ANNUAL
REPORT
2025
2025 in brief
Shareholder distributions: Akastor made its first
shareholder distributions in 2025, totalling NOK 0.75 per
share.
Net capital employed1)
NOK million, 31 December 2025
Value per share NOK
Net Capital
Employed
Listed
Holdings2
Other
NIBD
Equity
2024: 5.0bn
4.5
NOK BILLION
2024: 839m
2024: 1 653m
2024: 87%
PAGE 2
841
NOK MILLION
(148)
NOK MILLION
89
PERCENT
2024: +11%
(8.6)
PERCENT
12.9
2.5
1.2
0.3
0.0
(0.5)
16.4
3.1
19.5
3 527
684
335
76
0
(128)
4 493
841
5 335
Net Capital
Employed
Net interest
bearing items
Net Profit
Equity Share
Total Shareholder
return
1) Net Capital Employed per holding reflected at book value
2) Included listed holdings in ABL Group and Maha Capital. Holding in Maha Capital fully realized in 1Q 2026.
Increased ownership in AKOFS Offshore: Akastor
completed the agreed ownership realignment with Mitsui,
increasing its stake from 50 percent to 66.7 percent, with
MOL holding the remaining one‑third.
Good AKOFS operational performance: AKOFS Offshore
delivered high fleet utilization, completed the AKOFS
Seafarer Class Renewal Survey, and began the vessel’s
improved‑rate option period at year‑end.
Major contract awards for AKOFS: AKOFS Offshore
strengthened its long‑term backlog through key contract
wins, including a new four‑year MPSV contract for AKOFS
Santos and a four‑year SESV contract for Aker Wayfarer,
both expected to start in 2027.
HMH bond refinancing: HMH successfully issued USD
200 million in senior secured bonds at improved terms,
enhancing its capital structure.
DDW Offshore progress: DDW Offshore delivered on
its backlog with strong fleet utilization, refinanced its
term loan on improved terms, and completed the post–
year‑end sale of Skandi Atlantic.
Solid financial position maintained: Net capital employed
ended at NOK 4.5 billion, net cash position remained NOK
0.8 billion, and equity stood at NOK 5.3 billion at year‑end.
ANNUAL REPORT 2025
Contents
Message from the CEO
4
Board of Directors’ Report
5
Declaration by the Board of Directors and CEO
21
Corporate Governance Statement
22
Financials and Notes
34
a) Akastor Group
34
b) Akastor ASA
73
Independent Auditor’s Report
83
Alternative Performance Measures
85
Board of Directors
87
Management
88
Company Information
89
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 4
PAGE 4
Message from the CEO
2025 has been a defining year for Akastor,
in which we translated the financial
strength gained in 2024 into tangible value
creation for our shareholders. Most notably,
we completed our first-ever distribution to
shareholders, marking a significant milestone
in our long-term realization strategy, and a
second distribution later in the year further
demonstrated the robustness of our
financial position and our commitment to
disciplined capital allocation.
Throughout the year, our focus remained on
executing our strategy of active ownership,
safeguarding our net cash position, and
supporting the development of our portfolio
companies. I am pleased to see continued
operational progress across the group,
despite market conditions that in some
areas—particularly offshore drilling—were
more challenging than expected. Even so,
toward the end of the year and into early
2026, we have seen signs of improvement,
with renewed tendering activity and contract
awards that support a more constructive
outlook. At the same time, renewed unrest
and military escalation in the Middle East
— including attacks in and around Iran —
have added uncertainty to global energy
markets and financial market sentiment.
HMH delivered another year of solid
operational performance and stable
financial results. The company
successfully refinanced its outstanding
bond in December, strengthening its
financial foundation and extending
its maturity profile. Preparations for
a potential U.S. listing continued
throughout 2025, with updated filings
submitted and the company maintaining
readiness to pursue an offering when
market conditions permit. HMH remains
well positioned to benefit from improving
sentiment in the offshore drilling market,
as operators increasingly prepare for
new campaigns and equipment needs.
In AKOFS Offshore, operational
performance across the fleet remained
strong. A key milestone was the formal
award of a new four‑year contract for
AKOFS Santos, which will commence
in early 2027 on materially improved
commercial terms. In February 2026,
AKOFS Offshore further strengthened its
long‑term backlog through the signing
of the new four‑year SESV contract for
Aker Wayfarer, following Petrobras’ tender
process last year - representing another
significant commercial milestone for the
company. AKOFS Seafarer completed
its Class Renewal Survey during the
year and began its new option period
toward year end at enhanced dayrates.
Together, these developments represent
a step-change in the future earnings
potential of AKOFS Offshore.
DDW Offshore focused on delivering on
its contracted backlog throughout 2025.
Early in 2026, we completed the sale
of Skandi Atlantic, further simplifying
the fleet and strengthening financial
flexibility. We continue to evaluate
strategic alternatives for the remaining
vessels in line with market conditions
and our value-focused approach.
Across Akastor, our progress in 2025
reflects the disciplined execution of our
strategy: strengthening our financial
platform, optimizing our portfolio,
close cooperation with co-owners and
enabling shareholder returns. At the
same time, we remain mindful of the
broader environment—characterized
by geopolitical tensions, notably in the
Middle East, cost inflation and uneven
market visibility in certain segments.
These uncertainties reinforce the
importance of maintaining financial resilience,
operational excellence, and strong relationships
with partners, customers, and co owners.
As we enter 2026, Akastor is in a strong position:
debt-free at the holding level, supported by
improving market fundamentals in key segments,
and with clearer earnings trajectories across
our largest assets. We will continue to assess
opportunities to realize value where conditions
allow, while remaining committed to responsible
management and long-term value creation.
Finally, I would like to extend my gratitude to
the employees and management teams across
our portfolio companies. Their dedication and
professionalism are essential to our performance
and to the trust placed in us by our stakeholders.
I look forward to building on this foundation as we
continue delivering on our strategic ambitions.
Karl Erik Kjelstad,
CEO
ANNUAL REPORT 2025
PAGE 5
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
PAGE 5
Akastor is an investment company based in
Norway with a portfolio of companies operating
primarily within the oilfield services sector, with a
flexible mandate for active ownership and long-
term value creation.
Akastor aims to maximize value through strategic
initiatives, with the key objective of returning capital
to shareholders following asset divestments.
Board of Directors’
Report
ANNUAL REPORT 2025
PAGE 6
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 6
Key Events 2025
During 2025, Akastor made significant
progress in executing its strategic
agenda, with a continued focus on
optimizing its portfolio, enhancing
financial robustness and returning capital
to shareholders. Highlights of the year
included:
First shareholder distributions: In July and
November 2025, Akastor announced and
paid its inaugural shareholder distributions,
underpinned by robust cash generation and
the complete divestment of its holding in
Odfjell Drilling. This demonstrates Akastor’s
ongoing commitment to returning surplus
capital to its shareholders, with total
dividends of NOK 0.75 per share distributed
over the course of 2025.
Increased ownership in AKOFS Offshore:
During the year, Akastor completed
ownership-related steps that resulted in
Akastor and MOL holding two‑thirds and
one‑third of the shares, respectively. These
steps finalized the ownership realignment
agreed with Mitsui in 2024 and increased
Akastor’s ownership from 50 percent to
two‑thirds.
Good operational performance at AKOFS
Offshore: AKOFS Offshore achieved
consistently high fleet utilization and
successfully completed the five-year Class
Renewal Survey for AKOFS Seafarer. The
company also benefited from improved
terms with the commencement of
Seafarer’s new contract option period
in December 2025, alongside continued
robust performance from both Aker
Wayfarer and AKOFS Santos.
Contract awards for AKOFS Offshore:
AKOFS Offshore strengthened its long‑term
backlog through key contract wins, including
a new four‑year MPSV contract for AKOFS
Santos and a four‑year SESV contract for
Aker Wayfarer, both expected to start in
2027. These developments substantially
strengthen AKOFS Offshore’s backlog and
reinforce its strong market position in Brazil.
Successful placement of new USD 200
million senior secured bonds by HMH: In
December, HMH successfully completed
the issuance of USD 200 million in senior
secured bonds, featuring a three-year tenor
and a fixed coupon rate of 7.875 percent.
This represents a significant improvement
compared to its previous bonds and
underscores HMH’s strong position in the
capital markets.
DDW Offshore operational and financial
progress: DDW Offshore delivered on its
existing backlog during 2025, with Skandi
Peregrino and Skandi Atlantic commencing
their long‑term contracts and performing
well, remaining on hire throughout the
year. During the year, DDW Offshore also
refinanced its term loan on improved terms,
lowering financing costs going forward.
Post year‑end, DDW Offshore completed
the sale of Skandi Atlantic for USD 22.75
million.
Akastor’s total net capital employed at
year‑end 2025 was NOK 4.5 billion, a
reduction of approximately NOK 0.5 billion
compared to year‑end 2024. The decrease
was primarily driven by the realization of
holdings and foreign exchange effects. Net
interest‑bearing debt remained at a net
cash position of NOK 0.8 billion at year‑end
2025, unchanged from year‑end 2024,
reflecting the combined impact of dividend
payments and other movements during the
period. Total equity at year‑end 2025 was
NOK 5.3 billion, compared with NOK 5.9
billion at year‑end 2024.
ANNUAL REPORT 2025
PAGE 7
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
NES Fircroft, a technical
and engineering staffing
company.
Economic interest
c. 15%
Ownership interest
50%
HMH, a global provider
of drilling solutions,
engineering, projects,
equipment and services.
Ownership interest
100%
DDW Offshore, owns and
operates two offshore
vessels2).
Ownership interest
4.5%
ABL Group, offers
independent energy and
marine consultancy to the
global renewables, maritime
and oil and gas sectors.
Ownership interest1)
1.7%
Maha Capital, a diversified
investment platform,
focused on fintech credit
solutions.
Ownership interest
36%
Føn Energy Services,
an independent service
provider to the offshore
and onshore wind
industry.
Ownership interest
33%
IKM Løfteteknikk, a service
provider within crane,
lifting technology and
lifesaving appliances.
Company Overview
Akastor is an investment company with a flexible mandate for value
creation, holding a portfolio of companies primarily within the oilfield
services sector.
As per end of 2025, the portfolio includes two holdings classified as
industrial investments, HMH and AKOFS Offshore. Akastor actively
engages with these companies through their Boards of Directors, where
the Akastor investment team is represented.
Both HMH and AKOFS Offshore are joint ventures and accounted for
using the equity method. Akastor also holds interest bearing positions
towards HMH and AKOFS Offshore.
In addition to its industrial investments, Akastor holds several financial
investments. These represent holdings with a shorter investment horizon
or where Akastor has limited influence due to smaller ownership stakes.
The Akastor corporate organization is based at Fornebu, just outside
Oslo in Norway, with a team of 9 employees, working closely with the
boards and management of its portfolio companies.
Aker Holding AS, wholly owned by Aker ASA, is the largest shareholder
of Akastor ASA with a shareholding of 36.7 percent.
The shares of Akastor ASA are traded on the Oslo Stock Exchange
under the ticker AKAST.
Investments
PAGE 7
AKOFS Offshore, a
subsea well installation
and intervention services
provider.
Ownership interest
66.7%
Financial
Industrial
1) Akastor’s ownership interest at year‑end 2025 was 1.7 percent, and the holding was fully realized in January 2026.
2) The Skandi Atlantic vessel was disposed in January 2026.
ANNUAL REPORT 2025
PAGE 8
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Strategy
Akastor’s strategy remains
consistent, focusing on creating
long-term value for shareholders
through active ownership and an
independent, flexible investment
approach.
operational activities, business
development, acquisitions, and
divestments, targeting to maximize
value creation. Akastor also engages
with co-owners through Boards and
governing structures, fostering strong
cooperation and governance.
For financial investments, where
Akastor typically holds minority
stakes, involvement is more limited
but includes engagement through
Boards or direct collaboration
with management to influence
development. Akastor emphasizes
a deep understanding of each
portfolio company’s market dynamics
and challenges to evaluate current
valuation against future potential.
Akastor aims to maximize value
through strategic, operational,
and financial initiatives, including
reinvestments in portfolio companies
to strengthen them ahead of future
exits. The ultimate objective is
to return capital to shareholders
following asset divestments while
maintaining a sound capital structure.
Akastor’s strategy remains
consistent, focusing on
creating long-term value
for shareholders through
active ownership and
an independent, flexible
investment approach.
Each portfolio company operates as
a decentralized, self-sufficient entity
with its own management team and
Board of Directors. For its industrial
investments, Akastor collaborates
closely with these teams to guide
ANNUAL REPORT 2025
PAGE 9
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Outlook
During 2025, Akastor maintained a
solid financial position, building on
the strengthened balance sheet
achieved in the prior year. With a
net cash position established in
2024, the company focused on
disciplined capital allocation, enabling
shareholder distributions while
preserving financial flexibility going
into 2026.
Akastor’s portfolio companies remain
closely linked to developments in
the global oilfield services industry.
While energy market fundamentals
have remained broadly stable, activity
levels have varied across segments.
For HMH, the offshore drilling market
was more challenging through 2025,
as several rig operators experienced
slower tendering and delayed
contracting decisions. However,
entering 2026, sentiment among
drillers has improved, supported
by recent contract awards and
increasing visibility on upcoming
opportunities. These developments, if
sustained, may contribute positively to
equipment and service providers such
as HMH.
Within subsea and marine services,
activity levels have remained steady,
and the fundamentals supporting
long-term offshore spending
remain intact. Continued focus on
operational performance across
portfolio companies will be important
in ensuring value creation in an
environment that still carries some
uncertainty.
A range of external factors, such as
geopolitical tensions, inflationary
pressure, uncertainty surrounding
tariff regimes and potential new
trade barriers as well as broader
macroeconomic volatility, continue
to influence global markets and may
impact investment decisions, project
timing and supply chains. Recent
unrest and military escalation in the
Middle East, including attacks in and
around Iran, have further increased
uncertainty in global energy markets
and trade flows. These factors
create a backdrop of uncertainty to
which Akastor remains attentive as it
evaluates strategic actions.
Despite these external factors,
Akastor enters 2026 with a healthy
financial platform, a portfolio
positioned for improving market
conditions, and a continued focus
on disciplined capital allocation. The
key priorities remain centered on
realizing value from the portfolio and
distributing proceeds to shareholders
through: (i) enabling liquidity for
selected holdings, whether through
separate listings or other mechanisms
that can facilitate future divestments;
(ii) optimizing the timing of exits from
financial investments to maximize
value realization; and (iii) continuing
to develop portfolio companies with
a longer term horizon, ultimately
targeting divestment when attractive
opportunities arise.
ANNUAL REPORT 2025
PAGE 10
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
PAGE 10
The Akastor Portfolio
HMH
HMH was established in October
2021 following the merger between
MHWirth (previously 100 percent
owned by Akastor) and Baker
Hughes’ Subsea Drilling Systems
(SDS) business. Akastor owns 50
percent of the shares in HMH, with
the remaining shares owned by
Baker Hughes. HMH is classified
as a joint venture and accounted
for using the equity method in the
consolidated financial statements.
Key Figures1)
Amounts in USD million
2025
2024
Revenue
822 843
EBITDA (adj) 2)
167
168
EBITDA
160 162
Order intake
717 793
Equipment backlog 3)
115
205
NIBD (incl. shareholder loans)
239 289
1. The figures are presented on 100% basis
2. EBITDA (adj) excludes non-recurring expenses or costs defined as
outside of normal company operations
3. Equipment backlog defined as order backlog within Projects,
Products and Other
HMH is a global provider of drilling
solutions, engineering, projects,
equipment and services. At year-
end 2025, the company had
approximately 2 250 employees
inclusive contractors. HMH is
structured into three distinct
business segments:
• Aftermarket Services covers
services for installed drilling
equipment, including integrated
digital solutions.
• Spares comprises replacement
parts for installed equipment.
• Projects, Products & Other
encompasses drilling equipment
packages for new or reactivated
rigs, standalone drilling products,
and equipment for mining and
other industries.
Revenue for 2025 totalled USD
822 million, a 2 percent decrease
from USD 843 million in 2024. This
development reflected lower activity
within Spares versus the prior year,
partially offset by resilient activity in
Aftermarket Services.
Adjusted EBITDA for 2025 was USD
167 million, down around 1 percent
from 2024, implying an adjusted
EBITDA margin of 20.3 percent for
2025. The margin improvement was
supported by cost efficiencies and
inventory optimization through the
year.
Revenues from Projects, Products &
Other amounted to USD 224 million
in 2025, broadly in line with the
prior year, reflecting the conversion
ANNUAL REPORT 2025
PAGE 11
of strong 2024 order intake into
equipment deliveries during 2025.
Aftermarket Services delivered
USD 384 million in revenue in 2025,
compared to USD 366 million in 2024,
reflecting sustained activity across
the installed base and stable demand
for services and digital solutions.
Revenues from Spares ended at USD
214 million, compared to USD 248
million in 2024, as customer spending
moderated in a flatter rig‑activity
environment.
Total order intake for HMH was USD
717 million in 2025, compared with
USD 793 million in 2024. The decline
was mainly driven by lower intake
in Spares (USD 237 million in 2025
versus USD 270 million in 2024) and
in Projects, Products & Other (USD
125 million versus USD 197 million),
reflecting reduced product activity
and a flatter rig‑activity environment.
Intake in Service remained resilient at
USD 355 million in 2025, compared
with USD 326 million in 2024.
HMH continued to operate in a
market that remained challenging
through 2025, as deferred tendering
and contract delays earlier in the
cycle continued to affect rig activity
and, in turn, demand patterns for
equipment and services. Despite
this, the long-term outlook for
offshore drilling remains constructive,
with improving sentiment entering
2026 supported by recent contract
awards and increased visibility on
upcoming drilling programs. The
muted newbuild market is expected
to persist, but ongoing focus on fleet
upgrades and maintenance supports
continued activity in HMH’s core
aftermarket segments.
In December, HMH successfully
refinanced its outstanding bond
through the placement of a new USD
200 million senior secured bond with
a three-year tenor, strengthening its
financial position and extending its
debt maturity profile.
HMH continued its preparations for
a potential U.S. initial public offering
during 2025, with updated filings
submitted to the SEC. While market
conditions did not allow for a listing
during the year, the IPO remains
an important strategic objective
for both HMH and Akastor, with
timing dependent on capital market
developments.
Looking ahead, HMH will
maintain its focus on operational
performance, aftermarket growth,
technology development, and
selective M&A. A potential U.S.
listing remains a key priority for
Akastor as it seeks to create
liquidity and optionality around its
investment in HMH.
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
PAGE 12
AKOFS Offshore
AKOFS Offshore is a provider of vessel-
based subsea well installation and
intervention services to the oil and
gas industry. The company operates
three specialized offshore vessels -
AKOFS Santos, Aker Wayfarer and
AKOFS Seafarer - and had around 360
employees inclusive contractors at year-
end 2025.
Per year end 2025, Akastor owned 66.7
percent of the shares in AKOFS Offshore,
with the remaining shares owned by
Mitsui O.S.K. Lines. During 2025, Akastor
completed ownership‑related steps that
resulted in increased ownership from
50 percent to 66.7 percent, finalizing
the realignment agreed with Mitsui in
2024. AKOFS Offshore is classified as
a joint venture and accounted for using
the equity method in the consolidated
financial statements.
The company’s revenue was USD 138
million in 2025, broadly in line with
the previous year. Higher activity and
improved utilization on AKOFS Santos
compared with 2024 supported
revenues, while the scheduled
Class Renewal Survey (CRS) for
AKOFS Seafarer temporarily reduced
contribution from the vessel. EBITDA
decreased from USD 39 million in 2024
to USD 34 million in 2025, primarily
reflecting higher maintenance‑related
costs in Brazil as well as other
operational effects during the year.
AKOFS Offshore delivered another year
of solid operational performance in
2025, supported by strong activity levels
across the fleet. Both AKOFS Santos
and Aker Wayfarer continued to operate
under their contracts with Petrobras in
Brazil for subsea equipment installation
work. Aker Wayfarer delivered stable
operations throughout the year, with
annual revenue utilization of 96 percent,
while AKOFS Santos reported 93
percent for the year.
Key Figures1)
Amounts in USD million
2025
2024
Revenue and other income
138
139
EBITDA
34
39
EBIT
(7)
(2)
CAPEX and R&D capitalization
29
6
Net capital employed
283
271
Order intake
144
296
Order backlog
547
506
1. The figures are presented at 100 percent basis.
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
PAGE 13
AKOFS Seafarer also continued to
perform well under its long-term
Light Well Intervention contract with
Equinor. The vessel completed its
Class Renewal Survey (CRS) during
the year, which temporarily reduced
utilization but was executed according
to plan and budget. Total revenue
utilization for AKOFS Seafarer ended at
78 percent, with strong uptime outside
the yard period. From December 2025,
Seafarer transitioned into its exercised
option period with improved day rates,
enhancing forward earnings visibility.
During the year, AKOFS Santos was
formally awarded a new four‑year
MPSV contract with Petrobras,
commencing in early 2027. The
contract has a total value of USD 246
million, of which USD 144 million is
attributable to AKOFS Offshore and
was recognized as backlog during
2025. The agreement includes an
improved day rate and represents a
step in strengthening the long‑term
earnings profile of the company.
In January 2026, AKOFS Offshore
signed an amendment extending the
current contract for AKOFS Santos
to January 2027, ensuring a seamless
transition into the new contract
period. Ahead of commencement, the
vessel will undergo around 60 days of
preparations during 2026.
In February 2026, Aker Wayfarer
was awarded a four‑year SESV
contract with Petrobras, expected
to commence in the third quarter of
2027. The total contract value is USD
330 million, of which about USD 213
million will be revenue allocated to
AKOFS Offshore and included in the
company’s backlog. Together, these
commercial developments materially
enhance earnings visibility for AKOFS
Offshore in the coming years.
As noted previously, AKOFS Offshore
has for a period been affected by
relatively low investment levels among
oil companies, limiting available
prospects and impacting contract
terms. However, current market
conditions indicate potential for
improved revenues and earnings as
vessels transition onto new terms. This
is demonstrated by AKOFS Seafarer’s
newly commenced option period and
the day rate uplift associated with the
new Santos contract.
Entering 2026, AKOFS Offshore is
well positioned with a higher contract
backlog than the year before and
improving commercial terms driven
by recent contract awards and
higher day rates. AKOFS Seafarer
continues to operate at the enhanced
rate under the option period, Aker
Wayfarer will undergo its planned
Class Renewal Survey in the first
quarter before returning to operations,
and AKOFS Santos will complete
preparations for its new long-term
contract starting in early 2027.
While 2026 will be partly affected
by periods out of operation for both
Aker Wayfarer and AKOFS Santos,
the overall outlook is improving,
supported by updated commercial
terms through the forthcoming
contract commencements. Across the
fleet, AKOFS Offshore will continue
to prioritize high operational uptime,
disciplined execution, and the pursuit
of opportunities aligned with its core
strengths in subsea well construction
and intervention services.
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 14
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
PAGE 14
DDW Offshore
Through 2025, DDW Offshore owned
three mid-sized Anchor Handling
Tug Supply (AHTS) vessels, Skandi
Peregrino, Skandi Atlantic and Skandi
Emerald. Akastor holds 100 percent of
the shares in the company.
DDW Offshore delivered total
revenues of NOK 387 million in 2025,
compared to NOK 278 million in 2024.
EBITDA in 2025 ended at NOK 117
million, up from NOK 91 million in 2024,
driven by higher average utilization of
the fleet.
DDW Offshore’s activity in 2025 was
focused on delivering on its existing
backlog, with all three vessels active
during the year. Skandi Atlantic
commenced a new contract in
Australia at the beginning of January
2025 and remained continuously on
hire for the remainder of the year, with
total revenue utilization of 97 percent.
Skandi Peregrino faced certain
delays prior to commencement
but ultimately transitioned onto its
long-term contract secured in 2024
after completing mobilization and
preparations in Australia. The contract
commenced in June, after which
operations proceeded as planned.
Skandi Peregrino remained on hire for
the rest of the year, delivering total
revenue utilization of 50 percent.
Skandi Emerald continued on the
same contract held at year-end 2024,
operating for Petrofac in Australia
through late October 2025, including
several shorter contract extensions.
After completing the engagement,
the vessel demobilized to Singapore,
where it entered the spot market
ahead of its Class Renewal Survey
(CRS) in February 2026. Total revenue
utilization for 2025 amounted to 87
percent, and the vessel is available
from Singapore for new opportunities
following its CRS.
In the fourth quarter, DDW Offshore
refinanced its term loan through
a new USD 24 million Reducing
Revolving Credit Facility (RCF),
secured on improved terms that will
lower financing costs going forward.
In January 2026, DDW Offshore
completed the sale of Skandi Atlantic
for USD 22.75 million. Under the
terms of the new facility, the total
RCF commitment was reduced by
one‑third (USD 8 million) following
the divestment, and the company’s
debt position has been reduced
accordingly.
Across the fleet, 2025 represented
a year of executing the established
backlog and stabilizing operations
after earlier delays. With the sale of
Skandi Atlantic completed in early
2026, DDW Offshore will concentrate
on maximizing utilization and
commercial performance for the two
remaining vessels. The company
will continue to assess a range of
strategic alternatives for these units,
including operational deployment
and potential asset transactions,
consistent with market conditions and
Akastor’s value focused ownership
strategy.
Key Figures
Amounts in NOK million
2025
2024
Revenue and other income
387
278
EBITDA
117
91
EBIT
63
68
NCOA
36
25
Net capital employed
335
415
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 15
Other Holdings
Other Holdings at year‑end 2025
comprised an economic interest of
around 15 percent in NES Fircroft,
a 4.5 percent shareholding in ABL
Group, a 1.7 percent shareholding
in Maha Capital, and a 36 percent
shareholding in Føn Energy
Services. During 2025, parts of Føn
Energy Services’ business were
transferred to the newly established
company IKM Løfteteknikk, owned
by IKM (67 percent) and Akastor (33
percent). Following this transaction,
Føn Energy Services focuses
exclusively on offshore wind.
Total EBITDA for Other Holdings
for the year was negative NOK 76
million, driven primarily by corporate
costs. The EBITDA in 2024 was
positively impacted by other income
of NOK 630 million related to the
DRU arbitration award received. Net
Key Figures
Amounts in NOK million
2025
2024
Revenue and other income
3
644
EBITDA
(76) 558
EBIT
(79)
553
NCOA
(37) (109)
Net capital employed
631
891
Group Financial Performance
Akastor presents its consolidated
financial statements in accordance
with the International Financial
Reporting Standards (IFRS) as
adopted by the European Union.
All amounts below refer to the
consolidated financial statements
for the group, unless otherwise
stated. Please note that consolidated
revenue and operating profit in
Akastor only include financial
performance of subsidiaries, which
represents a minor part of Akastor’s
total net capital employed in the
portfolio companies.
Income Statement
Revenue and other income for 2025
was NOK 390 million, compared
to NOK 922 million in 2024. The
Revenue and other income in 2024
were positively affected by other
income of NOK 630 million related
to DRU arbitration award received.
Operating profit before interest,
tax, depreciation and amortization
(EBITDA) was positive NOK 41 million,
compared to positive NOK 648 million
in 2024.
Depreciation and impairment were
NOK 57 million in 2025, compared to
NOK 27 million in the previous year.
Net financial expenses were NOK
166 million in 2025, compared to net
financial income of NOK 1 006 million
in the previous year which included
interest compensation of NOK 717
million related to the DRU arbitration
award. Finance income and costs
include interest income and expenses
from receivables and borrowings,
fair value changes in financial assets
measured at fair value and net
foreign exchange loss. Akastor’s
share of net profit from the equity-
accounted investments was NOK 25
million, compared to net loss of NOK
1 million in 2024, mainly related to net
profit in HMH, offset by net loss in
capital employed decreased from
NOK 891 million at year‑end 2024 to
NOK 631 million at year‑end 2025.
The reduction was mainly attributable
to the realization of the Odfjell
Drilling shares, as well as valuation
adjustments and foreign exchange
effects related to NES Fircroft.
In January 2026, Akastor’s shareholding
in Maha Capital was fully divested for
total proceeds of SEK 37 million.
ANNUAL REPORT 2025
PAGE 16
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
AKOFS Offshore. Akastor no longer
recognizes further net loss from
AKOFS Offshore after the carrying
amount of the investment was
reduced to zero.
Net loss from continuing operations
was NOK 157 million, compared to net
profit of NOK 1 623 million in 2024. Net
profit from discontinued operations
was NOK 9 million compared to NOK
30 million in 2024, mainly related to re-
assessment of deferred consideration
on divestments from prior years. The
group had net loss of NOK 148 million
for the year, compared to net profit of
NOK 1 653 million in 2024.
Financial Position
Total assets of Akastor amounted to
NOK 6.0 billion as of December 31, 2025,
compared with NOK 6.7 billion at year-
end 2024. The reduction was primarily
driven by the realization of holdings as
well as foreign exchange effects.
As of December 31, 2025, Akastor had
a net cash position (excluding lease
liabilities) of NOK 40 million, while net
interest-bearing items were positive
NOK 841 million. Both the net cash
position and interest-bearing items
remained largely consistent with the
previous year.
Total equity amounted to NOK 5.3
billion at year-end 2025. The equity
ratio was 89 percent as of December
31, 2025, compared to 87 percent as of
December 31, 2024.
Cash Flow
As of December 31, 2025, Akastor had
cash of NOK 43 million, compared to
NOK 47 million as of December 31,
2024. Including an undrawn committed
credit facility of NOK 302 million and
a liquidity fund investment of NOK
276 million, the total liquidity reserve
amounted to NOK 621 million at year-
end 2025.
Net cash flow from investing activities
was positive NOK 221 million, compared
to negative NOK 761 million in 2024.
The cash flow from investing activities
included proceeds of NOK 222 million
from the divestment of shareholdings in
Odfjell Drilling.
Net cash flow from financing activities
amounted to negative NOK 274 million
which included cash dividends paid
of NOK 204 million as well as net
repayment of borrowings of NOK
66 million. The net cash flow from
financing activities in 2024 was
negative NOK 1 132 million mainly
related to repayment of Akastor’s
corporate loan facilities upon receiving
proceeds related to the DRU award.
Subsequent Events
In January 2026, DDW Offshore, a
subsidiary of Akastor ASA, completed
the sale of Skandi Atlantic for a
purchase price of USD 22.75 million.
Under the terms of DDW Offshore’s
revolving credit facility, the facility was
reduced by USD 8 million following
the divestment.
In January 2026, Akastor completed
the full realization of its holding in
Maha Capital for total proceeds of
SEK 37 million.
On February 23, 2026, Akastor
distributed a cash dividend to its
shareholders of NOK 0.4 per share (in
total NOK 109 million), based on the
2024 annual accounts.
Going Concern
The Board of Directors confirms that
the going concern assumption, on
which the financial statements have
been prepared, is appropriate.
Parent Company and
Allocation of Net Profit
The parent company Akastor ASA
is the ultimate parent company in
the Akastor group. Akastor ASA
has outsourced all management
functions to other companies within
the group, mainly Akastor AS. Akastor
ASA had a net profit of NOK 83 million
in 2025 (net profit of NOK 1 254 million
in 2024).
The company does not intend to
distribute regular or annual dividends.
Rather, dividend distributions will be
evaluated on an ongoing basis, taking
into account M&A activity, expected
cash flow, capital expenditure plans,
financing requirements and the need
to maintain appropriate financial
flexibility.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Consistent with the dividend
policy, Akastor carried out dividend
distributions during 2025, totalling
NOK 0.75 per share based on
the 2024 annual accounts. The
distribution was declared in
accordance with the authorization
granted to the Board of Directors at
the Annual General Meeting on April
24, 2025.
For the financial year 2025, the Board
of Directors proposes no further
dividend and that the net profit
for the year of NOK 83 million be
allocated to retained earnings.
Research, Innovation and
Technology Development
All research, innovation and
development initiatives are
performed by the Akastor portfolio
companies. Akastor ASA and its
consolidated entities performed no
such activity in 2025 or 2024.
Risk Management
Akastor and its portfolio companies
are exposed to various forms of
market, operational and financial risks
that may affect their performance,
strategic goals and reputation.
Akastor’s risk management model is
designed on the basis that Akastor
is an investment company with
an overall objective of securing
its shareholders’ investments and
developing the group’s assets in
order to provide the shareholders
with a solid return. Details on the Risk
management model is described in
the Corporate Governance statement,
which is included as a separate
section in this annual report.
Market Risks
Akastor’s portfolio of holdings is
primarily focused on the oilfield
services industry, leveraging the
company’s experience and expertise.
While Akastor has a flexible mandate,
its investments have traditionally
remained within this sector,
managing associated risks through
sound management systems rather
than broad industry diversification.
Whilst we have seen a moderation
in inflation and interest rates during
2025, geopolitical conflicts continue
to introduce macroeconomic
volatility, which is expected to
continue to impact markets in 2026.
This volatility may lead to reduced
industrial activity as well as delays
or shifts in transaction plans. As an
investment company, Akastor is
inherently exposed to risks related
to mergers, acquisitions, and
divestments, which become more
pronounced in volatile markets.
Uncertainty in valuations, reduced
capital flows, and shifting investor
sentiment can make transactions
more challenging to execute.
Operational risks are primarily
managed at the portfolio company
level through securing new orders
and securing sound project
execution. Akastor monitors these
efforts in line with its corporate
governance principles, mainly
through board participation in each
portfolio company. Risks associated
with divestments, mergers,
acquisitions, and other transactions
are managed and overseen by
Akastor’s investment team.
Financial Risks
Akastor faces various financial
market risks including currency,
interest rate, tax, price, credit,
counterparty, liquidity, and capital
risks, along with risks related to
financing access and terms. A
detailed discussion of these risks
can be found in Note 23 Financial
risk management in the group’s
consolidated financial statements.
The goal of financial risk
management is to minimize adverse
effects on Akastor’s financial position.
As of year-end 2025, Akastor holds
a net cash position which lessens its
reliance on external financing. The
primary credit exposure is linked to
financing arrangements within its
holdings, such as DDW Offshore’s
guarantee exposure and AKOFS
Santos financing.
Integrity Risks
All Akastor portfolio companies use
education and training to manage
integrity risks. Employees must
complete annual Code of Conduct
training. Managers and office-
based staff must conduct integrity
e-learning training and classroom
ANNUAL REPORT 2025
PAGE 18
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
double materiality assessment been
conducted.
This sustainability disclosure focuses
on Akastor’s performance as a group
company and employer, aligned with
the scope of the financial reporting in
Akastor’s annual report. The scope of
disclosure in this report is on Akastor
ASA as a consolidated investment
company. Akastor’s two main
industrial holdings, HMH and AKOFS
Offshore, issue separate reporting on
sustainability and which is available
on their websites.
Environmental matters
As an investment company, Akastor’s
direct environmental footprint is
not significant. However, Akastor’s
primary investments reside in the
oil and gas industry, and where the
environmental footprint is more
substantial and where there is a focus
to conduct its operations in a manner
that minimizes negative environmental
impact. Simultaneously, Akastor’s
portfolio companies contribute in
the energy transition by offering
advanced services and products
that enable clients to produce
conventional energy sources as
courses. Specific roles with higher
integrity risks receive tailored training.
High-risk hired-in personnel and
third-party representatives also
receive integrity training. Training
must be completed and reported
within six months of employment or
new session publication.
Akastor has a whistleblowing system
for reporting breaches of the Code of
Conduct or other guidelines, open to all
stakeholders. Employees are required
to report breaches and encouraged
to report compliance concerns.
Climate Risks
The primary climate-related risks
that Akastor faces stem from the oil
service industry’s exposure to the
risks linked with a transition to a lower
carbon-intensive industry. For a more
detailed description of these risks and
how they are monitored and managed,
reference is made to the section
below; “Sustainability Information”.
D&O insurance
The directors and officers of Akastor
companies are covered under a
Director & Officer’s Liability Insurance
(D&O). The insurance covers personal
legal liabilities including defence-
and legal costs. The officers and
directors of the parent company and
all subsidiaries globally (owned 50
percent or more) are covered by the
insurance. The cover also includes
employees in managerial positions or
employees who become named in a
claim or investigation.
Sustainability Information
Akastor ASA is subject to annual
sustainability reporting requirements
pursuant to section 2-4 (6) of the
Norwegian Accounting Act and
provides as below an overview of
the company’s sustainability-related
priorities, policies, and key indicators,
based on the information available to
management at the date of approval
of the annual report. The information
has been prepared with reference
to the principles underlying the
Voluntary Sustainability Reporting
Standard for non-listed SMEs (VSME)
developed by EFRAG, ref. section 2-4
(8) of the Norwegian Accounting Act.
It is not intended that the content
herein shall constitute a complete
sustainability report, nor has a formal
efficiently as possible. This approach
ensures access to secure and
affordable energy while minimizing
the carbon footprint as much as
possible. Additionally, it helps avoid
increases in other, potentially more
environmentally damaging, energy
sources.
As an investment company, Akastor’s
exposure to both transition and
physical risks is directly related to
the risks identified by its portfolio
companies. The principal climate-
related risks facing Akastor stem
from its industrial investments in the
oil and gas sector, particularly in the
context of the industry’s transition
towards a low-carbon economy and
the broader replacement of fossil
fuel-based energy with renewable
energy sources.
Akastor monitors compliance with
its expectations, including on ESG
matters, primarily through board
representation in its industrial and
financial holdings. Each industrial
holding evaluates climate-related
risks and opportunities as part of its
annual risk assessment and reports
regularly to Akastor on these matters.
PAGE 19
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Emission reporting
The emission report focuses on
carbon emissions, particularly
CO2. Aligned with the Greenhouse
Gas Protocol (GHG-protocol), we
categorize emissions into Scope 1
(direct emissions), Scope 2 (indirect
emissions from purchased electricity)
and Scope 3 (other indirect emissions).
Scope 3 emissions are limited to
waste and air travel emissions both
for Akastor and for HMH and AKOFS
Offshore.
Social matters – Employees and
working conditions
The Akastor organization relies on
a small group of key professionals,
making it crucial to maintain a
positive work environment and retain
skilled staff. Akastor encourages skill
development and sharing knowledge.
Akastor is committed to equal
opportunity and non-discrimination.
Employees receive competitive
benefits, including on-site health
center, insurance for occupational
injuries, accidents, sickness, disability,
travel, and insurance for group life.
At year-end 2025, Akastor ASA’s
board comprised five directors, of
which two are female directors. On
a consolidated basis, Akastor had
9 employees (FTE) as of December
31, 2025, and the male/female ratio
was 2/1. Akastor regularly assesses
whether the principle of equal pay for
equal work has been implemented,
both in its own organization as well
as in the companies it owns. No
significant differences have been
identified.
Social matters – Human rights
The company is committed to
respecting fundamental human rights
as set out in internationally recognized
standards. Given the nature of the
business, the Board assesses the
risk of adverse human rights impacts
to be limited. For more information,
please refer to the Transparency Act
Statement released by the Board,
which can be found on Akastor’s
website.
Akastor consolidated GHG emissions report
Scope 1 (direct emissions)
2025
2024
DDW Offshore1)
Vessel fuel
29 813 tCO2e
23 066 tCO2e
Scope 2 (indirect emissions from purchased electricity)
Akastor
Office electricity, heating and cooling
1 tCO2e
1 tCO2e
Scope 3 (other indirect emissions)
Akastor
Air travel and waste
73 tCO2e
172 tCO2e
AKOFS Offshore2)
67%/50% of Scope 1, 2 and 3
34 014 tCO2e
25 281 tCO2e
HMH
50% of Scope 1, 2 and 3
4 019 tCO2e
9 167 tCO2e
Total Akastor
Sum of Scope 1, 2 and 3
67 920 tCO2e
57 687 tCO2e
1) Increase in 2025 due to one vessel not on contract for half year of 2024
2) Increase in 2025 due to increased ownership from 50% to 67% in 2025
Key Figures on Social in Akastor
2025
2024
Number of employees
9 FTEs
9 FTEs
Employee turnover
0%
9%
Nationalities represented
4
5
Share of women
33%
40%
Sick leave
1%
≤ 1%
ANNUAL REPORT 2025
PAGE 20
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Corporate Governance
Corporate governance is a
framework of values, responsibilities
and governing documents to control
the business and ensure sustainable
value creation for shareholders
over time. Corporate governance
is a priority for Akastor’s Board
of Directors, management, and
employees, as well as in managing
Akastor’s portfolio companies.
Sustainability considerations are
integrated into the company’s
business strategy, risk management
and internal control processes to the
extent deemed appropriate given the
size, nature and complexity of the
company’s operations.
Akastor takes pride in active
ownership, which means using all
available tools as an owner. This
approach includes:
• Identify and pursue opportunities:
Akastor’s investment team seeks
transactional and structural
opportunities to add value to
portfolio companies.
• Collaborate with co-owners: We
ensure cooperation with co-
owners through transparency,
trust, and adherence to governing
documents like shareholder
agreements.
• Implement governance models:
Establish and enhance governance
models for each portfolio
Fornebu, March 17, 2026 I Board of Directors of Akastor ASA
Frank O. Reite
Chairperson
Lone Fønss Schrøder
Deputy Chairperson
Svein Oskar Stoknes
Director
Eva Sagemo
Director
Luis Antonio G. Araujo
Director
Karl Erik Kjelstad
CEO
company, continuously seeking
improvements.
• Exercise management through
directorships: Appoint directors
in each company to oversee
operations and collaborate
with management for value
enhancement.
• Support key functional disciplines:
Akastor’s corporate team works
with industrial holdings on finance,
treasury, tax, legal, compliance,
and ESG through regular reports
and meetings to ensure quality
performance and mitigate risks.
It is the responsibility of the Board
of Directors of Akastor to ensure
that the company implements
sound corporate governance. The
audit committee supports the
Board in safeguarding that the
company has internal procedures
and systems in place to ensure that
corporate governance processes
are effective. Akastor’s corporate
governance principles are based
on the Norwegian Code of Practice
for Corporate Governance and
are designed to secure the
shareholders’ investment through
value creation and to ensure good
control with the portfolio companies.
The corporate governance principles
are included in this annual report and
available on the company’s website
www.akastor.com.
ANNUAL REPORT 2025
PAGE 21
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
The Board of Directors and the CEO have today considered and approved the annual report and financial statements for the Akastor group and its parent
company Akastor ASA for the year ended on December 31, 2025. The Board has based this declaration on reports and statements from the group’s CEO and/or on
the results of the group’s activities, as well as other information that is essential to assess the group’s position which has been provided to the Board of Directors.
To the best of our knowledge:
• The financial statements for 2025 for Akastor group and its parent company have been prepared in accordance with all applicable accounting standards.
• The information provided in the financial statements gives a true and fair portrayal of the group and its parent company’s assets, liabilities, profit and overall financial
position as of December 31, 2025.
• The annual report provides a true and fair overview of the development, profit and financial position of Akastor group and its parent company, as well as the most
significant risks and uncertainties facing the group and the parent company.
Declaration by the Board
of Directors and CEO
Fornebu, March 17, 2026 I Board of Directors of Akastor ASA
Frank O. Reite
Chairperson
Lone Fønss Schrøder
Deputy Chairperson
Svein Oskar Stoknes
Director
Eva Sagemo
Director
Luis Antonio G. Araujo
Director
Karl Erik Kjelstad
CEO
PAGE 22
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
Corporate Governance
Statement
Corporate governance is a framework of values,
responsibilities and governing documents to
control the business and ensure sustainable
value creation for shareholders over time.
Sound corporate governance shall ensure that
appropriate goals and strategies are adopted,
that the strategies are implemented in a good
manner and that the results achieved are subject
to measurement and follow-up.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
1. The Corporate Governance
Report
Basis for this Report
The corporate governance principles
of the group are laid down by the
Board of Directors of Akastor ASA
(“Akastor” or the “company”). The
principles are based on the Norwegian
Code of Practice for Corporate
Governance dated 28 August
2025 (the «Code of Practice»), the
regulations set out in the Rulebook
II of Euronext Oslo Børs (the stock
exchange in Oslo) and the relevant
Norwegian background law such as
the Norwegian Accounting Act and
the Norwegian Public Limited Liability
Companies Act. The Code of Practice
may be found at www.nues.no and
the Euronext Oslo Børs Rulebook II
may be found at www.euronext.com.
Norwegian laws and regulations are
available at www.lovdata.no.
This report outlines how Akastor has
implemented the Code of Practice.
Deviations from the Code of Practice
are addressed under the relevant
sections. In general, the Akastor board
only approves deviations that the
Board believes contributes to value
creation for its stakeholders.
In addition to the Code of Practice, the
Norwegian Accounting Act section
2-9 stipulates that companies must
provide a report on their policies and
practices for corporate governance
either in the annual report or in a
document referred to in the annual
report. Such report is integrated in
the below corporate governance
statement.
Governance Structure
Akastor is an oilfield services
investment company with a portfolio
of industrial holdings and other
investments. The company has a
flexible mandate for active ownership
and long-term value creation.
As of December 31, 2025, Akastor’s
portfolio consists of DDW Offshore,
50 percent of the shares in HMH,
66.7 percent of the shares in AKOFS
Offshore, 15 percent economic
ownership in NES Fircroft, 36 percent
of shares in Føn Energy Services,
in addition to other holdings and
investments, with a total net capital
employed of NOK 4.5 billion.
Other investments mainly include
shareholdings in ABL Group, Maha
Capital (which was divested in
January 2026) and an investment in
Aker Pensjonskasse.
It is the responsibility of the Board
of Directors of Akastor to ensure
that Akastor and its portfolio of
companies implement sound
corporate governance. The
Board of Directors evaluates this
corporate governance statement
on an annual basis. The Board’s
audit committee also evaluates the
corporate governance statement
as well as other key policies and
procedures pertaining to compliance
and governance. Compliance
with, and implementation of these
corporate governance guidelines are
continuously evaluated by the Board
and said committee; inter alia by
way of the Board being the decisive
body for the company’s defined
management and reporting structure,
which include regular reporting.
Policies and Procedures
Akastor has a total of eleven
corporate policies providing business
practice guidance within a number of
key areas, all of which are reviewed
and updated on an annual basis.
These policy documents express
the overall position of the group with
regard to for instance compliance,
integrity and governance. The
policies provide instructions and
expectations that apply to the
portfolio companies and to individual
employees in order to ensure that the
group’s operations are in compliance
with internal and external regulatory
framework. In addition, the portfolio
companies are independent and self-
sufficient entities that implement their
own governance model and policies
specific to their business.
Values and Code of Conduct
Akastor aims to develop and refine
its portfolio of companies as stand-
alone enterprises, with the goal of
maximizing the value potential of
each entity. The company works to
develop the business models of the
portfolio companies, capitalize on
their market positions and promote
aftersales services for the equipment
and systems delivered. The current
investments are within the oilfield
services sector, but the company has
a flexible mandate for active ownership
and long-term value creation.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor has an opportunistic
approach and will continue to own
the portfolio companies as long as
Akastor creates more value than
alternative owners.
Akastor wishes to contribute to
sustainable social development
through responsible business
practices. The company’s Code of
Conduct is a handbook that applies
to all employees and provides
guiding on what Akastor considers
to be responsible ethical conduct.
The Code of Conduct provides a
framework of core corporate values
which reflects Akastor’s prudent
business practice and shall be
reflected in every aspect of our
operations. The ethical guidelines
and other governing documents of
the group have been drafted on the
basis of these core corporate values.
2. Business
The objectives of the company, as
defined in its articles of association,
are «to own or carry out industrial
and other associated businesses,
management of capital, and
other functions for the group,
and to participate in or acquire
other businesses». The articles of
association are available at www.
akastor.com.
The principal strategies of the
group are presented in the annual
report. To ensure value creation
for its shareholders, the Board
of Directors annually performs a
designated strategy process where
it sets objectives and targets for the
company, assesses risk, evaluates
the existing strategy and approves
any significant changes. Information
concerning the financial position and
principal strategies of the company,
and any changes thereto is disclosed
to the market in the context of the
company’s quarterly reporting and in
designated market presentations as
well as at www.akastor.com.
Corporate Responsibility
Akastor takes an active approach to
corporate responsibility. Corporate
responsibility in Akastor is about
making prudent business decisions,
with minimum risk to reputation,
brand and the future sustainability
of our business. As an active owner,
it also means that Akastor shall
work to promote that its portfolio
companies makes similar prudent
business decisions. The main
focus of corporate responsibility
activities in Akastor, defined in our
Integrity Policy, is to work against
corruption, to respect human rights
and to care for health, safety and
the environment. In the Akastor
Sustainability Policy it is described
how Akastor aims to integrate
sustainability in its investment
processes and engages with the
portfolio companies. Akastor’s
primary stakeholders are the
shareholders (existing and potential),
customers of its portfolio companies
and employees of the Akastor group.
Akastor has an ongoing stakeholder
dialogue, media analysis and investor
presentations, which provide
important input to Akastor’s work on
corporate responsibility topics. All our
portfolio companies are expected
to ensure integration of stakeholder
engagement and a strong corporate
responsibility in their operations.
Further information in respect of the
corporate social responsibility can be
found under the section Sustainability
Information in the Board of Directors’
Report in this annual report for 2025.
3. Equity and Dividends
Equity
The management and the Board
regularly monitor that the group’s
equity and liquidity are appropriate
for its objectives, strategy and risk
profile. The equity of the group as
per December 31, 2025 is NOK 5 335
million, which represents an equity
ratio of 89 percent. The management
of financial risk is further described in
the annual report.
Dividend Policy
The general meeting is the decisive
corporate body for dividend
decisions. At the annual general
meeting, there is a practice of
granting a standing authority to
the Board of Directors to approve
payment of dividends based on the
latest approved annual accounts, cf.
Public Limited Liability Companies Act
section 8-2, second paragraph.
Over time, the aim is that Akastor’s
shareholders shall receive a
competitive return on their investment
either through cash dividends or
increase in the share price, or both. The
company does not intend to distribute
regular or annual dividends but will
consider dividends on an ongoing
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
basis taking into consideration the company’s
M&A activities, expected cash flow, capital
expenditure plans, financing requirements
and appropriate financial flexibility.
Authorizations for the Board of Directors
Proposals from the Board of Directors
for future authorizations for share capital
increases, share buy-backs or similar shall
be for defined purposes, such as share
purchase programs and acquisitions of
companies, and shall remain in effect until
the next annual general meeting.
The company’s annual general meeting
on 24 April 2025 resolved to authorize the
Board to purchase treasury shares for
three purposes for utilization, all of which
were subject to separate voting under the
general meeting: (i) purchase of treasury
shares to be used as transaction currency
in connection with acquisitions, mergers,
demergers and other transactions, (ii)
purchase of treasury shares to be sold and/
or transferred to employees and directors
under share purchase programs and (iii)
purchase of treasury shares for the purpose
of investment or for subsequent sale or
deletion of such shares. The authorizations
were all limited to ten percent of the share
capital. The Board’s authorizations to
purchase treasury shares are valid for the
period until the date of the annual general
meeting in 2026. No shares were bought
by the company in 2025 pursuant to the
authorizations to the Board of Directors. As
of December 31, 2025, the company holds
1 441 869 own shares.
In addition, the annual general meeting in
2025 granted the Board of Directors the
mandate to approve the distribution of
dividends based on the company’s annual
accounts for 2024 as set out in the Public
Limited Liability Companies Act section 8-2,
second paragraph. The mandate is valid
for the period until the date of the annual
general meeting in 2026. Based on this
mandate, the Board approved payment
of cash dividends in July and October in
2025 (an additional cash dividend was also
approved in February 2026).
There are no current provisions in the
articles of association of the company or
power of attorney from the general meeting
which grant the Board of Directors the
mandate to issue or buy back of shares in
the company for the purposes of capital
increases.
Share Purchase Programs
There are currently no active share
purchase programs in place in Akastor.
4. Equal Treatment of Shareholders
and Transactions with Related Parties
The company has only one class of shares,
and all shares carry equal rights. Existing
shareholders shall have pre-emptive rights
to subscribe for shares in the event of
share capital increases, unless otherwise
indicated by special circumstances. If the
pre-emptive rights of existing shareholders
are waived in respect of a share capital
increase, the reasons for such waiver shall
be explained by the Board of Directors.
Transactions in own shares are effected via
Oslo Børs.
The largest shareholder of Akastor, Aker
Holding AS, is wholly-owned by Aker ASA,
which in turn is controlled by Kjell Inge
Røkke through TRG Holding AS and The
Resource Group TRG AS. As of December
31, 2025, Aker Holding AS owns 36.7% of
the shares in Akastor ASA, which is an
associated company of Aker ASA.
The Board of Directors is of the view that
it is positive for Akastor that Aker ASA
assumes the role of an active owner and is
actively involved in matters of importance
to Akastor and to all shareholders.
The cooperation with Aker ASA offers
Akastor access to special know-how and
resources within strategy, transactions
and funding. Moreover, Aker ASA offers
network and negotiation resources from
which Akastor benefits in various contexts.
This complements and strengthens
Akastor without curtailing the autonomy
of the group. It may be necessary to offer
Aker ASA special access to commercial
information in connection with such
cooperation. Any information disclosed
to Aker ASA’s representatives in such
a context is subject to confidentiality
undertakings and disclosure regulations in
compliance with applicable laws.
Aker ASA (or its subsidiaries) are not
deemed, within the meaning of the Public
Limited Liability Companies Act, to be
a related party of Akastor. The Board of
Directors and the executive management
team of Akastor are nevertheless
conscious that all relations with Aker ASA
shall be premised on commercial terms
and structured in line with arm’s length
principles.
In the event of any material transactions
between the company and shareholders,
directors, senior executives, or related
parties thereof, which do not form part
of the ordinary course of the company’s
business, the Board of Directors shall
arrange for an independent assessment.
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
The same shall, generally speaking,
apply to the relationship between
Akastor and Aker ASA related
companies.
In respect of the above, the «Related
parties» note to the consolidated
financial statements contains
information on the most significant
transactions between Akastor and
companies within the Aker ASA
group.
5. Freely Negotiable Shares
The shares are listed on the Oslo
Børs and are freely transferable. No
transferability restrictions are laid
down in the articles of association.
There are no restrictions on the
party’s ability to own, trade or vote for
shares in the company.
6. General Meetings
Attendance, Agenda and Voting
The general meetings in Akastor will
be conducted electronically. The
decision to hold virtual meetings
without the possibility to attend a
physical meeting, is partly due to the
requirements in the Public Limited
Liability Companies Act section
5-8, third paragraph, letter b, and
partly for practical considerations.
The shareholders will be invited to
participate online via PC, phone or
tablet, and a description of how to
participate is included in the notice
of general meeting that will be
announced. By participating online,
shareholders will receive a live
webcast from the general meeting,
the opportunity to ask written
questions, and vote on each of the
items. The company encourages
shareholders to attend the general
meetings.
It will also, like previous years, be
possible to vote in advance or give a
proxy before the meetings. Notices
convening general meetings, including
comprehensive documentation
relating to the items on the agenda,
including the recommendation of
the nomination committee, will be
made available on the company’s
website no later than 21 days prior to
the general meeting. The articles of
association of the company stipulate
that documents pertaining to matters
to be deliberated by the general
meeting shall only be made available
on the company’s website, and not
normally be sent physically by post to
the shareholders unless required by
statute.
The following matters are typically
decided at the annual general
meeting, in accordance with the
articles of association of Akastor ASA
and Norwegian background law:
• Election of the nomination
committee and stipulation of the
nomination committee’s fees;
• election of shareholder
representatives to the Board of
Directors as well as stipulation of
fees to the Board of Directors;
• election of the external auditor and
approval of the auditor’s fee;
• approval of any amendments
to the Board of Directors’ policy
regarding stipulation of salary and
other remuneration to the executive
management, if any;
• advisory vote on the Board of
Directors’ report on remuneration to
the executive management;
• approval of the annual accounts
and the Board of Directors’ report,
including distribution of dividend;
and
• other matters which, by law or
under the articles of association,
are the business of the annual
general meeting.
The deadline for registering intended
attendance is as close to the general
meeting as possible. Information
concerning both the registration
procedure, online participation and
the filing of proxies is included in the
notice convening the general meeting
and on the registration form. The
company also aims to structure, to
the extent practicable, the proxy form
such as to enable the shareholders
to vote on each individual item on the
agenda.
Chairperson and other attendance
The articles of association stipulate
that the general meetings shall be
chaired by the chair of the Board of
Directors or a person appointed by
said chairperson. According to the
Code of Practice the Board should
however «make arrangements to
ensure an independent person to
chair the general meeting». Thus,
the articles of Akastor ASA deviate
from the Code of Practice in this
respect. This has its background in
a long-lasting tradition in Akastor.
Having the chair of the Board chair
the general meeting also simplifies
the preparations for the general
meetings significantly.
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
In addition to the chair of the Board,
the CEO and the auditor regularly
attends the general meetings as per
statutory requirements. However, it is
not a practice in Akastor to arrange
for the chair of the nomination
committee or the other directors
of the Board to attend the general
meeting, which is not consistent with
the NUES recommendation. However,
the existing practice is considered
sufficient for Akastor.
Election of Directors
It is a priority for the nomination
committee that the Board of
Directors shall work in the best
possible manner as a team, and that
the background and competence
of the directors shall complement
each other. As a consequence, the
nomination committee has therefore
traditionally proposed that the
shareholders are invited to vote on
the full board composition proposed
by the nomination committee as
a group, and not on each director
separately. Which is a deviation from
the Code of Practice stipulating
that shareholders should be able to
vote for the individual candidates.
However, this practice will be
changed as from the 2026 general
meeting, whereby the nomination
committee will suggest that it is
voted separately on each candidate
nominated for election.
Minutes
Minutes of general meetings will be
published as soon as practicable
on the announcement system of
Oslo Børs, www.newsweb.no (ticker:
AKAST), and at www.akastor.com.
7. Nomination Committee
The articles of association stipulate
that the company shall have
a nomination committee. The
nomination committee shall have
no less than three members, who
shall normally serve for a term of
two years. However, in line with the
revised practice regarding the terms
of office for directors (see section 8),
as from the general meeting in 2026,
it is proposed that the nomination
committee is elected for one-year
terms. The current members of the
nomination committee are Ingebret
G. Hisdal (chairperson), Charlotte
Håkonsen, Kjetil E. Stensland and
Hilde K. Ramsdal (deputy member).
Ramsdal was re-elected as
deputy member in 2025 for a new
term of two years, whilst Hisdal,
Håkonsen and Stensland will be up
for re-election this year. Charlotte
Håkonsen and Hilde K. Ramsdal are
employed by Aker ASA. No members
of the nomination committee are
employed by, or directors of, Akastor.
The majority of the members of
the nomination committee are
independent of both Akastor’s
Board of Directors and the executive
management of the company.
The committee’s recommendations
(relating to particularly the Board of
Directors and their remuneration)
shall address how the new board
candidates will attend to the interests
of the shareholders in general and
fill the requirements of the company,
including with respect to competence,
capacity and independence.
The composition of the nomination
committee shall reflect the interests
of all shareholders and ensure
independence from the Board
of Directors and the executive
management. The members and
the chairperson of the nomination
committee are appointed by the general
meeting, which also determines the
remuneration of the committee.
The annual general meeting has
approved the instructions for the
nomination committee governing the
work and duties of the nomination
committee. According to these
instructions, the committee shall
emphasize that candidates for the
Board have the necessary experience,
competence, and capacity to perform
their duties in a satisfactory manner. A
reasonable representation with regard
to gender and background should
also be emphasized.
The chairperson of the nomination
committee has the overall
responsibility for the work of the
committee. In the exercise of its
duties, the nomination committee may
contact, among others, shareholders,
the Board, management, and
external advisors. The nomination
committee shall also ensure that its
recommendations are endorsed by
the largest shareholders.
Information concerning the
nomination committee and deadlines
for making suggestions or proposing
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
candidates for directorships will be
made available on the company’s
website, www.akastor.com when
there are candidates up for election.
8. Composition and
Independence of the Board of
Directors
Composition
The general meeting appoints the
Board based on the proposal from
the nomination committee, cf. the
Public Limited Liability Companies
Act section 6-3, first paragraph.
The proposal of the nomination
committee will normally include a
proposed candidate for appointment
as chairperson of the Board of
Directors. The Board of Directors
appoints its own deputy chairperson.
According to the Public Limited
Liability Companies Act, the directors
have traditionally been appointed
for a term of two years at a time, but
this practice will be amended and as
from the general meeting in 2026 the
directors will be appointed for a term
of one year at a time. The articles of
association of Akastor stipulate that
directors may be elected for a period
of one to three years.
Akastor’s articles of association
stipulate that the Board of Directors
shall comprise five to ten persons.
In addition, up to three deputy
members may be appointed. As per
December 31, 2025, the Board of
Directors comprised five shareholder
elected directors.
At the general meeting in 2026 there
is a proposal to amend the Articles
of association of the Company
to stipulate that directors may be
elected for a period of one to two
years (not three years), and that the
Board shall consist of four to eight
persons (not five to ten).
The company encourages the
directors to hold shares in the
company. The shareholdings of the
directors as of December 31, 2025 will
be set out in the 2025 remuneration
report. The chairperson Frank O.
Reite and the directors Lone Fønss
Schrøder and Svein Oskar Stoknes
are currently shareholders in Akastor.
The Board composition, including
information about the directors’
background and expertise, is detailed
in the annual report for 2025.
Independence
A majority of the directors elected by
the shareholders are independent
of the executive personnel and
important business associates
of Akastor. None of the executive
personnel of the company are
members of the Board of Directors.
The composition of the Board of
Directors aims to ensure that the
interests of all shareholders are
attended to, and that the company
has the know-how, resources, and
diversity it needs at its disposal.
Among the five shareholder-elected
directors, the majority are deemed
independent from the company’s
largest indirect shareholder, Aker ASA.
9. The Work of the Board of
Directors
Procedures
For each calendar year, the Board
plans for its work and meetings.
Furthermore, there are rules of
procedure for the Board of Directors
and Chief Executive Officer, which
govern areas of responsibility,
duties and the distribution of roles
between the Board of Directors, the
chairperson of the Board of Directors
and the Chief Executive Officer. The
rules of procedure for the Board of
Directors also include provisions
on convening and chairing board
meetings, decision making, the duty
and right of the Chief Executive
Officer to disclose information to
the Board of Directors, the duty of
confidentiality, etc. According to the
company’s articles of association,
each of the directors elected by the
shareholders will serve for a period of
one to three years pursuant to further
decision by the general meeting. This
to provide the nomination committee
with the flexibility to propose varying
terms of service for the candidates.
Akastor has prepared guidelines as
part of its rules of procedure for the
Chief Executive Officer and Board of
Directors ensuring that directors and
the Chief Executive Officer notify the
Board of Directors if they have any
material direct or indirect personal
interest in any agreement concluded
by the group. The guidelines stipulate
that the directors and the Chief
Executive Officer shall not participate
in the preparation, deliberation,
or resolution of any matters that
are of such special importance to
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
themselves, or any of their related
parties, so that the person in
question must be deemed to have
a prominent personal or financial
interest in such matters. The relevant
board member or the Chief Executive
Officer shall raise the issue of his or
her competence whenever there may
be cause to question it, and each
director is the primary responsible for
adopting the correct decision as to
whether he or she should step down
from participating in the discussion of
the matter at hand.
In general, as further stipulated
in Akastor’s principles for related
party transactions, directors of
Akastor should be cautious in
participating in the consideration of
issues where a potential conflict of
interest or conflict of role may arise,
undermining the confidence in the
decision process. Such person may
not participate in board discussions
of more than one company that is
part of the same agreement, unless
the companies have common
interests. These assessments
will be carried out on a case-by-
case basis; in most events, and
as a starting point, by the relevant
directors themselves, but often also
in cooperation with internal and/or
external legal counsel.
The above principles will normally
also be applied if Akastor contracts
with other companies in which
said board members hold direct
or indirect ownership interests
that exceed, in relative terms, their
ownership interests in Akastor.
If grounds for legal incapacity are
established, the relevant board
member will, as a ground rule,
not be granted access to any
documentation prepared to the
Board of Directors for the deliberation
of the agenda item in question.
In general, Akastor applies a
strict norm as far as competence
assessments are concerned. In cases
where the chairperson of the Board
of Directors does not participate
in the deliberations, the deputy
chairperson of the Board of Directors
chairs the meeting.
As far as the other officers and
employees of Akastor are concerned,
transactions with related parties and
conflicts of interest are comprehensively
addressed and regulated in the
group’s Code of Conduct.
Meetings
The Board of Directors will hold board
meetings whenever needed, but
normally six to twelve times a year.
The need for extraordinary board
meetings may typically arise because
the internal authorization structure of
the company requires the Board of
Directors to deliberate and approve
material contracts or in relation
to M&A transactions. Whilst the
deadlines for such submission often
change, it is difficult to fit this into the
calendar of ordinary board meetings.
The Board of Directors held six
board meetings in 2025. In addition,
two meetings were held by way of
circulation of documents, as per
section 6-19 (1) of the Norwegian Public
Limited Liabilities Companies Act. The
aggregate attendance rate at the Board
meetings was close to 100 percent.
The Matters Discussed by the Board
of Directors
The Chief Executive Officer prepares
cases for deliberation by the Board
of Directors in cooperation with the
chairperson of the Board. Endeavours
are made to prepare and present
matters in such a way that the Board
of Directors is provided with an
adequate basis for its deliberations.
The Board of Directors has overall
responsibility for the management
of Akastor and shall, through the
Chief Executive Officer, ensure that
its activities are organized in a sound
manner. The Board of Directors shall
adopt plans and budgets for the
business, and keep itself informed
of the financial position of, and
development within, the company.
This encompasses the annual
planning process of Akastor, with the
adoption of overall goals and strategic
choices for the group, as well as
financial plans, budgets, and forecasts
for the group and the portfolio
companies. The Board of Directors
performs annual evaluations of its
work and its know-how.
Audit Committee
Akastor will have an audit committee
comprising two to four of the
directors. The audit committee
currently comprises the directors
Lone Fønss Schrøder (chair) and
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Eva Sagemo. The audit committee is
independent from the management.
At least one of the members of the
audit committee shall have either
formal qualification within accounting
or auditing, or relevant experience and
skills within the same. Both members
Fønss Schrøder and Sagemo have
such relevant experience and skills.
The audit committee has a mandate
and a working method that complies
with statutory requirements. The
audit committee mandate forms
an integrated part of the rules of
procedures for the Board of Directors.
The committee will participate, on
behalf of the Board of Directors, in
the quality assurance of guidelines,
policies, and other governing
instruments in Akastor. The audit
committee performs a qualitative
review of the quarterly and annual
reports of Akastor, including Akastor’s
reporting on sustainability and other
non-financial matters. Significant
judgment calls (uncertain estimates)
made in the financial statements
in the quarter are reviewed by
the audit committee. The audit
committee further supports the
Board of Directors in safeguarding
the company’s enterprise risk
management, which includes
overseeing financial risks, compliance
risks as well as risks related to
sustainability and cyber security. The
audit committee reviews the status on
internal controls on an annual basis.
In order to safeguard appropriate
processes and assessments, the
Board’s audit committee shall also
review major M&A transactions as
well as related party transactions
which are not part of the company’s
ordinary course of business, unless
such related party transactions are
immaterial.
Akastor currently has no
remuneration committee as the
experiences from having such
showed more merit in discussing
matters comprised by this
committee’s mandate with all
directors present. As of December
31, 2025, there are no other
board committees than the audit
committee. The Board does not
envisage appointing any further
board committees in 2026.
The Board evaluates its performance
and qualification annually. A summary
of the evaluation was made available
to the nomination committee.
10. Risk Management and
Internal Control
Governing Principles
The Board of Directors shall ensure
that Akastor has sound internal
control and systems for risk
management that are appropriate
in relation to the extent and nature
of the company’s activities. The
audit committee supports the
Board of Directors in safeguarding
that the company has internal
procedures and systems that
ensure good corporate governance,
stakeholder engagement, effective
internal controls and proper risk
management, particularly in relation
to financial reporting. The Chief
Financial Officer reports directly
to the audit committee on matters
relating to financial reporting,
financial risks and internal controls.
Akastor has implemented an
internal system for reporting serious
matters such as breaches of ethical
guidelines and violations of the law,
which is also available to external
parties at www.akastor.com.
Risk Management
Akastor and its portfolio companies
are exposed to a variety of market,
operational and financial risks. The
Board of Directors carries out an
annual review of the company’s most
important areas of exposure to risk
and its internal control arrangements.
Being an investment company, the
main objective of Akastor is to create
value for its shareholders. Potential
impacts on the net asset value, share
price or predictability of earnings
are therefore key parameters in
the Board’s risk evaluation. Sound
risk management throughout
the organization, including by its
portfolio companies and industrial
holdings, is recognized by Akastor
as an invaluable tool in the process
of achieving strategic, financial
and operational goals while at the
same time ensuring compliance
with regulatory requirements and
adherence to high integrity standards.
Risk evaluation is an integral part of
all business activities and Akastor
employs a decentralized model for
allocating managerial responsibility
under which the portfolio companies
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
are required to establish their own
risk management and internal control
systems. Akastor’s representatives
on boards of directors in the portfolio
companies seek to ensure that
the portfolio companies follow
the principles of sound corporate
governance.
Akastor manages risk through
an internal framework both on a
corporate and portfolio company
level comprising guidelines, policies
and procedures intended to ensure
good business operations and
provide unified and reliable financial
reporting. The Board of Directors
has adopted an authorization matrix
that forms part of its governing
documents where authority is
delegated to the Akastor Chief
Executive Officer.
The Board receives and reviews
risk reports prepared by the
management, in respect of regular
operational/business risk as well as
risk related to ESG matters and cyber
security. The management’s risk
reporting is based on the total level
of insight obtained through regular
reporting and the close cooperation
that Akastor has with the portfolio
companies, including from Akastor’s
investment directors and board
representatives. Management of
operational risk and risk related to
ESG and cyber security rests with
the underlying portfolio companies,
although Akastor acts as an active
driver through its involvement on the
Boards and through support and
follow-up by the various Akastor
corporate functions towards relevant
functions in the portfolio companies.
Akastor’s management holds review
meetings with the management of
the different portfolio companies.
The purpose of the meetings is
to conduct an in-depth review of
the development of each portfolio
company, focusing on operations,
risk management, market conditions,
the competitive situation and
strategic issues. These meetings
provide an important foundation for
Akastor’s assessment of its overall
financial and operational risk.
A key risk in one of the smaller
portfolio companies may still be
negligible on the group level, whereas
important risks in the largest portfolio
companies may have a serious
impact on the group as a whole.
Akastor’s decentralized approach
to operational risk management,
as described above, raises a need
for management to process and
calibrate the insight obtained through
various interfaces with the portfolio
companies prior to the Board’s
annual risk review. The objective of
such exercise is to ensure that risks
are reported in a format that allows
the Board to acquire a true and fair
view of the overall risk environment
of the Akastor group in an efficient
manner and to focus its attention
on risks that are material on an
aggregated group level.
Prior to the Board’s review of risk
reporting, the audit committee
reviews the reported risks and
associated risk-reducing measures.
The audit committee also reviews
the company’s in-house reporting
systems and internal control and
risk management and prepares the
Board’s review of financial reporting.
Financial Reporting
The Akastor financial reporting
division reports to the Chief Financial
Officer and is responsible for the
external reporting process and
the internal management financial
reporting process. This also includes
assessing financial reporting risks
and internal controls over financial
reporting in the group.
The consolidated external financial
statements are prepared in accordance
with IFRS® Accounting Standards
as approved by the EU. The existing
policies and standards governing
the annual and quarterly financial
reporting in the group, including the
Akastor accounting principles, are
available for Akastor employees.
Financial reports are received from the
portfolio companies at a regular basis.
The Akastor financial reporting division
has review of financial results together
with the external auditor at a quarterly
basis, with focus on important
items involving estimate and
judgement, accounting for significant
transactions and other topics
relevant to the financial reporting.
Non-Financial Reporting
The General Counsel is responsible
for the company’s reporting on non-
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
financial items. Non-financial matters
are reported to the Audit Committee
on a quarterly basis, which includes
data sourced from Akastor’s
industrial holdings.
Non-Financial items relevant for
Akastor are reported in the Board of
Directors’ Report under the section
“Sustainability Information”. Akastor’s
industrial holdings, HMH and AKOFS
Offshore, issue separate reporting on
sustainability and which is available
on their websites.
On December 16, 2025, the
European Parliament voted through a
significantly streamlined and scaled
back version of the CSRD (Corporate
Sustainability Reporting Directive) as
part of the EU Omnibus simplification
package, and which means that
Akastor ASA, as a non-operating
holding company, will not be subject
to the CSRD reporting obligations.
Accordingly, the group will not be
required to apply the European
Sustainability Reporting Standards
(ESRS) on a consolidated basis.
Nonetheless, Akastor maintains a
structured sustainability governance
approach and will continue to monitor
reporting obligations applicable to its
portfolio companies.
Other Reporting
In addition to the abovementioned
financial reporting, there are regular
business review and board meetings in
the portfolio companies which ensure
timely and high-quality reporting from
the portfolio companies to Akastor’s
corporate management.
Regular reports for Akastor and the
portfolio companies are submitted
to the Board of Directors. The
quarterly business update contains
key financial numbers, M&A updates,
financing, status of value creation
plans, compliance, risk management
and share price information for the
Akastor group. Further, it contains key
financial numbers, key operational
topics, status on value drivers as
well as key market information for
the main portfolio companies. The
monthly business update contains
high level financial and operational
information for the Akastor group,
as well as key highlights for the main
portfolio companies.
Beginning in 2025, portfolio
companies have occasionally been
invited to present directly to the
Akastor Board of Directors, facilitating
direct and substantive engagement
between portfolio management and
the Board. This initiative is intended to
continue through 2026.
11. Remuneration of the Board of
Directors
The remuneration of the Board
of Directors will reflect its
responsibilities, know-how and
time commitment, as well as the
complexity of the business. The
remuneration will be proposed by
the nomination committee and is
not performance-related or linked
to options in Akastor. More detailed
information about the remuneration
of individual directors is provided in
the remuneration report for 2025, as
further described in section 12 below.
Neither the directors, nor companies
with whom they are affiliated, should
accept specific paid duties for
Akastor beyond their directorships.
If they nevertheless do so, the Board
of Directors shall be informed and
the remuneration shall be approved
by the Board of Directors. No
remuneration shall be accepted from
anyone other than the company
or the relevant group company in
connection with such duties.
12. Remuneration of Executive
Personnel
The Board of Directors has
adopted designated guidelines
for the remuneration of executive
management pursuant to the
provisions of section 6-16a of the
Public Limited Liability Companies
Act. The general meeting adopted
the current guidelines on April 24,
2025, and have not planned to
present any updates of this.
In accordance with section 6-16b
of the Public Limited Liability
Companies Act, the Board of
Directors has also prepared a
report on the remuneration to the
executive management, detailing the
remuneration received by members
of the executive management in
2025. The report is available at
www.akastor.com and subject to an
advisory vote at the annual general
meeting 2026.
ANNUAL REPORT 2025
PAGE 33
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
13. Information and
Communication
Akastor has no option schemes or
option programs for the allotment
of shares to employees. The Chief
Executive Officer determines
the remuneration of executive
management on the basis of the
guidelines laid down by the Board of
Directors. All performance-related
remuneration within the group will
be made subject to a cap. Further
information about the remuneration
of each executive manager
is provided in the mentioned
remuneration report for 2025.
The company has adopted a
designated communications and
investor relations policy which covers,
among other things, guidelines
for the company’s contact with
shareholders other than through
general meetings.
The company’s reporting of financial
and other information is based on
openness and the equal treatment
of all securities market players. The
long-term purpose of the investor
relations function is to ensure
access for the company to capital
on competitive terms, whilst at
the same time ensuring that the
shareholders are provided with the
most correct pricing of the shares
that can be achieved. This shall
take place through correct and
timely distribution of price-sensitive
information, whilst ensuring, at the
same time, that the company is in
compliance with applicable rules
and market practices. Reference is
also made to the above discussion
concerning the flow of information
between Akastor and Aker ASA in
connection with their cooperation
within, inter alia, strategy,
transactions, and funding.
All stock exchange announcements
and press releases are made available
on the company’s website, and stock
exchange announcements are also
available at www.newsweb.no. The
company holds open presentations
in connection with the reporting of
financial performance, either by a
physical meeting or by a conference call
and webcast, and these presentations
are broadcasted on the internet. The
financial calendar of the company is
available at www.akastor.com.
14. Take-overs
The overriding principle for Akastor is
equal treatment of shareholders. In a
bid situation, the Board of Directors and
management have an independent
responsibility to help ensure that
shareholders are treated equally, and
that the company’s business activities
are not disrupted unnecessarily. In a
take-over situation, the Board will have
a particular responsibility to ensure
that shareholders are given sufficient
information and time to form a view of
the offer.
The Board of Directors has not deemed
it appropriate to adopt specific
guidelines for take-over situations as
long as Aker Holding AS continues
to be the dominant shareholder of
Akastor. This represents a deviation
from the Code of Practice.
15. Auditors
The external auditor presents a plan
for the performance of the audit work
to the audit committee annually. In
addition, the auditor provides the
audit committee with an annual
written confirmation to the effect
that the independence requirement
is met. The auditor attends all audit
committee meetings, and the auditor
has reviewed any material changes
to the accounting principles of the
company, or to the internal controls
of the company, with the audit
committee. The external auditor also
attends the Board meeting where
the annual financial statements are
reviewed and approved, normally in
March. The Board of Directors holds a
minimum of one annual meeting with
the auditor without any executive
personnel being in attendance.
The Board’s audit committee
stipulates guidelines on the
scope for using the auditor for
services other than auditing and
makes recommendations to the
Board of Directors concerning the
appointment of the external auditor
and the approval of the auditor’s
fees. Fees payable to the auditor,
separated into those relating to
auditing and those relating to other
services, are specified in the «Other
operating expenses» note to the
consolidated financial statements
for the group and are also reported
to the general meeting. The auditor’s
fees relating to auditing are subject to
approval by the general meeting.
ANNUAL REPORT 2025
PAGE 34
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Financials and Notes
Akastor Group
Consolidated income statement
35
Consolidated statement of comprehensive income
36
Consolidated statement of financial position
37
Consolidated statement of changes in equity
38
Consolidated statement of cash flow
39
General
Note 1 Corporate information
40
Note 2 Basis for preparation
41
Note 3 Significant accounting policies
42
Note 4 Significant accounting estimates
45
and judgements
Performance of the year
Note 5 Operating segments
46
Note 6 Revenue and other income
50
Note 7 Operating expenses
51
Note 8 Finance income and expenses
51
Note 9 Income tax
52
Note 10 Earnings per share and dividends
53
Assets
Note 11 Property, plant and equipment
53
Note 12 Equity-accounted investments
54
Note 13 Other investments
56
Note 14 Interest-bearing receivables
57
Note 15 Trade and other receivables
57
Note 16 Liquidity fund investment
58
Equity and liabilities
Note 17 Capital and reserves
58
Note 18 Borrowings
59
Note 19 Employee benefits – pension
61
Note 20 Other liabilities
62
Note 21 Trade and other payables incl. provisions
62
Financial risk management
Note 22 Capital management
63
Note 23 Financial risk management and exposures 64
Note 24 Financial instruments
67
Other
Note 25 Group companies
69
Note 26 Related parties
70
Note 27 Events after the reporting period
72
ANNUAL REPORT 2025
PAGE 35
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor Group | Consolidated income statement
For the year ended December 31
Amounts in NOK million
Note
2025
2024
Revenue and other income
6
390
922
Operating expenses
7
(349)
(274)
Operating profit before depreciation, amortization and impairment
41
648
Depreciation and impairment loss
11
(57)
(27)
Operating profit (loss)
(16)
621
Finance income
285
1 200
Finance expenses
(301)
(114)
Impairment loss on debt instruments
(151)
(80)
Net finance income and expenses
8
(166)
1 006
Share of net profit (loss) from equity-accounted investments
12
25
(1)
Profit (loss) before tax
(157)
1 626
Income tax benefit (expense)
9
-
(3)
Profit (loss) from continuing operations
(157)
1 623
Profit (loss) from discontinued operations (net of income tax)
9
30
Profit (loss) for the period
(148)
1 653
Profit (loss) for the period attributable to:
Equity holders of the parent company
(148)
1 653
Basic / diluted earnings (loss) per share (NOK)
10
(0.54)
6.08
Basic / diluted earnings (loss) per share continuing operations (NOK)
10
(0.58)
5.96
Basic / diluted earnings (loss) per share discontinued operations (NOK)
10
0.03
0.11
ANNUAL REPORT 2025
PAGE 36
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor Group | Consolidated statement of comprehensive income
For the year ended December 31
Amounts in NOK million
Note
2025
2024
Profit (loss) for the period
(148)
1 653
Other comprehensive income
Currency translation differences - foreign operations
(345)
315
Share of OCI from equity-accounted investments
12
154
(160)
Total items that may be reclassified subsequently to profit or loss, net of tax
(191)
154
Remeasurement gain (loss) net defined benefit liability
19
(6)
(3)
Share of OCI from equity-accounted investments
12
3
3
Total items that will not be reclassified to profit or loss, net of tax
(4)
(1)
Total other comprehensive income, net of tax
(194)
154
Total comprehensive income (loss) for the period, net of tax
(342)
1 807
Attributable to:
Equity holders of the parent company
(342)
1 807
ANNUAL REPORT 2025
PAGE 37
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor Group | Consolidated statement of financial position
As of December 31
Amounts in NOK million
Note
2025
2024
Property, plant and equipment
11
299
390
Right-of-use assets
5
9
Equity-accounted investments
12
3 533
3 733
Other investments
13
919
1 251
Non-current interest-bearing receivables
14
788
485
Other non-current assets
1
1
Total non-current assets
5 546
5 868
Inventories
5
12
Trade and other receivables
15
135
95
Current interest-bearing receivables
14
13
304
Liquidity fund investment
16
276
376
Cash and cash equivalents
43
47
Total current assets
471
835
Total assets
6 017
6 704
Amounts in NOK million
Note
2025
2024
Issued capital incl. treasury shares
17
161
161
Other capital paid in
1 541
1 541
Reserves and retained earnings
3 633
4 156
Equity attributable to equity holders of the parent company
5 335
5 859
Total equity
5 335
5 859
Non-current borrowings
18
215
292
Non-current lease liabilities
2
5
Employee benefit obligations
19
73
76
Other non-current liabilities
20
185
195
Total non-current liabilities
475
568
Current borrowings
18
63
82
Current lease liabilities
4
4
Trade and other payables incl. provisions
21
141
191
Total current liabilities
207
277
Total liabilities
683
845
Total equity and liabilities
6 017
6 704
Fornebu, March 17, 2026 I Board of Directors of Akastor ASA
Frank O. Reite
Chairperson
Lone Fønss Schrøder
Deputy Chairperson
Svein Oskar Stoknes
Director
Eva Sagemo
Director
Luis Antonio G. Araujo
Director
Karl Erik Kjelstad
CEO
ANNUAL REPORT 2025
PAGE 38
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor Group | Consolidated statement of changes in equity
Amounts in NOK million
Share
capital
Treasury
shares
Other capital
paid in
Hedging
reserve1)
Fair value
reserve1)
Currency
translation
reserve1)
Retained
earnings
Equity attributable
to equity holders of
the parent company
Total equity
2024
Equity as of January 1, 2024
162
(1)
1 541
7
(72)
100
2 234
3 970
3 970
Profit (loss) for the period
-
-
-
-
-
-
1 653
1 653
1 653
Other comprehensive income
-
-
-
(18)
-
172
(1)
154
154
Total comprehensive income
-
-
-
(18)
-
172
1 652
1 807
1 807
Equity-settled share-based payments
-
-
-
-
-
-
5
5
5
Other equity changes in joint ventures
-
-
-
-
-
-
78
78
78
Equity as of December 31, 2024
162
(1)
1 541
(11)
(72)
272
3 969
5 859
5 859
2025
Profit (loss) for the period
-
-
- -
-
-
(148)
(148)
(148)
Other comprehensive income
-
-
-
14
-
(205)
(4)
(194)
(194)
Total comprehensive income
-
-
-
14
-
(205)
(152)
(342)
(342)
Dividend to shareholders
-
-
- -
-
-
(204)
(204)
(204)
Equity-settled share-based payments
-
-
-
-
-
-
3
3
3
Other equity changes in joint ventures
-
-
-
-
-
-
20
20
20
Equity as of December 31, 2025
162
(1)
1 541
3
(72)
67
3 635
5 335
5 335
1) See Note 17 Capital and reserves
ANNUAL REPORT 2025
PAGE 39
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor Group | Consolidated statement of cash flow
For the year ended December 31
Amounts in NOK million
Note
2025
2024
Cash flow from operating activities
Profit (loss) for the period - continuing operations
(157)
1 623
Profit (loss) for the period - discontinued operations
9
30
Profit (loss) for the period
(148)
1 653
Adjustments for:
Income tax expense (benefit)
-
3
Net interest cost and unrealized currency (income) loss
128
(26)
Depreciation and impairment loss
11
57
27
(Gain) loss related to disposal of subsidiaries from prior years
(9)
(30)
(Profit) loss from equity-accounted investments
12
(25)
1
Other non-cash effects
92
(218)
Changes in net working capital
(73)
(279)
Cash generated from operating activities
22
1 132
Dividend received
54
9
Interest paid
(144)
(176)
Interest paid for leases
(1)
(1)
Interest received
112
817
Interest received for leases
-
1
Income taxes paid
-
(3)
Net cash from operating activities
42
1 779
Amounts in NOK million
Note
2025
2024
Cash flow from investing activities
Acquisition of property, plant and equipment
(9)
(149)
Payments related to sale of subsidiaries from prior years
(54)
(183)
Acquisition of shares in equity-accounted investments
12
(14)
-
Increase in receivables from equity-accounted investments
14
(42)
(81)
Net changes in liquidity fund investments
118
(366)
Proceeds from (payments in) other investments
222
(1)
Proceeds from finance lease receivables
-
19
Net cash from investing activities
221
(761)
Cash flow from financing activities
Proceeds from borrowings
18
249
249
Repayment of borrowings
18
(316)
(1 350)
Payment of lease liabilities
(3)
(31)
Dividend paid
(204)
-
Net cash used in financing activities
(274)
(1 132)
Effect of exchange rate changes on cash and bank deposits
6
16
Net increase (decrease) in cash and bank deposits
(4)
(98)
Cash and cash equivalents at the beginning of the period
47
144
Cash and cash equivalents at the end of the period
43
47
Of which is restricted cash
-
-
The statement included cash flows from discontinued operations prior to the disposal.
ANNUAL REPORT 2025
PAGE 40
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 1 | Corporate information
Akastor ASA is a limited liability company incorporated and domiciled in Norway and whose
shares are publicly traded. The registered office is located at Oksenøyveien 10, Bærum,
Norway. The largest shareholder is Aker Holding AS which is wholly owned by Aker ASA as
of December 31, 2025.
The consolidated financial statements of Akastor ASA and its subsidiaries (collectively
referred as Akastor or the group, and separately as group companies) for the year ended
December 31, 2025 were approved by the board of directors and CEO on March 17, 2026.
The consolidated financial statements will be authorized by the Annual General Meeting on
April 14, 2026.
The group is an oilfield services investment company with a portfolio of industrial holdings
and other investments. Akastor is listed on the Oslo Stock Exchange under the ticker AKAST.
Information on the group’s structure is provided in Note 25 Group companies. Information on
other related party relationships of the group is provided in Note 26 Related parties.
ANNUAL REPORT 2025
PAGE 41
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 2 | Basis for preparation
Basis of accounting
The consolidated financial statements have been prepared in accordance with IFRS®
Accounting Standards as adopted by the EU, their interpretations adopted by the
International Accounting Standards Board (IASB) and the additional requirements of the
Norwegian Accounting Act as of December 31, 2025.
Going concern basis of accounting
The consolidated financial statements have been prepared on a going concern basis, which
assumes that the group will be able to meet the mandatory terms and conditions of the
banking facilities as disclosed in Note 22 Capital management.
Basis of measurement
The consolidated financial statements have been prepared on the historical cost basis
except for the following material items, which are measured on an alternative basis on each
reporting date:
• Non-derivative financial instruments at Fair Value through Profit or Loss (FVTPL) are
measured at fair value.
• Debt instruments at Fair Value through Other Comprehensive Income (FVOCI) are
measured at fair value.
• Contingent considerations assumed in business disposals are measured at fair value.
• Net defined benefit (asset) liability is recognized at fair value of plan assets less the
present value of the defined benefit obligation.
Functional and presentation currency
The consolidated financial statements are presented in NOK, which is Akastor ASA’s functional
currency. All financial information presented in NOK has been rounded to the nearest million (NOK
million), except when otherwise stated. The subtotals and totals in some of the tables in these
consolidated financial statements may not equal the sum of the amounts shown due to rounding.
When the functional currency in a reporting unit is changed, the effect of the change is accounted
for prospectively.
Use of estimates and judgements
The preparation of financial statements in conformity with IFRS requires management to make
judgements, estimates and assumptions that affect the application of policies and reported
amounts of assets and liabilities, income and expenses. Although management believes these
assumptions to be reasonable, given historical experience, actual amounts and results could
differ from these estimates. The items involving a higher degree of judgement or complexity, and
items where assumptions and estimates are material to the consolidated financial statements, are
disclosed in Note 4 Significant accounting estimates and judgements.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognized in the period in which the estimate is revised and in any
future periods affected.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 3 | Significant accounting policies
Summary of significant accounting policies
The principal accounting policies applied in the preparation of these consolidated financial
statements are set out below. These policies have been consistently applied to all the years
presented, unless otherwise stated.
Basis of consolidation
Subsidiaries
Subsidiaries are entities controlled by the group. The group controls an entity when it is
exposed to, or has rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power over the entity. The financial statements of
subsidiaries are included in the consolidated financial statements from the date on which
control commences until the date of which control ceases.
Investments in joint ventures
The group’s interests in equity-accounted investments comprise interests in joint ventures.
A joint venture is an arrangement in which the group has joint control, whereby the group has
rights to the net assets of the arrangement, rather to its assets and obligations for its liabilities.
Joint control is established by contractual agreement requiring unanimous consent of the
ventures for strategic, financial and operating decisions.
Interests in joint ventures are accounted for using the equity method. They are initially
recognized at cost, which includes transaction costs. Subsequent to initial recognition, the
consolidated financial statements include the group’s share of the profit and loss and other
comprehensive income of the equity-accounted investments. When the group’s share of
losses exceeds its interest in an equity-accounted investee, the carrying amount of that
interest is reduced to zero, and further losses are not recognized except to the extent that the
group incurs legal or constructive obligations or has made payments on behalf of the investee.
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealized gains and losses or income and
expenses arising from intra-group transactions, are eliminated in preparing the consolidated
financial statements. Unrealized gains arising from transactions with joint ventures are
eliminated to the extent of the group’s interest in the entity. Unrealized losses are eliminated
in the same way as unrealized gains, but only to the extent that there is no evidence of
impairment.
Foreign currency
Foreign currency transactions and balances
Transactions in foreign currencies are translated at the exchange rate at the date of
the transaction. Monetary assets and liabilities denominated in foreign currencies at the
reporting date are translated to the functional currency at the exchange rate on that date.
Foreign exchange differences arising on translation are recognized in the income statement.
Non-monetary assets and liabilities measured in terms of historical cost in a foreign currency
are translated using the exchange rate on the date of the transaction. Non-monetary
assets and liabilities denominated in foreign currencies that are measured at fair value are
translated to the functional currency at the exchange rates on the date the fair value is
determined.
Investments in foreign operations
Items included in the financial statements of each of the group’s entities are measured using
the currency of the primary economic environment in which the entity operates. The results
and financial positions of all the group entities that have a functional currency different from
the group’s presentation currency are translated into the presentation currency as follows:
• Assets and liabilities, including goodwill and fair value adjustments, are translated at the
closing exchange rate at the reporting date.
• Income statements are translated at average exchange rate for the year, calculated on
the basis of 12 monthly end rates.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Exchange differences arising from the translation of the net investment in foreign operations,
and of related hedges, are included in other comprehensive income as currency translation
reserve. These translation differences are reclassified to the income statement upon disposal of
the related operations or when settlement is likely to occur in the near future.
Monetary items that are receivable from or payable to a foreign operation are considered as part
of the net investment in that foreign operation, when the settlement is neither planned nor likely
to occur in the foreseeable future. Exchange differences arising from these monetary items are
recognized in other comprehensive income.
Current/non-current classification
An asset is classified as current when it is expected to be realized or is intended for sale
or consumption in the group’s normal operating cycle, it is held primarily for the purpose of
being traded, or it is expected/due to be realized or settled within twelve months after the
reporting date. Other assets are classified as non-current.
A liability is classified as current when it is expected to be settled in the group’s normal
operating cycle, is held primarily for the purpose of being traded, the liability is due to be
settled within twelve months after the reporting period, or if the group does not have an
unconditional right to defer settlement of the liability for at least twelve months after the
reporting period. All other liabilities are classified as non-current.
Financial assets, financial liabilities and equity
On initial recognition, a financial asset is classified as measured at amortized costs, FVOCI or
FVTPL. The classification depends on the group’s business model for managing the financial
assets and the contractual terms of the cash flows.
• A financial asset is measured at amortized costs if the business model is to hold the
asset to collect contractual cash flows, and the contractual cash flows are solely
payments of principal and interests (SPPI criterion).
• A debt instrument is classified at FVOCI if the business model is both collecting
contractual cash flows and selling the financial asset, and it meets the SPPI criterion.
• All financial assets not classified as measured at amortized cost or FVOCI are measured
at FVTPL.
Financial assets are not reclassified subsequent to their initial recognition unless the group
changes its business model for managing financial assets.
Other investments
Other investments include equity and debt investments in companies where the group has
neither control nor significant influence, usually represented by less than 20 percent of the
voting power. The investments are categorized as financial assets measured at FVTPL or
FVOCI and recognized at fair value at the reporting date. Subsequent to initial recognition,
changes in financial assets measured at FVTPL are recognized in profit and loss.
When a debt instrument is classified as financial asset measured at FVOCI, interest
income calculated using the effective interest method, foreign exchange gains and losses
and impairment losses are recognized in profit and loss. Other changes in fair value are
recognized in other comprehensive income and presented as part of fair value reserve.
When financial asset measured at FVOCI is derecognized, the gain or loss accumulated in
other comprehensive income is reclassified to profit and loss.
Trade and other receivables
Trade and other receivables are generally classified as financial assets measured at
amortized costs. They are recognized at the original invoiced amount, less loss allowance
made for credit losses. The interest rate element is disregarded if insignificant, which is the
case for the majority of the group’s trade receivables.
Interest-bearing receivables
Interest-bearing receivables include loans to related parties and are generally classified as
financial assets measured at amortized costs. Such financial assets are recognized initially
at fair value and subsequent measurement at amortized cost using the effective interest
method, less any impairment losses.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Cash and cash equivalents
Cash and cash equivalents include cash on hand, demand deposits held at banks and other
short-term highly liquid investments with original maturity of three months or less.
Trade and other payables
Trade payables are recognized at the original invoiced amount. Other payables are
recognized initially at fair value. Trade and other payables are valued at amortized cost
using the effective interest rate method. The interest rate element is disregarded if it is
insignificant, which is the case for the majority of the group’s trade payables.
Interest-bearing borrowings
Interest-bearing borrowings are recognized initially at fair value less attributable transaction
costs. Subsequent to initial recognition, interest-bearing borrowings are measured at
amortized cost with any difference between cost and redemption value being recognized in
the income statement over the period of the borrowings on an effective interest basis.
Share capital
Ordinary shares are classified as equity. Repurchase of share capital is recognized as a
reduction in equity and is classified as treasury shares.
Finance income and expense
Finance income and expense include interest income and expense, foreign exchange gains
and losses, dividend income, as well as change in fair value of financial assets measured at
FVTPL. Interest expenses include discounting effects from liabilities measured at fair value.
Revenue from contract with customers
The group’s revenue from contract with customers consists of primarily service revenue
generated from rendering of services to customers. The customers simultaneously receive
and consume the benefits provided by these services. The group has assessed that these
performance obligations are satisfied over time.
Under day rate chartering contract, the group is remunerated by the customer by an agreed
daily rate for each day of use of the vessel, equipment, crew and other resources. The
charterer determines, within the contractual limits, how a vessel is utilized. The right to use
the vessel falls un under the scope of IFRS 16 “Leases”. The portion of lease revenue of the
contract value is estimated at an overall level.
Income tax
Deferred tax assets are recognized for unused tax losses and deductible temporary
differences, to the extent that it is probable that future taxable profits will be available
against which they can be utilized. Measurement of deferred tax assets are reviewed at
each reporting date.
Impairment of financial assets
Trade receivables
Loss allowance is recognized in profit or loss and measured at lifetime ECLs. ECLs are a
probability-weighted estimate of credit losses. When estimating ECLs, the group considers
reasonable and supportable information that is relevant and available without undue cost or
effort, based on the group’s historical experience including forward-looking information. The
gross carrying amount of trade receivable is written off when the group has no reasonable
expectations of recovering a trade receivable in its entirety or a portion thereof.
Debt instruments measured at amortized cost or at FVOCI
The group assesses on a forward-looking basis the expected credit losses associated with
its debt instruments carried at amortized cost and FVOCI. The impairment methodology
applied depends on whether there has been a significant increase in credit risk. The loss
allowance is charged to profit and loss.
Property, plant and equipment
Property, plant and equipment are measured at cost less accumulated depreciation and
impairment losses. If the components of property, plant and equipment have different useful
lives, they are accounted for as separate components. Depreciation is normally recognized
on a straight-line basis over the estimated useful lives of property, plant and equipment.
ANNUAL REPORT 2025
PAGE 45
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Employee benefits
Defined contribution plans
Obligations for contributions to defined contribution pension plans are recognized as an
expense in the income statement as incurred.
Defined benefit plans
The group’s net obligation in respect of defined benefit pension plans is calculated
separately for each plan by estimating the amount of future benefit that employees have
earned in the current and prior periods; discounting that amount and deducting the fair
value of any plan assets.
The calculation of defined benefit obligations is performed annually by a qualified actuary
using the projected unit credit method. The discount rate is the yield at the reporting date
on government bonds or high-quality corporate bonds with maturities consistent with the
terms of the obligations.
Remeasurement of the net defined benefit liability, which comprises actuarial gains and
losses, the return on plan assets (excluding interest) and the effect of the asset ceiling (if
any, excluding interest), are recognized immediately in other comprehensive income.
Fair value measurement
When available, the group measures the fair value of a financial instrument using the quoted
price in an active market for that instrument. If there is no quoted price in an active market,
then the group uses valuation techniques that maximize the use of relevant observable
inputs and minimize the use of unobservable inputs. The chosen valuation technique
incorporates all of the factors that market participants would take into account in pricing a
transaction.
Note 4 | Significant accounting estimates and judgements
Estimates and judgements are continually reviewed and are based on historical experiences
and expectations of future events. The resulting accounting estimates will, by definition,
seldom accurately match actual results, but are based on the best estimate at the time.
Estimates and assumptions that have a significant risk of causing material adjustments to
the carrying amounts of assets and liabilities within the next financial year are discussed
below.
Fair value measurement
The group has invested in significant financial assets that require the measurement of fair
value. If there is no quoted price in an active market, then the group uses valuation techniques
that maximize the use of relevant observable inputs and minimize the use of unobservable
inputs. The chosen valuation technique incorporates all of the factors that market participants
would take into account in pricing a transaction. The fair value measurement requires a
high degree of judgment. Judgements include considerations of inputs such as cash flow
projection, discount rate and volatility. Further information about the fair value measurement
using level 3 inputs is included in Note 24 Financial Instruments.
Impairment of financial assets
The group has invested in significant debt instruments measured at fair value through other
comprehensive income (FVOCI). The impairment of these financial assets is subject to
expected credit loss. The loss allowance is recognized in profit and loss and reduces the
fair value loss otherwise recognized in OCI. The loss allowance is based on assumptions
of expected cash flows from the debt instruments. When making these assumptions, the
group uses judgements selecting the similar inputs as used in the fair value measurement
since the valuation model also considers the present value of expected cash flows from
such investments. Key assumptions include the expected disposal value of the investments
and discount factor.
ANNUAL REPORT 2025
PAGE 46
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Assessment of long-term receivables from joint venture
The group has significant long-term receivables from AKOFS Offshore, a joint venture
accounted for using the equity method. When the carrying amount of the investment
in AKOFS offshore is reduced to zero after recognizing the group’s share of net losses,
the group discontinues recognizing further losses as it assesses that the long-term
receivables from AKOFS Offshore do not, in substance, form part of the net investment.
The assessment is based on significant judgment and assumptions that there is a realistic
expectation that the long-term receivables will be settled in the foreseeable future. In
making these assumptions, the group applies significant judgment and uses best estimate
in cash flow forecast for the company, including key assumptions related to revenue
utilization, capital expenditures (Capex) and senior debt refinancing. Further details about
the joint venture are included in Note 12 Equity-accounted investments.
Note 5 | Operating segments
Basis for segmentation
Akastor has identified the following operating segments as described below.
• HMH is a premier drilling solutions provider, which was formed as an independent
company in October 2021 through the merger of Baker Hughes’ Subsea Drilling
Systems business and Akastor’s wholly owned subsidiary, MHWirth AS. HMH combines
integrated delivery capabilities, capital, renowned industry expertise and delivers the full
range of offshore drilling equipment products and packages at scale.
• AKOFS Offshore is a global provider of vessel-based subsea well construction and
intervention services to the oil and gas industry, covering all phases from conceptual
development to project execution and offshore operations.
• DDW Offshore owns Anchor Handling Tug Supply (AHTS) vessels with capability to
operate and support clients on a world-wide basis. The vessels are specially designed
to perform anchor-handling, towing, and supply services at offshore oil and gas fields.
One of the three vessels, Skandi Atlantic, was disposed in January 2026.
• Other holdings mainly include approximately 15 percent economic interest in NES
Fircroft, 4.5 percent shareholdings in ABL Group, 36 percent of Føn Energy Services,
33 percent in IKM Løfteteknikk, and equity instruments in Maha Capital (disposed in
January 2026). In addition, this segment includes corporate functions.
HMH and AKOFS Offshore are classified as joint ventures and accounted for using the
equity method, see Note 12 Equity-accounted investments. The segment information of
the two joint ventures is presented at 100 percent basis.
Measurement of segment performance
Segment performance is measured by operating profit before depreciation, amortization
and impairment (EBITDA) which is reviewed by the group’s Executive Management
Group (the chief operating decision maker). Segment profit, together with key financial
information as described below, gives the Executive Management Group relevant
information in evaluating the results of the operating segments and is relevant in evaluating
the results of the segments relative to other entities operating within these industries.
ANNUAL REPORT 2025
PAGE 47
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Equity-accounted investments 1)
Consolidated entities
Amounts in NOK million
Note
HMH (JV)
AKOFS
Offshore (JV)
DDW
Offshore
Other
holdings
Total operating
segments
Adjustment
of JVs
Total
Akastor
2025
Income statement
External revenue and other income
6
8 620
1 439
387
3
10 449
(10 059)
390
Total revenue and other income
8 620
1 439
387
3
10 449
(10 059)
390
Operating expenses
7
(6 926)
(1 085)
(271)
(79)
(8 360)
8 011
(349)
Operating profit before depreciation, amortization and impairment (EBITDA)
1 694
354
117
(76)
2 089
(2 048)
41
Depreciation and impairment loss
11
(570)
(424)
(53)
(3)
(1 050)
994
(57)
Operating profit (loss) (EBIT)
1 124
(70)
63
(79)
1 039
(1 054)
(16)
Assets
Current operating assets
5 342
326
117
32
5 817
(5 678)
140
Non-current operating assets
6 976
3 699
299
931
11 906
(7 148)
4 758
Segment assets
12 317
4 025
417
964
17 723
(12 826)
4 897
Liabilities
Current operating liabilities
2 113
268
81
69
2 532
(2 392)
141
Non-current operating liabilities
540
6
-
258
803
(545)
258
Lease liabilities
439
898
-
6
1 343
(1 337)
6
Segment liabilities
3 091
1 172
81
333
4 678
(4 274)
404
Net current operating assets2)
-
-
36
(37)
(1)
-
(1)
Net capital employed2)
3 527
-
335
631
4 493
-
4 493
1) Segment information presented at 100% basis
2) Refers to figures included in Akastor’s consolidated statement of financial position.
Information about reportable segments
ANNUAL REPORT 2025
PAGE 48
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Information about reportable segments
Equity-accounted investments 1)
Consolidated entities
Amounts in NOK million
Note
HMH (JV)
AKOFS
Offshore (JV)
DDW
Offshore
Other
holdings
Total operating
segments
Adjustment
of JVs
Total
Akastor
2024
Income statement
External revenue and other income
6
9 056
1 495
278
644
11 473
(10 551)
922
Total revenue and other income
9 056
1 495
278
644
11 473
(10 551)
922
Operating expenses
7
(7 315)
(1 075)
(187)
(86)
(8 664)
8 390
(274)
Operating profit before depreciation, amortization and impairment (EBITDA)
1 741
419
91
558
2 809
(2 161)
648
Depreciation and impairment loss
11
(497)
(436)
(22)
(5)
(960)
933
(27)
Operating profit (loss) (EBIT)
1 244
(16)
68
553
1 849
(1 228)
621
Assets
Current operating assets
6 882
401
88
28
7 399
(7 292)
108
Non-current operating assets
7 828
4 150
390
1 280
13 648
(8 264)
5 384
Segment assets
14 710
4 551
478
1 308
21 047
(15 556)
5 491
Liabilities
Current operating liabilities
3 559
287
64
136
4 046
(3 855)
191
Non-current operating liabilities
557
5
-
271
833
(562)
271
Lease liabilities
446
1 182
-
9
1 637
(1 628)
9
Segment liabilities
4 562
1 474
64
416
6 516
(6 045)
471
Net current operating assets2)
-
-
25
(109)
(84)
-
(84)
Net capital employed2)
3 576
138
415
891
5 020
-
5 020
1) Segment information presented at 100% basis
2) Refers to figures included in Akastor’s consolidated statement of financial position.
ANNUAL REPORT 2025
PAGE 49
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Reconciliations of information on reportable segments to IFRS measures
Amounts in NOK million
Note
2025
2024
Assets
Total segment assets
4 897
5 491
Cash and cash equivalents
43
47
Liquidity fund investment
16
276
376
Non-current interest-bearing receivables
14
788
485
Current interest-bearing receivables
14
13
304
Consolidated assets
6 017
6 704
Liabilities
Total segment liabilities
404
471
Current borrowings
18
63
82
Non-current borrowings
18
215
292
Consolidated liabilities
683
845
Geographical information
Geographical revenue is presented on the basis of geographical location of the group
companies selling to the customers. Non-current segment assets and capital expenditures
are based on the geographical location of the assets.
Revenue and other
income
Non-current assets excluding deferred
tax assets and financial instruments
Amounts in NOK million
2025
2024
2025
2024
Norway
390
922
312
557
Netherlands
-
-
3 525
3 576
Total
390
922
3 838
4 133
Major customer
Revenues from one customer of DDW Offshore represent approximately NOK 245 million of
the group’s total operating revenue in 2025 (NOK 162 million in 2024).
ANNUAL REPORT 2025
PAGE 50
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Disaggregation of revenue from contracts with customers
Revenue from contracts with customers is disaggregated in the following table by revenue
types and timing of revenue recognition. The table also includes a reconciliation of the
disaggregated revenue with revenue information as shown in Note 5 Operating segments.
Amounts in NOK million
DDW
Offshore
Other
holdings
Total
Akastor
2025
Service revenue (recognized over time)
155
3
158
Total Revenue from contracts with customers
155
3
158
Lease revenue
232
-
232
Total external revenue and other income in segment reporting
387
3
390
2024
Service revenue (recognized over time)
111
13
124
Total Revenue from contracts with customers
111
13
124
Lease revenue
167
1
168
Other income
-
630
630
Total external revenue and other income in segment reporting
278
644
922
Note 6 | Revenue and other income
The group generates revenue primarily from day rate contracts in DDW Offshore, which
owns Anchor Handling Tug Supply (AHTS) vessels. A day rate contract is a contract where
DDW Offshore is remunerated by the customer at an agreed daily rate for each day of use
of the vessel, equipment, crew and other resources. It is estimated that 40 percent of the
contract value is service revenue while the remaining is lease portion of the revenue.
Amounts in NOK million
2025
2024
Revenue from contracts with customers
158
124
Other revenue and income
Lease revenue
232
168
Other income
-
630
Total revenue and other income
390
922
In 2024, Akastor received final arbitration award and settlement for four drilling equipment
contracts (DRU contracts) with Jurong Shipyard Pte Ltd (Jurong), whereby Akastor received
a total amount of USD 176 million in cash as payment of termination fees, reimbursement of
costs and interest compensation. The DRU contracts were thus fully and finally settled. As
a result of the settlement, other income of NOK 630 million and interest income of NOK 717
million were recognized in the income statement in 2024, see also Note 8 Finance income
and expenses.
ANNUAL REPORT 2025
PAGE 51
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Contract balances
Amounts in NOK million
Note
2025
2024
Receivables, which are included in “trade and other receivables”
42
31
Contract liabilities
21
9
-
Contract liabilities relate to advance consideration received from customers for work not
yet performed. No revenue recognized in 2025 that was included in contract liabilities in the
beginning of the year (NOK 7 million in 2024).
The group’s revenue from contracts with customers is derived primarily from day rate
contracts in DDW Offshore. These contracts typically have firm period of one year or less.
As a practical expedient provided in IFRS 15, no information is provided about the remaining
performance obligations for contracts with original expected duration of one year or less.
Note 7 | Operating expenses
Amounts in NOK million
2025
2024
Vessel related costs
267
186
Salaries and other employee benefit costs
54
57
External consultants inclusive legal costs
16
13
Other
12
17
Total operating expenses
349
274
Fees to the auditors
Audit fees (exclusive VAT) incurred by the group during 2025 were NOK 2.2 million (NOK
1.7 million in 2024). Fees incurred for other assurance services were NOK 0.1 million in 2025
(NOK 0.2 million in 2024).
Note 8 | Finance income and expenses
Amounts in NOK million
2025
2024
Interest income on financial assets measured at amortized cost
67
68
Interest income on debt instruments at FVOCI
107
105
Interest income related to DRU contracts 1)
-
717
Net foreign exchange gain
-
190
Dividend income from equity instruments
54
9
Net changes in fair value of financial assets at FVTPL
46
108
Other finance income
11
3
Finance income
285
1 200
Interest expense on financial liabilities measured at amortized cost
(50)
(103)
Net foreign exchange loss
(241)
-
Other financial expenses
(10)
(11)
Finance expenses
(301)
(114)
Impairment loss on debt instruments 2)
(151)
(80)
Net finance income (expenses)
(166)
1 006
1) Relates to interest compensation received in 2024 from the arbitration award for DRU contracts, see Note 6 for more
information.
2) Impairment related to loss allowance on debt instruments measured at FVOCI
See Note 24 Financial instruments for information of the finance income and expense
generating items.
ANNUAL REPORT 2025
PAGE 52
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 9 | Income tax
Effective tax rate
The table below reconciles the reported income tax expense to the expected income tax
expense according to the corporate income tax rate in Norway.
Amounts in NOK million
2025
2024
Profit (loss) before tax, continuing operations
(157)
1 626
Tax income (expense) using the company's domestic tax rate
35
22.0%
(358)
22.0%
Tax effects of:
Difference between local tax rate and Norwegian tax rate
(1)
(0.4%)
(1)
0.0%
Share of profit of equity-accounted investments, net of tax
5
3.7%
-
-
Permanent differences
-
0.3%
(9)
0.6%
Recognition of previously unrecognized deferred tax assets
6
3.5%
377
(23.2%)
Current year’s tax loss or deductible temporary differences for
which no deferred tax asset is recognized
(45)
(28.8%)
(9)
0.6%
Other (withholding tax)
-
-
(3)
0.2%
Total tax income (expenses)
-
-
(3)
0.2%
Tax loss carry-forwards and deductible temporary differences for which no
deferred tax assets are recognized
Deferred tax assets have not been recognized in respect of tax loss carry-forwards or
deductible temporary differences when the group evaluates that it is not probable that
future taxable profit will be available against which the group can utilize these benefits
based on forecasts and realistic expectations.
Expiry date of unrecognized tax loss carry-forwards
Amounts in NOK million
2025
2024
Expire in 8-12 years
275 387
Never expire
1 740
2 028
Total
2 015
2 415
Unrecognized other deductible temporary differences are NOK 710 million in 2025 (NOK 621
million in 2024).
ANNUAL REPORT 2025
PAGE 53
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 10 | Earnings per share and dividends
Akastor ASA held 1 441 869 treasury shares at year end 2025 (1 813 974 in 2024). Treasury
shares are not included in the weighted average number of ordinary shares.
Amounts in NOK million
2025
2024
Profit (loss) attributable to ordinary shares from continuing operations
(157)
1 623
Profit (loss) from discontinued operations
9
30
Profit (loss) attributable to ordinary shares
(148)
1 653
Basic/ diluted earnings per share
The calculation of basic/diluted earnings per share is based on the profit (loss) attributable
to ordinary shareholders and a weighted average number of ordinary shares outstanding.
2025
2024
Issued ordinary shares as of January 1
274 000 000 274 000 000
Weighted average number of issued ordinary shares for the year
adjusted for treasury shares
272 537 742
272 182 026
Basic/ diluted earnings (loss) per share (NOK)
(0.54)
6.08
Basic/ diluted earnings (loss) per share for continuing operations
(NOK)
(0.58)
5.96
Basic/ diluted earnings (loss) per share for discontinued operations
(NOK)
0.03
0.11
Dividends
At the Annual General Meeting on April 24, 2025, the Board of Directors were authorized
to declare distribution of dividends based on the 2024 annual accounts. In 2025, Akastor
distributed dividends to its shareholders of NOK 0.75 per share with a total amount of NOK
204 million. No dividends were paid in 2024.
Note 11 | Property, plant and equipment
Amounts in NOK million
Vessels
Historical cost
Balance as of January 1, 2024
334
Additions
149
Currency translation differences
45
Balance as of December 31, 2024
527
Additions
4
Currency translation differences
(58)
Balance as of December 31, 2025
473
Accumulated depreciation
Balance as of January 1, 2024
(103)
Depreciation for the year
(43)
Reversal of impairment loss
20
Currency translation differences
(11)
Balance as of December 31, 2024
(138)
Depreciation for the year
(53)
Currency translation differences
17
Balance as of December 31, 2025
(174)
Book value as of December 31, 2024
390
Book value as of December 31, 2025
299
Depreciation
Estimates for useful life, depreciation method and residual values are reviewed annually. The
vessels are depreciated on a straight-line basis over their expected economic lives of 25-30
years. The group has not identified assets expected to have a significant shorter useful life
due to climate-related risks.
ANNUAL REPORT 2025
PAGE 54
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 12 | Equity-accounted investments
Equity-accounted investments include joint ventures and associates that are accounted for
using the equity method. Such investments are defined as related parties to Akastor. See
Note 26 Related parties for significant agreements and transactions with joint ventures and
any guarantees provided on behalf of such entities.
Amounts in NOK million
HMH
AKOFS
Offshore
Other
Total equity-
accounted
investments
Country
Netherlands
Norway
Norway
Ownership and voting rights
50%
66.7%
Functional currency
USD
USD
NOK
Balance as of January 1, 2024
3 015
407
17
3 439
Dilution gain from change in ownership
-
-
7
7
Share of net profit (loss)
269
(272)
(5)
(8)
Share of other comprehensive income
(131)
(27)
-
(158)
Share of changes directly in equity
78
-
-
78
Currency translation differences
346
29
-
375
Balance as of January 1, 2025
3 576
138
19
3 733
Equity investment
-
12
3
15
Share of net profit (loss)
217
(175)
(18)
25
Share of other comprehensive income
122
36
1
158
Share of changes directly in equity
20
-
-
20
Currency translation differences
(407)
(11)
-
(418)
Balance as of December 31, 2025
3 527
-
6
3 533
HMH
HMH is a premier provider of drilling systems, equipment and aftermarket services. Akastor and
Baker Hughes each holds 50 percent of the shares in HMH Holding B.V., and have joint control
over the company.
AKOFS Offshore
AKOFS Offshore is a subsea well installation and intervention services provider. In 2025, Akastor
increased its ownership interest in AKOFS Offshore from 50 percent to 66.7 percent, while
Mitsui O.S.K. Lines, Ltd. (“MOL”) holds the remaining 33.3 percent of the shares. Akastor and MOL
maintain joint control over AKOFS Offshore as the decisions about the relevant activities in the
company require the unanimous consent of both parties. Accordingly, AKOFS Offshore remains as
a joint venture to Akastor.
Akastor discontinued recognizing further losses in AKOFS Offshore in 2025 after the carrying
amount of the investment was reduced to zero. The interest-bearing receivables to AKOFS
Offshore amounted to NOK 428 million as of December 31, 2025, which are not considered, in
substance, as part of the net investment. As of December 31, 2025, unrecognized share of net
loss was NOK 87 million.
Other
Includes Føn Energy Services AS (Akastor’s ownership 36 percent) and IKM Løfteteknikk AS
(Akastor’s ownership 33 percent).
ANNUAL REPORT 2025
PAGE 55
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Summary of financial information for significant equity-accounted investments
(100 percent basis)
HMH
AKOFS Offshore
Amounts in NOK million
2025
2024
2025
2024
Current assets
6 354
7 480
487
665
- Cash and cash equivalents
970
556
161
265
Non-current assets
7 319
8 188
3 699
4 150
Current liabilities
(2 295)
(3 873)
(1 585)
(2 248)
- Current financial liabilities
(excluding trade and other payables and provisions)
(176)
(262)
(1 317)
(1 961)
Non-current liabilities
(4 306)
(4 629)
(2 013)
(2 292)
- Non-current financial liabilities
(excluding trade and other payables and provisions)
(3 766)
(4 072)
(2 008)
(2 287)
Non-controlling interests
(19)
(13)
-
-
Net assets (100%)
7 053
7 153
588
276
Akastor’s share
50%
50%
66.7%
50%
Akastor's share of net assets
3 527
3 576
392
138
Junior loan classified as equity
-
-
(458)
-
Excess value
-
-
(23)
-
Not recognized share of total comprehensive income
-
-
88
-
Akastor's carrying amount of the investment
3 527
3 576
-
138
HMH
AKOFS Offshore
Amounts in NOK million
2025
2024
2025
2024
Revenue
8 620
9 056
1 439
1 495
Depreciation, amortization and impairment
(570)
(447)
(423)
(436)
Interest expense
(386)
(400)
(304)
(388)
Income tax expense
(277)
(266)
-
23
Profit (loss) for the year
434
538
(392)
(543)
Other comprehensive income (loss)
243
(263)
53
(53)
Total comprehensive income (loss) (100%)
677
275
(340)
(596)
Akastor’s share
50%
50%
66.7%
50%
Akastor's share of total comprehensive income (loss)
338
137
(227)
(298)
Not recognized total comprehensive income (loss)
-
-
88
-
Recognized share of total comprehensive income (loss)
338
137
(139)
(298)
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 13 | Other investments
Amounts in NOK million
Note
2025
2024
Investment in NES Fircroft
684
821
Aker Pensjonskasse
26
158
158
Shares in listed companies:
- Odfjell Drilling
-
155
- ABL Group
52
58
- Awilco Drilling
2
38
- Maha Capital
23
20
Total other investments
24
919
1 251
Other investments are measured at fair value.
NES Fircroft
Akastor holds around 15 percent economic ownership interest in NES Fircroft, a global
technical and engineering staffing provider. The investment, consisting mainly of debt
instruments, is measured at fair value. See Note 24 Financial instruments for more
information about the fair value measurement of debt instruments in NES Fircroft.
Aker Pensjonskasse
Aker Pensjonskasse was established by Aker ASA to manage the retirement plan for
employees and retirees in Akastor as well as related Aker companies. Akastor holds 93.4
percent of the paid-in capital in Aker Pensjonskasse. The ownership does not constitute
control since Akastor does not have the power to govern the financial and operating policies
so as to obtain benefits from the activities in this entity.
Odfjell Drilling
In 2024, Akastor received about 3 million shares in Odfjell Drilling Ltd, pursuant to a warrant
investment agreement entered into in 2018. In 2025, the shares in Odfjell Drilling Ltd were fully
divested resulting in a financial gain of NOK 67 million.
ABL Group
Akastor holds 4.5 percent of the common shares in ABL Group ASA, which is listed on the Oslo
Stock Exchange.
Awilco Drilling
Awilco Drilling PLC was delisted from Oslo Euronext Growth in 2025 and is currently under
liquidation.
Maha Capital
Akastor held 1.7 percent of the common shares in Maha Capital AB, which is listed on NASDAQ
First North Growth Market in Stockholm. The shareholding was fully divested for total proceeds
of SEK 37 million in January 2026.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 14 | Interest-bearing receivables
Amounts in NOK million
Note
2025
2024
Receivables from AKOFS Offshore
26
428
415
Receivables from HMH
26
315
319
Receivables from Aker Pensjonskasse
26
25
24
Receivable from Føn Energy Services
26
33
19
Seller’s credit to Diamond Key International
-
13
Total
801
789
Non-current interest-bearing receivable
788
485
Current interest-bearing receivable
13
304
Total
801
789
The interest-bearing receivables are financial assets measured at amortized cost. The
receivables are considered to have low credit risk, and the expected credit loss (ECL) is
assessed to be insignificant. No loss allowance was recognized in 2025 or 2024.
Note 15 | Trade and other receivables
Amounts in NOK million
Note
2025
2024
Trade receivables
96
68
Less provision for impairment
-
-
Trade receivables, net of provision
96
68
Other receivables
16
2
Trade and other receivables
24
112
69
Prepayments
23
23
Deferred and contingent considerations
24
-
3
Total
135
95
Aging of trade receivables
Amounts in NOK million
2025
2024
Not overdue
81
56
Past due 0-30 days
15
2
Past due more than 90 days
-
10
Total trade receivables
96
68
ANNUAL REPORT 2025
PAGE 58
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 16 | Liquidity fund investment
Amounts in NOK million
Note
2025
2024
Liquidity fund investment
24
276
376
As of December 31, 2025, Akastor invested NOK 276 million in a liquidity fund. The fund
invests in short-term interest-bearing securities in NOK, i.e., certificates and bonds issued
by companies with investment grade rating and the public sector. The liquidity fund cannot
invest in securities with fixed interest rates longer than one year. The credit risk is deemed to
range from low to very low. The investment in liquidity fund is liquid and convertible to cash
on short notice. The rationale of the investment is to enhance the return from surplus cash,
compared to the interest rate in the cash pool. The liquidity fund investment is classified as
financial asset measured at fair value to profit and loss.
As of December 31, 2025, Akastor had a liquidity reserve of NOK 621 million, composed of
undrawn committed credit facility of NOK 302 million, cash and cash equivalents of NOK 43
million and investment in liquidity fund of NOK 276 million.
Note 17 | Capital and reserves
Share capital
Akastor ASA has one class of shares, ordinary shares, with equal rights for all shares. The
holders of ordinary shares are entitled to receive dividends and are entitled to one vote per
share at General Meetings. Total outstanding shares are 274 000 000 at par value NOK
0.592 per share (NOK 0.592 in 2024). All issued shares are fully paid.
Treasury shares
As of December 31, 2025, Akastor ASA held 1 441 869 treasury shares (1 813 974 treasury
shares in 2024), representing 0.53 percent of total outstanding shares. 372 105 treasury
shares were awarded to employees in 2025 in connection with the company’s variable pay
program. No transaction of treasury shares was carried out in 2024.
Hedging reserve
As of December 31, 2025 or 2024, the group had no cash flow hedges. The hedging reserve
is related to share of other comprehensive income in equity accounted investments.
Fair value reserve
The fair value reserve comprises the cumulative net changes in the fair value of financial
assets classified as Fair Value through OCI (FVOCI) until these assets are impaired or
derecognized.
Currency translation reserve
The currency translation reserve includes exchange differences arising from the translation
of the net investments in foreign operations, foreign exchange gain or loss on loans defined
as part of net investments in foreign operations, as well as the group’s share of currency
translation differences in equity-accounted investments.
ANNUAL REPORT 2025
PAGE 59
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 18 | Borrowings
Below are contractual terms of the group’s interest-bearing loans and borrowings which are measured at amortized cost. For more information about the group’s exposure to interest rates,
foreign currency and liquidity risk, see Note 23 Financial risk management and exposures.
Amounts in million
Currency
Nominal currency value
Carrying amount (NOK)
Maturity
Interest terms 2)
2025
Revolving credit facility Akastor Corporate
(USD 30 million) 1)
USD
-
(2)
June 2027
SOFR + margin 4.0%
Revolving credit facility DDW Offshore
(USD 24 million)
USD
23
234
November 2027
SOFR + margin 2.75%
HMH Loan Note
USD
5
47
December 2028
Fixed rate 8.0%
Total borrowings
278
Current borrowings
63
Non-current borrowings
215
Total borrowings
278
2024
Revolving credit facility Akastor Corporate
(USD 30 million) 1)
USD
-
(3)
June 2026
USD LIBOR + margin 4.0%
Term loan DDW Offshore
USD
29
328
September 2026
Fixed rate 10.85%
HMH Loan Note
USD
4
49
October 2027
Fixed rate 8.0%
Total borrowings
373
Current borrowings
82
Non-current borrowings
292
Total borrowings
373
1) As of December 31, 2025 or 2024, there was no draw on the revolving credit facility and the carrying amount comprised capitalized borrowing costs and accrued commitment fees.
2) Commitment fee is 1.3 percent for the revolving credit facility in Akastor Corporate and 35 percent of the margin for the facility in DDW Offshore.
For information about contractual maturities of borrowings, including interest payments and the period in which they mature, see Note 23 Financial risk management and exposures.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Bank debt
In October 2025, the agreement of revolving credit facility in Akastor Corporate was extended until June 2027. The revolving credit facility is provided by a bank syndicate consisting of high-quality Nordic and
international banks, with DNB acting as agent. The terms and conditions include restrictions which are customary for these kinds of facilities, including inter alia negative pledge provisions and restrictions on
acquisitions, disposals and mergers, dividend distribution and change of control provisions. For information about financial covenants, see Note 22 Capital management.
In November 2025, DDW Offshore completed a refinancing with a new revolving credit facility agreement with SpareBank 1 Sør-Norge ASA as lenders. The facility is guaranteed by Akastor ASA and the
lenders benefit from first priority mortgages in the vessels. This facility includes restrictions which are customary for these kinds of secured financing.
Reconciliation of liabilities arising from financing activities
Amounts in NOK million
Revolving credit facility
(Akastor Corporate)
Loan facility
(DDW Offshore)
Subordinated
Aker facility
Other
Total
borrowings
Balance as of January 1, 2024
856
309
82
121
1 369
Proceeds from borrowings
131
-
118
-
249
Repayment of borrowings
(1 043)
(19)
(206)
(81)
(1 350)
Changes from financing cash flows
(913)
(19)
(88)
(81)
(1 101)
Changes in capitalized borrowing costs
3
4
-
-
7
Accrued interest (incl. commitment fees)
(3)
-
7
4
8
Foreign exchange movements
54
33
-
4
91
Balance as of December 31, 2024
(3)
328
-
49
373
Proceeds from borrowings
(1)
251
-
-
249
Repayment of borrowings
-
(316)
-
-
(316)
Changes from financing cash flows
(1)
(65)
-
-
(66)
Changes in capitalized borrowing costs
2
5
-
-
7
Accrued interest (incl.commitment fees)
-
1
-
3
4
Foreign exchange movements
-
(34)
-
(6)
(41)
Balance as of December 31, 2025
(2)
234
-
47
278
ANNUAL REPORT 2025
PAGE 61
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Movement in net defined benefit (asset) liability
Pension
obligation
Pension asset
Net pension
obligation
Amounts in NOK million
2025
2024
2025
2024
2025
2024
Balance as of January 1
265
279
(189)
(197)
76
82
Transferred under termination process
(94)
-
94
-
-
-
Interest cost (income) included in profit and loss
5
6
(3)
(3)
2
3
Remeasurements included in OCI
2
9
4
(5)
6
3
Benefits paid by the plan
(16)
(29)
11
24
(5)
(5)
Contributions paid into the plan
-
-
(7)
(7)
(7)
(7)
Balance as of December 31
162
265
(90)
(189)
73
76
Plan assets
Amounts in NOK million
2025
2024
Bonds
27
29
Fund/private equity
63
57
Debt securities
-
102
Total plan assets at fair value
90
189
Note 19 | Employee benefits – pension
Pension plans in Norway
The main pension arrangement in Norway is a general pension plan organized by the
Norwegian Government. All pension arrangements by employers consequently represent
limited additional pension entitlements. Norwegian employers are obliged to provide an
employment pension plan, which can be organized as a defined benefit plan or as a defined
contribution plan. The pension plans in Akastor are described as below.
Defined contribution plan
Akastor closed the defined benefit plans in 2008 and provides defined contribution plans
for all employees. In the defined contribution plan, Akastor is responsible for paying an
agreed contribution to the employee’s pension assets. The annual contribution is recognized
as pension cost.
Defined benefit plan
Employees who were 58 years or older in 2008, when the transition to defined contribution
plan took place, are still in the defined benefit plan, which is a funded plan. There are no longer
any active employees in this plan. The group has also unfunded executive pension plans that
are closed for new members. The estimated contribution expected to be paid during 2026
amounts to NOK 13 million.
Pension cost
Amounts in NOK million
2025
2024
Defined contribution plans including AFP
2
2
Total pension cost
2
2
ANNUAL REPORT 2025
PAGE 62
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
The investments in bonds are done in the Norwegian market and most of the bonds are not
listed on any exchange. The market value as at year end is based on official prices provided by
the Norwegian Securities Dealers Association. The Bond investments have on average a high
credit rating. Most of the investments are in Norwegian municipalities with a credit rating of AA.
The investment in fund/private equity is mainly funds that invest in listed securities and
where the fund value is based on quoted prices.
Defined benefit obligation – actuarial assumptions
The group’s significant defined benefit plans are in Norway. The followings are the principal
actuarial assumptions at the reporting date for the plans in Norway.
Norway
2025
2024
Discount rate
4.00%
3.30%
Asset return
2.00%
2.25%
Salary progression
4.00%
3.50%
Pension indexation
2.8 -3.5%
2.8 -3.75%
Mortality table
K2013
K2013
Life expectancy of male pensioners (in years)
22.9
22.9
Life expectancy of female pensioners (in years)
26.2
26.2
The discount rates and other assumptions in 2025 and 2024 are based on the Norwegian
high quality corporate bond rate and recommendations from the Norwegian Accounting
Standards Board. It should be expected that fluctuations in the discount rates would also
lead to fluctuations in the pension indexations. The total effect of fluctuations in economic
assumptions is consequently unlikely to be very significant.
Note 20 | Other liabilities
Amounts in NOK million
Note
2025
2024
Deferred settlement obligations
24
185
195
Total other non-current liabilities
185
195
Deferred settlement obligations
Deferred settlement obligations represent contingent considerations arising from disposal
of subsidiaries. The obligations mainly related to indemnity liabilities in connection with
the divestment of MHWirth (wholly owned by HMH), under which Akastor has undertaken
to cover payments relating to the pension obligations in MHWirth that existed prior to the
divestment transaction in October 2021. The current portion of the obligations, representing
estimated payments expected to occur in the next twelve months, is included under “Trade
and other payables”, see Note 21.
Note 21 | Trade and other payables incl. provisions
Amounts in NOK million
Note
2025
2024
Trade creditors
13
54
Accrued expenses
96
44
Trade and other payables
24
109
98
Public duty and tax payables
5
5
Contract liabilities
6
9
-
Deferred settlement obligations 1)
24
16
80
Provisions
2
9
Total
141
191
1) Relates to current portion of deferred settlement obligations, see Note 20 for more information
ANNUAL REPORT 2025
PAGE 63
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 22 | Capital management
Akastor’s capital management is designed to ensure that the group has sufficient financial
flexibility to carry out its strategic targets, both short-term and long-term. Akastor is
targeting to maintain a financial structure that, through solidity and cash flow, secures
the group’s strong long-term creditworthiness, as well as maximize value creation for its
shareholders through:
• Investing in projects and business areas which will increase the company’s Return On
Capital Employed (ROCE) over time.
• Optimizing the company’s capital structure to ensure both sufficient and timely funding
over time to finance its activities at the lowest cost.
Investment policy
Akastor’s capital management is based on a rigorous investment selection process which
considers not only Akastor’s weighted average cost of capital and strategic orientation but
also external factors such as market expectations.
Funding policy
Liquidity planning
Akastor has a strong focus on its liquidity situation to meet its capital needs and ensure
solvency for its financial obligations. Akastor had a liquidity reserve per year end 2025 of
NOK 621 million, composed of an undrawn committed credit facility of NOK 302 million, cash
and cash equivalents of NOK 43 million and investment in liquidity fund of NOK 276 million.
Funding of operations
Akastor’s group funding policy is that subsidiaries should finance their operations with the
treasury department (Akastor Treasury). This ensures optimal availability and transfer of
cash within the group and better control of the company’s overall debt as well as cheaper
funding for its operations. However, DDW Offshore is financed directly through a revolving
credit facility (committed amount of USD 24 million) maturing in November 2027.
Funding duration
Akastor emphasizes financial flexibility and steers its capital structure accordingly to limit its
liquidity and refinancing risks. In this perspective, loans and other external borrowings are to
be renegotiated well in advance of their due date and generally for periods of 2 to 3 years.
Funding cost
Akastor aims to have diversified funding sources in order to reach the lowest possible cost
of capital. These funding sources might include:
• The use of banks based on syndicated credit facilities.
• The issue of debt instruments in the Norwegian capital market.
• The issue of debt instruments in foreign capital markets.
Monitoring of financial covenants
Akastor coporate facility
In 2025, the agreement of Akastor’s corporate revolving credit facilities was extended to
June 2027. There are no significant amendments in the terms and conditions and financial
covenants. The covenants defined in the loan agreement are shown below. See Note 18
Borrowings for details about the corporate credit facility.
• The company’s gearing ratio shall not exceed 0.5 times and is calculated from the
consolidated total borrowings to the consolidated Equity
• Equity ratio shall not be lower than 32.5%, calculated from the consolidated total equity to
consolidated total assets
• Minimum liquidity amount shall exceed NOK 50 million on consolidated level..
The ratios are calculated based on net debt including cash and borrowings, consolidated
equity and consolidated total assets, however adjusted for certain items as defined in the loan
agreement. Covenants ratios are based on accounting principles as of December 31, 2025.
ANNUAL REPORT 2025
PAGE 64
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 23 | Financial risk management and exposures
The group is exposed to a variety of financial risks, including currency risk, interest rate risk,
price risk, credit risk, liquidity risk and capital risk. The capital market risk affects the value
of financial instruments held. The objective of financial risk management is to manage and
control financial risk exposures and thereby increase the predictability of earnings and
minimize potential adverse effects on the group’s financial performance.
Risk management is present in every project. It is the responsibility of the project managers,
with the support of Akastor Treasury, to identify, evaluate and hedge financial risks under
policies approved by the Board of Directors. The group has well-established principles
for overall risk management, as well as policies for the use of derivatives and financial
investments. There have not been any changes in these policies during the year.
Currency risk
The group’s exposure to currency risk is primarily against USD. In addition, the group has
significant investments in portfolio companies that operate internationally and are exposed
to currency risk on commercial transactions, recognized assets and liabilities and net
investments in foreign operations.
Exposure to currency risk
Changes in currency rates change the values of borrowings, receivables and cash balances.
Amounts in million
2025
2024
USD
USD
Cash and cash equivalents
(14)
-
Intercompany loans
72
66
Loans and receivables
139
120
Deferred settlement obligations
-
(6)
Balance sheet exposure
197
180
Net exposure (NOK million)
1 987
2 044
The covenants are monitored on a regular basis by the Akastor Treasury department to ensure
compliance with the loan agreements which are tested and reported on a quarterly basis.
Akastor was in compliance with its covenants as of December 31, 2025.
DDW Offshore loan facility
In 2025, DDW Offshore was refinanced with a USD 24 million Reducing Revolving Credit
Facility with maturity in November 2027. The Facility has the following covenants:
• a minimum liquidity of USD 500 thousand per vessel representing USD 1.5 million per
year-end 2025
• a minimum equity ratio of 30%
• a minimum asset cover ratio of 130% (market value of the vessels / secured loan
committed amount)
ANNUAL REPORT 2025
PAGE 65
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Guarantee obligations
The group has provided the following guarantees on behalf of group companies and related
parties as of December 31, 2025 (estimated remaining exposure as of December 31, 2025):
• Parent company guarantees for group companies of NOK 0.2 billion (NOK 0.3 billion in
2024)
• Parent company guarantees for related parties of NOK 0.6 billion (NOK 1.5 billion in 2024)
• Financial guarantees including counter guarantees for bank and guarantees for pension
obligations of NOK 0.4 billion (NOK 0.1 billion in 2024)
In addition, Akastor has provided performance guarantees on behalf of related parties, mainly
related to the performance of AKOFS Offshore (for operating AKOFS Seafarer) under the
agreement with Equinor, which was originally entered into in 2018 when AKOFS Offshore
was wholly owned by Akastor. As of December 31, 2025, the remaining contract value of this
agreement was NOK 3.2 billion with expiry in December 2028.
The likelihood of payments under these guarantees is considered to be very low. No provision
was recognized in the financial statements related to guarantee obligations.
Price risk
The group is exposed to fluctuations in market prices in the operational areas related
to contracts, including changes in market prices for raw materials, equipment and
development in wages. These risks are to the extent possible managed in bid processes
by locking in committed prices from vendors as a basis for offers to customer or through
escalation clauses with customers.
Sensitivity analysis
A strengthening of USD against NOK as of December 31 would have affected the measurement
of financial instruments denominated in a foreign currency and increased (decreased) income
statement by the amounts shown below. This analysis is based on foreign currency exchange
rate variances that the group considered to be reasonably possible at the end of the reporting
period. The analysis assumes that all other variables, in particular interest rates, remain constant
and ignores any impact of forecast sales and purchases. Figures in the table below only include
the effect in income statement for change in currency regarding financial instruments and do not
include effect from operating cost and revenue.
Effect of weakening of NOK against USD:
Profit (loss) after tax
Amounts in NOK million
2025
2024
USD (10%)
199
204
A strengthening of the NOK against USD as of December 31 would have had the equal but
opposite effect on the above amounts, on the basis that all other variables remain constant.
The sensitivity analysis does not include effects on the consolidated result and equity from
changed exchange rates used for consolidation of foreign subsidiaries.
The primary currency-related risk is the risk of reduced competitiveness abroad in the case
of a strengthened NOK. This risk relates to future commercial contracts and is not included
in the sensitivity analysis above.
Interest rate risk
The group’s interest rate risk arises from cash balances, interest-bearing borrowings and
interest-bearing receivables. Borrowings and receivables issued at variable rates as well as
cash expose the group to cash flow interest rate risk. Borrowings and receivables issued at
fixed rates expose the group to fair value interest rate risk. However, as these borrowings are
measured at amortized cost, interest rate variations do not affect profit and loss when held
to maturity.
ANNUAL REPORT 2025
PAGE 66
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Climate risk
Akastor, as an investment company, is exposed to climate related risks, mainly transition
risks and physical risks which are closely linked to the risks identified by the portfolio
companies it has ownership interests in. The group’s most significant group of assets,
equity-accounted investments, consists primarily of investments in HMH and AKOFS
Offshore. The largest climate-related risks are related to the transition to a low-emission
economy, with an associated risk of decreased investments in the oil and gas sector, as well
as other likely challenges for the oil service sector such as access to and cost of capital.
In addition, large oil companies are shifting towards low-carbon production, leading to
changes in customer requirements that may require new investments in technology. Overall,
this may lead to negative impact on the equity of these investments and thus reduction of
the value of Akastor’s investments.
With regards to the physical assets in the group, mainly attributed to the vessels held by
DDW Offshore, the group is mainly exposed to physical risks such as extreme weather
changes. The group has not identified significant changes when assessing useful life or
impairment testing of the vessels due to climate related risks.
For the 2025 and 2024 financial statements, the group has not identified any material
impacts on judgement and estimates due to climate-related risks.
Credit risk
Credit risk is the risk of financial losses to the group if customer or counterparty to financial
investments/instruments fails to meet contractual obligations and arise principally from
investment securities and receivables.
The group evaluates that significant credit risk concentrations are related to external
receivables. The maximum exposure to credit risk at the reporting date equals the carrying
amounts of financial assets (see Note 24 Financial instruments). The group does not hold
collateral as security. The group reviews the creditworthiness of counterparty when entering
into significant or long-term contract and actively monitors its credit exposure to each
counterparty.
Liquidity risk
Liquidity risk is the risk that the group will encounter difficulty in meeting the obligations
associated with its financial liabilities. The group manages its liquidity to ensure that it will
always have sufficient liquidity reserves to meet its liabilities when due.
Liquidity risk management includes maintaining sufficient cash, the availability of funding
from an adequate amount of committed credit facilities and the ability to close out market
positions. Due to the dynamic nature of the underlying businesses, Akastor Treasury
maintains flexibility in funding by maintaining availability under committed credit lines.
Akastor is an investment company with limited upstream cash flow from its portfolio
companies and therefore to a large degree depends on realization of assets to reduce debt
and improve liquidity. In order to mitigate refinancing risk when the corporate financing
facilities mature and secure available liquidity, the group is in accordance with its strategy
focusing on realization of holdings.
The group policy for the purpose of optimizing availability and flexibility of cash within the
group is to operate a centrally managed cash pooling arrangement. Management monitors
rolling quarterly forecasts of the group’s liquidity reserve on the basis of expected cash flow.
ANNUAL REPORT 2025
PAGE 67
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Financial liabilities and the period in which they mature
The following is the remaining contractual maturities of financial liabilities at the reporting
date. The amounts are gross and undiscounted and include contractual interest payments
and exclude the impact of netting agreements.
Amounts in NOK million
Note
Book
value
Total
cash
flow 1)
6
months
and less
6-12
months
1-2
years
2-5
years
More
than 5
years
2025
Borrowings 2)
18
278
322
42
38
183
59
-
Lease liabilities
6
7
2
2
3
-
-
Deferred settlement obligations
20, 21
201
201
8
8
15
45
125
Trade and other payables
21
114
114
114
-
-
-
-
Total financial liabilities
599
643
166
47
200
104
125
2024
Borrowings 2)
18
373
424
58
57
248
60
-
Lease liabilities
9
10
2
2
4
3
-
Deferred settlement obligations
20, 21
276
276
81
8
15
45
128
Trade and other payables
21
102
102
102
-
-
-
-
Total financial liabilities
761
813
243
67
267
108
128
1) Nominal currency value including interest.
2) The interest costs are calculated using the last fixing rate known by year end (plus applicable margin).
Note 24 | Financial instruments
Accounting classifications and fair values
The following table shows the carrying amounts and fair values of financial assets and
financial liabilities, including their levels in the fair value hierarchy. It does not include fair
value information for financial assets and financial liabilities not measured at fair value if
the carrying amount is a reasonable approximation of fair value. For financial instruments
measured at fair value, the levels in the fair value hierarchy are as shown below.
Level 1 - fair values are based on prices quoted in an active market for identical assets or
liabilities.
Level 2 - fair values are based on inputs other than quoted prices included in Level 1 that are
observable for the asset or liability, either directly or indirectly
Level 3 - fair values are based on unobservable inputs, mainly based on internal
assumptions used in the absence of quoted prices from an active market or other
observable price inputs.
ANNUAL REPORT 2025
PAGE 68
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
December 31, 2025
Carrying amount
Fair value hierarchy
Amounts in NOK million
Note
FVOCI- debt
instrument
FVTPL-equity
instrument
Mandatorily at
FVTPL - others
Amortized costs
Total
Level 1
Level 2
Level 3
Other investments
13
684
236
-
-
919
76
-
844
Liquidity fund investment
16
-
-
276
-
276
276
-
-
Cash and cash equivalents
-
-
-
43
43
-
-
-
Interest-bearing receivables
14
-
-
-
801
801
-
-
-
Trade and other receivables
15
-
-
-
112
112
-
-
-
Financial assets
684
236
276
956
2 151
352
-
844
Borrowings
18
-
-
-
(278)
(278)
-
(278)
-
Trade and other payables
21
-
-
-
(109)
(109)
-
-
-
Deferred settlement obligations
20, 21
-
-
(201)
-
(201)
-
-
(201)
Financial liabilities
-
-
(201)
(388)
(589)
-
(278)
(201)
December 31, 2024
Carrying amount
Fair value hierarchy
Amounts in NOK million
Note
FVOCI- debt
instrument
FVTPL-equity
instrument
Mandatorily at
FVTPL - others
Amortized costs
Total
Level 1
Level 2
Level 3
Other investments
13
821
429
-
-
1 251
271
-
980
Liquidity fund investment
16
-
-
376
-
376
376
-
-
Cash and cash equivalents
-
-
-
47
47
-
-
-
Interest-bearing receivables
14
-
-
-
789
789
-
-
-
Trade and other receivables
15
-
-
-
69
69
-
-
-
Contingent and deferred consideration
-
-
3
3
-
-
3
Financial assets
821
429
380
905
2 536
647
-
983
Borrowings
-
-
-
(373)
(373)
-
(373)
-
Trade and other payables
-
-
-
(98)
(98)
-
-
-
Deferred settlement obligations
20, 21
-
-
(276)
-
(276)
-
-
(276)
Financial liabilities
-
-
(276)
(471)
(747)
-
(373)
(276)
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Reconciliation of Level 3 financial assets and financial liabilities
Amounts in NOK million
Assets
Liabilities
Balance as of January 1, 2024
926
(422)
Settlements
(20)
182
Net gain (loss) in the income statement
247
(36)
Transfer to fair value hierarchy level 1
(169)
-
Balance as of December 31, 2024
983
(276)
Settlements
(3)
74
Net gain (loss) in the income statement
(138)
1
Transfer from fair value hierarchy level 1
2
-
Balance as of December 31, 2025
844
(201)
Measurement of fair values at level 3
Debt instruments at FVOCI
Financial assets measured at FVOCI are related to debt instruments in NES Fircroft. The
valuation model considers the present value of the expected cash flows from the ultimate
disposal of the investments weighted with different probabilities. The expected disposal value
is determined by forecast EBITDA at the time of disposal and market multiples, adjusted by
forecast net debt of the investee. The estimated fair value would increase (decrease) if:
• The forecast EBITDA were higher (lower);
• The market multiples applied were higher (lower); or
• The net debt of the investees at the date of disposal were lower (higher).
Deferred settlement obligations
As of December 31, 2025, the obligations primarily related to indemnity liabilities in
connection with the divestment of MHWirth (wholly owned by HMH), under which Akastor
has undertaken to cover pre-divestment pension obligations. The valuation reflects the
estimated outcome of indemnity claims, based on expected cash amounts to be paid under
the relevant pension obligations existed prior to the divestment in October 2021.
Note 25 | Group companies
This note gives an overview of subsidiaries of Akastor ASA. For information about other
investments in the group, refer to Note 12 Equity-accounted investments and Note 13 Other
investments. If not stated otherwise, ownership equals share of voting rights.
Subsidiaries as of December 31
Ownership (%)
Company
Country
2025
2024
Akastor AS
Norway
100
100
DDW Offshore AS
Norway
100
100
Mercury HoldCo AS
Norway
100
100
RGA Energy Holdings AS
Norway
100
100
AKA SPH AS
Norway
100
100
Akastor Real Estate AS 1)
Norway
-
100
Mercury HoldCo Inc
USA
100
100
AK Wilfab Inc 2)
USA
100
100
KOP Surface Products Singapore Pte Ltd 2)
Singapore
100
100
Well Systems Servicing Ltd 2)
Nigeria
100
100
1) Merged into AKA SPH AS
2) Dormant company
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 26 | Related parties
Related party relationships are those involving control (either direct or indirect), joint control
or significant influence. Related parties are in a position to enter into transactions with the
company that would not be undertaken between unrelated parties.
The subsidiaries of Akastor ASA are listed in Note 25 Group companies. Any transactions
between the parent company and the subsidiaries are shown line by line in the separate financial
statements of the parent company, and are eliminated in the consolidated financial statements.
Joint ventures and associates are accounted for using the equity method, see Note 12
Equity-accounted investments.
The largest shareholder of Akastor, Aker Holding AS, is wholly-owned by Aker ASA, which in
turn is controlled by Kjell Inge Røkke through TRG Holding AS and The Resource Group TRG AS.
Akastor is an associate to Aker ASA as per year end 2025 and 2024. The entities controlled by
Aker ASA and entities which Kjell Inge Røkke controls through The Resource Group TRG AS are
considered related parties to Akastor and referred as “Aker entities” in this note.
Summary of significant transactions and balances with related parties
2025
2024
Amounts in NOK million
Joint
ventures
Other
Aker
entities
Joint
ventures
Other
Income statement
Net financial items
61
1
(16) 57
1
Assets (liabilities)
Trade receivables
5
-
-
14
-
Interest-bearing receivables
777
25
-
753
24
Trade payable
(4)
-
-
-
-
Interest-bearing liabilities
(47)
-
-
(49)
-
Other liabilities
(200)
-
-
(210)
-
Below are descriptions of significant related party agreements.
Significant agreements with Aker entities
US pension plan
AK Wilfab Inc, a wholly owned subsidiary of Akastor, was together with Aker Solutions Inc
and The Resource Group TRG AS sponsoring the US pension plan named the Kvaerner
Consolidated Retirement Plan. Akastor held one third of the liability of the sponsors for the
underfunded element of the plan and Aker ASA held two thirds of the ultimate liability. In
2025, the US pension plan was transferred to an external provider with a minor surplus of
assets that may potentially be distributed to the sponsors. The termination process is to be
finalized upon completion of the federal agency (PBGC) audit.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Related party transactions with joint ventures
AKOFS Offshore
As of December 31, 2025, Akastor had interest-bearing receivables of NOK 428 million against
AKOFS Offshore (SOFR +margin 4.0 percent), see also Note 14 Interest-bearing receivables.
Akastor’s guarantee exposure relating to each of the vessels in AKOFS Offshore is
summarised as below:
• As of December 31, 2025, Akastor’s total guarantee exposure under the security package
associated with the USD 83 million senior loan facility for Avium Subsea AS amounted to
USD 35 million. Of this amount, USD 27.7 million was provided through a bank guarantee
and USD 7.5 million through a parent company guarantee. In February 2026, the bank
guarantee of USD 27.7 million was replaced by a parent company guarantee with effect
from February 27, 2026, in connection with the extension of the senior loan facility’s
maturity.
• Akastor has issued a parent company guarantee in favour of OCY Wayfarer Limited as
security for lease payments under the bareboat charter relating to the Aker Wayfarer
vessel. As of December 31, 2025, the remaining charter payments was NOK 0.5 billion
until expiry in September 2027.
• Akastor has issued a performance guarantee in favour of Equinor under the current
contract for AKOFS Seafarer. The contract was originally entered into in 2018 when
AKOFS Offshore was wholly owned by Akastor. As of December 31, 2025, the remaining
contract value was NOK 3.2 billion, with expiry in December 2028.
HMH
As of December 31, 2025, Akastor had interest-bearing receivables of NOK 315 million
against HMH (fixed interest rate 8.0 percent), see also Note 14 Interest-bearing receivables.
Further, Akastor had interest-bearing liability of NOK 47 million towards HMH (fixed interest
rate 8.0 percent), see also Note 18 Borrowings for more information. Akastor recognized
deferred settlement obligations of NOK 200 million towards HMH as of December 31, 2025,
relating to indemnity liabilities for pension plans in connection with MHWirth divestment
completed in 2021.
Føn Energy Services
As of December 31, 2025, Akastor had interest-bearing receivables of NOK 33 million
against Føn Energy Services (NIBOR + weighted average margin 4.9 percent), see also Note
14 Interest-bearing receivables.
Other related parties
Aker Pensjonskasse
Aker Pensjonskasse was established by Aker ASA to manage the retirement plan for
employees and retirees in Akastor as well as related Aker companies. Akastor holds 93.4
percent of the paid-in capital in Aker Pensjonskasse. Akastor’s premium paid to Aker
Pensjonskasse amounted to NOK 6 million in 2025 (NOK 6 million in 2024). Akastor had an
interest-bearing receivable of NOK 25 million against Aker Pensjonskasse as of December
31, 2025 and an additional financing commitment of NOK 10 million (3% interest of drawn
amount and 1% interest of committed amount).
Even though Akastor owns 93.4 percent in Aker Pensjonskasse, the ownership does not
constitute control since Akastor does not have the power to govern the financial and
operating policies so as to obtain benefits from the activities in this entity.
Compensation to key management
The key management personnel of Akastor includes the Board of Directors and the
executive management team. The figures below represent remuneration expenses
recognized in the year. Detailed remuneration disclosures are provided in Remuneration
Report 2025.
Amounts in NOK million
2025
2024
Salary
8
8
Variable pay and other benefits
10
18
Post-employment benefits (pension expenses to company)
1
1
Remuneration to Board of Directors
3
4
Total
22
30
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 27 | Events after the reporting period
In January 2026, DDW Offshore, a subsidiary of Akastor ASA, completed the sale of
Skandi Atlantic for a purchase price of USD 22.75 million. Under the terms of DDW
Offshore’s revolving credit facility, the facility was reduced by USD 8 million following
the divestment.
In January 2026, Akastor completed the full realization of its holding in Maha capital
for total proceeds of SEK 37 million.
On February 23, 2026, Akastor distributed a cash dividend to its shareholders of
NOK 0.4 per share (in total NOK 109 million), based on the 2024 annual accounts.
The balance of accrued expenses related to key management remuneration amounted to
NOK 16 million as of December 31, 2025, of which NOK 8 million is contingent on continuous
employment after a three-year period.
Executive management’s and directors’ shareholding
The following number of shares is owned by the members of the executive management
and the directors (and their related parties) as of December 31:
Title
2025
2024
Karl Erik Kjelstad
CEO
862 285
700 000
Øyvind Paaske
CFO
205 109
135 083
Frank Ove Reite
Chairperson
200 000
200 000
Lone Fønss Schrøder
Deputy chair
4 400
4 400
Svein Oskar Stoknes
Director
1 297
1 297
Luis Antonio G. Araujo
Director
-
-
Eva Sagemo (from April 24, 2025)
Director
-
n.a.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Financials and Notes
Akastor ASA
Akastor ASA | Income statement
73
Akastor ASA | Statement of financial position
74
Akastor ASA | Statement of cash flow
75
Note 1 Accounting principles
76
Note 2 Operating revenue and expenses
77
Note 3 Net financial items
77
Note 4 Income tax
78
Note 5 Investments in group companies
78
Note 6 Receivables and borrowings, group companies
78
Note 7 Liquidity fund investment
79
Note 8 Shareholders’ equity
79
Note 9 Borrowings
80
Note 10 Guarantees
80
Note 11 Financial risk management
81
Note 12 Related parties
81
Note 13 Shareholders
82
Note 14 Events after the reporting period
82
Akastor ASA | Income statement
For the year ended December 31
Amounts in NOK million
Note
2025
2024
Operating revenue
2
5
2
Operating expenses
2
(44)
(39)
Operating profit (loss)
(39)
(37)
Net financial items
3
115
968
Profit (loss) before tax
76
930
Income tax benefit (expense)
4
7
324
Profit (loss) for the period
83
1 254
Profit (loss) for the period distributed as follows
Other equity
83
1 254
Profit (loss) for the period
83
1 254
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor ASA | Statement of financial position
As of December 31
Amounts in NOK million
Note
2025
2024
Assets
Deferred tax assets
4
2
31
Investments in group companies
5
4 169
4 298
Non-current interest-bearing receivables on group companies
6
-
500
Other non-current assets
1
1
Total non-current assets
4 172
4 830
Current interest-bearing receivables on group companies
6
506
6
Trade receivables
5
13
Liquidity fund investment
7
276
376
Cash in cash pool system
6
4
2
Total current assets
790
397
Total assets
4 963
5 227
Amounts in NOK million
Note
2025
2024
Equity and liabilities
Issued capital
162
162
Treasury shares
(1)
(1)
Share premium
2 000
2 000
Other paid in capital
2 011
2 007
Other equity
621
742
Total equity
8
4 794
4 910
Borrowings, external
9
(3)
(3)
Total non-current liabilities
(3)
(3)
Borrowings, external
9
1
-
Current borrowings from group companies
6
130
280
Trade payable to group companies
6
39
37
Other current liabilities
2
2
Total current liabilities
172
320
Total liabilities
169
317
Total equity and liabilities
4 963
5 227
Fornebu, March 17, 2026 I Board of Directors of Akastor ASA
Frank O. Reite
Chairperson
Lone Fønss Schrøder
Deputy Chairperson
Svein Oskar Stoknes
Director
Eva Sagemo
Director
Luis Antonio G. Araujo
Director
Karl Erik Kjelstad
CEO
ANNUAL REPORT 2025
PAGE 75
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Akastor ASA | Statement of cash flow
For the year ended December 31
Amounts in NOK million
Note
2025
2024
Profit (loss) before tax
76
930
Adjustments:
Dividend from group companies
3
-
(1 003)
Net interest cost and unrealized currency (income) loss
(57)
97
Profit (loss), net of adjustments
19
25
Changes in net operating assets
14
(4)
Net external interest paid
(3)
(37)
Dividend received from group companies
-
1 003
Net cash from operating activities
31
987
Net change in liquidity fund investment
118
(366)
Group contribution received
165
-
Net cash from investing activities
283
(366)
Amounts in NOK million
Note
2025
2024
Proceeds from borrowings
(1)
249
Repayment of borrowings
-
(1 250)
Changes in borrowings from group companies
(150)
417
Change in overdraft cash pool
-
(24)
Dividend paid to shareholders
(204)
-
Net cash from financing activities
(356)
(608)
Effect of exchange rate changes on cash and cash deposits
44
(11)
Net increase (decrease) in cash and bank deposits
2
2
Cash in cash pool system at the beginning of the period
2
-
Cash in cash pool system at the end of the period 1)
6
4
2
1) Unused committed credit facilities amounted to NOK 302 million as of December 31, 2025 (NOK 340 million in 2024).
ANNUAL REPORT 2025
PAGE 76
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 1 | Accounting principles
Akastor ASA (the parent company) is a company domiciled in Norway. The financial
statements are presented in conformity with Norwegian Accounting Act and Norwegian
generally accepted accounting principles (NGAAP).
Revenue recognition
Operating revenue mainly comprise parent company guarantees (PCG) charged to entities
within the group. The revenue is recognized over the guarantee period.
Investments in subsidiaries
Investments in subsidiaries are measured at cost in the parent company accounts, less
any impairment losses. The investments are impaired to fair value if the impairment is not
considered temporary. Impairment losses are reversed if the basis for the impairment loss is
no longer present. Investments in subsidiaries and associates are reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount may
exceed the fair value of the investment.
Dividends, group contributions and other distributions from subsidiaries are recognized as
income the same year as they are recognized in the financial statement of the provider. If
the dividends or group contributions exceed withheld profits after the acquisition date, the
excess amount represents repayment of invested capital, and is recognized as a reduction
of carrying value of the investment.
Classification
Current assets and current liabilities include items due within one year or items that are
part of the operating cycle. Other balance sheet items are classified as non-current assets/
debts.
Measurement of financial assets and liabilities
Financial assets and liabilities consist of interest-bearing receivables, trade and other
receivables, cash and cash equivalents, investment in liquidity fund, interest-bearing
borrowing and trade and other payables.
Investment in liquidity fund is measured at fair value based on quoted price.
Trade receivables and other receivables are recognized in the balance sheet at nominal
value less provision for expected losses.
Interest-bearing borrowings are initially recorded at transaction value less transaction costs.
Subsequent to initial recognition, these borrowings are measured at amortized cost with any
difference between cost and redemption value being recognized in the income statement
over the period of the borrowings on an effective interest basis.
Cash in cash pool system
Akastor ASA has a cash pool that includes the parent company’s cash as well as net
deposits from subsidiaries in the group cash pooling system owned by the parent company.
Correspondingly, Akastor ASA’s current borrowings from group companies include their net
deposit in the group’s cash pool system.
Share capital
Costs for purchase of own shares including transaction costs are accounted for directly
against equity. Sales of own shares are performed according to stock-exchange quotations
at the time of award and accounted for as increase in equity.
Cash flow statement
The statement of cash flow is prepared according to the indirect method.
Functional currency and presentation currency
The parent company’s financial statements are presented in NOK, which is Akastor ASA’s
functional currency. All financial information presented in NOK has been rounded to the
nearest million (NOK million), except when otherwise stated. The subtotals and totals in
some of the tables in these financial statements may not equal the sum of the amounts
shown due to rounding.
ANNUAL REPORT 2025
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Foreign currency
Transactions in foreign currencies are translated at the exchange rate applicable at the date
of the transaction. Monetary items in a foreign currency are translated to NOK using the
exchange rate applicable on the balance sheet date. Foreign exchange differences arising
on translation are recognized in the income statement as they occur.
Tax
Tax income (expense) in the income statement comprises changes in deferred tax. Deferred
tax is calculated as 22 percent of temporary differences between accounting and tax
values as well as any tax losses carry-forward at the year end. Net deferred tax assets are
recognized only to the extent it is probable that they will be utilized against future taxable
profits.
Note 2 | Operating revenue and expenses
Operating revenue comprised NOK 5 million in income from parent company guarantees
(NOK 2 million in 2024).
There are no employees in Akastor ASA and hence no salary or pension-related costs. No
loan or guarantees are provided to the executive management team. Group management
and corporate staff are employed by other Akastor companies and costs for their services
as well as other parent company costs are recharged to Akastor ASA.
Expenses of NOK 3.4 million were allocated to remuneration to the Board of Directors for
2025 (2024: NOK 3.7 million). Shareholding of the Board of directors and CEO is described in
Note 26 Related Parties in Akastor consolidated financial statements 2025. Remuneration to
the Board of directors and CEO is described in Remuneration Report 2025.
Fees to the auditors
Fees to the auditors for statutory audit amounted to NOK 1.6 million exclusive VAT (2024:
NOK 1.2 million).
Note 3 | Net financial items
Amounts in NOK million
2025
2024
Interest income from group companies
59
60
Interest income, external
83
73
Interest expense, external
(89)
(100)
Interest expense, related parties
-
(16)
Dividends from group companies
-
1 003
Income from liquidity fund
18
12
Net foreign exchange gain (loss)
44
(65)
Net financial items
115
968
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CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 4 | Income tax
Amounts in NOK million
2025
2024
Calculation of taxable income
Profit (loss) before tax
76
930
Dividends from group companies
-
(1 003)
Changes in temporary differences
12
(15)
Group contribution with tax effect
165
1 400
Generated (utilized) tax loss
(253)
(1 312)
Taxable income
-
-
Taxable (deductible) temporary differences
Revaluation of investment measured at fair value
-
10
Capitalized borrowing costs
4
5
Interest deduction carry-forward
(5)
(5)
Tax loss carry-forward
(8)
(261)
Net temporary differences
(10)
(251)
Tax rate
22 %
22 %
Tax effects of temporary differences
2
55
Not recognized deferred tax assets
-
(24)
Deferred tax assets (liability)
2
31
Tax expense
Change in deferred tax
7
324
Income tax benefit (expense)
7
324
Note 5 | Investments in group companies
Amounts in NOK million
Registered
office
Share
capital
Number of
shares held
Percentage
owner- /
voting share
Carrying
amount
2025
Carrying
amount
2024
Akastor AS
Fornebu, Norway
1 004
1
100%
2 857
2 986
Mercury Holdco AS
Fornebu, Norway
-
1 000
100%
1 312
1 312
Total
4 169
4 298
Note 6 | Receivables and borrowings, group companies
Amounts in NOK million
2025
2024
Group companies (borrowings) deposits in the cash pool system
134
282
Akastor ASA's net deposit (borrowings) in the cash pool system
(130)
(280)
Cash in cash pool system
4
2
Non-current interest-bearing receivables on group companies
-
500
Current interest-bearing receivables on group companies 1)
506
6
Current borrowings from group companies 2)
(130)
(280)
Net interest-bearing receivables on group companies
375
226
Trade payable to group companies
(39)
(37)
Net non-interest bearing items on group companies
(39)
(37)
1) Includes group companies’ borrowings in the cash pool system
2) Relates to Akastor ASA’s net borrowings in the cash pool system
Interest-bearing receivables on and borrowings from group companies
Akastor ASA is the group’s central treasury function (Akastor Treasury) and enters into
borrowings and deposit agreements with group companies. Deposits and borrowings are
ANNUAL REPORT 2025
PAGE 79
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 7 | Liquidity fund investment
Amounts in NOK million
2025
2024
Liquidity fund investment
276
376
Akastor ASA has investment in a liquidity fund. The fund invests in short-term interest-
bearing securities in NOK, i.e., certificates and bonds issued by companies with investment
grade rating and the public sector. The liquidity fund cannot invest in securities with fixed
interest rates longer than one year. The credit risk is deemed to range from low to very
low. The investment in liquidity fund is liquid and convertible to cash on short notice. The
rationale of the investment is to enhance the return from surplus cash, compared to the
interest rate in the cash pool. The investment is measured at fair value.
Note 8 | Shareholders’ equity
Amounts in NOK million
Share
capital
Treasury
shares
Share
premium
Other paid
in capital
Retained
earnings
Total
Equity as of January 1, 2024
162
(1)
2 000 2 007
(512)
3 656
Profit (loss) for the period
-
-
-
-
1 254
1 254
Equity as of December 31, 2024
162
(1)
2 000
2 007
742
4 910
Treasury shares transaction
-
-
5
-
5
Dividend to shareholders
-
-
-
-
(204)
(204)
Profit (loss) for the period
-
-
-
-
83
83
Equity as of December 31, 2025
162
(1)
2 000
2 011
621
4 794
The share capital of Akastor ASA is divided into 274 000 000 shares with a nominal value
of NOK 0.592. The shares can be freely traded. See Note 13 Shareholders for an overview of
the company’s largest shareholders.
The number of treasury shares held by the end of 2025 was 1 441 869 (2024: 1 813 974). The
treasury shares are held for the purpose of being used for future awards under any share
purchase program for employees, as settlement in future corporate acquisitions or for other
purpose as decided by the board of directors.
At the Annual General Meeting on April 24, 2025, the Board of Directors were authorized to
declare distribution of dividends based on the 2024 annual accounts. In 2025, Akastor ASA
distributed dividends to its shareholders of NOK 0.75 per share with a total amount of NOK
204 million.
done at market terms and are dependent of the group companies’ credit rating and the
duration of the borrowings.
Cash pool arrangement
Akastor ASA is the owner of the cash pool system arrangements with DNB. The cash pool
systems cover a majority of the group geographically and assure good control and access to
the group’s cash. Participation in the cash pool is vested in the group’s policy and decided
by each company’s board of directors and confirmed by a statement of participation. The
participants in the cash pool system are jointly and severally liable and it is therefore important
that Akastor as a group is financially viable and can repay deposits and carry out transactions.
Any debit balance on a sub account can be set-off against any credit balance. Hence, a debit
balance represents a claim on Akastor ASA and a credit balance a borrowing from Akastor ASA.
The cash pool system had a net cash of NOK 4 million as of December 31, 2025 (net cash of
NOK 2 million in 2024).
ANNUAL REPORT 2025
PAGE 80
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 9 | Borrowings
Akastor ASA has a Revolving Credit Facility of committed amount of USD 30 million, which
was undrawn as of December 31, 2025 or 2024. The carrying amount of the borrowings
comprised capitalized borrowing costs and accrued commitment fees as of December 31,
2025 and 2024. In October 2025, the revolving credit facility was extended with maturity
in June 2027. The interest term is SOFR plus 4.0% margin, see also Note 18 Borrowings in
Akastor’s consolidated financial statements.
The facility is provided by a bank syndicate consisting of high-quality Nordic and
international banks and DNB is acting as the agent. The terms and conditions include
restrictions which are customary for these kinds of facilities, including inter alia negative
pledge provisions and restrictions on acquisitions, disposals and mergers, dividend
distribution and change of control provisions.
Under the loan agreements, the financial covenants are a gearing ratio based on net debt/
equity, an equity ratio based on equity/total assets and a minimum liquidity amount.
• The company’s gearing ratio shall not exceed 0.5 times, calculated from the consolidated
total borrowings to the consolidated equity.
• Equity ratio shall not be lower than 32.5%, calculated from the consolidated total equity
to consolidated total assets.
• Minimum liquidity amount shall exceed NOK 50 million on consolidated level.
The covenants are monitored on a regular basis by the Akastor Treasury department to
ensure compliance with the loan agreements which are tested and reported on a quarterly
basis. Akastor was in compliance with its covenants as of December 31, 2025.
Note 10 | Guarantees
Amounts in NOK million
2025
2024
Parent Company Guarantees to group companies1)
242
331
Parent Company Guarantees to related parties2)
523
1 331
Bank guarantees3)
359
80
Total guarantee liabilities
1 123
1 742
1) Parent Company Guarantees to support subsidiaries in financial obligations.
2) Parent Company Guarantees to support related parties for fulfilment of lease obligations.
3) Bank guarantees are issued on behalf of Akastor subsidiaries and related parties, and counter indemnified by
Akastor ASA.
In addition, Akastor ASA has provided performance guarantees on behalf of related parties,
mainly related to the performance of AKOFS Offshore (for operating AKOFS Seafarer) under
the contract with Equinor. The contract was originally entered into in 2018 when AKOFS
Offshore was wholly owned by Akastor. As of December 31, 2025, the remaining contract
value of this agreement was NOK 3.2 billion with expiry in December 2028.
No provision related to the guarantees is recognized as the likelihood of any payments
related to the guarantees is considered very low.
US pension plan
AK Wilfab Inc, a wholly owned subsidiary of Akastor, was together with The Resource Group
TRG AS and Akastor ASA sponsoring the US pension plan named the Kvaerner Consolidated
Retirement Plan. Akastor Group held one third of the liability of the sponsors for the
underfunded element of the plan and Aker ASA held two thirds of the ultimate liability. In 2025,
the US pension plan was transferred to an external provider with a minor surplus of assets that
may potentially be distributed to the sponsors. The termination process is to be finalized upon
completion of the federal agency (PBGC) audit .
ANNUAL REPORT 2025
PAGE 81
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 11 | Financial risk management
Akastor ASA is exposed to various financial risks including currency risk, interest rate risk,
credit risk and liquidity risk. The financial risk management in the company is consistent
with that of the group. Reference is made to Note 23 in Akastor’s consolidated financial
statements for more information.
Currency risk
The company’s exposure to currency risk is primarily against USD as the company has
external Revolving Credit Facility denominated in USD. Akastor ASA had no draw in the
facility as of December 31, 2025 or 2024.
Interest rate risk
The company is exposed to changes in interest rates because of floating interest rate on
loan receivables and loan payables. The company does not hedge transactions exposure
in financial markets and does not have any fixed interest rate loan receivables nor loan
payables. The company is therefore not exposed to fair value risk on its outstanding loan
receivables or loan payables. Interest bearing loan receivables and loan payables expose the
company to income statement and cash flow interest risk.
Interest-bearing borrowings to group companies reflect the cost of external borrowing,
reducing the interest risk exposure for Akastor ASA.
Credit risk
Credit risk is the risk of financial losses to the company if a customer or counterparty fails to
meet contractual obligations. Credit risk relates to loans to subsidiaries and related parties,
guarantees to subsidiaries and related parties and deposits with external banks. External
deposits are done according to a list of approved banks and primarily with banks where the
company also have a borrowing relationship.
Loss provisions for interest-bearing receivables are made in situations of negative equity if
the company is not expected to be able to fulfill its loan obligations from future earnings. No
impairment related to receivables from group companies was recognized in 2025 or 2024.
See Note 6 Receivables and borrowings from group companies for more information about
receivables.
Liquidity risk
Liquidity risk relates to the risk that the company will not be able to meet its debt and
guarantee obligations and is managed through maintaining sufficient cash and available
credit facilities. Due to the dynamic nature of the underlying businesses, Akastor Treasury
maintains flexibility in funding by maintaining availability under committed credit lines.
Development in the group’s and thereby Akastor ASA’s available liquidity is continuously
monitored through monthly cash flow forecasts, annual budgets and long-term planning.
Note 12 | Related parties
Transactions and balances with subsidiaries and related parties are described in the
following notes:
Transactions
Note
Other services
Note 2
Financial items
Note 3
Investments
Note 5
Cash pool, receivables and borrowings
Note 6
Guarantees
Note 10
All transactions with related parties are carried out at market terms and in accordance with
the arm’s lengths principle.
ANNUAL REPORT 2025
PAGE 82
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
Note 13 | Shareholders
Shareholders with more than 1 percent shareholding as per December 31, 2025
Company
Number of
shares held
Ownership
Aker Holding AS
100 565 292
36.70%
Goldman Sachs & Co
Nominee
35 368 094
12.91%
Ministry of Trade, Industry and Fisheries, Norway
33 100 085
12.08%
Skandinaviska Enskilda Banken AB
17 628 229
6.43%
Morgan Stanley & Co. LLC
Nominee
15 388 510
5.62%
Pirol AS
4 000 000
1.46%
F2 Funds AS
3 480 000
1.27%
Folketrygdfondet
3 310 504
1.21%
UBS AG
3 260 787
1.19%
Tigerstaden AS
3 000 000
1.09%
Torstein Ingvald Tvenge
3 000 000
1.09%
F1 Funds AS
2 815 000
1.03%
Hortulan AS
2 800 000
1.02%
Note 14 | Events after the reporting period
On February 23, 2026, Akastor ASA distributed a cash dividend to its shareholders of NOK
0.4 per share (in total NOK 109 million), based on the 2024 annual accounts.
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 83
Independent Auditor’s Report
PricewaterhouseCoopers AS, org.no.: 987 009 713 MVA, Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
Advokatfirmaet PricewaterhouseCoopers AS, Org.no.: 988 371 084 MVA, Medlemmer av Advokatforeningen. advokatfirmaet@pwc.com
PwC Tax Services AS, Org.no.: 962 066 321 MVA, Autorisert regnskapsførerselskap, Medlem av Regnskap Norge
Dronning Eufemias gate 71, Postboks 748 Sentrum, NO-0106 Oslo, T: 02316 (+47 952 60 000) www.pwc.no
To the General Meeting of Akastor ASA
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Akastor ASA, which comprise:
•
the financial statements of the parent company Akastor ASA (the Company), which comprise the statement of
financial position as at 31 December 2025, the income statement and statement of cash flow for the year then
ended, and notes to the financial statements, including a summary of significant accounting policies, and
•
the consolidated financial statements of Akastor ASA and its subsidiaries (the Group), which comprise the
statement of financial position as at 31 December 2025, the income statement, statement of comprehensive
income, statement of changes in equity and statement of cash flow for the year then ended, and notes to the
financial statements, including material accounting policy information.
In our opinion
•
the financial statements comply with applicable statutory requirements,
•
the financial statements give a true and fair view of the financial position of the Company as at 31 December
2025, and its financial performance and its cash flows for the year then ended in accordance with the Norwegian
Accounting Act and accounting standards and practices generally accepted in Norway, and
•
the consolidated financial statements give a true and fair view of the financial position of the Group as at 31
December 2025, and its financial performance and its cash flows for the year then ended in accordance with
IFRS Accounting Standards as adopted by the EU.
Our opinion is consistent with our additional report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our
report. We are independent of the Company and the Group as required by relevant laws and regulations in Norway and
the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants
(including International Independence Standards) (IESBA Code) as applicable to audits of financial statements of public
interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit Regulation (537/2014)
Article 5.1 have been provided.
We have been the auditor of Akastor ASA for four years from the election by the general meeting of the shareholders on
20 April 2022 for the accounting year 2022.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
financial statements of the current period. These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The Group’s business activities are largely unchanged compared to last year. We have not identified regulatory changes,
transactions or other events that qualified as new key audit matters this year. Accuracy of Equity-accounted investments
2 / 5
and Valuation of Other investments have the same characteristics during 2025, and consequently have been areas of
focus also for this year’s audit.
Key Audit Matters
How our audit addressed the Key Audit Matter
Accuracy of Equity-accounted investments
Investments in the Joint Ventures (JV), HMH Holding B.V.
and AKOFS Offshore AS, amounts to approximately 59%
of the Group’s total assets. Any year-on-year fluctuations
in Akastor’s share of the JVs booked results may amount
to a significant part of the Group’s total results. As such,
accuracy in reporting Group management receives from
JVs is of significance to the Group’s financial statements.
To ensure accuracy, we had extensive involvement with
the JV auditors.
See note 3 “Significant accounting policies”, section
“Basis of consolidation” for significant accounting policies
applied for investments in joint ventures. Information on
the recognition and measurement of the JVs are
disclosed in note 12 “Equity-accounted investments”.
We tested the shares of Equity-accounted investments
recognised by management in the statement of financial
position and the corresponding financial statement line
items in the income statement and statement of
comprehensive income, against financial reports of the
JVs. The JVs’ financial reports were communicated to us
by component audit teams who, as instructed by us,
performed audit work related to the JVs for purposes of
the Group audit.
To evaluate the reliability of the JVs financial reports, we
obtained an understanding of the JVs, held discussions
with the Group’s management and supervised the
component audit teams throughout the audit process. We
were involved in the component audit teams’ risk
assessment, including the susceptibility of material
misstatement due to fraud or error. We also reviewed
their audit plan with regards to identified significant risks
and challenged their audit response to areas subject to
application of judgment. We instructed the component
auditors on the materiality levels for their component
audit. Our supervision, involvement and communication,
both written and otherwise, was extensive. The
component auditors confirmed to us that they were
independent of the Group.
We assessed the competence, independence, and work
performed by the component audit teams to ensure that
their audit procedures were adequate for the purposes of
the Group audit. This assessment was based on previous
experience with the component auditors, meetings held
with them during the current year’s audit, and frequent
communication.
To evaluate the sufficiency and appropriateness of audit
evidence obtained by the component audit teams, we
reviewed the component auditors’ reporting to us, held
meetings with the component audit teams, and reviewed
their audit documentation. Our procedures were focused
on the audit of significant risks and the audit of the
consolidation process and -journals.
Finally, we considered the adequacy of disclosures in
notes related to Equity-accounted investments and found
them to be appropriate.
Valuation of Other investments
Other investments amounted to approximately 15% of the
Group’s total assets as at 31 December 2025. Other
investments are primarily measured at fair value through
other comprehensive income and is classified as level 3 in
the fair value hierarchy. Management uses valuation
techniques to estimate the fair value of Other
We obtained an understanding of management’s
processes and controls related to the valuation of Other
investments.
Furthermore, we assessed the valuation model obtained
from management, including the valuation method
applied, tested the mathematical accuracy of the model,
3 / 5
investments. The carrying value is sensitive to
management’s use of judgment.
See note 4 “Significant accounting estimates and
judgements” for disclosures on Management’s fair value
measurement and Impairment of financial assets. The
carrying value of Other investments is specified in note 13
“Other Investments”.
and considered whether the valuation model was
appropriate in the circumstances.
We challenged the key assumptions applied by
management in the valuation model. Specifically, we
discussed with management to challenge their view on
ebitda, growth, net working capital and net interest-
bearing debt, peer groups, ev/ebitda valuation multiples
and discount rate. We compared applied assumptions to
budgets approved by management and to obtainable
market information such as relevant benchmarks for
enterprise value multiples and discount rates. We also
tested data used in the model against relevant
agreements.
Finally, we considered the adequacy of disclosures in
notes for Other investments and found them to be
appropriate.
Other Information
The Board of Directors and the Managing Director (management) are responsible for the information in the Board of
Directors’ report and the other information accompanying the financial statements. The other information comprises
information in the annual report, but does not include the financial statements and our auditor’s report thereon. Our
opinion on the financial statements does not cover the information in the Board of Directors’ report nor the other
information accompanying the financial statements.
In connection with our audit of the financial statements, our responsibility is to read the Board of Directors’ report and the
other information accompanying the financial statements. The purpose is to consider if there is material inconsistency
between the Board of Directors’ report and the other information accompanying the financial statements and the financial
statements or our knowledge obtained in the audit, or whether the Board of Directors’ report and the other information
accompanying the financial statements otherwise appears to be materially misstated. We are required to report if there is
a material misstatement in the Board of Directors’ report or the other information accompanying the financial statements.
We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
•
is consistent with the financial statements and
•
contains the information required by applicable statutory requirements.
Our opinion on the Board of Directors' report applies correspondingly to the statement on Corporate Governance.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements of the Company that give a true and fair view in
accordance with the Norwegian Accounting Act and accounting standards and practices generally accepted in Norway,
and for the preparation of the consolidated financial statements of the Group that give a true and fair view in accordance
with IFRS Accounting Standards as adopted by the EU. Management is responsible for such internal control as
management determines is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s and the Group’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern. The financial statements of the
Company use the going concern basis of accounting insofar as it is not likely that the enterprise will cease operations.
The consolidated financial statements of the Group use the going concern basis of accounting unless management either
intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 84
4 / 5
considered material if, individually or in aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism
throughout the audit. We also:
•
identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error.
We design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
•
obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company's and the Group's internal control.
•
evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.
•
conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on
the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company's and the Group's ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in
the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may
cause the Company and the Group to cease to continue as a going concern.
•
evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves a
true and fair view.
•
obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the consolidated financial statements. We are responsible for
the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the Audit Committee with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Board of Directors, we determine those matters that were of most significance
in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these
matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of Akastor ASA, we have performed an assurance engagement to obtain
reasonable assurance about whether the financial statements included in the annual report, with the file name
AKASTORASA-2025-12-31-1-en.zip, have been prepared, in all material respects, in compliance with the requirements of
the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and
regulation pursuant to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the
preparation of the annual report in XHTML format, and iXBRL tagging of the consolidated financial statements.
5 / 5
In our opinion, the financial statements, included in the annual report, have been prepared, in all material respects, in
compliance with the ESEF regulation.
Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF regulation. This
responsibility comprises an adequate process and such internal control as management determines is necessary.
Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the ESEF reporting, see:
https://revisorforeningen.no/revisjonsberetninger
Oslo, 17 March 2026
PricewaterhouseCoopers AS
Anders Ellefsen
State Authorised Public Accountant (Norway)
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 85
Alternative Performance Measures
Akastor discloses alternative performance measures as a supplement to the
consolidated financial statements prepared in accordance with IFRS. Such
performance measures are used to provide an enhanced insight into the
operating performance, financing abilities and future prospects of the group.
These measures are calculated in a consistent and transparent manner and are
intended to provide enhanced comparability of the performance from period to
period. It is Akastor’s experience that these measures are frequently used by
securities analysts, investors and other interested parties.
The definitions of these measures are as follows:
EBITDA - earnings before interest, tax, depreciation and amortization, corresponding to
“Operating profit before depreciation, amortization and impairment” in the consolidated
income statement.
EBIT - earnings before interest and tax, corresponding to “Operating profit (loss)” in the
consolidated income statement.
Net current operating assets (NCOA) - a measure of working capital. It is calculated by
current operating assets minus current operating liabilities.
Net capital employed - a measure of all assets employed in the operation of a business.
It is calculated by non-current assets (excluding non-current interest-bearing receivables)
added by net current operating assets minus non-current operating liabilities (employee
benefit obligations, other non-current liabilities and lease liabilities).
Gross debt - sum of current and non-current borrowings, excluding lease liabilities
Net debt - gross debt minus cash and cash equivalents and liquid investments held in
liquidity fund
Net interest-bearing debt (NIBD) – net debt minus non-current and current interest-
bearing receivables.
Equity ratio - a measure of investment leverage, calculated as total equity divided by
total assets at the reporting date.
Liquidity reserve - comprises cash and cash equivalents, liquid investments held in
liquidity fund and undrawn committed credit facilities.
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 86
The tables below show reconciliation of alternative performance measures to the line
items in the financial statements according to IFRS.
Net current operating assets (NCOA)
Amounts in NOK million
2025
2024
Inventories
5
12
Trade and other receivables
135
95
Trade and other payables
(141)
(191)
Net current operating assets (NCOA)
(1)
(84)
Net capital employed (NCE)
Amounts in NOK million
2025
2024
Total non-current assets
5 546
5 868
Net current operating assets (NCOA)
(1)
(84)
Non-current interest-bearing receivables
(788)
(485)
Employee benefit obligations
(73)
(76)
Other non-current liabilities
(185)
(195)
Total lease liabilities
(6)
(9)
Net capital employed (NCE)
4 493
5 020
Gross debt/Net debt/NIBD
Amounts in NOK million
2025
2024
Non-current borrowings
215
292
Current borrowings
63
82
Gross debt
278
373
Cash and cash equivalents
(43)
(47)
Liquidity fund investment
(276)
(376)
Net debt
(40)
(49)
Non-current interest-bearing receivables
(788)
(485)
Current interest-bearing receivables
(13)
(304)
Net interest-bearing debt (NIBD)
(841)
(839)
Equity ratio
Amounts in NOK million
2025
2024
Total equity
5 335
5 859
Divided by Total assets
6 017
6 704
Equity ratio
89%
87%
Liquidity reserve
Amounts in NOK million
2025
2024
Cash and cash equivalents
43
47
Liquidity fund investment
276
376
Undrawn committed credit facilities
302
340
Liquidity reserve
621
763
ANNUAL REPORT 2025
PAGE 87
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
PAGE 87
Board of Directors
Frank O. Reite
Chairperson of
the Board
Frank O. Reite
joined Aker
in 1995 and
served as CFO
in Aker ASA
from 2015 until
2019. He is currently working as an advisor.
He holds a B.A. in business administration
from BI Norwegian Business School in
Oslo. Prior to his role as Aker’s CFO, Mr.
Reite held the position as President &
CEO of Akastor, and has previously also
held a variety of executive positions in
the Aker group, including overseeing and
developing Aker’s investments in Converto
Capital Fund AS, Havfisk ASA, Norway
Seafoods AS and Aker Yards ASA. Mr.
Reite also has experience from banking
and served as Operating Director at Paine
& Partners, a New York-based private
equity firm. Mr. Reite has been the Aker
ASA’s deputy chair and head of the Audit
Committee since April 2021. Mr. Reite is
also currently chair of Solstad Maritime
ASA, Converto AS, Norron AB, and, among
others, director of Solstad Offshore ASA
and Aker BioMarine ASA.
As of March 17, 2026, Mr. Reite holds,
through a privately owned company,
200,000 shares in Akastor ASA and has no
stock options. He is a Norwegian citizen and
has been elected for the period 2024-2026.
Lone Fønss
Schrøder
Deputy Chair
Lone Fønss
Schrøder is
vice-chair of
Volvo Cars
AB and chair
of its audit
committee, as well as a director and
audit committee chair at Aker Horizons
ASA. She also serves on the boards
and audit committees of Aker Solutions
ASA, Geely Sweden Holdings AB and
Ingka Holding B.V. (Ikea Group). She is a
global advisor of ServiceNow. Previously,
she held senior management and CEO
roles at A.P. Møller-Maersk, Wallenius
Lines AB, and Concordium AG. She has
significant digital and international board
experience, including fintech development
and advisory roles. Fønss Schrøder
holds an MSc in law and economics from
Copenhagen University and CBS, with
further education at MIT.
Ms. Fønss Schrøder serves as an
independent director. As of March 17, 2026,
she holds 4 400 shares in Akastor ASA
and has no stock options. She is a Danish
citizen and has been elected for the period
2024-2026.
Svein Oskar
Stoknes
Director
Svein Oskar
Stoknes has
been the
Chief Financial
Officer (CFO)
of Aker ASA
since 2019. Prior to this, he served as CFO
of Aker Solutions ASA, where he joined
in 2007 and was named CFO in 2014.
Stoknes has also held a range of senior
positions within finance and advisory for
organizations like Tandberg, Citigroup,
Norwegian Trade Council and ABB. He
graduated from the Norwegian School of
Management with a master’s degree in
business and economics, and has an MBA
from Columbia Business School in New
York. Stoknes is a director of Aker Capital
AS and several other companies where
Aker is the largest shareholder.
As of March 17, 2026, Mr. Stoknes owns
1 297 shares in Akastor ASA and has no
stock options. He is a Norwegian citizen
and has been elected for the period 2024-
2026.
Luis Antonio G.
Araujo
Director
Luis Antonio
G. Araujo has
over 40 years
of experience
in the energy
and oil & gas
industries, holding the positions as CEO of
Aker Solutions from 2014 to 2021 and other
senior level positions in Aker Solutions,
Wellstream, ABB, FMC Technologies, Vetco
Gray and Technip Coflexip throughout
his career. He currently serves as the
Chairman of the Board of OceanPact
Serviҫos Marítimos S.A., CRC Evans and as
a board member of TGS ASA. Mr. Araujo
holds a bachelor degree in Mechanical
Engineering from Gama Filho University
and an MBA from Edinburgh University.
Mr. Araujo serves as an independent
director. As of March 17, 2026, Mr. Araujo
holds no shares and has no stock
options in the company. Mr. Araujo has
triple citizenship; Brazilian, British and
Portuguese and has been elected for the
period 2025-2027.
Eva Sagemo
Director
Eva Sagemo
currently
serves as the
Chief Financial
Officer (CFO)
of TOMRA. She
joined TOMRA
Recycling & Food as Group Controller
and held that position until February 2018,
when she transitioned to the role of Group
Controller for TOMRA. In March 2022, she
was appointed CFO of the company. Before
joining TOMRA, Eva held various financial
leadership positions, including auditor at
BDO, Consolidation & Reporting Manager at
Aibel, and Chief Accountant at Fugro.
Eva holds an Executive Master of
Management with a specialization in
International Tax Law from BI Norwegian
Business School (2021), as well as a
Bachelor’s degree in Audit from Oslo
Metropolitan University (2000).
In addition to her role at TOMRA, Eva is
a member of the Board of Directors at
Hexagon Composites ASA.
Ms. Sagemo serves as an independent
director. As of March 17, 2026, Ms. Sagemo
holds no shares and has no stock options in
the company. She is a Norwegian citizen and
has been elected for the period 2025-2027.
ANNUAL REPORT 2025
PAGE 88
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
ANNUAL REPORT 2025
PAGE 88
Karl Erik Kjelstad
CEO
Karl Erik joined
Akastor in 2014 and
has been part of the
Aker group since 1998
with numerous key
positions including
various CEO positions.
Karl Erik has held several board positions in different
industries, including oil service, engineering,
renewable energy, offshore drilling, offshore and
merchant shipping, shipbuilding, IT services, real
estate and construction industry. Karl Erik holds
an MSc in Marine Engineering from the Norwegian
University of Science and Technology (NTNU) and
an AMP from Harvard Business School.
As of March 17, 2026, Mr. Kjelstad holds, through
his company Byesvollen AS, 1 000 000 shares in
Akastor ASA and has no stock options.
Øyvind Paaske
CFO
Øyvind joined the
investment team in
Akastor as Investment
Manager in 2014
and has held the
position as CFO of
Akastor from March
2020. Prior to this he was Investment Manager
at Converto (Aker ASA). Øyvind holds an MSc in
Financial Economics from the Norwegian School of
Economics and Business Administration (NHH) and
UNC Kenan-Flagler Business School.
As of March 17, 2026, Mr. Paaske holds 246 979
shares in Akastor ASA and has no stock options.
Management
ANNUAL REPORT 2025
CONTENTS BOARD OF DIRECTORS’ REPORT CORPORATE GOVERNANCE STATEMENT FINANCIAL STATEMENTS
PAGE 89
Company Information
Reports on the Internet
The quarterly and annual reports of
Akastor are available on the internet.
Akastor encourages its shareholders
to subscribe to the company’s
annual reports via the electronic
delivery system of the Norwegian
Central securities Depository (VPS).
Please note that VPS services (VPS
Investortjenester) are designed
primarily for Norwegian shareholders.
Subscribers to this service receive
annual reports in PDF format by email.
VPS distribution takes place at the
same time as distribution of the printed
version of Akastor’s annual report to
shareholders who have requested it.
Quarterly reports, which are generally
only distributed electronically, are
available on the company’s website and
other sources. Shareholders who are
unable to receive the electronic version
of interim reports may subscribe to the
printed version by contacting Akastor’s
investor relations staff.
Copyright and Legal Notice
Copyright in all published material
including photographs, drawings and
images in this publication remains
vested in Akastor and third party
contributors to this publication as
appropriate. Accordingly, neither the
whole nor any part of this publication
can be reproduced in any form without
express prior permission. Articles and
opinions appearing in this publication
do not necessarily represent the views
of Akastor. While all steps have been
taken to ensure the accuracy of the
published contents, Akastor does
not accept any responsibility for any
errors or resulting loss or damage
whatsoever caused and readers have
the responsibility to thoroughly check
these aspects for themselves. Enquiries
about reproduction of content from
this publication should be directed to
Akastor ASA.
Contact details
Akastor ASA
Oksenøyveien 10,
1366 Lysaker,
Norway
PO Box 124,
1325 Lysaker,
Norway
akastor.com
HMH
Norway
Butangen 20,
4639 Kristiansand,
Norway
PO Box 413 Lundsiden,
4604 Kristiansand,
Norway
+47 38 05 70 00
Houston
3300 North Sam
Houston Parkway East
77032 Houston,
Texas,
United States
+1 281 449 2000
hmhw.com
AKOFS Offshore
Karenslyst Allé 57,
0277 Oslo,
Norway
PO Box 244,
0213 Oslo, Norway
+47 23 08 44 00
akofsoffshore.com
CONTACT DETAILS
Akastor ASA
Oksenøyveien 10,
1366 Lysaker,
Norway
PO Box 124,
1325 Lysaker,
Norway
©2026 Akastor AS
akastor.com
CREDITS:
Images: AKOFS, FØN, HMH, Ilja C. Hendel, pexels.com