AN INNOVATIVE
TECHNOLOGY COMPANY
SOLVING A PRESSING ISSUE,
FOR A GREENER FUTURE
2
Table of Contents
This is Soiltech………….……………………………………………….…… 3
Word from CEO…………..……………………………………………….. 4
The Board of Directors’ report 2024……………………………… 5
Members of the Board…………………………………………………. 10
Consolidated financial statements ………………..…………….. 12
Notes to the Consolidated financial statements…………… 17
Financial statements Parent company…………………….…… 38
Notes to the Parent company……………………………………... 44
Independent Auditors report……………………………………….. 58
3
This is Soiltech
Soiltech is an innovative technology company specializing in
the treatment, recycling and sustainable handling of
contaminated water and solid industrial waste streams at
site. Our technologies enable cost savings and lower CO2
emissions through waste reduction, waste recovery and
reuse. Soiltech operates world-wide, with its head office at
Forus in Sandnes, Norway.
4
Word from the CEO
In 2024, we continued our growth journey, with
strong results and increased customer demand for
our technologies. Soiltech’s solutions contribute to
reduced carbon emissions, in a world with growing
energy demands. We see an increased demand
across our full technology portfolio, thanks to the
dedicated Soiltech team and our focus on delivering
innovative solutions and strong operations.
We were pleased to see a year-on-year revenue
growth of 20%, due to an increase in the Fluid
treatment segment of 14% and the Solid waste
handling business of 57%. Going forward, we expect
the solid waste handling to grow further, across GEO
markets, in line with our strategy of being a full-
service provider of drilling waste management
services.
We receive great feedback from our clients when it
comes to our operational performance, thanks to
our committed personnel on location and the
onshore support team. This positive feedback is
important for Soiltech as operational excellence is a
key factor for our continued success. We continue to
prioritize safe operations as a fundamental part of
our work culture.
During 2024, the number of employees remained
quite stable at 126, following a steep increase the
year before. In 2025, we expect to continue
recruiting, on the back of recently awarded
contracts. Our recruitment campaigns continue to
attract strong interest. We remain committed to
continuous improvement, with training, competence
enhancement, and technology innovation as key
drivers.
The international operations’ share of our business
remained quite stable at 24% of revenues compared
to 27% in 2023. Going forward, I expect our
international activities to increase, as we see
tightening environmental regulations world-wide.
Soiltech aims to be a market leader within
sustainable and effective technologies. We will
leverage our strong position in the North Sea to gain
market shares globally.
Financially, we continue to run a solid business. I am
grateful for the strong support from our banks and
owners, which have provided us with the required
capital to finance our growth over the years.
Soiltech’s listing on Euronext Expand in September
2024 marks a natural step for Soiltech, providing a
marketplace for trading of the Soiltech share and the
possibility of securing financing to continue the
growth.
With several large contracts already awarded in
2025, we are in an excellent position to continue
growing our business and create value for our
customers and shareholders.
Jan Erik Tveteraas
, CEO
5
Board of Directors report 2024
Established in 2011, Soiltech is an innovative technology company specializing in the treatment, recycling and
sustainable handling of contaminated water and solid waste at site. Our technologies enable cost savings and
lower CO2 emissions through waste reduction, waste recovery and reuse. The Group’s head office is at
Koppholen 25 in Sandnes, Norway.
Soiltech (the Group) consists of the Parent Company Soiltech ASA (the Company) and the subsidiaries Soiltech
Offshore Services AS and Sorbwater Technology AS and the newly established Soiltech Romania SRL.
In 2024, the Group had operations in Norway, the United Kingdom, the Netherlands, Denmark, Mauritania,
Cyprus, Suriname and Mexico.
Highlights in 2024
January: Contract with Equinor for cuttings handling on Oseberg Sør
January: Contract with Well Expertise for treatment of contaminated water (STT) in the North Sea, on a
mobile drilling rig
February: Contract with Wintershall Dea Mexico for waste management services on the jack-up rig Ran
March: Contract with Shelf Drilling for treatment of contaminated water (STT) on the jack-up rig Shelf
Drilling Barsk
April: Equinor exercised option to extend the waste management contract with Soiltech, till May 2026
April: Contracts with WinthershallDea and Petrogas E&P for drilling waste management, both on the
jackup drilling rig Noble Resilient
April: Contract with Odfjell Drilling for treatment of contaminated water (STT) on Deepsea Stavanger in
Norway
May: Contract with Tullow Oil for treatment of contaminated water (STT) on Island Innovator offshore
Mauritania
June: Contract with Equinor for treatment of contaminated water (STT) on the FSU Njord Bravo in
Norway
June: Contract with Petrogas E&P for treatment of contaminated water (STT) on Noble Resolute in the
Netherlands
July: Call-of under the frame agreement with Transocean for treatment of contaminated water on
Transocean Enabler in Norway
July: Contract with COSL Drilling for treating contaminated water on COSL Promoter in Norway
September: First day of trading in Soiltech ASA on Euronext Expand
September: Contract with PGNIG for treatment of contaminated water (STT) on Deepsea Yantai in
Norway
October: Call-off under the Frame agreement with Equinor to provide solid waste (drill cuttings) handling
on Statfjord B
December: Announcement of a strategic partnership with Estedama in Saudi Arabia
Significant investments were made throughout the year to build capacity to meet the anticipated increase
in drilling activity and demand for the Group’s technologies
Events after year-end
Soiltech ASA and Soiltech Romania SRL were awarded a contract by OMV Petrom S.A. to provide cuttings
containment and transfer equipment and related services to the Neptun Deep project. Neptun Deep is
the largest natural gas project in the Romanian Black Sea. Commencement is anticipated in 2025. The
agreement is concluded for a period of 5 years, with an initial estimated contract value of USD 10 million
for an estimated duration of 18 months.
Soiltech was informed of the intention to award Soiltech an agreement with Northern Ocean for the
delivery of Drilling waste management services on the harsh environment drilling rig Deepsea Bollsta. The
6
contract is expected to commence in the second half of 2025. This is expected to be a large contract for
Soiltech. A large contract has an estimated value above NOK 20 million over a 12-month period.
Soiltech received a call-off order under the Frame agreement with Equinor to provide drilling waste
management services on the Grane field in Norway. The services comprise of offshore provision of solid
waste (drill cuttings) containment and handling. The expected startup is first quarter of 2025. This is
expected to be a large contract for Soiltech.
Financial performance and financing
The Group
The activity has been high throughout the year. The success can be attributed to an increasing demand for the
Group’s innovative and sustainable waste treatment technologies, as clients are looking for solutions to reduce
their carbon emissions. The revenue in 2024 was MNOK 274 with a growth year on year of 20%. The gross
margin was 47% and the Adjusted EBITDA was MNOK 63, compared to MNOK 51 in 2023.
Profit before tax amounted to MNOK 11. There was a one-off effect mainly related to merger and IPO cost of
MNOK 17.8 giving a Profit before tax (adjusted) of MNOK 27.8 in 2024.
The net profit of MNOK 7 is transferred to other equity. Total assets at year-end amounted to MNOK 434 (MNOK
351).
Cash flow from operating activities reached MNOK 39.4, while cash flow from investing activities was MNOK -39
due to our capacity expansion initiatives. Following a net contribution of MNOK 7.5 from financing activities, the
net cash flow for the full year 2024 stood at MNOK 7.9. The cash position as of year-end was MNOK 34.7 while
the equity ratio remained solid at 47% (49%). In 2024 Soiltech entered a long-term loan facility with Rogaland
Sparebank. The 7-year loan facility is MNOK 30 and comes in addition to the existing facility of MNOK 148.
Parent Company
Net profit of MNOK 8 is transferred to other equity. Total assets at year-end amounted to MNOK 439 (MNOK
358).
Operations
The Group saw an increase in operations in 2024, with higher activity across the full technology portfolio. During
the year, we had up to 24 slop treatment operations and five cutting handling projects ongoing. In addition, the
Group performed cleaning and swarf removal jobs. During 2024, the Group had operations in 8 countries and
international revenues accounted for 24% of total revenues. There was no operational or commercial downtime
in 2024.
Key figures (NOK mill) 2024 2023 2024 2023
Revenues 274 229 274 229
Gross Profit 129 97 116 94
Gross Profit margin 47 % 45 % 42 % 41 %
Adjusted EBITDA 63 52 63 51
Profit before tax 12 32 11 32
Net profit 8 26 7 27
Total asset 439 358 434 351
Net interest bearing debt 148 96 159 111
Cash 29 36 35 39
Working Capital 32 3 40 17
Equity 205 170 205 171
Equity ratio 47 % 48 % 47 % 49 %
Parent company Group
7
Risk management and internal control
The Group categorizes its primary risks into commercial, operational, compliance and legal, financial and IT- and
cyber-related risks. The Group has evaluated the overall climate risk to be low. While climate-related matters are
not expected to critically affect assets, provisions, or future cash flows, the Group acknowledges that industry-
wide climate risks could have an indirect impact on its operations over time. Further details can also be found in
note 18 and 19 in the consolidated financial statements.
Commercial risks include such risks as macro indicators, suppliers, partners, competitors, and technology.
Operational risks include technical and operational status and performance of its equipment as well as HSEQ.
Compliance and legal risks include the management system, certifications as well as contractual, legal, and
regulatory understanding and compliance. Financial risk includes quality in continuous reporting and internal
controls, proper financing and financing sources, forecasting and liquidity management as well as financial risk
management related to interest rates, foreign exchange, credit risks and tax risks. IT and cyber risks include the
Group’s IT and communication systems, procedures, ways of working, as well as technical barriers and controls.
The Group’s management and Board of Directors manage these risks on a continuous basis through periodic
reviews, reporting, forecasting and other mitigating measures. While the Company operates in a cyclical industry,
its client base, however, consists of solid and credit-worthy oil & gas and drilling companies. During the year, the
Group has focused on continuous improvement in training and competence requirements, technical and
operational safety as well as planning and forecasting.
The Group has a solid balance sheet and has no trade losses in 2024. A new bank facility was secured during the
year, and a solid cash position was maintained.
Climate risk
The Group’s technologies are energy efficient technologies that contribute to waste reduction, waste recovery
and reuse. As such we are contributing to responsible resource management and reduced emissions through the
energy transition. As emissions and discharge regulations are tightened globally, the Group’s technologies may
play an increasingly important role in the oil & gas industry.
Climate risk is defined as the measure of vulnerability to climate-related impacts that may have financial
consequences, or that may affect various aspects of financial performance. Those consequences could be
anything from minor inconvenience to a complete loss of an asset’s value or operability. With such high stakes,
reducing the uncertainty of that outcome is business critical.
While the Group has assessed its direct climate risk exposure as low, the industry faces increasing regulatory,
operational, and market-driven challenges related to climate change. Stricter environmental regulations, evolving
customer preferences, and potential shifts in investment patterns could indirectly impact Soiltech’s operations,
market opportunities, and long-term growth prospects.
The Group’s overall focus regarding the external environment is to provide knowledge to the market about our
technologies, while helping our customers reduce their emissions. Overall, this results in a reduction in emissions
that benefits the society. An important Soiltech focus area is to reduce the number of trucks to lower the
emissions associated with transporting our equipment to the customer’s site. We aim to avoid rush mobilizations
and load the truck as full as possible.
Liability Insurance (Directors and Officers)
The Company has in place a Directors & Officers liability insurance that covers Directors of the Board and
executive management. The limit of the coverage is MNOK 50.
Research & Development
The Group has a strong focus on innovations but does not undertake specific research & development activities
as such. However, the Group is continuously focusing on improving existing technologies and developing new
solutions, based on experience from operations and market needs.
8
Human Resources, Diversity and Governance
The Group had 126 employees at end-2024 compared to 125 end-2023. The board perceives that the working
environment and the general well-being in the workplace as good. This was confirmed in the 2024 organizational
survey.
The Group’s diversity is exemplified by the fact that its employees come from multiple countries. The Group’s
onshore personnel consist of both men and women. The management team consist of three women and four
men. The board has five members, two women and three men. The Group’s field personnel consist of men. The
Group has incorporated guidelines aiming to ensure that there is no discrimination based on gender or
nationality. The Group works systematically with recruitment, salary and working conditions, and promotion and
development opportunities.
HSEQ
A fit for purpose management system and robust HSEQ performance is fundamental to the Group. The Company
is recertified according to ISO 9001 (Quality), ISO 14001 (Environment) and ISO 45001 (Working Environment).
The Group requests and receives continuous feedback from its clients to measure quality and continuous
improvement. A high degree of repeat clients is an additional quality parameter that is monitored.
The Group had a sick leave of 2.8 % in 2024. The board perceives the working environment and the general well-
being in the workplace as good.
Soiltech has a zero-accident philosophy when it comes to incidents and spills and strives on a continuous basis to
reduce the impact of its activities on the external environment. Regrettably, we experienced two lost-time
injuries in 2024, both resulting in fractures. Following an investigation, we have implemented measures to
prevent similar incidents in the future. Safety remains our top priority to ensure the well-being of our employees.
Internal control in Soiltech is ensured in accordance with our policies and procedures, and reinforced based on
the organizational structure, competence, and authority matrix as well as segregation of duties.
Sustainability (ESG)
The Group will listen to stakeholders and continue to shape our business in a sustainable direction. We
acknowledge UN’s 17 Sustainable development goals, and we will contribute to reach them by fostering
innovation within the Group to further develop our technologies, towards a greener future. We will conduct our
business in a socially responsible manner consistent with the UN Guiding Principles on Business and Human
Rights and the Ten Principles of the UN Global Compact.
We respect all internationally recognized human rights, including those embedded in the Universal Declaration of
Human Rights, the UN Convention on Economic, Social and Cultural Rights, the UN Convention on Civil and
Political Rights and the ILO Declaration on Fundamental Principles and Rights at Work. These rights include, but
are not limited to, the freedom of association and the right to bargain, and the right to freedom from forced
labor, child labor or discrimination in working life. We also respect current standards in International
Humanitarian Law including the Transparency Act which aims to reduce the risk of human rights violations, avoid
modern slavery, and ensure decent working conditions. Statement of Transparency act can be found on
https://soiltech.no/sustainability/.
Outlook
Soiltech’s robust financial results, strong contract pipeline, and strategic partnerships position the company for
further growth in 2025 and onwards. With major contracts already secured, and an expanding international
footprint, we remain committed to deliver innovative, sustainable waste management solutions to our clients.
Soiltech is strategically well positioned to expand our market share across our full technology portfolio. We are
optimistic about the market outlook as the demand for our services continues to rise, both in Norway and
internationally.
The Board emphasizes that any forward-looking statements contained in this report could depend on factors
beyond its control and are subject to risks and uncertainties. Accordingly, actual results may differ materially.
9
Going Concern assumption
The Board confirms that the annual accounts and the information presented in the board of directors’ report
have been prepared based on going concern assumption ref. IAS 1.
Shareholders and share capital
At the end of 2024 Soiltech had 1 248 shareholders. The 10 largest shareholders owned 64.6% of the company
whereas foreign ownership was 34.8%. As at end 2024, Soiltech had an issued share capital of NOK 1 035 201 and
7 963 087 outstanding shares, each with a nominal value of NOK 0.13, carrying equal voting rights. There are no
shareholder and transfer restrictions as described in the Accounting act §2-2 (13).
Corporate Governance
Soiltech ASA has established a Corporate Governance Policy. This policy outlines the framework of guidelines and
principles governing the interactions between the Company's shareholders,
Board of Directors, Chief Executive Officer, and executive management team. Our commitment to these
principles ensures transparency, accountability, and sustainable value creation for all stakeholders.
The report can be found on https://soiltech.no/investor/#corporategovernancepolicy.
Dividend
The Board does not propose paying dividend for 2024. Soiltech is a growth company, and we are aiming at a
continued growth, based on a solid financial position. Payment of future dividend will be evaluated.
Events after year-end
As far as the Board is aware, there have been no significant events since year-end which would impact on the
financial position and profits of the Group other than those mentioned under Events after year-end above.
Sandnes, April 2, 2025
The board of directors of Soiltech ASA
____________________
____________________
____________________
Dag Schjerven
Chairman of the Board
Olaf Skrivervik
Member of the Board
Member of the Board
____________________
____________________
____________________
Karin Govaert
Member of the Board
Mona Hodne Steensland
Freuchen
Member of the Board
Jan Erik Tveteraas
Chief Executive Officer
eirik flatebø
Mona Hodne Steensland Freuchen
Karin Govaert
Jan Erik Tveteraas
Dag Schjerven
Olaf Skrivervik
10
Members of the Board - Soiltech ASA
Dag Schjerven
Chairman of the board
Eirik Flatebø
Board member
Olaf Skrivervik
Board member
Karin Govaert
Board member
Mona Hodne Steensland Freuchen
Board member
11
12
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(amounts in NOK 1000)
Note 2024 2023
Revenue
3 273 892 229 112
Other operating income
3 128 167
Total operating income
3 274 020 229 279
Cost of materials
(44 422) (39 696)
Personnel expenses
4 (136 277) (115 990)
Depreciation and amortisation
5,9,10,11
(22 727) (17 930)
Impairment
9 - (5 050)
Other operating expenses
6 (28 954) (23 814)
Total operating expenses
(232 379) (202 481)
Expenses related to Merger & IPO
8,22
(17 838) (1 628)
Other gains
22
- 15 000
Operating profit
23 803 40 170
Net foreign exchange gains (losses) 7 1 351 186
Financial income
7 225 296
Financial expenses
7 (14 376) (8 371)
Net financial items
(12 800) (7 890)
Profit/(loss) before tax
11 003 32 280
Income tax expense
8 (3 509) (4 869)
Profit/(loss) for the period
7 494 27 411
Other comprehensive income
Items that may be reclassified to profit or loss
Currency translation differences - -
Income tax relating to these items
- -
Net other comprehensive income
- -
Total comprehensive income for the period
7 494 27 411
Total comprehensive income is attributable to:
Owners of Soiltech AS
7 494 27 411
TRANSFERS
Transfers to other equity
7 494 27 411
Total allocations
7 494 27 411
Earnings per share (NOK)
Basic earnings per share
21 1.00 3.70
Diluted earnings per share
21 0.95 3.44
13
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(amounts in NOK 1000)
ASSETS Note 31.12.2024 31.12.2023
Non-current assets
Deferred tax assets 8 7 877 10 403
Intangible assets 9 2 246 1 811
Property, plant & equipment 10 201 915 181 117
Right-of-use assets 11 112 217 71 140
Other non-current assets 12 0 762
Total non-current assets 324 256 265 234
Current assets
Inventories 0 159
Trade receivables 13 59 854 44 195
Cash and cash equivalents 14 34 695 26 783
Other current assets 12 15 431 14 310
Total current assets 109 979 85 447
TOTAL ASSETS
434 234 350 681
EQUITY AND LIABILITIES Note 31.12.2024 31.12.2023
Equity
Share capital 20 1 035 741
Other paid-in equity 109 493 83 948
Other reserves 2 432 1 826
Retained earnings 91 544 84 050
Total equity 204 505 170 565
Non-current liabilities
Borrowings 14,15 86 609 68 913
Lease liabilities 11,14 72 959 41 847
Other non-current liabilities 12 541 669
Total non-current liabilities 160 109 111 429
Current liabilities
Trade payables 17 10 528 13 153
Borrowings 14,15 20 207 16 860
Lease liabilities 11 13 940 10 409
Tax payable 8 0 0
Other current liabilities 12 24 946 28 265
Total current liabilities 69 620 68 687
Total liabilities 229 730 180 116
Total equity and liabilities 434 234 350 681
14
Sandnes, April 2, 2025
The board of directors of Soiltech ASA
____________________
____________________
____________________
Dag Schjerven
Chairman of the Board
Olaf Skrivervik
Member of the Board
Member of the Board
____________________
____________________
____________________
Mona Hodne Steensland
Freuchen
Member of the Board
Karin Govaert
Member of the Board
Jan Erik Tveteraas
Chief Executive Officer
eirik flatebø
Mona Hodne Steensland Freuchen
Karin Govaert
Jan Erik Tveteraas
Dag Schjerven
Olaf Skrivervik
15
CONSOLIDATED STATEMENT OF CASH FLOWS
(amounts in NOK 1000)
Note
2024 2023
Cash flows from operating activities
Profit/(loss) before tax 11 003 32 280
Income taxes paid
8
(983) -
Depreciation, amortisation and impairment
5
22 727 22 980
Interest expense
7
13 398 7 757
Other gains
22
- (15 000)
Non-cash expenses related to merger
22
12 718 -
Changes in trade receivables, contract
assets/liabilities
(15 659) (14 533)
Changes in trade payables (2 626) 2 186
Changes in other accruals and prepayments (1 219) 1 078
Net cash flow from operating activities
39 359 36 748
Cash flows from investment activities
Purchase of property, plant & equipment &
Intangible assets
9,10
(38 993) (64 028)
Net cash flow from investment activities
(38 993) (64 028)
Cash flows from financing activities
Proceeds from new borrowings 45 700 45 561
Proceeds from merger 12 803
0
Repayments on borrowings
14
(23 467) (13 226)
Payment of principal portion of lease liabilities
11,14
(13 221) (10 567)
Interest paid
14
(14 588) (6 537)
Proceeds from capital increase 318
0
Net cash flow from financing activities 7 546 15 231
NET CASH FLOW FOR THE PERIOD
7 912 (12 049)
Cash and cash equivalent 01.01 26 783 38 832
Cash and Cash equivalents
34 695 26 783
16
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share
Other paid-
Other
Retained
Total equity
(amounts in NOK 1000)
capital
in equity
reserves
earnings
2024
Balance at 31 December 2023
741
83 948
1 826
84 050
170 565
Profit/(loss) for the period
0
0
0
7 494
7 494
Other comprehensive income
0
0
0
0
0
Total comprehensive income
0
0
0
7 494
7 494
Transactions with owners
Share-based payment
4
315
606
0
925
Merger
291
25 230
0
0
25 521
Balance at 31 December 2024
1 035
109 493
2 432
91 544
204 505
2023
Balance at 31 December 2022
741
83 948
1 132
56 639
142 458
Balance at 1 January 2023
741
83 948
1 132
56 639
142 458
Profit/(loss) for the period
0
0
0
27 411
27 411
Total comprehensive income
0
0
0
27 411
27 411
Transactions with owners
Share-based payment
0
0
694
0
694
Balance at 31 December 2023
741
83 948
1 826
84 050
170 565
17
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Note 1 – General information
Soiltech ASA (the 'Company') is a limited company domiciled in Norway. The Company’s registered office is
Koppholen 25, 4313, Sandnes, Norway.
The Company is an innovative technology company specializing in the treatment, recycling and sustainable
handling of contaminated water and solid industrial waste streams on site.
The Company was listed on Euronext Expand on 11 September 2024 with the ticker code 'STECH’, and converted
into a public limited company (Nw.: "Allmennaksjeselskap") as part of the listing. The consolidated financial
statements comprise the financial statements of the Company and its subsidiaries (together referred to as the
'Group' or 'Soiltech').
The Group presents consolidated financial statements in accordance with the IFRS® Accounting Standard
adopted by the EU (“IFRS”).
Note 2 – Summary of general accounting policies
The general accounting policies applied in the preparation of these consolidated financial statements are set out
below. Specific accounting policies related to the individual areas in the financial statements are described in the
relevant notes.
Basis for preparation
The consolidated financial statements have been prepared in accordance with IFRS and additional disclosure
requirements in the Norwegian Accounting Act as effective 31 December 2024. The consolidated financial
statements are presented in Norwegian Kroner (NOK) and have been rounded to the nearest thousand unless
otherwise stated. As a result of rounding adjustments, amounts and percentages may not add up to the total. The
financial statements are prepared on a going concern basis.
Accounting estimates and judgements
Items in the financial statements are to a varying degree affected by estimates and assumptions made by
management; reference is made to the relevant notes for the affected items. Estimates with a material impact on
the financial statements, combined with a significant estimation uncertainty, comprise the following:
- Recognition of deferred tax asset (note 8).
Segment information
Given the uniform nature of the Group's services and the centralized management from its head office in Norway,
the entire Group is considered as a single operating segment for internal reporting purposes.
Foreign currency translation
The companies within the Group primarily use NOK as their functional currency. For consolidation purposes, the
results and financial position of the Group’s entities that have a functional currency other than NOK are
translated using the closing rate at the balance sheet date. Income and expenses for each income statement are
translated using the yearly average exchange rate.
New and amended IFRS standards not yet adopted
The Group has applied all new and amended standards with mandatory application for the current reporting
period. This has not, however, had any material impact on the amounts recognized in prior periods and is not
expected to significantly affect current or future periods.
18
Of new standards and interpretations that are not mandatory for the current reporting period, none are expected
to have a material impact on the amounts recognized in the financial statements or on foreseeable future
transactions. The implementation of IFRS 18 is, however, expected to introduce some changes to the
presentation and note disclosures.
Note 3 – Revenues
Overall description of contracts with customers
The Group's revenue mainly derives from the sale of services related to fluid treatment, solid waste handling,
cleaning services and associated services, for customers within the oil & gas industry. The key element of the
service deliveries is the deployment and operation of waste treatment and handling equipment at the customer's
site.
The contract consideration is composed mainly of agreed daily rates for equipment and personnel, respectively,
and the reimbursement of costs plus a markup. Rates vary depending on whether the equipment is in active use
during operations or on standby, for example in-between operating activities. Typically, the contract deliveries
follow the operation on the rig. However, all contracts can be terminated by the customer without cause on a
short notice, with only completion of existing work order.
Costs of mobilization and demobilization of equipment and personnel are normally recovered through the agreed
daily rates, except for some contracts, where these costs are reimbursed separately. Such reimbursement is,
however, generally not material in relation to the total contract consideration. The consideration is normally
invoiced monthly, based on actual deliveries.
Accounting policies
The contracts are considered to consist of only one performance obligation, which is satisfied over time. Progress
is measured based on the time the equipment and personnel is available to service the customer. In practice,
revenue based on daily rates is thus recognized by the amount that the Company has a right to invoice. As a
practical simplification based on materiality, any consideration associated with mobilization and demobilization
are recognized over the period of the underlying contract.
Mobilization cost is considered to be cost to fulfil a contract and are recognized as an asset when incurred. The
asset is subsequently amortized over the contract period, as cost of materials and personnel expenses.
Revenues by service category
(amounts in NOK 1000)2024 2023Fluid treatment174 218 153 033Solid waste handling 68 472 43 563Cleaning services 19 677 16 050Associated services 11 654 16 633Total274 020 229 279Revenues by geography (amounts in NOK 1000)2024 2023Norway207 359 167 007Europe (Excl. Norway) 59 164 49 969Rest of the world 7 499 12 303Total274 020 229 279
19
Revenues from major customers
Note 4 – Personnel expenses
Accounting policies
Personnel costs are expensed as the employees earn the right to receive salary for hours worked.
Pensions
The Group has a defined contribution plan for its employees. The Group’s Norwegian entities are obligated to
follow the stipulations in the Norwegian Mandatory Occupational Pensions Act. The Group's pension scheme
adheres to the requirements, as set in the Act. Payments to the defined contribution pension plan are expensed
over the period in which the employees earn the right to the contribution.
Specification of personnel expenses
*Other personnel expenses include expenses related to share-based payment transactions. Refer to note 24 for
further details.
(amounts in NOK 1000)2024 2023Customer 180 913 68 579Customer 2 34 099 23 454Customer 328 431 27 532Customer 4 17 833 39 454Customer 5 16 965 9 480Total from major customers178 242 168 500Other (less than 10% each) 95 778 60 779Total274 020 229 279Costs to fulfil the customer contracts (amounts in NOK 1000)2024 2023Carrying amount 01.01.3 965 0Incurred during the period 4 853 3 965Amortised during the period-2 163 0Carrying amount 31.12. 6 655 3 965
(amounts in NOK 1000)2024 2023Wages and salaries104 524 87 766Contract personnel 2 149 2 667Pension contributions6 820 4 010Social security tax 15 135 14 751Other personnel expenses*7 649 6 796Total 136 277 115 990
20
Number of employees
Note 5 – Depreciation and amortisation
Specification of depreciation and amortisation and Impairment
Note 6 – Other operating expenses
Specification of other operating expenses
Specification of auditor’s remuneration
Note 7 – Financial items
2024 2023Norway108 106United Kingdom 15 13Other3 6Total 126 125
(amounts in NOK 1000)2024 2023Amortisation of intangible assets 443 146Depreciation of property, plant & equipment 14 757 12 015Depreciation of right-of-use assets 7 526 5 769Impairment of goodwill 0 5 050Total 22 727 22 980
(amounts in NOK 1000)2024 2023Cost of lease of assets of low value505 174Audit and Accounting cost 3 375 2 964Legal and consultant cost2 670 1 959Office cost and it equipment 5 215 4 561Travel related cost11 405 8 249Sales and commercial cost 1 019 1 079Insurance1 416 750Tax abroad for employees 699 0Other cost 2 650 4 078Total28 954 23 814
(amounts in NOK 1000)2024 2023Statutory audit fee934 604Other certification services* 32 0Tax advisory services0 0Other non-auditing services 1 047 273Total2 013 877*A fee of TNOK 32 related to capital increase is booked to equity
(amounts in NOK 1000)2024 2023Net foreign exchange gains (losses)1 351 186Interest income225 296Other 0 0Total financial income225 296
21
Note 8 – Income tax
Accounting policies
The Group consists of companies subject to ordinary corporate taxation in Norway, and within the same tax
group with respect to offsetting of deferred tax. Income tax is therefore recognized based on a general
application of IAS 12 without the need for further judgments or policies of significance.
Basis for recognition of deferred tax assets
Deferred tax assets are recognized when it is probable 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 measured based on the expected future tax rates
applicable to the companies in the Group where temporary differences have arisen based on tax rates (and tax
laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax and
deferred tax assets are recognized at their nominal value and classified as non-current asset (non-current
liabilities) in the consolidated statement of financial position.
Specification of income tax expense
Interest expenses on leases -5 431 -2 943Interest expenses on borrowings -7 968 -4 816Other -93 -21Total financial expenses -14 376 -8 371Net financial items -12 800 -7 890
(amounts in NOK 1000)2024 2023Tax payable 0 0Change in deferred tax 3 726 4 869 Change in tax expense for previous years -216 0Income tax expense 3 509 4 869 Reconciliation of tax expense with tax calculated at nominal rate (amounts in NOK 1000)2 024 2 023 Profit (loss) before tax 11 003 32 280 Tax at nominal rate in Norway (22 %) 2 421 7 102 Permanent differences 1 333 2 205- Prior year tax correction 216- 0Effect of different tax rates in foreign operations 0 0Change in deferred tax not recognised 28- 28- Income tax expense 3 509 4 869 Effective tax rate 32 % 15 %
22
Specification of deferred tax liabilities and assets – 2024
Merger and Tax Considerations
The merger between Soiltech ASA and Oceanteam ASA was carried out as a tax-free merger in accordance with
Chapter 11 of the Norwegian Tax Act. The merger was completed with tax continuity, and all tax positions in
Oceanteam ASA have been carried forward unchanged in Soiltech ASA pursuant to Section 11-7 of the Tax Act.
As part of the transferred tax positions, a tax loss carry forward of MNOK 1,604 has been recognized. However,
due to uncertainty regarding the future utilization of this tax loss, the company has chosen not to recognize the
associated deferred tax asset in accordance with the prudence principle under IAS 12 – Income Taxes. In line with
IAS 12.34, a deferred tax asset is recognized only to the extent that it is probable that future taxable profits will
be available against which the tax losses can be utilized. Given the current uncertainty, no deferred tax asset has
been recognized for this amount.
Specification of deferred tax liabilities and assets – 2023
Note 9 – Intangible assets
Accounting policies
Intangible assets mainly comprise goodwill originating from previous acquisitions. Goodwill is not depreciated but
is instead subject to annual impairment testing. Other intangible assets include patents and software which are
recognised in accordance with the cost method and depreciated over their expected economic lifetime.
(amounts in NOK 1000)31.12.2023Profit or loss Merger Other 31.12.2024Fixed assets 19 359- 11 973- 0 0 31 332- Customer contracts 0 0 0 0 0Other 1 011- 564- 0 0 1 575- Total deferred tax liabilities 20 370- 12 537- 0 0 32 907- Reclass betw. Def. tax liabilities and assets20 370 12 537 0 0 32 907 Net deferred tax liabilities - - 0 0 0Fixed assets 0 0 0 0 0Tax losses carried forward 21 931 2 381 352 859 983 378 154Lease liability 7 236 8 226 1 - 15 463Other 1 753 1 608- - 0 145Total deferred tax assets 30 920 8 999 352 860 983 393 762Reclass betw. Def. tax liabilities and assets 20 370- 12 537- - 0 -32 907 Non-recognized deferred tax assets 147- 28 352 859- 0 -352 978 Net deferred tax assets 10 403 3 511- 1 983 7 877
(amounts in NOK 1000)31.12.2022Profit or loss Merger Other 31.12.2023Fixed assets 17 064- 2 296- 0 0 19 359- Customer contracts 0 0 0 0 0Other 173- 838- 0 0 1 011- Total deferred tax liabilities 17 236- 3 133- 0 0 20 370- Reclass between deferred tax liabilies and assets 17 236 3 133 0 0 20 370 Net deferred tax liabilities - - 0 0 0Fixed assets 0 0 0 0 0Tax losses carried forward 24 011 2 080- 0 0 21 931 Other 8 673 317 0 0 8 989 Total deferred tax assets 32 683 1 763- 0 0 30 920 Reclass between deferred tax liabilies and assets 17 236- 3 133- 0 0 20 370- Non-recognized deferred tax assets 175- 28 0 0 147- Net deferred tax assets 15 272 4 869- 0 0 10 403 Tax losses carried forward are from operations in Norway and can be carried forward indefinitely.
23
Specification of intangible assets
Note 10 – Property, plant & equipment
Accounting policies
Property, plant & equipment consists of fluid treatment units, equipment for solid waste handling, cleaning
services and swarf removal, solid waste skips and various other equipment. Property, plant & equipment are
recognized in accordance with the cost method and depreciated over the equipment’s expected economic
lifetime.
(amounts in NOK 1000)Goodwill Other TotalCost 01.01.20235 051 3 357 8 408Additions 0 213 213Disposals0 0 0Cost 31.12.2023 5 051 3 570 8 621Additions0 878 878Disposals 0 0 0Cost 31.12.20245 051 4 448 9 499Accumulated depreciation 01.01.20230 1 512 1 512Depreciations for the year 0 146 146Accumulated depreciation 31.12.20230 1 658 1 658Accumulated impairment 01.01.20230 100 100Impairment for the year 5 051 0 5 051Accumulated impairment 31.12.20235 051 100 5 151Depreciations for the year0 443 443Accumulated depreciation 31.12.2024 0 2 101 2 101Impairment for the year 0 0 0Accumulated impairment 31.12.20245 051 100 5 151Carrying amount 01.01.20235 051 1 745 6 796Carrying amount 31.12.2023 0 1 811 1 811Carrying amount 31.12.20240 2 246 2 246Economic useful lifeIndefinite 3-5 yearsDepreciation schedule Linear
24
Specification of property, plant & equipment
Note 11 – Leases
Accounting policies
The Group is primarily involved in lease agreements as a lessee. All lease agreements are recognized in
accordance with IFRS 16, except for:
- Lease agreements with a shorter duration than 12 months
- Leases of assets with a cost below NOK 50 000
Payments relating to such leases are recognized as operating expenses when due. The Group does however not
have many such agreements, and the annual expense is therefore immaterial. Right-of-use assets are recognized
in accordance with the cost method and depreciated over the lease term, or expected economic lifetime,
depending on whether a purchase option is expected to be exercised.
Property, plant & (amounts in NOK 1000)equipmentCost 01.01.2023174 402Additions 63 815Other non cash adjustments-984Disposals 0Cost 31.12.2023237 233Additions 35 556Disposals0Cost 31.12.2024 272 789Accumulated depreciation 01.01.202340 533Depreciations for the year12 016Accumulated depreciation 31.12.202352 549Accumulated impairment 01.01.2023 3 568Impairment for the year0Accumulated impairment 31.12.20233 568Accumulated depreciation 31.12.202352 549Depreciations for the year 14 758Accumulated depreciation 31.12.202467 307Accumulated impairment 31.12.2023 3 568Impairment for the year0Accumulated impairment 31.12.20243 568Carrying amount 01.01.2023130 301Carrying amount 31.12.2023181 117Carrying amount 31.12.2024201 915Economic useful life 5-15 yearsDepreciation scheduleLinear
25
Overall description of the leases of the Group
The Group primarily leases premises and fluid treatment units (STT). For premises, the lease term is usually
between three and ten years, and for fluid treatment units between four and seven years. For the fluid treatment
units it is expected that the purchase option is exercised and as such the asset is depreciated over the expected
economic lifetime.
Assumptions and judgments applicable to new leases and termination of lease
The lease agreement for the Group’s premises in Bergen, was terminated in late 2024.
The Group has leased additional cuttings receiving tanks to be placed on platform supply vessels (PSV) to be
delivered in Q1 2025. The present value of the lease liability will be recognised on commencement of the lease.
The estimated lease amount is NOK 55 million.
Specification of right-of-use assets
Land and Slop Treatment (amounts in NOK 1000)buildingsUnits TotalCarrying amount 01.01.2023 5 668 34 684 40 352Additions13 998 22 259 36 257Index regulation 300 0 300Depreciations -1 853 -3 916 -5 769Carrying amount 31.12.202318 113 53 027 71 140Additions 0 48 626 48 626Termination-25 0 -25Depreciations -2 175 -5 350 -7 526Carrying amount 31.12.202415 913 96 303 112 217Economic useful life2-10 years 5-15 yearsDepreciation schedule Linear LinearSpecification of lease liabilities (amounts in NOK 1000)2024 2023Carrying amount 01.01. 52 256 25 562Additions47 888 36 254New lease business combination 0 0Index regulation-25 300Interest expenses 5 431 2 943Lease payments-18 652 -13 507Prepayments leasing 0 704Carrying amount 31.12.86 899 52 256Non-current lease liabilities 72 959 41 84713 940 10 409Current lease liabilities
26
Contractual payments on leases
Note 13 – Trade receivables
Accounting policies
Trade receivables are recognized at an amount equal to the transaction price, less provisions for expected credit
losses. The Group applies the simplified approach to measuring expected credit losses which uses a lifetime
expected loss allowance for all trade receivables.
Specification of trade receivables
Note 12 – Other assets and liabilities (amounts in NOK 1000)Other non-current assets 2024 2023(amounts in NOK 1000)Due within one year31.12.2024 31.12.202320 487 12 442Restricted cash 0 762Due within one and five years 66 758 34 195Total 0 762Due after 5 yearsOther current assets 24 480 16 557(amounts in NOK 1000)Total 111 725 63 19431.12.2024 31.12.2023Prepaid expenses3 771 4 952VAT receivable 2 681 2 960Cost to fulfill customer contract6 656 3 965Tax refund connected to research and development2 256 1 905Other 67 529Total15 431 14 310Other current liabilities (amounts in NOK 1000)31.12.2024 31.12.2023Liability relate to currency forward contract 0 3 672Public duties payable 10 628 9 590Liability to employeers incl. holiday pay11 079 12 393Other3 239 2 611Total24 946 28 265
(amounts in NOK 1000)31.12.2024 31.12.2023Accounts receivable59 515 42 796Earned not invoiced revenues 339 1 399Provision for expected credit losses0 0Carrying amount 59 854 44 195
27
Note 14 – Cash and cash equivalents
Accounting policies
Cash and cash equivalents comprise mostly ordinary bank deposits. The statement of cash flows is prepared using
the indirect method. Interest income and expenses are presented as investing and financing activities,
respectively.
Reconciliation of cash flows from financing activities
Specification of credit loss recognized in profit or loss (amounts in NOK 1000)2024 2023Amounts written off as uncollectable 0 0Received on items previously written off0 25Change in loss provision 0 00 25Net credit loss recognised in profit or loss
Restricted cash (amounts in NOK 1000)31.12.2024 31.12.20235 486 3 520Payroll withholding tax account
(amounts in NOK 1000)Lease liabilities Borrowings TotalCarrying amount 31.12.202352 256 85 773 138 029 Cash flowsProceeds from new borrowings45 700 45 700 Repayment of principal borrowings (23 467) (23 467) Repayment of principal portion of lease liability(13 221) (13 221) Interest paid (5 431) (9 157) (14 588) Interest expenses 5 431 7 968 13 398 Additions lease47 864 - 47 864 Carrying amount 31.12.202486 899 106 816 193 715 Non-current 72 959 86 609 Current13 940 20 207 (amounts in NOK 1000)Lease liabilities Borrowings TotalCarrying amount 01.01.202325 562 52 217 77 779 Cash flowsProceeds from new borrowings0 45 561 45 561 Repayment of principal 0 -13 226 13 226- Repayment of principal portion of lease liability-10 567 10 567- Interest paid -2 941 -3 596 6 537- Other changesInterest expenses 2 943 4 816 7 759 Additional lease36 555 36 555 Prepayment leasing 704 704 Effect of currency translation 0 0 - Carrying amount 31.12.202352 256 85 773 138 029 Non-current 41 847 68 914Current10 409 16 860
28
Note 15 – Borrowings
Accounting policies
Borrowings are initially recognized at fair value, including transaction costs directly attributable to the
transaction, and are subsequently measured at amortized cost. There has not been any material transaction cost
during the year.
Covenants
The loan facility with Rogaland Sparebank entered in 2024 has the following covenants, which are to be measured
each quarter:
- NIBD/EBITDA < 4
- Book equity > 30%
- Approval from bank if dividend/group contribution
The Group is not in breach with any of the covenants above.
Specification of borrowings – 31.12.2024
For loans with floating interest rates, the amounts above are calculated using the current interest rate as of the
relevant year end.
Nominal interest Nominal amount Capitalized Carrying (amounts in NOK 1000)ratefinancing feesamountInnovasjon Norge 7.7% 1 292 0 1 292Rogaland Sparebank3 m.Nibor+2.5% 105 525 0 105 525Carrying amount as per 31.12.2024 106 816 106 816Non-current borrowings86 609Current borrowings 20 207Specification of borrowings – 31.12.2023 Nominal interest Nominal amount Capitalized Carrying (amounts in NOK 1000)ratefinancing feesamountInnovasjon Norge 7.7% 3 875 0 3 875Rogaland Sparebank3 m.Nibor+2.5% 81 898 0 81 898Carrying amount as per 31.12.2023 85 773 0 85 773Non-current borrowings68 913Current borrowings 16 860Contractual payments on borrowings – 31.12.2024 Next year 1-2 years 2-5 yearsMore than 5 (amounts in NOK 1000)yearsInnovasjon Norge 1 356 0 0 0Rogaland Sparebank25 868 24 512 64 063 13 906Total 27 224 24 512 64 063 13 906Contractual payments on borrowings – 31.12.2023 Next year 1-2 years 2-5 yearsMore than 5 (amounts in NOK 1000)yearsInnovasjon Norge 2 813 1 330 0 0Rogaland Sparebank18 580 17 612 47 024 14 453Total 21 393 18 942 47 024 14 453
29
Note 16 – Financial derivatives
Accounting policies
Financial derivatives consist of currency forward contracts. Although the contracts are held for hedging purposes,
the Group does not apply hedge accounting. The forward contracts are measured at fair value through profit or
loss. Gains and losses are presented as financial income or expense, respectively. Currency forward contracts are
measured at level 2 in the fair value hierarchy, as the present value of future cash flows is based on the forward
exchange rates at the balance sheet date.
Currency forward contracts
The currency forward contract for MUSD 0.74, established in connection with the sale of certain equipment to
Kuwait in 2014 by the Group’s subsidiary, Sorbwater Technology AS, was settled in 2024.
Note 17 – Financial instruments
Financial liabilities per category
Fair value
For items measured at amortized cost, the carrying amount is considered a reasonable approximation of fair
value.
Carrying amount of assets pledged as security (amounts in NOK 1000)31.12.2024 31.12.2023Property, plant & equipment 201 915 180 954Trade receivables59 854 44 171Total 261 769 225 124
Current Financial assets per category (amounts in NOK 1000)31.12.2024 31.12.2023Financial assets at amortised costTrade receivables 59 854 44 195Other assets 15 431 14 310Financial assets at fair value through profit or lossCash and cash equivalents 34 695 26 783Carrying amount as at 31.12 109 979 85 288
(amounts in NOK 1000)31.12.202331.12.2024Current Non-current Current Non-currentFinancial liabilities at amortised costBorrowings 20 207 86 609 16 860 68 913Lease liabilities 13 940 72 959 10 409 41 847Trade payables 10 528 0 13 153 0Financial liabilities at fair value through profit or lossCurrency forward contracts 0 0 3 672 0Carrying amount as at 31.12 44 674 159 568 44 094 110 760
30
Note 18 – Financial risk and capital management
The Group’s policies for management of capital and financial risk aim to support the current strategy and target
of maintaining a high rate of growth and developing prospective business opportunities. The Group’s capital
structure shall be robust enough to maintain the desired freedom of action and utilize growth opportunities,
based on strict assessments relating to the allocation of capital. The Group debt financing consist of bank and
leasing financing. The loan covenants to which the Group is subject play a key role in how capital is managed and
allocated, in order to maintain a low financing risk and financial flexibility. See note 15 borrowings for further
details on the Group’s financing.
Market risk
The Group's exposure to financial market risk is mainly related to interest rates on external financing and
currency risks. The Group has a diversified client list and evaluates changes in pricing structure contract by
contract, as part of its mitigation process to cover for any increase in interest cost. The Group has not entered
into any interest swap agreements.
Currency risk
The Group’s functional currency and presentational currency are both NOK. However, through its international
operations, the Group is exposed to fluctuations in certain exchange rates, mainly EURO (EUR), British Pound
(GBP) and American dollar (USD). The Group has also currency risks linked to both balance sheet monetary items
and investments in foreign countries. The tables below show the Group’s most significant currency exposure as of
year-end. As the Group does not apply hedge accounting, the impact on profit/loss and equity will be the same
regardless of the direction of the exchange rate change.
Interest rate risk
The Company’s loan and leasing agreements carry floating interest rates based on NIBOR, in accordance with the
financial strategy described in Note 15 , and are therefore impacted by changes in the interest market. A change
of one percentage point in NIBOR means a change in yearly net interest expenses of approximately MNOK 1.8.
Credit risk
Assets that may give rise to credit risk comprise mainly of trade receivables and bank deposits. For the latter, the
counterparties are mainly banks established in the Nordic countries, which indicates that the credit risk should be
regarded as negligible. Trade receivables are characterized by a concentration in the customer base, in terms of
country and industry. The customers, however, are primarily large companies with high credit ratings, and the
agreed payment terms in the contracts typically ensure that any overdue amounts are kept at low level. Thus,
credit losses have historically been insignificant.
Currency exposure – 31.12.2024 (amounts in NOK 1000)USD EUR GBP SUM NOKTrade receivables3 801 1 137 8 478 13 416 Cash and cash equivalents 896 975 4 365 6 236 Trade payables121 -16 -277 172- Currency forward contracts 0 0 0 0Net exposure4 818 2 096 12 566 19 480 Currency exposure – 31.12.2023 (amounts in NOK 1000)USD EUR GBP SUM NOKTrade receivables11 190 851 5 517 17 558 Cash and cash equivalents 3 076 912 3 827 7 814 Trade payables65- 0 0 65- Currency forward contracts 7 494- 0 0 7 494- Net exposure6 707 1 762 9 344 17 813
31
Liquidity risk
As at year-end, the Group's portfolio of loans and loan facilities is well diversified both with regards to maturity
profile and lenders. In June 2024, the Company entered a 7-year loan facility of MNOK 30 with Rogaland
Sparebank. Together with existing loan facility of MNOK 148 with Rogaland Sparebank, the facilities total MNOK
178.
The unused portion of the credit facilities was MNOK 39.6 as at 31.12.2024
Summary of contractual maturities 31.12.2024
Note 19 – Climate risk
The Group has evaluated the overall climate risk to the Group to be low. Climate related matters are not
expected to critically effect assets, provisions, or future cash flows. The analysis is based on the Task Force on
Climate-related Financial Disclosures (TCFD) framework. The Group has evaluated the physical risk, the risk
associated with transition into a low carbon community and the liability risk towards the Group. The
opportunities are considered to exceed the risks identified for the Group.
Next year 1-2 years 2-5 yearsMore than 5 (amounts in NOK 1000)yearsLease liabilities20 487 19 540 47 219 24 480Borrowings 27 224 24 512 64 063 13 906Trade payables10 528 0 0 0Total non-derivative 58 239 44 052 111 282 38 386Currency forward contracts 0 0 0 0Total derivative 0 0 0 0Total58 239 44 052 111 282 38 386Summary of contractual maturities 31.12.2023 Next year 1-2 years 2-5 yearsMore than 5 (amounts in NOK 1000)yearsLease liabilities12 442 13 581 20 614 16 556Borrowings 21 393 18 942 47 024 14 453Trade payables13 153 0 0 0Total non-derivative 46 988 32 523 67 639 31 009Currency forward contracts 3 672 0 0 0Total derivative 3 672 0 0 0Total50 660 32 523 67 639 31 009
32
Soiltech’s risks
Note 20 – Share capital and shareholder information
Share capital and ownership structure
The share capital of the parent company, Soiltech ASA, amounts to NOK 1 035 201 as of 31 December 2024, and
consists of a total of 7,963,087 ordinary shares with a nominal value of NOK 0.13. The increase in share capital
results from merger with Oceanteam in connection with the listing on Euronext Expand, with the merger
consideration being settled by issuance of 527 947 new shares, as such the share capital increased from NOK 740
543 to NOK 793 338. In connection with this transaction, NOK 238 001.31 was transferred from unrestricted
equity to share capital to meet the minimum share capital requirement for public limited companies. As such the
share capital was increased from NOK 793 338 to NOK 1 031 339 by transfer of NOK 238 001.31 from the
Company’s unrestricted equity to the Company’s share capital. The capital increase is carried out through an
increase of the par value of the Company’s shares by NOK 0.03 per share from NOK 0.10 to NOK 0.13 per share.
Additionally, 29,710 options were exercised. As such the share capital was increased from 1 031 339 to 1 035 201.
33
Shareholders as of 31.12.2024
Included in Other shareholders are 5 000 shares owned by board member Olaf Skrivervik.
Foreign ownership was 34,6% at year-end 2024 (2023: 32,4%)
Note 21 – Earnings per share
Ownership Shareholders Number of sharesinterestWELLEX AS, Associated with Glenn Åsland 742 730 9.3%HILDR AS 737 234 9.3%KNATTEN I AS, Associated with Jan Erik Tveteraas 700 325 8.8%Carnegie Investment Bank AB 667 918 8.4%SKAGENKAIEN INVESTERING AS, Ass. with Mona H.S. Freuchen 541 380 6.8%TVETERAAS INVEST AS 521 710 6.6%BNP Paribas 469 933 5.9%DNB BANK ASA 367 002 4.6%PIMA AS, Associated with Eirik Flatebø 202 830 2.5%HAVNEBASE EIENDOM AS 193 470 2.4%Banque Pictet & Cie SA 188 063 2.4%CAPRICORP INVESTMENTS N.V 176 020 2.2%Ponderus Invest AB 118 000 1.5%ZETLITZ CAPITAL AS 102 030 1.3%TUCAN HOLDING AS 100 560 1.3%Avanza Bank AB 94 922 1.2%CAMPO EIENDOM AS 83 000 1.0%RYDER 78 000 1.0%RIVERMAAS B.V, Associated with Karin Govaert 70 000 0.9%JPMorgan Chase Bank, N.A., London 65 020 0.8%Top 20 shareholders 6 220 147 78 %Other 1 742 940 22 %Total 7 963 087 100 %
2024 2023Basic earnings per share1.00 3.70 Diluted earnings per share 0.95 3.44 Earnings(amounts in NOK 1000)Profit (loss) for the period7 494 27 411Shares used as the denominator(amounts in 1000)Weighted average number of shares7 527 7 405Adjustments for calculation of diluted earnings per shareOptions*386 571 Weighted average number of shares and potential shares7 914 7 977* More information on options in note 24
34
Note 22 – Group composition and subsidiaries
Accounting policies
The consolidated financial statements comprise of all subsidiaries controlled by the parent entity. Subsidiaries are
fully consolidated from the date on which control is transferred to the Group. Likewise, they are deconsolidated
from the date that control ceases.
Subsidiaries as of 31.12.2024
Merger with Oceanteam ASA
Soiltech ASA completed a merger with Oceanteam ASA on September 11, 2024. The merger plan was signed 30
May 2024 and approved by the general meetings of the respective companies on 4 July 2024. The main purpose
of the merger was to achieve a listing of Soiltech ASA on the Euronext Expand marketplace.
As part of the merger, Soiltech ASA issued 527 947 new shares as consideration to the shareholders of
Oceanteam ASA. This consideration was based on Oceanteam ASA having a market value of NOK 31.67 million at
the date of entering into the merger agreement.
At the time of the merger, Oceanteam ASA was essentially an empty shell company without any operational
activities. The only significant asset in the company was a cash balance of NOK 19.1 million. Therefore, the
merger has been accounted for as a share-based payment transaction in accordance with IFRS 2. The
measurement of the transaction is based on the value of the shares in Oceanteam ASA at the transaction date,
which was September 11, 2024. At this time, the shares were traded at NOK 0.93, corresponding to a market
value for the company of NOK 30.8 million.
The difference between the cash balance in Oceanteam ASA (NOK 19.1 million) and the fair value of the company
is considered to reflect the value of the stock exchange listing, including access to new capital and recognized
investors. This difference, amounting to NOK 12,8 million, has been recognized as an expense in the financial
statements of Soiltech ASA in the line item “Expenses related to Merger & IPO”, as it does not meet the criteria to
be recognized as an asset on the balance sheet.
In addition to the expenses above, Soiltech ASA has incurred various transaction costs in connection with the
process of completing the merger and subsequent listing on Euronext Expand, amounting to NOK 10.1 million in
total. Of these, NOK 5.3 million is considered incremental costs directly attributable to the equity transaction and
has therefore been recognized as a deduction of equity, reducing the capital increase from the merger. The
remaining NOK 5.0 million has been recognized as an expense and is included in the line item «Expenses related
to Merger & IPO» in the income statement.
Acquisition of Sorbwater Technology AS in 2022
On September 2, 2022, the Group acquired 100% of Sorbwater Technology AS, a company specializing in
biodegradable chemistry. A deferred tax asset was fully recognized, as future taxable profits are expected to
allow for utilization of carry-forward tax losses through group contributions. A contingent consideration of MNOK
15 was recognized as a liability at acquisition, based on the expectation of meeting future sales targets. Due to
delayed synergies and a revised business plan, the contingent consideration was reversed and recognized as
other gain in 2023.
Ownership Registered officeinterest Voting shareSoiltech Offshore Services AS Sandnes, Norway 100% 100%Sorbwater Technology AS Bergen, Norway 100% 100%
Note 23 – Remuneration to senior executives and Board of Directors
Pursuant to Section 6-16 (b) of the Public Limited Liability Companies Act and applicable regulations,
Soiltech ASA publishes a separate management remuneration report, providing detailed information
on remuneration for executive management and the board of directors. This report will be published
immediately after the annual general meeting on 2 April 2025.
In accordance with the corporate governance code recommended by the Oslo Stock Exchange, the
salary and benefits for management are specified in the table below.
In connection with the Company’s long-term share incentive plan, a reduction in social security costs
resulted in savings of NOK 1.1 million in 2024 (compared to an expense of NOK 1.5 million in 2023).
As of 31 December 2024, the corresponding liability amounted to NOK 0.1 million (down from NOK
1.8 million the previous year). Details of the long-term incentive plan are outlined in the guidelines
for determining salaries and other remuneration for executive management. These guidelines are
available on the company’s website: https://soiltech.no/investor/#corporategovernancepolicy
Salary Contribution to Total 122024(amounts in NOK 1000) EarnedBenefits in kindPension Schemes Variable Remuneration Jan Erik Tveteraas (CEO) 2 767 161 98 0 3 025 Glenn Åsland (COO) 2 374 161 118 0 2 653 Tove Vestlie (CFO) 1 813 162 118 0 2 093 Erik Bjøndal-Røvde (VP Operations) 1 392 120 90 0 1 602 Bente Skogen (VP People & Organisation) 1 161 120 81 0 1 361 Else-Karin Vådeland (VP HSSEQ & Sustainability 1 161 120 79 0 1 359 Patrick Åsland (VP Technology & Newbuils) 1 092 120 66 0 1 278 Salary Contribution to Total 12Pension Schemes Variable Remuneration 2023(amounts in NOK 1000) EarnedBenefits in kindJan Erik Tveteraas (CEO) 2 131 161 98 0 2 389 Glenn Åsland (COO) 2 119 161 118 0 2 398 Tove Vestlie (CFO) 1 340 141 118 0 1 599 Erik Bjøndal-Røvde (VP Operations) 1 193 120 90 0 1 403 Bente Skogen (VP People & Organisation) 995 120 81 0 1 195 Else-Karin Vådeland (VP HSSEQ & Sustainability 993 120 79 0 1 192 Patrick Åsland (VP Technology & Newbuils) 967 120 66 0 1 153
1
Includes fixed salary and accrued holiday pay.
2
Includes car allowance, insurance, free telephone, etc.
Remuneration for CommitteTotal 2024 (amounts in NOK 1000)Directors's feeworkRemunerationDag Schjerven (Chair), elected 15.11.2024---Eirik Flatebø100-100Olaf Skrivervik100-100Karin Govaert, elected 28.08.2024---Mona Hodne Steensland Freuchen, elected 28.08.2024---Gunnar Winther Eliassen (Chair), resigned 15.11.202475-75Carsten Brückner, resigned 22.07.2024---Robert Hvide Maccleod, resigned 20.12.2023100-100Total remuneration375-375
Remuneration for Committe Total 2023 (amounts in NOK 1000) Directors's fee workRemuneration Gunnar Winther Eliassen (Chair), elected 20.12.23 - - - Eirik Flatebø 100 - 100 Olaf Skrivervik 100 - 100 Carsten Brückner - - - Robert Hvide Maccleod 100 - 100 Jan Erik Tveteraas (Chair), resigned 20.12.2023 - - - Total remuneration 300 - 300
Note 24 – Share-based payment transactions
Accounting policies
The Group has a long-term share-based incentive plan for key personnel and board members. The
term of the plan implies that it is recognised as an equity-settled share-based payment transaction in
accordance with IFRS 2. Associated obligations to pay social security tax are recognised as cash-
settled share-based payment transactions.
Long-term share-based incentive plan
The strike price of the options is set at the market price at grant date. Granted options are
distributed over three equal tranches with vesting period of 1-3 years. All outstanding options must
be exercised within 5 years from the grant date. Granted options are measured at fair value at the
grant date, which is determined using the Black-Scholes option pricing model. Company uses a third-
party company for this calculation.
Summary of granted options in the period
2024 2023 Risk free interest rate 4.14 3.70 Historical volatility 0.10 0.10 Expected lifetime of the option (years) 5.00 5.00 Share price 54-80 80-82 Average option value (NOK) 60 80 Average exercise priceNumber of options2024202320242023As at 1 January60.00801 269 7001 249 700Granted during the year125 000170 000Exercised during the year-29 710-Forfeited during the year-100 000-150 000Expired during the year--As at 31 December1 264 9901 269 700Vested and exercisable at 31 December1 011 657871 367
37
Outstanding share options at year end
Note 25 – Events after the reporting period
There are no events other than business activities in the ordinary course of business after the balance sheet date
of an adjusting or non-adjusting nature.
Number of optionsGrant date31.12.2024 31.12.20232012143 550 172 260 2013 5 000 5 000 201785 000 85 000 2018 35 000 35 000 201935 000 35 000 2020 257 440 257 440 202159 000 60 000 2021 15 000 15 000 2021160 000 160 000 2022 100 000 100 000 202290 000 90 000 2022 15 000 15 000 2022 - 70 000 2023 30 000 30 000 202315 000 15 000 2023 45 000 45 000 202335 000 65 000 2023 15 000 15 000 2024 15 000 2024 50 000 2024 30 000 2024 30 000 Total 1 264 990 1 269 700
38
39
FINANCIAL STATEMENTS FOR PARENT COMPANY
STATEMENT OF PROFIT AND LOSS
(amounts in NOK 1000)
Note
2024 2023
Revenue
3
273 913 229 108
Other operating income
3
128 167
Total operating income
3
274 041 229 275
Cost of materials -145 491 -124 042
Personnel expenses
4
-44 690 -38 124
Depreciation and amortisation
5
-20 219 -15 641
Impairment 0 0
Other operating expenses
6
-20 260 -16 858
Total operating expenses
-230 661 -194 666
Expenses related to IPO
7
-17 838 -1 628
Other gain 0 15 000
Operating profit
25 542 47 981
Net foreign exchange gains (losses)
1 359 179
Financial income 210 288
Financial expenses
8,9
-14 612 -16 624
Net financial items
-13 043 -16 157
Profit before tax
12 500 31 824
Income tax expense
10
-4 362 -5 736
Profit for the period
8 138 26 088
Total profit for the period is attributable to:
Owners of Soiltech ASA 8 138 26 088
TRANSFERS
Transfers to other equity 8 138 26 088
Total allocations
8 138 26 088
40
BALANCE SHEET
(amounts in NOK 1000)
ASSETS
Note
31.12.2024 31.12.2023
Non-current assets
Intangible assets
11
1 740 1 136
Property, plant & equipment
12
201 915
180 954
Right-of-use assets
13
96 303 53 027
Investments in subsidiaries
8
32 779 37 434
Other non-current assets
14
0 762
Total non-current assets
332 738 273 312
Receivables
Inventories
0 0
Trade receivables
15
59 854 44 171
Cash and cash equivalents
16
28 975 23 586
Other current assets
14
17 897 16 829
Total current assets
106 726 84 585
TOTAL ASSETS
439 464 357 897
EQUITY AND LIABILITIES
Note
31.12.2024 31.12.2023
Equity
Share capital
18
1 035 741
Other paid-in equity
109 493 83 948
Other reserves
2 432 1 826
Retained earnings
91 963 83 825
Total equity
204 923 170 340
LIABILITIES
Borrowings
17
86 609 68 913
Lease liabilities
13
57 432 24 800
Deferred tax liabilities
10
15 721 11 699
Other non-current liabilities
14
541 669
Total non-current liabilities
160 304 106 081
Current liabilities
Trade payables
25 742 29 866
Borrowings
17
20 207 16 860
Lease liabilities
13
12 482 8 800
Tax payable
10
0 0
Other current liabilities
14
15 807 25 950
Total current liabilities
74 237 81 477
Total liabilities
234 541 187 558
Total equity and liabilities
439 464 357 897
41
Sandnes, April 02, 2025
The board of directors of Soiltech ASA
____________________
____________________
____________________
Dag Schjerven
Chairman of the Board
Olaf Skrivervik
Member of the Board
Member of the Board
____________________
____________________
____________________
Mona Hodne Steensland
Freuchen
Member of the Board
Karin Govaert
Member of the Board
Jan Erik Tveteraas
Chief Executive Officer
eirik flatebæ
Mona Hodne Steensland Freuchen
Karin Govaert
Jan Erik Tveteraas
Dag Schjerven
Olaf Skrivervik
42
STATEMENT OF CASH FLOWS
(amounts in NOK 1000)
2024 2023
Cash flows from operating activities
Operating profit before tax 12 500 31 824
Income taxes paid (983) -
Depreciation and amortisation 20 219 15 641
Interest expense 12 158 7 360
Other gains - (15 000)
Non-cash expenses related to merger
12 718 -
Impairment of shares in subsidiaries 2 375 9 240
Changes in trade receivables,
contract assets/liabilities
(15 939) (14 669)
Changes in trade payables (3 685) 9 593
Changes in other accruals and prepayments 1 229 (7 049)
Net cash flow from operating activities
40 591 36 938
Cash flows from investment activities
Purchase of PPE & Intangible assets (38 995) (63 988)
Loans to related party (6 639) (3 155)
Net cash flow from investment activities
(45 634) (67 144)
Cash flows from financing activities
Proceeds from new borrowings 45 700 45 561
Proceeds from merger 12 803 -
Repayments on borrowings (23 467) (13 226)
Payment of principal portion of lease liabilities (11 575) (8 664)
Interest paid (13 348) (6 139)
Proceeds from capital increase 318 -
Net cash flow from financing activities
10 433 17 531
NET CASH FLOW FOR THE PERIOD
5 390 (12 512)
Cash and cash equivalent 01.01 23 586 36 098
Cash and Cash eqiuvalents 31.12
28 975 23 586
43
STATEMENT OF CHANGES IN EQUITY
Share
capital
Other paid-
in equity
Other
reserves
Retained
earnings
Total
equity
(amounts in NOK 1000)
2024
Balance at 31 December 2023 741 83 948 1 826 83 825 170 340
Profit for the period 0 0 0 8 138 8 138
Transactions with owners
Share-based payment
4 315 606 0 925
Contributions of equity 291 25 230 0 0 25 521
Balance at 31 December 2024 1 035 109 493 2 432 91 963 204 923
2023
Balance at 31 December 2022
741 83 948 1 132 57 738 143 559
Profit/(loss) for the period 0 0 0 26 088 26 088
Total income 0 0 0 26 088 26 088
Transactions with owners
0 0 694 0 694
Balance at 31 December 2023 741 83 948 1 826 83 826 170 340
44
NOTES TO THE FINANCIAL STATEMENTS
Note 1 – General information
Soiltech ASA (the 'Company') is a limited company domiciled in Norway. The registered office of the Company is
Koppholen 25, 4313, Sandnes, Norway.
The Company is an innovative technology company specializing in the treatment, recycling and sustainable
handling of contaminated water and solid industrial waste streams on site.
The Company was listed on Euronext Expand on 11.09.2024 with the ticker code 'STECH’ and as part of the listing
converted into a public limited company (Nw.: "Allmennaksjeselskap"). The financial statements for the year
ended 31 December 2024 were approved and authorized for issue in accordance with a resolution of the board of
directors on 02
nd
of April 2025.
Note 2 – Summary of general accounting policies
The general accounting policies applied in the preparation of the financial statements are set out below. Specific
accounting policies related to the individual areas in the financial statements are described in the relevant notes.
Basis for preparation
The financial statement has been prepared in accordance with Norwegian Accounting Act and associated
regulations, as well as Generally Accepted Accounting Principles (GAAP) in Norway. The financial statement is
presented in Norwegian Kroner (NOK) and have been rounded to the nearest thousand unless otherwise stated.
As a result of rounding adjustments, amounts and percentages may not add up to the total.
The financial statements are prepared on a going concern basis.
Currency
Transactions in foreign currencies are translated at the rate applicable on the transaction date. Monetary items in
a foreign currency are translated into NOK using the closing rate at the balance sheet date.
The cash flow analysis
The cash flow analysis has been prepared according to the indirect method.
Note 3 – Revenues
Revenue recognition
Overall description of contracts with customers
The Group's revenue mainly derives from the sale of services related to fluid treatment, solid waste (cuttings)
handling, cleaning services and other related services, for customers within the oil & gas industry. The key
element of the service deliveries is the deployment and operation of treatment and handling equipment at the
customer's site. The contract consideration is composed mainly of agreed daily rates for equipment and
personnel, respectively, and reimbursement of costs plus a markup. Rates vary depending on whether the
equipment is in active use during ongoing operations or on standby, for example when the equipment is on
location but not in operation. Costs of mobilization and demobilization of equipment and personnel are normally
recovered through the agreed daily rates, except for some contracts, where these cost are reimbursed separately.
Such reimbursements are, however, generally not material in relation to the total contract consideration.
Consideration is normally invoiced monthly, based on actual deliveries.
Accounting policies
The contracts are considered to consist of only one performance obligation, which is satisfied over time. Progress
is measured based on the time the STT unit is available to service the customer. In practice, revenue based on
daily rates is thus recognized with the amount that the Company has a right to invoice. As a practical
simplification based on materiality, any fees associated with mobilization and demobilization are recognized
linearly over the period of the contract they relate to. Cost of mobilization is considered cost to fulfil a contract
45
and are recognized as an asset when incurred. The asset is subsequently amortized over the contract period, as
cost of materials and personnel expenses.
Revenues by product category
Revenues by geography
Revenues from major customers
Costs to fulfil the customer contracts
Note 4 – Personnel expense & remuneration to senior executives and board of directors
Accounting policies
Personnel costs are expensed as the employees earn the right to the salary for hours worked.
Pensions
The company has a defined contribution plan for its employees. The Group’s Norwegian entities are obligated to
follow the stipulations in the Norwegian Mandatory Occupational Pensions Act. The Group's pension scheme
adheres to the requirements, as set in the Act. Payments to defined contribution pension are expensed over the
period in which the employees earn the right to the deposit.
(amounts in NOK 1000)
2024 2023
174 218 153 033
Solid waste handling 68 472 43 563
Cleaning services 19 677 16 050
Associated services 11 675 16 629
274 041 229 275
Fluid treatment
Total
(amounts in NOK 1000)
2024 2023
207 359 167 007
Europe (Excl. Norway) 59 164 49 969
Rest of the world 7 520 12 299
274 041 229 275
Norway
Total
(amounts in NOK 1000)
2024 2023
80 913 68 579
Customer 2 34 099 23 454
28 431 27 532
Customer 4 17 833 39 454
Customer 5 16 965 9 480
178 242 168 500
Other (less than 10% each) 95 799 60 775
274 041 229 275
Customer 1
Customer 3
Total from major customers
Total
(amounts in NOK 1000)
2024 2023
3 965 0
Incurred during the period 4 853 3 965
-2 163 0
Carrying amount 31.12. 6 655 3 965
Carrying amount 01.01.
Amortised during the period
46
Specification of personnel expenses
*Other personnel expenses include expenses related to share-based payment transactions. Please refer to notes
for Consolidation financial statement for further details.
Number of employees
Pursuant to Section 6-16 (b) of the Public Limited Liability Companies Act and applicable regulations, Soiltech ASA
publishes a separate management remuneration report, providing detailed information on remuneration for
executive management and the board of directors. This report will be published immediately after the annual
general meeting on 02 April 2025 and will complement the figures presented below.
In accordance with the corporate governance code recommended by the Oslo Stock Exchange, the salary and
benefits for management are specified in the table below.
Regarding the company’s long-term share incentive plan, a reduction in social security costs resulted in savings of
NOK 1.1 million in 2024 (compared to an expense of NOK 1.5 million in 2023). As of 31 December 2024, the
corresponding liability amounted to NOK 0.1 million (down from NOK 1.8 million the previous year).
Details of the long-term incentive plan are outlined in the guidelines for determining salaries and other
remuneration for executive management. These guidelines are available on the company’s website:
www.soiltech.no.
1
Includes fixed salary and accrued holiday pay.
2
Includes car allowance, insurance, free telephone, etc.
(amounts in NOK 1000)
2024 2023
31 946 23 336
Contract personnel 2 149 2 667
1 521 1 200
Social security tax 3 541 5 407
5 533 5 514
Total 44 690 38 124
Wages and salaries
Pension contributions
Other personnel expenses*
2024 2023
21 20
United Kingdom 15 13
3 6
Total 39 39
Norway
Other
2024 (amounts in NOK 1000)
Salary
Earned
1
Benefits in kind
2
Contribution to
Pension Schemes Variable
Total
Remuneration
Jan Erik Tveteraas (CEO) 2 767 161 98 0 3 025
Glenn Åsland (COO) 2 374 161 118 0 2 653
Tove Vestlie (CFO) 1 813 162 118 0 2 093
Erik Bjøndal-Røvde (VP Operations) 1 392 120 90 0 1 602
Bente Skogen (VP People & Organisation) 1 161 120 81 0 1 361
Else-Karin Vådeland (VP HSSEQ & Sustainability 1 161 120 79 0 1 359
Patrick Åsland (VP Technology & Newbuils) 1 092 120 66 0 1 278
2023 (amounts in NOK 1000)
Salary
Earned
1
Benefits in kind
2
Contribution to
Pension Schemes Variable
Total
Remuneration
Jan Erik Tveteraas (CEO) 2 131 161 98 0 2 389
Glenn Åsland (COO) 2 119 161 118 0 2 398
Tove Vestlie (CFO) 1 340 141 118 0 1 599
Erik Bjøndal-Røvde (VP Operations) 1 193 120 90 0 1 403
Bente Skogen (VP People & Organisation) 995 120 81 0 1 195
Else-Karin Vådeland (VP HSSEQ & Sustainability 993 120 79 0 1 192
Patrick Åsland (VP Technology & Newbuils) 967 120 66 0 1 153
47
Note 5 – Depreciation and amortisation
Specification of depreciation and amortisation
Note 6 – Other operating expenses
Specification of other operating expenses
Specification of auditors’ remuneration
*A fee of TNOK 32 related to capital increase is booked to equity
Note 7 - Merger with Oceanteam ASA
Soiltech ASA completed a merger with Oceanteam ASA on September 11, 2024. The merger plan was signed 30
Mai 2024 and approved by the general meetings of the respective companies on 4 July 2024. The main purpose of
the merger was to achieve a listing of Soiltech ASA on the Euronext Expand marketplace.
As part of the merger, Soiltech ASA issued 527 947 new shares as consideration to the shareholders of
Oceanteam ASA. This consideration was based on Oceanteam ASA having a market value of NOK 31.67 million at
the date of entering into the merger agreement.
At the time of the merger, Oceanteam ASA was essentially an empty shell company without any operational
activities. The only significant asset in the company was a cash balance of NOK 19.1 million. Therefore, the
merger has been accounted for as a share-based payment transaction in accordance with IFRS 2. The
(amounts in NOK 1000)
2024 2023
Amortisation of intangible assets 275 146
Depreciation of property, plant & equipment 14 594 11 580
Depreciation of right-of-use assets 5 350 3 916
Impairment of goodwill 0 0
Total 20 219 15 641
(amounts in NOK 1000)
2024 2023
495 163
Audit and Accounting cost 3 121 2 764
2 670 1 948
Office cost and it equipment 4 732 4 153
1 278 803
Sales and commercial cost 911 940
1 416 750
Tax abroad for employees 699 0
Other cost 4 939 5 337
20 260 16 858
Insurance
Total
Cost of lease of assets of low value
Legal and consultant cost
Travel related cost
(amounts in NOK 1000)
2024 2023
769 474
Other certification services* 32 0
0 0
Other non-auditing services 1 047 273
1 848 747
Statutory audit fee
Tax advisory services
Total
48
measurement of the transaction is based on the value of the shares in Oceanteam ASA at the transaction date,
which was September 11, 2024. At this time, the shares were traded at NOK 0.93, corresponding to a market
value for the company of NOK 30.8 million.
The difference between the cash balance in Oceanteam ASA (NOK 19.1 million) and the fair value of the company
is considered to reflect the value of the stock exchange listing, including access to new capital and recognized
investors. This difference, amounting to NOK 12,8 million, has been recognized as an expense in the financial
statements of Soiltech ASA in the line item “Expenses related to Merger & IPO”, as it does not meet the criteria to
be recognized as an asset on the balance sheet.
In addition to the expenses above, Soiltech ASA has incurred various transaction costs in connection with the
process of completing the merger and subsequent listing on Euronext Expand, amounting to NOK 10.1 million in
total. Of these, NOK 5.3 million is considered incremental costs directly attributable to the equity transaction and
has therefore been recognized as a deduction of equity, reducing the capital increase from the merger. The
remaining NOK 5.0 million has been recognized as an expense and is included in the line item «Expenses related
to Merger & IPO» in the income statement.
Note 8 – Related parties
Accounting policies
In the Parent company, the subsidiaries and investments in any associated company are valued at cost. The
investment is valued at the cost of the shares, less any impairment losses. An impairment loss is recognized if the
impairment is not considered temporary, in accordance with generally accepted accounting principles.
Impairment losses are reversed if the reason for the impairment loss is rectified in a later period.
Dividends, Group contributions and other distributions from subsidiaries are recognized in the same year as they
are recognized in the financial statement of the provider. If dividends / group contribution exceeds withheld
profits after the acquisition date, the excess amount represents repayment of invested capital, and the
distribution will be deducted from the recorded value of the acquisition in the balance sheet for the parent
company.
An impairment loss on shares in Sorbwater Technology AS was recognized, amounting to NOK 2.4 million (2023:
NOK 9.2 million)
Subsidiaries
Transactions with related parties
Outstanding balances with group companies
Company name
(amounts in NOK 1000)
Place of office Ownership
Equity as of
31.12.2024
Net result for
2024
Carrying value
31.12.2024
Soiltech Offshore Services AS Sandnes 100 % 1 065 140 788
Sorbwater Technology AS Bergen 100 % 32 132 -2 746 31 991
Relationship Transaction type 2024 2023
Purchase of services from Soiltech Offshore AS
Subsidiary
Purchase of serv.
101 629
85 591
Funding of Sorbwater Technology AS Subsidiary Funding 8 765 3 555
Total 110 393 89 146
(amounts in NOK 1000)
Relationship Nature of amount 2024 2023
Sorbwater Subsidiary
Funding and
group
contribution
7 754- 17 315-
Subsidiary Trade payables 16 662- 18 464-
24 416- 35 779-
(amounts in NOK 1000)
Soiltech Offshore Services AS
Total
49
Note 9 – Financial items
Note 10 – Income tax
Accounting policies
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, both positive and negative,
which will or are likely to reverse in the same period, are recorded as a net amount.
Deferred tax assets are recognised when it is probable that the company will have a sufficient profit for tax
purposes in subsequent periods to utilize the tax asset. The companies recognize previously unrecognized
deferred tax assets to the extent it has become probable that the company can utilize the deferred tax asset.
Similarly, the company will reduce a deferred tax asset to the extent that the company no longer regards it as
probable that it can utilize the deferred tax asset. Deferred tax and deferred tax assets are measured based on
the expected future tax rates applicable to the companies in the Group where temporary differences have arisen
based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting
period. Deferred tax and deferred tax assets are recognized at their nominal value and classified as non-current
asset investments (non-current liabilities) in the balance sheet.
Specification of income tax expense
(amounts in NOK 1000)
2024 2023
1 359 179
210 288
Other 0 0
210 288
Net foreign exchange gains (losses)
Interest income
Total financial income
Interest expenses on leases -4 197 -2 674
Interest expenses on borrowings -7 961 -4 686
Impairment of shares in subsidiaries -2 375 -9 240
Other -80 -25
Total financial expenses -14 612 -16 624
Net financial items -13 043 -16 157
(amounts in NOK 1000)
2 024 2 023
Profit before tax 12 500 31 824
0 -11 527
+/- Permanent differences 8 440 -5 623
-24 071 -14 674
- Carry-forward deficit 3 131 0
0 0
Tax payable 22% 0 0
4 579 5 736
Prior year tax correction -216 0
Tax expense in the statement of profit and loss 4 363 5 736
0 0
Tax payable in the balance sheet 0 0
Group contribution
+/- Change in temporary differences
Basis for calculating tax
+/- Changes in deferred tax
Tax payable in tax expense
50
Temporary differences related to:
A group contribution was given in 2023 to subsidiary company Sorbwater Technology AS that was utilized against
its loss carry forward.
*Merger and Tax Considerations
The merger between Soiltech ASA and Oceanteam ASA was carried out as a tax-free merger in accordance with
Chapter 11 of the Norwegian Tax Act. The merger was completed with tax continuity, and all tax positions in
Oceanteam ASA have been carried forward unchanged in Soiltech ASA pursuant to Section 11-7 of the Tax Act.
As part of the transferred tax positions, a tax loss carry-forward of MNOK 1,604 has been recognized. However,
due to uncertainty regarding the future utilization of this tax loss, the company has chosen not to recognize the
associated deferred tax asset in accordance with the prudence principle under IAS 12 – Income Taxes. In line with
IAS 12.34, a deferred tax asset is recognized only to the extent that it is probable that future taxable profits will
be available against which the tax losses can be utilized. Given the current uncertainty, no deferred tax asset has
been recognized for this amount.
Note 11 – Intangible assets
Accounting policies
Intangible assets mainly comprise goodwill originating from previous acquisitions. Goodwill is not depreciated but
is instead subject to annual impairment testing. Other intangible assets include patents and software which are
recognised in accordance with the cost method and depreciated over their expected economic lifetime.
0 0
PP&E Assets and Intangible 139 386 83 263
6 656 3 965
Non-current assets 0 0
-70 288 -32 891
Gain & loss account 503 629
-660 -2 456
Tax losses carried forward* -1 608 582 0
-1 532 986 52 509
Tax reducing differences which may not be netted 1 604 445 669
71 459 53 179
Deferred tax liability (asset) 22% 15 721 11 699
Total temporary differences
Intangible assets
Current assets
Long-term liabilities
Current liabilities
Net difference
51
Specification of intangible assets
Note 12 – Property, plant & equipment
Accounting policies
Property, plant & equipment consists of slop treatment units, equipment for cuttings handling and swarf removal,
skips and various other equipment. Property, plant & equipment are recognized in accordance with the cost
method and depreciated over their expected economic lifetime.
(amounts in NOK 1000)
Other
2 682
Additions 213
0
Cost 31.12.2023 2 895
878
Disposals 0
3 773
1 512
Depreciations for the year 146
1 658
100
Impairment for the year 0
100
275
Accumulated depreciation 31.12.2024 1 933
Impairment for the year 0
100
1 070
Carrying amount 31.12.2023 1 137
1 740
Accumulated impairment 01.01.2023
Cost 01.01.2023
Disposals
Carrying amount 31.12.2024
Accumulated impairment 31.12.2023
Depreciations for the year
Accumulated impairment 31.12.2024
Carrying amount 01.01.2023
Additions
Cost 31.12.2024
Accumulated depreciation 01.01.2023
Accumulated depreciation 31.12.2023
52
Specification of property, plant & equipment
Note 13 – Leases
Accounting policies
The Company leases certain operating equipment which in turn is leased to our customers. The Company has
substantially all the risks and rewards of ownership and the leases are classified as financial leases. Financial
leases are capitalized at the inception of the lease at the lower of the fair value of the leased asset or the present
value of the future minimum lease payments. Each lease payment is allocated between the corresponding
financial lease liability and finance charges to achieve a constant rate on the outstanding liability.
Depreciation of assets held under capital leases is reported within “Depreciation and amortization expense” in
the Statement of Profit and Loss. The depreciation policy for assets held under financial leases is consistent with
that for owned assets and is depreciated over estimated economic life.
(amounts in NOK 1000)
Property, plant &
equipment
171 160
Additions 63 776
1 527
Disposals 0
236 463
Additions 38 729
Other non cash adjustments -3 173
0
Cost 31.12.2024 272 019
40 362
11 580
51 942
Accumulated impairment 01.01.2023 3 568
0
3 568
51 942
Depreciations for the year 14 594
66 536
Accumulated impairment 31.12.2023 3 568
0
3 568
127 230
180 954
201 915
Economic useful life 5-15 years
Linear
Disposals
Depreciations for the year
Accumulated depreciation 31.12.2023
Accumulated depreciation 31.12.2023
Impairment for the year
Accumulated impairment 31.12.2023
Other non cash adjustments
Cost 31.12.2023
Impairment for the year
Accumulated impairment 31.12.2024
Accumulated depreciation 01.01.2023
Accumulated depreciation 31.12.2024
Cost 01.01.2023
Carrying amount 31.12.2023
Depreciation schedule
Carrying amount 01.01.2023
Carrying amount 31.12.2024
53
Overall description of the leases of the parent company
The parent company primarily leases fluid treatment units (STT). For fluid treatment units, the lease term is
usually between 4 and 7 years.
Assumptions and judgments applicable to new leases
The Group has leased additional cuttings receiving tanks to be installed on the platform supply vessel (PSV) to be
delivered in Q1 2025. The present value of the lease liability will be recognised on commencement of the lease.
The estimated lease amount is NOK 55 million.
Specification of right-of-use assets
Specification of lease liabilities
Contractual payments on leases
(amounts in NOK 1000)
Slop Treatment
Units
Carrying amount 01.01.2023 34 684
22 259
Index regulation 0
Depreciations -3 916
53 027
Additions 48 626
0
Depreciations -5 350
96 303
5-15 years
Depreciation schedule Linear
Additions
Carrying amount 31.12.2023
Termination
Carrying amount 31.12.2024
Economic useful life
(amounts in NOK 1000)
2024 2023
Carrying amount 01.01. 33 600 19 302
47 888 22 258
New lease business combination 0 0
0 0
Interest expenses 4 190 2 543
-15 765 -11 207
Prepayments leasing 0 704
Effect of currency translation 0 0
69 914 33 600
Non-current lease liabilities 57 432 24 800
12 482 8 800Current lease liabilities
Additions
Index regulation
Lease payments
Carrying amount 31.12.
(amounts in NOK 1000)
2024 2023
17 719 9 555
Due within one and five years 55 686 23 820
14 099 7 500
Total 87 504 40 875
Due within one year
Due after 5 years
54
Note 14 – Other assets and liabilities
Accounting policies
Non-current assets are assets intended for long-term ownership or use. All other assets are current assets.
Receivables that fall due for payment within one year shall not be classified as non-current assets. Similar criteria
apply to liabilities.
Other current assets are recorded in the balance sheet at nominal value less provisions for expected credit losses.
Other non-current assets
Other current assets
Other non-current liabilities
Note 15 – Trade receivables
Accounting policies
Trade receivables are recognized at an amount equal to the transaction price, less provisions for expected credit
losses. The Group applies the simplified approach to measuring expected credit losses which uses a lifetime
expected loss allowance for all trade receivables.
Specification of trade receivables
(amounts in NOK 1000)
31.12.2024 31.12.2023
Restricted cash 0 762
Total 0 762
31.12.2024 31.12.2023
2 154 3 637
VAT receivable 6 731 7 044
6 656 3 965
Tax refund connected to research and
development
2 256 1 655
Other 100 529
17 897 16 829
Prepaid expenses
Cost to fulfill customer contract
Total
(amounts in NOK 1000)
(amounts in NOK 1000)
31.12.2024 31.12.2023
541 669
Total 541 669
Other
Other current liabilities
(amounts in NOK 1000)
31.12.2024 31.12.2023
Public duties payable 2 821 3 951
2 699 2 391
Liability to group companies 7 754 17 316
2 533 2 292
15 807 25 950
Liability to employeers incl. holiday pay
Other
Total
(amounts in NOK 1000)
31.12.2024 31.12.2023
59 515 42 772
Earned not invoiced revenues 339 1 399
0 0
Carrying amount 59 854 44 171
Accounts receivable
Provision for expected credit losses
55
Note 16 – Cash and cash equivalents
Accounting policies
Cash and cash equivalents comprise mostly ordinary bank deposits. The statement of cash flows is prepared using
the indirect method. Interest income and expenses are presented as investing and financing activities,
respectively.
Restricted cash
Note 17 – Borrowings
Accounting policies
Borrowings are initially recognized at fair value, including transaction costs directly attributable to the
transaction, and are subsequently measured at amortized cost.
Covenants
The loan facility with Rogaland Sparebank entered in 2023 has the following covenants, which are to be measured
each quarter:
- NIBD/EBITDA > 4
- Book equity > 30%
- Approval from bank if dividend/group contribution
Specification of borrowings – 31.12.2024
Specification of borrowings – 31.12.2023
Contractual payments on borrowings – 31.12.2024
Contractual payments on borrowings – 31.12.2023
(amounts in NOK 1000)
31.12.2024 31.12.2023
1 182 962Payroll withholding tax account
(amounts in NOK 1000)
Nominal interest
rate
Nominal amount Capitalized
financing fees
Carrying
amount
Innovasjon Norge 7.7% 1 292 0 1 292
3 m.Nibor+2.5% 105 525 0 105 525
Carrying amount as per 31.12.2024 106 816 106 816
86 609
Current borrowings 20 207
Rogaland Sparebank
Non-current borrowings
(amounts in NOK 1000)
Nominal interest
rate
Nominal amount Capitalized
financing fees
Carrying
amount
Innovasjon Norge 7.7% 3 875 0 3 875
3 m.Nibor+2.5% 81 898 0 81 898
Carrying amount as per 31.12.2023 85 773 0 85 773
68 913
Current borrowings 16 860
Non-current borrowings
Rogaland Sparebank
(amounts in NOK 1000)
Next year 1-2 years 2-5 years
More than 5
years
Innovasjon Norge 1 356 0 0 0
25 868 24 512 64 063 13 906
Total 27 224 24 512 64 063 13 906
Rogaland Sparebank
(amounts in NOK 1000)
Next year 1-2 years 2-5 years
More than 5
years
Innovasjon Norge 2 813 1 330 0 0
18 580 17 612 47 024 14 453
Total 21 393 18 942 47 024 14 453
Rogaland Sparebank
56
For loans with floating interest rates, the amounts above are calculated using the current interest rate per the
relevant year end.
Carrying amount of assets pledged as security
Note 18 – Share capital and shareholder information
Share capital and ownership structure
The share capital of the parent company, Soiltech ASA, amounts to NOK 1 035 201 as of 31 December 2024, and
consists of a total of 7,963,087 ordinary shares with a nominal value of NOK 0.13. Increase in share capital results
from merger with Oceanteam in connection with the listing on Euronext expand, with the merger consideration
being settled by issuance of 527 947 new shares, as such the share capital increased from NOK 740 543 to NOK
793 338. In connection with this transaction, NOK 238 001.31 was transferred from unrestricted equity to share
capital to meet the minimum share capital requirement for public limited companies. As such the share capital
was increased from NOK 793 338 to NOK 1 031 339 by transfer of NOK 238 001.31 from the Company’s
unrestricted equity to the Company’s share capital. The capital increase is carried out through an increase of the
par value of the Company’s shares by NOK 0.03 per share from NOK 0.10 to NOK 0.13 per share. Additionally,
29,710 options were exercised. As such the share capital was increased from 1 031 339 to 1 035 201.
Shareholders as of 31.12.2024
Included in Other shareholders are 5 000 shares owned by board member Olaf Skrivervik.
(amounts in NOK 1000)
2024 2023
Property, plant & equipment 201 915 180 954
59 854 44 171
Total 261 769 225 125
Trade receivables
Shareholders Number of shares
Ownership
interest
WELLEX AS, Associated with Glenn Åsland 742 730 9.3%
HILDR AS 737 234 9.3%
KNATTEN I AS, Associated with Jan Erik Tveteraas 700 325 8.8%
Carnegie Investment Bank AB 667 918 8.4%
SKAGENKAIEN INVESTERING AS, Ass. with Mona H.S. Freuchen 541 380 6.8%
TVETERAAS INVEST AS 521 710 6.6%
BNP Paribas 469 933 5.9%
DNB BANK ASA 367 002 4.6%
PIMA AS, Associated with Eirik Flatebø 202 830 2.5%
HAVNEBASE EIENDOM AS 193 470 2.4%
Banque Pictet & Cie SA 188 063 2.4%
CAPRICORP INVESTMENTS N.V 176 020 2.2%
Ponderus Invest AB 118 000 1.5%
ZETLITZ CAPITAL AS 102 030 1.3%
TUCAN HOLDING AS 100 560 1.3%
Avanza Bank AB 94 922 1.2%
CAMPO EIENDOM AS 83 000 1.0%
RYDER 78 000 1.0%
RIVERMAAS B.V, Associated with Karin Govaert 70 000 0.9%
JPMorgan Chase Bank, N.A., London 65 020 0.8%
Top 20 shareholders 6 220 147 78 %
Other 1 742 940 22 %
Total 7 963 087 100 %
57
Foreign ownership was 34,6% at year-end 2024 (2023: 32,4%)
Note 19 – Financial risk and capital management
See information in consolidated financial statement.
Note 20 – Climate risk
See information in consolidated financial statement.
Note 21 – Remuneration to senior executives and Board of Directors
See information in consolidated financial statement.
Note 22 – Share-based payment transactions
See information in consolidated financial statement.
Note 23 – Events after the reporting period
There are no events other than business activity in the ordinary course of business after the balance sheet date of
an adjusting or non-adjusting nature.
Signature:
Email:
Signature:
Email:
Signature:
Email:
Signature:
Email:
Signature:
Email:
Signature:
Email:
Eirik Flatebø (Apr 2, 2025 11:08 GMT+2)
Eirik Flatebø
eirik.flatebo@pharosadvisors.no
Mona Hodne Steensland Freuchen (Apr 2, 2025 11:09 GMT+2)
Mona Hodne Steensland Freuchen
mona@skagenkaien.no
Karin Govaert (Apr 2, 2025 11:10 GMT+2)
Karin Govaert
karin@govaert.info
jan.erik.tveter[email protected]
Dag Schjerven (Apr 2, 2025 11:13 GMT+2)
Dag Schjerven
[email protected]
Olaf Skrivervik (Apr 2, 2025 11:18 GMT+2)
Olaf Skrivervik
[email protected]
Soiltech Annual report 2024
Final Audit Report 2025-04-02
Created: 2025-04-02
By: Tove Vestlie ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAn7fs1ILLqp_2nlkX7TukZ0T7jzwlsAtc
"Soiltech Annual report 2024" History
Document created by Tove Vestlie ([email protected])
2025-04-02 - 9:05:56 AM GMT
Document emailed to Mona Hodne Steensland Freuchen ([email protected]) for signature
2025-04-02 - 9:06:07 AM GMT
Document emailed to Eirik Flatebø ([email protected]) for signature
2025-04-02 - 9:06:07 AM GMT
Document emailed to Olaf Skrivervik ([email protected]) for signature
2025-04-02 - 9:06:08 AM GMT
Document emailed to Karin Govaert ([email protected]) for signature
2025-04-02 - 9:06:08 AM GMT
Document emailed to Dag Schjerven ([email protected]) for signature
2025-04-02 - 9:06:08 AM GMT
Document emailed to jan erik tveteraas ([email protected]) for signature
2025-04-02 - 9:06:09 AM GMT
Email viewed by Eirik Flatebø ([email protected])
2025-04-02 - 9:06:38 AM GMT
Email viewed by Mona Hodne Steensland Freuchen ([email protected])
2025-04-02 - 9:06:40 AM GMT
Document e-signed by Eirik Flatebø ([email protected])
Signature Date: 2025-04-02 - 9:08:20 AM GMT - Time Source: server
Email viewed by jan erik tveteraas ([email protected])
2025-04-02 - 9:08:57 AM GMT
Email viewed by Dag Schjerven ([email protected])
2025-04-02 - 9:09:00 AM GMT
Document e-signed by Mona Hodne Steensland Freuchen ([email protected])
Signature Date: 2025-04-02 - 9:09:20 AM GMT - Time Source: server
Email viewed by Karin Govaert ([email protected])
2025-04-02 - 9:09:26 AM GMT
Document e-signed by Karin Govaert ([email protected])
Signature Date: 2025-04-02 - 9:10:24 AM GMT - Time Source: server
Email viewed by Olaf Skrivervik ([email protected])
2025-04-02 - 9:11:01 AM GMT
Document e-signed by jan erik tveteraas ([email protected])
Signature Date: 2025-04-02 - 9:11:16 AM GMT - Time Source: server
Document e-signed by Dag Schjerven ([email protected])
Signature Date: 2025-04-02 - 9:13:50 AM GMT - Time Source: server
Document e-signed by Olaf Skrivervik ([email protected])
Signature Date: 2025-04-02 - 9:18:59 AM GMT - Time Source: server
Agreement completed.
2025-04-02 - 9:18:59 AM GMT
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