our value chain
Hexagon’s material topics are an integrated part of our business. The table illustrates the potential impact of our material topics in Hexagon’s value chain.
We manage and evaluate these impacts as part of our operational and strategic planning.
Low
Medium
High
Supply
chain Operations Application
Contribution through
our solutions
Our solutions
Product safety
Minimizing our
operational footprint
Greenhouse gas emissions
Material waste and circularity
Responsible employer
Occupational health and safety
Diversity and Inclusion
Workforce development
Governance
Business ethics and anti-
corruption
Responsible procurement
Note: Distribution of products from factory door to customers is only relevant for Hexagon Ragasco, which
represents approx. 15% of Hexagon’s revenues. It is therefore not included as part of our value chain.
OUR VALUE CHAIN
Supply chain
Selection and engagement with sup-
pliers on our key raw materials; carbon
fiber, glass fiber, ingredients, in addition
to other components and services. Our
key raw materials are predominantly
produced in US, China, Japan, South
Korea and Europe.
Operations
All stages of our manufacturing
processes and operational activities.
Application
Our products and solutions installed in
operation on heavy-duty trucks, as gas
distribution modules or for cooking,
heating and leisure activities.
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SUSTAINABILITY | SUSTAINABILITY IN HEXAGONSUSTAINABILITY | SUSTAINABILITY IN HEXAGON
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Stakeholder engagement
Key topics How we engage/arena for dialogue Direct/indirect impact on Hexagon
Employees and potential employees
• Workforce development
• Occupational health and safety
• Diversity and inclusion
• Local community relations
• Emails
• Townhalls
• Strategy updates
• Departmental meetings
• Employee engagement surveys
• Workplace and intranet
• Trainings
Hexagon’s employees are
essential for the company to
achieve its goals and ambitions
regarding sustainability. Hexagon
has a direct impact on employees
through our its policies and
agreements, and can indirectly
affect employee engagement
through active dialogue and
day-to-day interaction.
Customers
• Low carbon technology
solutions for our customers
• Climate action
• Responsible procurement
• Product lifetime
• Governance
• Human rights in our
supply chain
• Emails and meetings
• Site visits and audits
• Conferences and
industry events
• Websites
• Reports and presentations
• Press releases
• Customer satisfaction
surveys/scorecards
Hexagon’s customers directly
impact the company through
their purchasing behavior.
Enabling our customers to
meet their sustainability
targets is part of what drives
Hexagon’s business forward.
Key topics How we engage/arena for dialogue Direct/indirect impact on Hexagon
Owners, analysts, investors and financial community
• EU taxonomy
• External ESG Ratings
• Responsible procurement
• Anti-corruption and integrity
• Corporate Governance
and compliance
• Financial presentations &
stock exchange releases
• Annual General Meeting
• Meetings and roadshows
• Sustainability and annual report
• Website
Investors and owners have a
direct impact on the company
through its control functions.
Partners and suppliers
• Responsible procurement
• Human rights in our
supply chain
• Anti-corruption and integrity
• Email
• Supplier questionnaires
• Social media
• Website
• Meetings and industry events
• Press releases
• Supplier visits/audits
Hexagon’s suppliers are
economically affected by the
company and their responsibility is
id indirectly affected by Hexagon’s
focus on responsible business
practices and the expectations
placed on them by the company.
National/international regulators, NGOs and governments
• Responsible procurement
• Anti-corruption and integrity
• Human rights in our
supply chain
• Diversity and inclusion
• Local community relations
• Climate action
• Partnerships
• Conferences
• Community and industry events
• Public forums
• Committees and industry
advisory boards
Regulations and local
governments can directly
affect Hexagon’s business
operations and strategy through
regulations and legislations.
NGO’s can indirectly impact
Hexagon by influencing
regulations and frameworks.
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SUSTAINABILITY | SUSTAINABILITY IN HEXAGONSUSTAINABILITY | SUSTAINABILITY IN HEXAGON
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Our contribution
through our solutions
Materiality
The race to net-zero is accelerating. There is an urgent need to transition to a
resource-efficient, low-carbon economy. As a provider of clean energy solutions to
people and industries around the world, Hexagon plays a key role in the transition
towards a more sustainable, low-carbon global society. We work with global
OEMs, fleet owners and distributors to enable and accelerate the adoption of
alternative fuel solutions.
This is a material topic for Hexagon, because of
the positive impact we have by mitigating climate
change through enabling access to alternative
fuel solutions. From point of deployment, our
solutions immediately reduce CO
2
emissions,
positively impacting the environment and
people.
The introduction of significant climate investment
programs, such as REPower EU and The US
Inflation Reduction Act which are aimed at bring-
ing down costs of renewable energy, boosting
energy supply and substantially reducing green-
house gas emissions, in addition to a global
energy crisis where energy security is a key driver,
confirms the current momentum for alternative
fuel solutions.
Hexagon is fully committed to driving the energy
transition forward. Our growth ambitions are
supported by our broad portfolio of alternative
fuel solutions and our global presence in key
energy markets.
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SUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONSSUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONS
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Our approach
Hexagon continues to leverage the demand and
market opportunity in our core markets to enable
the transition to alternative fuel solutions. In
close cooperation with our customers and sup-
pliers, we have developed a range of solutions
that enable the transition from fossil fuels and to
alternative fuels within three market segments;
mobility, infrastructure and domestic.
Low and zero emissions mobility solutions
Transportation is considered a hard to abate
sector and the fastest growing source of emis-
sions worldwide, currently responsible for 17%
of annual greenhouse gas emissions. Hexagon
offers the full spectrum of alternative fuel
mobility solutions, including high-pressure
composite tanks and fuel systems for renewable
and compressed natural gas (RNG and CNG),
hydrogen and battery electric, with all solutions
ready for immediate deployment. We are working
with global leading OEMs and fleet owners such
as Scania, UPS, Volvo, Freightliner and Hino to
support and accelerate their adoption of low
and zero mobility solutions. Hexagon has a fuel
agnostic approach, which enables customers to
find and select the solution that matches their
criteria for range and efficiency, whilst at the
same time reducing emissions. Our priority is to
mitigate the climate impact and offer solutions
that reduce carbon emissions both in medi-
um-term and long-term. The infrastructure for
our RNG solutions are in place and growing. In
combination with current incentive programs in
the US, fleet owners are switching to RNG as a
fuel to reduce emissions and costs.
Gas infrastructure
Access to clean energy is essential to drive the
energy transition.We offer cost effective solutions,
and work with global leading industrial gas distribu-
tors such as Centaurus, Air Liquide and Linde.
The demand for renewable energy such as com-
pressed (renewable) natural gas and hydrogen, is
driven by lack of pipeline infrastructure combined
with growing energy demands and environmen-
tal targets, driving our infrastructure segment
forward.
In North America, our solutions have moved from
operating in traditional oil and gas sectors to
transporting and enabling access to renewable
natural gas (RNG). In 2022, almost 40% of our gas
distribution was related to RNG, which again con-
tributes to increased availability of RNG as a fuel.
Energy security in combination with developing
an alternative fuel infrastructure is high on the
agenda in Europe, and Hexagon’s hydrogen
distribution solutions are playing a key role in
numerous pilot projects in several European
countries.
We recognize that our solutions are essential to
further develop clean fuel supply chains. To lever-
age growth and enableaccess to clean energy,
expanding our capacity in this segment will be a
priority for Hexagon in the coming years.
Cleaner air and safer LPG for
everyone, everywhere
The use of liquid petroleum gas (LPG) for cooking
and heating produces practically no particulates.
Its CO
2
footprint is 20 per cent lower than that
of heating oil and 50 per cent lower than coal.
For homes and smaller industrial applications,
Hexagon’s low pressure composite LPG cylinders
are offered as a safer and lighter alternative to
steel cylinders for consumers. Hexagon’s cylin-
ders are 50% lighter than the equivalent steel
cylinder, and the composite LPG cylinder does
not explode if exposed to fire. The enhanced
features of Hexagon’s composite LPG cylinder
help our customers attract new LPG users.
A priority for Hexagon is to continue to educate
potential customers on the benefits of composite
LPG cylinders and make composite LPG cylinders
an equal alternative to steel.
DID YOU KNOW
Today, 64% of natural gas used in
transportation in the US, is renewa-
ble. RNG comes from organic waste
such as food, manure and landfill. It
can go beyond net-zero and achieve
a negative carbon-intensity rating.
When produced from manure, RNG
has a carbon-intensity score of -340.
Source: www.cleanenergyfuels.com
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SUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONSSUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONS
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Testing and extended lifetime
Accurate inspection and testing methods are
crucial to ensure safety and to avoid unnecessary
waste of well-functioning cylinders. High-
pressure cylinders must be recertified every fifth
year, and Hexagon’s proprietary modal acoustic
emission (MAE)technology is the most accurate
and reliable requalification method available,
and the only technology certified to extend the
lifetime of a cylinder from 15 years to 30 years. A
key priority for Hexagon is to leverage its existing
technology to drive the digitalization of the alter-
native fuel industry, enhancing both efficiency
and safety. Moving from in-situ MAE requalifica-
tion to miniaturized and embedded MAE sensors
into the cylinder structure to enable 24/7 moni-
toring. A connected cylinder system will improve
safety, reduce cost and extend lifetime of the
system, which again will drive a higher uptake of
RNG/hydrogen solutions in mobility sector.
Impacts on our GHG emissions
and end-of-life
Hexagon recognizes the fact that materials used
in our solutions are impacting our own green-
house gas emissions and we engage with our
suppliers to find ways of improving our footprint
without compromising the safety of our solutions.
We acknowledge that the emissions must be
reduced throughout the value chain to further
strengthen our business model. Learn more
about our process in Minimizing our operational
footprint.
Our solutions represent a sustainable alternative,
with immediate positive climate impact and a
proven lifetime of 20+ years. At the same time, we
acknowledge that currently there are no sustain-
able end-of life handling solutions for composite
cylinders, which means they must be disposed at
landfills or through energy recovery. Both low on
the waste hierarchy. Hexagon is however working
on improved recycling applications for “end of
life” for composite cylinders, see Product safety
and compliance.
In addition to our efforts in miniaturizing our
MAE technology, we are investing resources
in finding solutions to end-of-life, and believe
that with global efforts and partnerships, new
methods can be commercialized on a global
scale in the next decade.
Our solutions
represent a sustainable
alternative, with
immediate positive
climate impact and a
proven lifetime
of 20+ years.
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SUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONSSUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONS
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Results and achievements 2022
Infrastructure and mobility
Hexagon has experienced high-demand the past
year, with infrastructure and mobility projects for
RNG/CNG and hydrogen being the main drivers
for growth.
We measure our impact and progress on a
quarterly basis by calculating the greenhouse
gas emissions our solutions have avoided by
being put in operation. Our solutions are inter-
changeable with CNG and RNG. We are pleased
to see that in the US, where we deploy most of
our solutions, the adoption of RNG is increasing.
RNG has a carbon-negative impact in well-to-
wheel approach when produced from food, waste
or manure. Measuring the reduction of CO
2
reminds us of the impact our solutions have on
people and the planet.
We are pleased to see an increase in number
of emissions avoided in 2022, confirming the
growing demand and increased adoption of our
alternative fuel solutions.
Requalification services
The increased adoption of composite cylinders
for transporting and storing gas under pressure
drives the demand for our MAE requalification
services. Hexagon requalified twice as many
cylinders using MAE in 2022 than in 2021. We
are very satisfied with the positive development
of our requalification services, confirming the
growing importance in the industry to enhance
safety, whilst reducing potential unnecessary
waste to landfill.
Recertified solutions 2022 2021
Cylinders recertified
using MAE 4 000 2 000
Education on the road to zero emission
With decades of experience, our employees have
extensive knowledge of the role our solutions
play in decarbonizing society. To maximize
the potential impact of our solutions, we have
increased our work with NGO’s in order to
educate and influence both potential customers
and policy makers. In 2022, we held two webinars
in cooperation with NGVAmerica and European
Biogas Association addressing the challenges
and opportunities in the regulatory framework
and advising on the spectrum of solutions for
the transportation industry in Europe and North
America.
GREENHOUSE GAS EMISSIONS AVOIDED
Metric tons 2022 2021 2020
Mobility and infrastructure solutions 1 300 000 1 100 000 730 000
LPG cylinders 50 690 51 680 Not reported
Total emissions avoided 1 350 690 1 151 680 730 000
PERFORMANCE EVALUATION
AND LOOKING AHEAD
According to the International Energy
Agency, the global energy crisis has
accelerated the shift to renewables, and
capacity is set to double in the next five
years. Energy security is a key driver.
Hexagon is well positioned to deliver
on the growing demand with ongoing
expansion of our manufacturing and
aftermarket services. In close coopera-
tion with our customers we will continue
to leverage our existing technology,
expertise and capabilities to accelerate
the transition to alternative fuels. Our
focus on digitalizing the industry to
enhance user experience, safety and
longevity will remain a key priority.
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SUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONSSUSTAINABILITY | OUR CONTRIBUTION THROUGH OUR SOLUTIONS
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Minimizing our operational
environmental footprint
Hexagon deliver products and services that enable the transition
towards clean energy. To do so responsibly also means mitigating the
embodied climate impact of our own operations.
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SUSTAINABILITY | MINIMIZING OUR OPERATIONAL ENVIRONMENTAL FOOTPRINTSUSTAINABILITY | MINIMIZING OUR OPERATIONAL ENVIRONMENTAL FOOTPRINT
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Waste and circularity
Materiality
The world is seeing the results of years with poorly managed waste. We all have a role to play to minimize the pollution
and impact of waste and energy consumption. As an advocate and driver of the energy transition, it is essential for us to
understand how our own consumption affects the planet and to focus on what we can do to minimize our impact.
Our approach
Hexagon is committed to protecting the
environment by managing the business in
an environmentally sensitive and responsible
manner. Driving energy transformation is our
purpose, and it is a clear expectation from
our stakeholders that we will do our utmost to
minimize the impact of the waste related to our
manufacturing processes. Our processes are
supported by certified environmental manage-
ment systems and the majority of manufacturing
sites are certified to ISO 14001 Environmental
Management (see all ISO certifications at
www.hexagongroup.com). Emissions from the
various manufacturing sites are regulated by
national and/or local authorities.
Zero waste and zero impact
The group has set a common approach through
its Environmental, Health and Safety guidelines
where management is responsible for achieving
our long-term goal of zero waste to landfill in our
production and advancing a zero-impact energy
culture with efficient design, operational and
procurement choices to reduce energy consump-
tion and carbon emissions.
Employees at every level are expected to actively
participate in the success of environmental pro-
grams and report any environmental concerns
to management. Environmental awareness is
part of our culture, and we engage with our
employees through various initiatives to promote
environmental awareness and to ensure the can
participate and suggest improvements in our
operations and in our surroundings.
Hexagon generates waste both upstream and
downstream in its value chain, ending up as scrap
during production, distributions and testing, such
as carbon fiber, cardboard, paper, plastic, wood,
e-waste and metals, as well as regular household
types such as packaging and food waste. All pro-
duction sites are committed to conserving natural
resources and reducing our environmental foot-
print by applying the reduce, reuse and recycling
principles. Manufacturing sites have recycling
programs to ensure landfill diversion and are
in close dialogue withrenovators to ensure we
follow and comply environmental regulations
and make improvements where possible.
Hazardous waste
Some of the waste associated with our operations
is hazardous. Hexagon employs specialized con-
tractors who safely dispose of this waste. Waste
data is provided by third-party haulers, confirmed
through local environmental health and safety
team members, and validated. Environmental
compliance requirements are based on local
environmental laws and regulations.
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SUSTAINABILITY | MINIMIZING OUR OPERATIONAL ENVIRONMENTAL FOOTPRINTSUSTAINABILITY | MINIMIZING OUR OPERATIONAL ENVIRONMENTAL FOOTPRINT
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Results and achievements 2022
Several initiatives in 2022 resulted in increased
recycling and less waste to landfill.
• Hexagon Agility in Lincoln designed prototype
for cylinder returnable racks, which is both cost
efficient and environmentally friendly.
• Hexagon Agility’s operations in Fontana
achieved 100% zero waste to landfill.
• Continued to reduce packaging waste by
introducing returnable packaging for systems.
• Hexagon Ragasco has recycling projects on
recycling of (in-house) plastic casings. Working
on project related to replacing (part of) the
virgin HDPE in the spare parts with recycled
HDPE.
• Pallet return resulted in 49 tons of wood
diverted from landfill.
• No violations or non-compliances of local
environmental laws were identified in 2022.
WASTE KPI
Metric tons 2022 2021 2020
Hazardous waste 89 59 56
Non-hazardous waste 1 338
1
2 580 2 102
Cardboard Recycled 204 Not reported Not reported
Paper Recycled 4 Not reported Not reported
Plastic Recycled 366 Not reported Not reported
Wood Recycled 458 Not reported Not reported
Carbon Fiber Recycled 104 Not reported Not reported
Mixed Waste Recycled 321 Not reported Not reported
Electronic Waste Recycled 0.8 Not reported Not reported
Metal Recycled 471 Not reported Not reported
Solid Waste to Energy 449 Not reported Not reported
Solid Waste to Recycle 996 Not reported Not reported
Solid Waste to Landfill 574 Not reported Not reported
Total amount of waste generated 5 374.8 3 787 2 636
Total amount of waste recycled 2 924.8 Not reported Not reported
1
Not comparable to 2021 and 2020 numbers due to change in reporting
PERFORMANCE EVALUATION
AND LOOKING AHEAD
We have made good progress in reducing and
recycling waste and material where applicable.
We see good progress in the areas where we
can divert waste to landfill and minimize our
operational footprint. However, it is evident
that as the organization and production activity
continue to grow, we need to further systemize
our tracking and target setting for waste reduc-
tion to see areas of improvement and continue
to reduce our impact on the environment.
Targets 2023
• Hexagon Digital Wave to reduce amount of
water wasted during testing both on-site and
at customer facilities.
• Hexagon Ragasco to reduce spill of
microplastics and establish closed loop for
sludge water.
• Conduct an assessment and review of the
value chain of our recycling and waste pro-
cesses and establish waste targets per facility.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Our greenhouse gas emissions
Materiality
Climate action and the transition
to net-zero is high on the global
agenda. As a provider of solutions
that enables industries to switch
to low-carbon and zero emission
solutions, Hexagon recognizes the
importance of reducing our own
carbon footprint to accelerate the
transition to net zero.
A substantial portion of our carbon emissions are
generated from the raw materials our production
consumes. Hexagon’s climate opportunities lie
to a large extent in the development of our prod-
ucts, both in manufacturing and in the disposal
of our cylinders at end-of-life.
It is therefore of high strategic importance to
reduce our indirect carbon usage and to further
develop our cylinders to minimize the impact
they have at end-of-life.
Our approach
Hexagon has reported its scope 1 and 2 emissions
since 2019. For Hexagon, a large portion of
our carbon emissions are generated in scope 3
activities. In 2021, we substantially expanded our
scope 3 emissions reporting to ensure we capture
the most significant indirect sources of GHG
emissions in our value chain. In January 2022, we
signed the Science-Based Targets initiative and
are committed to reaching net-zero as soon as
possible before 2050. We are currently working
on setting shorter-term reduction goals for 2030
in line with the 1.5
o
C Paris Agreement target and
having them validated by the in January 2024.
For Hexagon, 96% of our carbon emissions are
generated in scope 3 activities. More specifically,
through key raw materials and other purchased
goods and services, with carbon fiber being the
main driver.
We have increased our engagement with our key
suppliers, both via procurement departments
and on management levels to further understand
their climate ambitions and the future impact
and emission reduction potential in carbon fiber.
We are in continuous dialogue with suppliers
across our value chain to understand their environ-
mental approach. Supplier ESG scorecards have
been developed to gather information and in 2023,
we will do a detailed a mapping that will influence
our decisions and plan to reach net-zero.
In addition, the competence and expertise of our
employees are essential as we assess alternative
raw materials and processes. Hexagon’s R&D
teams are dedicated to testing alternative carbon
fiber and resin material that is considered more
environmentally friendly. This is an area where we
need to balance the environmental impact with
product safety before concluding on next steps.
Energy consumption
Hexagon is currently tracking energy con-
sumption at all facilities and is in the process of
certifying sites according to ISO 50001. To get a
full understanding of our potential to reduce our
emissions, we are improving our data collection
process, and performing full technical energy
reviews at selected sites. We recognize the need
to increase our renewable energy use and are
considering creating own renewable energy
programs to speed up this process.
In 2023, we are opening several new facilities, where
energy consumption has been a priority during the
design and planning of the new facilities.
Life cycle and end-of-life
The total lifecycle and end-of life of our cylin-
ders are of key importance to our customers.
Reducing our own carbon footprint will positively
affect our products. However, due to today’s
limited recycling options for composite materi-
als, we recognize that the main challenge is at
the product’s end-of-life. Hexagon is currently
running several R&D projects aimed at finding
new ways to recycle composite materials and
will keep our customers up to date on relevant
findings.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Results and achievements 2022
Restatement of numbers
In 2023, we did a recalculation and rematching
of financial expenses reported from 2020-2022.
This resulted in reduction of previous reported
numbers and we are therefore restating our
total carbon footprint from 2020-2021. Our 2022
reporting includes Wystrach GmbH which was
acquired in November 2021.
Total carbon footprint
Total greenhouse gas emissions from our
activities in 2022 represented an 45% increase
in metric tons equivalents. From 220 439 metric
tons in 2022 to 320 669 metric tons. This includes
scope 1 emissions and location-based scope 2
emissions, and scope 3 emissions.
The increase is driven by higher production activ-
ity as an effect of increased demand across all
business areas, especially in our North American
operations. Our scope 3, indirect emissions
represent 96% of our total emissions, whereof
carbon fiber represents 49% an upstream
purchase of goods and services represents 39%.
The remaining relates to other key raw materials
such as resin, extrusions, steel and aluminum.
Life-cycle and end-of-life projects
in Hexagon Ragasco
• received Environmental Product Declaration
on complete (cradle to grave) lifecycle of the
cylinder.
• started using a lighter boss in their cylinders.
in March 2022, reducing the weight and
ultimately the distribution footprint.
• switched to local suppliers of glass fiber,
reducing carbon footprint per LPG cylinder
with 0.72kg CO
2
or 1.05%.
• established the EcoHub project – a project
related to mechanical recycling of our
composite cylinders.
Emissions scope
1
– greenhouse gas emissions (tons of CO
2
equivalent) 2022 2021 2020
Scope 1 (direct emissions) 3 573 3 527 3 227
Scope 2 (indirect emissions from electricity use-location based) 8 694 7 969 7 507
Scope 2 (market-based)
2
12 031 12 431 11 823
Scope 3 308 402 208 943 184 548
Total
3
320 669 220 439 195 032
Energy consumption Unit 2022 2021 2020
Non-renewable fuel consumption GJ 62 530 61 855 56 846
Electricity consumption GJ 101 327 95 282 90 879
Heating consumption GJ 5 637 1 470
4
954
4
1
Restatement of numbers. New numbers due to new calculation method
2
Restatement of numbers due to new calculation method in 2022
3
Scope 2 market-based not included in total
4
Inconsistent reporting
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Scope 3 emissions
Estimated GHG Emissions
(metric tons of CO
2
equivalent)
Description Calculation Methodology 2022 2021
Key raw materials
Our most used raw materials hold a significant share of our
reported GHG emissions, providing ample opportunities to
improve in line with our ambitions/goals/targets.
Our sourcing specialists analyzed all
raw material transactions across our
operational business areas, the top four
raw material categories were found
to contribute more than all other raw
materials entering our group
combined.
Sum of key
raw materials:
186 497
Sum of key
raw materials:
113 669
Carbon fiber
Carbon fiber emission factors from EuCIA.
Emissions from key raw materials are
estimated by multiplying transaction
(mass) data from our ERP system with
industry average life-cycle emission
factors per unit mass of each key raw
material. This corresponds with the
average-data method provided in the
GHG Protocol.
151 743 84 739
Ingredients & accelerators
Consists mainly of resin. A global, industry average life-cycle
inventory for epoxy resin was used to calculate the emission
factor for this category.
11 903 9 453
Fiberglass 10 258 7 378
Extrusions
Extrusions consists mainly of high-density polyethylene
(HDPE). A global, industry average life-cycle inventory for
HDPE was used to calculate the emission factor for this
category.
7 554 7 131
Aluminum 5 040 4 967
Steel 1 188 -
Purchased goods and services
This category includes all of our other purchases of goods
and services. This includes, but is not limited to, capital goods
and investments, upstream emissions from the production of
fuels, transportation, operational waste and business travel.
Embodied carbon from other
purchased goods and services is
estimated by multiplying our spend
data with emission factors per monetary
unit spent. This enables us to report
estimated emissions from all group-
wide economic activities.
117 600 90 489
Hexagon
Ragasco
Hexagon
Digital Wave
Hexagon
Agility
Global
functions
Hexagon
Purus
217 480
59 554
2 537
2 712
38 386
EMISSIONS BY BUSINESS AREA 2022
Tons of CO
2
equivalent
OUR TOTAL CARBON FOOTPRINT
2022
320 669 tCO
2
e
Key raw materials
Purchased goods & services
Energy
Direct emissions
Waste treatment
tCO2e 2022
tCO2e 2021
2021
220 439 tCO
2
e
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
PERFORMANCE EVALUATION
AND LOOKING AHEAD
Hexagon recorded all time high
revenues in 2022, due to increased
demand across all business areas.
In 2022, our revenues grew by 39%,
and as a result, we have had higher
production activity and a natural
increase in spend and purchase of
key raw materials. In addition, supply
chain disruptions made it necessary
to secure sufficient stock of key raw
materials, resulting in higher purchase
than an average year.
In sum, the increase of 45% in our
Scope 1-3 emissions, is a consequence
of higher activity. As our business is
expected to grow further the coming
year, developing our science-based
targets in alignment with the SBTi
criteria, and develop a emission
reduction plan in cooperation with our
carbon fiber suppliers will be our key
priorities in 2023.
Targets 2023
• Develop science-based targets
aligned with the SBTi criteria.
• Submit the target to the SBTi for
validation by early 2024.
• Pursue reduction or elimination
of raw materials, used in products
or processes, that result in a waste
stream or presence of material that
may harm the environment.
• Continue screening and identi-
fication of current raw material
replacements that reduce the
presence of hazardous materials in
Hexagon products.
• Hexagon Agility and Hexagon Purus
to develop life-cycle assessments for
their products.
• Hexagon Ragasco to reduce carbon
footprint per cylinder by approxi-
mately 10% from 2019 level.
• Set energy use reduction targets for
all business areas
– Hexagon Digital Wave to reduce
energy consumption by 5%
– Hexagon Ragasco to reduce
energy consumption by 2%
• Increase renewable energy use ISO
50001 compliance at all sites with
certification in 2024.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Product safety
and compliance
Materiality
The safety of Hexagon’s cylinders is essential to our license to operate,
and all cylinders are tested according to the appropriate internal,
local, national, industry and international requirements and associated
procedures before being shipped to the customer, built into fuel
systems, or installed on vehicles at our own facilities.
Hexagon’s cylinders are used to transport and
store various highly pressurized gases such as
hydrogen, RNG/CNG, LPG and helium. As a
pioneer in composite technology and a global
leader within composite manufacturing, quality
and operational excellence have always been at
the forefront of Hexagon’s work, and product
safety is an essential element to conducting
responsible business and to building and
maintaining trust in our products. Our high-pres-
sure composite cylinders weigh up to 50 per cent
less than steel cylinders, are corrosion-resistant
and not susceptible to material fatigue - which
is of crucial importance to the cylinders’ lifetime
and safety. The lower weight of our composite
cylinders means they are more efficient over their
lifetime as there is less maintenance and lower
fuel consumption for transportation.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Our approach
Hexagon has continuously leveraged its com-
posites expertise from more than six decades of
pressure containment experience to improve the
safety of all its cylinders and cylinder systems.
This depth of experience with composite pressure
cylinders has enabled us to develop best-in-class
fuel systems and gas transportation modules.
The fully integrated business model ensures that
process improvements and detailed knowledge
can be shared across the business units to
improve performance and safety.
Training and continuous improvements
Our people take pride in the safety of our prod-
ucts, and are trained to identify potential design,
engineering, manufacturing and quality risks,
and to immediately report such risks to supervi-
sors. Hexagon promotes transparency along with
safety, to ensure diligence in assessing risk and
all Hexagon employees are responsible for doing
their part to ensure product safety and quality.
Hexagon also offer multiple training courses
for customers and end users of our products.
Safety is a critical component of all training
courses being offered, as well as operation and
maintenance procedures, diagnostics and repair
procedures, and cylinder inspection.
Compliance with standards and regulations
Hexagon develops highly regulated products that
must demonstrate compliance with worldwide
regulations through actual test results, qualifica-
tion by similarity and analytical modeling. During
production as an example, every cylinder is tested
at a pressure higher than it will ever experience
in the field. To ensure best-in class products, we
consistently exceed the minimum standards, and
our cylinder design and development processes
include verification of customer and industry
requirements, followed by rigorous testing
sequences that subject the product to extreme
performance thresholds. Hexagon tests systems
well above and beyond the regulatory standards,
including vehicle crash testing, rollover testing,
and durability testing exceeding 1 million miles.
When validation testing is complete, the product
is certified for operation. For further details, see
our Product Safety Policy on our website.
The safety of our products is assured throughout
every stage of product development during
our design review process. We follow the
highest automotive processes and tools such
as Advanced Product Quality Planning (APQP)
and Design Failure Modes and Effects Analysis
(DFMEA). Every design or design enhancement
is subjected to rigorous peer review, allowing for
multiple iterations and multi-disciplinary input.
Regular product segment reviews and roundtable
safety sessions are conducted to evaluate poten-
tial field issues and every field issue is tracked
together with any associated corrective action.
In addition, all warranty claims are monitored to
gather further feedback on product performance.
We conduct forensic evaluations on select
populations of products that have completed
their useful life, to understand in-field aging
effects and residual performance capabilities.
This information is used to continuously improve
our products’ safety. For more than 40 years,
Hexagon has been integrally involved in the
development of safety codes and standards
within the commercial pressure cylinder industry,
both through leadership positions on the stand-
ards’ committees, as well as actively participating
in standards evaluations and reviews.
As new products are developed, we critically
assess how safety codes and standards should
be modified or revised to address any new risks.
Hexagon designs its products to drive more
rigorous and stringent standards, and thereby
promoting safety advancements across the
industry. Most of Hexagon’s businesses are
certified to ISO 9001, 50001 and 14001. For a full
overview please visit www.hexagongroup.com.
Hexagon designs
its products to drive
more rigorous and
stringent standards, and
thereby promoting safety
advancements across
the industry.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Results and achievements 2022
For 2022, our key focus areas were to go beyond
compliance, push for improvements to interna-
tional standards and relentlessly strive to improve
product safety; further product innovation
through digitalization; various waste stream ini-
tiatives to minimize materials that may harm the
environment and improved recycling applications
for “end-of-life” composite cylinders.
With decades of experience assisting localities
and countries with development of equitable,
safe and consistent rationale for applying
advanced technology to pressure containment,
Hexagon has during 2022 played an important
role in convening, participating, monitoring
and offering opinion on a significant number of
national or international standards relating to
Compressed Gas system components and oper-
ating guidelines.
Throughout 2022, Hexagon has furthered
product innovation through digitalization within
all business areas with smart cylinder program
automation in Hexagon Digital Wave, foundation
for compression-less mobile refueling units in
Hexagon Agility and SMART cylinders in Hexagon
Ragasco. The SMART cylinders are being piloted
in 2023, and will enable consumers to have full
control of the gas level of their cylinder, and LPG
distributors of their stocks and supply logistics.
For waste stream initiatives, all sites have done an
initial screening and identification of current raw
material replacements that reduce the presence
of hazardous materials in Hexagon’s products.
Within the business areas, there are several
initiatives being assessed or ongoing to reduce
or eliminate raw materials used in products or
processes that result in waste stream or presence
of material that may harm the environment.
Such initiatives include recycling of pallets and
packaging materials, returnable shipping racks,
reduction in painted parts, and reducing use of
single use containers by sourcing bulk containers
of product.
There is currently no sustainable end of life solu-
tion for composite cylinders. Hexagon is however
working on improved recycling applications for
“end-of-life” for composite cylinders, through
global pursuit and identification of recycling
alternatives for a variety of cylinder construc-
tions to address reuse or recovery of glass fibre,
carbon fibre, liner or laminate resin and metallic
components. Multiple sources and methods have
been identified for certain configurations and
early stage results provide high integrity sources.
This area requires substantial further work and
the inclusion of cost reduction initiatives and
potential design changes will also be considered
in the future.
PERFORMANCE EVALUATION
AND LOOKING AHEAD
Building on our six decades of composites
experience, Hexagon continues its focus on
safety and compliance for all products and is a
strong contributor to further development of
safety codes and standards, promoting safety
advancements across our industry. Our market
leading position comes with a responsibility
to contribute where we can to prevent any
product safety incidents and Hexagon is com-
mitted to this role through extensive support
of key Standards Development Organizations
and Regulations, Codes, and Standards (RCSs)
that they support.
Guided by the strategic objectives, group-
wide activities have been defined for 2023:
• Zero incidents related to product safety.
• Reduced number quality incidents/
improved quality score from customers.
• Improve waste streams related to product
development.
• Recycling applications for “end-of-life”
composite cylinders.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Occupational
health & safety
Materiality
Hexagon actively promotes a positive health and safety culture to
achieve our overall goal of zero injuries and zero impact on people
and the environment. Hexagon’s manufacturing involves complex
machinery and industrial processes, rapidly moving equipment, heat,
caustic chemicals, and pressurized gas which can cause potential
negative impact on people and society if not managed well.
Keeping our employees safe during our operations is vital, and we work
actively with our employees and suppliers to mitigate any potential
impact on our employees’ safety, health, and well-being.
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SUSTAINABILITY | RESPONSIBLE EMPLOYERSUSTAINABILITY | RESPONSIBLE EMPLOYER
Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Our approach
We maintain ambitious health and safety
standards to prevent hazards and incidents for
all our employees and for other parties working
on behalf of the Group. Everyone working
for Hexagon is required to follow our global
Environment, Health and Safety Policy, also
available on our website.
Overall responsibility for health and safety
resides with the senior management and Boards
of the respective business areas in Hexagon. They
are responsible for leading and developing a
zero injury health and safety culture, and relevant
departments, including EHS, HR and our oper-
ational teams, manage and monitor day-to-day
implementation.
Hexagon strives to ensure employees are prop-
erly trained and provided with appropriate safety
and emergency equipment. Local management
teams, work daily to ensure that all work activities
are done safely by taking action to eliminate
unsafe acts and conditions that endanger
employees’ health and safety. In addition, man-
agement is responsible for making health and
safety factors a priority in all operating decisions.
Employees in Hexagon are responsible for
reporting incidents, near incidents, safety
breaches and hazards, and each site follows local
environment, health and safety (EHS) standards
and regulations.
We have adopted tools and routines to sys-
tematically assess hazard recognition and
implementation of preventive measures. This is
conducted at each site by the local EHS respon-
sibles. Our people are encouraged to report any
irregularities, without fear of retribution, in a
no-blame culture. They also have access to our
global, third-party whistleblowing channel, which
complies with national and international standards.
In Hexagon, 100 per cent of employees are
covered by our occupational health and safety
management system. The occupational health and
safety management system is intended to enable
our organization to provide a safe and healthy
workplace, prevent work-related injury and ill
health, and continually improve our performance.
The well-being and health of our employees is
a priority for us, and we offer access to physical
and mental health services, in addition to internal
activities to promote physical activity.
Hexagon’s 2021 numbers showed a negative
trend, with increasing incidents at several of
our facilities. Therefore, were introduced the
importance of health and safety on all levels of
the organization in 2022, with an overall goal of
increasing employees’ competence in health
and safety behavior through safety engagement
activities and training.
Integration of Wystrach in health & safety
In November 2021, Wystrach GmbH was acquired
by Hexagon Purus. The integration of Hexagon’s
approach and management of health and safety
is currently ongoing and expected to be fully
implemented in 2023. Their performance is
included in our KPI for incidents in 2022.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Results and achievements
To mitigate the negative trend from 2021,
Hexagon acknowledged the need to strengthen
our health and safety approach and manage-
ment to avoid further potential negative impacts.
Initiatives completed in 2022
• Implemented hazard identification and correc-
tion systems at all manufacturing sites.
• Established Safety Leadership team of senior
leaders to prioritize resources to health and
safety at our North American operations.
• Safety training for leaders completed at our
facilities in North America
• Safety introduced as the first topic in daily
operations meetings. Focusing on near misses
and root cause analysis and action plans for all
incidents. Findings from significant incidents
are shared across sites for learning and possibly
reapplication of findings and improvements.
Training
Our North American sites have a higher turn-
over of employees than in Europe. Based on
2021 results it was clear that the fluctuations in
employees required a more active approach
and higher frequency of training to reach all
employees and maintain the awareness of health
and safety. Monthly safety training was therefore
introduced as a requirement for all employees,
both existing employes and new hires. The train-
ing mainly focuses on operational requirements,
hazard recognition and safety behavior.
Type of training
Product safety( external) 87 hours
EHS training 39.5 hours
First aid courses 237.5 hours
Safety training North America 600 participants
Work related injuries
Hexagon delivered 2.56 million working hours
with no fatalities in 2022. We had 37 recordable
work-related injuries and 56 (40) work-related
injuries The recordable injuries typical involved
cuts/laceration and strains. The main driver for
the increase in incidents was the consolidation
of Wystrach’s operations in 2022. Comparing
Hexagon’s numbers excluding Wystrach for 2022-
2021, the total number of work-related injuries s
was reduced by 40%.
Sick leave
Sickness absence levels in Norway and Germany
were 5.1 (5.6) per cent and 4.8 (6.2) per cent
respectively. No occupational disease cases were
recorded in the Group. In North America, sick-
ness absence was not recorded as employees are
allocated generic paid time off (PTO) of 15 days
– which includes but is not limited to sickness
absence.
KEY PERFORMANCE INDICATORS
Indicator Unit Targets 2023 2022 2021 2020
Fatalities Number 0 0 0 0
Recordable work-related injuries
1
Number 0 37 Not reported Not reported
Work-related injuries Number 0 56 40 17
Rate of recordable WRI Rate per 200 000 hours 2.9 Not reported Not reported
TRIF (Total recordable incident frequency)
2
Rate per 200 000 hours 0 2.88 3.21 1.99
LTIF (Lost time incident frequency)
3
Rate per 200 000 hours 0 1.59 1.04 0.69
Lost time incidents Number 0 20 13 7
Close calls
4
Number N/A 302 462 438
Working hours incl. full time, part time and agency people
5
Number N/A 2 569 285 2 491 537 1 710 224
Rates are calculated per 200 000 hours worked
1
Recordable Work-Related Injuries: A work related incident is recorded as an WRI if it results in one of the following; death, days away from work, restricted work or transfer to another job, medical treatment beyond first aid,
loss of consciousness, significant injury or illness diagnosed by a physician or other licensed health care professional
2
Total recordable incident frequency)
3
Total recordable incident frequency: is defined as the rate of work-related injuries per number of hours worked
4
Lost Time Incident Frequency : Is defined as the number of lost time injuries occurring per 200 000 hours worked
5
Close calls: an incident where no injury or ill health occurs, but has the potential to do so
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PERFORMANCE EVALUATION
AND LOOKING AHEAD
Management focus, toolbox talks, safety
walks, continuous training of employees and
daily reporting were initiatives launched in
2022, which resulted in increased awareness
and reduction of incidents.
Except for Wystrach, we see a reduction of
incidents across the sites, and good progress
has been made on all levels of the organi-
zation in terms of putting health and safety
on top of the agenda. However, the number
of incidents is unsatisfactory. The initiatives
launched will be embedded in our daily work
in 2023, and we will also implement reporting
of high-consequence WRI’s. Our integration
with Wystrach will continue, and we expect to
see increased engagement and reduction of
incidents in 2023.
Summing up, although we consider having
made satisfactory progress in 2022, we
acknowledge the need to further develop the
focus on health and safety, by developing
and expanding our initiatives as we strive for
our ultimate goal of zero injuries and zero
fatalities.
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Our people
Materiality
Our employees’ expertise, engagement and motivation are
key to drive the energy transition forward.
With more than 35+ nationalities in our team
and operations around the world, we consider
ourselves a global company. However, the race to
attract and retain talent is challenging given the
current trends and the nature of the manufac-
turing industry: production employees must be
on site to perform their job; the industry is due to
historic reason male dominated and availability
of female candidates is still low in most of the
markets where we operate.
Hexagon’s ability to create a diverse and inclusive
working environment, whilst driving personal
development are critical to maintain healthy
retention rates and attract new talents. This is
essential to us to deliver on our strategy in the
coming years.
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Our approach
Our six leadership principles, Grow, Inspire,
Transform, Achieve, Ascend and Align represent
the six sides of a hexagon, and describe our
leadership framework. Through developing these
behaviors, we strengthen our culture and equip
our leaders at all levels with the skills needed to
drive our mission for a clean energy future.
Diversity and inclusion
Hexagon has a group wide Diversity & Inclusion
policy, available on our website. Leaders within
Hexagon are held responsible for specific diver-
sity and inclusion activities and for achieving
measurable outcomes as part of their job per-
formance. This includes setting goals to foster
diverse representation among teams, including
but not limited to, our attraction and hiring
process, performance and rewards management,
learning and development programs and initia-
tives.
Every employee, manager and consultant of
Hexagon, its subsidiaries and affiliates are tasked
with promoting diversity and fostering a culture
of inclusion. Preferential treatment or discrimina-
tion in working conditions due to gender, religion
or ethnic background are strictly prohibited.
Workforce development
Through our internal learning and development
function “Hexagon University”, we build and
implement a range of programs for our employ-
ees. The aim is, over time, to bring added value
to the professional and personal development of
Hexagon’s talented people.
Developing leadership as a competence and a fun-
damental aspect of our company culture is critical
to delivering on our business strategy and reaching
our goals. Drive is Hexagon’s leadership accelera-
tor course, intended for all our leaders across the
Group. It is a comprehensive, two-day workshop
that engages our leaders in activities, discussions,
and hands-on practice in a variety of leadership
competencies, such as feedback, coaching, change
leadership, and team development.
In addition, we have conduct regular training of
our people on safety, quality, products and other
relevant topics within human capital development.
Hexagon has established a whistleblowing pro-
cedure, and this is followed up with respect to
investigating any discrimination allegations. For
more information, see Governance section.
Results and achievements
At the end of 2022, Hexagon had 1 698 (1503)
full-time and 25 (28) part-time employees in its
workforce, of whom approximately 49 per cent
were categorized as production employees.
The remaining 51% per cent were employed in
administrative roles such as sales, marketing,
R&D, procurement, HR and finance In addition
we have 74 contracted employees.
The increase in full-time employees driven by the
acquisition of Wystrach GmbH.
TOTAL NUMBER OF EMPLOYEES PER REGION AND GENDER
(
HEAD COUNT
)
2022
Target 2025
Female %Female Male Total Female %
Norway 45 153 198 22%
Germany 70 500 570 14%
USA 155 566 721 27%
Canada 45 165 210 21%
China 5 6 11 45%
Total group 325 1 391 1 723 19% 25%
GOVERNANCE BODY
Gender (% female) Age group (%) 2022
2022 2021 <30 30-50 >50
Executive Management 22% 14% - - 100%
Board of Directors 43% 40% - 29% 71%
Headquarters (Norway) 47% 46% 7% 40% 53%
Managers
1
24% 16%
2
4% 58% 38%
All employees 19% 19% 21% 56% 23%
1
Female managers at all levels in the group
2
Inconsistent reporting in 2021. Only included female mangers from M5 level and above
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Balance of employees
We have worked across our business areas to
focus on recruiting female candidates and pro-
moting women in our leadership programs, with
unconscious bias leadership training launched to
72 employees during the year.
See www.hexagongroup.com for further detailed
data on employees.
Great Place to Work results
In March 2022, the Hexagon Group was certified
“A Great Place to Work ®” (GPTW). In total, 766
out of 1500 employees at Hexagon Composites
completed the GPTW 2022 survey. This is a total
answer rate of 51% for the entire Hexagon Group.
The overall score for survey was 76%, meaning
Hexagon employees agree with a total of 76% of
all the statements from the survey, claiming that
Hexagon is a Great Place to Work.
A trend among the top scoring focus areas (Justice,
Personal Job, Hospitality, Pride) is inclusion and
pride - meaning the respondents value recognition
and the company of their peers at work.
The Company’s lowest scoring focus areas were
Impartiality, Equity and Collaboration.
Statement 2022 results 2020 results
Respondents feel they are treated fairly regardless of their sexual orientation 93% 88%
Respondents perceive that people are treated fairly regardless of their race 90% 86%
Respondents perceive that people are treated fairly regardless of their gender 89% 85%
Respondents perceive that people are treated fairly regardless of age 87% 82%
Respondents perceive that managers promote inclusive behavior 86%
Statement 2022 2020
Respondents perceive that management avoids favoritism, and actively promotes
the fair assessment of people for positions and work assignments
63% Not reported
Respondents feel there is a balanced treatment for all people in the distribution of
intangible/tangible rewards
60% Not reported
Respondents feel management engage employees in collective efforts 59% Not reported
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Company-wide employee workshops were
carried out to identify and implement actions
addressing the lowest scoring areas. These activ-
ities are reported on by the business areas on
a quarterly basis to the board of each business
area. Hexagon will conduct its next GPTW survey
in October 2023.
Training and personal development
Several trainings and development programs
have been conducted across the Group, to
further develop our skillsets and perspective,
whilst maintaining knowledge on our day-
to-day business. These various programs are
currently being tracked and documented locally,
and Hexagon expects to start implementing a
learning management system at main locations
in 2023 which will enable detailed reporting and
further measurement of training and develop-
ment activities. Also, individual training plans
for each employee are being developed at our
largest sites and will be implemented in 2023.
Number of employees participated 2022
Drive accelerator program 200
Clifton Strengths finder 150
Unconscious biased training 72
PERFORMANCE EVALUATION
AND LOOKING AHEAD
We see our initiatives in 2022 have given a pos-
itive impact based on the results in our GPTW
survey and feedback from employees. However,
we recognize the need to develop and systemize
our human capital development work and poli-
cies in order to achieve our targets.
Availability of female candidates with education
within Science, Technology, Engineering and
Mathematics (STEM) is increasing, but is still low
in most of the markets where we operate. This
is reflected in the uneven gender distribution
in the organization. The number of females in
Hexagon has been stable in our overall work-
force during 2022.This is partly due to the fact
that we in 2021, have increased our workforce by
nearly 400 employes, with the majority coming
from Wystrach GmbH, which has labor inten-
sive operations and thus, a male dominated
company. Our long term target is to have 25%
females in our workforce by 2025, we are pleased
to see the increase in female managers from 2021.
Using the Women’s Empowerment Principles
gap analysis we have identified our strengths
and our areas of improvement:
• Deepen our commitment to building a diverse
workforce by expanding our recruitment
pipelines and eliminating bias within our
talent processes.
• Create a culture that removes barriers, drives
engagement and provides opportunities for
employees to achieve their full potential.
• As a responsible employer, demonstrate our
commitment to a strong culture for all by
ensuring we have policies in place that reflect
our expectations on conduct, engagement,
and occupational health and safety.
• Create and deliver solutions to engage team
members, grow talent, build strong leadership
capabilities, and enhance technical job skills.
Guided by our strategic objectives, the fol-
lowing activities have been defined for 2023:
• Review and update current Diversity &
Inclusion policy.
• Pilot a global Women’s Leadership Group for
high potential female talent across the busi-
ness, establishing executive sponsorship for
the initiative.
• share learning and best practices across the
group and measure and assess success of
talent selection pilot. Support business area
orientation and onboarding efforts with
globally relevant material and resources.
emphasizing our vision, purpose, and values.
• Secure policies that reflect our expectations
on conduct, engagement and occupational
health and safety.
• Establish People Policy and distribution strat-
egy for the group, capturing our key social
objectives to ensure ongoing awareness and
consistency in language and expectations.
• Expand leadership education programs to
build competence and skills that drive strong
culture, people development, and positive
transformation within leaders and their teams.
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Governance
Materiality
Hexagon has a proud industrial history and a strong, value-based
culture that drives our business performance. Our core values, integrity
and drive, support our behavior and our beliefs. We hold ourselves
accountable for all our interactions with our customers, suppliers and
owners, our people and the communities in which we operate, and
we are committed to carrying out business fairly, honestly and openly
with no tolerance for corruption. Business ethics, anti-corruption and
responsible procurement are therefore material topics for Hexagon.
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Our approach
In 2022, we published our updated Code of
Conduct, which provides descriptions, guidance,
and insight into how to act in accordance with
our governing principles, including our vision,
purpose and values. Our reputation and success
depend on all our people acting with integrity
and in compliance with internal policies and
external laws and regulations. The Code of
Conduct is a tool to help navigate situations that
may arise while on the job and it sets clear guide-
lines and principles on behavior in key business
integrity areas such as human rights and labor
rights, anti-corruption and bribery, conflicts of
interest, and other relevant areas.
Hexagon also values its relationships with
business partners and other third parties, and
strives to ensure that such third parties adhere
to Hexagon’s anti-corruption rules and policies,
as well as applicable laws and regulations. We
expect from our partners that they comply
both with the law and with the principles in our
Supplier Code of Conduct.
Anti-corruption
Hexagon fosters an organizational culture based
on integrity and the highest ethical standards,
which is essential to maintaining our high product
quality and reputation as a trusted business
partner. The company is committed to carrying out
its business in accordance with the highest stand-
ards, with no tolerance for corruption. Hexagon
works proactively to design, implement, and
monitor procedures to prevent any form of cor-
ruption, and conducts corruption risk assessments
at regional and contract-specific levels.
Our Anti-Corruption Policy and Guidelines is
endorsed by the board of directors and supple-
ments Hexagon’s Code of Conduct. The policy is
available on our website.
Human rights
Respect for human rights is a fundamental value
for Hexagon, and the protection of human rights
across our operations and value chain is a busi-
ness priority. Hexagon respects all internationally
recognized human rights and our human rights
policy is aligned with the UN Guiding Principles,
the International Covenant on Economics, Social
and Cultural Rights, the International Covenant
on Civil and Political Rights and the International
Labor Organization’s core conventions to
prevent, address, and remedy human rights
abuses committed in business operations. Our
Policy on Human Rights and Working Conditions
is available on our website and confirms our
commitment to respecting human rights across
all our business enterprises wherever we operate.
In addition, Hexagon is committed to actively
conducting human rights due diligence in accord-
ance with the Norwegian Transparency Act and
OECD Guidelines for Multinational Enterprises.
We remain committed to continuous improve-
ment across our own operations and throughout
our value chain. Hexagon’s Transparency Act
statement is available on our website.
Responsible procurement
Hexagon’s business relationships are governed
by our Supplier Code of Conduct. This includes
specific provisions related to human rights and
working conditions, working hours and leave,
wages and benefits, non-discrimination, fair
treatment, and the absence of child and forced
labour. The Supplier Code of Conduct is explicitly
included in contractual terms and conditions with
our business partners. We reserve the right to
require suppliers to provide evidence of compli-
ance and should adverse human rights impacts
be identified, Hexagon maintains the ability to
immediately terminate the business relationship
and is committed to notifying relevant authorities
of the violation, as well as being involved with
necessary remediation processes.
Human rights due diligence
Hexagon is committed to actively conducting
human rights due diligence in accordance with
the Norwegian Transparency Act and OECD
Guidelines for Multinational Enterprises. Please
refer to Hexagon’s Transparency Act statement.
Based on our sector and geographic area of
operations, we have identified five areas that we
have been prioritizing, working hours and leave,
wages and benefits, freedom of association and
collective bargaining, supplier compliance, access
to grievance mechanism. In addition to work on
these areas, we have processes in place to identify
potential human rights risks with suppliers. Prior to
engaging with a new business partner, Hexagon
utilizes a supplier questionnaire and scorecard to
identify overall supplier risk and decides whether
additional due diligence needs to be undertaken.
We also periodically conduct impact assessments
to identify high-risk suppliers and high-risk geog-
raphies related to relevant raw materials in our
supply chain. Through this process, we evaluate,
identify and mitigate as necessary, any potential
human rights risks throughout the entire value
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chain. Currently, high-risk suppliers may trigger
additional inquiries and audits before we enter a
formal business relationship.
Reporting concerns - Whistleblowing
Hexagon strives to maintain a transparent
business climate, with a focus on business ethics
and fostering open discussion and resolution
of difficult or undesirable incidents. Hexagon’s
whistleblowing channel is available in four lan-
guages on our website and anyone may report
concerns, misconduct or suspected misconduct,
violation or potential violation of any applicable
law or Hexagon’s policies and/or procedures.
Employees are encouraged to contact their
line managers, local compliance officers and/
or human resources teams with any issue or
concern, without fear of any retaliatory behavior.
2022 was the first year with a common, inde-
pendent third-party whistleblowing service being
available to all employees and external parties to
report issues or concerns anonymously.
A total of nine incidents were reported during 2022.
Incident 2022
Potential corruption -
Discrimination/hostile work environ-
ment/favoritism 3
Health and safety 2
HR related issues (e.g., compensation;
attendance) 4
Each incident was investigated and processed
according to Hexagon’s whistleblowing proce-
dures and policy; the policy is also available on
our website. Each whistleblower was informed
of the outcome of the investigation and invited
to provide further feedback. Two of the incidents
resulted in termination of employment, while the
other incidents resulted in appropriate internal
measures to address the situations.
Results and achievements 2022
The various risks related to supply chain, part-
ners and other areas are regularly assessed
and evaluated in the business area closest to
the relevant risk factor. The risk assessment is
updated regularly, including using third party
due diligence tools, and details of the main risks
and any changes are presented to the company’s
audit committee quarterly. For 2022, no specific
high-risk corruption factors were identified, and
Hexagon received no penalties related to corrupt
or anti-competitive behaviors during the year.
Hexagon continues to promote zero tolerance
for corruption and anti-competitive behavior
internally and externally. During the year, we
published our updated Code of Conduct, as well
as additional, updated group wide supporting
Hexagon
strives to maintain a
transparent business
climate, with a focus on
business ethics and fostering
open discussion and
resolution of difficult
or undesirable
incidents.
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policies such as the Policy on Human Rights
and Working Conditions, Product Safety Policy,
Whistleblowing Policy and Environmental, Health
and Safety Policy. During the year, we completed
internal training of employees in three languages
of the Whistleblowing Policy and system, while
training for all employees and further internal
communication around our Code of Conduct and
supporting policies will be conducted in 2023,
with anti-corruption training introduced in the
first quarter of the year.
Within the human rights area, our 2022 key focus
areas included adopting an explicit statement
on commitment to human rights, deepening
our understanding of human rights in the
supply chain and implementing human rights
training for all employees. Hexagon published its
updated Policy on Human Rights and Working
Conditions in 2022 and has continued to work
to ensure that our high standards are met and
respected across our organization. While we
had no specific concerns related to human
rights in 2022, we continued our work to better
understand our impact on human rights both in
our own operations and supply chain and have
started to conduct human rights due diligence
in accordance with the Norwegian Transparency
Act and OECD Guidelines for Multinational
Enterprises. We remain committed to continuous
improvement across our own operations and
throughout our business relationships within this
area and are developing.
For procurement, we continued mapping key
human rights and ESG risks in our supply chain,
utilizing questionnaires and scorecards to identify
and recognize those suppliers who embody
our ESG values. As part of our human rights
due diligence, we assessed and categorized all
suppliers according to risk area using reputable
human rights indices, and performed individual
follow-ups based on these evaluations. We
also started further direct engagements with
high-impact suppliers to better understand their
ESG risks and mitigating activities, which will
continue in 2023, with the target of establishing
a preferred supplier program, starting in our
largest business area.
PERFORMANCE EVALUATION
AND LOOKING AHEAD
In 2022, we have continued our efforts to
strengthen Hexagon’s compliance program
by updating our Code of Conduct and estab-
lishing and implementing key supporting
policies, with mandatory training being
rolled-out. Promoting our value-based
culture and further awareness building and
training related to our business ethics and
anti-corruption policies continued. We were
able to see the results of these efforts, for
example, through the use of our whistleblow-
ing channel, where we received an increased
number of whistleblowing reports after train-
ing had been completed for all employees.
We believe that these are important factors
to ensure that our people are comfortable to
raise concerns or seek guidance and at the
same time know what to do in challenging
situations.
For 2023, we will continue to raise awareness
of business ethics by targeting completion of
Code of Conduct and Anti-Corruption Policy
e-learning and/or classroom training in main
local languages for all employees during
the year. In addition, we continue commu-
nications efforts to all stakeholders around
business ethics topics.
Guided by our strategic objectives,
the following priorities have been defined
for 2023:
• Further strengthen and develop human
rights due diligence process throughout
our supply chain and establish an internal
training program and develop and roll
out human rights training programs to
employees.
• Continue implementing relevant supporting
policies to our Code of Conduct and revise
existing policies annually to close perceived
gaps.
• Develop a supply chain management policy.
• Develop specific sustainability initiatives,
including preferred supplier program and
relevant metrics for our supply chain.
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INDEPENDENT ACCOUNTANT’S ASSURANCE REPORT
To the board of directors in Hexagon Composites ASA
Scope
We have been engaged by Hexagon Composites ASA to perform a limited assurance engagement, as defined by International Standards on Assurance
Engagements, here after referred to as the engagement, to report on Hexagon Composites ASA ’s sustainability reporting as defined in the Hexagon Composites
ASA’s GRI Index (see the document GRI content index 2022 on https://hexagongroup.com/sustainability/esg-resources) (the “Subject Matter”) as of 31 December
2022 and for the period from 1 January to 31 December 2022.
Other than as described in the preceding paragraph, which sets out the scope of our engagement, we did not perform assurance procedures on the remaining
information included in the Annual report, and accordingly, we do not express a conclusion on this information.
Criteria applied by Hexagon Composites ASA
In preparing the Subject Matter, Hexagon Composites ASA applied the relevant criteria from the Global Reporting Initiative (GRI) sustainability reporting
standards (the “Criteria”). The Criteria can be accessed at globalreporting.org and are available to the public. Such Criteria were specifically designed for
companies and other organizations that want to report their sustainability impacts in a consistent and credible way. As a result, the Subject Matter information
may not be suitable for another purpose.
Hexagon Composites ASA’s responsibilities
The Management (Board of Directors and the Group President & CEO) are responsible for selecting the Criteria, and for presenting the Subject Matter in
accordance with that Criteria, in all material respects. This responsibility includes establishing and maintaining internal controls, maintaining adequate records
and making estimates that are relevant to the preparation of the Subject Matter, such that it is free from material misstatement, whether due to fraud or error.
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2
Independent accountant’s assurance report – Hexagon Composites ASA 2022
A member firm of Ernst & Young Global Limited
EY’s responsibilities
Our responsibility is to express a conclusion on the presentation of the Subject Matter based on the evidence we have obtained.
We conducted our engagement in accordance with the International Standard for Assurance Engagements Other Than Audits or Reviews of Historical Financial
Information (‘ISAE 3000’). This standard requires that we plan and perform our engagement to obtain limited assurance about whether, in all material respects,
the Subject Matter is presented in accordance with the Criteria, and to issue a report. The nature, timing, and extent of the procedures selected depend on our
judgment, including an assessment of the risk of material misstatement, whether due to fraud or error.
We believe that the evidence obtained is sufficient and appropriate to provide a basis for our limited assurance conclusions.
Our Independence and Quality Control
We are independent of the company 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) (IESBA Code), and we have
fulfilled our other ethical responsibilities in accordance with these requirements. Our firm applies International Standard on Quality Control 1, Quality Control for
Firms that Perform Audits and Reviews of Financial Statements, and Other Assurance and Related Services Engagements, and accordingly maintains a
comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards
and applicable legal and regulatory requirements.
Description of procedures performed
Procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for, a reasonable assurance engagement.
Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained if a
reasonable assurance engagement had been performed. Our procedures were designed to obtain a limited level of assurance on which to base our conclusion
and do not provide all the evidence that would be required to provide a reasonable level of assurance.
Although we considered the effectiveness of management’s internal controls when determining the nature and extent of our procedures, our assurance
engagement was not designed to provide assurance on internal controls. Our procedures did not include testing controls or performing procedures relating to
checking aggregation or calculation of data within IT systems.
A limited assurance engagement consists of making enquiries, primarily of persons responsible for preparing the Subject Matter and related information and
applying analytical and other appropriate procedures.
Our procedures included:
• Conducted interviews with key personnel to understand the business and the reporting process
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
3
Independent accountant’s assurance report – Hexagon Composites ASA 2022
A member firm of Ernst & Young Global Limited
• Conducted interviews with key personnel to understand the process for collecting, collating and reporting the Subject Matter during the reporting period
• Checked on a sample basis the calculation Criteria against the methodologies outlined in the Criteria
• Performed analytical review procedures of the data
• Identified and tested the assumptions supporting the calculations
• Tested, on a sample basis, the underlying source information
• Checked the presentation requirements outlined in the Criteria
We believe that our procedures provide us with an adequate basis for our conclusion. We also performed such other procedures as we considered necessary in
the circumstances.
Conclusion
Based on our procedures and the evidence obtained, we are not aware of any material modifications that should be made to the Subject Matter as of 31
December 2022 and for the period from 1 January 2022 to 31 December 2022 in order for it to be in accordance with the Criteria.
Ålesund, 30. March 2023
ERNST & YOUNG AS
Ivar-André Norvik
State Authorised Public Accountant
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Financial statements Group
Income statement Group
82
Statement of comprehensive income
83
Financial position of the Group
84
Cash flow statement Group
86
Statement of changes in equity
87
Notes
89
Note 1 General
89
Note 2 Accounting policies
89
Note 3 Estimation uncertainty and significant judgments
99
Note 4 Operating segment and revenue breakdown
100
Note 5 Business combinations and changes in the Group`s
structure
105
Note 6 Net financial items
107
Note 7 Tax
107
Note 8 Earnings per share
109
Note 9 Payroll costs and number of employees
110
Note 10 Property, plant & equipment
111
Note 11 Intangible assets
113
Note 12 Other non-current financial assets
117
Note 13 Inventories
117
Note 14 Trade receivables
117
Note 15 Other current assets
118
Note 16 Bank deposits, cash and cash equivalents
118
Note 17 Share capital, shareholder information and dividend
119
Note 18 Pension and other non-current employee benefits
120
Note 19 Provisions
121
Note 20 Interest-bearing liabilities
122
Note 21 Other financial liabilities and provisions
124
Note 22 Current interest-bearing liabilities
124
Note 23 Other current liabilities
124
Note 24 Leases
125
Note 25 Market risk
127
Note 26 Investments in associated companies
134
Note 27 Share based payment
136
Note 28 Transactions with related parties
139
Note 29 Purchasing commitments
141
Note 30 List of subsidiaries and associates
141
Note 31 Exchange rates
142
Note 32 Climate risk
143
Note 33 Events after the balance sheet date
143
Financial statements Parent Company
Income statement – Parent Company
145
Balance Sheet – Parent Company
146
Cash flow statement – Parent Company
148
Notes – Parent Company
149
Note 1 Accounting principles
149
Note 2 Intra-group transactions and balances
151
Note 3 Payroll, number of employees, remuneration, loans to employees etc.
151
Note 4 Share-based payment
153
Note 5 Pensions and benefit obligations
155
Note 6 Leases
155
Note 7 Net financial items
156
Note 8 Tax
156
Note 9 Property, plant & equipment
157
Note 10 Shares in subsidiaries and associates
158
Note 11 Non-current financial assets
159
Note 12 Bank Deposits
159
Note 13 Equity
159
Note 14 Share capital and shareholder information
160
Note 15 Interest-bearing liabilities
161
Note 16 Non-current financial liabilities
162
Note 17 Financial market risk
162
Note 18 Events after the balance sheet date
163
Auditor’s report
164
Financial statements
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Income statement Group
1 JANUARY
–
31 DECEMBER
(NOK 1 000) Note 2022 2021
Revenue
Revenue from contracts with customers
4 4 913 016 3 534 691
Rental income
4 4 929 3 354
Other operating income
4, 24 14 361 4 845
Total revenue 4 932 306 3 542 890
Operating expenses
Cost of materials
13 2 656 515 1 695 497
Payroll & social security expenses
9, 18, 27, 28 1 495 259 1 101 298
Other operating expenses
5, 14, 19, 24, 28 843 722 637 512
Total operating expenses 4 995 496 3 434 307
Operating profit before depreciation, amortization and
impairment (EBITDA)
4 (63 190) 108 584
Depreciation, amortization and impairment
10, 11, 24 332 162 262 680
Operating profit (EBIT)
4 (395 352) (154 096)
(NOK 1 000) Note 2022 2021
Profit/loss from associates 26 48 317 (2 957)
Finance income and expenses
Finance income
6, 25 271 773 125 592
Finance expense
6, 20, 21, 25 341 855 270 283
Net financial items (70 082) (144 691)
Profit before tax (417 118) (301 744)
Tax expense
7 8 859 25 833
Profit/loss for the year (425 977) (327 577)
Attributable to:
Equity holders of the parent (311 326) (237 325)
Non-controlling interest (114 652) (90 252)
Profit/loss for the year (425 977) (327 577)
Earnings per share (NOK)
Basic
8 (2.12) (1.64)
Diluted
8 (2.12) (1.64)
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Statement of comprehensive income
(NOK 1 000) Note 2022 2021
Profit/loss after tax (425 977) (327 577)
OTHER COMPREHENSIVE INCOME
Items that will be reclassified through profit or loss in subsequent periods
Translation differences when translating foreign activities 202 529 26 410
Net total of items that will be reclassified through profit and loss in subsequent periods 202 529 26 410
Items that will not be reclassified through profit or loss in subsequent periods
Actuarial gains/losses for the period
18 (630) (368)
Tax on actuarial gains/losses for pensions for the period
7 138 81
Net total of items that will not be reclassified through profit and loss in subsequent periods (491) (287)
Other comprehensive income for the period 202 038 26 123
Total comprehensive income for the period (223 939) (301 454)
Attributable to:
Equity holders of the parent (125 078) (208 121)
Non-controlling interests (98 861) (93 334)
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Financial position of the Group
CONSOLIDATED FIGURES
(NOK 1 000) Note 2022 2021
ASSETS
Non-current assets
Property, plant & equipment
10 1 336 307 1 010 625
Right of use assets
24 473 233 282 309
Intangible assets
11 2 570 853 2 384 524
Investments in associates
26 53 272 7 024
Other non-current financial assets
12, 25 141 429 379
Other non-current assets
18 4 942 2 489
Deferred tax asset
7 - 13 678
Total non-current assets 4 580 035 3 701 029
Current assets
Inventories
13 1 546 497 1 147 004
Trade receivables
4, 14, 25 865 403 880 396
Contract assets
4, 14 9 488 4 165
Other current assets
15 188 772 182 443
Bank deposits, cash and cash equivalents
16, 25 713 547 600 209
Total current assets 3 323 707 2 814 217
Total assets 7 903 742 6 515 246
(NOK 1 000) Note 2022 2021
EQUITY AND LIABILITIES
Equity
Share capital
17 20 162 20 162
Share premium
17 2 075 999 2 075 999
Own shares
17 (65) (85)
Other paid-in capital 132 346 98 226
Total paid-in capital 2 228 442 2 194 303
Other equity 763 464 911 989
Equity attributable to equity holders of the parent 2 991 905 3 106 291
Non-controlling interests 476 901 378 010
Total Equity 3 468 806 3 484 301
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
(NOK 1 000) Note 2022 2021
NON-CURRENT LIABILITIES
Non-current interest-bearing liabilities
20, 25 1 482 140 1 166 057
Lease liabilities
20, 24, 25 481 018 230 276
Other non-current financial liabilities
21, 25 256 675 190 529
Pension liabilities
18 2 321 4 645
Deferred tax liabilities
7 206 370 247 160
Non-current provisions
19 6 133 11 686
Total non-current liabilities 2 434 656 1 850 353
CURRENT LIABILITIES
Current interest-bearing liabilities
16, 20, 22, 25 234 674 13 635
Lease liabilities short term
20, 24, 25 70 574 62 455
Trade payables
25 572 569 392 747
Contract liabilities
4 548 643 277 658
Other current financial liabilities
21, 25 75 051 -
Income tax payable
7 53 057 47 201
Provisions
19 102 557 66 747
Other current liabilities
23 343 154 320 150
Total current liabilities 2 000 280 1 180 592
Total liabilities 4 434 935 3 030 945
Total equity and liabilities 7 903 742 6 515 246
Aalesund, 29 March 2023
The Board of directors of Hexagon Composites ASA
Knut Flakk
Chair
Kristine Landmark
Deputy chair
Katsunori Mori
Board member
Liv Astri Hovem
Board member
Liv Dingsør
Board member
Sam Gabbita
Board member
Jon Erik Engeset
Group President & CEO
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Cash flow statement Group
(NOK 1 000) Note 2022 2021
Cash flow from operating activities
Profit before tax (417 118) (301 744)
Tax paid/refunded for the period
7 (49 626) (66 303)
Gains/losses on sale of property, plant & equipment
10 (12 021) -
Depreciation, amortization and impairment
10, 11, 24 332 162 262 680
Interest income
6 (15 207) (4 394)
Interest expenses
6 106 324 56 560
Profit/loss from associates
26 (48 317) 2 957
Share based payment expenses
27 49 895 36 302
Changes in net operating working capital
1
13, 14, 23 60 984 (455 250)
Changes in pension liabilities
18 (2 414) 741
Changes in other accrual accounting entries 93 925 123 754
Net cash flow from operating activities 98 588 (344 696)
Cash flow from investment activities
Proceeds from sale of fixed assets
10, 24 161 003 37 392
Purchase of property, plant & equipment
10 (507 210) (301 238)
Purchase of intangible assets
11 (75 729) (59 755)
Interest received
6 15 207 4 394
Acquisition of subsidiaries, net of cash
5 - (146 189)
Investments in associated companies
26 (65 379) (8 580)
Sale of shares in associated companies
26 - 665
Loans to associated companies
12 (45 319) -
Other investments
5 - (1 774)
Net cash flow from investing activities (517 428) (475 085)
(NOK 1 000) Note 2022 2021
Cash flow from financing activities
New non-current liabilities
20 318 268 1 134 459
Repayment non-current liabilities
20 - (1 265 825)
New current liabilities
20, 22 221 039 4 595
Repayment of current liabilities
20, 22 (4 560) -
Repayment of principal portion of lease liabilities
20, 24 (73 947) (62 736)
Interest payments on lease liabilities
6, 24 (9 537) (7 980)
Interest payments on interest-bearing liabilities
6 (89 502) (49 901)
Payments of dividends - -
Purchase of own shares (30 495) -
Proceeds from sale of own shares - 9 543
Increase in share capital (subsidiary) 189 043 -
Net cash flow from financing activities 520 309 (237 846)
Net change in cash & cash equivalents 101 469 (1 057 627)
Net currency exchange differences 11 869 7 954
Cash & cash equivalents at beginning of period 600 209 1 649 882
Cash & cash equivalents at end of period
16 713 547 600 209
Undrawn loan facilities
16, 20 360 769 582 605
Restricted funds, included in cash & cash equivalents
16 9 283 8 944
1
Net operating working capital consists of changes in inventories, trade receivables, contract assets, trade payables and contract liabilities.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Statement of changes in equity
(NOK 1 000) Share capital Own shares Share premium
Other paid-in
equity
Translation
differences Other equity Total
Non-controlling
interest Total equity
Balance 1 January 2021 20 162 (185) 2 075 999 69 615 64 906 953 443 3 183 939 411 899 3 595 838
Dividends to shareholders - - -
Movement in own shares etc. 100 9 442 9 543 9 543
Share-based payment etc. 28 612 5 716 34 328 1 974 36 302
Profit/loss for the year (237 325) (237 325) (90 252) (327 577)
Consideration shares issued in subsidiary in business combination 86 602 86 602 57 470 144 072
Other comprehensive income
Translation differences when translating foreign activities 29 492 29 492 (3 081) 26 410
Actuarial gains/losses for the period (287) (287) - (287)
Total other comprehensive income 29 492 (287) 29 204 (3 081) 26 123
Balance as of 31 December 2021 20 162 (85) 2 075 999 98 226 94 398 817 591 3 106 291 378 010 3 484 301
On 23 November 2021 Hexagon Purus issued 4 444 430 consideration shares related to the acquisition of Wystrach. The share capital increase in Hexagon Purus ASA amounted to NOK 144 072 thousand in which controlling and non-
controlling interests’ relative share amounted to NOK 86 602 thousand and NOK 57 470 thousand respectively.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
(NOK 1 000) Share capital Own shares Share premium
Other paid-in
equity
Translation
differences Other equity Total
Non-controlling
interest Total equity
Balance 1 January 2022 20 162 (85) 2 075 999 98 226 94 398 817 591 3 106 291 378 010 3 484 301
Dividends to shareholders - - -
Movement in own shares etc. 20 (30 514) (30 495) (30 495)
Share-based payment etc. 34 120 11 563 45 682 4 213 49 895
Profit/loss for the year (311 326) (311 326) (114 652) (425 977)
Increase share capital in subsidiary - - 160 242 160 242
Transaction cost related to capital increase in subsidiary (4 496) (4 496) (1 638) (6 134)
Share capital increase in subsidiary (not 100% owned) - 34 935 34 935
Other comprehensive income
Translation differences when translating foreign activities 186 738 186 738 15 791 202 529
Actuarial gains/losses for the period (491) (491) - (491)
Total other comprehensive income 186 738 (491) 186 247 15 791 202 038
Balance as of 31 December 2022 20 162 (65) 2 075 999 132 346 281 136 482 327 2 991 905 476 901 3 468 806
On 22 February 2022 the Hexagon Purus Group issued 24 742 268 new shares in a private placement at the price of NOK 24.25 per share. Hexagon Composites ASA was allocated 18 134 361 shares in the Private Placement and retained its
ownership interest in the Company of 73.3 per cent.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Notes
Note 1 General
Hexagon Composites ASA is a public limited Company with its registered office in Norway. The company’s head-
quarter is at Korsegata 4B, 6002 Aalesund, Norway.
The Board of directors authorized the annual report for publication on 29 March 2023.
The Group’s operations are described in note 4.
Note 2 Accounting policies
2.1 Basis of preparation of annual
financial statements
The consolidated annual financial statements of
the Group have been prepared in accordance
with International Financial Reporting Standards
(IFRS) which have been adopted by the EU and are
mandatory for financial years beginning on or after
1 January 2022, and Norwegian disclosure require-
ments listed in the Norwegian Accounting Act as of
31 December 2022.
The consolidated financial statements have been
prepared on a historical cost basis, with the excep-
tion of financial instruments at fair value through
profit or loss and fair value through OCI.
2.2 Functional currency and
presentation currency
The functional currency is determined in each entity
in the Group based on the currency within the enti-
ty’s primary economic environment. Transactions
in foreign currency are translated to functional
currency using the exchange rate at the date of the
transaction. At the end of each reporting period
foreign currency monetary items are translated
using the closing rate, non-monetary items that are
measured in terms of historical cost are translated
using the exchange rate at the date of the transac-
tion and non-monetary items that are measured at
fair value in a foreign currency are translated using
the exchange rates at the date when the fair value
was measured. Changes in the exchange rate are
recognized continuously in the accounting period.
The Group’s presentation currency is NOK. This is
also the Parent Company’s functional currency. All
figures are rounded to the nearest thousand unless
otherwise specified. The statement of financial
position figures of entities with a different functional
currency are translated at the exchange rate prevail-
ing at the end of the reporting period for balance
sheet items, including goodwill, and the exchange
rate at the date of the transaction for profit and loss
items. The monthly average exchange rates are used
as an approximation of the transaction exchange
rate. Translation differences are recognized in other
comprehensive income (“OCI”).
When investments in foreign subsidiaries are sold,
the accumulated translation differences relating
to the subsidiary attributable to the equity holders
of the parent are recognized in the statement of
comprehensive income. When a loss of control,
significant influence or joint control is present
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the accumulated exchange differences related
to investments allocated to controlled interests is
recognized in profit and loss.
When a partial disposal of a subsidiary (not loss of
control) is present the proportionate share of the
accumulated exchange differences is allocated to
non-controlling interests.
2.3 Basis of consolidation
The Group’s consolidated financial statements
comprise Hexagon Composites ASA and its subsid-
iaries as of 31 December 2022. Consolidation of a
subsidiary begins when the Group obtains control
over the subsidiary and ceases when the Group
loses control of the subsidiary. An entity is assessed
as being controlled by the Group when the Group
is exposed to or have the rights to variable returns
from its involvement with the entity and has the
ability to use its power over the entity to affect the
amount of the Group’s returns.
Thus, the Group controls an entity if and only if the
Group has all the following:
• power over the entity;
• exposure, or rights, to variable returns from its
involvement with the entity; and
• the ability to use its power over the entity to affect
the amount of the group’s returns.
There is a presumption that if the Group has
the majority of the voting rights in an entity, the
entity is considered as a subsidiary. To support
this presumption and when the Group has less
than a majority of the voting or similar rights of an
investee, the Group considers all relevant facts and
circumstances in assessing whether it has power
over the entity, including ownership interests,
voting rights, ownership structure and relative
power, as well as options controlled by the Group
and shareholder’s agreement or other contractual
agreements. Reference is made to note 30 which
contains a list of the subsidiaries and note 26 which
lists investments in associates and joint ventures.
The assessments are done for each individual
investment. The Group re-assesses whether or not it
controls an entity if facts and circumstances indicate
that there are changes to one or more of the three
elements of control. Assets, liabilities, income, and
expenses of a subsidiary acquired or disposed
during the year are included in the consolidated
financial statements from the date the Group
obtains control until the date the Group ceases to
control the subsidiary.
Profit or loss and each component of other com-
prehensive income (OCI) are attributed to the
equity holders of the parent of the Group and to
the non-controlling interests, even if this results
in the non-controlling interests having a deficit
balance. When necessary, adjustments are made
to the financial statements of subsidiaries to bring
their accounting policies into line with the Group’s
accounting policies. All intra-group assets and
liabilities, equity, income, expenses, and cash flows
relating to transactions between members of the
Group are eliminated in full on consolidation.
Non-controlling interests is presented separately as
equity in the Group’s balance sheet.
Business combinations and goodwill
Business combinations are accounted for by using
the acquisition method. For description of the
measurement of non-controlling interest, see below.
Acquisition-related costs are expensed in the periods
in which the costs are incurred, and the services are
received and included in other operating expense.
The consideration paid in a business combination
is measured at fair value at the acquisition date and
consists normally of cash, consideration shares, and
contingent consideration. A contingent consider-
ation is classified as a liability in accordance with
IFRS 9. Subsequent changes in the fair value of such
contingencies are recognized in profit or loss.
When the Group acquires a business, it assesses the
financial assets and liabilities assumed for appro-
priate classification and designation in accordance
with the contractual terms, economic circumstances,
and pertinent conditions at the acquisition date.
The acquired assets and liabilities are accounted for
by using fair value in the opening group balance,
unless other measurement principles should
be applied in accordance with IFRS 3. The initial
accounting for a business combination can be
changed if new information about the fair value at
the acquisition date is present. The allocation can be
amended within 12 months of the acquisition date.
The non-controlling interest is set to the non-con-
trolling interest’s share of identifiable assets and
liabilities. The measurement principle is done for
each business combination separately.
When the business combination is achieved
in stages, the previously held equity interest is
remeasured at its acquisition-date fair value and the
resulting gain or loss, if any, is recognized in profit
and loss net after transaction cost.
Goodwill is recognized as the aggregate of the
consideration transferred and the amount of any
non-controlling interest less the fair value of net
identifiable assets acquired as of the acquisition
date. Goodwill is not depreciated but is tested
at least annually for impairment. In connection
with this, goodwill is allocated to cash-generating
units or groups of cash-generating units that are
expected to benefit from synergies from the busi-
ness combination.
Change in ownership without loss of control
A change in the ownership interest of a subsidiary,
without a loss of control, is accounted for as an
equity transaction. The consideration is recog-
nized at fair value and the difference between
the consideration and the carrying amount of the
non-controlling interests is recognized in the equity
attributable to the parent.
Loss of control
In cases where changes in the ownership interest of a
subsidiary results in loss of control, the consideration
is measured at fair value. Assets (including goodwill)
and liabilities of the subsidiary and non-controlling
interest at their carrying amounts are derecognized
at the date when the control ceases.
The fair value of the consideration received, and
any investment retained, is recognized at fair value.
Gain or loss is recognized in profit and loss at the
date when the control ceases.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
2.4 Investment in associates and joint ventures
Associates are entities over which the Group has
significant influence, but not control or joint control,
over financial and operating management (normally
a holding of between 20 per cent and 50 per cent).
A joint venture is a type of joint arrangement
whereby the parties that have joint control of the
arrangement have rights to the net assets of the
joint venture. Joint control is the contractually
agreed sharing of control of an arrangement,
which exists only when decisions about the relevant
activities require unanimous consent of the parties
sharing control.
The considerations made in determining whether
the Group has joint control or significant influence
over an entity are similar to those necessary to
determine control over subsidiaries. Associates and
joint ventures are accounted for using the equity
method from the date when significant influence or
joint control is achieved until such influence ceases.
Under the equity method, the investments in
associates or joint ventures are initially recognized
at cost. The carrying amount of the investment
is adjusted to recognize changes in the Group’s
share of net assets of the associate or joint venture
since the acquisition date. Goodwill relating to the
associate or joint venture is included in the carrying
amount of the investment and is not tested for
impairment individually.
The statement of profit or loss reflects the Group’s
share of the results of operations of the associate or
joint venture. Any change in OCI of those investees
is presented as part of the Group’s OCI. In addition,
when there has been a change recognized directly
in the equity of the associate or joint venture, the
Group recognizes its share of any changes, when
applicable, in the statement of changes in equity.
Unrealized gains and losses resulting from transac-
tions between the Group and the associate or joint
venture are eliminated attributable to the interest in
the associate or joint venture.
If there are indications that the investment in the
associate or joint venture is impaired, the Group will
perform an impairment test of the carrying amount
of the investment. Any impairment losses are rec-
ognized as share of profit of an associate and a joint
venture in the statement of profit or loss.
If the Group’s share of the loss equals or exceeds
the carrying amount of the associate or joint
venture, the carrying amount is set to zero and
further loss is not recognized unless the Group has
an obligation to make up for the loss.
Upon loss of significant influence over the associate
or joint control over the joint venture, and as such
the equity method ceases, the Group measures
and recognizes any retained investment at its fair
value. A new measurement of remaining ownership
interests will not be performed if the equity method
is still applicable, for example by transition from an
associate to a joint venture.
2.5 Current versus non-current classification
The Group presents assets and liabilities in the
consolidated statement of financial position as
either current or non-current.
The Group classifies an asset as current when it:
• Expects to realize the asset, or intends to sell or
consume it, in its normal operating cycle
• Holds the asset primarily for the purpose of
trading
• Expects to realize the asset within twelve months
after the reporting period
Or
• The asset is cash or a cash equivalent, unless the
asset is restricted from being exchanged or used
to settle a liability for at least twelve months after
the reporting period.
All other assets are classified as non-current, includ-
ing deferred tax assets.
The Group classifies a liability as current when it:
• Expects to settle the liability in its normal operat-
ing cycle
• Holds the liability primarily for the purpose of
trading
• Is due to be settled within twelve months after the
reporting period
Or
• It does not have an unconditional right to defer
settlement of the liability for at least twelve
months after the reporting period.
All other liabilities are classified as non-current,
including deferred tax liabilities.
2.6 Cash and cash equivalents
Cash consist of cash in hand and at bank. Cash
equivalents are short-term liquid investments that
can be immediately converted into a known amount
of cash and have a maximum term to maturity of
three months. Any positive balances against bank
overdrafts are included as a component of cash in
the cash flow statement. The cash flow statement
has been prepared using the indirect method. Bank
overdrafts are reported under short-term loans
in the balance sheet. Received interest income is
classified as investment activities and interest pay-
ments is classified as financing activities in the cash
flow statement.
2.7 Inventories
Inventories are recognized at the lowest of cost
and net selling price. The net selling price is the
estimated selling price in the case of ordinary oper-
ations minus the estimated completion, marketing
and distribution cost. The cost is arrived at using the
average cost price, and includes the costs incurred
in acquiring the goods and the costs of bringing
the goods to their current state and location. Goods
produced by the Group itself include variable and
fixed costs that can be allocated based on normal
capacity utilization.
2.8 Property, plant & equipment
Property, plant and equipment are valued at their
cost, less accumulated depreciation and impairment
losses. When assets are sold or disposed, the
carrying amount is derecognized and any gain or
loss is recognized in the statement of profit and loss.
The cost of property, plant and equipment includes
the purchase price and all costs necessary to bring
the asset to working condition for its intended use.
Costs incurred after the asset is in use, such as
regular maintenance costs, are recognized in the
statement of profit and loss, while other costs that
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
are expected to provide future financial benefits are
capitalized.
The cost of property, plant & equipment is depreci-
ated to the residual value over the asset’s useful life.
Depreciation is calculated using the straight-line
method over the following useful life:
• Buildings: 10–20 years
• Plant, machinery and equipment: 3–15 years
• Fixtures & fittings and vehicles 3–10 years
If an item of property, plant and equipment has
different parts with different useful lives, the parts
are depreciated separately if the cost is significant in
relation to the total cost of the item.
The depreciation period and method are assessed
annually. A residual value is estimated at each year-
end, and changes to the estimated residual value
is recognized as a change in an estimate. When the
carrying amount of property, plant and equipment
exceeds the estimated recoverable amount, the
value is written down to the recoverable amount.
Assets under construction are classified as prop-
erty, plant and equipment and are recognized at
cost until the production or development process
is completed. Assets under construction are not
subject to depreciation until the assets are taken
into use.
2.9 Leases
At the inception of a contract, The Group assesses
whether the contract is, or contains, a lease. A
contract is, or contains, a lease if the contract
conveys the right to control the use of an identified
asset for a period of time in exchange for
consideration.
The group as a lessee
For contracts that constitute, or contain a lease, the
Group separates lease components if it benefits
from the use of each underlying asset either on its
own or together with other resources that are readily
available, and the underlying asset is neither highly
dependent on, nor highly interrelated with, the
other underlying assets in the contract. The Group
then accounts for each lease component within the
contract as a lease separately from non-lease com-
ponents of the contract.
At the lease commencement date, the Group
recognizes a lease liability and corresponding right-
of-use asset for all lease agreements in which it
is the lessee, except for the following exemptions
applied:
• Short-term leases (defined as 12 months or less)
• Low value assets
For these leases, the Group recognizes the lease
payments as other operating expenses in the state-
ment of profit or loss when they incur.
Lease liabilities
The lease liability is recognized at the commence-
ment date of the lease. The Group measures the
lease liability at the present value of the lease
payments for the right to use the underlying asset
during the lease term that are not paid at the com-
mencement date. The lease term represents the
non-cancellable period of the lease, together with
periods covered by an option either to extend or to
terminate the lease when the Group is reasonably
certain to exercise this option. In calculating the
present value of lease payments, the Group uses
the interest rate implicitly defined in the lease
contract if that interest rate is readily determinable,
or its incremental borrowing rate in all other cases.
The lease payments included in the measurement
comprise of:
• Fixed lease payments (including in-substance
fixed payments), less any lease incentives
receivable
• Variable lease payments that depend on an index
or a rate, initially measured using the index or rate
as at the commencement date
• Amount expected to be payable by the Group
under residual value guarantees
• The exercise price of a purchase option, if the
Group is reasonably certain to exercise that
option
• Payments of penalties for terminating the lease,
if the lease term reflects the Group exercising an
option to terminate the lease.
The lease liability is subsequently measured by
increasing the carrying amount to reflect interest on
the lease liability, reducing the carrying amount to
reflect the lease payments made and remeasuring
the carrying amount to reflect any reassessment
or lease modifications, or to reflect adjustments in
lease payments due to an adjustment in an index or
rate.
The Group does not include variable lease payments
in the lease liability. Instead, the Group recognizes
these variable lease expenses in profit or loss.
The Group presents its lease liabilities as separate
line items in the statement of financial position.
Right-of-use assets
The Group measures the right-of use asset at cost,
less any accumulated depreciation and impairment
losses, adjusted for any remeasurement of lease lia-
bilities. The cost of the right-of-use asset comprise:
• The amount of the initial measurement of the
lease liability recognized
• Any lease payments made on or before the com-
mencement date, less any incentives received
• Any initial direct costs incurred by the Group. An
estimate of the costs to be incurred by the Group
in dismantling and removing the underlying asset,
restoring the site on which it is located or restor-
ing the underlying asset to the condition required
by the terms and conditions of the lease, unless
those costs are incurred to produce inventories.
The Group applies the depreciation requirements
in IAS 16 Property, Plant and Equipment in depre-
ciating the right-of-use asset, except that the
right-of-use asset is depreciated from the com-
mencement date to the earlier of the lease term and
the remaining useful life of the right-of-use asset,
unless there is an option to purchase the asset
which has been determined to be exercised with
reasonably certainty, in which case the right of use
asset is depreciated over the expected economic life
of the underlying asset.
The Group applies IAS 36 Impairment of Assets
to determine whether the right-of-use asset is
impaired and to account for any impairment loss
identified.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Sale- and leaseback transactions
In the event of sale- and leaseback transactions,
the Group first assesses whether transfer of control
of the underlying asset represents a sale within
the context of IFRS 15. The Group considers several
factors for determining whether the buyer has
obtained control of the asset, including, but not
limited to, the existence of any repurchase options,
any beneficial renewal options terms, the length
of the lease term including any option periods
compared to the expected remaining lifetime of the
asset, and the lease liability compared to the market
value of the asset.
When the transfer of the asset is determined to be
a true sale, the Group measures the right-of-use
asset arising from the leaseback at the proportion
of the previous carrying amount of the asset that
related to the right-of-use being retained. The said
proportionate share of the asset is derived from
the recognized lease liability following the trans-
action in percentage of the fair market value of the
underlying asset being sold. Effectively, the Group
recognizes the amount of a gain or a loss only
related to the rights transferred to the buyer-lessor.
In the event the transfer of the underlying asset
to the buyer does not represent a true sale, the
Group continues to carry the underlying asset and
recognizes a financial liability equal to the transfer
proceeds.
The Group as a lessor
For contracts where the Group acts as a lessor, it
classifies each of its leases as either an operating
lease or a finance lease. A lease is classified as a
finance lease if it transfers substantially all the risks
and rewards incidental to ownership of an underly-
ing asset. A lease is classified as an operating lease
if it does not transfer substantially all the risks and
rewards incidental to ownership of an underlying
asset.
For operating leases, the Group recognizes lease
payments as rental income. Rental income is recog-
nized mainly on a straight-line basis over the lease
terms. The Group adds initial direct costs incurred in
obtaining an operating lease to the carrying amount
of the underlying asset and recognizes those costs
as an expense over the lease term on the same basis
as the rental income.
2.10 Borrowing cost
Borrowing costs directly attributable to the acqui-
sition, construction or production of an asset that
necessarily takes a substantial period of time to get
ready for its intended use or sale are capitalized
as part of the cost of the asset. All other borrowing
costs are expensed in the period in which they
occur. Borrowing costs consist of interest and other
costs that an entity incurs in connection with the
borrowing of funds.
2.11 Financial instruments
A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
Financial asset
The Group’s financial assets are derivatives, non-
listed equity instruments, loans, trade receivables
and cash and cash equivalents.
The classification of financial assets at initial recog-
nition depends on the financial asset’s contractual
cash flow characteristics and the Group’s business
model for managing them. With the exception of
trade receivables that do not contain a significant
financing component, the Group initially measures
a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss,
transaction costs.
The Group classified its financial assets in the
following categories:
• Financial assets at amortized cost
• Financial assets at fair value through OCI with
recycling of cumulative gains and losses
• Financial assets at fair value through profit and
loss
Financial assets at amortized cost
The Group measures financial assets at amortized
cost if both of the following conditions are met:
• The financial asset is held within a business model
with the objective to hold financial assets in order
to collect contractual cash flows and,
• The contractual terms of the financial asset give
rise on specified dates to cash flows that are solely
payments of principal and interest on the princi-
pal amount outstanding
Financial assets at amortized cost are subsequently
measured using the effective interest (EIR) method
and are subject to impairment. Gains and losses
are recognized in profit or loss when the asset is
derecognized, modified or impaired.
The Groups financial assets at amortized cost
includes trade receivables and other short-term
deposits. Trade receivables that do not contain a
significant financing component are measured
at the transaction price determined under IFRS 15
Revenue from contracts with customers.
Financial assets at fair value
through OCI (debt instruments)
The Group measures debt instruments at fair value
through OCI if both of the following conditions are
met:
• The financial asset is held where the business
model objective of both holding to collect con-
tractual cash flows and selling, and,
• The contractual terms of the financial asset give
rise on specified dates to cash flows that are solely
payments of principal and interest on the princi-
pal amount outstanding
For debt instruments at fair value through OCI,
interest income, foreign exchange revaluation and
impairment losses or reversals are recognized in
the statement of profit or loss and computed in the
same manner as for financial assets measured at
amortized cost. The remaining fair value changes
are recognized in OCI. Upon derecognition, the
cumulative fair value change recognized in OCI is
recycled to profit or loss. The Group does not hold
any debt instruments at fair value through OCI.
Financial assets at fair value
through profit and loss
Financial assets at fair value through profit or loss
include financial assets held for trading, financial
assets designated upon initial recognition at fair
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
value through profit or loss, or financial assets
mandatorily required to be measured at fair value.
Financial assets are classified as held for trading
if they are acquired for the purpose of selling or
repurchasing in the near term. Derivatives, including
separated embedded derivatives, are also classified
as held for trading unless they are designated as
effective hedging instruments.
Financial assets at fair value through profit or loss
are carried in the statement of financial position at
fair value with net changes in fair value recognized
in the statement of profit or loss. The category
includes foreign exchange contracts and interest
rate swaps not designated as hedging instruments.
Derecognition of financial assets
A financial asset (or, where applicable, a part of a
financial asset or part of a group of similar financial
assets) is primarily derecognized (i.e., removed from
the Group’s consolidated statement of financial
position) when:
• The rights to receive cash flows from the asset
have expired, or
• The Group has transferred its rights to receive
cash flows from the asset or has assumed an
obligation to pay the received cash flows in full
without material delay to a third party under a
‘pass-through’ arrangement; and
either
1. the Group has transferred substantially all the
risks and rewards of the asset, or
2. the Group has neither transferred nor retained
substantially all the risks and rewards of the asset,
but has transferred control of the asset
Financial liabilities
Financial liabilities are subsequently recognized
at amortized cost, as loans and borrowings and
payables. Contingent consideration in business
combinations is recognized and measured at fair
value and changes in fair value are recognized in
the income statement. Derivatives are financial
liabilities when the fair value is negative, accounted
for similarly as derivatives assets.
Loans, borrowings and payables
After initial recognition, interest-bearing loans and
borrowings are subsequently measured at amor-
tized cost using the EIR method. Gains and losses
are recognized in profit or loss when the liabilities
are derecognized as well as through the EIR amorti-
zation process.
Amortized cost is calculated by taking into account
any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The
EIR amortization is included as finance costs in the
statement of profit or loss.
Payables are measured at their nominal amount
when the effect of discounting is not material.
Derecognition of financial liabilities
A financial liability is derecognized when the obli-
gation under the liability is discharged or cancelled
or expires. When an existing financial liability is
replaced by another from the same lender on
substantially different terms, or the terms of an
existing liability are substantially modified, such an
exchange or modification is treated as the derecog-
nition of the original liability and the recognition
of a new liability. The difference in the respective
carrying amounts is recognized in the statement of
profit or loss.
Hedges of a net investment in a foreign operation
A hedge of a net investment in a foreign oper-
ation is accounted for in a similar way as a cash
flow hedge. Foreign exchange gains or losses on
the hedging instruments relating to the effective
portion of the hedge are recognized directly in
OCI, while any foreign exchange gains and losses
related to the ineffective portion are recognized in
profit and loss. On disposal of the foreign entity,
the cumulative value of foreign exchange gains or
losses recognized directly in equity is transferred to
profit and loss.
Fair value hedges are not applicable to the group.
Impairment of financial assets
The Group recognizes an allowance for expected
credit losses (ECLs) for all debt instruments not
held at fair value through profit or loss. ECLs are
based on the difference between the contractual
cash flows due in accordance with the contract and
all the cash flows that the Group expects to receive,
discounted at an approximation of the original
effective interest rate. The expected cash flows will
include cash flows from the sale of collateral held or
other credit enhancements that are integral to the
contractual terms.
ECLs are recognized in two stages. For credit expo-
sures for which there has not been a significant
increase in credit risk since initial recognition,
ECLs are provided for credit losses that result
from default events that are possible within the
next 12-months (a 12-month ECL). For those credit
exposures for which there has been a significant
increase in credit risk since initial recognition, a loss
allowance is required for credit losses expected over
the remaining life of the exposure, irrespective of
the timing of the default (a lifetime ECL).
For trade receivables and contract assets, the Group
applies a simplified approach in calculating ECLs.
Therefore, the Group does not track changes in
credit risk, but instead recognizes a loss allowance
based on lifetime ECLs at each reporting date.
The Group has established a provision matrix that
is based on its historical credit loss experience,
adjusted for forward-looking factors specific to the
debtors and the economic environment.
For debt instruments at fair value through OCI, the
Group applies the low credit risk simplification. At
every reporting date, the Group evaluates whether
the debt instrument is considered to have low credit
risk using all reasonable and supportable informa-
tion that is available without undue cost or effort.
In making that evaluation, the Group reassesses
the internal credit rating of the debt instrument. In
addition, the Group considers that there has been
a significant increase in credit risk when contractual
payments are more than 30 days past due.
The Group considers a financial asset in default
when contractual payments are 90 days past due.
However, in certain cases, the Group may also con-
sider a financial asset to be in default when internal
or external information indicates that the Group
is unlikely to receive the outstanding contractual
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amounts in full before taking into account any credit
enhancements held by the Group. A financial asset
is written off when there is no reasonable expecta-
tion of recovering the contractual cash flows.
A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
2.12 Intangible assets
Intangible assets acquired independently are
measured on initial recognition at cost. The cost
of intangible assets acquired as part of a business
combination is recognized at fair value in the
Group’s opening balance at the date of acquisition.
Capitalized intangible assets are recognized at cost
less any amortization and impairment.
Internally generated intangible assets, with the
exception of capitalized development expenses, are
not capitalized, but expensed as incurred.
The useful life is either finite or indefinite. Intangible
assets with a finite useful life are amortized over
their useful economic life and tested for impairment
if there are any indications that the intangible asset
may be impaired. The amortization method and
period are assessed at least once a year. Changes
to the amortization method and/or period are
accounted for as a change in accounting estimate.
Intangible assets with an indefinite economic life
are not amortized, but are tested for impairment
at least once a year, either individually or as a part
of a cash-generating unit. Intangible assets with
an indefinite economic life are not amortized. The
economic life is assessed annually with regard to
whether the assumption of an indefinite economic
life can be justified. If it cannot, the change to a
definite economic life is made prospectively.
Patents and licenses
Amounts paid for patents and licenses are
recognized in the balance sheet and are amortized
on a straight-line basis over their expected useful
life. The expected useful life of patents and licenses
varies between 5 and 20 years.
Research and development cost
Expenses relating to research activities are
recognized in the income statement as they incur.
Expenses relating to development activities (relating
to the design and testing of new or improved
products) are capitalized to the extent that the
product or process is technical and commercially
viable, and the Group has sufficient resources to
complete the development work. Expenses that
are capitalized include the costs of materials, direct
salary costs and a share of the directly attributable
overhead expenses. Capitalized development costs
are recognized at their cost minus accumulated
amortization and impairment losses. Other
development costs are recognized in the statement
of comprehensive income as incurred.
Development costs that have previously been
expensed are not recognized in subsequent periods.
Capitalized development costs are amortized on a
straight-line basis over the estimated useful life of
the asset. Capitalized development costs with an
indefinite useful life or related to projects under
development are tested annually for impairment in
accordance with IAS 36.
Customer relationships
Purchased customer contracts have a finite useful
life and are recognized at cost less amortization.
Customer contracts and technology are amortized
using the straight-line method over their estimated
useful lives.
2.13 Impairment of non-financial assets
Intangible assets with an indefinite useful life are
not amortized but tested annually for impairment.
Items of property, plant and equipment, right of
use assets and intangible assets are tested for
impairment if there is reason to believe that future
earnings do not justify the asset’s carrying amount.
The difference between the carrying amount and
the recoverable amount is recognized as an impair-
ment loss. The recoverable amount is the higher of
the fair value less costs to sell and the value in use.
When testing for impairment, non-current assets
are grouped at the lowest level at which it is possi-
ble to distinguish independent cash inflows (cash
generating units, CGU). A CGU is the smallest
identifiable group of assets that generates cash
inflows which are largely independent of the cash
inflows from other assets or groups of assets. At
each reporting date, the Group considers the
possibility of reversing previous impairment losses
on non-financial assets (except goodwill and other
intangible assets with an indefinite useful life).
In assessing value in use, the estimated future cash
flows are discounted to their present value using a
pre-tax discount rate that reflects current market
assessments of the time value of money and the
risks specific to the asset. In determining fair value
less costs of disposal, recent market transactions are
taken into account. If no such transactions can be
identified, an appropriate valuation model is used.
These calculations are corroborated by valuation
multiples, quoted share prices for publicly traded
companies or other available fair value indicators.
The Group bases its impairment calculation on
detailed budgets and forecast calculations, which
are prepared separately for each of the Group’s
CGUs to which the individual assets are allocated.
These budgets and forecast calculations generally
cover a period of five years. A long-term growth rate
is calculated and applied to project future cash flows
after the fifth year.
2.14 Provisions
Provisions are recognized when the Group has a
present obligation (legal or constructive) as a result
of a past event, and it is probable (more likely than
not) that a financial settlement will take place as a
result of this obligation and the size of the amount
can be measured reliably. If the effect is consid-
erable, the provision is calculated by discounting
estimated future cash flow using a discount rate
before tax that reflects the market’s pricing of the
time value of money and, if relevant, risks specifi-
cally associated with the obligation.
Warranty provisions: The Group provides warranties
for general repairs of defects that existed at the
time of sale, as required by law. Provisions related
to these assurance-type warranties are recognized
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when the product is sold, or the service is provided
to the customer. Initial recognition is based on
historical information about warranties and a
weighting of possible outcomes according to the
likelihood of their occurrence. The initial estimate of
warranty-related costs is revised annually.
Onerous contracts: If the Group has a contract
that is onerous, the present obligation under the
contract is recognized and measured as a provision.
However, before a separate provision for an onerous
contract is established, the Group recognizes any
impairment loss that has occurred on assets dedi-
cated to that contract.
2.15 Equity
Financial instruments are classified as liabilities or
equity in accordance with the underlying economic
realities. Interest, dividend, gains and losses relating
to a financial instrument classified as a liability will
be presented as an expense or income. Amounts
distributed to holders of financial instruments that
are classified as equity will be recorded directly in
equity.
(I) Own shares
In the event of a purchase of own shares, the pur-
chase price and any directly associated costs are
recognized as a change in equity. Own shares are
presented as a reduction in equity. Gains or losses
on transactions involving own shares are recognized
directly in equity.
(II) Costs arising from equity transactions
Transaction costs directly related to an equity
transaction are recognized directly in equity after
deducting tax expenses.
(III) Other equity
(a) Translation differences
Translation differences arising in connection with
exchange-rate differences on consolidation of
foreign entities are recognized in other compre-
hensive income. Exchange-rate differences in
monetary amounts (liabilities or receivables) which
are in reality a part of a company’s net investment
in a foreign entity are also included as translation
differences.
If a foreign entity is sold, the accumulated transla-
tion differences linked to the entity are reversed and
recognized in profit or loss in the same period in
which the gain or loss on sale is recognized.
(b) Change in actuarial gains/
losses (pension commitments)
Actuarial gains or losses resulting from changes in
assumptions and basic data are recognized directly
in other comprehensive income.
(c) Dividends
Proposed dividends are classified as other equity
until they are approved by the general assembly of
Hexagon Composites ASA.
(IV) Other paid-in capital
– Share-based payments
The Group has a share-based program for certain
employees in senior and key positions. The fair value
of the share instruments is measured at the date of
the grant using the Black & Scholes model. The fair
value of the issued options, performance share units
(PSUs) and restricted share units (RSUs) is expensed
as an employee cost with a corresponding increase
in other paid in capital over the vesting period,
which is over the agreed-upon future service time.
(V) Hedging reserve
Forward exchange contracts and interest rate deriv-
atives that qualify as hedging instruments (cash flow
hedges) are recognized at fair value, with a corre-
sponding entry in total comprehensive income, and
transferred to the revaluation reserve (net of tax).
Realized gains or losses are recognized in profit or
loss to offset gains or losses on the items that were
hedged.
2.16 Revenue from contracts with customers
The Group’s main revenues come from the sale of
its own mass-produced standard products in the
different segments:
1. Hexagon Agility
2. Hexagon Ragasco
3. Hexagon Digital Wave
4. Hexagon Purus
Revenue from contracts with customers is recog-
nized when control of the goods or services are
transferred to the customer at an amount that
reflects the consideration to which the Group
expects to be entitled in exchange for those goods
or services. The products are mainly sold in relation
to separately identifiable contracts with customers.
Sale of goods (cylinders, products, systems etc.)
Revenue from sale of goods is recognized at the
point in time when control of the asset is transferred
to the customer, generally on delivery of the
product. There are several credit terms, including
upfront payment and secured payment, but normal
credit term is 30 to 90 days upon delivery.
The Group considers whether there are other prom-
ises in the contract that are separate performance
obligations to which a portion of the transaction
price needs to be allocated. In determining the
transaction price for the sale of goods, the Group
considers the effects of variable consideration and
the existence of significant financing components.
(i) Variable consideration
Some contracts with customers provide rights of
return, trade discounts or volume rebates. The
Group uses the expected value method to estimate
the goods that will not be returned as this best
predicts the amount of variable consideration to
which the Group will be entitled. For trade discounts
and volume rebates the sale of goods are measured
at the fair value of the consideration received or
receivable, net of allowances for trade discounts and
volume rebates. If revenue cannot be reliably meas-
ured, the Group defers revenue recognition until
the uncertainty is resolved. The Group performs the
assessment on individual contracts to determine
the estimated variable consideration and related
constraints.
(ii) Significant financing component
Generally, the Group receives short-term advances
from its customers. Using the practical expedient
in IFRS 15, the Group does not adjust the promised
amount of consideration for the effects of a signif-
icant financing component if it expects, at contract
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inception, that the period between the transfer of
the promised goods or services to the customer and
when the customer pays for these goods or services
will be one year or less.
(iii) Warranty provision
The Group typically provides warranties for
general repairs and does not provide extended
warranties or maintenance services in its contracts
with customers. Such warranties are evaluated as
assurance-type warranties which are accounted for
under IAS 37 Provisions, Contingent Liabilities and
Contingent Assets. See note 19 for an overview of
the warranty provision.
Services
To some extent the Group provides other services
in relation to reinspection and testing of products
and non-recurring engineering and design or
development. These services are normally sold on
their own and based on relative stand-alone selling
prices. The Group recognizes revenue from services
over time using an input method to measure pro-
gress towards complete satisfaction of the service,
because the customer simultaneously receives and
consumes the benefits provided by the Group.
Funded development contracts
The Group has entered into funded contracts with
a limited number of customers for development
services. The Group recognizes revenue over time
as the services are performed. Progress is meas-
ured using an input method to measure progress
towards certain project milestones as the customer
simultaneously receives and consumes the benefits
provided by the Group.
Contract balances
(i) Contract assets
A contract asset is the right to consideration in
exchange for goods or services transferred to the
customer. If the Group performs by transferring
goods or services to a customer before the customer
pays consideration or before payment is due, a
contract asset is recognized for the earned consid-
eration that is conditional.
(ii) Trade receivable
A receivable represents the Group’s right to an
amount of consideration that is unconditional (i.e.,
only the passage of time is required before payment
of the consideration is due).
(iii) Contract liability
A contract liability is the obligation to transfer goods
or services to a customer for which the Group has
received consideration (or an amount of consider-
ation is due) from the customer. If a customer pays
consideration before the Group transfers goods or
services to the customer, a contract liability is recog-
nized when the payment is made, or the payment
is due (whichever is earlier). Contract liabilities are
recognized as revenue when the Group fulfils the
performance obligation under the contract.
Cost to obtain a contract
The Group has elected to apply the optional prac-
tical expedient for costs to obtain a contract which
allows the Group to immediately expense such
costs when the related revenue is expected to be
recognized within one year. When revenue will be
recognized over several reporting periods the Group
recognizes incremental costs of obtaining a contract
with a customer as an asset, provided that the costs
are expected to be recovered throughout the con-
tract. The costs are amortized on a systematic basis
that is consistent with the transfer of the related
goods or services to the customer and subsequently
re-assessed at the end of each reporting period.
2.17 Employee benefits
Defined benefit pension plans
Defined benefit plans are valued at the present
value of accrued future pension benefits at the end
of the reporting period. Pension plan assets are
valued at their fair value.
The current service cost and net interest income/
costs are recognized immediately and is presented
as a payroll & social security expense in the income
statement. Net interest income/cost is calculated by
using the discount rate of the liability at the begin-
ning of the period on the net liability. Changes in
net pension liabilities as a result of payments of pre-
miums and pension payments have been taken into
consideration. The difference between the actual
return and the accounted return is recognized
continuously through other comprehensive income.
The pension cost is affecting the payroll & social
security costs in the income statement. Actuarial
gains and losses, including changes in value, both
for assets and liabilities, are recognized trough other
comprehensive income. Actuarial gains and losses
are not reclassified over profit and loss.
Multi-employer plans
Some of the Norwegian employees participate in a
new AFP pension scheme. The scheme is a defined
benefit multi-employer pension plan, funded
through premiums that are defined as a percentage
of salary. The scheme’s retirement benefit obliga-
tion and plan assets cannot be reliably measured
and allocated at present. For accounting purposes,
the scheme is treated as a defined contribution
plan, with premium payments expensed as incurred,
and no pension liability recognized.
Defined contribution pension plans
Pension premiums relating to defined contribution
plans are recognized as an expense as they are
incurred.
Share-based payment
The Group has share-based programs for senior-
and key executives. The programs are settled in
shares, and consist of share options, performance
share units (PSUs) and restricted share units (RSUs).
In addition, certain key executives have share based
programs settled in cash. The fair value of the
share-based programs is expensed over the vesting
period which is over the agreed-upon future service
period and, where applicable, the performance
conditions are fulfilled. The fair value of the share
options, PSUs and RSUs is measured at grant date
and calculated using the Black & Scholes model.
The cost of the employee share-based transaction is
expensed over the vesting period. The value of the
issued options, PSUs and RSUs of the transactions
that are settled with equity instruments (settled with
the company’s own shares) is recognized as salary
and personnel cost in profit and loss with a corre-
sponding increase in other paid-in capital. The cash
settlement options are however recognized with a
corresponding change in provisions. Social security
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tax is recorded as a liability and is recognized over
the estimated vesting period.
Service and non-market performance conditions
are not taken into account when determining the
grant date fair value of awards, but the likelihood
of the conditions being met is assessed as part
of the Group’s best estimate of the number of
equity instruments that will ultimately vest. Market
performance conditions are reflected within the
grant date fair value. Any other conditions attached
to an award, but without an associated service
requirement, are considered to be non-vesting
conditions. Non-vesting conditions are reflected in
the fair value of an award and lead to an immediate
expensing of an award unless there are also service
and/or performance conditions.
When the terms of an equity-settled award are
modified, the minimum expense recognized is
the grant date fair value of the unmodified award,
provided the original vesting terms of the award
are met. An additional expense, measured as at
the date of modification, is recognized for any
modification that increases the total fair value of the
share-based payment transaction, or is otherwise
beneficial to the employee. Where an award is
cancelled by the entity or by the counterparty, any
remaining element of the fair value of the award is
expensed immediately through profit or loss.
2.18 Government grants
Government grants, including the Norwegian
Skattefunn incentive scheme, are recognized when
there is reasonable assurance that the Group will
comply with the conditions stipulated for the grants,
and that the grants will be received. Operating
grants are recognized systematically during the
grant period. Grants are deducted from the cost
which the grant is meant to cover. Investment
grants are capitalized and recognized systematically
over the asset’s useful life. Investment grants are
recognized as deferred income. The Group currently
has grants with the United States Department of
Energy which is recognized as grant income.
2.19 Income taxes
The tax expense consists of the tax payable and
changes to deferred tax. Deferred tax/tax assets
are calculated on all differences between the book
value and tax value of assets and liabilities, with the
exception of:
• temporary differences linked to goodwill that are
not tax deductible
• temporary differences related to investments in
subsidiaries, associates or joint ventures when the
Group controls when the temporary differences
are to be reversed and this is not expected to take
place in the foreseeable future.
Deferred tax assets are recognized when it is prob-
able that the Group will have a sufficient profit for
tax purposes in subsequent periods to utilize the tax
asset. The Group recognize previously unrecognized
deferred tax assets to the extent it has become
probable that the Group can utilize the deferred tax
asset. Similarly, the Group will reduce a deferred tax
asset to the extent that the Group no longer regards
it as probable that it can utilize the deferred tax
asset.
Deferred tax and deferred tax assets are meas-
ured on the basis of the expected future tax rates
applicable to the companies in the Group where
temporary differences have arisen. Deferred tax
assets and liabilities are recognized at their nominal
value and classified as non-current assets and
non-current liabilities in the balance sheet.
Taxes payable and deferred taxes are recognized
directly in equity to the extent that they relate to
items recognized directly in equity.
2.20 Segments
For management reporting purposes, the Group is
organized into different business areas according to
product/service range. The Group’s segment report-
ing format is business areas. Financial information
relating to segments and geographical areas is
presented in note 4.
2.21 Contingent liabilities and contingent assets
Contingent liabilities are not recognized in the
annual accounts. Significant contingent liabilities
are disclosed, with the exception of contingent
liabilities that are unlikely to be incurred.
Contingent assets are not recognized in the annual
accounts but are disclosed if there is a certain prob-
ability that a benefit will be added to the Group.
2.22 Events after the balance sheet date
New information on the Group’s financial position
on the end of the reporting period which becomes
known after the reporting period is recorded in the
annual accounts. Events after the reporting period
that do not affect the Group’s financial position at
the end of the reporting period but which will affect
the Group’s financial position in the future are
disclosed if significant.
2.23 New accounting standards, interpretations
and amendments adopted by the group
The Group has not early adopted any standard,
interpretation or amendments that has been issued
but is not yet effective. Standards, interpretations,
and amendments that are issued up to the date of
issuance of the consolidated financial statements,
but not yet effective are considered not relevant and
not to have an impact on the consolidated financial
statements of the Group.
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Note 3 Estimation uncertainty and significant judgments
The management has used estimates and
assumptions that have affected assets, liabilities,
income, expenses and information on potential
liabilities. This particularly applies to the
depreciation of tangible and intangible fixed assets,
impairment of goodwill and evaluations related
to acquisitions. Future events may lead to these
estimates being changed. Estimates and their
underlying assumptions are reviewed on a regular
basis and are based on best estimates and historical
experience and other factors, including forecast
events that are considered probable under current
circumstance. Changes in accounting estimates are
recognized during the period when the changes
take place. If the changes also apply to future
periods, the effect is divided among the present and
future periods.
The Group prepares estimates and makes assump-
tions about the future. The accounting estimates
based on this process are, by definition, rarely com-
pletely in line with the final outcome. Estimates and
assumptions represent a risk of material changes in
the reported amounts of revenues, expenses, assets,
liabilities and equity over the next financial year.
The Group’s most important accounting estimates
are related to the following items:
• Fair value of assets and liabilities at the time of
acquisition
• Impairment of goodwill
• Depreciation and impairment of property, plant &
equipment and intangible assets
• Leases
• Capitalized development cost
• Contingent considerations
• Unlisted equity investments
• Revenue from contracts with customers
Fair value of assets and liabilities
at the time of acquisition
The Group is required to allocate the purchase
price of acquired companies to the assets acquired
and liabilities assumed based on their estimated
fair values. Such valuations require management
to make significant judgments in selecting valu-
ation methods, estimates and assumptions. For
the acquisitions of Wystrach GmbH and Wyrent
GmbH in 2021 the Group engaged a third-party
appraisal firm to assist the Group in determining
the fair values of the assets acquired and liabilities
assumed. The significant purchased intangible
assets recorded by Hexagon Composites included
customer relationships, trade name and technol-
ogy. Critical estimates in the evaluations for such
intangible assets include, but are not limited to,
estimated average customer relationship based
on customer attrition, applying a relief from royalty
model using an appropriate royalty rate and
expected developments in technology and markets.
Management’s estimates of fair value and useful
lives are based upon assumptions believed to be
reasonable, but which are inherently uncertain and
unpredictable and, as a result, actual results may
differ from estimates. Management’s fair value
estimates are based on reasonable, but not entirely
certain, assumptions. See also note 5.
Impairment of goodwill
Recognized goodwill is assessed annually for
impairment. Recoverable amounts from cash-gen-
erating units are calculated based on their value
in use. There is uncertainty associated with the
assumptions used as a basis in the preparation of
budgets for the calculation of value in use. These
calculations require the use of estimates and
assumptions about future income and expense
trends. The recoverable amount is sensitive to the
discount rate used for the discounted cash flow
model as well as the expected future cash-inflows
and the growth rate.
See also note 11 for further information on impair-
ment testing of goodwill.
Depreciation and impairment of property,
plant & equipment and intangible assets
Group management determines the useful lives
and depreciation rates for items of property, plant
& equipment and intangible assets. The expected
useful life of the Group’s production equipment is
largely dependent on technological development.
The present depreciation period is 3–20 years, but
an uncertainty exists for the interval between 10–20
years.
Leases – Significant judgement in determining
the lease term of contracts with renewal
options and incremental borrowing rate
The group has several offices and other facilities
leases with options to extend the lease. Renewal
options are included in the calculation of the lease
liability if management is reasonably certain to exer-
cise the option to renew the contract. Management
has used judgment when considering all relevant
factors that create an economic incentive to extend
the lease. In this assessment Management has
considered the original lease term and the signifi-
cance of the underlying assets, i.e. the offices and
other facilities.
In the event the Group cannot readily determine
the interest rate implicit in the lease, the Group uses
the incremental borrowing rate (IBR) to measure
the lease liability. The IBR is the rate of interest
that the Group would have to pay to borrow over a
similar term, and with a similar security, the funds
necessary to obtain an asset of a similar value to
the right-of-use asset in a similar economic envi-
ronment. The IBR therefore reflects what the Group
‘would have to pay’, which requires estimation
when no observable rates are available (such as
for subsidiaries that do not enter into financing
transactions). The Group estimates the IBR using
observable inputs (such as market interest rates)
when available and is required to make certain
entity-specific estimates (such as the subsidiary’s
stand-alone credit rating). See also note 24 Leases.
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Capitalized development costs
The Group capitalizes development costs for a
project in accordance with the Groups accounting
policy. Initial capitalization of costs is based on
management’s judgement that technological and
economic feasibility is confirmed, usually when a
product development project has reached a defined
milestone according to project plan. In determining
the amounts to be capitalized, management makes
assumptions regarding the expected future cash
generation of the project, discount rates to be
applied and the expected period of benefits. For
criteria for recognition, see note 2.12 and note 11.
There is uncertainty about the date for when the
criteria for recognition of intangible assets are
satisfied and there is uncertainty associated with the
valuation and allocation of the cost of acquisition for
intangible assets.
Contingent considerations
As a part of business combinations, the purchase
price consideration may have to be estimated
dependent upon the content of the sale-and
purchase agreement, herein e.g., contingent con-
siderations. Such liabilities are subject to estimation
uncertainty as they typically are dependent upon
the financial performance of, and/or other quanti-
tative and qualitative events of the acquired entity.
Management uses significant judgement in the
valuation of such liabilities such as, but not limited
to, future profitability, discount rates and probability
of certain target achievement. Any subsequent
revaluations of said liabilities are recognized as fair
value adjustments through profit and loss. See also
note 5.
Unlisted equity investments
Estimating fair value of unlisted companies requires
judgement by management. The fair value of
unlisted equity investments is estimated by using
commonly used valuation techniques or by implicit
valuations derived from private placements under-
taken in the companies.
Revenue from contracts with customers –
determining the timing of satisfaction of
services and funded development contracts
The Group has concluded that revenue for
services and funded development contracts is to
be recognized over time because the customer
simultaneously receives and consumes the benefits
provided by the Group. The fact that another entity
would not need to re-perform the installation
or the defined milestones that the Group has
provided to date demonstrates that the customer
simultaneously receives and consumes the benefits
of the Group’s performance as it performs.
The Group determined that the input method is the
best method in measuring progress of the services
and funded development contracts because there is
a direct relationship between the Group’s effort (i.e.,
total costs incurred) and the transfer of service to
the customer. The Group recognizes revenue on the
basis of the total costs expended relative to the total
expected costs to complete the service and funded
development contract. See also note 4.
Note 4 Operating segment and revenue breakdown
The Group’s operation is divided into four strategic
business areas, which are organized and managed
separately. These four business areas are also
defined as the group’s reportable operating seg-
ments as the different business areas sell different
products, address different customer groups and
have different risk profiles.
The Hexagon Composites group is divided into
the following reportable operating segments
a. Hexagon Agility - global leader of (renewable)
natural gas fuel systems and delivery solutions for
the mobility market.
b. Hexagon Ragasco - world’s leading manufacturer
of composite LPG cylinders.
c. Hexagon Digital Wave - global leader in innova-
tive cylinder testing and monitoring technology.
d. Hexagon Purus - leading global provider of
technology needed for zero emission mobility
The executive management group is the Chief
Operating Decision Makers (CODMs) and monitor
the operating results of their respective business
areas separately for the purpose of making deci-
sions about resource allocation and performance
assessment.
No operating segments have been aggregated to
form the above reportable operating segments.
Transactions between the segments are based on
arm’s length basis.
Other information
The Group’s customer base is relatively fragmented
in terms of size and concentration such that it is
not dependent upon any one single customer. No
customer or customer group exceeded 10 per cent
of annual sales in the group in 2022 and 2021.
Geographical segments
The Group’s activities are divided into the following
regions: Europe, North America, South-East Asia,
Middle East and Norway.
Transactions in the different segments have been
eliminated.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Business segment data 2022
(NOK 1 000) Hexagon Agility
Hexagon
Ragasco
Hexagon Digital
Wave
Corporate /
elimination
Hexagon ex.
Purus Hexagon Purus Elimination
Hexagon Group
2022
Revenue from external customers:
Sale of cylinders and equipment (at a point in time) 3 204 885 701 029 89 297 3 141 3 998 352 909 715 67 4 908 134
Sale of services and funded development (transferred over time) - - - - - 4 882 4 882
Internal transactions 260 981 4 977 24 679 (1 601) 289 036 44 040 (333 076) -
Other operating income 8 093 210 2 025 10 327 4 034 14 361
Total revenue from contract with customers 3 473 959 706 216 116 001 1 540 4 297 716 962 670 (333 009) 4 927 377
Rental income 3 919 - - 1 107 5 027 1 255 (1 353) 4 929
Total revenue 3 477 878 706 216 116 001 2 648 4 302 743 963 925 (334 362) 4 932 306
Operating profit for segment before depreciation/amortization (EBITDA) 208 988 123 256 6 715 8 709 347 667 (405 505) (5 353) (63 190)
Operating profit for segment (EBIT) 28 186 86 362 1 193 (9 907) 105 834 (500 594) (593) (395 352)
Profit/loss from associates (3 571) - - - (3 571) 51 888 - 48 317
Net financial items (56 880) (301) (6 166) (14 543) (77 890) 7 808 - (70 082)
Tax expense 12 691 16 685 258 (11 394) 18 240 (9 380) - 8 859
Profit/loss for the year (44 956) 69 376 (5 231) (13 056) 6 134 (431 518) (593) (425 977)
Segment assets 4 550 321 581 399 109 677 1 750 450 6 991 847 2 654 903 (1 743 009) 7 903 742
Segment liabilities 2 104 101 391 626 46 015 1 077 791 3 619 533 967 282 (151 880) 4 434 935
Investments in property, plant & equipment for the year 213 979 38 352 1 825 13 022 267 180 240 030 507 210
Depreciation and impairment 91 911 29 252 2 109 2 534 125 806 33 779 159 585
Investments in intangible assets for the year 4 940 - - 18 164 23 104 52 625 75 729
Amortization and impairment 46 344 - - 12 812 59 156 36 906 96 062
Additions of right-of-use assets for the year 121 532 - 293 1 695 123 520 122 472 245 992
Depreciation and impairment 37 786 7 642 3 413 3 270 52 110 24 404 76 514
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Geographical information 2022
(NOK 1 000) Europe North America South America South-East Asia Middle East Norway
Consolidated
2022
Revenue divided among customer locations from external customers 2 064 775 2 567 103 105 204 105 270 30 816 59 139 4 932 306
Non current assets
1
1 256 284 2 636 664 13 517 473 928 4 380 393
Investments in property, plant & equipment for the year 171 320 287 003 10 460 38 427 507 210
Investments in intangible assets for the year 1 621 5 246 3 043 65 819 75 729
1
Non-current assets for this purpose consists of property, plant & equipment, right-of-use assets and intangible assets.
Contract balances 2022 2021
Trade receivables 865 403 880 396
Contract assets 9 488 4 165
Contract liabilitites 548 643 277 658
Trade receivables are non-interest bearing and
are generally on terms of 30 to 90 days. In 2022,
TNOK 13 165 (2021 TNOK 10 915) was recognized as
provision for doubtful debtors on trade receivables.
Contract assets are initially recognized for revenue
earned from installation and project services as
receipt of consideration is conditional on successful
completion of installation or project. Upon comple-
tion and acceptance by the customer, the amounts
recognized as contract assets are reclassified to
trade receivables. The higher amount in contract
assets in 2022 is the result of normal fluctuations in
this part of the business at the end of the year. All
contracts are for period of one year or less or are
build based on time incurred. As permitted under
IFRS 15, the transaction price allocated to these
unsatisfied contracts is not disclosed.
Contract liabilities include short-term advances
received for funded services & development and
paid not delivered goods to external customers. The
outstanding balances of these accounts increased in
2022 due to increasing activities in services & funded
development projects. The entire contract liabilities
was recognized in the subsequent period.
Performance obligations
Information related to the Group´s performance
obligations and related revenue recognition is
summarized below:
Sale of goods
The performance obligation is generally satisfied
upon delivery of cylinders and other equipment. The
normal credit term is 30 to 90 days upon delivery.
Recognition of revenue at the point of delivery is
only recognized for an amount of the consideration
that reflects the estimated variable consideration
the Group is expected to ultimately be entitled. The
variable consideration is re-assessed at the end of
each reporting period and recognized as (or when)
the uncertainty is subsequently resolved and is
estimated based on the expected value approach.
Sale of services
The Group provides services in relation to reinspection
and testing of products and non-recurring engineer-
ing and design or development. These may be sold
separately or bundled together with the sale of goods.
The Group has determined that these services should
be accounted for as a separate performance obliga-
tion as the services are separately identifiable. The
performance obligation is satisfied over time because
the customer simultaneously receives and consumes
the benefits provided by the Group. The Group
recognizes revenue on the basis of the labor hours
incurred relative to the total expected labor hours to
complete the installation. When a contract includes
separate performance obligations in relation to both
sale of goods and installation, the consideration is
allocated between the performance obligations based
on observable stand-alone selling prices.
Sale of funded development contracts
The Group has entered into contracts with a limited
number of customers for development services.
As the inputs (raw materials, labor hours etc.) are
integrated into a combined output, the combined
product has been determined to constitute one
performance obligation. Further, the customization
process & integration significantly modifies the
assets under construction until delivery. The Group
assessed that the performance obligation is satisfied
over time because it has at all times an enforceable
right to payment for performance completed to
date, including a reasonable margin. Additionally,
the asset has no alternative use for the Group as it
is limited practically from readily directing the asset
in its completed state, as the Group would suffer
a significant loss from modifying the asset before
it could be sold to another customer. The Group
measures progress based on costs incurred relative
to the total expected costs to complete the project
as this measurement most faithfully depicts the
Group’s progress towards complete satisfaction of
the performance obligation.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Business segment data 2021
(NOK 1 000) Hexagon Agility
Hexagon
Ragasco
Hexagon Digital
Wave
Corporate /
elimination
Hexagon ex.
Purus Hexagon Purus Elimination
Hexagon Group
2021
Revenue from external customers:
Sale of cylinders and equipment (at a point in time) 2 410 469 575 245 47 213 3 084 3 036 012 494 222 947 3 531 181
Sale of services and funded development (transferred over time) 70 - - - 70 3 441 3 511
Internal transactions 202 693 2 495 9 029 21 018 235 235 7 495 (242 731) -
Other operating income 2 608 398 942 17 3 965 880 4 845
Total revenue from contract with customers 2 615 840 578 138 57 184 24 119 3 275 282 506 039 (241 784) 3 539 537
Rental income 1 695 - - 766 2 461 1 679 (787) 3 354
Total revenue 2 617 535 578 138 57 184 24 885 3 277 743 507 718 (242 571) 3 542 890
Operating profit for segment before depreciation/amortization (EBITDA) 292 655 94 972 (10 677) 4 005 380 955 (271 777) (595) 108 584
Operating profit for segment (EBIT) 138 508 60 325 (14 826) (12 634) 171 373 (324 874) (595) (154 096)
Profit/loss from associates - - - - - (2 957) - (2 957)
Net financial items (38 031) (5 785) (4 859) (76 575) (125 250) (19 441) - (144 691)
Tax expense 39 104 11 017 206 (22 374) 27 953 (2 120) - 25 833
Profit/loss for the year 61 373 43 523 (19 891) (66 835) 18 170 (345 152) (595) (327 577)
Segment assets 3 819 260 516 251 83 882 1 263 465 5 682 859 2 101 745 (1 269 358) 6 515 246
Segment liabilities 1 641 009 392 111 113 013 317 044 2 463 177 686 347 (118 580) 3 030 945
Investments in property, plant & equipment for the year 146 378 39 418 6 784 946 193 527 107 711 301 238
Depreciation and impairment 77 605 29 232 1 108 3 051 110 996 17 129 128 125
Investments in intangible assets for the year 5 962 - - 16 059 22 020 37 735 59 755
Amortization and impairment 41 599 - - 10 948 52 547 17 853 70 400
Additions of right-of-use assets for the year 24 309 12 777 - 536 37 622 32 345 69 966
Depreciation and impairment 34 944 5 415 3 041 2 640 46 039 18 116 64 155
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Geographical information 2021
(NOK 1 000) Europe North America South America South-East Asia Middle East Norway
Consolidated
2021
Revenue divided among customer locations from external customers 1 197 409 2 174 867 15 425 81 447 14 996 58 746 3 542 890
Non current assets
1
1 109 628 2 121 649 7 897 438 284 3 677 458
Investments in property, plant & equipment for the year 127 469 131 085 42 684 301 238
Investments in intangible assets for the year 4 778 7 072 47 905 59 755
1
Non-current assets for this purpose consists of property, plant & equipment, right-of-use assets and intangible assets
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 5 Business combinations and changes in the Group`s structure
In 2022, there were no business combinations or changes to the Group’s reporting- or segment structure.
Acquisition of Wystrach in 2021
On 10 November 2021, Hexagon Purus GmbH, a wholly owned subsidiary of Hexagon Purus acquired 100 per cent
of the shares of Wystrach GmbH and Wyrent GmbH (together “Wystrach”). Wystrach have been reported as a
part of the Hexagon Purus segment in the Hexagon Group since November 2021.
Wystrach is a leading European systems and solutions provider for storage and transport of compressed gases.
The Company specializes in the design, manufacturing and assembly of hydrogen systems including steel system
structures and high-pressure piping and has its production facilities in Weeze, Germany.
The Transaction represented a step-change for Hexagon Purus and reinforced its position as a global leader in
zero emission mobility solutions. Wystrach has brought significant systems assembly capacity and knowhow and
complemented the capabilities of Hexagon Purus, improving control of the value chain and accelerating time to
market. Combining two industry frontrunners has and will increase scale, organizational bandwidth and execu-
tion capabilities and put Hexagon Purus in pole position to capitalize on the strong market growth expected for
hydrogen storage solutions.
The fair value of the identifiable assets and liabilities of Wystrach as at the date of acquisition were:
Wystrach GmbH
(NOK 1 000)
Fair value recognised
on acquisition
Assets
Intangible assets:
Customer relationships 78 654
Technology 64 941
Software and licenses 1 533
Tangible assets:
Land and land rights 22 260
Buildings 66 780
Technical equipment and machines 6 640
Other equipment, factory and office equipment 17 340
Right-of-use Assets 7 683
Current assets:
Inventories 170 560
Trade receivable 49 691
Other current assets 59 536
Cash 1 277
Total assets 546 895
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
(NOK 1 000)
Fair value recognised
on acquisition
Liabilities
Liabilities to banks 48 458
Lease liabilities 7 683
Accruals for pensions and similar obligations 980
Deferred tax liabilities 44 837
Provisions 481
Trade payables 105 542
Payments received on account of orders 58 031
Income tax liabilities 7 436
Other liabilities 60 880
Total liabilities 334 328
Net identifiable assets and liabilities at fair value 212 567
Goodwill 187 369
Purchase consideration 399 935
Consideration shares issued in Hexagon Purus ASA 144 500
Deferred payment 43 037
Contingent liabilities 64 933
Purchase consideration transferred / Paid in cash 147 466
Less cash and cash equivalents acquired 1 277
Acquisition, net of cash acquired 146 189
The fair value of Wystrach was NOK 399.9 million. The acquisition was settled with MNOK 147.5 million in cash,
NOK 144.5 million in consideration shares in Hexagon Purus ASA, NOK 43.0 million in deferred payment and
contingent liabilities of NOK 64.9 million expected to be settled in cash in 2023 and 2024. Earn-out amounts are
dependent upon revenue- and EBITDA targets of Wystrach in 2021, 2022 and 2023 and is recognised as a best
estimate of target achievement. There have been no changes to the fair value assessment in 2022.
In the Group’s profit for 2021, Wystrach was included from 1 November. Wystrach’s contribution to the Group’s
revenue and EBITDA in 2021 was NOK 140 million and NOK 18 million respectively. If the acquisition had taken
place on 1 January 2021, the Group total revenue and profit after tax in 2021 would have amounted to NOK 3 697
million and NOK -339 million respectively.
The goodwill recognized is primarily attributed to the expected synergies and other benefits from combining the
assets and activities of Wystrach with the Hexagon Purus Group. The goodwill is not deductible for income tax
purposes.
Transaction costs of NOK 12.4 million were expensed as other operating expenses in the income statement and
are part of operating cash flows in the statement of cash flows for 2021.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 6 Net financial items
(NOK 1 000) 2022 2021
Interest income 15 207 4 394
Unrealised gains from forward exchange contracts with actual gains or losses
through profit and loss 26 523 1 121
Foreign exchange items 230 043 118 466
Other finance income - 1 611
Total finance income 271 773 125 592
Loss on exchange items 90 937 92 784
Unrealised loss on forward exchange contracts and interest rate swaps with
actual gains or losses through profit and loss 137 747 52 681
Cost associated with redemption of bond loan
1
- 46 839
Cost of interest on loans etc. 96 786 48 580
Cost of interest on lease liabilities 9 537 7 980
Other finance expense 6 846 21 421
Total finance expense 341 855 270 283
Net financial items (70 082) (144 691)
1
This consists of MNOK 22.7 in cash for call premium and MNOK 24.2 non-cash impact for accelerated realisation of other charges being
amortised over the original tenor of the bond.
Note 7 Tax
Tax expense
(NOK 1 000) Note 2022 2021
Income tax payable in the income statement 60 363 32 039
Change in deferred tax in income statement (51 503) (6 206)
Tax expense 8 859 25 833
Income tax payable in the balance sheet 53 057 47 201
Income tax receivable in the balance sheet
15 (1 992) (28 017)
Net income tax payable (+) / receivable (-) in the balance sheet 51 065 19 183
Prepaid taxes 38 474 22 389
Settled taxes not paid (4 539) -
Tax payable from acquired companies at acquisition date - (7 436)
Effect on tax payable of group contributions in Norway 534 2 188
FX translation effects (25 171) (4 285)
Total income tax payable in the income statement 60 363 32 039
Nominal tax rates in Norway 22% 22%
Profit before tax (417 118) (301 744)
Tax based on nominal tax rate in Norway (91 766) (66 384)
Adjusted for tax effects of:
Varying foreign tax rates vs. Norwegian tax rate (26 885) (15 875)
Change in not capitalized loss due to uncertainty 141 207 94 863
Other differences relating to foreign subsidiaries (7 918) 4 597
Share of profit/loss from associates (11 213) 651
Other non-taxable income and non-deductible expenses 4 875 11 666
Tax expense from prior periods - (4 533)
FX translation effects 559 849
Tax expense 8 859 25 833
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Deferred tax assets and deferred tax liabilities
Balance sheet Income statement
(NOK 1 000) 2022 2021 2022 2021
Deferred tax
Loss carryforwards (254 038) (167 763) (86 275) (48 859)
Interest deduction limitation reserve (33 123) - (33 123) -
Pension (10) (168) 158 (611)
Plant & equipment 77 210 66 549 10 662 21 167
Intangible assets 107 581 118 887 (11 306) 31 778
Inventories and trade receivables (31 765) (4 479) (27 286) 10 083
Derivatives (42 437) (18 121) (24 316) (35 473)
Provisions for liabilities/other current liabilities (35 764) (25 367) (10 397) (4 484)
Other 148 450 91 346 57 104 7 820
Deferred tax liabilities net (63 895) 60 883 (124 778) (18 579)
Reduction of tax assets due to uncertainty 270 265 172 599 97 666 66 477
Deferred tax assets / liabilities - net carrying amount 206 370 233 482 (27 112) 47 898
Change in deferred tax from purchase of companies - 45 306
Change in deferred tax from group contributions in Norway 534 2 188
Change in deferred tax due to OCI (139) (81)
Change in deferred tax on FX translation 23 996 6 691
Net change in deferred tax in income statement (51 503) (6 206)
Carrying amounts
(NOK 1 000) 2022 2021
Deferred tax asset - (13 678)
Deferred tax liabilities 206 370 247 160
Net recognised deferred tax assets/deferred tax liabilities 206 370 233 482
Deferred tax recognised in the statement of comprehensive income are as follows:
(NOK 1 000) 2022 2021
Deferred tax asset - -
Deferred tax liabilities 139 81
Total 139 81
Overview loss carried forward
(NOK 1 000) 2022 2021
Norway 579 687 351 005
North America 497 004 322 005
Europe 314 110 207 819
Total 1 390 801 880 830
The losses are carried forward indefinitely.
Deferred tax assets are recognized when it is probable that the Group will have sufficient taxable profit in
subsequent periods to utilize the tax assets.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 8 Earnings per share
Earnings per share is calculated by dividing profit for the year by the weighted average number of shares
outstanding.
To calculate diluted earnings per share, the profit and weighted average number of shares outstanding
is adjusted to accommodate all dilution effects associated with share options. All share options are taken
into consideration in the “denominator”, and adjustments are made for recognised option expenses in the
numerator. There are 5 697 864 (6 456 404) instruments that could potentially dilute basic earnings per share
in the future. These are not included in the calculation of the diluted earnings per share because they are
antidilutive for the periods presented. See note 27 for further specification type of instruments.
(NOK 1 000) Note 2022 2021
Profit/loss for the year flowing to holders of ordinary shares
Profit/loss for the year (425 977) (327 577)
Profit/loss for activities held for sale - -
Profit/loss for the year (425 977) (327 577)
Weighted average number of shares outstanding 31 Dec
17
Ordinary shares issued 1 Jan 201 619 712 201 619 712
Own shares (650 418) (847 292)
Issued new shares - -
Outstanding number of shares 31 Dec 200 969 294 200 772 420
Weighted average number of shares outstanding 31 Dec 200 870 857 200 270 205
Profit/loss per share (2.12) (1.64)
Diluted number of shares outstanding 31 Dec
17
Ordinary shares issued 1 Jan 201 619 712 201 619 712
Own shares (650 418) (847 292)
Issued new shares - -
Outstanding shares 31 Dec adjusted for dilution effects 200 969 294 200 772 420
Weighted average number of shares outstanding 31 Dec
adjusted for dilution effects 200 870 857 200 270 205
Diluted profit/loss per share (2.12) (1.64)
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 9 Payroll costs and number of employees
The Group - payroll costs
(NOK 1 000) Note 2022 2021
Salaries/fees
1
1 266 800 876 046
Bonuses and share-based payments 114 039 116 648
Pension expense, defined-benefit plans
18 (1 121) 481
Pension expense, defined-contribution plans
18 47 754 38 649
Other social security expenses 67 788 69 474
Payroll expenses 1 495 259 1 101 298
1
Capitalized payroll expenses related to technology development projects amounted to MNOK 22.5 in 2022 and MNOK 18.5 in 2021.
2022 2021
Average number of full-time equivalents: 1 606 1 286
Corporate management, R&D and support
Norway 15 13
North America 27 33
Hexagon Agility
North America 731 685
Norway 34 21
Germany 175 165
Hexagon Purus
Norway 18 8
North America 126 83
Germany 372 321
China 11 8
Hexagon Digital Wave
North America 52 40
Hexagon Ragasco
Norway 128 129
North America 4 2
Russia 5 5
Total number of employees 31 December 1 698 1 513
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 10 Property, plant & equipment
(NOK 1 000)
Land and
buildings
Plant and
equipment
Fixtures &
fittings, vehicles
Assets under
construction 2022 Total
Cost of acquisition
Cost of acquisition 1 January 2022 296 549 1 079 970 218 274 234 686 1 829 479
Additions 1 265 33 248 43 714 428 983 507 210
Transfer from assets under construction 12 918 157 128 19 383 (189 429) -
Disposals/scrap
1
(113 892) (3 055) (41 841) (7 548) (166 336)
Additions from purchase of companies - - - - -
Translation differences 17 605 67 068 21 515 21 992 128 179
Cost of acquisition 31 December 2022 214 445 1 334 359 261 045 488 683 2 298 532
Accumulated depreciation and impairment
Accumulated depreciation 1 January 2022 67 896 645 665 105 293 - 818 855
Depreciation for the year 21 476 103 557 33 809 - 158 842
Impairment - - 743 - 743
Disposals/scrap
1
(31 420) (1 709) (23 213) - (56 342)
Translation differences 2 786 27 455 9 887 - 40 127
Accumulated depreciation and impairment 31 December 2022 60 738 774 968 126 520 - 962 225
Net carrying amount as of 31 December 2022 153 707 559 391 134 525 488 683 1 336 307
Of which pledged - - - - -
Useful life 10–20 years 3–15 years 3–10 years
Depreciation method Straight-line Straight-line Straight-line
1
On 31 December 2022, Agility North Carolina LLC, a wholly owned subsidiary of Hexagon within the Hexagon Agility segment, affected a sale- and leaseback transaction of its facility in Salisbury, North Carolina. The net carrying amount was MUSD 8.7 and is presented as disposals.
See note 24 for more information.
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(NOK 1 000)
Land and
buildings Plant and equipment
Fixtures &
fittings, vehicles
Assets under
construction 2021 Total
Cost of acquisition
Cost of acquisition 1 January 2021 189 935 990 552 212 274 97 024 1 489 784
Additions 8 557 38 601 20 141 233 938 301 238
Transfer from assets under construction 2 421 63 129 29 898 (95 447) -
Disposals/scrap (185) (36 936) (56 989) - (94 110)
Additions from purchase of companies 89 040 10 239 13 741 - 113 020
Translation differences 6 782 14 386 (791) (828) 19 548
Cost of acquisition 31 December 2021 296 549 1 079 970 218 274 234 686 1 829 479
Accumulated depreciation and impairment
Accumulated depreciation 1 January 2021 55 049 587 226 100 243 - 742 518
Depreciation for the year 12 498 85 027 29 570 - 127 094
Impairment - - 1 031 - 1 031
Disposals/scrap (185) (31 556) (24 977) - (56 718)
Translation differences 534 4 968 (573) - 4 929
Accumulated depreciation and impairment 31 December 2021 67 896 645 665 105 293 - 818 855
Net carrying amount as of 31 December 2021 228 653 434 305 112 981 234 686 1 010 625
Of which pledged - - - - -
Useful life 10–20 years 3–15 years 3–10 years
Depreciation method Straight-line Straight-line Straight-line
Addition from purchase of companies of MNOK 113.0 relates to the acquisition of Wystrach GmbH, Germany (see note 5).
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 11 Intangible assets
Hexagon Composites ASA has the following purchased and own-developed intangible assets
(NOK 1 000) Goodwill
Patents and
licences
Technology-
development
Customer
relationships 2022 Total
Cost price
Opening balance 1 January 2022 1 573 061 239 453 354 061 540 994 2 707 569
Additions - 13 722 62 008 - 75 729
Disposals - (343) (74) - (418)
Translation differences 144 036 23 250 12 186 17 880 197 351
Cost of acquisition 31 December 2022 1 717 097 276 081 428 180 558 874 2 980 232
Accumulated amortization and impairment
Opening balance 1 January 2022 274 51 279 118 270 153 221 323 045
Amortization for the year - 17 201 31 245 47 617 96 062
Disposals - (261) (74) - (336)
Translation differences (274) 2 538 (5 769) (5 888) (9 393)
Accumulated amortization and impairment 31 December 2022 - 70 757 143 672 194 950 409 379
Net carrying amount 31 December 2022 1 717 097 205 324 284 508 363 924 2 570 853
Useful life Indefinite 3–17 years 5–20 years 7–15 years
Amortization method None Straight-line Straight-line Straight-line
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Hexagon Composites ASA has the following purchased and own-developed intangible assets
(NOK 1 000) Goodwill
Patents and
licences
Technology-
development
Customer
relationships 2021 Total
Cost price
Opening balance 1 January 2021 1 370 132 215 435 244 151 456 522 2 286 240
Additions from purchase of companies 187 369 1 533 64 941 78 654 332 497
Additions - 17 175 42 580 - 59 755
Disposals - (198) (45) - (242)
Translation differences 15 561 5 508 2 433 5 818 29 319
- - - - -
Cost of acquisition 31 December 2021 1 573 061 239 453 354 061 540 994 2 707 569
Accumulated amortization and impairment
Opening balance 1 January 2021 274 36 143 96 833 118 635 251 885
Amortization for the year - 13 543 21 083 35 725 70 352
Impairment - - 47 - 47
Disposals - (198) - - (198)
Translation differences - 1 791 307 (1 139) 959
Accumulated amortization and impairment 31 December 2021 274 51 279 118 270 153 221 323 045
Net carrying amount 31 December 2021 1 572 788 188 174 235 790 387 773 2 384 524
Useful life Indefinite 3–17 years 5–20 years 7–15 years
Amortization method None Straight-line Straight-line Straight-line
Addition from purchase of companies of MNOK 332.5 relates to the acquisition of Wystrach GmbH, Germany (see note 5).
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Research & development costs totalling MNOK 148.8
(MNOK 104.7) were expensed in 2022. The Group
has received government grants of MNOK 7.6
(MNOK 11.7) in 2022. MNOK 7.6 (MNOK 11.7) has
been offset against research and development
costs.
The Group has recognized goodwill as a result of
several acquisitions of business enterprises. Each
goodwill item is linked to a cash generating unit
(CGU). When the acquired business enterprise is
maintained as an independent business enterprise
it is, as a starting point, the CGU. Entities that
have considerable synergies and for which the
type of activity is the same, are considered to be a
unified CGU. This applies when acquired business
enterprises are integrated with an existing Hexagon
Composites company or the acquired business
enterprise is, in operative terms, closely linked
together with existing Hexagon Composites busi-
nesses. In these instances, it is the linking enterprise
that is the level of the CGU where goodwill is meas-
ured and followed up. In the Group, four CGU’s
have been identified which capitalized goodwill has
been linked to.
Impairment testing
Goodwill is not depreciated but is subject to impair-
ment testing in the fourth quarter each year. If there
are particular indications of possible impairment,
the impairment test is carried out on a quarterly
basis. The impairment test is carried out by the
calculated recoverable amount being compared
with invested capital for the unit in question. When
the recoverable amount exceeds invested capital,
capitalized goodwill is maintained. When the
recoverable amount is lower than invested capital,
capitalized goodwill is written down to its recover-
able amount. Invested capital consists of the units’
total assets less interest-free current liabilities and
interest-free non-current liabilities. The recoverable
amount is based on expected future cash flows
for the relevant unit based on the management’s
approved budget and strategy figures for the next
four years. These are estimated based on current
sales and margins and the expected market devel-
opment. For subsequent periods it is assumed that
there will be an increase in the cash flows equivalent
to expected general growth within the various
business areas.
The expected future investment requirements for
the units are reflected in the calculations. These are
in accordance with the management’s approved
budget and strategy. For the period beyond the
next four years, it is assumed that the re-invest-
ment requirement will be equivalent to expected
depreciation. Changes in working capital have been
assessed and adjusted in accordance with expected
developments.
When there are indications that a company’s
assets (including goodwill) may be impaired, an
impairment test is conducted using the company’s
weighted average capital cost (WACC) as an esti-
mate for the discount rate (= return on assets ratio).
Correspondingly, WACC is also used for annual
impairment testing. The WACC rate which is used
to discount future cash flows is based on 10-year
risk-free interest rates in the market, the company’s
borrowing interest, beta factor, equity ratio and
market risk premium, adjusted for the liquidity risk
and size of the company.
Value in use is calculated by discounting future
cash flows. Present value calculations are based
on expected future cash flows for the different
cash-generating units, as described above and the
units are not expected to have a finite useful life.
The projections take into account appropriate and
typically modest forms of growth in the cash flows
into perpetuity.
Key assumptions used in value in use calculations
The most important assumptions for calculating
value in use are related to estimates for operating
revenues, EBITDA margins, discount rates and
growth rates beyond the forecast period of 5 years.
A weighted average cost of capital after tax of
11.9 per cent (8.7 per cent last year) has been used
for all Cash Generating units (CGUs).
Following the spin-off and separate listing of
Hexagon Purus in December 2020, the Hexagon
Group has defined separate targets for the Hexagon
businesses ex Purus (“Hexagon proforma”), namely
Hexagon Agility, Hexagon Ragasco and Hexagon
Digital Wave. These are typically more mature busi-
nesses with a longer historical basis for the forecast.
Hexagon Purus is less mature, however is in the
leading position, operating in an extreme growth
environment. The addressable market and opportu-
nity roadmap have been thoroughly studied and a
business plan produced on the basis of maintaining
a significant market share of the rapidly developing
e-mobility market globally.
All operating revenues and EBITDA margins are
based on the stated forecast periods, past perfor-
mance and management expectations of market
development for the future. Growth rates are
consistent with industry and market forecasts except
where conservatively applied outside the primary
forecast periods.
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Hexagon (ex Purus)
Hexagon proforma primary forecast horizon is 5
years from 2023 to 2027 and from which projections
are made, on a rolling 5 year basis, using prudently
conservative growth rates which collectively approx-
imate to 15 per cent. Hexagon proforma collectively
employs targets of:
• At least 15 per cent annual operating revenue
growth
• Attaining 15 per cent EBITDA margin
The differing CGUs within Hexagon proforma may
have differing revenue growth and EBITDA margins
at differing periods of time, but collectively are
expected to attain the Hexagon proforma targets
within the primary forecast horizon. Hexagon
Digital Wave is in the middle of a transformational
business plan, through digitalization, incorporating
opex investments over the next three years which
weigh on positive margins short-term and increase
growth in revenues and margins longer-term.
The Assumptions used per CGU in relation to the
Hexagon proforma targets are as follows:
• Hexagon Agility attaining > target revenue growth
and > target EBITDA margin
• Hexagon Ragasco attaining < target revenue
growth and > target EBITDA margin
• Hexagon Digital Wave > target revenue growth
and > target EBITDA margin
Hexagon Purus
The Hexagon Purus business is in its early phase and
should use a longer forecast period than the other
more mature businesses, in order to develop and
implement its addressable green technology and
e-mobility activities and attain a steady state oper-
ation and profit margins. To conform with IFRS 36
with a maximum 5 year forecast horizon, and given
start-up companies do not by nature have previous
history to rely on, terminal values and growth rates
are applied at the end of year 5. With the focus of
global climate change mitigation pointed towards
promoting fuels that reduce GHG and Co
2
emis-
sions there is strong support that adoption rates
will increase at an even faster rate than we have
seen historically with CNG/RNG – and as already
observed with the zero-emission regulation friendly
European BEV adoption. Hexagon Purus’ initial
business plan projections are for significant growth:
NOK 4 to 5 billion in revenues by 2025 and dou-
ble-digit EBITDA margins in the longer-term.
In this regard the following assumptions are used
specifically in relation to the business activities
for which the historical goodwill attributable to
Hexagon Purus arose, being hydrogen cylinders,
distribution, ground storage , marine, rail and other
cylinder applications:
• at target revenue growth and attaining target
EBITDA margin
The goodwill items of the following cash generating units are subject to impairment testing
2022 2021
Hexagon Agility 1 124 360 1 010 062
Hexagon Digital Wave 36 646 32 787
Hexagon Purus 523 741 497 589
Hexagon Ragasco 32 350 32 350
Total goodwill 1 717 097 1 572 788
The assumptions that were used as a basis for the calculations made at the end of 2022 resulted in comfortable
headroom for all of the above.
Other assumptions for the
impairment testing of goodwill
The recoverable amount is calculated based on the
general assumptions referred to above. The calcula-
tions do not assume major changes in the nature of
business activities compared with 2022.
In the prognosis period, an increase in the operating
profit equal to the general growth in the economy
is, at a minimum, expected.
The impairment testing is performed in the func-
tional geographic currency of the CGU being USD
for Hexagon Agility and Hexagon Digital Wave, and
NOK for Hexagon Ragasco.
Sensitivity analyses for the goodwill
In connection with the impairment testing of good-
will, the Group has carried out sensitivity analyses.
These sensitivity analyses are carried out for each
cash-generating unit. The present value of the
cash flow in the calculations made is, among other
things, sensitive to changes in the discount rate. The
sensitivity analysis uses the economic assumptions
referred to above as its starting point. Calculations
have been made based on one of the estimated
economic assumptions being changed and in
which the other economic assumptions remain
unchanged.
The sensitivity analyses for the CGU demonstrate
that recoverable amounts of Hexagon Agility,
Hexagon Ragasco, Hexagon Digital Wave and
Hexagon Purus goodwill exceed the recognized
value by a good margin, and a reasonable change
in key assumption (+ 1.0 per cent for WACC and -
2.0 per cent on EBITDA margin) would not cause the
carrying amount to exceed value in use.
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Note 12 Other non-current financial assets
(NOK 1 000) 2022 2021
Cross-currency interest swap
1
25 431 -
Loans to associated companies
2
48 270 -
Equity investments at fair value
3
67 727 379
Total other non-current financial assets 141 429 379
1
On 16 May 2022, Hexagon Composites ASA entered into three float-to-fix interest rate swaps, a USD 10 million swap with a 10 year maturity,
a USD 10 million swap with a 7 year maturity, and a USD 33 million swap with a 5 year maturity. The swaps principal value represents approxi-
mately 40 per cent of the Company’s term loan (NOK 1 100 million) and revolving credit facility (NOK 350 million).
2
Loans to associated companies includes accrued interests as per 31 December.
3
NOK 67.3 million relates to the fair value of Norwegian Hydrogen AS, which was reclassified from an associated company to an equity invest-
ment as per 27 August, 2022, following a private placement in Norwegian Hydrogen AS and where the Group’s significant influence in the entity
ceased. See also note 26 for further information and gain related to the reclassification.
Note 13 Inventories
(NOK 1 000) 2022 2021
Raw materials and consumables 1 143 340 787 377
Work in progress 176 940 115 226
Finished goods 226 217 244 401
Total inventories 1 546 497 1 147 004
Provision for obsolete inventory in balance sheet (77 530) (38 529)
Carrying amount of holdings used as pledged assets - -
Note 14 Trade receivables
(NOK 1 000) 2022 2021
Trade receivables 878 568 891 311
Provisions for expected credit loss (13 165) (10 915)
Trade receivables after provision for losses 865 403 880 396
Carrying amount of trade receivables used as pledged assets - -
Losses on trade receivables are classified as other operating expenses in the income statement. Set out below
is the information about the credit risk exposure on the Group’s trade receivables and contract assets using a
provision matrix:
As of 31 December the Company had the following ageing of trade receivables
Contract
assets Total Not due <30 days
30–60
days
60–90
days >90days
Expected credit loss rate 2022 - 1.5% 0.4% 0.2% 4.5% 16.7% 12.3%
Estimated total gross carrying
amount at default 2022 9 488 878 568 540 017 222 194 55 274 11 861 49 222
Expected credit loss 2022 - 13 165 2 126 528 2 494 1 977 6 039
Expected credit loss rate 2021 - 1.2% 0.2% 0.4% 6.7% 0.4% 9.9%
Estimated total gross carrying
amount at default 2021 4 165 891 311 578 086 141 610 59 367 60 867 51 381
Expected credit loss 2021 - 10 915 1 071 569 3 948 217 5 109
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Changes in the provision for losses are as follows
2022 2021
Opening balance 1 January 10 915 13 293
Additions from purchase of companies - 898
Provision for losses for the year 1 897 595
Actual losses during the year (358) (4 026)
Translation differences 712 155
Closing balance 31 December 13 165 10 915
Credit risk and currency risk regarding trade receivables are described in more detail in note 25.
Note 15 Other current assets
(NOK 1 000) 2022 2021
Prepaid expenses 80 757 90 202
Prepayment to suppliers 61 188 -
VAT refund 6 956 24 681
Prepaid tax overseas 1 773 28 017
Forward exchange contracts - 1 162
Other
1
38 097 38 381
Total other current assets 188 772 182 443
1
Other in 2022 included receivables from the Skattefunn tax incentive scheme and other grants of NOK 4 820 thousand (7 837 thousand).
Note 16 Bank deposits, cash and cash equivalents
(NOK 1 000) 2022 2021
Cash at bank and in hand 713 547 600 209
Bank deposits, cash and cash equivalents 713 547 600 209
Cash & cash equivalents in the cash flow analysis 713 547 600 209
Undrawn Group overdraft facility 135 769 264 337
Undrawn loan facilities 225 000 318 268
Restricted funds included in cash & cash equivalents
1
9 283 8 944
1
Restricted tax withholdings.
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Note 17 Share capital, shareholder information and dividend
(NOK 1 000) 2022 2021
Ordinary shares of NOK 0.10 each 201 619 712 201 619 712
Total number of shares 201 619 712 201 619 712
The Company’s share capital consists of one class of shares and is fully paid-up.
Changes in share capital and share premium
Number of shares
Share capital
(NOK 1 000)
Share premium
(NOK 1 000)
2022 2021 2022 2021 2022 2021
Ordinary shares
Issued and paid 1 January 201 619 712 201 619 712 20 162 20 162 2 075 999 2 075 999
Issued new share capital - - - - - -
Transaction cost - -
Issued and paid 31 Dec 201 619 712 201 619 712 20 162 20 162 2 075 999 2 075 999
Own shares
1 January 847 292 1 851 723 85 185
Change during period (196 874) (1 004 431) (20) (100)
31 December 650 418 847 292 65 85
As of 31 December 2022 the Company had 650 418 own shares (847 292). The cost of acquisition of NOK 18 789
thousand (NOK 20 690 thousand) is entered as a reduction in equity. The shares are held as “own shares”, and
the Company is entitled to sell them in the future.
20 Largest shareholders as of 31 December 2022 Number of shares Shareholding
MITSUI & CO LTD 45 833 321 22.73%
FLAKK COMPOSITES AS
1
20 000 000 9.92%
CLEARSTREAM BANKING S.A. 17 773 882 8.82%
MP PENSJON PK 12 127 762 6.02%
BRØDR. BØCKMANN AS 5 649 663 2.80%
KTF FINANS AS 5 000 000 2.48%
NØDINGEN AS 4 968 704 2.46%
BROWN BROTHERS HARRIMAN & CO 4 470 699 2.22%
FOLKETRYGDFONDET 3 840 921 1.91%
STATE STREET BANK AND TRUST COMPANY 3 064 779 1.52%
RBC INVESTOR SERVICES TRUST 2 452 081 1.22%
JPMORGAN CHASE BANK, N.A., LONDON 2 225 619 1.10%
THE NORTHERN TRUST COMPANY, LONDON 1 925 170 0.95%
VERDIPAPIRFONDET STOREBRAND NORGE 1 923 872 0.95%
RBC INVESTOR SERVICES TRUST 1 659 414 0.82%
NORDNET BANK AB 1 433 020 0.71%
SKANDINAVISKA ENSKILDA BANKEN AB 1 349 798 0.67%
VERDIPAPIRFONDET KLP AKSJENORGE IN 1 310 044 0.65%
FLAKK INVEST AS
1
1 300 000 0.64%
SIX SIS AG 1 287 592 0.64%
Total 20 largest shareholders 139 596 341 69.24%
Remainder 62 023 371 30.76%
Total 201 619 712 100.00%
1
These shareholdings are controlled by the Chair of the Board, Knut Flakk.
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Ownership structure
The total number of shareholders as of 31 December 2022 was 5 666 of whom 452 were foreign shareholders. The
number of shares held by foreign shareholders was 111 390 509 or 56.2 per cent.
The Board proposes to the general assembly that there will be no dividend to be paid for the fiscal year 2022, the
same as for 2021.
Dividends are included as allocations to the owners in the period in which they are paid.
The Board (unanimous) has a mandate to increase share capital by up to NOK 2 016 195 by issuing up to 20 161 950
shares (par value NOK 0.10). This authorization is valid until the next ordinary general assembly.
Note 18 Pension and other non-current employee benefits
The Norwegian companies in the Group are legally obliged to have occupational pension arrangements under
the Norwegian Mandatory Occupational Pension act. The Norwegian pension arrangements satisfy the require-
ments of this act. Plans in other jurisdictions follows local requirements and agreements. Below is a summary
table of the pension cost in the Group for the various pension plans. Further details on the various plans are
provided below:
(NOK 1 000) 2022 2021
Defined contribution pension plan 45 582 36 826
Defined benefit pension plan (1 121) 481
Multi-employer pension plan in Norway (new AFP) 2 172 1 823
Total 46 633 39 130
Defined contribution plans in the Group:
The defined contribution pension plans in the Norwegian companies have contribution rates from 7 per cent for
salaries in the range of 0 to 7.1 times the national insurance base rate (G) and from 8 per cent for salaries in the
range from 7.1 G to 12 G. As of 31 December 2022 the Norwegian defined contribution pension plans had 195 (166)
members.
Our subsidiaries in the US and Canada offer defined contribution plans subject to US and Canadian statutory
requirements. The defined contribution plans cover full-time employees and employer contributions range up to
6 per cent of defined compensation subject to employee contributions. For some of the plans, there can also be
an additional payment at the end of the year in accordance with the terms of the defined contribution plan. As of
31 December 2022, 919 (740) members were covered by the plan. There are no defined contribution pension plan
in Germany.
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The table below provides a split of expenses in the defined contribution plans:
(NOK 1 000) 2022 2021
Defined contribution pension plans - Norway 15 124 12 205
Defined contribution pension plans - USA / Canada 30 458 24 621
Total 45 582 36 826
Defined benefit plans in the Group:
There are historical defined benefit plans in Norway and Germany with a very limited participation. The obligation
for the defined benefit pension plans is calculated on a straight-line basis. Unrealized gains and losses resulting
from changes in actuarial assumptions are recognized in other comprehensive income. There are 10 active
and 11 retired in the pension plans. The pension liabilities and assets are calculated by actuaries and presented
below. Based on the limited participation, assets and liabilities, the plans are considered of low materiality and
significance.
(NOK 1 000) 2022 2021
Pension assets 402 -
Pension liabilities 2 321 4 645
Multi-employer pension plan in Norway
126 (121) of the Norwegian employees is a member of a new “agreement-based early retirement plan” (new AFP).
The AFP plan is a lifelong supplement to the regular pension. Employees can take the new AFP scheme from the
age of 62 or remain in employment and earn further benefits until the standard retirement age of 67. The AFP
pension scheme is a defined benefit multi-employer pension plan, funded through premiums that are defined
as a percentage of salary. The scheme’s retirement benefit obligation and plan assets cannot be reliably meas-
ured and allocated at present. For accounting purposes, the scheme is treated as a defined contribution plan,
with premium payments expensed as incurred, and no obligation recognized in the balance sheet. Premiums are
2.5 per cent (2.5 per cent in 2021) for salaries in the range 1.0 - 7.1 times the national insurance base rate (G) and is
expected to increase in the coming years. Total contribution for the arrangement was NOK 2 172 thousand in 2022
and NOK 1 823 thousand in 2021. Expected premium for 2023 is NOK 2 248 thousand.
Note 19 Provisions
Non-current provisions
(NOK 1 000) 2022 2021
Other non-current provisions 6 133 11 686
Total non-current provisions 6 133 11 686
Current provisions
(NOK 1 000) 2022 2021
Balance 1 January 66 747 89 301
Additions from purchase of companies - 438
Provisions for year 53 713 12 668
Translation differences 6 708 785
Provisions used during year (24 611) (36 445)
Balance 31 December 102 557 66 747
The Group seeks to minimize the level of warranty or other claims from third parties through a diligent focus on
quality. The Group also seeks to consistently recognize any potential impact of unanticipated events. Provisions
are made for both general and, if required, specific warranty claims on Low-Pressure and High-Pressure
cylinders or on delivered systems. Such provisions are typically based on i) historical warranty costs levels for
equivalent products and services, ii) our assessment of any ongoing third-party legal disputes or quality related
matters in the ordinary course of business. In such cases, including products liability cases, the Group prepares
estimates based on experience, professional judgment of legal counsel, and other assumptions it believes to
be reasonable. The Group also recognizes an asset if insurance covers all or part of any recorded liability. As
additional information becomes available, potential liability related to pending litigation is reassessed and
related estimates are updated., and iii) a forward view based on the changing levels and complexity of our
business activities within cylinder and systems business areas respectively.
The warranty period is mostly one year from delivery with exceptions for individual contracts. The provision can
thereby be expected to be related to activity and new contracts.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 20 Interest-bearing liabilities
Carrying amount
(NOK 1 000) Interest rate conditions Currency Maturity
Facility size
(nok) 2022 2021
Secured
Term loan DNB and Danske Bank (bullet) Nibor 3 month + margin NOK 9 Dec 2024 1 100 000 1 100 000 1 100 000
Revolving credit facility DNB and Danske Bank (bullet) Nibor 3 month + margin NOK 9 Dec 2026
4
350 000 350 000 31 732
Accordion facility DNB and Danske Bank (bullet) Nibor 3 month + margin NOK 31 Mar 2024
4
325 000 100 000 -
Overdraft facility DNB and Danske Bank Nibor 3 month + margin NOK 9 Dec 2024 250 000 130 002 -
Total DNB and Danske Bank
1
2 025 000 1 680 002 1 131 732
Bank loan Volksbank an der Niers AG 1.55% EUR 30 Sep 2036 N/A 7 356 7 677
Bank loan Deutsche Bank AG 1.96% EUR 30 Mar 2037 N/A 16 881 15 469
Bank loan Deutsche Bank AG 2.88% EUR 30 Jun 2033 N/A 14 524 17 547
Bank loan Deutsche Bank AG 1.79% EUR 30 Nov 2025 N/A 5 586 5 865
Overdraft facility Deutsche Bank Euribor 3 month + margin EUR 15 771 - 8 637
Total Deutsche Bank and Volkesbank
2
15 771 44 347 55 194
Total secured interest-bearing liabilities 1 724 348 1 186 927
Other current interest bearing liabilities - 585
Amortized transaction costs loans
3
(7 534) (7 820)
Total interest-bearing liabilities 1 716 815 1 179 692
hereof current:
Overdraft facility 130 002 8 637
Current interest bearing liabilities 100 000 585
1
st
year’s instalments, classified as current 4 673 4 413
Total current interest-bearing liailities 234 674 13 635
Total non-current interest bearing liabilities 1 482 141 1 166 057
Estimated repayment structure for non-current liabilities
(NOK 1 000) as of 31 December 2021
2023 2024 2025 2026 2027 Thereafter
234 674 1 104 672 3 134 354 422 3 103 24 342
1
On December 9, 2021, Hexagon Composites ASA entered into a new
Senior Secured bilateral loan facility with DNB and Danske Bank. The
overall size of the committed facility was NOK 1 700 million, compris-
ing a term loan of NOK 1 100 million, a multi-currency revolving credit
facility (RCF) of NOK 350 million and an overdraft facility of NOK 250
million. The size of the uncommited facility amounted to a maximum
of NOK 400 million, where NOK 325 was called upon and became
committed as of 30 September 2022. At 31 December 2022 the total
commitment under the facilities was NOK 2 025 million.
2
The bank loans towards Volkesbank and Deutsche Bank relates to
Wystrach. Wystrach has in addition an overdraft facility of MEUR 1.5 as
of 31 December 2022.
3
Costs associated with the loans are amortized over the duration of the
loans using the effective interest method. Buy-back premium and rest
amortization associated with the bond loan amounted to MNOK 22.7
and MNOK 24.2 respectively and was expensed in 2021 (see also
note 6).
4
Maturity includes extension options.
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Covenants
As of 31 December 2022, financial covenants, related to equity ratio and leverage (NIBD/EBITDA) were in compliance with comfortable headrooms.
Reconciliation for liabilities arising from financing activities
(NOK 1 000)
Non-current
interest
bearing
liabilities
Current
interest-
bearing
liabilities
Lease
liabilities Total
Liabilities 1 January 2021 1 206 127 - 275 705 1 481 832
Financing activities with cash settlement
Repayment of non-current liabilities (1 265 825) - - (1 265 825)
New interest bearing liabilities 1 134 459 4 595 - 1 139 054
Repayment of lease liabilities - - (62 736) (62 736)
Repayment of current liabilities - - - -
Financing activities without cash settlement
Additions from acquisition of companies 43 831 4 627 7 899 56 358
New lease liabilities - - 69 966 69 966
Reclassification 1
st
year’s instalments (4 413) 4 413 - -
Exchange differences (3 419) - 1 897 (1 522)
Other transactions without cash settlement 55 297 - - 55 297
Liabilities 31 December 2021 1 166 057 13 635 292 732 1 472 424
(NOK 1 000)
Non-current
interest
bearing
liabilities
Current
interest-
bearing
liabilities
Lease
liabilities Total
Liabilities 1 January 2022 1 166 057 13 635 292 732 1 472 424
Financing activities with cash settlement
Repayment of non-current liabilities - (4 560) - (4 560)
New interest bearing liabilities 318 268 221 039 - 539 307
Repayment of lease liabilities - - (73 947) (73 947)
Repayment of current liabilities - - - -
Financing activities without cash settlement
Additions from acquisition of companies - - - -
New lease liabilities - - 307 333 307 333
Reclassification 1
st
year’s instalments (4 673) 4 673 - -
Exchange differences 2 089 (113) 25 474 27 450
Other transactions without cash settlement 399 - - 399
Liabilities 31 December 2022 1 482 140 234 674 551 592 2 268 406
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Note 21 Other financial liabilities and provisions
(NOK 1 000) 2022 2021
Cross-currency swap 216 885 81 423
Deferred payment from business combination - 43 490
Contingent liabilities from business combination 39 789 65 616
Total non-current financial liabilities 256 675 190 529
Deferred payment from business combination 45 776 -
Contingent liabilities from business combination 29 275 -
Total current financial liabilities 75 051 -
In 2019 the company entered into a cross-currency swap of USD 120.3 to effectively convert long-term financing
from NOK to USD. During 2021 the swap was settled and re-issued with an USD denominated balance of 132.7
million. In relation with the refinancing of the Group in December 2021 the maturity of the swap was extended
concurrent with the initial maturity of the bank loan. The value of the swap as of 31 December 2022 was
NOK -216 885 thousand.
Deferred payment from business combinations of NOK 43 490 thousand and contingent liabilities from business
combinations of NOK 65 616 thousand in 2021 relates to the acquisition of Wystrach GmbH, Germany (see also
note 5). As of 31 December 2022, the deferred payment and a portion of the contingent liability are classified as
current. There have been no changes in the valuation of the contingent liabilities during the year. The change in
the carrying values relates only to changes in foreign exchange rates, as the liability is denominated in EUR.
Note 22 Current interest-bearing liabilities
(NOK 1 000) 2022 2021
Current interest-bearing liabilities overdraft facility 130 002 8 637
Other current interest-bearing liabilities 100 000 585
1
st
year’s instalments, non-current interest-bearing liabilities 4 673 4 413
Total current interest-bearing liabilities 234 674 13 635
1
st
year’s instalments, lease liabilities 70 574 62 455
Total 305 248 76 090
Current interest-bearing debt is subject to the same financial terms as the secured non-current interest-bearing
debt disclosed in note 20. The overdraft facilities within the Group are generally priced on base rate + margin, in
addition to periodic charges connected to the provision of the facilities.
Note 23 Other current liabilities
(NOK 1 000) 2022 2021
Public duties payable 26 949 40 406
Unpaid salaries, bonuses, holiday pay 111 892 118 282
Accrued expenses and other current liabilities 204 313 161 463
Total 343 154 320 150
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 24 Leases
Right of use assets
(NOK 1 000)
Land and
buildings
Plant and
equipment
Fixtures &
fittings,
vehicles
2022
Total
At cost
Cost of acquisition 1 Jan 373 042 78 270 5 537 456 849
Additions of right-of-use assets 241 082 1 505 3 404 245 992
Expirations at maturity (52 166) - (262) (52 428)
Disposals - - - -
Transfers and reclassifications - - - -
Additions from purchase of companies - - - -
Translation differences 30 763 4 175 424 35 362
Cost of acquisition 31 Dec 592 722 83 951 9 102 685 775
Accumulated depreciation and impairment
Accumulated depreciation and impairment 1 Jan 136 613 34 391 3 536 174 540
Depreciation for the year 62 113 12 775 1 626 76 514
Impairments for the year - - - -
Expirations at maturity (52 166) - (262) (52 428)
Disposals - - - -
Transfers and reclassifications - - - -
Additions from purchase of companies - - - -
Translation differences 11 670 2 041 205 13 917
Accumulated depreciation and impairment 158 230 49 208 5 105 212 542
Carrying amount of right-of-use assets as of 31 Dec 434 492 34 743 3 998 473 233
Useful life 3–17 years 3–7 years 2–5 years
Depreciation method Straight-line Straight-line Straight-line
Sale- and leaseback transactions
On 31 December 2022, Agility North Carolina LLC, a wholly owned subsidiary of Hexagon within the Hexagon
Agility segment, affected a sale- and leaseback transaction of its facility in Salisbury, North Carolina. The facility
consists of approximately 19 000 square metres for production and assembly of fuel systems, as well as approx-
imately 144 000 square metres of land. The consideration received for the facility amounted to NOK 161 million,
which resulted in an accounting gain of NOK 8 million net of transaction costs. The gain is presented as other
operating income in the income statement.
The lease agreement has a lease term of 16 years with options to extend for two 10 year periods. Initial recognition
of lease liability per 31 December was NOK 135 million. Extension options are, due to uncertainty of exercising, not
included in the lease liability calculation. Recognized right of use asset amounted to NOK 72 million representing
a 84 per cent proportionate share (derived by the ratio of the recognized lease liability over the of the facility’s fair
market value), pre-sale book value of NOK 86 million.
In addition to the affected sale-and leaseback transaction of the existing facility in Salisbury, North Carolina, the
buyer also acquired the right to develop Agility’s planned NOK 136 million expansion of the Salisbury facility. The
expansion is estimated to commence in January 2025, where a separate lease agreement will be entered into
with the buyer. Both the sale-and leaseback agreement and the outsourcing of the expansion project is affected
according to Hexagon’s preference of renting instead of owning its facilities.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Right of use assets
(NOK 1 000)
Land and
buildings
Plant and
equipment
Fixtures &
fittings,
vehicles
2021
Total
At cost
Cost of acquisition 1 Jan (right-of-use asset) 349 678 30 983 6 892 387 553
Additions of right-of-use assets 46 443 22 733 790 69 966
Expirations at maturity (8 077) - (124) (8 201)
Disposals - - - -
Transfers and reclassifications (20 121) 20 324 (204) -
Additions from purchase of companies - 7 101 798 7 899
Translation differences 5 118 (2 872) (2 616) (369)
Cost of acquisition 31 Dec 373 042 78 270 5 537 456 849
Accumulated depreciation and impairment
Accumulated depreciation and impairment 1 Jan 109 986 6 663 4 352 121 002
Depreciation for the year 52 509 10 245 1 401 64 155
Impairments for the year - - - -
Expirations at maturity (8 077) - (124) (8 201)
Disposals - - - -
Transfers and reclassifications (19 770) 18 868 902 -
Additions from purchase of companies - - - -
Translation differences 1 965 (1 385) (2 996) (2 416)
Accumulated depreciation and impairment 136 613 34 391 3 536 174 540
Carrying amount of right-of-use assets as of 31 Dec 236 429 43 879 2 001 282 309
Useful life 3–17 years 3–7 years 2–5 years
Depreciation method Straight-line Straight-line Straight-line
Lease liabilities
(NOK 1 000) 2022 Total 2021 Total
Undiscounted lease liabilities and maturity of cash outflows
Less than 1 year 100 831 73 596
1–2 years 102 808 52 866
2–3 years 79 016 50 639
3–4 years 67 828 25 066
4–5 years 59 817 21 300
More than 5 years 345 007 106 946
Total undiscounted lease liabilities at 31 December 755 305 330 413
Summary of the lease liabilities
(NOK 1 000) 2022 Total 2021 Total
At initial application 1 January 292 732 275 705
New lease liabilities recognised in the year 307 333 69 966
Additions from purchase of companies - 7 899
Transfers and reclassifications - -
Cash payments for the principal portion of the lease liability (73 947) (62 736)
Cash payments for the interest portion of the lease liability (9 537) (7 980)
Interest expense on lease liabilities 9 537 7 980
Currency exchange differences 25 474 1 897
Total lease liabilities at 31 December 551 592 292 732
Current lease liabilities 70 574 62 455
Non-current lease liabilities 481 018 230 276
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Summary of cash outflows leases
(NOK 1 000) 2022 Total 2021 Total
Cash payments for leases 83 485 70 715
Variable payments 12 650 10 427
Cash payments related to short-term leases and leases of low value 1 666 1 386
Total cash outflows for leases 97 801 82 528
Some of the leases have options to extend the contract beyond the period used in the calculations. For most
cases the probability of utilizing such options are not sufficiently high to include options in the calculation of the
leases. The leases do not contain any termination options that are considered significant for the calculations.
The leases do not contain any restrictions on the Group’s dividend policy or financing, and there are no require-
ments to financial performance or ratios. The Group does not have significant residual value guarantees related
to its leases to disclose. No operational risks related to leases are identified.
As of 31 December 2022, there was one significant lease agreement within the Hexagon Purus segment which
had not yet commenced and thus not yet reflected in the balance sheet. This relates to a production facility
currently under construction in Kassel, Germany, which is expected to commence in the second half of 2023. The
construction cost of the building is estimated to approximately NOK 400 million and the Group is committed to
enter into a 15 year lease with an option to buy after 10 years.
The Group has entered into some minor short-term leasing agreement for mobile pipeline systems to customers.
The carrying amount of assets leased to others under operating leases are as follows:
The Group as a lessor
(NOK 1 000) 2022 Total 2021 Total
Cost price leased assets included in fixtures & fittings 9 484 31 552
Total 9 484 31 552
Accumulated depreciation of leased assets 3 832 4 487
Book value leased assets per 31 December 5 652 27 064
All leases are on short-term and the future minimum lease payment related to the fixed assets in 2023 are
expected to be MNOK 2.0.
Note 25 Market risk
Financial risk
The Group’s principal financial liabilities, other than derivatives, comprise loans and borrowings, and trade and
other payables. The main purpose of these financial liabilities is to finance the Group’s operations. The Group’s
principal financial assets include trade receivables, cash and cash equivalents that derive directly form its opera-
tions. The Group use some financial derivatives for hedging purposes.
The Group is exposed to interest rate risk, liquidity risk, currency risk and credit risk. The Group’s management
regularly evaluates these risks and defines guidelines on appropriate financial risk governance framework for the
Group. Procedures for risk management are adopted by the board and carried out by the chief financial officer in
close cooperation with the subsidiaries.
The Group may use financial instruments to hedge risks associated with interest rate and foreign currency fluctu-
ations. The Group uses derivative financial instruments to minimize these risks under its strategy for interest and
currency exposure. The accounting treatment of financial derivatives is described in note 2.
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The Group has the following financial assets and liabilities divided into different categories for
accounting treatment and reconciled against the balance sheet items 31 December 2022
(NOK 1 000)
Derivatives
designated
as hedging
instruments
through
profit or loss
Equity
instruments
designated
at fair value
through OCI
Financial
instruments
at fair value
through P&L
Financial
instruments
at amortized
cost Total
Assets
Other non-current financial assets 25 431 67 727 48 270 141 429
Trade receivables 865 403 865 403
Bank deposits, cash and cash equivalents 713 547 713 547
Total financial assets 25 431 - 67 727 1 627 220 1 720 378
Liabilities
Non-current interest-bearing liabilities 1 482 140 1 482 140
Other non-current financial liabilities 216 885 39 789 - 256 675
Non-current lease liabilities 481 018 481 018
Current lease liabilities 70 574 70 574
Current interest-bearing liabilities 234 674 234 674
Other current financial liabilities 29 275 45 776 75 051
Trade payables 572 569 572 569
Total financial liabilities 216 885 - 69 064 2 886 751 3 172 701
The Group has the following financial assets and liabilities divided into different categories for
accounting treatment and reconciled against the balance sheet items 31 December 2021
(NOK 1 000)
Derivatives
designated
as hedging
instruments
through
profit or loss
Equity
instruments
designated
at fair value
through OCI
Financial
instruments
at fair value
through P&L
Financial
instruments
at amortized
cost Total
Assets
Other non-current financial assets 379 379
Trade receivables 880 396 880 396
Forward exchange contracts 1 162 1 162
Bank deposits, cash and cash equivalents 600 209 600 209
Total financial assets 1 162 - - 1 480 984 1 482 147
Liabilities
Non-current interest-bearing liabilities 1 166 057 1 166 057
Other non-current financial liabilities 81 423 65 616 43 490 190 529
Non-current lease liabilities 230 276 230 276
Current lease liabilities 62 455 62 455
Current interest-bearing liabilities 13 635 13 635
Trade payables 392 747 392 747
Total financial liabilities 81 423 - 65 616 1 908 660 2 055 699
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(i) Credit risk
The Group is mainly exposed to credit risk associated with trade receivables and contract assets. The Group
minimizes its exposure to credit risk by ensuring that all parties requiring defined levels of credit (primarily trade
receivables) are approved and undergo a credit check.
The Group has a small number of large customers or counterparties who could be considered to be a Group due
to similarities in credit risk. The risk associated with these counterparties is regularly reviewed and is minimized
by measures such as use of credit insurance. The subsidiaries Hexagon Ragasco AS, Hexagon Composites GmbH
and Hexagon Purus GmbH applies credit insurance to cover parts of the companies’ receivables.
Trade receivables amounted to NOK 878 568 thousand (891 311 thousand). Except of parts in Hexagon Ragasco
AS, Hexagon Composites GmbH and Hexagon Purus GmbH these do not have credit insurance. However, these
are partly covered through Letter of Credits and prepayments from customers.
The Group has policies in place to ensure that sales of products are made to customers with an appropriate credit
history and that outstanding amounts do not exceed the defined credit limits. Credit information is also used in
the group’s regular appraisal of new and existing customers.
The Group has not issued guarantees for third party obligations.
The carrying amount of the financial assets, including derivatives, in the balance sheet represents the maximum
risk exposure. As counterparties in derivative transactions are normally banks, the credit risk associated with
derivatives is considered to be negligible. The Group considers its maximum risk exposure to be the carrying
amount of its trade receivables (see note 14) and contract assets (see note 4).
An impairment analysis is performed at each reporting date using a provision matrix to measure expected credit
losses. The provision rates are based on days past due for groupings of various customer segments with similar
loss patterns (i.e. geographical region, product type, customer type and rating, coverage by letter of credit or
prepayments or other forms of credit insurance). The calculation reflects the probability-weighted outcome and
reasonable and supportable information that is available at the reporting date about past events, current con-
ditions and forecasts of future economic conditions. Generally, trade receivables are written-off if past due for
more than one year and are not subject to enforcement activity. Note 14 disclose the ageing of trade receivables.
(ii) Interest rate risk
The Group is exposed to interest rate risk from its financing activities (see notes 20, 22 and 24). The majority of the
Group’s interest-bearing liabilities have variable interest rates, which means it is affected by changes in interest
rates.
The aim of the Group’s interest rate risk management is to reduce interest expenses, while also keeping the
volatility of future interest payments within acceptable limits. The Group’s strategy is for its finance departments
to regularly evaluate the interest rate exposure of Hexagon Composites liabilities based on a total assessment of
interest expectations and risk profile. The total fixed-interest term must not exceed 10 years. The Group may use
derivatives to adjust its effective interest rate exposure. As a starting point, all interest rate derivatives are adapted
to the duration and other conditions of individual loans. The principal bank loan facility in the parent company
has been drawn in Euro, NOK and USD, with EURIBOR/NIBOR/LIBOR base rates. As part of the NOK 1.1 billion
financing of the acquisition of Hexagon Agility, a cross-currency hedge was established where the Group receives
a variable rate equal to NIBOR + margin and pays a variable rate equal to LIBOR + margin. In addition to the cross
currency swap, Hexagon Composites ASA entered into three float-to-fix interest rate swaps in May 2022 with a
maturity of 5, 7 and 10 years and a total principal amount of USD 53 million.
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The following table shows the group’s sensitivity to potential changes in interest rates. The calculations take into
account all interest-bearing instruments and associated interest rate derivatives (if any) as of 31 December.
Change in interest
rates in base points
Effect on profit/loss
before tax (NOK 1 000)
Gains or losses on interest rate
derivatives in comprehensive
income before tax (NOK 1 000)
2022 +100 (11 944) -
(100) 11 944 -
2021 +100 (11 797) -
(100) 11 797 -
Based on the interest bearing liabilities which existed as of 31 December 2022, an interest rate increase of 1%
would reduce profit after tax by NOK 9 316 thousand (9 202 thousand).
The average effective interest rate on financial liabilities was as follows:
2022 2021
Bank overdrafts 1.4–5.7% 1.4%
Bank loan 1.5–7.4% 1.5–2.9%
Lease liabilities 1–10.5% 1–6.0%
Bond loan NA 4.1%
(iii) Liquidity risk
Liquidity risk is the risk of the group not being in a position to fulfil its financial liabilities when they fall due. The
group’s strategy for managing liquidity risk is to set a level of available liquidity to enable it to discharge its finan-
cial liabilities when they fall due, both under normal and unexpected circumstances, without risking unacceptable
losses or damaging the group’s reputation. Undrawn credit facilities are disclosed in note 16.
The majority of excess liquidity is invested in bank deposits
The following table provides an overview of the maturity structure of the group’s financial obligations based on
undiscounted contractual payments. In cases where the counterparty is entitled to ask for early settlement, the
amount is included in the earliest period in which the payment may be demanded. If the counterparty is entitled
to ask for on-demand settlement, the amount is included in the first column (under 1 month):
31 December 2022 Remaining period
(NOK 1 000)
Less than
1 month
1–3
Months
3–12
Months
1–5
Years
More than
5 years Total
Repayment of interest-bearing liabilities 389 101 168 133 117 1 466 430 23 244 1 724 348
Interest on interest-bearing liabilities 9 595 19 578 79 903 82 107 1 962 193 144
Non-current financial liabilities - - - 256 675 - 256 675
Current financial liabilities - 75 051 - - - 75 051
Repayment of leases 5 900 11 715 52 959 224 637 256 381 551 592
Interest on leases 2 626 5 196 22 481 90 978 82 432 203 713
Trade payables 475 232 97 337 572 569
Total 493 743 310 044 288 461 2 120 826 364 019 3 577 092
31 December 2021 Remaining period
(NOK 1 000)
Less than
1 month
1–3
Months
3–12
Months
1–5
Years
More than
5 years Total
Repayment of interest-bearing liabilities 368 1 103 12 164 1 150 862 23 014 1 187 512
Interest on interest-bearing liabilities 3 020 6 126 27 091 72 944 1 850 111 031
Non-current financial liabilities - - - 190 529 - 190 529
Repayment of leases 6 019 11 850 49 369 130 482 95 011 292 731
Interest on leases 698 1 356 5 466 18 227 11 935 37 682
Trade payables 255 286 137 462 392 747
Total 265 390 157 897 94 089 1 563 045 131 810 2 212 232
See note 20 for information on long-term loans, and notes 21 and 22 for short-term liabilities.
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(iv) Foreign exchange risk
As the Group has production and sales in different countries with different functional currencies, it is exposed
to currency risk associated with movements of the Norwegian krone against other currencies, while the Group’s
presentation currency is NOK. The carrying amount of the Group’s net investments in foreign companies fluc-
tuates as the Norwegian krone moves in relation to other relevant currencies. The Group’s profit after tax is also
affected by currency movements, as the results of foreign companies are translated to the Norwegian currency
using the weighted average exchange rate for the period. The Group uses forward contracts to reduce its cur-
rency risk from cash flows denominated in foreign currencies. Currency risk is calculated for each currency and
takes into consideration assets and liabilities, off-balance sheet obligations and highly probable purchases and
sales in the relevant currency.
The following table shows the group’s sensitivity to potential changes in the Norwegian krone, with all other
conditions remaining constant. The calculation is based on the same movement of the krone against the relevant
currencies. The effect on the profit/loss is caused by changes in the value of monetary items and currency deriva-
tives. The effect on equity is caused by currency effects of net investments in foreign currencies.
Movement of
NOK against USD
Effect on profit/loss
before tax (NOK 1 000)
Effect on other comprehensive
income and expenses before
tax (NOK 1 000)
2022 +10% (15 575) (21 531)
(10%) 15 575 21 531
2021 +10% (9 275) (21 073)
(10%) 9 275 21 073
Movement of
NOK against EUR
Effect on profit/loss
before tax (NOK 1 000)
Effect on other comprehensive
income and expenses before
tax (NOK 1 000)
2022 +10% 14 105 67 365
(10%) (14 105) (67 365)
2021 +10% 15 557 62 376
(10%) (15 557) (62 376)
The fair values of derivatives classified as hedging instruments are reported under other current assets/liabilities
or other non-current assets/liabilities depending on the recovery or settlement date for the associated hedged
item.
As of 31 December 2022, the group had the following forward contracts to hedge forecast sales to customers.
Forward contracts are used to reduce currency risk associated with expected future sales. The terms of the con-
tracts are as follows:
Forward exchange contracts
Currency
sell/buy
Amount
(1 000) Maturity
Exchange
rate
Fair value
31 Dec 2022
Forward contracts to hedge
expected future sales
1
EUR/NOK 100/1 050 2023 10.50–10.50 -
Total -
1
The forward contracts do not qualify for hedge accounting under IFRS 9.
As of 31 December 2021, the Group had the following forward contracts to hedge future sales to customers.
Forward exchange contracts
Currency
sell/buy
Amount
(1 000) Maturity
Exchange
rate
Fair value
31 Dec 2021
Forward contracts to hedge
expected future sales
1
EUR/NOK 1 400/15 228 2022 10.38–11.22 1 130
Forward contracts to hedge
expected future sales
1
EUR/NOK 100/1 050 2023 10.50–10.50 32
Total 1 162
1
The forward contracts do not qualify for hedge accounting under IFRS 9.
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Net investments in foreign operations
An intercompany interest-bearing loan from Hexagon Composites ASA of USD 105 091 thousand MNOK 1 035.9 at
31 December 2022 (MNOK 926.8 at 31 December 2021) has been designated as net investments in the subsidiary
in the United States, Hexagon USA Holdings Inc. Settlement of this loan is neither planned nor is likely to occur
in the foreseeable future. This borrowing is being used to reduce the exposure to the USD foreign exchange risk
on this investment. Gains or losses on the retranslation of this borrowing are transferred to OCI to offset any
gains or losses in the Group on translation of this loan in the Group.
At 31 December 2022 there is recognized a hedging gain of NOK 85 078 thousand (hedging gain on NOK 23 509
thousand at 31 December 2021) in OCI related to this loan. Accumulated OCI effect in equity at 31 December 2022
is NOK 48 380 thousand (NOK -36 698 thousand at 31 December 2021). The hedging loss recognized in OCI is
equal to the change in fair value used for measuring effectiveness. There is no ineffectiveness recognized in profit
and loss.
(v) Measurement of fair value
The fair value of forward exchange contracts is calculated by comparing the agreed forward rate and the
estimated equivalent forward rate prevailing on the balance sheet date with the same maturity multiplied by
the fixed volume specified in the contract. Contingent considerations arising from business combinations are
measured as a best estimate of target achievement at each reporting date. For the derivatives, the fair value is
confirmed by the financial institution with which the Company has entered into the contract.
The following of the Group’s financial instruments are not measured at fair value: Cash & cash equivalents, trade
receivable, other current receivables and payables and bank overdrafts. These items are recognized at nominal
value in the balance sheet as of 31 December, without taking into account the discount rate which relates to
future inflows and outflows. Loans to employees and non-current interest bearing liabilities are recognized in
accordance with amortized cost.
The carrying amount of cash and cash equivalents is approximately equal to fair value since these instruments
have a short term to maturity. Similarly, the carrying amount of trade receivables and other current receivables
and payables is approximately equal to fair value since they are short term and entered into on “normal” terms
and conditions. The carrying amount of bank overdrafts are assessed to be approximately equal to fair value
because the floating interest rate are adjusted to reflect current conditions.
Fair value hierarchy
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by
valuation technique:
Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities
Level 2: Other techniques for which all inputs which have a significant effect on the recorded fair value are
observable, either directly or indirectly
Level 3: Techniques which use inputs which have a significant effect on the recorded fair value that are not
based on observable market data.
Carrying amount and fair value of financial assets and financial liabilities
2022 2021
(NOK 1 000) Level Book value Fair value Book value Fair value
Financial assets
Other non-current financial assets 2 141 429 141 429 379 379
Forward exchange contracts 2 - - 1 162 1 162
Financial liabilities
Bank loans (incl. amortized costs) 2 1 482 140 1 489 674 1 166 057 1 173 877
Bond loan (incl. amortized costs) 2 - - - -
Lease liabilities 2 551 592 551 592 292 731 292 731
Non-current contingent liabilities 3 39 789 39 789 65 616 65 616
Other non-current financial liabilities 3 216 885 216 885 124 913 124 913
Current interest-bearing liabilities 2 234 674 234 674 13 635 13 635
The fair values of the Group’s interest-bearing bank loans and finance leases are determined by using the DCF
method using discount rate that reflects the issuer’s borrowing rate as at the end of the reporting period. The
own non-performance risk as at 31 December 2022 and 31 December 2021 was assessed to be insignificant.
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The Group enters into foreign exchange contracts with various counterparties, principally financial institutions
with investment grade credit ratings. Foreign exchange forward contracts are valued using valuation techniques,
which employ the use of market observable inputs. The most frequently applied valuation techniques include
forward pricing models using present value calculations.
Financial instruments apprised at fair value with gains and losses in the income statement
2022 2021
(NOK 1 000) Assets Liabilities Assets Liabilities
Level 1: Based on prices in an active market - - -
Level 2: Observable market data
1
25 431 (216 885) - (80 261)
Level 3: Other than observable market data
2
67 727 (69 064) 379 (65 616)
Total financial instruments at fair value 93 158 (285 950) 379 (145 877)
1
Level 2 relates to currency- and interest rate swaps shown in note 12 and 21, is estimated based on calculating the net present value of future
cash flows, using interest rate curves, exchange rates and currency spreads as of the balance sheet date.
2
Level 3 relates to contingent liabilities arising from acquisitions as shown in note 21 and unlisted equity investments at fair value as shown in
note 12. The fair value of contingent liabilities is estimated based on expected achievement of earn-out targets and corresponding payments of
acquired companies. The fair value of unlisted equity investments are estimated by using commonly used valuation techniques or by implicit
valuations derived from private placements undertaken in the companies.
Financial instruments apprised at fair value with gains and losses in the income statement
(NOK 1 000) 2022 2021
Level 1: Based on prices in an active market - -
Level 2: Observable market data (191 455) (80 261)
Level 3: Other than observable market data (39 789) (65 616)
Total financial instruments at fair value (231 244) (145 877)
Financial instruments appraised at fair value with gains and losses over
other income and expenses in total comprehensive income
(NOK 1 000) 2022 2021
Level 1: Based on prices in an active market - -
Level 2: Observable market data - -
Level 3: Other than observable market data - -
Total financial instruments at fair value - -
Other information relating to financial instruments
During the reporting period there were no financial assets or liabilities which were reclassified by changing the
measurement method from amortized cost to fair value or vice versa, and there were no changes in the fair value
measurement which caused transfers between level 1 and level 2, and no transfers to or from level 3.
(vi) Capital structure and equity
The main goal of the Group’s capital structure management is to ensure it maintains a strong credit rating (and
therefore reasonable borrowing terms from lenders) and a level of equity which is reasonable in relation to the
Group’s operations.
By achieving a good debt/equity ratio, the Group will be able to support its operations and in doing so maxi-
mize the value of its shares. The Group’s shareholders shall receive a competitive return on their shares, mainly
through price increases in the Group’s shares, but also in the form of dividends based on financial performance/
investment needs.
The Group manages and makes necessary changes to its capital structure by regularly assessing prevailing eco-
nomic conditions and prospects of short and medium-term growth.
Capital structure management is largely dealt with by means of new share issues. No changes to guidelines in
this area were made in 2021 or 2022.
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Note 26 Investments in associated companies
Companies Country Business segment
Ownership share
1 Jan 2021
Ownership share
31 Dec 2021
Ownership share
31 Dec 2022 Accounting method
Norwegian Hydrogen AS
1
Norway Hexagon Purus 21% 18% 14% Equity method / Fair value
1
Cryoshelter LH2 GmbH
2
Austria Hexagon Purus - - 40% Equity method
Cryoshelter BioLNG GmbH
2
Austria Hexagon Agility - - 40% Equity method
CIMC Hexagon Hydrogen Energy Systems Ltd.
3
Hong Kong Hexagon Purus - - 49% Equity method
Hyon AS
4
Norway Hexagon Purus 33% - - Equity method
1
Classified as an associated company and accounted for using the equity method in the period 1 January–31 August 2022. As of 1 September, the investment is classified as an equity instrument at fair value through profit or loss.
2
Acquired on 1 August 2022 and classified as associated companies effective from the same date
3
Entity legally established in July 2022 and classified as an associated company effective from the same date
4
On 28 June 2021, Hexagon Purus ASA sold all shares in Hyon AS
Income statement reconciliation
Norwegian Hydrogen AS Cryoshelter LH2 GmbH Cryoshelter BioLNG GmbH
CIMC Hexagon Hydrogen
Energy Systems Hyon AS Total
(NOK 1000) 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021
Share of profit after tax (2 845) (2 922) (2 439) - (2 579) - (5 988) - - (35) (13 851) (2 957)
PPA amortizations associated companies - - - - (992) - - - - (992) -
Gain on loss of significant influence 63 159 - - - - - - - - - 63 159 -
Total profit/loss from investments in associated companies as per 31 Dec 60 314 (2 922) (2 439) - (3 571) - (5 988) - - (35) 48 317 (2 957)
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Balance sheet reconciliation
Norwegian Hydrogen AS Cryoshelter LH2 GmbH Cryoshelter BioLNG GmbH
CIMC Hexagon Hydrogen
Energy Systems Hyon AS Total
(NOK 1000) 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021
Carrying value as at 1 Jan 7 024 2 066 - - - - - - - - 7 024 2 066
Purchase of shares - - 33 738 - 23 898 - - - - - 57 636 -
Share capital contribution - 7 880 - - - - 7 743 - - 700 7 743 8 580
Share of profit after tax incl. PPA amortizations (2 845) (2 922) (2 439) - (3 571) - (5 988) - - (35) (14 843) (2 957)
Sale of shares - - - - - - - - - (665) - (665)
Derecognition - loss of significant influence (4 179) - - - - - - - - - (4 179) -
Currency translation effects - - (41) - (84) - 16 - - - (110) -
Carrying value as per 31 Dec - 7 024 31 258 - 20 243 - 1 771 - - - 53 272 7 024
Norwegian Hydrogen AS
Hexagon Purus ASA, a subsidiary of Hexagon Composites ASA, has been a shareholder of Norwegian Hydrogen
AS since its inception in 2020. In December 2021, Norwegian Hydrogen conducted a capital raise in which
Hexagon Purus’ ownership was diluted from 21.0 per cent to 17.7 per cent. Despite having an ownership less than
20 per cent, the Company has in the period from 1 January 2022 to 31 August 2022 retained its classification of
Norwegian Hydrogen as an associated company due to an assessment of still having significant influence in the
entity. Important factors for this assessment have been Board of Directors representation and being the second
largest shareholder of the entity in the same period. On 27 August 2022, Norwegian Hydrogen AS announced
that Mitsui & Co. Ltd invests NOK 70 million in a private placement, and thus reducing Hexagon Purus’ owner-
ship from 17.7 per cent to 15.0 per cent. Following this private placement, the Company assessed that significant
influence is no longer present, as the Company is now the third largest shareholder and the fact that the new
shareholder has received two additional seats in the Board of Directors, resulting in diluted decisional and stra-
tegical influence. The Company has consequently from this date reclassified the investment to a financial asset
(equity instrument) measured at fair value. The fair value of Hexagon Purus’ ownership Norwegian Hydrogen,
derived from the said capital raise, is NOK 67.3 million, resulting in an accounting gain of NOK 63.1 million, rec-
ognized in profit/loss from investments in associates in the income statement. At 31 December 2022, Hexagon
Purus ownership share in Norwegian Hydrogen AS was 14 per cent, as a result of a second private placement in
the company in October 2022.
Cryoshelter LH2 GmbH and Cryoshelter BioLNG GmbH
In April 2022, Hexagon announced an agreement to acquire a 40 per cent stake in Cryoshelter GmbH, an Austria
based company specialized in the development of cryogenic tank technology for liquid natural gas (LNG) and
liquid hydrogen (LH2). Upon closing, Cryoshelter GmbH has been demerged into two separate legal entities,
Cryoshelter BioLNG GmbH and Cryoshelter LH2 GmbH. On 1 August 2022, Hexagon Composites made a EUR 2.4
(NOK 24) million investment and acquired 40 per cent of the shares in Cryoshelter BioLNG GmbH, with options
to acquire the remaining shares of the next 3–10 years. Hexagon Purus made a EUR 3.4 (NOK 34) million invest-
ment and acquired 40 per cent of the shares in Cryoshelter LH2 GmbH, with options to acquire the remaining
shares over the next 5–10 years. As of 1 August 2022, the said options do not give rise to any de-facto control and
both investments are consequently accounted for by using the equity method effective from 1 August 2022. The
table below shows the purchase price allocation of the two entities per 1 August 2022.
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Purchase price allocation
Cryoshelter
BioLNG GmbH
Cryoshelter
LH2 GmbH
Total
Cryoshelter
Non-current assets 2 715 203 2 919
Current assets 2 351 5 150 7 502
Non-current liabilities 3 946 3 946 7 891
Current liabilities 21 603 2 951 24 554
Equity as per 1 August 2022 (20 482) (1 543) (22 025)
Hexagon's share of equity (40%) (8 193) (617) (8 810)
Intangible assets (Technology)
1
(40%) 22 942 19 702 42 644
Goodwill (40%) 9 148 14 654 23 802
Hexagon's carrying value of the investment 23 898 33 738 57 636
1
Lifetime of technology asset set to 10 years for LNG technology and 15 years for LH2 technology
CIMC Hexagon Hydrogen Energy Systems Ltd.
In 2021, Hexagon Purus entered into an agreement with CIMC Enric, encompassing cylinder and systems pro-
duction for Fuel Cell Electric Vehicles (FCEVs) and hydrogen distribution in China and Southeast Asia. In July
2022, CIMC Hexagon Energy Systems Ltd. was legally established and registered in Hong Kong, where Hexagon
Purus HK Holding AS, a wholly owned subsidiary of Hexagon Purus ASA, subscribed for 49 per cent of the shares
and hold an equal amount of voting rights. CIMC Enric holds the remaining 51 per cent of the shares. The entity
is classified as an associate company and accounted for via the equity method as of 1 July 2022. CIMC Hexagon
Hydrogen Energy Technologies Ltd. was also legally established and registered in Hong Kong in July 2022.
Hexagon Purus HK Holding AS holds a majority shareholding of 51 per cent in this entity while CIMC Enric holds
the remaining 49 per cent. As Hexagon Purus controls the entity, the entity is thus consolidated in the Group
accounts.
Note 27 Share based payment
Share-based payment in Hexagon Composites ASA
The Company has a performance share units program (PSUs) and a restricted share units program (RSUs) cover-
ing certain employees in senior positions. As at 31 December 2022, total 57 employees were included in the PSUs
programs and 52 employees in the RSUs programs.
22 May 2018 Hexagon Composites ASA issued 1 200 000 call options to senior executives and managers in the
Group at NOK 20.85 per share, provided that the share price on the date of exercise was minimum NOK 25.36 per
share. The options could be exercised in part or in full within three weeks following the official announcement
of the financial results for the fourth quarter of 2020, first quarter of 2021 or second quarter of 2021. The exercise
period was extended to 14 December 2021. During 2021, 1 140 000 of the options have been exercised at the
weighted average share price of NOK 41.96.
20 December 2018 Hexagon Composites ASA issued 100 000 Restricted Stock Units (RSUs) to certain employees
of the Group. Subject to continued employment three years after date of grant, each employee would at such
time receive such number of Hexagon shares as corresponds to the number of RSUs allocated. During 2021,
100 000 of the RSU’s have been exercised at the weighted average share price of NOK 35.42.
12 April 2019 Hexagon Composites ASA provisionally awarded 2 492 438 Performance Share Units (PSUs) to senior
executive management in the Group. The PSUs are non-transferable and will vest on 11 February 2022 subject to
satisfaction of the applicable vesting conditions (fulfilling Group EBITDA and revenue targets). The actual number
of PSUs vested will depend on 2019 performance and attain minimum zero and maximum 2 492 438. Each vested
PSU will give the holder the right to receive one share in the Company at an exercise price corresponding to
the par value of the shares being NOK 0.10. During 2022, 1 078 628 of the options have been exercised at the
weighted average share price of NOK 28.11.
26 September 2019 Hexagon Composites ASA issued 49 994 Restricted Stock Units (RSUs) to certain employees
of the Group. Subject to continued employment three years after date of grant, each employee will at such time
receive such number of Hexagon shares as corresponds to the number of RSUs allocated. During 2022, 42 852 of
the RSU’s have been exercised at the weighted average share price of NOK 23.08.
22 April 2020 Hexagon Composites ASA decided to provisionally award up to 3 711 634 Performance Share Units
(“PSUs”) to executives. The PSUs are non-transferable and will vest in Q1 2023 subject to satisfaction of the
applicable vesting conditions (fulfilling Group EBITDA and revenue targets). Each vested PSU will give the holder
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the right to receive one share in the Company at an exercise price corresponding to the par value of the shares
being NOK 0.10.
29 July 2020 Hexagon Composites ASA issued 70 000 Restricted Stock Units (RSUs) to certain employees of the
Group. Subject to continued employment three years after date of grant, each employee will at such time receive
such number of Hexagon shares as corresponds to the number of RSUs allocated.
2 May 2021 Hexagon Composites ASA decided to provisionally award up to 1 734 990 Performance Share Units
(“PSUs”) to executives. The PSUs are non-transferable and will vest in Q1 2024 subject to satisfaction of the
applicable vesting conditions. Each vested PSU will give the holder the right to receive one share in the Company
at an exercise price corresponding to the par value of the shares being NOK 0.10.
20 August 2021 Hexagon Composites ASA issued 100 000 Restricted Stock Units (RSUs) to certain employees of
the Group. Subject to continued employment three years after date of grant, each employee will at such time
receive such number of Hexagon shares as corresponds to the number of RSUs allocated.
2 May 2022 Hexagon Composites ASA decided to provisionally award up to 2 808 616 Performance Share Units
(“PSUs”) to executives. The PSUs are non-transferable and will vest in Q1 2025 subject to satisfaction of the
applicable vesting conditions. Each vested PSU will give the holder the right to receive one share in the Company
at an exercise price corresponding to the par value of the shares being NOK 0.10.
29 August 2022 Hexagon Composites ASA issued 175 000 Restricted Stock Units (RSUs) to certain employees of
the Group. Subject to continued employment three years after date of grant, each employee will at such time
receive such number of Hexagon shares as corresponds to the number of RSUs allocated.
The fair value of the options, PSUs and RSUs was calculated on the grant date, based on the Black-Scholes
model, and the cost is recognized over the service period. Cost associated with these programs were NOK 34.4
(25.5) million YTD 31 December. The fair value of all outstanding PSUs (5 028 864) and RSUs (334 500) is estimated
to NOK 52.4 million per 31 December 2022.
In addition to the above-mentioned instruments, the Company has issued bonus arrangements to certain exec-
utives within the Group. The bonus arrangements are dependent upon the share price development of Hexagon
Purus ASA and is converted to a given number of cash settlement options in Hexagon Purus ASA, for the purpose
of calculating quarterly fair values using the Black-Scholes model. These cash settlement arrangements involved
total expenses of NOK 5.0 (4.6) million in 2022 and a remaining unamortized accrual estimated to MNOK 8.0 as
of 31 December 2022.
Overview of options with equity settlement
Share
Options RSUs PSUs
Share
Options RSUs PSUs
2022 2022 2022 2021 2021 2021
Outstanding options 1 January - 212 852 6 243 552 1 140 000 219 994 4 582 638
Options granted - 200 000 2 660 082 - 100 000 1 734 990
Options exercised - (42 852) (1 078 628) (1 140 000) (100 000) -
Options lapsed/cancelled - (35 500) (2 796 142) - (7 142) (74 076)
Share options outstanding 31 December - 334 500 5 028 864 - 212 852 6 243 552
Exercisable at 31 December - - - - - -
Weighted average exercised price (NOK) NA 23.08 28.11 41.96 35.42 NA
The following table list the input to the model used for the plan for year ended 31 December
RSUs Awarded PSUs Awarded RSUs Awarded PSUs Awarded
2022 2022 2021 2021
Weighted average fair values at the
measurement date per share (NOK) 28.05 35.12 32.50 49.00
Dividend yield (%) - - - -
Expected volatility (%) - - - -
Risk-free interest rate (%) - - - -
Expected lifetime (years) 4.00 3.84 4.00 3.84
Weighted average share price (NOK) - - - -
Model used Black-Scholes Black-Scholes Black-Scholes Black-Scholes
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Share-based payment in Hexagon Purus ASA
The Company has a performance share units program (PSUs) and a restricted share units program (RSUs)
covering certain employees in senior positions. As at 31 December 2022, total 37 employees were included in the
PSUs programs and 42 employees in the RSUs programs.
On 14 December 2020, the Company announced that key members of Hexagon Purus’ executive management
team exercised their right to purchase the maximum number of shares allowable in the management invest-
ment program, equal to a total number of 210 621 shares. As part of this management investment program, the
Company awarded up to 421 242 related PSUs and 210 621 Restricted Stock units (“RSUs”) to the executives. The
instruments are non-transferable and will vest in 2024 when the Board of Directors approve the annual accounts
for 2023, subject to satisfaction of the applicable vesting conditions. Each vested instrument will give the holder
the right to receive one share in the Company.
The second share-based long term incentive plan is an employee RSU program, where 561 000 RSUs are currently
issued to key personnel and management employees of the Group. Subject to satisfaction of the applicable
vesting conditions, each RSU entitles eligible employees to receive such number of Hexagon Purus shares as
corresponds to the number of RSUs vested at the date on which the Company’s Board of Directors approves the
Company’s annual accounts for the financial year of 2023.
The third share-based long term incentive plan is an employee PSU program, where 988 686 PSUs are currently
issued to key personnel and management employees of the Group. Subject to satisfaction of the applicable
vesting conditions and share price development, each PSU entitles eligible employees to receive up to twice the
number of Hexagon Purus shares as corresponds to the number of PSUs vested on March 3, 2025.
The fourth share-based long term incentive plan is an employee RSU program, where 91 350 RSUs are currently
issued to key personnel of the Group. Subject to satisfaction of the applicable vesting conditions, each RSU
entitles eligible employees to receive such number of Hexagon Purus shares as corresponds to the number of
RSUs on March 3, 2025.
The fair value of the RSUs and PSUs are calculated on the grant date, using the Black-Scholes model and Monte
Carlo simulation, and the cost is recognized over the service period. Cost of the RSU and PSU schemes, includ-
ing social security, was NOK 15.8 (7.7) million year-to-date 31 December 2022. The unamortized fair value of all
outstanding RSUs and PSUs as of 31 December 2022 is estimated to be NOK 38.0 million (NOK 18.8) million as of
31. December 2021).
Overview of number of outstanding options
RSUs PSUs RSUs PSUs
2022 2022 2021 2021
Outstanding options 1 January 771 621 421 242 695 621 421 242
Options granted 96 350 988 686 91 000 -
Options exercised - - - -
Options lapsed/cancelled (36 090) - (15 000) -
Share options outstanding 31 December 831 881 1 409 928 771 621 421 242
Exercisable at 31 December - - - -
Weighted average exercised price (NOK) NA NA NA NA
The following table list the input to the model used for the plan for year ended 31 December
RSUs Awarded PSUs Awarded RSUs Awarded PSUs Awarded
2022 2022 2021 2021
Weighted average fair values at the
measurement date per share (NOK) 27.3–27.7 27.3–34.0 27.30 27.30
Dividend yield (%) - - - -
Expected volatility (%) 30% 30% 30% 30%
Risk-free interest rate (%) - - - -
Expected lifetime (years) 3.54 4.00 3.54 4.00
Weighted average share price (NOK) - - - -
Model used Black-Scholes Black-Scholes Black-Scholes Black-Scholes
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Note 28 Transactions with related parties
The Group’s related parties consist of associates, main shareholders,
members of the Board and management. Transactions with associates
are disclosed in note 26.
There are no sales to, purchases from, loans to, receivables or liability/
payables to members of the Board. There are no sales to, purchases
from, loans to, receivables or liability/payables to key management
personnel of the Group, except for any short-term postings related to
salary payout and remuneration of out-of-the pocket expenses.
All the transactions were carried out as part of normal business and at
arm’s length prices.
The income statement includes the following amounts
resulting from transactions with related parties
(NOK 1 000) 2022 2021
Sales revenue - -
Other operating income - -
Cost of materials - -
Other operating expenses 4 773 3 437
The balance sheet includes the following amounts
resulting from transactions with related parties
(NOK 1 000) 2022 2021
Trade receivables - -
Trade payables 473 449
Remuneration of the Board and Executive management 2022
(NOK 1 000)
Salaries
and fees Bonuses
1
Benefits
in kind
Pension
premium
Value of
share options
2
Total
remune ration
2022
Executive management 24 169 18 300 463 1 529 14 485 58 946
Board of Directors 2 154 - - - - 2 154
Total remuneration 26 323 18 300 463 1 529 14 485 61 100
1
Bonuses relates to bonuses expensed in the year.
2
The value of share options relates to recognized costs for the year. Executives hold other share-based instruments as well (see note Share based payments).
Remuneration of the Board and Executive management 2021
(NOK 1 000)
Salaries
and fees Bonuses
1
Benefits
in kind
Pension
premium
Value of
share options
2
Total
remune ration
2021
Executive management 24 840 15 342 144 1 355 11 588 53 270
Board of Directors 1 990 - - - - 1 990
Total remuneration 26 830 15 342 144 1 355 11 588 55 260
1
Bonuses relates to bonuses expensed in the year.
2
The value of share options relates to recognized costs for the year. Executives hold other share-based instruments as well (see note Share based payments).
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Pursuant to Section 6-16a and b of the Norwegian Public Limited Liabilities Companies Act, the Company will
disclose a separate remuneration report regarding the determination of pay and benefits to the CEO and man-
agement executives. Reference is made to the separate remuneration report which will be made available on the
Company`s website.
The Chairman of the Board has no agreement relating to termination benefits. In his employment agreement,
the Group President has a period of notice of 6 months. He has an agreement for up to 12 months’ severance
pay. The management of the Group have a target-based bonus agreement.
Group management participates in the Company’s general pension arrangements, which are described in
note 18, Pensions. The Group President and CFO participate in the Group’s defined contribution plan.
Group management participate in the Company’s share-based incentive scheme, which are described in note 26,
Share-based Payment. As of 31 December 2022 the Group President has 164 thousand (147 thousand) provisional
performance share units (PSUs performance adjusted) outstanding. In addition he has 573 thousand cash set-
tlement options (573 thousand). The CFO has 109 thousand (99 thousand) provisional performance share units
(PSUs performance adjusted) outstanding.
No loans have been made, or security provided for loans, to any member of Group management, the Board or
other elected standing committees or any of their related parties.
Shares owned by Board Members or related parties
2022 2021
Knut Flakk, (Chair)
1
27 868 314 27 834 969
Kristine Landmark (Deputy chair)
2
10 000 10 000
Katsunori Mori (Board member)
3
45 833 321 45 833 321
1
Of the shares owned by Knut Flakk, 164 593 are privately owned, 500 000 are owned by his wife and 27 203 721 are owned through limited liability
companies.
2
The shares are owned by Kristine Landmark’s husband.
3
Shares owned by Mitsui & Co., Ltd., represented in the Board by Katsunori Mori.
Shares held by key management personnel
2022 2021
Jon Erik Engeset, Group President & CEO
1
378 216 323 554
David Bandele, Group Chief Financial Officer 152 654 115 429
1
The shares owned by Jon Erik Engeset, 64 106 are privately owned and 259 448 are owned by related limited liability companies.
Expensed auditor fees were divided among the following services (excl. VAT)
(NOK 1 000) 2022 2021
Statutory audit and auditing-related services 9 530 7 275
Other attestation services 1 444 560
Tax advice 4 245 4 491
Other non-auditing services 470 863
Total 15 689 13 189
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 29 Purchasing commitments
The Group has the following commitments
resulting from purchasing materials
(NOK 1 000) 2022 2021
2022 - 299 443
2023 599 243 -
Thereafter - -
Total 599 243 299 443
The Group has the following commitments resulting from
contracts for investments in production facilities/machines
(NOK 1 000) 2022 2021
2022 - 159 747
2023 204 112 -
Thereafter - -
Total 204 112 159 747
All contracts relate to investments in production facilities/machines.
Note 30 List of subsidiaries and associates
The following companies are included in the consolidated financial statements
Company Home Country Registered office Business segment Owner ship Votes
Subsidiaries
Hexagon Ragasco AS Norway Raufoss Hexagon Ragasco 100% 100%
Hexagon Ragasco NA Inc. USA Lincoln, NE Hexagon Ragasco 100% 100%
Composite Scandinavia AB Sweden Piteå Hexagon Ragasco 100% 100%
Hexagon Composites India Pvt. Ltd. India Bangalore Hexagon Ragasco 100% 100%
Hexagon Composites Russia LLC Russia Nizhny Novgorod Hexagon Ragasco 100% 100%
Hexagon USA Holdings Inc. USA Lincoln, NE Unallocated 100% 100%
Hexagon R&D Services LLC USA Lincoln, NE Unallocated 100% 100%
Hexagon Digital Wave LLC USA Centennial, CO Digital Wave 100% 100%
Hexagon Agility Inc. USA Costa Mesa, CA Hexagon Agility 100% 100%
Agility Fuel Solutions LLC USA Costa Mesa, CA Hexagon Agility 100% 100%
Agility Fuel Systems LLC USA Costa Mesa, CA Hexagon Agility 100% 100%
Agility California LLC USA Costa Mesa, CA Hexagon Agility 100% 100%
Agility Canada ULC Canada Kelowna, BC Hexagon Agility 100% 100%
Agility Fuel Solutions UK Ltd UK Hexagon Agility 100% 100%
Agility North Carolina LLC USA Salisbury, NC Hexagon Agility 100% 100%
AFS Salisbury LLC USA Costa Mesa, CA Hexagon Agility 100% 100%
Agility Cylinders, LLC USA Lincoln, NE Hexagon Agility 100% 100%
Agility Powertrain Systems, LLC USA Costa Mesa, CA Hexagon Agility 100% 100%
Agility India Private Ltd India Bangalore Hexagon Agility 100% 100%
Agility Fuel Solutions Norway AS Norway Raufoss Hexagon Agility 100% 100%
Agility Fuel Solutions Brazil Ltda Brazil Sao Paulo Hexagon Agility 100% 100%
Hexagon Lincoln LLC USA Lincoln, NE Hexagon Agility 100% 100%
Hexagon Technical Services LLC USA Lincoln, NE Hexagon Agility 100% 100%
Hexagon Mobile Pipeline GmbH Germany Kassel Hexagon Agility 100% 100%
Hexagon Composites GmbH Germany Kassel Hexagon Agility 100% 100%
Hexagon Operations GmbH Germany Kassel Hexagon Agility 100% 100%
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Company Home Country Registered office Business segment Owner ship Votes
Associates owned by Hexagon Composites ASA
Cryoshelter BioLNG GmbH Austria Hexagon Agility 40% 40%
Hexagon Purus ASA Norway Aalesund Hexagon Purus 73% 73%
Hexagon Technology H2 AS Norway Aalesund Hexagon Purus 73% 73%
Hexagon Purus HK Holding AS Norway Aalesund Hexagon Purus 73% 73%
Hexagon Purus Beijing Ltd China Beijing Hexagon Purus 73% 73%
CIMC Hexagon Hydrogen Energy Development Heibei & Co Ltd China Heibei Hexagon Purus 73% 73%
CIMC Hexagon Hydrogen Energy Technologies Ltd Hong Kong Hong Kong Hexagon Purus 51% 51%
CIMC Hexagon Hydrogen Energy Technologies Beijing Ltd. China Beijing Hexagon Purus 51% 51%
CIMC Hexagon Hydrogen Energy Technologies Heibei Ltd. China Heibei Hexagon Purus 51% 51%
Hexagon Purus Germany Holding GmbH Germany Herford Hexagon Purus 73% 73%
Hexagon Purus GmbH Germany Kassel Hexagon Purus 73% 73%
Wystrach GmbH Germany Weeze Hexagon Purus 73% 73%
Wyrent GmbH Germany Weeze Hexagon Purus 73% 73%
Hexagon Purus Real Estate GmbH Germany Herford Hexagon Purus 73% 73%
xperion E&E US Holding Inc. USA Heath, OH Hexagon Purus 73% 73%
xperion E&E USA LLC USA Heath, OH Hexagon Purus 73% 73%
Hexagon Purus North America Holdings Inc. USA Lincoln, NE Hexagon Purus 73% 73%
Hexagon Purus LLC USA Lincoln, NE Hexagon Purus 73% 73%
Hexagon Masterworks Inc. USA Taneytown Hexagon Purus 73% 73%
Hexagon Purus Systems USA, LLC USA Costa Mesa, CA Hexagon Purus 73% 73%
Hexagon Purus Systems Canada, Ltd. Canada Kelowna Hexagon Purus 73% 73%
Hexagon Purus Maritime AS Norway Ålesund Hexagon Purus 73% 73%
Hexagon Raufoss AS Norway Raufoss Unallocated 100% 100%
Hexagon Technology AS Norway Aalesund Unallocated 100% 100%
Hexagon Cylinders India Pvt. Ltd. India Unallocated 100% 100%
Associates owned by Hexagon Purus ASA
Cryoshelter LH2 GmbH Austria Hexagon Purus 40% 40%
CIMC Hexagon Hydrogen Energy Systems Ltd
China Hong Kong Hexagon Purus 49% 49%
Cryoshelter BioLNG GmbH and Cryoshelter LH2 GmbH were acquired on 1 August 2022.
Wystrach GmbH and Wyrent GmbH were acquired on 10 November 2021.
Note 31 Exchange rates
Exchange rate
1 Jan 2022
Average
exchange rate
2022
Exchange rate
31 Dec 2022
USD 8.8194 9.6137 9.8573
CAD 6.9400 7.3796 7.2810
EUR 9.9888 10.1021 10.5138
GBP 11.8875 11.8471 11.8541
RUB 11.7100 9.6057 13.6700
SEK 97.4500 95.057 94.5300
HKD 1.1308 1.228 1.2642
CNY 138.8400 142.737 142.8900
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 32 Climate risk
Climate change is among the most important megatrends affecting businesses across all sectors today. The
urgent need for a transition to a resource-efficient, low-carbon economy opens new business opportunities
for Hexagon, as a solutions provider in this space. The transition to a low-carbon economy will continue to
entail extensive policy, legal, technology, and market changes, with a potential to have significant impact on
Hexagon’s revenues. The Group has experienced an increasing demand for its near-zero- and zero emission
energy solutions in the last couple of years due to an increased global focus on climate change and -mitigation.
Hexagon expects this focus to continue and expects strong sustainability-driven demand in all its businesses
in the years ahead. This climate-related opportunity has impacted the Company’s goodwill impairment tests
by being an important driver for future revenue- and activity growth in the financial planning in these tests. In
addition, the climate-related opportunities also positively impact the Company’s assessment of future economic
benefits expected to materialize from capitalized development projects.
Climate change also represents some level of physical risk to the Group in terms of severe climate events that
could damage business facilities or disrupt supply chains. The general level of risk and potential impact from
physical climate change for Hexagon is, however, considered relatively low – the Group does not have facilities
on low-lying shorelines or floodplains or has a history of forest fires around its facilities. Hexagon has not
identified material assets expected to have a significantly shorter life due to climate-related risks.
Hexagon strives to maximize the positive climate impact of its technologies by enabling the avoidance of
greenhouse gas emissions from both material production and waste management in the application of those
technologies. The most critical factors in Hexagon’s own greenhouse gas emissions are the production processes
which, throughout the value chain, can be reduced to further strengthen Hexagon’s business model. More
information on climate and environmental risks and how these are managed can be found in the ESG Report.
Note 33 Events after the balance sheet date
Hexagon Purus – Capital raise of NOK 1 300 million
On 1 March 2023, Hexagon Purus ASA successfully completed a Convertible Bond Private Placement and an
Equity Private Placement raising total gross proceeds of NOK 1 300 million. Gross proceeds from the Convertible
Bond Private Placement amounted to approximately NOK 800 million and is structured as a 5-year unsecured
convertible bond with 6 per cent fixed interest rate paid semi-annually in kind. The settlement and delivery of
the bonds was formally completed at an extraordinary general meeting in the Company on 16 March 2023. Gross
proceeds from the Equity Private Placement amounted to approximately NOK 500 million, through issuance
of 18 518 519 new shares. Hexagon Composites ASA waived its right to participate in the private placements
but retains a controlling ownership share of 68.4 per cent following the Equity Private Placement, compared
to 73.3 per cent prior to the transaction. The capital raises accommodate support for the Company’s growth
trajectory including its global expansion program and financial targets for 2025.
Hexagon Purus – Memorandum of understanding with Mitsui as anchor investor
In addition to the announcement of the Convertible Bond Private Placement and the Equity Private Placement
on 1 March 2023, Hexagon Purus ASA simultaneously announced a deeper strategic alliance with Mitsui & Co.
Ltd (“Mitsui”), whereby Mitsui, through a non-binding memorandum of understanding (“MoU”), intends
to participate as an anchor investor in future capital raises in Hexagon Purus ASA. Mitsui subscribed for and
was allocated NOK 500 million in the Convertible Bond Private Placement completed 1 March 2023, and the
announced non-binding MoU includes future additional investments up to a total of NOK 1 500 million, subject
to among other things, Hexagon Purus’ fulfillment of commercial and operational milestones agreed between
the parties in good faith.
Hexagon Purus – Signs landmark long-term agreement with Hino
Trucks for zero emission heavy-duty trucks in the U.S.
The distribution agreement signed with Hino entails that Hexagon Purus will assemble complete battery electric
heavy-duty trucks for the U.S. market using Hexagon Purus’ proprietary zero-emission technology, including
battery systems, auxiliary modules, power modules and the vehicle-level software. The agreement provides for up
to 10 000 trucks by 2030. The potential total value over the course of this agreement could reach approximately
USD 2.0 billion (approximately NOK 20 billion).
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Hexagon Agility – Received several orders for Mobile Pipeline modules totaling NOK 343 million
During January and February 2023, Hexagon Agility received three new larger orders from CORE Automated
Fueling Solutions, RenewGas Transportation, and Certarus for Mobile Pipeline® TITAN modules worth NOK 46
million, NOK 44 million and NOK 253 million respectively. The latter order with Certarus represented also an
inaugural order for Hexagon Agility’s newly designed TITAN 450 modules.
Hexagon Agility – Received fuel system orders for UPS heavy-duty renewable
natural gas trucks worth approximately NOK 197 million
On 17 February 2023, Hexagon Agility received new 2023-orders from UPS, under a master services agreement
from October 2019, totaling USD 19 million (approximately NOK 197 million) for delivery of renewable natural gas
(RNG) fuel systems for heavy duty trucks. UPS is the world’s premier package delivery company and a leading
provider of global supply chain management solutions.
There have been no other significant events after the balance sheet date that have not already been disclosed in
this report.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Income statement – Parent Company
HEXAGON COMPOSITES ASA
(NOK 1 000) Note 2022 2021
Other revenue 2 113 115 127 558
Total operating income 113 115 127 558
Payroll & social security expenses
3, 4, 5 75 171 63 666
Depreciation and impairment
9 435 373
Other operating expenses
2, 6 47 643 72 622
Operating profit (10 132) (9 103)
Income from investment in subsidiaries
8 - 10 000
Finance income
2, 7, 11, 16, 17 432 508 195 582
Finance expense
7, 11, 16, 17 250 834 170 540
Profit before tax 171 542 25 940
Tax on profit
8 45 260 12 006
Profit/loss for the year 126 282 13 934
Allocated to dividends
13 - -
Transferred equity
13 126 282 13 934
Total transferred 126 282 13 934
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Balance Sheet – Parent Company
HEXAGON COMPOSITES ASA
(NOK 1 000) Note 2022 2021
ASSETS
Non-current assets
Intangible assets
Deferred tax assets
8 - 9 088
Total intangible assets - 9 088
PROPERTY, PLANT AND EQUIPMENT
Land, buildings and other real estate
9 6 471 6 616
Fixtures/fittings, equipment and tools
9 1 083 1 354
Total property, plant & equipment 7 554 7 970
FINANCIAL ASSETS
Shares in subsidiaries and associates
10 1 958 257 1 401 455
Loans to subsidiaries and associates
2, 11 2 671 456 2 379 357
Other non-current financial assets
11, 17 25 431 12
Investments in other shares 301 301
Total financial assets 4 655 445 3 781 125
Total non-current assets 4 662 999 3 798 184
(NOK 1 000) Note 2022 2021
Current assets
Receivables
Trade receivables 18 8
Other receivables
2 71 970 68 096
Total receivables 71 988 68 104
Bank deposits, cash and cash equivalents
12 1 376 1 145
Total current assets 73 364 69 249
Total assets 4 736 363 3 867 433
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
(NOK 1 000) Note 2022 2021
EQUITY AND LIABILITIES
Equity
Paid-in capital
Share capital
13, 14 20 162 20 162
Own shares
13 (65) (85)
Share premium
13 2 075 999 2 075 999
Other paid-in capital
13 132 346 98 226
Total paid-in capital 2 228 442 2 194 303
Other equity
13 468 023 372 256
Total other equity 468 023 372 256
Total equity 2 696 465 2 566 558
Liabilities
Other non-current liabilities
Non-current interest-bearing liabilities
15 1 442 466 1 123 912
Other non-current financial liabilities
16, 17 216 885 81 423
Deferred tax liabilities
8 12 487 -
Total other non-current liabilities 1 671 839 1 205 336
Current liabilities
Current interest-bearing liabilities
15 300 943 17 543
Trade payables 1 614 1 426
Income tax payable
8 23 151 31 776
Public duties payable 5 917 6 399
Other current liabilities
2 36 434 38 394
Total current liabilities 368 059 95 539
Total liabilities 2 039 898 1 300 875
Total equity and liabilities 4 736 363 3 867 433
Aalesund, 29 March 2023
The Board of directors of Hexagon Composites ASA
Knut Flakk
Chair
Kristine Landmark
Deputy chair
Katsunori Mori
Board member
Liv Astri Hovem
Board member
Liv Dingsør
Board member
Sam Gabbita
Board member
Jon Erik Engeset
Group President & CEO
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Cash flow statement – Parent Company
HEXAGON COMPOSITES ASA
(NOK 1 000) Note 2022 2021
Cash flow from operating activities
Profit before tax 171 542 25 940
Tax paid for the period
8 (31 776) (56 171)
Depreciation and impairment
9 435 373
Share based payment expenses
4, 13 34 120 28 612
Recognised group contribution and dividend - (10 000)
Changes in trade payables 189 (3 701)
Changes in other accrual accounting entries (184 169) (8 322)
Net cash flow from operating activities (9 661) (23 269)
Cash flow from investment activities
Purchase of property, plant & equipment and intangible assets
9 (19) (1 315)
Investment in subsidiaries and associates
10 (463 656) -
Net payments on loans to/from subsidiaries and associates
11 (97 606) 3 092
Net cash flow from investing activities (561 281) 1 777
(NOK 1 000) Note 2022 2021
Cash flow from financing activities
New non-current liabilities
15 318 268 1 131 732
Repayment of non-current liabilities - (1 243 165)
New current liabilities
15 283 400 17 543
Dividend payments - -
Net proceeds from purchase/sales of own shares
13 (30 495) 9 543
Net cash flow from financing activities 571 172 (84 347)
Net change in cash & cash equivalents 231 (105 839)
Cash & cash equivalents at beginning of period 1 145 106 985
Cash & cash equivalents at end of period
12 1 376 1 145
Undrawn group overdraft facility
15 119 998 250 000
Undrawn credit facility
15 225 000 318 268
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Notes – Parent Company
HEXAGON COMPOSITES ASA
Note 1 Accounting principles
The annual accounts have been prepared in
accordance with the provisions of the Norwegian
Accounting Act and generally accepted accounting
principles in Norway.
Consolidated Financial Statements
The consolidated financial statements have been
prepared in accordance with the international IFRS
standards.
Sales revenue
Revenue from services is recognized as services are
rendered.
Classification and valuation
of balance sheet items
Current assets and liabilities include items due for
payment within one year of the date of acquisition.
Other items are classified as non-current assets/
liabilities.
Current assets are valued at the lower of cost of
acquisition and fair value. Current liabilities are
recognized at nominal value on the date of com-
mencement.
Non-current assets are measured at the cost of
acquisition but are written down to fair value if
impairment is identified which is not considered
to be of a temporary nature. Non-current liabilities
are recognized at nominal value on the date of
commencement. Costs associated with non-current
liabilities are amortized over the duration of the loan
using the effective interest method.
Receivables
Trade and other receivables are recognized in the
balance sheet at their nominal value, following
deductions for provisions for expected losses.
Provisions for losses are made on the basis of the
individual claims.
Assets and liabilities in foreign currency
Foreign currency transactions are recognized at the
exchange rate prevailing at the transaction date.
Foreign currency monetary items are valued using
the exchange rate prevailing at the balance sheet
date. Currency gains/losses on receivables/liabilities
are classified as financial items.
Property, plant and equipment
Property, plant and equipment is recognized and
depreciated over the asset’s expected useful life.
Direct maintenance of property, plant and equip-
ment is recognized under operating expenses as it
is incurred, while overheads or improvement costs
are added to the cost price of the asset and depreci-
ated in pace with the asset’s own depreciation. If the
recoverable amount of the asset is lower than it’s
carrying amount, this is written down to its recover-
able amount. The recoverable amount is the higher
of net realizable value and value in use. Value in use
is the present value of future cash flows the asset
will generate.
Financial instruments
In addition to traditional financial instruments
such as trade receivables, trade payables and
interest-bearing liabilities, the Company also uses
currency swaps and interest rate swaps to limit the
Company’s currency and interest rate exposure.
The effects of these instruments are recognized as
they arise, together with the hedged objects. The
financial instruments are valued at fair value and
converted to the exchange rate specified on the
balance sheet date.
Shares
In the company accounts, the cost method of
accounting is used for all shares. All shares are
valued at cost in the company accounts.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Share-based payment
The Company has a share-based program for
the senior and key executives. The share-based
program for the senior and key executives is settled
in stocks, and consist of share options, performance
share units (PSUs) and restricted share units (RSUs).
In addition, certain key executives have share based
programs settled in cash. The fair value of the
share-based programs is expensed over the vesting
period which is over the agreed-upon future service
period and, where applicable, the performance
conditions are fulfilled. The fair value of the share
options, PSUs and RSUs is measured at grant date
and calculated using the Black & Scholes model.
The cost of the employee share-based transaction is
expensed over the vesting period. The value of the
issued options, PSUs and RSUs of the transactions
that are settled with equity instruments (settled with
the company’s own shares) is recognized as salary
and personnel cost in profit and loss with a corre-
sponding increase in other paid-in capital. The cash
settlement options are however recognized with a
corresponding change in provisions. Social security
tax is recorded as a liability and is recognized over
the estimated vesting period.
Service and non-market performance conditions
are not taken into account when determining the
grant date fair value of awards, but the likelihood
of the conditions being met is assessed as part of
the Company’s best estimate of the number of
equity instruments that will ultimately vest. Market
performance conditions are reflected within the
grant date fair value. Any other conditions attached
to an award, but without an associated service
requirement, are considered to be non-vesting
conditions. Non-vesting conditions are reflected in
the fair value of an award and lead to an immediate
expensing of an award unless there are also service
and/or performance conditions.
When the terms of an equity-settled award are
modified, the minimum expense recognized is
the grant date fair value of the unmodified award,
provided the original vesting terms of the award
are met. An additional expense, measured as at
the date of modification, is recognized for any
modification that increases the total fair value of the
share-based payment transaction, or is otherwise
beneficial to the employee. Where an award is
cancelled by the entity or by the counterparty, any
remaining element of the fair value of the award is
expensed immediately through profit or loss.
Pension expenses
Pension premiums relating to defined contribution
plans are recognized as an expense as they are
incurred.
Tax
Tax expense in the income statement includes
income tax payable for the period and changes in
deferred tax. Deferred tax is calculated at 22 per
cent based on the temporary differences between
accounting and fiscal values and loss carryforwards
at the end of the financial year.
Tax-increasing and tax-reducing temporary dif-
ferences which reverse or may reverse in the same
period are offset. Net deferred tax asset is recognized
to the extent that it is probable that it can be utilized.
Interest-bearing loans and borrowing costs
Loans are recognized at the initial amount received
less directly related transaction costs. In subsequent
periods, interest-bearing loans are measured at
amortized cost using the effective interest method.
Profit and loss are entered in the income statement
when liabilities are deducted from the balance and
via amortization. Borrowing costs are expensed as
they arise.
Cash flow statement
The cash flow statement has been prepared using
the indirect method. Cash & cash equivalents
include cash and bank deposits.
Use of estimates
Preparation of the annual financial statements in
accordance with good accounting practice requires
the use of estimates and assumptions by manage-
ment which influence the income statement and the
valuation of assets and liabilities, and disclosures
on uncertain assets and obligations at the balance
sheet date.
Contingent losses which are probable and quantifi-
able, are expensed as incurred.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 2 Intra-group transactions and balances
(NOK 1 000) 2022 2021
Revenue
Administrative services to subsidiaries 112 008 126 774
Total 112 008 126 774
Expenses
Administrative services from subsidiaries 19 226 44 340
Total 19 226 44 340
Finance income
Interest income from group companies 162 587 124 561
Total 162 587 124 561
Receivables
Non current loans to subsidiaries 2 635 727 2 379 357
Other current receivables to subsidiaries 70 554 66 701
Total 2 706 281 2 446 059
Liabilities
Current liabilities to subsidiaries 7 831 20 931
Total 7 831 20 931
Note 3
Payroll, number of employees, remuneration, loans to employees etc.
Payroll costs
(NOK 1 000) 2022 2021
Wages/salaries and fees 28 082 24 526
Employer’s contribution 5 175 2 917
Pension expense 2 175 1 905
Other contributions 39 739 34 319
Total 75 171 63 666
There were 15 (13) employees in the Company during the financial year
(NOK 1 000)
Salaries
and fees Bonuses
1
Benefits
in kind
Pension
premium
Value
of share
options
2
Total
remuner-
ation
Executive management 7 554 3 587 36 561 5 877 17 615
Board of Directors 2 154 - - - - 2 154
Total remuneration 9 708 3 587 36 561 5 877 19 769
1
Bonuses relates to bonuses expensed in the year.
2
The value of share options relates to recognized costs for the year. Executives hold other share-based instruments as well
(see note Share based payments).
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Pursuant to Section 6-16a and b of the Norwegian Public Limited Liabilities Companies Act, the Company will
disclose a separate remuneration report regarding the determination of pay and benefits to the CEO and man-
agement executives. Reference is made to the separate remuneration report which will be made available on the
Company`s website.
The Chairman of the Board has no agreement relating to termination benefits. In his employment agreement,
the Group President has a period of notice of 6 months. He has an agreement for up to 12 months’ severance
pay. The management of the Group have a target-based bonus agreement.
Group management participate in the Company’s general pension arrangements, which are described in note 5,
Pensions.
No loans have been made, or security provided for loans, to any member of Group management, the Board or
other elected standing committees.
Group management participate in the Company’s share-based incentive scheme, which are described in note 4,
Share-based Payment. As of 31 December 2022 the Group President has 164 thousand (147 thousand) provisional
performance share units (PSUs performance adjusted) outstanding. In addition he has 573 thousand cash set-
tlement options (573 thousand). The CFO has 109 thousand (99 thousand) provisional performance share units
(PSUs performance adjusted) outstanding.
Shares owned by Board Members or closely-related parties
2022 2021
Knut Flakk, (Chair)
1
27 868 314 27 834 969
Kristine Landmark (Deputy chair)
2
10 000 10 000
Katsunori Mori (Board member)
3
45 833 321 45 833 321
1
Of the shares owned by Knut Flakk, 164 593 are privately owned, 500 000 are owned by his wife and 27 203 721 are owned through limited liability
companies.
2
The shares are owned by Kristine Landmarks husband.
3
Shares owned by Mitsui & Co., Ltd., represented in the Board by Katsunori Mori.
Shares held by key management personnel
2022 2021
Jon Erik Engeset, Group President
1
378 216 323 554
David Bandele, Group Chief Financial Officer 152 654 115 429
1
The shares owned by Jon Erik Engeset, 118 768 are privately owned and 259 448 are owned by related limited liability companies.
Expensed auditor’s fees and comprised of the following services (not including VAT)
(NOK 1 000) 2022 2021
Statutory audit and auditing-related services 1 679 1 283
Other attestation services 663 250
Tax advice 810 2 328
Other non-auditing services - 466
Total 3 152 4 326
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 4 Share-based payment
The Company has a performance share units
program (PSUs) and a restricted share units
program (RSUs) covering certain employees in
senior positions in the Group. As at 31.12.2022, total
57 employees were included in the PSUs programs
and 52 employees in the RSUs programs.
22 May 2018 Hexagon Composites ASA issued
1 200 000 call options to senior executives and
managers in the Group at NOK 20.85 per share,
provided that the share price on the date of exercise
was minimum NOK 25.36 per share. The options
could be exercised in part or in full within three
weeks following the official announcement of the
financial results for the fourth quarter of 2020,
first quarter of 2021 or second quarter of 2021. The
exercise period was extended to 14 December 2021.
During 2021, 1 140 000 of the options have been
exercised at the weighted average share price of
NOK 41.96.
20 December 2018 Hexagon Composites ASA issued
100 000 Restricted Stock Units (RSUs) to certain
employees of the Group. Subject to continued
employment three years after date of grant, each
employee would at such time receive such number
of Hexagon shares as corresponds to the number
of RSUs allocated. During 2021, 100 000 of the RSU’s
have been exercised at the weighted average share
price of NOK 35.42.
12 April 2019 Hexagon Composites ASA provision-
ally awarded 2 492 438 Performance Share Units
(PSUs) to senior executive management in the
Group. The PSUs are non-transferable and will
vest on 11 February 2022 subject to satisfaction of
the applicable vesting conditions (fulfilling Group
EBITDA and revenue targets). The actual number of
PSUs vested will depend on 2019 performance and
attain minimum zero and maximum 2 492 438. Each
vested PSU will give the holder the right to receive
one share in the Company at an exercise price
corresponding to the par value of the shares being
NOK 0.10. During 2022, 1 078 628 of the options have
been exercised at the weighted average share price
of NOK 28.11.
26 September 2019 Hexagon Composites ASA
issued 49 994 Restricted Stock Units (RSUs) to
certain employees of the Group. Subject to
continued employment three years after date of
grant, each employee will at such time receive such
number of Hexagon shares as corresponds to the
number of RSUs allocated. During 2022, 42 852 of
the RSU’s have been exercised at the weighted
average share price of NOK 23.08.
22 April 2020 Hexagon Composites ASA decided
to provisionally award up to 3 711 634 Performance
Share Units (“PSUs”) to executives. The PSUs are
non-transferable and will vest in Q1 2023 subject
to satisfaction of the applicable vesting conditions.
Each vested PSU will give the holder the right to
receive one share in the Company at an exercise
price corresponding to the par value of the shares
being NOK 0.10.
29 July 2020 Hexagon Composites ASA issued 70 000
Restricted Stock Units (RSUs) to certain employees
of the Group. Subject to continued employment
three years after date of grant, each employee will at
such time receive such number of Hexagon shares
as corresponds to the number of RSUs allocated.
2 May 2021 Hexagon Composites ASA decided to
provisionally award up to 1 734 990 Performance
Share Units (“PSUs”) to executives. The PSUs are
non-transferable and will vest in Q1 2024 subject
to satisfaction of the applicable vesting conditions.
Each vested PSU will give the holder the right to
receive one share in the Company at an exercise
price corresponding to the par value of the shares
being NOK 0.10.
20 August 2021 Hexagon Composites ASA issued
100 000 Restricted Stock Units (RSUs) to certain
employees of the Group. Subject to continued
employment three years after date of grant, each
employee will at such time receive such number of
Hexagon shares as corresponds to the number of
RSUs allocated.
2 May 2022 Hexagon Composites ASA decided to
provisionally award up to 2 808 616 Performance
Share Units (“PSUs”) to executives. The PSUs are
non-transferable and will vest in Q1 2025 subject
to satisfaction of the applicable vesting conditions.
Each vested PSU will give the holder the right to
receive one share in the Company at an exercise
price corresponding to the par value of the shares
being NOK 0.10.
29 August 2022 Hexagon Composites ASA issued
175 000 Restricted Stock Units (RSUs) to certain
employees of the Group. Subject to continued
employment three years after date of grant, each
employee will at such time receive such number of
Hexagon shares as corresponds to the number of
RSUs allocated.
The fair value of the options, PSUs and RSUs was
calculated on the grant date, based on the Black-
Scholes model, and the cost is recognized over the
service period. Cost associated with these programs
were NOK 34.4 (25.5) million YTD 31 December. The
fair value of all outstanding PSUs (5 028 864) and
RSUs (334 500) is estimated to NOK 52.4 million per
31 December 2022.
In addition to the above-mentioned instruments,
the Company has issued bonus arrangements to
certain executives within the Group. The bonus
arrangements are dependent upon the share price
development of Hexagon Purus ASA and is con-
verted to a given number of cash settlement options
in Hexagon Purus ASA, for the purpose of calcu-
lating quarterly fair values using the Black-Scholes
model. These cash settlement arrangements
involved total expenses of NOK 5.0 (4.6) million in
2022 and a remaining unamortized accrual esti-
mated to MNOK 8.0 as of 31 December 2022.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Overview of options with equity settlement
Share Options RSUs PSUs Share Options RSUs PSUs
2022 2022 2022 2021 2021 2021
Outstanding 1 January - 212 852 6 243 552 1 140 000 219 994 4 582 638
Granted - 200 000 2 660 082 - 100 000 1 734 990
Exercised - (42 852) (1 078 628) (1 140 000) (100 000) -
Lapsed/Cancelled - (35 500) (2 796 142) - (7 142) (74 076)
Share options outstanding 31 December - 334 500 5 028 864 - 212 852 6 243 552
Exercisable at 31. December - - - - - -
Weighted average exercised price (NOK) NA 23.08 28.11 41.96 35.42 NA
The following table list the input to the model used for the plan for year ended 31 December
RSUs Awarded PSUs Awarded RSUs Awarded PSUs Awarded
2022 2022 2021 2021
Weighted average fair values at the measurement date per share (NOK) 28.05 35.12 32.50 49.00
Dividend yield (%) - - - -
Expected volatility (%) - - - -
Risk-free interest rate (%) - - - -
Expected life of share options (years) 4.00 3.84 4.00 3.84
Weighted average share price (NOK) - - - -
Model used Black-Scholes Black-Scholes Black-Scholes Black-Scholes
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 5 Pensions and benefit obligations
The Company is legally obliged to have occupational pension arrangements under the Norwegian Mandatory
Occupational Pension Act. The Company’s pension arrangements satisfy the requirements of this Act.
The parent Company’s pension arrangements cover 15 people in total - 13 employed and 2 retired. Pension
arrangements are dealt with according to the Norwegian Accounting Standard NRS 6A for pension costs.
The defined contribution pension plan’s contribution rates are 7 per cent for salaries in the range of up to 7.1
times the national insurance base rate (G) and 25.1 per cent for salaries in the range 7.1 to 12 G.
Contributions for the year were expensed at NOK 2 175 thousand (1 905), excluding employer’s contributions.
Note 6 Leases
Ordinary lease payments for 2022 were NOK 5 652 thousand (5 041).
Future minimum lease payments relating to fixed term leases fall due as follows:
Not later than 1 year 5 669
1 to 5 years 5 289
Later than 5 years -
Total 10 957
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 7 Net financial items
Finance income
(NOK 1 000) 2022 2021
Interest income from group companies 162 587 124 561
Other interest income 5 555 3 081
Other finance income (currency gains) 264 366 67 941
Total finance income 432 508 195 582
Finance expense
(NOK 1 000) 2022 2021
Other interest expenses 80 220 45 901
Arrangement fees and other commissions 5 510 65 780
Currency losses 163 799 57 205
Other finance expense 1 305 1 653
Total finance expense 250 834 170 540
Note 8 Tax
Tax expense for the year consists of
(NOK 1 000) 2022 2021
Income tax payable 23 685 33 964
Change in deferred tax 21 575 (21 958)
Total tax expense 45 260 12 006
Income tax payable in the balance sheet 23 151 31 776
Effect on tax payable of group contributions 534 2 188
Total income tax payable in the income statement 23 685 33 964
Calculation of tax base for the year
(NOK 1 000) 2022 2021
Profit before tax 171 542 25 940
Permanent differences 34 186 28 634
Change in temporary differences (98 070) 99 808
Tax base for the year 107 658 154 382
Received group contributions of NOK 0 thousand (NOK 10 000 thousand) have been entered as income on
investments in subsidiaries and included in the pre-tax profit.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Overview of temporary differences
(NOK 1 000) 2022 2021
Financial assets and instruments 263 339 (32 284)
Non-current assets 104 (19)
Provisions (206 683) (9 008)
Total 56 759 (41 311)
Deferred tax 22% 12 487 (9 088)
Why tax expense for the year does not amount to 22% of profit before tax
(NOK 1 000) 2022 2021
22% of profit before tax 37 739 5 707
Permanent differences 22% 7 521 6 300
Calculated tax expense 45 260 12 006
Effective tax rate
1
26.4% 46.3%
1
Tax expense in relation to profit before tax
The tax rate on general income in Norway is 22 per cent both in the financial year 2022 and 2021. Deferred tax
assets and liability were calculated using a tax rate of 22 per cent.
Note 9 Property, plant & equipment
(NOK 1 000)
Land/buildings
and other
property
Fixtures/fittings,
equipment and
similar Total
Cost of acquisition as of 1 January 2022 9 034 5 084 14 118
Property, plant & equipment purchased - 19 19
Disposals - (412) (412)
Cost of acquisition 31 December 2022 9 034 4 691 13 725
Accumulated depreciation and impairment 1 January 2022 2 418 3 730 6 148
Disposals (412) (412)
Depreciation for the year 145 290 435
Accumulated depreciation and impairment 31 December 2022 2 563 3 608 6 171
Carrying amount at 31 December 2022 6 471 1 083 7 554
Useful life 20 years
– perpetual
4–10 years
– perpetual
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 10 Shares in subsidiaries and associates
Subsidiaries (NOK 1 000) Registered office
Ownership
share
Voting
share
Carrying
amount
Hexagon Ragasco AS Raufoss 100% 100% 64 905
Hexagon Raufoss AS Raufoss 100% 100% 9 450
Hexagon Technology AS Ålesund 100% 100% 14 174
Hexagon Purus ASA Ålesund 73% 73% 1 589 942
Hexagon USA Holdings Inc. Delaware, USA 100% 100% 32 614
Hexagon Mobile Pipeline GmbH Kassel, Germany 100% 100% 77 934
Hexagon Composites GmbH Kassel, Germany 100% 100% 127 846
Hexagon Operations GmbH Kassel, Germany 100% 100% 8 245
Hexagon Composites Russia LLC Nizhny Novgorod, Russia 100% 100% 1
Hexagon SGT India India 100% 100% 9 249
1 934 359
Associates:
Cryoshelter BioLNG GmbH Dobl-Zwaring, Austria 40% 40% 23 898
Total shares in subsidiaries and associates 1 958 257
Equity and profit/loss as reported in most recent annual accounts of subsidiaries (company)
(NOK 1 000)
Hexagon
Ragasco AS
Hexagon
Raufoss AS
Hexagon
Technology AS
Hexagon USA
Holdings Inc.
Hexagon
Mobile Pipeline
GmbH
Hexagon
Composites
Russia LLC
Carrying amount 64 905 9 450 14 174 32 614 77 934 1
Equity at 31 Dec 2022 134 677 9 767 72 677 677 026 64 099 21 888
Profit 2022 49 654 217 18 137 (73 199) (7 771) 925
(NOK 1 000)
Hexagon
Purus ASA
Hexagon
Composites
GmbH
Hexagon
Operations
GmbH
Hexagon
SGT India
Carrying amount 1 589 942 127 846 8 245 9 249
Equity at 31 Dec 2022 2 698 851 (27 834) (13 878) -
Profit 2022 (8 773) (85 552) 761 -
(NOK 1 000)
Cryoshelter Bio LNG
GmbH
Carrying amount 23 898
Equity at 31 December 2022 (28 422)
Profit 2022 (6 333)
On 1 August 2022, Hexagon Composites ASA made a EUR 2.4 (NOK 23.9) million investment and acquired
40 per cent of the shares in Cryoshelter BioLNG GmbH, with options to acquire the remaining shares over the
next 3–10 years.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 11 Non-current financial assets
Other non-current financial assets
(NOK 1 000) 2022 2021
Other non-current financial assets
1
25 431 12
Loans to subsidiaries 2 635 727 2 379 357
Loans to associates 35 729 -
Total 2 696 887 2 379 369
1
On 16 May 2022, Hexagon Composites ASA entered into three float-to-fix interest rate swaps, a USD 10 million swap with a 10 year maturity,
a USD 10 million swap with a 7 year maturity, and a USD 33 million swap with a 5 year maturity. The swaps principal value represents
approximately 40 per cent of the Company’s term loan (NOK 1 100 million) and revolving credit facility (NOK 350 million).
Note 12 Bank Deposits
(NOK 1 000) 2022 2021
Restricted tax withholdings 1 264 1 077
The Group’s liquidity is organised in a Group overdraft facility. This means that the subsidiaries’ cash in hand is
formally considered a receivable from the Parent Company and that the companies are jointly responsible for
withdrawals made by the Group under this arrangement.
Note 13 Equity
(NOK 1 000)
Share
capital
Own
shares
Share
premium
Other
paid-in
capital Other equity
Total
equity
Equity as of 1 January 2022 20 162 (85) 2 075 999 98 226 372 256 2 566 558
Profit/loss for the year - 126 282 126 282
Allocated dividends - - - -
Share-based payment - 34 119 - 34 119
Movement in own shares etc. 20 (30 514) (30 495)
Equity at 31 December 2022 20 162 (65) 2 075 999 132 346 468 023 2 696 465
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 14 Share capital and shareholder information
Share capital consists of (NOK 1 000) Number Nominal Carrying amount
A shares 201 619 712 0.10 20 161 971
The Company’s share capital consists of one class of shares and is fully paid-up.
20 Largest shareholders as of 31 December 2022 Number of shares Shareholding
MITSUI & CO LTD 45 833 321 22.73%
FLAKK COMPOSITES AS
1
20 000 000 9.92%
CLEARSTREAM BANKING S.A. 17 773 882 8.82%
MP PENSJON PK 12 127 762 6.02%
BRØDR. BØCKMANN AS 5 649 663 2.80%
KTF FINANS AS 5 000 000 2.48%
NØDINGEN AS 4 968 704 2.46%
BROWN BROTHERS HARRIMAN & CO 4 470 699 2.22%
FOLKETRYGDFONDET 3 840 921 1.91%
STATE STREET BANK AND TRUST COMPANY 3 064 779 1.52%
RBC INVESTOR SERVICES TRUST 2 452 081 1.22%
JPMORGAN CHASE BANK, N.A., LONDON 2 225 619 1.10%
THE NORTHERN TRUST COMPANY, LONDON 1 925 170 0.95%
VERDIPAPIRFONDET STOREBRAND NORGE 1 923 872 0.95%
RBC INVESTOR SERVICES TRUST 1 659 414 0.82%
NORDNET BANK AB 1 433 020 0.71%
SKANDINAVISKA ENSKILDA BANKEN AB 1 349 798 0.67%
VERDIPAPIRFONDET KLP AKSJENORGE IN 1 310 044 0.65%
FLAKK INVEST AS
1
1 300 000 0.64%
SIX SIS AG 1 287 592 0.64%
Total 20 largest shareholders 139 596 341 69.24%
Remainder 62 023 371 30.76%
Total 201 619 712 100.00%
1
These shareholdings are controlled by the Chair of the Board, Knut Flakk.
As of 31 December 2022 the Company had 650 418 own shares (847 292). The cost of acquisition of NOK 18 789
thousand (NOK 20 690 thousand) is entered as a deduction in equity. The shares are held as “own shares”, and
the Company is entitled to sell them in the future.
Ownership structure
The total number of shareholders as of 31 December 2022 was 5 666 of whom 452 were foreign shareholders. The
number of shares held by foreign shareholders was 111 390 509 or 56.2 per cent.
The Board proposes to the General Assembly that there will be no dividend to be paid for the fiscal year 2022,
similar as for 2021.
The Board (unanimous) has a mandate to increase share capital by up to NOK 2 016 195 by issuing up to 20 161 950
shares (par value NOK 0.10). This authorization is valid until the next ordinary General Assembly.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Note 15 Interest-bearing liabilities
Long-term financing
Carrying amount
Interest rate conditions Currency Maturity Facility size 2022 2021
Secured
Term loan DNB and Danske Bank (bullet) Nibor 3 month + margin NOK 9 Dec 2024 1 100 000 1 100 000 1 100 000
Revolving credit facility DNB and Danske Bank (bullet) Nibor 3 month + margin NOK 9 Dec 2026
3
350 000 350 000 31 732
Accordion facility DNB and Danske Bank (bullet) Nibor 3 month + margin NOK 31 Mar 2024
3
325 000 100 000 -
Overdraft facility DNB and Danske Bank Nibor 3 month + margin NOK 9 Dec 2024 250 000 200 943 17 543
Total secured interest-bearing liabilities
1
2 025 000 1 750 943 1 149 275
Amortized transaction costs loans
2
(7 534) (7 820)
Total interest-bearing liabilities 1 743 409 1 141 455
hereof current:
Overdraft facility 200 943 17 543
Current interest bearing liabilities 100 000 -
Total current interest-bearing liailities 300 943 17 543
Total non-current interest bearing liabilities 1 442 466 1 123 912
1
On December 9, 2021, Hexagon Composites ASA entered into a new Senior Secured bilateral loan facility with DNB and Danske Bank. The overall size of the committed facility was NOK 1 700 million, comprising
a term loan of NOK 1 100 million, a multi-currency revolving credit facility (RCF) of NOK 350 million and an overdraft facility of NOK 250 million. The size of the uncommited facility amounted to a maximum of
NOK 400 million, where NOK 325 was called upon and became committed as of 30 September 2022. At 31 December 2022 the total commitment under the facilities was NOK 2 025 million.
2
Costs associated with the loans are amortised over the duration of the loans using the effective interest method.
3
Maturity includes extension options.
As of 31 December 2022, financial covenants, related to equity ratio and leverage (NIBD/EBITDA) were in compliance with comfortable headrooms.
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Note 16 Non-current financial liabilities
Other non-current financial liabilities
(NOK 1 000) Interest Duration Maturity 2022 2021
Cross-currency swap (NOK/USD)
1
Pay USD Libor 3 m + /
Receive NOK Nibor 3 m + 3 years 9 Dec 2024 216 885 81 423
Total 216 885 81 423
1
The company has a cross-currency swap to effectively convert the NOK denominated loan into USD. The fixed USD denominated balance on
entering into the swap was USD 132.7 million. The swap has a term concurrent with the bank loan. The value of the swap as of 31 December 2022
was NOK 216 885 thousand (NOK 81 423 thousand in 2021).
Note 17 Financial market risk
The Company’s international activities expose it to currency risk and interest risk. Derivative financial instruments
are used to minimise these risks under the Group’s strategy for interest and currency exposure.
Interest rate risk
Interest rate risk arises in the short and medium term from the Company’s floating rate liabilities. The Company
uses interest rate swaps to minimise the risk.
Currency risk
Fluctuations in exchange rates represent a financial risk to the Company, both directly and indirectly. The
Company uses currency swaps and borrows in foreign currency to minimise the risk.
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Note 18 Events after the balance sheet date
Hexagon Purus – Capital raise of NOK 1 300 million
On 1 March 2023, Hexagon Purus ASA successfully completed a Convertible Bond Private Placement and an
Equity Private Placement raising total gross proceeds of NOK 1 300 million. Gross proceeds from the Convertible
Bond Private Placement amounted to approximately NOK 800 million and is structured as a 5-year unsecured
convertible bond with 6 per cent fixed interest rate paid semi-annually in kind. The settlement and delivery of
the bonds was formally completed at an extraordinary general meeting in the Company on 16 March 2023. Gross
proceeds from the Equity Private Placement amounted to approximately NOK 500 million, through issuance
of 18 518 519 new shares. Hexagon Composites ASA waived its right to participate in the private placements
but retains a controlling ownership share of 68.4 per cent following the Equity Private Placement, compared to
73.3 per cent prior to the transaction. The capital raises accommodate support for the Company’s growth trajec-
tory including its global expansion program and financial targets for 2025.
Hexagon Purus – Memorandum of understanding with Mitsui as anchor investor
In addition to the announcement of the Convertible Bond Private Placement and the Equity Private Placement
on 1 March 2023, Hexagon Purus ASA simultaneously announced a deeper strategic alliance with Mitsui & Co. Ltd
(“Mitsui”), whereby Mitsui, through a non-binding memorandum of understanding (“MoU”), intends to partici-
pate as an anchor investor in future capital raises in Hexagon Purus ASA. Mitsui subscribed for and was allocated
NOK 500 million in the Convertible Bond Private Placement completed 1 March 2023, and the announced
non-binding MoU includes future additional investments up to a total of NOK 1 500 million, subject to among
other things, Hexagon Purus’ fulfillment of commercial and operational milestones agreed between the parties
in good faith.
Hexagon Purus – Signs landmark long-term agreement with Hino
Trucks for zero emission heavy-duty trucks in the U.S.
The distribution agreement signed with Hino entails that Hexagon Purus will assemble complete battery electric
heavy-duty trucks for the U.S. market using Hexagon Purus’ proprietary zero-emission technology, including
battery systems, auxiliary modules, power modules and the vehicle-level software. The agreement provides for up
to 10 000 trucks by 2030. The potential total value over the course of this agreement could reach approximately
USD 2.0 billion (approximately NOK 20 billion).
Hexagon Agility – Received several orders for Mobile Pipeline modules totaling NOK 343 million
During January and February 2023, Hexagon Agility received three new larger orders from CORE Automated
Fueling Solutions, RenewGas Transportation, and Certarus for Mobile Pipeline® TITAN modules worth NOK 46
million, NOK 44 million and NOK 253 million respectively. The latter order with Certarus represented also an
inaugural order for Hexagon Agility’s newly designed TITAN 450 modules.
Hexagon Agility – Received fuel system orders for UPS heavy-duty renewable
natural gas trucks worth approximately NOK 197 million
On 17 February 2023, Hexagon Agility received new 2023-orders from UPS, under a master services agreement
from October 2019, totaling USD 19 million (approximately NOK 197 million) for delivery of renewable natural gas
(RNG) fuel systems for heavy duty trucks. UPS is the world’s premier package delivery company and a leading
provider of global supply chain management solutions.
There have been no other significant events after the balance sheet date that have not already been disclosed in
this report.
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Statsautoriserte revisorer
Ernst & Young AS
Langelandsvegen 1, DaaeGården
6010 Ålesund
Foretaksregisteret: NO 976 389 387 MVA
Tlf: +47 24 00 24 00
www.ey.no
Medlemmer av Den norske Revisorforening
A member firm of Ernst & Young Global Limited
INDEPENDENT AUDITOR'S REPORT
To the Annual Shareholders' Meeting of Hexagon Composites ASA
Report on the audit of the financial statements
Opinion
We have audited the financial statements of Hexagon Composites ASA (the Company) which comprise the financial statements of the Company and the
consolidated financial statements of the Company and its subsidiaries (the Group). The financial statements of the Company comprise the balance sheet as at 31
December 2022 and the income statement and cash flow statement for the year then ended and notes to the financial statements, including a summary of
significant accounting policies. The consolidated financial statements of the Group comprise the financial position of the Group as at 31 December 2022, the
income statement, statement of comprehensive income, cash flow statement and statement of changes in equity for the year then ended and notes to the
financial statements, including a summary of significant accounting policies.
In our opinion
• the financial statements comply with applicable legal requirements,
• the financial statements give a true and fair view of the financial position of the Company as at 31 December 2022 and its financial performance and cash
flows for the year then ended in accordance with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway,
• the consolidated financial statements give a true and fair view of the financial position of the Group as at 31 December 2022 and its financial performance
and cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the EU.
Our opinion is consistent with our additional report to the audit committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the
Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company and the Group 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
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2
Independent auditor's report - Hexagon Composites ASA 2022
A member firm of Ernst & Young Global Limited
Professional Accountants (including International Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance
with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit Regulation (537/2014) Article 5.1 have been provided.
We have been the auditor of the Company for 23 years from the election by the general meeting of the shareholders in 2000 for the accounting year 2000.
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 2022. 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. For each matter below, our description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section of our report, including in relation to
these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the
financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit
opinion on the financial statements.
Goodwill - Impairment assessment
Basis for the key audit matter
As at 31 December 2022, Hexagon Composites ASA Group reported goodwill
of NOK 1 717 million. The goodwill consists mainly of the cash flow
generating units Hexagon Agility of NOK 1 124 million and Hexagon Purus of
NOK 524 million. Goodwill is subject to annual impairment testing and
estimating the recoverable amount of the related cash generating unit
requires management judgement of future revenues, gross margins, operating
costs, terminal value growth rates, capital expenditures and discount rate. No
impairment was recognized. The impairment test involves significant
estimation uncertainty and management judgment and is therefore a key audit
matter.
Our audit response
We assessed the internal controls related to the impairment assessment. We
involved valuation specialists in our team to support testing of the
assumptions and methods used by management. We compared future cash
flows against board approved plan for the years 2023-2027 and considered
underlying assumptions for expected growth rates and the related cash flows.
We assessed the historical accuracy of managements estimates and
compared the assessment used for the acquisition. Furthermore, we tested
the input of the discount rate against comparable market data. We also tested
the mathematically accuracy of the impairment model and performed
sensitivity analysis of the assumptions used. We also assessed the
disclosures in note 11 Intangible assets in the financial statements.
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Independent auditor's report - Hexagon Composites ASA 2022
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Other information
Other information consists of the information included in the annual report other than the financial statements and our auditor’s report thereon. Management (the
board of directors and the Group President & CEO) is responsible for the other information. Our opinion on the financial statements does not cover the other
information, and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information, and, in doing so, consider whether the board of
directors’ report, the statement on corporate governance and the statement on corporate social responsibility contain the information required by applicable legal
requirements and whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated. If, based on the work we have performed, we conclude that the other information is materially inconsistent with the financial
statements, there is a material misstatement in this other information or that the information required by applicable legal requirements is not included in the board
of directors’ report, the statement on corporate governance or the statement on corporate social responsibility, we are required to report that fact.
We have nothing to report in this regard, and in our opinion, the board of directors’ report, the statement on corporate governance and the statement on corporate
social responsibility are consistent with the financial statements and contain the information required by applicable legal requirements.
Responsibilities of management for the financial statements
Management is responsible for the preparation and fair presentation of the financial statements of the Company in accordance with the Norwegian Accounting
Act and accounting standards and practices generally accepted in Norway and of the consolidated financial statements of the Group in accordance with
International Financial Reporting Standards as adopted by the EU, and for such internal control as management determines is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s 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.
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Independent auditor's report - Hexagon Composites ASA 2022
A member firm of Ernst & Young Global Limited
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 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.
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Independent auditor's report - Hexagon Composites ASA 2022
A member firm of Ernst & Young Global Limited
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 requirement
Report on compliance with regulation on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of Hexagon Composites 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 Hexagoncompositesasa-2022-12-31-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 (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 tagging
of the consolidated financial statements and assess management’s use of judgement. Our procedures include reconciliation of the iXBRL tagged data with the
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
6
Independent auditor's report - Hexagon Composites ASA 2022
A member firm of Ernst & Young Global Limited
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.
Aalesund, 30 March 2023
ERNST & YOUNG AS
Ivar-André Norvik
State Authorised Public Accountant (Norway)
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APPENDIX 1
Material topic definitions
Material topic Description
Our contribution through solutions
Our solutions Clean energy and alternative fuel solutions, ranging from the
use of renewable natural gas (RNG), compressed natural gas
(CNG), liquid petroleum gas (LPG) and MAE testing.
Minimizing our environmental footprint
GHG emissions Greenhouse gas emissions from energy, transportation,
and Hexagon’s other business activities.
Material waste and circularity Waste generated throughout Hexagon’s value chain
and activities: reduction, reuse or recycling.
Product safety and compliance
Product safety Ensuring the highest safety standards and the quality of our products.
Material topic Description
Responsible employer
Occupational health and safety Worker health and safety practices.
Diversity and inclusion Representation of female and minority employees in the workforce.
Workforce development Training and development for workers to build capabilities and
career opportunities – maintaining and attracting talent.
Governance
Business ethics and anti-corruption Preventive measures and zero tolerance for corruption.
Responsible procurement Ensuring environmental and social considerations are
taken into account within our supply chain.
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APPENDIX 2
Methodology – summary description
The data we used to calculate the greenhouse
gas (GHG) account comes from internal and
external sources and is calculated with the help
of sustainability experts from Asplan Viak AS
and SpareBank 1 Regnskapshuset SMN AS.
Reported metric tons of CO
2
equivalents (tCO
2
e)
are calculated per the Greenhouse Gas Protocol,
its standards, recommendations, and guiding
documents.
To report a complete scope 1-3 GHG account,
we use two methodological approaches. The first
approach is the physical data collection method,
which involves collecting and analyzing all inputs
of raw materials and energy carriers that go
into the manufacture of Hexagon’s products.
This approach highlighted the most significant
contributors to the GHG account. For these key
flows, comprising 63% of our GHG account,
life-cycle assessment-based GHG intensities
were collected.
The second approach is the spend-based
approach, which attributes a carbon emission
intensity to all activities included in our financial
reporting. Here, environmentally extended
input-output analysis (EE-IOA) data is used to
derive GHG intensities per monetary unit spent.
This method helps to fill the data gaps for the
remaining 37% of our GHG emissions, which
covers the purchase of all other raw materials,
facility management services, investments in
capital equipment, and so forth.
The combination of these approaches allows us
to report with a high degree of completeness
while ensuring that specific carbon emissions
are reported for key raw materials and energy
carriers. This further enables us to set a baseline
for carbon mitigation strategies aligned with
our ongoing commitment to the Science Based
Targets initiative.
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APPENDIX 3
Reporting on the UN SDGs
Hexagon’ contribution to the UN Sustainable Development Goals in 2022
SDG Goal Target (indicators) Hexagon’s contribution
3
Good Health and Well-being By 2030, substantially reduce the number of deaths and illnesses from hazardous chemicals and air,
water and soil pollution and contamination
Our products and solutions
7
Ensure access to affordable, reliable,
sustainable and modern energy for all
7.1 By 2030, ensure universal access to affordable, reliable and modern energy services
7.3 By 2030, double the global rate of improvement in energy efficiency
7.A By 2030, enhance international cooperation to facilitate access to clean energy research and technology,
including renewable energy, energy efficiency and advanced and cleaner fossil-fuel technology, and
promote investment in energy infrastructure and clean energy technology
We are committed to the green transition through our
continued support for EU policies, EU taxonomy and “Fit
for 55” package, which establishes a roadmap to achieve
emission reductions by 2030 and net-zero emissions by
2050.
In 2021, we signed the Science Based Targets, giving us
24 months to develop GHG emission reduction targets in
line with the decarbonization required to meet the Paris
Agreement – to limit global warming to 1.5°C.
8
Promote sustained, inclusive and
sustainable economic growth, full and
productive employment and decent
work for all
8.2 Achieve higher levels of economic productivity through diversification, technological upgrading and
innovation, including through a focus on high-value added and labor-intensive sectors
8.5 By 2030, achieve full and productive employment and decent work for all women and men, including for
young people and persons with disabilities, and equal pay for work of equal value
8.7 Take immediate and effective measures to eradicate forced labor, end modern slavery and human
trafficking and secure the prohibition and elimination of the worst forms of child labor, including
recruitment and use of child soldiers, and by 2025 end child labor in all its forms
8.8 Protect labor rights and promote safe and secure working environments for all workers, including
migrant workers, in particular women migrants, and those in precarious employment
Hexagon values creating a diverse and inclusive working
environment, and has defined both diversity and inclu-
sion and workforce development as two of our material
topics.
We actively endorse this through our Diversity & Inclusion
policy, as well as our leadership and development func-
tion “Hexagon University”.
In 2022, we published our Code of Conduct which
provides guidance to how we act in accordance with
governing principles. Our Anti-Corruption and Integrity
policy was also revised in 2023.
Hexagon believes the respect for human rights and the
protection of human lives across our operations and value
chain is a business priority.
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SDG Goal Target (indicators) Hexagon’s contribution
9
Build resilient infrastructure, promote
sustainable industrialization and foster
innovation
9.4 By 2030, upgrade infrastructure and retrofit industries to make them sustainable, with increased
resource-use efficiency and greater adoption of clean and environmentally sound technologies and
industrial processes, with all countries taking action in accordance with their respective capabilities
9.4 By 2030, upgrade infrastructure and retrofit industries to make them sustainable, with increased
resource-use efficiency and greater adoption of clean and environmentally sound technologies and
industrial processes, with all countries taking action in accordance with their respective capabilities
9.5 Enhance scientific research, upgrade the technological capabilities of industrial sectors in all countries,
in particular developing countries, including, by 2030, encouraging innovation and substantially
increasing the number of research and development workers per 1 million people and public and
private research and development spending
Hexagon focuses on circular economy issues through
our development of digital testing and requalification
technologies which enable reducing resource con-
sumption and increasing the life-time of assets and the
reduction, reuse and recycling of waste wherever possible.
11
Make cities inclusive, safe, resilient
and sustainable
11.6 By 2030, reduce the adverse per capita environmental impact of cities, including by paying special
attention to air quality and municipal and other waste management
Our CNG and RNG fuel systems and low pressure LPG
cylinders are important when considering the mitigation
of climate change as we are part of the value chain which
enables a reduction of particular matter NO
X
and SO
X
in
addition CO
2
.
12
Ensure sustainable consumption
and production patterns
12.2 By 2030, achieve the sustainable management and efficient use of natural resources
12.4 By 2020, achieve the environmentally sound management of chemicals and all wastes throughout their
life cycle, in accordance with agreed international frameworks, and significantly reduce their release to
air, water and soil in order to minimize their adverse impacts on human health and the environment
12.5 By 2030, substantially reduce waste generation through prevention, reduction, recycling and reuse
12.6 Encourage companies, especially large and transnational companies, to adopt sustainable practices and
to integrate sustainability information into their reporting cycle
Hexagon is an advocate and driver of the energy
transition, and actively progress in minimizing the impact
of our waste.
Hexagon applies the reduce, reuse and recycle principles
in all manufacturing sites.
At Hexagon, we encourage and enable our customers
to meet their sustainability targets. Our Supplier Code
of Conduct is therefore present in every purchase order
made, as well as in our dialogue with suppliers.
13
Take urgent action to combat climate
change and its impacts
13.2 Integrate climate change measures into national policies, strategies and planning (13.2.1 Number of
countries that have communicated the establishment or operational status of an integrated policy/
strategy/plan which increases their ability to adapt to the adverse impacts of climate change, and foster
climate resilience and low greenhouse gas emissions development in a manner that does not threaten
food production)
Our contribution to SDG 13 is exemplified by our
commitment to reach net-zero by no longer than 2050
and to reduce our GHG footprint substantially in the
short term as well as advancing the transportation
sector’s pathway compatible with a 1.5C global warming
target. We intend to go beyond reducing our carbon
footprint. Our approach is focused on increasing clean
energy solutions, accelerating investment in low carbon
and zero-emission mobility, mitigating indirect emissions
from our supply chain and decarbonizing our operations.
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
Glossary
ASA Public Limited company in Norway
BAR Unit of pressure
1 millibar = 100 N/m2
BIOGAS Produced from raw materials such as agricultural waste,
manure, municipal waste, plant material, sewage, green
waste or food waste. Also refered to as biomethane or
renewable natural gas
BEV Battery Electric Vehicle
CNG Compressed Natural Gas
CO
2
Carbon Dioxide
COMPOSITE Combination of glass/carbon fibre and thermosetting
plastic, exploiting the malleability of the plastic and the
stiffness and strength of the glass/carbon fibre
CODE OF CONDUCT An outline of the norms, rules, and responsibilities
or proper practices of an individual party or an
organization
EBIT Earnings before interests and taxes
EBITDA Earnings before interest, taxes, depreciation and
amortization
EV Electric Vehicle
FCEV Fuel Cell Electric Vehicle
FLEET OWNER Company that owns and operates groups of motor
vehicles owned or leased by a business, government
agency or other organization
GHG Greenhouse Gas
HYDROGEN Light, colourless gas (Symbol H), produced on an
industrial scale
IA Inclusive Workplace
ISO International Organization for Standardization
– publishes standards in a large number of areas
JOINT VENTURE Legally signed contractual agreement whereby two or
more parties undertake an economic activity
LDV Light-Duty Vehicle
LNG Liquefied Natural Gas
LPG Liquefied Petroleum Gas (propane gas)
MOBILE PIPELINE® Gas distribution products
MAE TECHNOLOGY Modal Acoustic Emission Technology. Testing method
used by placing transducers on the surface of a
structure under test, applying stress to the structure and
recording any ultrasonic stress waves caused by material
fracture
NO
x
Nitrogen oxides (NO
x
). A generic term for toxic gas
molecules that are chemical compounds between
nitrogen and oxygen, a significant component of air
pollution
NGO Non-Governmental Organization
OEM Original Equipment Manufacturer
OECD GUIDELINES
FOR MULTINATIONAL
ENTERPRISES
Recommendations from the Organisation for Economic
Co-operation and Development (OECD) on responsible
business conduct addressed by governments to
multinational enterprises
PARTICULATE
MATTER
Generic term to classify air pollutants comprising of
suspended particles in air, varying in composition and
size
X-STORE® High-pressure composite cylinder for bulk
transportation and storage of CNG
RESIN Chemical adhesives for strengthening glass and/or
carbon fiber
RNG Renewable Natural Gas Pipeline compatible gaseous
fuel derived from biogenic or other renewable sources
that has lower lifecycle carbon dioxide equivalent (CO
2
-
eq) emissions than geological natural gas
R&D Research & Development, activities that companies
undertake to innovate and introduce new products and
services
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Hexagon Composites ASA Annual report 2022Hexagon Composites ASA Annual report 2022
SCIENCE BASED
TARGETS (SBTs)
Net-zero targets set by companies committed to the
Science Based Targets Initiative (SBTi) to promote
emission reductions in line with climate science and the
Paris Agreement
SCOPE 1 Direct emissions calculated from fossil fuel
consumption. Direct emissions from purchased services
are reported in Scope 3
SCOPE 2 Indirect GHG emissions from purchased energy
(electricity and heat). Scope 2 emissions are calculated
in two ways. 100 per cent of reported emissions is based
on activity data from operational business areas, such as
invoices and meter readings
SCOPE 3 Indirect GHG emissions from the purchase of goods
and services, including capital goods, upstream
emissions from the production of fuels, transportation,
operational waste and business travel
STYREN Organic hydrocarbon used in the production of rubber
and plastic components
TITAN® High-pressure composite cylinder for bulk
transportation and storage of CNG
TYPE 1 Steel cylinder
TYPE 2 Steel cylinder, composite-reinforced
TYPE 3 Composite cylinder with metal liner
TYPE 4 Composite cylinder with polymer liner
U.S. DOT U.S. Department of Transportation
WHISTLEBLOWING Reporting information about an activity within a private
or public organization that is deemed illegal, immoral,
illicit, unsafe or fraudulent
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Hexagon Composites ASA Annual report 2022
Contact us
IR contact
Ingrid Aarsnes
VP Investor Relations & ESG
Phone: +47 950 38 364
Address
Hexagon Composites ASA
Korsegata 4B
6002 Ålesund
Norway
Phone: +47 70 30 44 50
hexagongroup.com
Financial calendar 2023
Annual General Meeting
26 April 2023
1
st
quarter 2023
11 May 2023
2
nd
quarter and
half year report 2023
17 August 2023
3
rd
quarter 2023
9 November 2023
4
th
quarter 2023
15 February 2024
Details
Interim report and presentation material will be released at
07:00 CET and made available on www.hexagongroup.com
and www.newsweb.no.
The interim results are presented live at 8:30 am CET.
Hexagon Composites ASA reserves the right to change the
dates. All presentations are held in Oslo and are open to all
interested parties.
Two weeks before the presentation of the interim report
Hexagon Composites practice a quiet period where contact
with analysts, investors and media are limited. This is done to
minimize the risk of information leakage and potential different
information in the market.
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