GSF:OSL
ANNUAL REPORT 2017
PART 1 - OUR JOURNEY
Letter from the CEO
Key Figures
Vision and Values
The Board
The Organization
Our history
5
8
10
14
16
19
PART 2 - CREATING VALUES
Operational value creation
GSF Rogaland AS
GSF Finnmark AS
GSF BC LTD
GSF Shetland Ltd
Ocean Quality
The Grieg Seafood share
Analytical information
APM
22
23
25
27
29
31
33
38
43
PART 3 - ANNUAL ACCOUNTS
Board of director's report
Corporate Governance
GSF Group + notes
GSF Parent + notes
Auditor's report
46
58
68
135
167
FRONTPAGE PHOTO: TOMMY ELLINGSEN
PART 1 – OUR JOURNEY
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PHOTO: EILERT MUNCH LUND
PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.PART 1 - SUMMARY
25 YEARS OF OPERATIONS, BUT THE ADVENTURE HAS JUST BEGUN
In 2017, we celebrated our 25th anniversary. The celebration gave us a reason to look back,
but more importantly, a reason to reflect on what we aim to accomplish going forward. The
oceans must play a bigger role in providing food in the future. We intend to take a leading role in
utilizing new technology and data to make better and more sustainable decisions.
We believe that a healthy environment, good fish welfare and profitability, are not opposites, but
must go hand in hand. Rooted in nature – we farm the ocean for a better future.
Our adventure has just begun!
FARMING THE OCEAN FOR A BETTER FUTURE - A STRUCTURED
APPROACH TO VALUE CREATION
During 2018, we will continue to operationalize our digitalization strategy GSF Precision
Farming and implement our improvement program Grieg Seafood 2020. Our goal is to be at
the forefront in the industry in utilizing new technology. We apply sensor technology which
combined with artificial intelligence facilitates better and more sustainable operational and
strategic decisions, safeguards our employees and accelerates operational improvements.
Through GSF 2020, we systematize our operational drivers and connect them to financial
indicators. Our goal is to ensure that employees understand how what they do contributes to
strategic goal achievement. We will also continue to build our culture, as we believe there is an
irrefutable causality between culture and performance – if culture comes first, performance will
follow. Lead by a dedicated workforce we intend to deliver long-term value for many years to
come.
PHOTO: HUNG NGO
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.LETTER FROM THE CEO
For 25 years, Grieg Seafood has produced delicious salmon
for people all over the world. Now it is time to look forward to
our next 25 years of adventure. The salmon farming industry
faces challenges, and these we must contribute to solve. In
my perspective, a healthy environment, good fish welfare and
profitability are not opposites. Our job is to ensure that these
considerations go hand in hand. That is how we can provide
sustainable, healthy and tasty food to a growing population, and
that is how we intend to deliver on our vision:
“Rooted in nature - farming the ocean for a better future”
In 2017, we celebrated our 25th anniversary. The celebration
gave us a reason to look back and reflect on what we have
accomplished, but more importantly, to reflect on what we aim
to accomplish going forward.
GROWTH AND IMPROVEMENT AMBITIONS
From an annual harvest of 62 600 tons, we on average exported
approximately 800 000 meals of salmon to the rest of the world
every day in 2017. Our ambitious growth target is to harvest
100 000 tons in 2020, which converted to salmon meals equals
approximately 1.3 million per day. We intend to reach our targets
by working smarter, investing in new capacity and by utilizing
our existing licenses better. On the cost side, our ambition is to
be at or below industry average. We have a digitalization strategy
and intend to be the first in the industry to test out new, digital
tools that can challenge us and help us think differently. Our
dedicated employees, willing to walk the extra mile every day, will
be crucial to goal achievement.
CARING FOR THE ENVIRONMENT
The salmon farming industry faces challenges that we must
contribute to solve. Although we aim for growth, we cannot
grow at the expense of the environment. We support the "traffic
light system" for production in Norway, understanding that a
potential red light in Rogaland could mean reduced production
for us going forward. We work hard to keep the sea lice levels
low, and our most important initiative in Norway is large smolt.
From 2017 to 2021, the average size of our smolt put to sea in
Rogaland is expected to increase from less than 150 gram to
almost 600 gram. A larger smolt is more robust and takes shorter
ANDREAS KVAME
CEO
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.
time to grow to harvest size, which combined with use of wrasse and other non-medicinal lice
treatment methods will have a positive effect on the environment.
In Finnmark, we have seen positive results from extended fallowing. A few years back, we
decided to fallow all sites in Øksfjorden beyond what is required by the authorities. In 2017, we
began harvesting salmon from this area again. The harvested generation has not been subject to
any bath treatments and medicinal treatment has been limited1. We believe this proves that our
action had the intended effect.
The sea lice situation is expected to remain challenging in 2018, but we believe it is possible
to achieve production growth and care for the environment at the same time, and will not
compromise long-term sustainable production for short-term profitability.
OPEN, HONEST AND TRUSTWORTHY
As a food producer growing salmon in fjords that belong to us all, we have a responsibility to
provide open and honest information about the food safety aspects of our product as well as
environmental aspect of our operations.
Salmon is a safe and healthy food product. Both the authorities and Grieg Seafood continuously
test our products to document the facts and to ensure that fish sent to the market comply
with the different market requirements globally. In February 2018, Ocean Quality AS, the
sales company we own with Bremnes Seashore AS , unfortunately released salmon for sale
to the Chinese market that did not comply with Chines requirements. The released fish was
approved for all other markets globally, but not the Chinese. Failure to comply with the relevant
regulations is unacceptable, and both Ocean Quality and Grieg Seafood have taken actions to
prevent this from happening again. As a result of the incident, Ocean Quality AS is currently not
allowed to service the Chinese market.
We also have to deliver trust regarding the environmental impact of our operations, and aim to
be open towards all stakeholder groups. We get to produce our salmon in areas that belong to
the public, and in return, our stakeholders have a right to be informed about our production
methods, our impact on the environment and how we work to solve environmental challenges.
In British Columbia, our process of informing our neighbors about our operations is formalized.
Here our staff meets with Chiefs and Councils of the Mowachaht Muchalat and Tlowitsis First
Nations at least four times a year, to share information about our farms in their territories, and
answer questions of importance to the Chiefs. Although not formalized to the same extent
as in BC in other regions, our ambition is to be open and forthcoming and make all relevant
information available to our neighbors. We continuously strive to improve our sustainability
reporting and for 2017 we will provide climate accounts to the public for the first time. Going
forward we will work systematically to deliver trust in the communities where we are present and
towards all other stakeholder groups.
OUR RESULTS IN 2017
At NOK 7 017 million, our topline in 2017 was the highest ever in the history of the Group. The
record performance was a result of increased activity in Ocean Quality and favorable prices. At
62 598 tons, volume harvested was lower in 2017 than in the year before, as we decided to move
3 000 tons from 2017 into 2018. In Finnmark, a skewed harvest plan negatively affected revenue
and profitability. We harvested 75% of our volumes from this region in the second half of the year
when prices were significantly lower than in the first half, and therefore lost margin compared to
1 Two sites were treated for the regular salmon lice in 2016 and two sites were treated for Caligus elongates - a lice type
carried by wild species like herring and capelin and transferred to farmed salmon – in 2017.
At NOK 7 017
million, our
topline in 2017
was the highest
ever in the
history of the
Group.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.
competitors with a more balanced harvest plan. In addition, biological challenges contributed
to increased costs compared to 2016, which resulted in further reduction in profitability. With
reference to our cost ambition, our 2017 performance was not good enough. In order to achieve
our cost target by 2020, we have therefore started a program to improve our performance
going forward. The program is focused on actions affecting key drivers in our operations, most
importantly good farming practices, survival and growth. Supported by new technology like
sensors and an active management, I believe that significant improvement is achievable. We will
provide more information about our improvement program, GSF 2020, in our 2018 reports.
NEW VALUES
In November, we launched our new vision and values. Our new values are Open, Ambitious
and Caring. The entire organization, from the smallest facilities
in the outskirts of Finnmark, Rogaland, Shetland and British
Columbia to the head office in Bergen, have provided input to
what the values will mean for their everyday work-life and for the
company. In other words, our values are not there as decoration, we
want them to define our company both internally and externally,
and in 2018, we will start to "live our new values" in full in our
effort to achieve our strategic goals.
LOOKING AHEAD
The Board and management of Grieg Seafood are committed to
two ambitious targets; to harvest 100 000 tons of salmon, and
to achieve costs that are at or below industry average by 2020.
Through utilization of new technology and effort from our
dedicated staff, I truly believe that we can reach these targets. By
developing a performance culture where everyone knows how his
or her effort contributes to strategic goal achievement, I believe that
our performance will improve in all aspects going forward. To me,
a healthy environment, good fish welfare and profitability are not
opposites. We have to ensure that these considerations go hand in
hand, because only then can we provide sustainable, healthy and
tasty food to a growing population in line with our vision: rooted
in nature, farming the ocean for a better future.
Andreas Kvame
CEO
SALMON FARMING HAS COME A
LONG WAY SINCE 1973. THE IMAGE
SHOWS SIGVALD EIKE OG JOHANNES
SKARTVEIT IN FRONT OF THE FISH
FARM SKJÆRSUND.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.
KEY FIGURES
EBIT VS. PRICE (NOK)
HARVEST VOLUME
60
50
40
30
K
O
N
20
10
0
75 000
70 000
65 000
60 000
55 000
50 000
45 000
40 000
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
EBIT per kilo GWT
Fish Pool
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
Harvest volume (ton GWT)
2017
2016
2015
2014
2013
2012
2011
2010
7 017 456
6 545 187
4 608 667
4 099 543
2 404 215
2 050 065
2 047 000
2 446 800
NOK x 1 000
Revenue
EBITDA
EBIT
EBIT after fair value adjustment
812 937
1 683 486
Profit or loss for the year
600 899
1 222 331
708 877
552 821
953 113
254 852
Cash flow from operations
Gross investments
Total assets
NIBD according to covenants
equirement
NIBD incl. Factoring
Equity (incl. minority)
1 105 533
1 341 662
261 311
904 400
1 167 745
47 742
80 951
4 366
367 282
322 168
483 820
343 104
219 367
144 395
156 541
311 698
484 330
-29 818
348 293
-191 162
345 820
205 613
615 743
-93 099
-189 567
430 985
-147 188
-123 158
317 282
163 961
202 733
189 539
215 406
324 186
686 944
639 754
847 383
631 039
594 731
241 804
7 152 615
6 768 038
5 935 777
5 351 599
4 590 594
4 070 279
4 172 197
4 057 628
1 283 606
906 319
1 568 878
1 566 242
1 445 005
1 529 976
1 443 690
1 046 640
1 763 786
1 399 981
1 907 109
1 761 802
1 445 005
1 529 976
1 443 690
1 046 640
3 347 905
3 206 951
2 356 192
2 241 451
2 001 781
1 513 230
1 690 150
1 982 405
EBIT* per kg GWT**
2017
14.4
2016
18.0
2015
0.7
2014
5.3
2013
6.0
2012
-2.7
2011
3.4
2010
8.8
Harvest volume (1000 GWT**)
62 598
64 726
65 398
64 736
58 061
70 000
60 082
64 214
NIBD/EBITDA
Dividende* per share
Equity %
Earnings per share*
Number of employees (full-time
equivalent)
Market price*** salmon
1.2
4.00
47%
5.02
707
60.71
0.7
1.50
47%
10.74
654
63.19
6.3
0.50
38%
-0.06
681
42.22
3.3
0.00
42%
1.26
686
40.51
3.0
0.00
43%
3.90
626
39.56
-51.3
0.00
37%
-1.33
640
26.57
4.2
1.50
41%
-1.11
589
31.86
1 .5
0.25
49%
5.65
578
37.21
*
**
***
Norwegian kroner (NOK)
GWT = Gutted weight
NOK/KG average
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.HARVEST VOLUME TON GWT*
SALES REVENUE NOK x 1 000
12 056
18 111
745 934
1 150 166
9 600
GWT TONN 2017
580 293
2017 TNOK
22 831
1 265 156
Finnmark
Canada, BC
Shetland
Rogaland
Finnmark
Canada, BC
Shetland
120 162
Rogaland
28
26
24
22
20
18
16
14
12
10
8
6
n
n
o
t
0
0
0
1
EBIT**
68 657
393 064
2017 TNOK
8
7
351 935
0
0
0
0
2
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
Rogaland
Finnmark
Canada, BC
Shetland
Rogaland
Finnmark
Canada, BC
Shetland
EXPECTED HARVEST VOLUME IN 2018
80 000 tons GWT
1.3M
1.2M
1.1M
1M
0.9M
0.8M
0.7M
0.6M
0.5M
0.4M
PRODUCTION CAPACITY
0.3M
0.2M
Total capacity 100 000 tons GWT
0.1M
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
Rogaland
* GWT = Gutted Weight
** EBIT before fair value adjustment of biological assets
Canada, BC
Finnmark
Shetland
HARVEST
500
450
400
350
300
250
200
150
100
50
0
TOTAL GSF
K
Tons GWT
O
N
Rogaland
0
0
0
1
Finnmark
Canada, BC
Shetland
2017
2016
2015
2014
2013
2012
2011
2010
2009
18 111
18 367
15 236
12 778
15 088
19 247
15 986
12 839
12 000
2008
6 733
22 831
22 104
19 481
26 470
23 076
20 080
16 143
20 705
14 218
14 834
9 600
10 715
14 311
6 257
6 739
13 576
13 236
13 682
10 134
16 326
2007
11 591
7 640
8 503
12 056
13 541
16 370
19 231
13 158
17 097
14 717
16 988
12 395
13 838
12 727
7
0
0
2
8
0
0
2
9
0
62 598
0
1
0
0
2
2
1
1
0
2
2
3
64 726
1
1
0
0
2
2
4
1
0
2
5
6
65 398
1
1
0
0
2
2
7
1
0
2
64 736
58 061
70 000
60 082
64 214
48 747
51 731
40 461
EBIT
Rogaland
Finnmark
Canada, BC
Shetland
NOK x 1 000
2017
2016
2015
2014
2013
2012
2011
2010
2009
2008
2007
Rogaland
Finnmark
Canada, BC
Shetland
TOTAL GSF
393 064
466 756
83 516
77 835
144 794
50 763
104 243
131 013
65 431
−15 972
27 814
351 935
447 131
124 004
205 934
216 778
−17 651
55 460
216 167
68 815
−188 292
−3 815
120 162
80 526
13 310
−47 810
-7 777
−75 167
37 988
69 150
36 626
55 877
38 171
68 657
176 558
−164 833
81 087
27 279
−132 228
5 894
178 612
−4 414
−16 474
55 418
904 400
1 167 745
47 742
340 857
348 293 −191 162
205 613
567 369
153 525 −172 853
120 570
EBIT / KG GWT
Rogaland
Finnmark
Canada. BC
Shetland
TOTAL GSF
2017
2016
2015
2014
2013
2012
2011
2010
2009
21.7
15.4
12.5
5.7
14.4
25.4
20.2
7.5
13.0
18.0
5.5
6.4
0.9
−10.1
0.7
6.1
7.8
−7.6
4.2
5.3
9.6
9.4
−1.2
2.1
6.0
2.6
−0.9
−2.4
−7.7
−2.7
6.5
3.4
2.9
0.4
3.4
10.2
10.4
5.1
10.5
8.8
5.5
4.8
3.6
−0.4
3.2
2008
−2.4
−10.7
3.4
−1.2
−3.3
2007
2.4
−0.5
4.5
4.4
3.6
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.
ROOTED IN NATURE
– FARMING THE OCEAN FOR A BETTER FUTURE
We have produced delicious salmon for people in all corners of
the world for more than 25 years. Our focus is on sustainable
utilization of natural resources, and our ambition goes beyond
short-term operational profitability. We care about the footprints
we leave as we go along, understanding that there is an
interdependency between financial results and sustainability.
Our vision "Rooted in nature – farming the ocean for a better
future", describes how we intend to make a difference.
GRIEG SEAFOOD - A VALUE BASED SALMON
FARMING COMPANY
Covering 70 % of the globe, the oceans must play a bigger role in
providing food in the future. Globally, we need to find a way to farm
the ocean with sustainable seafood solutions. Balancing profitable
growth and innovation with environmental sustainability is essential
to what we regard as sustainable food production. We believe focused
innovation and research in biology and technology will be prerequisites
for maintaining healthy oceans and farm profitability going forward.
Through our digitalization strategy GSF Precision farming we intend
to take a leading role in utilizing new technology and data to make
better and more sustainable decisions.
We actively participate in industry led sustainability efforts like
the Global Salmon Initiative (GSI) and the Norwegian Center of
Expertise's Seafood project, Aqua Cloud. In the Aqua Cloud project,
the goal is to predict sea lice exposure at least two weeks ahead, suggest
best measures to reduce lice exposure, and advice on the most efficient
treatment. We are also committed to the UN Global compact, and
committed to uphold the UN Sustainable Development Goals (SDGs)
and principles in how we operate. During 2018, we will incorporate
the SDGs in a new sustainability strategy, linking our vision to targets
and actions. To learn more about how we work with sustainability,
please read the sustainability report.
In addition to our attention to sustainable food production, our
majority owner's attention to sustainability in a wider perspective
drives us beyond general market expectations in this area. Through
Grieg Foundation's 25% ownership of the Grieg Group, profit from
our company is allocated to philanthropic projects all over the world.
In 2017, the Grieg Foundation contributed with NOK 32 million to
such projects globally, of which a significant share was contribution
from Grieg Seafood.
WE ACTIVELY PROMOTE SUSTAINABLE
SALMON FARMING. IMAGE FROM GRIEG
SEAFOOD ROGALAND.
FOTO: HUNG NGO
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.HOW WE INTEND TO MAKE A DIFFERENCE - OUR VISION
We are sea farmers rooted in nature - we live by and for the ocean. Our vision, rooted in nature
– farming the ocean for a better future, reflects how we intend to matter, what we as a company
aim to create together and why our employees are proud to be working in Grieg Seafood.
WHAT WE EXPECT FROM OUR EMPLOYEES - OUR VALUES
In 2017, we defined Open, Ambitious and Caring as our values. While our vision sets the
direction for the culture we want our employees to embrace, our values describe the qualities we
believe are required to deliver results. The values describe what we expect from each other and
what others can expect from us. We have defined the content of our values through workshop
discussions across all Regions to further develop our engaged culture.
OPEN
Our definition of Open states that "we are open with each other. We share knowledge, ideas
and learn from each other. We meet new perspectives with an open mind. We are always honest
– also in difficult situations. Our managers have an open door, and are always open for ways
to improve. We are open and transparent towards society. That is the only way we can earn
their trust. We proactively share honest information about our operations with the public, the
authorities and the media – even before they ask. We invite the community to our facilities,
participate in the public debate and engage in dialogue with other users of the fjords".
In line with our value, we strive to be open towards all stakeholder groups and in BC, our staff
meet at least four times a year with Chiefs and Councils of the Mowachaht Muchalat and
Tlowitsis First Nations, to share information about Grieg’s farms in their territories, and answer
questions of importance to the Chiefs.
In Rogaland, we openly contribute when students and researchers ask for our participation in
studies regarding our operations including how we work to comply with relevant environmental
standards. We encourage transfer of best practice between sites and active sharing of
information.
WE INVITE THE
COMMUNITY TO
OUR FACILITIES,
PARTICIPATE IN
PUBLIC DEBATE AND
ENGAGE IN DIALOG
WITH OTHER USERS
OF THE FJORDS.
PHOTO: EILERT
MUNCH LUND
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.CARING
Our definition of caring says that "we do not only treat each other with respect, we care. We care
about our people, we let them flourish and develop their talents. We foster a caring environment
– even in difficult situations and in times of hard decisions. We care about our fish and the
nature we use to produce healthy salmon. We constantly work to control biology and reduce our
impact on the environment. We will pass healthy fjords and salmon on to future generations. We
care about our communities. We recognize that the fjords belong to the general public, and we
take their concerns seriously. We create opportunities and lasting value for society. We are good
neighbors."
Our employees at Trosnavåg and seawater sites in Rogaland practice the value caring when
they regularly participate in cleaning up plastic and other debris that wash ashore close to our
locations, not because we are the cause of the littering, but because protecting the environment
is important to us.
CARING: WE DO NOT ONLY
TREAT EACH OTHER WITH
RESPECT, WE CARE.
PHOTO: HUNGO NGO
On a wider scale, caring is reflected in our ownership structure.
Through the Grieg Foundation a significant part of our profit
is allocated to philanthropic projects across the world. In 2017,
one of the main beneficiaries of Foundation support was SOS
Children's Villages worldwide. In their 2016 annual report
SOS Children's Villages wrote the following: "Through Grieg`s
collaboration with SOS Children's Villages Norway, we help
build families for children in need. We help children shaping
their own future and we take active part in the development of
the SOS children's communities."
AMBITIOUS
Our definition of Ambitious states that "every day, we are
dedicated to do our job the best possible way. We never settle
for the average. We walk the extra mile. We always strive to
improve. We think big and set ambitious goals for everything
we do. We are not afraid of making bold decisions, even if they
are tough and out of our comfort zone. We embrace change
and innovation. We prioritize our commitments and carry them
out. Our ambitious goals always aim to make Grieg Seafood
more profitable. Only then can we develop the salmon farming
industry further".
Our digital strategy, GSF Precision Farming, represents
ambition. Our goal is to be at the forefront in the industry in
utilizing new technology in our operations. We aim to identify
operational areas where automatic data acquisition from
sensor technology, combined with artificial intelligence can
facilitate better and more sustainable operational and strategic
decisions, safeguard our employees and accelerate operational
improvements.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.OUR PLAN TO ACHIEVE OUR GOALS – OUR STRATEGY
Our strategy is to create stakeholder value through sustainable production of Atlantic Salmon
at the lowest possible cost. We measure our ability to create stakeholder value through return
on capital employed – ROCE. By improving ROCE, we provide shareholder value, safeguard
our ability to operate sustainably, provide job opportunities for current and new employees and
generate means to support the development of a better world.
ROCE in our operations is the result of past performance as the cost of our fish only is reflected
in the profit and loss statement only when the fish is harvested. Therefore, our day-to-day focus
is on operational drivers within biology, people and product. The biological drivers include,
fish growth, fish health and welfare, survival, as well as sustainability in a broader perspective
(CO2 footprint and preservation of biodiversity). Our people drivers include continuous
development of sustainable and good farming practices, ensuring a safe and healthy working
environment, safeguarding ethical employee behavior and continuous effort to develop our
performance culture. Our product, farmed Atlantic salmon, is the means by which we generate
value. In order to ensure that the demand for our product continues to grow, we need to assure
consumers and customers that our products are tasty and appealing, as well as safe and healthy.
These are out product drivers.
Our
stakeholders
Grieg
Seafood
Vision
Grieg
Seafood
Values
Grieg
Seafood
Strategy
Rooted in nature
- Farming the ocean for a better future
Open - Ambitious - Caring
We aim to create
stakeholder value through
sustainable production of
Atlantic Salmon at the
lowest possible cost.
FROM VISION TO STAKEHOLDER
VALUE CREATION - GSF 2020
We are currently in the process of adjusting
the way we track our performance and
follow up our operations. During 2018,
we will further align our operational follow
up process to strategic drivers. We will also
continue to build our culture, as we believe
there is an irrefutable causality between
culture and performance – if culture comes
first, performance will follow. Through our
improvement program GSF 2020, we have
started a project to look at how different
drivers in our operations are connected
to performance. The program is focused
on actions affecting key drivers in our
operations, most importantly good farming
practices, survival and growth. Rooted in
nature – we farm the ocean for a better
future and lead by a dedicated workforce we
intend to deliver long-term value for many
years to come.
Investors
Employees
Suppliers
Local
communities
Non-
governmental
organizations
Regulators
Customers
Operational
drivers
Biological
drivers
Product
drivers
People
drivers
Stakeholder
value creation
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.
THE BOARD OF GRIEG SEAFOOD ASA
PER GRIEG JR.
CHAIR
Per Grieg jr has been actively involved in leading positions in
Grieg Seafood ASA since the foundation in 1992, and has
played a major role in building the Grieg Seafood Group. He has
previously acted as Chairman and CEO, and he is presently back
as Chairman of the Board.
He holds a MSc degree at The Norwegian University of Science
and Technology (NTNU), Department of Marine Technology
and a Master in Business and Economics from INSEAD, France.
Grieg’s work experience includes Researcher at Marintek in
Trondheim, Ship broker at EA Gibson and Joachim Grieg & Co,
where he also was CEO in the 90’s and now holds the position as
Chairman.
Per Grieg jr has been involved in establishing numerous
companies within several sectors, and has been or is board
member in companies like Fjord Seafood ASA, Marine Farms
ASA, Erfjord Stamfisk AS and AON Grieg – in addition to
several companies in The Grieg Group. Grieg also owns and
manages his own investment company. He is a Norwegian
citizen and resides in Bergen, Norway.
ASBJØRN REINKIND
DEPUTY CHAIR
Asbjørn Reinkind has a a Master in Business and Economics from the Norwegian School
of Economics and Business Administration (NHH) in Bergen and has further education
from IMD and Insead (AMP). He has extensive experience from experience from the food
industry and branded products including 18 years employment in Rieber & Søn ASA, CEO
of Denja, CEO of Toro and CEO of Rieber & Søn ASA.
Reinkind also has experience from aquaculture and fish farming including CEO of Hydro
Seafood Group from 1997 to 2000, former chairman of Pieters Group, Seafarm Invest and
Sjøtroll Havbruk. He has previously been a board member in the marine sector, including
Fiskeriforskning, Domstein ASA and Pronova Biocare.
Reinkind is presently chairman of Grilstad AS, Isbjørnis AS, deputy chairman of Biomar
Group, board member in Scandi Standard AB and senior advisor in two private equity
companies. He is a Norwegian citizen and resides in Bergen, Norway.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.OLA BRAANAAS
BOARD MEMBER
Ola Braanaas was born in Hamar. He is a fish farmer and agricultural college graduate, and has
also studied, pedagogics, aquatic ecology, and fishery at the county colleges of Oppland and
Nordland.
Braanaas established the company Firda Settefisk in 1986, and is currently the sole owner and
chairman of the board in the Firda Eienedom AS Group, which is a fully integrated fish farming
company based at Byrknesøy in the county of Sogn og Fjordane. During the mid 90’s Braanaas
was involved in establishing the company GO-Fish which was involved in fish farming at the
Faroe Islands and in the counties of Troms, Møre og Romsdal and Sogn og Fjordane.
Braanaas has held various board positions in Vestnorsk Havbrukslag, Norway Seafarms AS
and Wergeland Holding AS. Braanaas is a Norwegian citizen residing at Svinøyna in the Gulen
municipality.
WENCHE KJØLÅS
BOARD MEMBER
Wenche Kjølås has a Master in Business and Economics from the Norwegian School of
Economics and Business Administration (NHH) in Bergen. She had been Executive Director
of Grieg Maturitas AS since 2009. Her previous position was CFO of Grieg Logistics AS from
2006 to 2009.
Kjølås' past experience includes CFO of Kavli Holding AS, CEO of O. Kavli AS, CFO of Kavli
Holding AS, business manager of Hakon Group AS in Bergen and manager and management
consultant in Deloitte.
Kjølås has been board member of Cermaq ASA, Selvaag Bolig ASA, PGS ASA and DOF
ASA. She was Chairman of Flytoget until 2017, and she has also been a member of the general
assembly of Sparebankstiftelsen DNB.
Kjølås is now member of the board of Innovasjon Norge and Chairman of Keolis Norge. She
has been the chairman of Grieg Seafood’s audit committee since 2009. Kjølås is a Norwegian
citizen and resides in Bergen, Norway.
KARIN BING ORGLAND
BOARD MEMBER
Karin Bing Orgland has a Master in Business and Economics from the Norwegian School of
Economics and Business Administration (NHH) in Bergen. She is a professional board member
with extensive experience from the financial sector.
Orgland has a long career as manager and board member in DNB companies, the most recent
being Group Director of DNB Retail until the first quarter of 2013.
Orgland is Chairman of GIEK and Entur AS and board member of Storebrand ASA, KID
ASA, Hav Eiendom and Grieg Seafood. She is also a member of Grieg Seafood’s audit
committee.She is a Norwegian citizen and resides in Oslo.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.THE ORGANIZATION
CEO
ANDREAS KVAME
Chief Executive Officer
CFO
ATLE HARALD SANDTORV
Chief Financial Officer
CHRO
KATHLEEN MATHISEN
Chief Human Resources Officer
KNUT UTHEIM
Chief Operating Officer
COO
GSFSH
GSFF
GRANT CUMMING
Regional director
Grieg Seafood Shetland Ltd.
GSFBC
GSFR
ROY TORE RICHARDSEN
Regional director
Grieg Seafood Finnmark AS
MARVIN D. BOSCHMAN
Regional director
Grieg Seafood BC Ltd.
ALEXANDER KNUDSEN
Regional director
Grieg Seafood Rogaland AS
Organization
The internal management structure in Grieg Seafood ASA reflects
the company structure. The organization is split into functional areas
and farming. Group management consists of the CEO, CFO, COO
and CHRO. Farming is organized as one business area under the
responsibility of the COO. Finance and HR are separate functional
areas in the parent company.
A new functional area, digitalization, has recently been set up to
facilitate implementation of the Group's digitalization strategy. With
effect from 1 January 2018, Trond Kathenes was appointed manager
in charge for digitalization. To strengthen the commercial, growth
and sustainability focus of the Group, a separate functional area for
business development has also been established. Nina Willumsen
Grieg is manager in charge of business development. Trond and Nina
both report to the CEO.
.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.GROUP MANAGEMENT
ANDREAS KVAME
CEO
ATLE HARALD SANDTORV
CFO
Andreas Kvame was appointed
CEO in Grieg Seafood ASA in
2015.
Atle Harald Sandtorv was
appointed CFO in Grieg Seafood
ASA in 2009.
Andreas came to Grieg Seafood
from the CEO position in
Scanbio. He has 17 years of
experience from Marine Harvest Group where he was a member
of the Group management team for many years and responsible
for sales, logistics, processing and integration.
Andreas has international experience from change management
and improvements in the aquaculture industry from a number
of companies, including the integration of Stolt Seafarms,
Panfish, Fjord Seafood and Marine Harvest. His educational
background is from agriculture and aquaculture. Andreas is a
Norwegian citizen residing in Hjelmeland.
Prior to joining Grieg Seafood,
he was CFO in Bennex and Tide
ASA. During his 13 years in the
management of Tide ASA (former HSD and Gaia), Atle Harald
was central in a time of strong growth and structural changes,
mergers and acquisitions that formed what today is one of
Norway’s leading transport companies.
He has a Master in Business and Economics from the Norwegian
School of Economics and Business Administration (NHH). Atle
Harald is a Norwegian citizen residing in Bergen.
KNUT UTHEIM
COO FARMING
Knut Utheim was appointed
COO Farming in Grieg Seafood
ASA in 2014.
He has been working in the
salmon farming industry since
1990, first in Stolt Sea farm
(1990-2005) and later in Marine
Harvest (2005-2014).
Prior to joining Grieg Seafood, Knut was regional director
in Marine Harvest Norway; Region Mid. He has a degree in
aquaculture from the regional college in Sogn and Fjordande.
Knut is a Norwegian citizen residing in Bergen.
KATHLEEN O. MATHISEN
CHRO
Kathleen O. Mathisen was
appointed CHRO in Grieg
Seafood ASA in 2016.
She has extensive experience from
the international offshore oil and
gas industry. She has worked in
HR for more than 18 years.
Kathleen's core competencies include organizational
development and transformation processes, and she has several
years of experience with business driven HR activities with focus
on the human capital in the organization.
She has a number of management courses from the University of
Bergen, the Norwegian School of Economics and the Norwegian
School of Business and Administration. She is presently in the
process of completing an MBA in Leadership and Sustainability
at the University of Cumbria in UK. In December 2013, she
was awarded “Sunnivaprisen”, named after Bergen’s patron St.
Sunniva. Kathleen is a Norwegian citizen residing in Bergen.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.REGIONAL MANAGEMENT
ROY-TORE RIKARDSEN
REGIONAL MANAGER
FINNMARK
Roy-Tore Rikardsen took over
as Managing Director for Grieg
Seafood Finnmark AS in July 2014.
He has 15 years’ experience from
the fishfarming industry. The last 6 years he has worked as
‘production manager seawater’ at Lerøy Aurora AS (25,000
tons).
Roy-Tore Rikardsen has also worked in the aquaculture
technology industry (Akva Group), and the feed and nutrition
industry (Ewos). He holds an ‘environment and marine
technology engineering’ degree from the University of Tromsø.
Roy-Tore Rikardsen is a Norwegian citizen and resides in
Tromsø, Norway.
ALEXANDER KNUDSEN
REGIONAL MANAGER
ROGALAND
Alexander Knudsen has been
working in Grieg Seafood since
1997.
Fisk AS which was bought by Grieg Seafood in 1997.
He previously worked in Øvrebø
Alexander Knudsen had a degree in economy and administration
from Molde Universtiy College.
He is a Norwegian citizen and resides in Rennesøy.
MARVIN D. “ROCKY”
BOSCHMAN
REGIONAL MANAGER BC
Rocky Boschman has been
Managing Director of Grieg Seafood
BC Ltd. since September 16, 2016.
He started as Saltwater Production
GRANT CUMMING
REGIONAL MANAGER
SHETLAND
Grant Cumming takes over as
Managing Director of Grieg Seafood
Shetland Ltd. on the 1st of December
2016.
Director at the beginning of 2016 until filling the position
vacated by Stewart Hawthorn.
He has worked in the company since 2005, where he has served
as Production Manager.
Rocky Boschman has been working in BC’s salmon farming
industry since 1986 and has held various management positions.
Grant has seventeen years of experience in salmon farming and
five lecturing in aquaculture.
He holds a Bachelor of Science degree in Marine Biology
from the University of Victoria and a Master in Business
Administration from Royal Roads University.
Grant holds a degree in Zoology from the University of
Aberdeen and a Master in Mariculture Science from the NAFC
Marine Centre.
Rocky Boschman is a Canadian citizen living in BC, Canada.
He is a British citizen and lives in the Shetland Islands, UK.
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PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.OUR STORY SO FAR
The beginning of the adventure. Establishment
of Grieg Norwegian Salmon (trading company) and
1992
Bioinvest (salmon farm investor)
Scandic Marine Ltd acquired - GSF BC
established in British Columbia
2001
Merger with Volden Group in
Finnmark.
2006
2007
Grieg Seafood listed on the Oslo Stock Exchange in
June 2007. Acquisition of Hjaltland Ltd in Shetland
and Target Marine Ltd in Sechelt BC. Further
acquisitions completed on Shetland in 2008-2011.
2010
Establishment of Ocean Quality AS in cooperation with
Bremnes Seashore (GSF ownership 60%, Bremnes 40%).
Ocean Quality Ltd established on Shetland in 2013, Ocean
Quality North America, in Vancouver in 2014 and Ocean Quality
USA agent office in 2017.
2011
First step of smolt
self-sufficiency strategy
completed with RAS I in
Rogaland. Significant expansion
of smolt facilities completed or in
progress in all regions between 2011
and 2018.
2014
Allocated 4 green licenses in Finnmark. An
important step for our ambition to sustainably
farm the ocean.
2017
Grieg Seafood 25 years - New vision and values
The oceans must play a bigger role in providing food in the future,
and we intend to take a leading role in utilizing new technology
and data to make better and more sustainable decisions. We believe
that a healthy environment, good fish welfare and profitability, are not
opposites, but must go hand in hand. It is this interaction that underlies our
vision Rooted in nature - farming the ocean for a better future.
P A R T 1 - O U R J O U R N E Y / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 19
25 years - Our adventure has just begun!
PART 1Letter from the CEOKey FiguresVision and ValuesThe BoardThe OrganizationOur history5810141619P.PART 2 – VALUE CREATION
PHOTO: TOMMY ELLINGSEN
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.PART 2 - SUMMARY
LARGE SMOLT INITIATIVE FOR SUSTAINABLE GROWTH
We work hard to keep the sea lice levels low, and an important initiative in this regard is large
smolt. From 2017 to 2021, the average size of our smolt put to sea in Rogaland is expected to
increase from less than 150 gram to almost 600 gram. The increase in size is a result of expansion
of an existing smolt facility combined with the building of a new smolt facility in Tytlandsvik
in cooperation with Bremnes Seashore and Vest Havbruk. A larger smolt is more robust
and takes shorter time to grow to harvest size, which combined with use of wrasse and other
non-medicinal lice treatment methods will have a positive effect on the environment.
REVENUE AND COST DRIVERS – WHAT AFFECTS OUR RESULTS
We apply EBIT per kg as a measure of regional profitability. EBIT is driven by key factors
affecting revenuees and costs. Our main product, whole gutted salmon, is a commodity. As a
result, the prices we achieve for our products will reflect the commodity market price (reference
price). How much we are able to harvest depends on the number of smolt put to sea 1-2 years
prior to harvest, fish growth rates, survival and our harvest plan. We track our performance
both internally and externally through the cost of harvested salmon per kg. More importantly
however is our tracking of the cost drivers influencing the cost of salmon to be harvested in the
future. Our cost drivers represents the operational factors we can influence in order to improve
the future cost of our salmon. These drivers include smolt stocking, survival and growth. Our
improvement program GSF 2020 (discussed in Part one of this report) focuses on driver-based
improvement activities.
THE GRIEG SEAFOOD SHARE IN 2017
The Grieg Seafood share price declined 12% in 2017. The closing price in 2017 was NOK 72.25
compared to NOK 81.70 at year-end 2016. Our share price is sensitive to the development in
salmon prices. The Fish Pool salmon price in NOK at year-end 2017 was 32% lower than at
year-end 2016, and this is the main contributing factor to the observed share price decline. Our
dividend yield was 5.5% in 2017.
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.OPERATIONAL VALUE CREATION
We farm salmon in four regions, Rogaland and Finnmark in
Norway, on Shetland, UK and in British Columbia, Canada. Our
operations span the entire value chain from egg to harvest and
most of our fish is processed and packed at our own facilities.
We also have our own brood activity in Erfjord in Rogaland. Our
farming regions sells their fish to our sales company Ocean
Quality, while Ocean Quality resells the salmon to third parties.
In this part of the report we discuss operational achievements
by region in 2017 as well as our thoughts about the road
ahead. Towards the end we provide own and third party market
reflections for 2017 and 2018, under our discussion of Ocean
Quality.
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.GRIEG SEAFOOD ROGALAND
Grieg Seafood Rogaland AS (GSFR) farms salmon in Rogaland on the west coast of Norway.
In this region, we have 191 seawater license equivalents and two licenses for land based
production of smolt. We also have our own brood activity in Erfjord. All salmon harvested in
the region, is processed and packed at our own facilities.
Production capacity is estimated to be approximately 25 000 tons gutted weight. The company
is Global GAP certified. We have no ASC certified sites in this region. Our operations are
located in six municipalities in Rogaland and they contribute significantly to local value
creation. Read more about our community commitments in the Sustainability Report.
VOLUME
Volume harvested in 2017 was 18 111 tons GWT, which was a slight decrease from
18 367 tons GWT in 2016. The reduction was a result of accelerated harvesting to
implement a common zone structure in the industry and our decision to transfer 1
000 tons GWT to 2018.
18 111 TONS GWT
19 SEA WATER
LICENSES
2 SMOLT SITES
1 BROODSTOCK
SITE
Production in sea was strong in the first half of 2017, but seawater
temperatures below normal and biological challenges negatively
affected growth in the second half of the year.
COSTS
The 2017 cost per kg salmon harvested was higher than in
2016. The increase was due to cost increases in general, PD
related issues and accelerated harvest of some sites in order to
implement the common industry zone structure.
EBIT (BEFORE FAIR VALUE ADJUSTMENT TO
BIOLOGICAL ASSETS)
EBIT amounted to NOK 393.1 million in 2017, a decrease from
NOK 466.8 million in 2016. EBIT per kg harvested amounted
to NOK 21.7 in 2017 compared to NOK 25.4 in 2016. In the
first half of 2017, good growth, favorable prices and low costs
contributed to high EBIT per kg. In the second half of the year,
low harvest volume and PD negatively affected profitability.
GOING FORWARD
At year-end the biological situation was stable. Low harvest
volume will affect cost per kg harvested in the first quarter of
2018. Our sites in this region are located in a yellow area in the
recently introduced "traffic-light" system. Sites in a yellow area
cannot increase production and an escalation to red light could
1. We have 18 license numbers, but one of our licenses is double which in
practice means we have 19 licenses. In addition, we have a long-term rental agreement with Rogaland County for one
license, which means that we in total make use of 20 license equivalents.
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
reduce our production capacity going forward. The yellow light is a consequence of high sea lice
density and a fear that this could negatively affect wild salmonid stocks.
In 2017, we completed the expansion of our smolt capacity from 500 to 1 300 tons. The
expansion is in line with our strategy to increase the size of smolt put to sea in this region in an
effort to mitigate the sea lice challenge. Further to this strategy, we are in the process of building
a new smolt facility in Tytlandsvik in cooperation with Bremnes Seashore and Vest Havbruk.
From this site, smolt approaching 500 gram will be available for stocking by 2019.
To improve our feeding efficiency, we have started to utilize sensor technology. Implementation
of the Group's digitalization strategy is expected to contribute to further operational
improvement in 2018.
GSF Rogaland
Harvest in tons GWT*
2017
18 111
2016
18 367
2015
15 236
2014
12 778
2013
15 088
Sales revenue (NOK x 1 000)
1 150 166
1 140 398
661 204
572 550
640 600
EBIT ** (NOK x 1 000)
EBIT / kg GWT **
393 064
466 756
83 516
77 835
144 794
21.7
25.4
5.5
6.1
9.6
EBIT ROGALAND
500
450
400
350
300
250
200
150
100
50
0
-50
K
O
N
0
0
0
1
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
* GWT = Gutted Weight
** EBIT = EBIT before fair value adjustment of biological assets
Rogaland
OUR OPERATIONS
ARE LOCATED IN
SIX MUNICIPALITIES
IN ROGALAND AND
THEY CONTRIBUTE
SIGNIFICANTLY TO
LOCAL VALUE CREATION
FOTO: EILERT MUNCH
LUND
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
GRIEG SEAFOOD FINNMARK
Grieg Seafood Finnmark AS (GSFF) farms salmon in Finnmark, the northernmost county in
Norway. In this region, we have 27 seawater licenses and one license for land based production
of smolt. Four of the sea water licenses are "green licenses" and subject to stricter environmental
measures. Salmon harvested in the region is in general processed and packed at our local
facilities.
Production capacity is estimated to be approximately 38 000 tons gutted weight. The company
is Global GAP certified. Two sites were ASC certified in this region in 2017. Our operations
are located in five municipalities in Finnmark and they contribute significantly to local value
creation. Read more about our community commitments
in the Sustainability Report.
22 831 TONS GWT
27 SEA WATER
LICENSES
1 SMOLT SITE
VOLUME
Volume harvested in 2017 was 22 831 tons GWT, an
increase of 3% from 22 104 tons GWT in 2016. A decision
to transfer 1 500 tons GWT to 2018 negatively affected
volume harvested in 2017.
Production in sea was stable, but seawater temperatures
below normal negatively affected growth throughout the
year. In line with our growth strategy, we put 10 million
smolt to sea in this region in 2017, which is the highest
number we have ever stocked.
COSTS
The cost per kg salmon harvested was higher than in
2016. The increase was due to low sea water temperatures
resulting in lower growth and thus higher cost per kg
harvested, combined with cost increases in general.
Extended fallowing of Øksfjorden has contributed to
reduced sea lice treatment and thus reduced health cost for
salmon from this area.
EBIT (BEFORE FAIR VALUE ADJUSTMENT TO
BIOLOGICAL ASSETS)
EBIT amounted to NOK 351.9 million in 2017, a decrease
from NOK 447.1 million in 2016. EBIT per kg harvested
amounted to NOK 15.4 and NOK 20.2 in 2017 and 2016
respectively. Harvest volumes were highly skewed towards
the second half of the year with 75% of the full year harvest
taking place in the last six months of the year. This had a
significant negative effect on profitability, as prices during
this period were more than 20% lower than in the first half
of the year. Increased costs contributed to further profit
reduction compared to 2016.
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
GOING FORWARD
At year-end, the biological situation was stable. Low harvest volume will negatively affect cost
per kg harvested in the first quarter of 2018. Our sites in Finnmark are located in a green area in
the recently introduced "traffic-light" system. We have as a result been able to acquire additional
production capacity in this region. The increase amounts to 470 tons MAB. With two new
sites approved in 2017 and a record high number of smolt stocked, we are ready for growth in
Finnmark. The new sites will help us optimize production and reduce costs going forward.
Further to our growth strategy, we are investing substantially in smolt capacity. These
investments will enable increased smolt production in both number and average weight. The
expansion at our Adamselv facility will increase smolt capacity from 800 to 1 600 tons. The first
smolt from the expanded facility will be put to sea in the first half of 2019.
EBIT FINNMARK
To improve our feeding efficiency, we have started to utilize sensor technology. Implementation
of the Group's digitalization strategy is expected to contribute to further operational
improvement in 2018.
500
400
300
200
100
0
-100
-200
K
O
N
0
0
0
1
GSF Finnmark
Harvest in tons GWT*
2017
22 831
2016
22 104
Sales revenue (NOK x 1 000)
1 265 156
1 244 255
EBIT ** (NOK x 1 000)
351 935
447 131
EBIT / kg GWT **
15.4
20.2
2015
19 481
797 872
124 004
6.4
2014
26 470
975 291
205 934
7.8
2013
23 076
870 100
216 778
9.4
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
* GWT = Gutted Weight
** EBIT = EBIT before fair value adjustment of biological assets
Finnmark
FOUR OF THE SEA
WATER LICENSES
ARE "GREEN
LICENSES" AND
SUBJECT TO STRICTER
ENVIRONMENTAL
MEASURES.
PHOTO: EILERT
MUNCH LUND
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
GRIEG SEAFOOD BC
Grieg Seafood BC Ltd (GSFBC) farms salmon on the east and west side of Vancouver Island
as well as along the Sunshine Coast north of Vancouver. In this region, we have 20 seawater
licenses and one license for land based production of smolt. We do not process our own salmon
in this region.
Production capacity is estimated to be approximately 20 000 tons gutted weight. The company
was the first salmon farming company in North America to be BAP Certified. The company
has also been audited and approved by the Aquarium of the Pacific’s "Seafood for the Future"
program. We have no ASC certified sites in this region. Some of our sites are located in First
Nation Territories and our relationship with the Mowachaht Muchalat and Tlowitsis First
Nations is good. Read more about our community commitments in the Sustainability Report.
VOLUME
9 600 TONS GWT
20 SEA WATER
LICENSES
Volume harvested in 2017 was 9 600 tons GWT, a decrease of 10% from 10 715 tons GWT in
2016. The reduction was a result of limited biomass available for harvest due to low 2015 and
2016 smolt stocking, combined with losses during an algal bloom in 2016.
Production in sea was good throughout the year. Our effort to reduce biological risk in the
region is starting to pay off. New monitoring equipment has contributed to improved feeding
efficiency and thus better growth, and the introduction of plastic rings as opposed to steel pens
has contributed to further improvement.
1 SMOLT SITE
COSTS
The cost per kg salmon harvested
was reduced compared to 2016 as
a result of good seawater growth.
Losses during lice treatment had a
negative effect on cost in the fourth
quarter.
EBIT (BEFORE FAIR VALUE
ADJUSTMENT TO BIOLOGICAL
ASSETS)
EBIT amounted to NOK 120.2 million in 2017,
an increase from NOK 80.5 million in 2016. EBIT
per kg harvested amounted to NOK 12.5 in 2017
compared to NOK 7.5 in 2016. Lower costs and higher
achieved prices contributed to improved profitability
compared to 2016.
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.GOING FORWARD
At year-end the biological situation was good. There has been a significant build up of biomass
during 2017 and we will therefore harvest significantly more salmon from this region in 2018.
We expect the cost of harvested salmon to be further reduced going forward due to the actions
taken to mitigate biological risk and optimize production.
The introduction of sensor technology to monitor algal blooms enables us to determine at an
early stage the type of algae and the appropriate feeding response. This has resulted in increased
number of feeding days and thereby improved growth. We have also installed upwelling- and
oxygen systems at our sites in BC to improve water quality and growth conditions.
GSF BC
Harvest in tons GWT*
Sales revenue (NOK x 1 000)
EBIT ** (NOK x 1 000)
EBIT / kg GWT **
2017
9 600
580 293
120 162
12.5
2016
10 715
2015
14 311
611 223
573 900
80 526
13 310
7.5
0.9
2014
6 257
277 757
-47 810
-7.6
2013
6 739
330 700
- 7 777
-1.2
EBIT BRITISH COLUMBIA
140
120
100
80
60
40
20
0
-20
-40
-60
-80
K
O
N
0
0
0
1
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
* GWT = Gutted Weight
** EBIT = EBIT before fair value adjustment of biological assets
BC, Canada
THERE HAS BEEN A
SIGNIFICANT BUILD UP
OF BIOMASS DURING
2017 AND WE WILL
THEREFORE HARVEST
SIGNIFICANTLY MORE
SALMON FROM THIS
REGION IN 2018.
PHOTO: OLE-JØRN
BORUM
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
PART 2
Operational value creation
GSF Rogaland AS
GSF Finnmark AS
GSF BC LTD
GSF Shetland Ltd
Ocean Quality
The Grieg Seafood share
Analytical information
APM
P.
22
23
25
27
29
31
33
38
43
GRIEG SEAFOOD SHETLAND
Grieg Seafood Shetland Ltd (GSFS) farms salmon on Shetland and the Isle of Skye. We are the
largest salmon producer on Shetland. In this region, we have 17 active seawater sites (13 on
Shetland and 4 on the Isle of Skye) and one freshwater site. Our operations span the entire value
chain, fresh water, seawater and harvesting.
Production capacity is estimated to be approximately 17 000 tons gutted weight. The company
is Global GAP certified. We have no ASC certified sites in this region. Our operations
contribute significantly to local value creation. Read more about our community commitments
in the Sustainability Report.
12 056 TONS GWT
17 ACTIVE
SEAWATER SITES
1 SMOLT SITE
VOLUME
Volume harvested in 2017 was 12 056 tons GWT, a decrease of 11% from 13 541 tons GWT
in 2016. The decrease was a result of biological challenges due to sea lice and algal blooms.
We continue to remove our worst performing sites from the operational footprint, which
contributes to volume reduction compared to prior years.
Sea lice and algal blooms affect production in this region and the first half of 2017 was
challenging. Towards the end of the third quarter, the biological situation stabilized and it
remained stable throughout the fourth quarter and into 2018. Sealice levels are currently at
historically low levels.
COSTS
The cost per kg salmon harvested increased compared to
2016 due to the sea lice and algal challenges.
EBIT (BEFORE FAIR VALUE ADJUSTMENT
TO BIOLOGICAL ASSETS)
EBIT amounted to NOK 68.7 million in 2017, a
reduction from NOK 176.6 million in 2016. EBIT per
kg harvested amounted to NOK 5.7 in 2017 compared
to NOK 13.0 in 2016. Higher costs and lower achieved
prices due to reduced quality and low average harvest
weight were the main drivers for the reduction in
profitability compared to 2016.
GOING FORWARD
At year-end the biological situation was stable with
historically low levels of sea lice present. We work closely
with other farmers in the region to mitigate biological
challenges and our efforts include joint area fallowing for
a period of 3 months and good operational procedures.
Overall, we expect the cost of harvested salmon to fall in
2018, but in the first quarter costs will be high due to low
harvest volume.
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To mitigate the biological challenges, all future inputs of salmon will be stocked with aeration
systems, and cleanerfish to reduce the risk of algal and sea lice issues. Where on-site currents
permit, all salmon will also be protected with sea lice skirts.
Algal monitoring is carried out in cooperation with our GSF BC operations with daily samples
being analyzed from all sites using advanced image analysis techniques to correctly identify the
species, prevalence and depth distribution of any algae present. This information is expected to
reduce the numbers of lost feeding days and increase seawater growth. We have also instigated
bi-weekly PCR gill sampling to identify gill pathogens at a pre-clinical stage. This information
should enable more rapid intervention to control the development of complex gill disease. In
addition, we now also have access to freshwater treatment capacity to improve both gill health
and sea lice control.
GSF Shetland
Harvest in tons GWT*
2017
12 056
2016
13 541
2015
16 370
2014
19 231
2013
13 158
Sales revenue (NOK x 1 000)
745 934
859 815
773 526
852 455
567 400
EBIT ** (NOK x 1 000)
EBIT / kg GWT **
68 657
5.7
176 558
-164 833
81 087
27 279
13.0
-10.1
4.2
2.1
EBIT SHETLAND
200
150
100
50
0
-50
-100
-150
-200
K
O
N
0
0
0
1
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
* GWT = Gutted Weight
** EBIT = EBIT before fair value adjustment of biological assets
Shetland
GRIEG SEAFOOD
IS THE LARGEST
SALMON PRODUCER
ON SHETLAND
PHOTO: HUNG NGO
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
Ocean Quality AS is the sales organization of Grieg Seafood (60%) and Bremnes Seashore (40%).
The company was established in 2010 and is headquartered in Bergen. The Ocean Quality
Group also has sales companies on Shetland and in North America for the purpose of selling the
salmon harvested by Grieg Seafood in these regions.
Ocean Quality is committed to high standards in their service offering focusing on the following
aspects:
• Reliable year round supply according to customer requirements.
•
Fresh and healthy products.
• Traceability and food safety.
• Quality control and sustainability of raw materials.
Fish health and welfare and environmental care.
•
VOLUME AND PRICE DEVELOPMENT
2017
Ocean Quality´s primary target is to be a preferred and reliable supplier for its global customer
base. In 2017, the Grieg Seafood Group (including Ocean Quality) had a turnover of
NOK 7 017 million, compared to NOK 6 545 million in 2016, corresponding to an increase
of NOK 472 million (7.2%). Sales to different markets were distributed as indicated in the
graph below. Continental Europe is by far the most important market, representing 51% of the
turnover in 2017, down from 54% in 2016. The share of total sales directed to the Asian market
was 18%, both in 2016 and 2017. Due to increased sales from Norway into the UK market,
Canada 3%
this markets share of the total increased from 12% in 2016 to 16% in 2017. The value of sales
to the United States was reduced by 3 percentage points to 9% of the total in 2017, following a
EU 51%
significant reduction in harvest volumes in BC.
Russia/Eastern EU 4%
Asia 18%
2017
Supply shortage in the beginning of 2017, made it difficult to maintain stable consumption.
Production and supply increased marginally in the second quarter, while the supply growth
in the second half of the year was significant. From being in a position where orders had to be
declined, the supply growth made it possible grow and develop the customer base. Volume sold
in 2017 was 105 500 tons. This is equivalent to an increase of 7.3% from 98 323 tonses in 2016.
UK 16%
USA 9%
2017
2016
Russia/Eastern EU 4%
EU 51%
2017
Asia 18%
Canada 3%
USA 9%
UK 16%
Russia/Eastern EU 3%
Asia 18%
EU 54%
2016
Canada 1%
USA 12%
UK 12%
2016
2015
P A R T 2 - C R E A T I N G V A L U E S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 31
Russia/Eastern EU 6%
Russia/Eastern EU 3%
Asia 15%
Canada 3%
USA 14%
UK 7%
Russia/Eastern EU 6%
Asia 11%
Canada 0%
USA 8%
UK 19%
EU 54%
2016
USA 12%
EU 55%
2015
2015
2014
EU 55%
2015
EU 56%
2014
Asia 18%
Canada 1%
UK 12%
Russia/Eastern EU 6%
Asia 15%
Canada 3%
USA 14%
UK 7%
Russia/Eastern EU 6%
Asia 11%
Canada 0%
USA 8%
UK 19%
2014
EU 56%
2014
PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
GOING FORWARD
The Group expects the market to be strong in 2018. The year has started well, with significantly
higher market activity than in prior months. This is especially evident for promotions and sales.
As a result of high salmon prices and high contracts shares during the last couple of years, the
retail sector encountered difficulties in maintaining their promotional activities. The market
now seems to have returned to normal levels, both in terms of prices and frozen stock, and
retailers as well as other customers are again eager to develop closer cooperation with the salmon
producers. Expected sales volume in 2018 for the Grieg Seafood Group (including Ocean
Quality) is 127 700 tonses, corresponding to an increase of 21% compared to 2017. The increase
is mainly due to a higher harvest volumes in Grieg Seafood.
The Group has hedged approximately 22% of the 2018 volumes by entering into fixed price
contracts. As of mid-March 2018, the average contract price is higher than the forward prices
from FishPool. The market clearly trends towards increased demand for of certified and
specialty products. Grieg Seafood works on a continuous basis to adapt to changing customer
preferences. Our efforts include activities to increase the number of ASC certified sites. We are
also committed to increase our sales of high quality products like Skuna Bay from Grieg Seafood
BC and Kvitsøy Salmon from Grieg Seafood Rogaland. The Skuna Bay fish is currently sold to
gourmet restaurants in major American cities. The majority of the Kvitsøy fish is currently sold
to the Italian and Spanish market.
THE GLOBAL SALMON MARKETS
The following sections describe the general market trends in 2017, as well as expectations for
2018. The volume figures have been prepared by Kontali Analyse.
Volume and price development in 2017
The global production of salmon increased in 2017. Global sales of farmed Atlantic salmon
are estimated to 2 033 000 GWT, which is an increase of around 2% from 2016. In Europe the
supply increase was 6-7% in the fourth quarter of 2017, compared to the same quarter in 2016.
For the full year, the European market experienced a supply decrease of 2.5%.
Spot prices for salmon were significantly higher in the first half of 2017 compared to the first
half of 2016. The trend shifted in the second half of the year and the average price in 2017 ended
below 2016. With higher contract prices than spot prices throughout the year, the situation
was different than in 2016. This contributed to a different supply /demand dynamic with the
outcome being declining prices. The reduction was stronger than anticipated due to higher
contract shares, resulting in a more volatile spot market for salmon than i previous years.
Market expectations to 2018
Global supply of salmon is expected to increase by 5% in 2018. The price level is expected to
fall slightly below 2017 for the full year, taken into account the very high price level during the
first half of 2017. Currently, contracts are in high demand, while spot prices indicate that the
demand is stronger than previously anticipated. Prices are expected to remain favorable for the
rest of the year. The expected supply growth for the year has been reduced and a major part of
the growth has presumably already been realized during the first quarter.
P A R T 2 - C R E A T I N G V A L U E S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 32
PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.THE GRIEG SEAFOOD SHARE
We aim to deliver attractive return to our shareholders and
contribute to the correct pricing of our share. In our effort to
achieve this, we share honest information about our operations
– also in difficult situations.
OUR SHARE AND SHAREHOLDERS
Grieg Seafood was listed on the Oslo stock exchange on 21 June 2007 under the ticker GSF.
We have only one class of shares, and all shares carry the same rights. At 31 December 2017
the Company had 110 412 000 shares outstanding at a nominal value of NOK 4.0 per share
(excluding own shares).
As of 31 December 2017, we had 4 433 shareholders, with our 13 largest investors holding
70.86% of our shares. Domestic based shareholders own the majority of the Company and Per
Grieg jr and his immediate family controlled 52.8% of the shares outstanding as of 31 December
2017. In June 2011, we purchased 1 250 000 of our own shares at a price of NOK 14.40 per
share. These shares are still in our possession. For more information about our shareholders,
please refer to Note 17 to the financial statements.
RELATIVE SHARE DEVELOPMENT 2017
THE RETURN ON OUR SHARE
Grieg Seafood compared with OBX (stock index) and OBSFX
(seafood index) in NOK
100
80
60
40
20
0
K
O
N
30.08.17
16.02.17
22.03.17
06.03.17
07.06.17
13.01.17
31.01.17
07.04.17
28.04.17
18.05.17
23.06.17
11.07.17
27.07.17
14.08.17
15.09.17
03.10.17
19.10.17
06.11.17
22.11.17
08.12.17
28.12.17
16.01.18
Period
GSF
Rel OBSFX
Rel OBX
The OBX og OBSFX lines starts at NOK 79,20 (opening price for
the Grieg Seafood share in 2017) and is adjusted according to
relative movement throughout the year.
Our ambition is to create shareholder value and deliver
competitive return relative to comparable investment
alternatives. The return on our share is a combination of
dividend and share price appreciation.
The Grieg Seafood share price declined 12% in 2017. The
closing price at 31 December 2017 was NOK 72.25 compared
to NOK 81.70 at year-end 2016. Our share price is sensitive to
the development in salmon prices. The Fish Pool salmon price
in NOK at year-end 2017 was 32% lower than at year-end 2016,
and this is the main contributing factor to the observed share
price decline. Our dividend yield was 5.5% in 2017. Adjusted
for dividend of NOK 4.00 per share, the total return on our
share was negative 7%.
The Oslo Stock Exchange Seafood Index (OBSFX) consists of
the most liquid seafood companies worldwide. The OBSFX
declined by 5% in 2017 driven by the reduction in salmon
prices. Measured against the OBSFX and OBX, our share
underperformed in 2017. We believe this is due to high cost
of harvested fish in several of our regions (please see the graph
Relative shareprice development 2017).
Over the last 5 years, the Grieg Seafood share is among the
shares on the Oslo Stock Exchange that have yielded the
highest return. During this period, our share appreciated 483%
compared to 72% for the OBX.
P A R T 2 - C R E A T I N G V A L U E S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 33
PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.The OBSFX was established late November 2013, and from inception to year-end 2017,
the increase has been 239%. The corresponding increase for the Grieg Seafood share and the
OBX has been 223% and 49% respectively. Our share has overall tracked the OBSFX, with a
significantly stronger performance than the index in the last 2 years. The rebound of our share,
coincides with Marine Harvest's realization of forward contracts and immediate sale of shares in
2016 (please refer to the liquidity section below for further information).
The graph below shows the relative performance of the GSF share compared to OBX and
OBSFX as well as daily traded volume from 2 December 2013 to year-end 2017.
THE LIQUIDITY OF OUR SHARE
In 2016 and 2017, the liquidity of our share increased significantly compared to prior years. The
increase was a result of Marine Harvest ASA realizing a set of old forward contracts to acquire
close to 29 million shares in Grieg Seafood ASA and immediately selling them in the market in
May 2016. These transactions, in addition to being huge volume transactions in themselves,
contributed to an increased number of shares available for active trading, and thus improved
liquidity. In 2017, the bid/ask spread of our share declined compared to 2016, contributing to
increased number of transactions. Despite the narrowing of the bid/ask spread, total volume
traded declined from the year before, as 2016 was significantly affected by Marine Harvest's
transactions. Excluding these transactions, traded volume was higher in 2017 than in 2016,
RELATIVE SHARE PRICE DEVELOPMENT AND
DAILY VOLUME TRADED LAST 4 YEARS
Grieg Seafood compared with OBX (stock index) and OBSFX (seafood index ) in NOK
90
80
70
60
50
40
30
20
10
0
K
O
N
e
c
i
r
P
5M
4.4M
3.9M
3.3M
2.8M
2.2M
1.7M
1.1M
0.6M
0
e
m
u
o
V
l
28.10.16
23.05.14
19.12.13
07.03.14
06.08.14
16.10.14
02.01.15
16.03.15
03.06.15
13.08.15
23.10.15
08.01.16
21.03.16
08.06.16
18.08.16
10.01.17
22.03.17
12.06.17
22.08.17
01.11.17
16.01.18
Volume
GSF
Rel OBSFX
Rel OBX
The OBX og OBSFX lines starts at NOK 22,40 (opening price for
the Grieg Seafood share on 2 desember 2013) and is adjusted
according to relative movement throughout the year.
P A R T 2 - C R E A T I N G V A L U E S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 34
PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.
ending at 143.1 million shares. The median number of shares traded per day in 2017 was above
586 000, compared to slightly above 171 000 shares in 2016. Our share was traded on 251 out of
251 possible trading days in 2017, and the average turnover per trading day was approximately
570 000 shares. We did not trade in our own shares in 2017.
DIVIDEND AND DIVIDEND POLICY
Over time, Grieg Seafood should provide its shareholders with a competitive return on invested
capital. Dividend is one of the factors driving return.
Our dividend policy states that dividend payout will depend on future earnings, the Group's
financial situation and cash flow. The Board is of the opinion that dividend payout should
follow the development in the Group's results, but balanced against the desire to maintain a
healthy equity and adequate financial resources to facilitate future growth and investment, as
well as the desire to minimize the cost of capital. The Board believes that dividend over time
should average 25%-35% of the Group's net profit after tax, adjusted for the impact of biomass
adjustments. At the same time, the Group's net interest-bearing debt per kg harvested salmon
should remain between NOK 15 and NOK 20. Dividends declared and paid may be adjusted to
satisfy the targeted debt level.
In 2017, NOK 4.0 per share was paid out as dividends, which corresponds to a pay out ratio of
56%. The high payout ratio reflects a sound financial position and the opening provided in the
dividend policy to increase dividend when the debt target is met. The 2018 Annual General
Meeting will decide dividend for the fiscal year 2017.
The below graph shows the dividend and earnings after tax, but before fair value per share in the
period 2013 to 2017.
DIVIDEND AND EARNINGS (BEFORE FAIR VALUE) PER SHARE 2013-2017
8
7
6
5
4
3
2
1
0
-1
0
0
4
,
9
8
5
,
0
5
1
,
8
1
7
,
0
5
0
,
7
2
0
-
,
6
3
0
,
0
9
0
0 2
,
2017
2016
2015
2014
2013
Dividend
Earnings (before fair value)
P A R T 2 - C R E A T I N G V A L U E S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 35
PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.Key figures
2017
2016
2015
2014
2013
Number of shares at year-end (incl own shares)
111 662 000
111 662 000
111 662 000
111 662 000
111 662 000
Number of shares traded
Number of shareholders
Average total value of shares traded per day (NOK million)
Average number of shares traded per day
Median number of shares traded per day
Market value Equity
143 109 533
167 281 077
8 251 926
13 108 181
4 433
40.68
570 158
586 472
4 390
31.64
661 190
171 696
1 156
0.94
33 008
16 727
1 028
1.34
52 433
32 100
na
1 044
na
na
na
7 977 267
9 020 660
3 422 772
3 146 742
2 705 094
Share price 31.12 (NOK)
Average share price (NOK)
Lowest closing price (NOK)
Highest closing price (NOK)
Dividend per share
Earnings per share (before fair value adjustment)
Price/Earnings ratio
Price/Book ratio
Payout ratio (%)*
Dividend yield (%)
Return on Capital Employed (ROCE)
Enterprise value/EBIT before fair value (EV/EBIT)
Enterprise value/Capital Employed (EV/CE)
72.25
71.49
58.00
85.10
4.00
5.89
12.27
2.38
56 %
5.5 %
24 %
10.24
2.45
81.70
52.69
26.70
84.45
1.50
7.18
31.00
28.24
23.10
33.60
0.50
-0.27
11.38
-116.18
2.81
-562 %
1.8 %
33 %
8.50
2.82
1.53
137 %
1.6 %
1 %
104.55
1.48
28.50
26.06
21.80
29.80
-
0.36
78.12
1.40
0 %
0.0 %
10 %
13.74
1.40
24.50
na
na
na
-
2.09
11.72
1.36
0 %
0.0 %
11 %
11.92
1.36
* Payout ratio is calculated as the dividend paid out in a year divided by the earnings before fair value in the prior accounting year.
For more information about key figures and trading statistics,
please visit the Oslo Stock Exchange's web page
www.oslobors.no – Grieg Seafood (GSF).
RETURN ON CAPITAL EMPLOYED
Return on capital employed (ROCE) measures if capital
invested in our company yields competitive return. Our long-
term ambition for ROCE is to achieve a result that is at or
above industry average. Our ROCE target is a reflection of our
ambition to be at or below industry average on cost by 2020.
Operationally we break down our ROCE target to the relevant
performance drivers and track our performance accordingly. For
more information about how we calculate ROCE and track our
performance, please refer to the analytical section of this report.
Looking back on recent history, 2015 was a challenging year
for us due to biological challenges and impairment losses when
shutting down the smokehouse and filleting line on Shetland.
These factors explains the low ROCE achieved in 2015.
ENTERPRISE VALUES AND MULTIPLES
EV/CE: Enterprise value to capital employed measures the
market value of Grieg Seafood based on expected future cash
flows compared to the capital invested in our assets. The majority
of our assets (i.e. the majority of our licenses and buildings) were
assigned values at the time of acquisition. Since then, these assets
have multiplied in value, but as they are not subject to fair value
adjustment, the recognized values have remained unchanged and
in the case of buildings been depreciated, which contributes to
explain the increasing difference between capital employed and
the enterprise value.
EV/EBIT: Enterprise value to EBIT or EBIT before fair value,
measures the markets valuation of Grieg Seafood based on
expected future cash flows compared to the past year's EBIT.
As EBIT includes the change in fair value of biological assets,
we recommend using EBIT before fair value in the calculation.
Looking back on recent history, 2015 was a challenging year for
us (as described above), which explains the high EV/EBIT this
year.
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.ANALYST COVERAGE
It is in the interest of Grieg Seafood that high-quality equity analysis are published on a regular
basis, reflecting the information that is distributed to the stock market. The following analysts
cover the Grieg Seafood share:
• Nordea Markets
• DNB NOR Markets
• Handelsbanken
Enskilda
•
•
Pareto Securities
• Kepler Cheuvreux
• Carnegie ASA
• ABG Sundal Collier
• Arctic Securities
Sparebank 1 Markets
•
• Danske Bank Markets
INVESTOR RELATIONS
Grieg Seafood provides information to, and communicates with the capital market participants,
including shareholders, potential investors, analysts, portfolio managers, investment banks
and others that are interested in our share. Investor relations activities are primarily aimed at
giving the market a correct picture of our activities and future prospects. In connection with
the release of our quarterly financial results, we arrange presentations to contribute to greater
understanding of our operations. In addition, we hold meetings with existing and potential
investors. The dates for our annual general meeting and quarterly presentations in 2018 are
available on our web site www.griegseafood.com
PHOTO: HUNG NGO
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.ANALYTICAL INFORMATION
and alternative performance measures
Our ambition is to be open and transparent towards all
stakeholders. That is the only way we can earn their trust.
Through sharing of honest and relevant information about
our operations and the salmon farming industry, we aim to
contribute to improved understanding and correct pricing of
our share.
VALUE CREATION
For Grieg Seafood, as for any listed company, creating shareholder value is a prerequisite for
company growth and survival. Return on Capital Employed (ROCE) is therefore our ultimate
financial indicator. We believe there is an interdependency between financial results and
sustainability. We need good financial results to develop our operations sustainably, but also
sustainable operations to safeguard our long-term financial results. This interdependency lays
the foundation for our strategy – to create stakeholder value through sustainable production of
Atlantic salmon at the lowest possible cost.
VALUE CREATION PER REGION
We farm salmon in four regions, Rogaland and Finnmark in Norway, on Shetland, UK and in
British Columbia, Canada. By 2020, we aim to harvest 100 000 tons GWT Atlantic salmon at
a cost that is at or below industry average. Our operations span the entire value chain from egg
to harvest and most of our fish is processed and packed at our own facilities. We also have our
own brood activity in Erfjord in Rogaland. Our farming regions sells their fish to Ocean Quality
at prices quoted by Fish Pool or similar indexes. Ocean Quality resells our
salmon to third parties for further processing or to other customers for
consumption as is.
We measure our overall value creation by Region through EBIT per kg
salmon harvested. EBIT from Ocean Quality is allocated back to the
Regions based on volume. Bremnes Seashore's 40% share of Ocean Quality
is not included in the calculation of Grieg Seafood's EBIT per kg by Region.
VALUE DRIVERS IN OUR INDUSTRY
With ROCE as the starting point, we break down our performance
based on the profitability of our product (EBIT per kg before fair value
adjustment) and the development in invested capital (fixed assets and
working capital). Our EBIT is driven by key factors affecting revenue and
costs. As producing a salmon takes 2-3 years from egg to harvest size, the
costs of harvested fish represents historic events, some of them far back in
time. Costs throughout the production cycle are accumulated in the balance
sheet and generally do not hit the profit and loss statement before the fish
is harvested and sold. Therefore, although EBIT per kg is an important
external benchmark measure for our Regions, our operational focus is
not on the cost of harvest fish, but on the development of the cost drivers
affecting the cost of salmon to be harvested in the future.
EBIT VS. PRICE (NOK)
60
50
40
30
K
O
N
20
10
0
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
EBIT per kilo GWT
Fish Pool
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.REVENUE DRIVERS
We produce fresh, gutted salmon and sell it to retailers, hotels, restaurants, third party processors
and distributors worldwide. Our main market is the EU.
Our revenues are driven by volume harvested and the price we achieve. Our reported revenues
include a substantial freight element as we ship our salmon over long distances and our
customers generally pay for this freight.
Volume
How much we are able to harvest depends on the number of smolt put to sea 1-2 years prior to
harvest, fish growth rates, survival and our harvest plan. Our growth ambitions combined with
our expectations for future demand determines the number of smolt we put to sea. At present,
we aim for growth and in 2017, we put 26 million smolt to sea, the highest number in the
history of our Group.
Fish growth rates are affected by water temperatures, biological issues, farming practices and
survival. For more information, please refer to "cost drivers – salmon growth and salmon
survival" below. Our harvest plan also affects volumes harvested. Our harvest window is
effectively limited by fish age (maturation), but we do have some ability to accelerate or delay
harvest to optimize price achievement. Expectations of higher prices were the reason for our
decision to move 3 000 tons GWT of harvest from the fourth quarter of 2017 to the first quarter
of 2018.
FOTO: EILERT MUNCH LUND
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.Prices
Our main product, whole gutted salmon, is a commodity. As a result, the prices we achieve for
our products will reflect the commodity market price (reference price). However, our achieved
prices will to some extent deviate from the market price based on the quality of our salmon, sales
contracts and our ability to place our salmon effectively in the market. Our ambition is to sell
our salmon at or above market prices and we measure our relative price achievement as achieved
price divided by the relevant reference price.
Reference prices for salmon
There are several reference prices for salmon available. In Norway, Fish Pool ASA provides
historic price information as well as salmon derivative prices FCA
Oslo. In the US, Urner Barry provides reference prices for North
American salmon in Seattle and Chilean salmon in Miami. Market
prices are correlated across regions.
Salmon prices are subject to significant fluctuation as demand
grows steadily, whereas supply fluctuates strongly depending on
smolt stocking, growth and biological status. Salmon farmers are
in general price takers as the salmon market primarily is a fresh
market supplied by producers that have a short time window
available for harvesting. In 2017, the European market price (Fish
Pool, FCA Oslo) was NOK 60.71 per kg, a reduction from NOK
63.19 in 2016. Prices were significantly higher in the first half of
2017 than in the second half of the year due to increasing supply
throughout the year.
Quality
Disease, sea lice, biological issues and stress may affect the
quality of our products. Salmon quality categories are relatively
standardized. "Superior" or "premium" quality salmon provides
a positive overall impression (good meat quality and no exterior
damage or fault). Downgraded salmon has from minor to
significant external and/or internal faults or damages and is
therefore lower priced. In Norway, downgraded salmon is priced
according to standard rates of deductions. For salmon classified
as "ordinary" the standard deduction is NOK 1.50 to NOK 2.00
per kg GWT. For salmon classified as "production grade", the
deduction is NOK 5.00 to NOK 15.00 per kg GWT, depending
on the extent of faults and damages. In other regions, the price
deductions compared to "superior" or "premium" salmon are less
standardized, but the same principles apply.
Contracts
We enter into sales contracts to limit our exposure to fluctuations
in the salmon price. Sales contracts generally have a duration of
three to 12 months, but sometimes longer. Our contract share
FOTO: HUNG NGO
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.varies across regions from zero in BC and up to 50% in the other regions. According to our
hedging policy, 20% of our turnover in a current year must be hedged through either physical
contracts or salmon derivatives. In addition, up to 30% of our turnover could be hedged if this is
supported by market analysis. Hedging beyond the current year is only entered into if supported
by market evaluation.
Contracts mitigate our exposure to fluctuations in salmon prices, but can also result in us selling
our products at prices that are lower than the reference price. In 2016 and 2017 the contribution
from contracts was negative due to high spot prices.
Achieved prices
The average price achieved, measures our ability to sell our products at or above market prices.
Our price achievement is primarily affected by the quality of our salmon, physical or derivative
contracts and our ability to efficiently place our products in the market. In 2017 our achieved
prices were above the reference prices driven by efficient sales performance.
COST DRIVERS
The cost of producing a salmon from egg to harvest size drives the costs in our operations.
The cost of processing our salmon and general administration must be added to arrive at the
total operational cost. We track our performance both internally and externally through the
cost of harvested salmon per kg. More importantly however is our tracking of the cost drivers
influencing the cost of salmon to be harvested in the future. Our cost drivers represents the
operational factors we can influence in order to improve the future cost of our salmon. These
drivers include salmon survival and growth.
Salmon survival
A number of factors affect salmon survival rates for example, disease, algal blooms, predation
and lice treatment. In recent years, approximately 20% of the smolt stocked have been lost during
the seawater growth phase. The number of fish lost per generation fluctuates across sites and
regions. For salmon harvested in 2017, our survival rates showed wide variation with the best
performing site harvested out with a survival rate of 93% for the generation (7% loss) measured
in the number of harvested fish compared to smolt set in sea1. Our target is that at least 88% of
the smolt we put to sea survives the grow out stage. Whether the fish we put to sea survive or
die, makes a difference for our profitability. Accounting wise, we expense mortality exceeding a
threshold level on a continuous basis. Costs associated with "normal" mortality is included in the
value of the remaining inventory contributing to increased cost when the fish is harvested and
sold.
Salmon growth
How fast our salmon grows and how good it is at converting feed into fish meat influences our
future profitability as both factors affects the cost of salmon to be harvested going forward.
Water temperatures, biological issues, farming practices and survival are key drivers for salmon
growth. As salmon is a cold-blooded animal, seawater temperature plays an important role for its
growth rate. Higher seawater temperatures increases growth, but also increases biological risks in
the form of disease and algal blooms. Diseases and blooms may again result in lost feeding days
1 The calulation deviated from the GSI calculation in the sustainability report which shows 12 months rolling mortality.
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.and reduced survival. Through introduction of sensor technology and the use of advanced image
analysis techniques we are now better able to correctly identify the species, prevalence and depth
distribution of any algae present. With this information, we can take more informed decisions
concerning feeding and protective measures and thereby improve our farming practices and
relative costs.
Efficient feed conversion is crucial to achieve our future cost target. Feed accounted for more
than 40% of our total cost per kg harvested in 2017. Strong and healthy fish, combined with
high feed quality and good feeding practices improves salmon growth rates. We measure our
ability to effectively grow our fish through feed conversion rates (the number of kg of fish feed
needed to increase the salmons bodyweight by one kg) and relative growth indexes (achieved
growth compared to own and/or feed supplier expectations). Our economic feed conversion rate
is typically between 1.2 and 1.4, while our relative growth both can be above and below 100%.
Salmon growth and thus the relative growth index may be affected by disease, as an outbreak
of disease often coincides with or is followed by a subsequent period of reduced appetite and
inability to effectively convert fish feed into salmon meat. Slow growth will ultimately translate
into reduced revenues and increased cost per kg harvested fish.
KEY PERFORMANCE INDICATORS AND ALTERNATIVE PERFORMANCE
MEASURES (APM)
We believe that the figures in our financial statements only partially reflect the underlying
performance of our operations. We therefore continuously work to develop key operational
performance indicators and alternative performance measures that we believe better describe
our performance. The APMs listed below have been consistently applied over time with one
exception: The calculation of net interest bearing debt for covenant purposes. From the first
quarter of 2016, we removed Bremnes Fryseri AS' share of bank in Ocean Quality AS from the
calculation.
PHOTO: HUNG NGO
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.ALTERNATIVE PERFORMANCE MEASURES
APM
DEFINITION AND CALCULATION
EBIT before fair value
adjustment of biological
assets
Operating profit incl. amortization and depreciation, excl. fair value
adjustment of biological assets
Unless otherwise specified, we shorten EBIT before fair value
adjustment of biological assets to EBIT (earnings before interest and
taxes) when we talk about our operations. This also applies to all key
figures where EBIT is a component, including:
REASON FOR APPLYING APM
EBIT before fair value adjustment
provides a more informative result as it
does not take into account future gains
or losses on fish not yet sold.
EBIT before fair value adjustment
is generally considered the industry
measure for profitability.
EBIT margin (%)
EBIT/ kg GWT
ROCE
EV/EBIT
EBITDA before fair
value adjustment of
biological assets
Operating profit before amortization and depreciation, excl. fair value
adjustment of biological assets
Unless otherwise specified, we shorten EBITDA before fair value
adjustment of biological assets to EBITDA when we talk about our
operations. This also applies to all key figures where EBITDA is a
component, including:
EBITDA before fair value adjustment
provides a more informative result as it
does not take into account future gains
or losses on fish not yet sold.
Equity ratio excluding
Ocean Quality
NIBD
EBITDA margin (%)
EBITDA margin – terminal value
NIBD/EBITDA
The equity ratio is calculated both with and without Ocean Quality. The
bank syndicate equity covenant definition is exclusive Ocean Quality,
solely considering Grieg Seafood companies, both with regards to
equity and total liabilities.
Applied to measure the company´s
solidity, according to the Group's
covenant requirements.
NIBD/EBITDA is a measure of solidity
and one of the covenants in the bank
agreement. When calculating NIBD/
EBITDA NIBD is calculated according
to method 2 and EBITDA is before fair
value adjustment of biological assets.
Net interest bearing debt (NIBD) comprises long-term and current debt
to financial institutions, after deducting cash and cash equivalents.
NIBD is calculated in two ways:
1) For external reporting purpose: Including all long-term and current
debt to credit institutions
2) For covenant calculation as required by the bank syndicate: As
in 1, but excluding the factoring debt. Furthermore, cash and cash
equivalents are reduced with an amount corresponding to Bremnes
Fryseri AS’ 40% share of Ocean Quality AS’ bank deposits.
NIBD calculated according to method 2 above is used for calculation of
NIBD/EBITDA
Capital Employed (CE)
Enterprise Value (EV)
ROCE
Return on capital employed is calculated using values before fair value
adjustment of biological assets. The ROCE is calculated as follows:
EBIT before fair value adjustment of biological assets divided by
average annual NIBD plus average annual equity before fair value
adjustment of biological assets.
The average annual values for NIBD and equity are calculated as
Opening Balance plus Ending balance divided by 2.
NIBD is excluding Ocean Quality (refer to method 2 under NIBD above)
EPS adjusted for fair value
of biomass
Adj EPS (Adjusted earnings per share) is calculated as net profit after
taxes minus non-controlling interests plus/minus fair value adjustment
of biomass net of tax effects divided by the number of shares.
We extract a share of OQ from interest
bearing debt, as it is not interest
bearing debt according to covenant
definitions. Fair value adjustment of
biological assets is extracted as this
reflects future gains or losses on fish
not yet sold.
We extract the fair value adjustment
of biological assets to avoid including
future gains or losses on fish not yet
sold. Adjusted earnings per share is
used to calculate the dividend payout
ratio (dividend paid per share relative to
adjusted earnings per share)
Enterprise value
Enterprise value is calculated as the sum of the market value of equity
as of the last trading day of the year (last day price per share times
number of shares outstanding), plus NIBD per year end
Enterprise value is used for
calculations of share multiples like EV/
EBIT and EV/CE.
NIBD is excluding Ocean Quality (refer to method 2 under NIBD above)
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PART 2Operational value creationGSF Rogaland ASGSF Finnmark ASGSF BC LTDGSF Shetland LtdOcean QualityThe Grieg Seafood shareAnalytical information APM222325272931333843P.PART 3 – ACCOUNTS
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.PART 3 SUMMARY
IS FISH THE NEW OIL?
Declining oil prices and prosperous times in the salmon farming has made the industry take
a leading role in Norwegian export over the past few years. In the fall of 2016, salmon prices
began to increase, an increase that escalated throughout the spring of 2017, contributing
to record high profitability in the Norwegian salmon farming industry. In the second half
of 2017, significant supply increase, resulted in price correction however, and entering into
2018, market expectations were more cautious. Market activity in the first quarter of 2018
was however stronger than expected and as of early April, market prices were back to the 2017
level. Demand is strong in all markets, Asia, the US and Europe, and as such the future looks
bright for the industry, if the biological challenges are solved. Treatment and stand-by costs
related to treatment contribute to cost increases in the industry at present. Grieg Seafood
focuses on sustainability throughout the value chain and aims to contribute to the continuous
development of sustainable food production. To improve Group performance and facilitate cost
target achievement by 2020, the improvement project GSF 2020 has been initiated.
FOCUS ON GOOD CORPORATE GOVERNANCE
Internal control and risk is under continuous monitoring and improvement in Grieg Seafood. In
order to reduce risk, it is important to ensure that internal procedures are complied with. This is
highly prioritized.
The Grieg Seafood Group complies with the prevailing recommendation issued by the
Norwegian Code of Practice for Corporate Governance (NUES) and has updated existing rules
and procedures as recommended by the Norwegian Corporate Governance Board in 2014.The
Group's approach is the follow or explain principle. This implies that the Group will explain all
areas where the NUES recommendations are not followed.
In 2017, the Group complied with all NUES recommendations.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.BOARD OF DIRECTORS' REPORT 2017
GROUP ACTIVITIES AND LOCATION
The Grieg Seafood Group (GSF) is one the world's largest salmon farmers with a 2017 harvest
volume of 62 600 tons gutted weight. The Group has 83 active licenses for seawater farming
and five licenses for land based smolt production. Total production capacity is estimated to 100
000 tons gutted weight. The Group was established 25 years ago, and has over the years grown
to become a leading industry player through continuous focus on business development. The
foundation for the Group's operational development is profitable growth, innovation and
sustainable utilization of natural resources. The Group's vision "Rooted in Nature – farming
the ocean for a better future", describes how the company intends to make a difference and what
it aims to accomplish. The Group does not see a healthy environment, good fish welfare and
profitability as opposites. The competencies of the
Group's employees will be crucial going forward.
Through the new digitalization strategy, the
ambition is to take a leading role in the utilization
of new technology to improve the Group's
performance.
The Group's activities relate to production and
trading of sustainably farmed salmon, as well as
related activities. Grieg Seafood ("The Company")
is the parent company. The Group has operations
in Finnmark and Rogaland in Norway, in British
Columbia, Canada and on Shetland/Scotland, UK.
The Group owns 60% of the sales company Ocean
Quality AS. The head office is located in Bergen.
The Company has been listed on the Oslo Stock
exchange since June 2007.
The Board in Grieg Seafood ASA.
From the left: Wenche Kjølås, Ola
Branaas, Andreas Kvame (CEO),
Asbjørn Reinkind, Karin Bring
Orgland and Per Grieg jr. (Chairman
of the Board)
HIGHLIGHTS 2017
• Highest turnover in the history of the Group, MNOK 7 017.
•
Prices lower than the year before, but still favorable due to underlying demand growth.
• Good profitability during the past two years supporting dividend payout of NOK 4.00 per
•
•
share.
Low interest margin and good financial flexibility due to strong solidity and liquidity.
Partnership with Bremnes Seashore AS and Norway Royal Salmon ASA to invest in smolt
production, an investment that will contribute to Group strategy realization.
• Two new locations approved and two sites ASC certified in Finnmark.
•
•
In line with the growth strategy, 26 million smolt stocked in 2017, the highest number ever.
Satisfactory, but lower than normal seawater production in Norway due to low seawater
temperatures.
Production on Shetland affected by biological challenges throughout the year. At year-end
the situation was stable.
Implemented actions contributing to strong production growth in BC.
Initiation of smolt capacity expansion in Finnmark and completion of expansion project in
Rogaland in 2017.
•
•
•
• The board will recommend to the General Meeting to approve a dividend of NOK 2.00 per
share for 2017.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.GROUP ACCOUNTS
The consolidated financial statements are prepared in accordance with International Financial
Reporting Standards (IFRS).
PERFORMANCE
The Group's turnover amounted to MNOK 7 017 in 2017, an increase of 7.2% compared to
the year before. This is the highest turnover in the history of the Group. In total 62 598 tons
gutted weight were harvested – a reduction of 3% (64 726 tons in 2016). EBIT before fair value
adjustment to biological assets was MNOK 904 compared to MNOK 1 168 in 2016. EBIT per kg
before fair value adjustment to biological assets ended at NOK 14.40 compared to NOK 18.00 in
2016. The reduction in profitability is a result of lower salmon prices in the second half of the year
and limited ability to change the harvest plan to take advantage of price fluctuations. Common
fallowing and maturation makes it difficult to optimize the harvest plan with regards to harvest
weight and price. Supply growth increased substantially in the second half of the year, and in the
fourth quarter prices were significantly lower than in the first quarter. Contract prices were in
general higher than spot prices during the year, which contributed to a downward price trend
throughout the year. The Contract share was 21 % in 2017. Owing to an efficient Ocean Quality
sales organization, the Group was able to achieve prices above spot even with a high share of spot
sales.
TURNOVER
PER SEGMENT
(ex Ocean Quality)
745 934
1 150 166
580 293
2017 TNOK
Preventive measures and lice treatment costs have increased over the years.
Having access to equipment and measures to timely and effectively address
biological challenges contributes to increased costs. A proactive approach is
therefore required to minimize the consequences.
In the first half of 2017, seawater production in Norway was satisfactory,
but in the second half of the year, growth was slower due to low seawater
temperatures. Actions taken in 2016 to improve growth in BC have been
successful and seawater production was therefore very good throughout
the year. On Shetland, seawater growth has been low due to biological
challenges related to sea lice and algae. The industry is facing increased
biological challenges in general, with sea lice being the most prevalent cause.
This has made it difficult to increase production and harvest in recent years.
Smolt production was good in all regions during the year. The Group
continues to follow its growth strategy and put 26 million smolt to sea
during 2017, an increase of 27% compared to 2016. This is the highest
number of smolt stocked in the history of the Group.
1 265 156
Good access to feed raw materials, contributed to declining feed prices in
2017 compared to 2016. Increased use of custom made feed, contribute to
increased cost of feed in some cases. Feed prices are sensitive to marine and
vegetable raw material prices, seasonal variation, fish catch and production.
Rogaland
Finnmark
Canada, BC
Shetland
1.3M
1.2M
1.1M
1M
0.9M
0.8M
0.7M
0.6M
0.5M
0.4M
0.3M
0.2M
0.1M
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
Rogaland
Finnmark
Canada, BC
Shetland
EBIT after fair value adjustment to biological assets were MNOK 813
compared to MNOK 1 683 in 2016. Lower price expectations for 2018
in combination with the planned harvest pattern negatively affected the
value adjustment of biological assets compared to 2017. Net financial
expenses amounted to MNOK 14 compared to MNOK 135 in 2016.
Interest expenses were significantly lower in 2017 than in 2016 due to strong
liquidity throughout the year and low interest margin. The reduction in net
financial expenses were mainly a result of positive currency effects on short
term lending in GBP and CAD. The Group had net currency effects of
MNOK 21 in 2017 compared to a loss of MNOK 70 in 2016.
Tax expenses for the year were MNOK 198 compared to MNOK 339 in
2016. The effective tax rate was 24.7% in 2017 compared to 21.7% in 2016,
due to different tax rates in the operating countries. The Group is in tax
position and MNOK 157 was accrued at year-end for taxes payable (MNOK
172 in 2016). The Group's profit after taxes was MNOK 601 compared to
MNOK 1 222 in 2016.
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Rogaland
EBIT before fair value adjustment to biological assets was MNOK 393, or NOK 21.70 per kg.
Comparable figures for 2016 were MNOK 467 (NOK 25.40 per kg). Total harvest volume
in 2017 was 18 111 tons, which was approximately the same as in 2016. The stand still in
harvest volume is a result of early harvest to comply with common industry zone fallowing.
In addition, 1 000 tons of harvest was transferred from 2017 to 2018. Rogaland harvested the
majority of their fish in the first half of the year (67%), which has a positive effect on achieved
prices compared to Finnmark. Seawater production was good in the first half of 2017, but
increasing biological challenges due to PD (Pancreas disease) and low seawater temperatures
contributed to reduced growth in the second half of the year. Escalating treatment costs and
preventive measures to mitigate PD, AGD (amoebic gill disease), and other biological challenges
contributed to increased harvest cost. Good results from use of cleaner fish to fight sea lice has
contributed to reduction in the sea lice number. Heated seawater is also used to mitigate the
sealice challenge. Significant effort is required to keep the lice levels low. The need for heated sea
water (mechanical delizing) treatment has been reduced. Smolt production has been satisfactory
throughout the year. The expansion of the smolt facility has increased production capacity from
500 to 1 300 tons. This expansion of the facility combined with the investment in Tytlandsvik
Aqua AS will make Rogaland self-supplied with big smolt going forward.
EBIT PER SEGMENT
68 657
120 162
393 064
2017 TNOK
351 935
Rogaland
Finnmark
Canada, BC
Shetland
500
450
400
350
300
250
200
150
100
50
0
K
O
N
0
0
0
1
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
Rogaland
Finnmark
Canada, BC
Shetland
Finnmark
EBIT before fair value adjustment to biological assets was MNOK 352,
or NOK 15.40 per kg, compared to MNOK 447 (NOK 20.20 per kg)
in 2016. Volume harvested was 22 831 tons, 3% higher than in 2016
despite the decision to move 1 500 tons of harvest from 2017 to 2018.
Finnmark harvested the majority of their salmon in the second half
of the year (75%). This contributed to lower achieved prices than the
weighted average for the year due a price reduction of more than 20%
compared to the year's first six months. The main reason for the low
harvest volume in the first half of 2017, was a planned harvest stop to
grow the fish. The difference in harvest pattern was the main reason for
the weaker profitability in Finnmark compared to Rogaland.
Smolt production was good in 2017, and in line with the growth
strategy, 10 million smolt were put to sea during the year. Two now
locations were approved in 2017, while two sites were ASC certified.
This lays this foundation for growth going forward.
Sea lice is a continuous challenge in Finnmark. Both treatment costs
and costs related to preventive measures are increasing and contribute
to increased cost of harvested fish. Lice treatment contributes to lost
feeding days and lost growth. Low seawater temperatures throughout
the year have contributed to reduced growth and higher costs. In
December 2016, ISA (infectious salmon anemia) was diagnosed at one
site in Hammerfest. All fish were taken out in the beginning of January
2017. Related losses were recognized in 2016. No other sites in the area
were diagnosed with ISA in 2017.
BC
EBIT before fair value adjustment to biological assets was MNOK
120 (NOK 12.50 per kg), compared to MNOK 81 (NOK 7.50 per
kg) in 2016. The 2017 increase is mainly due to reduced cost of
harvested fish and improved growth. The quality of harvested fish has
improved due to fewer biological challenges, which again has resulted
in higher achieved prices. Having production close to the US market
is advantageous due to fast deliveries and shorter transport. Harvest
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volume in 2017 was 9 600 tons compared to 10 716 tons in 2016, a reduction of 10%. The
reduction in harvest volume was due to limited volume available for harvest as a result of low
smolt stocking in 2015/2016 and lost fish due to an algal bloom in 2016. Owing to positive
results from improvement actions initiated in 2016, seawater production in 2017 was very good.
Through the use of sensor technology, it is possible to determine the type of alga a site is exposed
to and thereby decide the proper feeding response. Investment in plastic rings as opposed to the
regular steel pens has also contributed to improved performance. Work to seek approval for use
of plastic rings on additional sites is ongoing.
Smolt production was very good in 2017. Efforts put in place to safeguard inlet water has
contributed to improved performance. 3.9 million own produced smolt were put to sea during
2017, which is in line with the strategy for the region. BC has a back-up solution for smolt from
third party suppliers to safeguard the smolt stocking. This contributes to increased smolt cost
compared to own production.
Shetland
EBIT before fair value adjustment to biological assets on Shetland was MNOK 69 or NOK 5.70
per kg. Comparable figures for 2016 were MNOK 177 (NOK 13.00). The appreciation of the
British pound towards the end of 2017 had a negative effect on prices. Poor quality fish, low
harvest volume, high cost of harvested fish and high losses due to mortality are the reasons for
the weak result.
The 2017 harvest volume was 12 056 tons compared to 13 541 tons in 2016. The 11% reduction
in harvest volume is a result of losses due to sea lice and algae. A change in the production cycle
from 24 to 18 months in 2015 contributed to low standing biomass entering into 2017.
Lice treatment contributes to periods without feeding and thus reduced growth. Lumpsuckers
and heated sea water (mechanical delizing) has had a positive effect. Sea lice skirts have also been
put to use. The actions taken during 2017 have had positive effect. At the end of 2017, the lice
level was historically low.
Effort to establish common fallowing in the industry is pursued in order to reduce the biological
challenges. With advanced technology all algae present is analyzed to get access to information
about type of algae and the proper mitigating response. Experience from BC is transferred to
Shetland. Smolt production went according to plan in 2017.
Sales – Ocean Quality (OQ)
All the Group's salmon is sold through OQ. OQ Norway also sells the fish from Bremnes
Fryseri AS including fresh, processed and frozen salmon with the exception of the branded
Salma products. All OQ profit is allocated back to production and is included in the EBIT of
each operating segment. OC has during its seven years in operation, established good customer
relations and is therefore able to deliver solid profitability back to the salmon producers.
Compared to prior years, sales of branded products like Skuna Bay, Kvitsøy and Bømlo has
increased, both in volume and margin. OQ takes care of marketing and sales distribution for the
salmon producers. Through the establishment of sales companies in UK and Canada, synergies
have been achieved from sales of salmon of different origins in the different markets. The salmon
market was favorable in 2017, even if prices were lower than in the year before.
Demand for high quality products and ASC certified products is increasing. The Group is
currently working to achieve ASC certification at additional sites in Finnmark. OQ sells the fish
to Asia, Europe, the USA and Canada. The main markets are Europe with 67% of total sales in
2016 and 2017. Other markets were Asia, the USA and Canada. Volume sold by OQ in 2017
was 105 500 tons compared to 98 323 tons in the year before.
Espen Engevik took over as CEO of OQ in January 2018, replacing Arne Aarhus who has left
the company. The Board wish to thank Arne Aarhus for his contribution to build the company
from its' establishment in 2010.
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The Group believes that innovation and research in biology and technology will be a
prerequisite for maintaining healthy oceans and farm profitability going forward, and allocates
and use resources for research and development every year. Through active participation in
steering committees for national research projects and local test and trial projects in the regions
the Group contributes to industry development. Active projects report on progress throughout
the year. The project plan is reviewed annually, summarizing completed projects and prioritizing
new. The Group's R&D focus is towards operational projects contributing to short and/or long-
term solutions to biological and technical challenges. This contributes to improved operational
efficiency at the sites. The projects are numerous and broad, covering areas from fish health and
fish welfare to effective use of large units, feeding control and optimization of smolt production
in large recirculation units. The main project for the Group at present is approval of the R&D
licenses. In 2016, the Group applied for R&D licenses in Rogaland, and in December 2017
we were informed that the projects were within the requirements of the arrangement, but that
additional information was required prior to final approval. The Group is currently working to
collect the missing information and expects a final decision during 2018.
BALANCE SHEET
The Group's recognized asset value as of 31 December 2017, was MNOK 7 153, compared
to MNOK 6 768 at the end of 2016. Goodwill amounted to MNOK 109, while the value
of licenses were MNOK 1 069. Investment in non-current tangible assets mainly relate to
expansion of the smolt capacity in Rogaland. The expansion of smolt capacity in Finnmark
was also initiated during the year. In addition, the Group has investments in equipment for
prevention of biological challenges and production in order to utilize the "green" licenses in
Finnmark. Fair value adjustment of biological assets was positive due to higher expected sales
prices than accrued production costs.
The equity of the Group amounted to MNOK 3 348 as of 31 December 2017, compared to
MNOK 3 207 in 2016. The equity share at the end of the year was 47%, the same as at the end of
2016.
FINANCING AND FUNDING
The Group's net interest bearing debt was MNOK 1 764 at
year end 2017. The amount includes factoring debt of MNOK
501. In 2016 the comparable figure was MNOK 1 400, whereof
factoring amounted to MNOK 503, an increase of MNOK
364. Net interest bearing debt according to the bank covenants
was MNOK 1 284 (MNOK 906 in 2016). The Bank syndicate
consists of Nordea and DNB. Syndicated facilities amount to
MNOK 1 685. At the end of the year the MNOK 300 of the
revolver facility was in use. MNOK 90 of the term loan was
repaid in 2017. The Group lease finances the majority of new
feed barges and operational equipment. The loan agreement
allows the Group to utilize up to MNOK 350 in leasing. At the
end of 2017, leasing debt amounted to MNOK 260. According
to the loan covenants, the equity share is calculated excluding
Ocean Quality. According to this method, the equity share at
year-end was 52%, the same as in 2016. For more information
about the 2018 refinancing agreement, please refer to note 27 –
Subsequent events.
CASH FLOW
Net cash flow from operations was reduced from MNOK 953
in 2016 to MNOK 709 in 2017, a reduction of MNOK 2 444.
The increase in working capital is related to build up of biomass.
Net cash flow from investment activities in 2017 amounted
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intangible assets amounted to MNOK 553 compared to MNOK 255 in 2016. In line with the
growth strategy, the Group has invested substantially in smolt production. Net cash flow from
financing was MNOK -384 compared to MNOK -645 in 2016. The utilization of the credit
facility increased in 2017, as mentioned in the Financing section. The reason for the increased
utilization is build up of biomass and investments. Dividend in the amount of MNOK 474 was
paid in 2017, whereof MNOK 33 is from OQ to minority interests. This contributes to the
negative cash flow from financing. Net change in cash and cash equivalents was MNOK -231.
Available cash at 31 December 2017 was MNOK 272.
RISK AND RISK MANAGEMENT
The group is exposed to risks in numerous areas, such as biological production, change in
salmon prices, the risk of political trade barriers, as well as financial risk such as changes in
interest rates an exchange rates and liquidity.
The Group’s internal control and risk exposure are subject to continuous observation and
improvement, and the task to reduce risk in different areas has a high priority.
The management has set parameters for managing and eliminating most of the risks that could
prevent the company from achieving its goals. For further information, we refer to the Principles
of corporate governance for Grieg Seafood ASA.
Further discussion of important Group risks follows below.
Financial risk
The Group operates within an industry characterized by high volatility, which entails greater
financial risk. 2017 provided a good financial market for the aquaculture industry, with good
access to liquidity available in the market. Financial and contractual hedging is a matter of
constant consideration, in combination with operational measures. The management draws
up rolling liquidity forecasts extending over five years. These forecasts are based on conservative
assumptions for salmon prices, and these assumptions are the basis for calculating the liquidity
requirements. This forecast forms the basis of the financing needs. At the end of 2017, the
Group had MNOK 672 in available liquidity. Of this MNOK 400 represent undrawn lines. At
year-end the Groups financial position was good. The long-term financing agreement includes a
revolving credit facility totaling MNOK 700. The revolving credit is flexible, as it can be drawn
on within a month or for a longer period, depending on the Group´s need for liquidity.
Currency risk
In converting the operating income and balance of foreign subsidiaries, the Group’s greatest
exposure is to CAD and GBP. The main strategy is to reduce the currency risk by funding the
business in their local currencies. All long-term loans from the parent company to subsidiaries
are in the local currency. Such loans are regarded as a net investment, as they are not repayable to
the parent company. The subsidiaries will always require long-term funding. The currency effect
of the net investment is included in the consolidated statement of comprehensive income (OCI)
for the Group.
Income for the Norwegian operation is denominated in NOK, and the translation risk is
transferred to the sales company. The case is similar for Shetland and BC. BC sells in CAD to the
sales company, which in turn hedges against currency volatility in relation to CAD/USD. Ocean
Quality AS likewise hedges against currency volatility in relation to EUR/NOK, USD/ NOK
and other currencies in demand. At year-end, contracts are concluded until the first quarter
of 2019. Long-term foreign currency contracts are hedging instruments, where unrealized
agio/disagio is recognized through other comprehensive income (OCI) in the statement. The
currency situation is continuously assessed against the volatility of the currencies. The remaining
net exposure is frequently monitored. For further information, please refer to Note 3.
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The Group is exposed to interest rate risk through its loan activities and to fluctuating interest
rate levels in connection with financing of its activities in all regions. The Group's existing loans
are based on floating rates, but separate fixed rate contracts have been entered into in order to
reduce the interest rate risk. It is the Group´s policy to have a certain percentage of its interest-
bearing debt hedged through interest rate swap agreements. A given proportion shall be at a
floating rate, while consideration will be given to entering and exiting hedge contracts for the
remainder. The interest rate swap agreement changes with the 3 months NIBOR.
Liquidity risk
The Group´s equity ratio was 47% at year-end 2017, the same as at year-end 2016. Interest-
bearing debt has increased due to reduced earnings and build-up of biomass, as well as dividend
payout. The Group has also invested substantial amounts during the year, which has resulted
in increased borrowing. Ocean Quality has concluded agreements with factoring companies for
Norway and UK, implying transfer of credit insured receivables to the factoring company. This
enables early settlement of accounts receivables for the companies. The factoring agreement is
a financial arrangement, as the factoring company does not take on credit risk. Management
monitors the Group’s liquidity reserve, which comprises a loan facility and bank deposits,
as well as cash equivalents based on expected cash flows. This is carried out at Group level in
collaboration with the operating companies. The management and Board seek to maintain a
high equity ratio in order to be well positioned to meet financial and operational challenges.
Considering the dynamic nature of the industry, the Group aims to maintain flexibility of
funding.
Operational risk
It is critical to manage the operational risk. Book value of live fish in the balance sheet at
year-end was MNOK 2 698. In 2017, focus has been on training of employees in good internal
procedures to reduce the operational risk related to biological issues. In BC implemented actions
have contributed to increased growth and standing biomass. 2017 was however not free from
biological incidents with negative effect on recognized values, as PD, sea lice and algae continues
to challenge the industry. A digitalization process has been initiated across the Group in an effort
to facilitate operational improvements. Through utilization of sensor technology, the ambition
is to reduce the algae problems in BC and on Shetland. In BC, installation of pumps to bring
cold water from deeper ground to the surface improves water circulation in areas where the sites
are located. On Shetland, the transition to 18 months production cycle is one of the measures
taken to reduce the sea lice and algae challenge, common industry fallowing is another measure
taken.
There is an ongoing shift from medicinal to mechanical treatment of lice. Cleaner fish is another
important remedy against lice, which has proven effective in Rogaland and on Shetland.
SUSTAINABILITY REPORT 2017
The Group has adopted a zero tolerance policy for escapes. In
2017, there were no escape incidents.
For further information about financial risks (currency, interest
rate, credit and liquidity), refer to note 3 to the consolidated
financial statements.
SUSTAINABILITY REPORT
The Group's focus is on sustainable utilization of the nature,
and the Group's ambition goes beyond short term profitability.
The vision "Rooted in nature – farming the ocean for a better
future" describes how it intends to make a difference. The Group
aims to contribute to the development of local communities, and
works systematically to develop trust in the communities. The
Group actively participates in industry led efforts to sustainably
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Norwegian Center of Expertise's Aqua Cloud project. Grieg Seafood is committed to the UN
Global Compact and will do the utmost to run the operations according to the UN principles
and thereby contribute to achievement of the UN Sustainable Development Goals. During
2018, the Group will incorporate the development goals in a new sustainability strategy that ties
the vision to ambitions and actions.
The Group conducted in 2013 an assessment in order to accentuate priority areas for
sustainability, an assessment that has been further followed up in later years. Our priorities will
ensure that our efforts respond to our main stakeholders´ expectations of us, as well as being
resource efficient in terms of our strategy and long-term value creation. The priorities also take
into account our long-term obligations through Global Salmon Initiative (GSI). Starting from
2016 the sustainability report has been audited according to the GSI handbook in compliance
with the ISAE 3000 standard. For 2017 the Group will produce climate accounts to map the
CO2 emissions of the Group.
EMPLOYEES
Of the Group's 781 employees at year-end 2017, 445 were in Norway, 186 on Shetland and 150
in BC. The parent company had 21 employees located at the head office in Bergen at year-end.
Group management consists of three men and one woman.
The Group has a majority of male employees and managers. In total 619 men and 162
women were employed in the Group. The employment policy facilitates the maintenance and
recruitment of qualified employees of both genders.
The fact that Grieg Seafood is an international Group is reflected in the 142 employees with
a different nationality than the country they are working in. These employees come from 39
different countries. The Group accepts no form of discrimination related to gender, religion,
cultural or ethnic background, disability, or in any other way. Our aim is to conduct our
activities on the basis of equality and respect. In terms of human rights and equal treatment,
we are not exposed to significant risk. A focused effort is made to secure equal treatment and to
avoid discrimination.
In 2017, the short-term sick leave in the Group was 1.51% while the long-term sick leave was
1.71%. For the parent company the short-term sick leave was 0.80% and the long-term sick leave
0.20%.
For further information, please refer to the Sustainability report, in the section about employee
health, safety and working environment.
Human resources are managed locally according to local rules and instructions, and in
accordance with Group guidelines. The working environment in the Group is considered to
be good, and the Group works actively to reduce sick leave and the number of HSE incidents.
Work to strengthen global routines and guidelines for HR and HSE is high priority. A project to
prepare the organization for GDPR (the General Data Protection Regulation), which will enter
into force in May 2018 has been initiated. The Group is in process of developing policies and
guidelines for data security and data protection for our employees.
In 2017, the Group celebrated its' 25th anniversary. At the anniversary party the Group
launched its' new vision and values. The Group's values are "Open, Ambitious and Caring", and
describe the qualities the Group believes are required to deliver results. The values describe what
employees expect from each other and what others can expect from Grieg Seafood. Prior to the
anniversary party, all regions actively participated in the development of the meaning of the new
values. All employees have participated in the journey to define the content of the values through
workgroups discussions in all regions. Through this journey the employees have contributed to
build a common performance culture.
The Board wish to thank the employees for their effort in 2017.
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GRIEG SEAFOOD ASA
The parent company’s financial statements are prepared according to Norwegian accounting
principles (NGAAP). The parent company recorded an operating income of MNOK -45 in
2017 (MNOK -52 in 2016). The improvement in operating income is mainly due to lower
cost from exercising options compared to 2016. The company provides loans to subsidiaries in
foreign currency. The appreciation of the GBP towards NOK in 2017 has resulted in a net agio
of MNOK 22 compared to a disagio of MNOK 67 in 2016. Accrued dividend from OQ in the
amount of MNOK 25 (MNOK 8) and Group contributions from subsidiaries in the amount
of MNOK 535 (MNOK 725), contributed to a positive financial result. Interest expenses
have been reduced compared to 2016, due to good liquidity and compliance with covenants
throughout 2017, which had a positive effect on the interest margin.
Dividend in the amount of MNOK 4.00 per share (MNOK 442) has been paid during the year,
utilizing the authority from the General Meeting. Dividend was paid on the basis of the 2016
earnings. The equity ratio by year-end was 41% (35% at year-end 2016).
The parent company´s net cash flow from operations in 2017 was MNOK -120, compared
to MNOK -175 in 2016. The cash flow from investing activities was MNOK 610 (MNOK
467). The increase is due to increased deposits from subsidiaries in 2017. Net cash flow from
financing activities was MNOK -715 (MNOK -124). In 2017, dividends were paid while loans
to subsidiaries have been repaid. There was a net change in cash and cash equivalents of MNOK
-226. Available cash at 31 December 2017 was MNOK 157.
Accounting results and allocations – Grieg Seafood ASA
The aim of the Group is to offer competitive return on invested capital to the shareholders
through a combination of dividend and share price appreciation.
The Group´s dividend strategy is that the dividend over time should average 25%-35% of the
Group's net profit after tax, adjusted for the impact of biomass adjustments. The Board of
directors will recommend to the General Meeting to approve a dividend of NOK 2.00 per share
for 2017 and at the same time seek approval for prolongation of the existing authority from
2017.
The parent company, Grieg Seafood ASA, recorded a profit for 2017 of MNOK 421, which the
Board proposes to the General Meeting to allocate as follows:
Provision for dividends
Transfer to retained equity
Total allocated
GOING CONCERN ASSUMPTION
MNOK 221
MNOK 200
MNOK 421
Forecasts based on conservative salmon prices indicate a positive and good cash flow going
forward. Demand for salmon remains strong and low supply and capacity growth is expected in
both Norway and Chile. Accordingly, a strong market is likely in the time ahead. There is a trend
towards higher consumption of fish in both Europe, Asia and the USA, which is expected to
contribute to positive cash flow.
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good starting point for increased harvest in 2018. Costs in 2017 were higher than in prior years
due to biological challenges, especially on Shetland, as well as higher costs related to preventive
measures. It is expected that the cost of harvested biomass will be reduced throughout 2018.
Several activities have been initiated to mitigate current biological challenges including a
3-month common industry fallowing period on Shetland and in Rogaland. The use of new
technology for algae surveillance, is important in order to enable more rapid intervention. In BC
the use of oxygen equipment contributing to improved water circulation, and surveillance to
improve feeding efficiency has contributed to improved performance. Experience for BC is in the
process of being transferred to Shetland.
In Rogaland, the expansion of the smolt facility has been completed and the new unit was put
into operations in the beginning of 2018. The expansion doubles the capacity of the facility. The
expansion of the smolt facility in Finnmark is ongoing. Targeted
completion is the fall of 2018.
Strong cash flow both in 2016 and in 2017 provides a good basis
for down payment of debt. At the beginning of 2018, the Group
completed a refinancing to align the Group's financing with its'
growth ambitions.
The Board is of the opinion that the financial statements give a
true and fair presentation of the Group’s assets and liabilities,
financial position and financial results. Based on the above
account of the Group’s results and financial position, and in
accordance with the Norwegian Accounting Act, the Board
confirms that the annual financial statements have been prepared
on a going concern basis, and that the requirements for so doing
are met.
POST BALANCE SHEET DEVELOPMENT
In line with the Group's growth strategy, the syndicated loan has
been renegotiated prior to the original due date in 2019. The
growth ambitions includes increased smolt stocking and new
locations, something that will demand investment in working
capital. The refinancing increases the Groups syndicated
facilities from MNOK 1 685 to MNOK 1 700 plus MEUR 60.
The revolving credit facility has increased from MNOK 700 to
MNOK 1 000. In addition, the Group has an overdraft facility
of MNOK 100. The agreement matures in 5 years.
When it comes to feed prices, an increase is expected in 2018 due
to lack of marine raw materials. In Norway the depreciation of
the NOK magnifies the effect. Continued pressure in marine and
vegetable raw materials contributes to expectations of further
price increases throughout 2018.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.In the beginning of 2018, salmon prices were decreasing, but entering into the second quarter,
prices are back at the record level from 2017. Increased supply of salmon was the main reason for
the downward price trend in January.
Cold weather in Europe has contributed to increased mortality during lice treatment. This is
applicable both for Norway and Shetland. Low seawater temperatures have resulted in lower
than normal growth thus far in 2018.
On Shetland, 21 700 fish escaped in the beginning of 2018. Associated losses are expected to be
MNOK 2.
Harvest volume for the first quarter of 2018 will be low in order to allow further growth during
the summer months. Low harvest volume will imply higher cost per kg. When harvesting
out some sites in Rogaland, the quality has been lower than expected due to PD. This has
contributed to lower prices and lower harvest volume than previously anticipated.
In January, Ocean Quality AS received a decision from the Norwegian Food Safety Authority
to stop all export of Norwegian Salmon to China. Individuals in the company may, contrary
to company guidelines, have re-used prior authority declarations. A complete review of the
routines and systems for export has been carried out to find out how this could happen. New
controls and strengthened routines have been implemented. The Grieg Seafood Group has zero
tolerance for such deviations. For further information please see note 27 to the Group financial
statements.
OUTLOOK
Profitability in the salmon farming industry is volatile, and there will always be uncertainty
regarding the assessment of future prospects. Sales of Atlantic salmon are expected to increase
globally in 2018, as the market activity already is significantly higher than a few months back.
The frozen stock was high when entering 2018, but it is expected that the market will be able to
absorb the supply increase. Low seawater temperatures in Norway during the winter, as well as
an algal bloom in Chile will reduce the short-term supply. At the same time, demand is growing.
Prices for 2018 are expected to be lower than in 2017. When entering the second quarter of
2018, prices were at the 2017 level, which is higher than expected in the beginning of the year.
Increased harvest volume in the fall will contribute to lower salmon prices in the second half of
the year. The American and the Canadian dollars have depreciated compared to the Norwegian
krone, but the EUR is still strong compared to the NOK. A growing population and a growing
middle class willing to purchase food of high quality drives demand in Asia. This continent
constitutes a significant market potential for salmon. The demand is also increasing in the US
and in Europe as consumers favor heathy and sustainably produced food.
In Norway, a new system for regulating future industry growth was implemented in 2018. The
new system is referred to as "the traffic light system". The country is split into 13 production
areas along the coast. Depending on the area's environmental sustainability, a growth of up
to 6% is allowed. The effect of sea lice on wild salmonid stocks is defined as an environmental
indicator. Growth in each area will be determined based on the indicator. Rogaland is in a yellow
area, which means that production increase is not allowed. As a result, having sufficient number
of big smolt becomes even more important in order to reduce the number of months and sea.
The expansion of the smolt facility and the investment in Tytlandsvik Aqua AS will contribute
to fulfill this requirement.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.For Finnmark, the situation is significantly better as it is considered a green area. Accordingly,
the Group was able to acquire additional production capacity at a cost of MNOK 57 in this
region in the beginning of January 2018. The increase constitutes 470 tons. In order to secure
sufficient number of smolt in Finnmark, an agreement has been entered into with Norway
Royal Salmon and Bremnes Seashore AS. The ongoing expansion of the fresh water facility will
be operational in the first half of 2019. Being self-supplied with smolt will result in lower cost
per kg going forward. Bigger smolt are more robust and resilient, which ultimately will improve
the seawater biology.
Our cost target is to be at or below industry average. In this regard, we have initiated an
improvement program to identify how different drivers in the operations are connected to
profitability. Focus is on activities that affect our key drivers. The digitalization project in
combination with artificial intelligence enables utilization of new technology and data capture
to take better and more sustainable decisions. Both these projects are expected to contribute to
operational improvements and reduced costs.
The Group's strategy is to grow 20% per year between 2018 and 2020. The Group targets a 2018
harvest volume of 80 000 tons based on current production plans. This constitutes an increase
of 28% compared to 2017. The Group has been granted new locations, and in combination
with increased access to smolt the new locations make it possible to utilize existing licenses
better. Several good initiatives with promising preliminary results were initiated in 2017.
Simultaneously, work continues to develop a common culture where all employees know how
their effort contributes to strategic goal achievement based on the Group values. The Board has
high expectations for the development of the Group going forward.
STATEMENT FROM THE BOARD OF DIRECTORS AND CEO
We hereby confirm that the financial statements for the period from 1 January to 31 December
2017 to the best of our knowledge have been prepared in accordance with applicable accounting
standards and give a true and fair view of the Group and of the Group’s assets, liabilities,
financial position and overall results. We also confirm that the Board of Directors’ Report gives
a true and fair view of the development and performance of the business and the position of the
Company and the Group, as well as a description of the principal risks and uncertainties facing
the Company and the Group.
***
Bergen, 17. april 2018
The Board of Grieg Seafood ASA
(Translated version, not to be signed)
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.PRINCIPLES OF
CORPORATE GOVERNANCE
Adopted by the Company’s Board of Directors on 20 April 2007
and updated on 22 January 2010, 4 April 2011, 22 March 2012,
22 March 2013, 1 April 2014, 23 March 2015, 6 April 2016, and
17 April 2018.
1.
INTRODUCTION
PRESENTATION OF CORPORATE GOVERNANCE
1.1
The responsibility for ensuring that the company has good corporate governance rests with the
Board. The board and management review and annually evaluates the company's principles for
corporate governance.
The Group’s Corporate Governance is based on the Norwegian Code of Practice for Corporate
Governance (NUES) as recommended by the Norwegian Corporate Governance Board on 30
October 2014. The Grieg Seafood Group follows the current recommendation from NUES,
and has updated existing rules and defined values in accordance with changes in NUES 2014.
The company complies with these recommendations according to the follow or explain
principle. This means that the company should explain all points where the recommendations
are not followed.
The Annual Report offers a full report on the company's principles for corporate governance,
which is available on www.griegseafood.com
2. OPERATIONS
GRIEG SEAFOOD ASA
2.1
The object of the Company is to engage in the production and sale of seafood and naturally
related activities, including investment in companies engaged in the production and sale of
seafood and other activities naturally related to similar companies.
The Company is established and registered in Norway and is required to comply with
Norwegian law, including laws and regulations pertaining to companies and securities.
2.2
GRIEG SEAFOOD ASA’S VISION AND OVERALL OBJECTIVES
The Group aims to comply with all relevant laws and regulations and with the Norwegian Code
of Practice for Corporate Governance. This also to applies to all companies which are controlled
by the Group. In as far as it goes, this document of principle therefore applies to all companies of
the Group.
The Groups's vision is «Rooted in nature - farming the ocean for a better future».
The Group’s core values are to be open, caring and ambitious.
The Group shall be managed applying the following principles:
• We shall be open and honest.
• We shall become better day by day.
• We do what we say.
• We are positive and enthusiastic.
• We care.
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The Group is committed to the sustainable use of natural resources and the development of the
organisation based on high ethical standards. Targets and detailed plans have been adopted for
the implementation of initiatives in these areas.
The fish farmer has overall responsibility for the wellbeing of the fish and for ensuring that
at all times the fish can be kept in their natural surroundings under optimal conditions. The
Group selects locations where the water is as deep as possible and with good currents, as well as
equipment enabling optimized growing conditions for the salmon.
The Group has drawn up a designated production plans which stipulate how all production
operations are to be performed. The fish shall be systematically and regularly examined by a
veterinarian. The Group attaches great importance to preventive measures and a rapid reaction
in the event of disease or local pollution. This is important not only to protect the environment
and fish health, but also to safeguard the quality and profitability of production. The work shall
be performed in accordance with the Group’s designated health plan. Strict procedures have
been implemented to prevent the escape of farmed fish out of the cages. The Group has zero
tolerance for escapes. The objective is to conduct the entire operation so that the environment is
not subject to any lasting damage.
As a user of natural resources such as clean water and feed from various natural resources, the
Group has a responsibility which extends beyond its own operations. For instance, the Group
requires its feed suppliers to ensure that the feed is based on sustainable sources of raw materials.
Starting with 2013, a separate sustainability report has been prepared. In GSF's updated
sustainability report for 2017, five pillars have been defined as essential for sustainable food
production. These five defined pillars for sustainable food production in the ocean will form the
basis for GSF's work for concrete implementation of sustainability in the future. The priorities
were decided upon after an internal process in the organization and coordinated in compliance
with guidelines developed by GSI (Global Salmon Initiative). GSI has developed sector specific
measurement indicators which Grieg Seafood utilises. Grieg Seafood is a member of GSI. As
from 2015, Grieg Seafood has taken on the responsibility as Co-Chair in GSI.
MANAGEMENT OF THE GROUP
2.3
Control and management of the Company is divided between the shareholders, represented
through the General Meeting, the Board of Directors and the Group CEO, and is exercised in
accordance with prevailing company legislation.
Divergences from this Code of Practice: None.
3. GROUP EQUITY AND DIVIDEND POLICY
EQUITY
3.1
At any given time the Group shall have a level of equity which is appropriate in relation to the
Group’s cyclical activities. The Board requires that equity consistently stay in accordance with
current loan terms, as a minimum.
DIVIDEND
3.2
The Group’s objective is to give the shareholders a competitive return on invested capital
through dividend payments and value appreciation of the share, which is at least at the same
level as other companies with comparable risk. The future dividend will depend on the Group’s
future earnings, financial situation and cash flow. The Board believes that the dividend paid
should develop in pace with the growth of the Group’s profits, while at the same time ensuring
that equity is at a healthy and optimal level and that there are adequate financial resources to
prepare the way for future growth and investment, and taking into account the wish to minimise
capital costs. The Board believes it is natural that the average dividend, over a period of several
years, should correspond to 25-35% profit after tax, adjusted for the accounting effect of fair
value adjustment of biological assets.
Furthermore, it is reasonable that the company's net interest-bearing debt per harvested kg is
between NOK 15 and 20. Based on this, the size of the dividend could be corrected both up and
down according to the 25 - 35 % share of profit after tax.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.BOARD AUTHORISATION
3.3
The Board will request the AGM to grant a general mandate to pay out dividends in the period
until the next AGM. The Board´s proposal must be justified. The dividend will be based on the
Group's current policy in accordance with clause 3.2. Dividends should be awarded on the basis
of the latest financial statements approved within the scope of the Public Companies Act. Upon
granted authorisation, the Board determines from which date the shares are traded ex-dividend.
The Board has general authorisation to increase the Company’s share capital through share
subscription for a total amount not exceeding NOK 44 664 800 divided into not more than
11 162 200 shares of nominal value NOK 4 each.
This authorisation remains in effect until 30 June 2018.
The Board has general authorisation to acquire the Company’s own shares in accordance with
the provisions of chapter 9 of the Norwegian Public Limited Companies Act for an aggregate
nominal amount not exceeding NOK 44 664 800. The Company shall pay not less than NOK 4
per share and not more than NOK 100 per share when acquiring its own shares.
This authorisation remains in effect until the next AGM, but not later than 30 June 2018.
The Company will observe the Code of Practice in respect of new proposals to authorise the
Board to implement capital increases and acquire the Company’s own shares.
Divergences from the Code of Practice: None.
4. EQUAL TREATMENT OF
SHAREHOLDERS. TRANSACTIONS WITH
RELATED PARTIES
4.1
SHARE CLASS
The Company has only one class of shares, and all shares carry the same rights. At 31 December
2017 the Company had 111 662 000 outstanding shares, including own shares.
OWN SHARES
4.2
If the Company trades in its own shares, the Code of Practice shall be observed.
As at 31 December 2017, the Company owned 1 250 000 of its own shares.
APPROVAL OF AGREEMENTS WITH SHAREHOLDERS AND OTHER
4.3
RELATED PARTIES
All transactions of no lesser significance between the Company and a shareholder, Board
member or a senior employee (or their related parties) shall be subject to a value assessment by
an independent third party. If the consideration exceeds one twentieth of the Company’s share
capital, transactions of this kind shall be approved by the General Meeting, in so far as this is
required under Section 3-8 of the Norwegian Public Limited Companies Act.
Board members and senior employees shall inform the Board if they have any significant interest
in a transaction to which the Company is a party. For further information, please refer to Note
22 «Related parties» in the GSF Group annual report for 2017.
Divergences from the Code of Practice: None.
4.4
CAPITAL INCREASES
In the event of a waiver of the shareholders’ preferential subscription right, the Code of Practice
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5. NEGOTIABILITY OF THE SHARES
The Company’s shares shall be freely negotiable.
Divergences from the Code of Practice: None.
6. GENERAL MEETING
The shareholders represent the Company’s highest decision-making body through the General
Meeting.
The Company’s AGM shall be held each year before the end of June. The AGM shall consider
and, if thought fit, adopt the annual financial statements, the annual report and the dividend, as
well as deciding on other matters which under current laws and regulations pertain to the AGM.
The Board may convene an Extraordinary General Meeting (EGM) at whatever time it deems
necessary or when such a meeting is required under current laws or regulations. The Company’s
auditor and any shareholder or group of shareholders representing more than 5% of the
Company’s share capital may require the Board to convene an EGM.
The Board calls General Meetings at least 21 days before the date of the meeting. During the
same period, the notice of meeting and the documents pertaining to matters to be considered at
the General Meeting shall be accessible on the Company’s homepage. The same applies to the
nomination committee’s recommendation. When documents are made available in this manner
the statutory requirements for distribution to shareholders do not apply. Still, a shareholder may
claim to receive documents concerning matters to be considered at the General Meeting.
The deadline to register for the general meeting is set by the Board in the notice. Shareholders
who are unable to attend may vote by proxy. An authorisation form containing a vote option
for each issue will be enclosed with the notice of meeting, and it will also be possible to give
authorisation to the chairman of the Board or the Group CEO.
The Company will publish the Minutes of the General Meetings in accordance with the stock
exchange regulations in addition to making them available for inspection at the Company’s
registered offices.
The chairman of the Board, member of the Nomination Committee and the Group CEO will
be represented at the meeting. The chairman of the Board will normally preside at the meeting.
The Board shall not make contact with the Company’s shareholders outside the General
Meeting in a manner which could be deemed to constitute differential treatment of shareholders
or which could be in conflict with current laws or regulations.
The nomination committee proposes Board candidates to the Annual General Meeting.
Divergences from the Code of Practice: None.
7. NOMINATION COMMITTEE
On 13 February 2009 the AGM approved a resolution to establish a nomination committee.
This is described in article 8 of the Article of Association. At the same time, the AGM adopted
instructions for the nomination committee. According to the instructions, the election
committee through its work should take care of the interests currently embodied in the
Norwegian Code of Practice for Corporate Governance.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.The present nomination committee was elected at the AGM on 7 June 2017 and comprises
Marianne Johnsen (chair), Helge Nielsen and Yngve Myhre, of whose Helge Nielsen is candidate
for election in 2018. At least 2/3 of the members of the nominating committee shall be
independent of the Board and may not be members of the Board. The Group CEO cannot be a
member of the nomination committee. The nomination committee shall have meetings with the
directors, Group CEO and relevant shareholders.
Details about the nomination committee members are available on the Company´s website.
The nomination committee´s recommendation to the General Assembly should be submitted
in good time and follow the summons to the General Assembly, no later than 21 days before the
meeting. The recommendation of the nomination committee must include information about
the candidate´s impartiality, competence, age, education and professional experience. Upon
proposal for re-election, the recommendation should include additional information about how
long the candidate has been a board member, as well as details about participation in the board
meetings.
When the recommendation comprises candidates to the nomination committee, it should
include relevant information about these candidates.
Divergences from the Code of Practice: None.
8. CORPORATE ASSEMBLY AND BOARD OF
DIRECTORS, COMPOSITION
NUMBER OF BOARD MEMBERS
8.1
The Company has no corporate assembly.
Under the Articles of Association the Board shall have up to seven members.
ELECTION PERIOD
8.2
Board members are elected by the AGM for a period of two years.
INDEPENDENT BOARD MEMBERS
8.3
The Board members are presented in the Annual Report and on the Company’s homepage,
showing the Board members’ competence, relationship to main shareholders. No overview of
participation at Board meetings is included in the Annual Report. An overview of the Board
members’ ownership of shares in the Company appears in the relevant note to the accounts
in the Annual Report. The Company has no corporate assembly. The Company does not
otherwise diverge from the Code of Practice.
There is compliance with the required number of independent Board members contained in the
Code of Practice.
9. BOARD OF DIRECTORS
DUTIES AND WORK PLAN
9.1
The Board has overall responsibility for the management of the Group and for overseeing the
daily management and business activities. The Company shall be managed by an effective Board
of Directors (the Board) who has shared responsibility for the success of the Company. The
Board represents and is accountable to the Company’s shareholders.
Each year the Board shall draw up a work plan for its activities.
The Board’s duties include drawing up the Group’s strategy and ensuring that the adopted
strategy is implemented, effective supervision of the Group CEO, control and supervision of the
Group’s financial situation, internal control, anti-corruption, and the Company’s responsibility
to and communication with the shareholders.
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duties. The Board shall also initiate such investigation that is requested by one or more Board
members.
Divergences from the Code of Practice: None.
INSTRUCTIONS
9.2
The Board has drawn up instructions for its members and the Management, which contain a
more detailed description of the Board’s duties, meetings, the Group CEO’s duties in relation to
the Board, the meeting schedule for the Board, participation, separate entries in the Minutes and
duty of confidentiality.
The respective roles of the Board and the Group CEO are separate, and there is a clear division
of responsibility between the two. The Group CEO is responsible for the Company’s senior
employees. The Board underlines that special care must be exercised in matters relating to
financial reporting and remuneration to senior employees.
In matters of importance where the chairman of the Board is or has been actively involved,
Board discussions shall be chaired by the vice chairman.
The instructions for the Board and Management were last revised by the Board on 20 September
2017.
ANNUAL ASSESSMENT
9.3
Each year, in connection with the first Board meeting in the calendar year, the Board shall carry
out an assessment of its work in the previous year.
AUDIT COMMITTEE
9.4
The Board has set up a sub-committee (audit committee) comprising a minimum of two and
a maximum of three members elected from among the Board’s members, and has drawn up a
mandate for its work.
The committee assists the Board in the work of exercising its supervisory responsibility by
monitoring and controlling the financial reporting process, systems for internal control and
financial risk management, external audits and procedures for ensuring that the Company
complies with laws and statutory provisions, and with the Company’s own guidelines.
REMUNERATION COMMITTEE
9.5
The Board has set up a sub-committee (remuneration committee) comprising no less than
3 members. The committee shall hold discussions with the Group CEO concerning his/her
financial terms of employment. The committee shall submit a recommendation to the Board
concerning all matters relating to the Group CEO’s financial terms of employment.
The committee shall also keep itself updated on and propose guidelines for the determination
of remuneration to senior employees in the Group. The committee is also the advisory body for
the Group CEO in relation to remuneration schemes which cover all employees to a significant
extent, including the Group’s bonus system and pension scheme. Matters of an unusual nature
relating to personnel policy or matters considered to entail an especially great or additional risk,
should be put before the committee.
The composition of the committee is subject to assessment each year.
Divergences from the Code of Practice: None.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.10. INTERNAL CONTROL AND RISK
MANAGEMENT
The Board has a responsibility to ensure that the company has proper risk management and
internal control adaptable to statutory provisions for the company. The Board conducts an
annual evaluation of the most important risk areas and internal control.
Internal control means activities carried out by the Group to organise its business activities and
procedures in order to safeguard its own values and those of its customers, and to realise adopted
goals through appropriate operations. The achievement of these goals also requires systematic
strategy work and planning, identification of risk, choice of risk profile, as well as establishing
and implementing control measures to ensure that the goals are achieved.
The Group’s core values, external guidelines and social corporate responsibility constitute the
external outer framework of internal control. The Group is decentralized and considerable
responsibility and authority are therefore delegated to the regional operating units. Risk
management and internal control are designed to take account of this.
Internal control is an on-going process that is initiated, implemented and monitored by the
Company’s Board of Directors, management and other employees. Internal control is designed
to provide reasonable assurance that the Company’s goals will be achieved in the following areas:
• Targeted, efficient and appropriate operations.
• Reliable internal and external reporting.
• Compliance with laws and regulations, including internal guidelines.
The audit committee updates the Board after each meeting.
Each year the auditor carries out a review of internal control which is an element of financial
reporting. The auditor’s review is submitted to the audit committee.
The Company has established framework procedures to manage and eliminate most of the risk
that could prevent a goal from being achieved. This includes a description of the Company’s
risk management policy as well as all financial control processes. There is an ongoing risk
assessment of the main transaction processes. Descriptions of the transaction processes are
currently in preparation for each region, with the aim of clarifying key controls and ensuring
that these controls are in place. This means assessing all processes to determine the probability
of divergences arising, and how serious the economic consequences would be of any such
divergence. The establishment of controls in each region is aimed at reducing the likelihood of
divergences arising with major economic consequences.
The biological development in course of producing smolt and farming in the sea poses the
greatest risk in the Group. The Group therefore continuously and systematically works to
develop processes that ensure animal welfare and reduce diseases and mortality, and so that "best
practices" are being implemented at all levels. Control routines have been prepared, including
conditions for the employees as well as safeguarding against escapes, animal welfare, pollution,
water resources and food safety. Referring to the sustainability report prepared annually,
objectives, internal controls and measures are described within the Company's main focus areas.
The Group’s activities entail various kinds of financial risk: Market risk (including foreign
exchange risk, interest rate risk and price risk), contract risk, credit risk and liquidity risk. The
Group’s overall risk management plan focuses on the unpredictability of the capital markets
and seeks to minimise the potential negative effects on the Group’s financial results. To some
extent, the Group uses financial derivatives to hedge against some risks. Risk management is
drawn up at Group level and involves identifying, evaluating and hedging financial risk in close
cooperation with the Group’s operational units. The Board has established written principles
for risk management related to foreign exchange and interest rate risk, price risk, and the use of
financial instruments.
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PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.The Board has established procedures for reporting within the Group:
At the start of each year the Board adopts a budget for the year. Divergences from the budget are
reported on a monthly basis.
Forecasts are drawn up for the next five years and they are updated every month.
Every month, each region submits a report containing given Key Performance Indicators (KPIs).
The main KPIs are: EBIT/kg, feed factor, production, production cost, harvest volume, harvest
cost and level of sea lice. Analyses are made and measured against budget figures and KPIs.
Generational accounts for terminated generations will be updated on a monthly basis. The
information form of the regions is summarized in a report submitted to the Board.
Each quarter, the Group management holds meetings with the management of each region
respectively. The aim of the meeting is to follow up the strategies and goals that have been set.
Each quarter, a risk assessment covering biology, feed, market, finance and Compliance is prepared,
including activities related to the GSF 2020 improvement program.
These areas are considered to pose the greatest risks for the Company. This can be changed from
the changed situation. The risk assessment is reviewed by the Audit Committee in connection with
quarterly reporting.
Divergences from the Code of Practice: None.
11. BOARD REMUNERATION
Proposals concerning Board remuneration are submitted by the nomination committee.
Remuneration to Board members is not linked to the Company’s results. None of the Board
members have special duties in relation to the Company which are additional to those they have
as Board members. Board remuneration shall be shown in the financial statements of both the
Company and the Group.
Divergences from the Code of Practice: None.
12. REMUNERATION TO SENIOR EMPLOYEES
12.1 SENIOR EMPLOYEES
The group management consists of Group CEO, the director of operations and the financial
director, and HR director.
The objective of the guidelines for determination of salary and other remuneration to senior
employees within the Group is to attract people with the required competence and at the same
time retain key personnel. The guidelines should also motivate the employees to work with a long-
term perspective to achieve the Group´s goals.
The determination of salary and other remuneration to the Group’s senior employees is therefore
based on the following guidelines:
Salary and other remuneration shall be competitive and motivating for each manager and for
everyone in the senior management group.
Salary and other remuneration shall be linked to value creation generated by the Company for the
shareholders.
The principles used to determine salary and other remuneration shall be simple and
understandable to employees, shareholders and the public at large.
The principles used to determine salary and other remuneration shall also be sufficiently flexible
to allow adjustments to be made on an individual basis in the light of the results achieved and the
contribution made by the individual to the development of the Group.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 65
PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.The salary paid to the members of the senior management group consists of a fixed and a variable
element. Under the bonus scheme in force the variable salary under the scheme cannot exceed
six times the monthly salary. Each year, information about the provisions of the bonus scheme
is included in the Group declaration on the determination of salary to the senior management
group, and appears in the financial statements for the Group, note 14.
The Company´s Board approved the allocation of cash options based on the General Assembly´s
resolution for the framework of the share and cash options programme. The last approval from
the General Assembly was 7 June 2017. The Group CEO, the financial director, the operational
director, HR director, and the four regional managers are included in the share options
programme. The options agreements have been entered into within the scope of the resolution
adopted by the General Assembly. Minutes of this General Assembly can be accessed from the
Company’s homepage.
Remuneration to the Group CEO is determined at a meeting of the Board of Directors. The
salary payable to the other members of the senior management group is determined by the
Group CEO. The Group CEO shall discuss the remuneration which he/she proposes with the
chairman of the Board before the amount of remuneration is determined.
General schemes for the allocation of variable benefits, including bonus schemes and
options programmes, are determined by the Board. Schemes which entail an allotment of
shares, subscription rights, options and other forms of remuneration related to shares or the
development of the Company’s share price, are determined by the General Assembly. The
Board´s declaration of management remuneration is a separate agenda paper of the General
Assembly. The General Assembly votes separately on guidelines to guide the Board and
remuneration comprising the synthetic options programme.
The Company has no divergences from the Code of Practice.
12.2 SEVERANCE PAY
The Group CEO is entitled to 12 months’ severance pay after dismissal, and 12 months salary
during illness.
A severance pay agreement has also been established for the CFO and COO providing for 12
months’ severance pay after dismissal.
Divergences from the Code of Practice: None.
13. INFORMATION AND COMMUNICATION
13.1 FINANCIAL INFORMATION
The Company shall at all times provide its shareholders, the Oslo Stock Exchange and the
finance market in general (through the Oslo Stock Exchange information system) with timely
and accurate information. The Board shall ensure that the quarterly reports from the Company
give a correct and complete picture of the Group’s financial and commercial position, and
whether the Group’s operational and strategic objectives are being reached. Financial reporting
shall also contain the Group’s realistic expectations of its commercial and performance-related
development.
The Company publishes all information on its own homepage and through stock exchange/
press announcements. Quarterly reports, annual reports and stock exchange/press releases are
presented on an ongoing basis on the Company’s homepage in accordance with the Company’s
financial calendar.
The Company shall have an open and active policy in relation to investor relations and shall hold
regular presentations in connection with the annual and interim results.
13.2 SHAREHOLDER INFORMATION
The Board shall ensure that information is provided on matters of importance for the
shareholders and for the stock market’s assessment of the Company, its activities and results,
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 66
PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.and that such information is made publicly available without undue delay. Publication shall take
place in a reliable and comprehensive manner and by using information channels which ensure
that everyone has equal access to the information.
All information shall be provided in both Norwegian and English. The Company has
procedures to ensure that this is done. The chairman of the Board shall ensure that the
shareholders’ views are communicated to the entire Board.
Divergences from the Code of Practice: None.
14. COMPANY TAKEOVER
14.1 CHANGE OF CONTROL AND TAKEOVERS
The Company has no established mechanisms which can prevent or avert takeover bids, unless
this has been resolved by the General Meeting by a majority of two thirds (of the votes cast and
of the share capital represented). The Board will not use its authorisation to prevent a takeover
bid without the approval of the General Meeting after the takeover bid has become known. If
a takeover bid is received, the management and the Board will ensure that all shareholders are
treated equally. The Board will obtain a value assessment from a competent independent party
and advise the shareholders whether to accept or reject the bid. The shareholders will be advised
of any difference of views among the Board members in the Board’s statements on the takeover
bid.
The Board has in its Board meeting 13 October 2015 adopted some core principles for how the
Board will act in the event of any persuasion offers. These core principles are in accordance with
the recommendation of NUES.
Divergences from the Code of Practice: None.
15. AUDITOR
The Board through its audit committee seeks to have a close and open cooperation with the
Company’s auditor. Each year the audit committee obtains confirmation that the auditor
meets the requirements of the Act on auditing and auditors concerning the independence and
objectivity of the auditor.
The auditor’s schedule of audit work is submitted to the audit committee once a year. In
particular, the audit committee considers whether, to a satisfactory extent, the auditor is
performing a satisfactory control function.
Both the Company management and the auditor comply with guidelines issued by the Financial
Supervisory Authority of Norway concerning the extent to which the auditor can provide
advisory services.
The auditor attends Board meetings which deal with the annual financial statements. The audit
committee has an additional meeting with the auditor at least once a year to review the auditor’s
report on the auditor’s view of the Group’s accounting principles, risk areas and internal control
procedures. Moreover, each year the Board has a meeting with auditor when neither the Group
CEO nor anyone else from the management is present.
The auditor also attends meetings of the audit committee to consider quarterly reports and
other relevant matters. The auditor’s fee appears in the relevant note in the annual report
showing the division of the fee between audit and other services.
Divergences from the Code of Practice: None.
***
Bergen, 17 April 2018
The Board of Grieg Seafood ASA
(Translated version, not to be signed)
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 67
PART 3Board of director's report Corporate GovernanceGSF Group + notesGSF Parent + notesAuditor's report455868135167P.INCOME STATEMENT
Amounts in NOK x 1 000
Note
2017
2016
Sales revenue
Other income
Other gains and losses
Share of profit from associates
Cost of sales
Salaries and personnel expenses
Other operating expenses
EBITDA before Fair value adjustments of biological assets
Depreciation property, plant and equipment
Amortisation licences and other intangible assets
Reversals/impairment losses property, plant and equipment
EBIT before Fair value adjustments of biological assets
Fair value adjustment of biological assets
EBIT after Fair value adjustments of biological assets
Share of profit/loss from associates
Financial income
Financial expenses
Net financial loss
Profit before income tax
Income tax expense
Net profit for the year
Allocated to:
Controlling interests
Non-controlling interests
Profit available to shareholders in parent company
Earnings per share (NOK)
Earnings per share – diluted (NOK)
6
6
6
5
7
15/16
11/20/24
9
8
8/9
3/7
5
23
23
13
18
18
7 017 456
6 545 187
21 771
−1 514
−550
41 019
17 386
569
−3 724 200
−3 287 159
−482 827
−1 724 604
1 105 533
−196 237
−4 895
0
−483 473
−1 491 867
1 341 662
−175 352
−5 036
6 472
904 400
1 167 745
−91 463
812 937
515 741
1 683 486
0
12 083
42 333
−56 789
−14 457
20 479
−155 213
−134 733
798 480
1 560 836
−197 581
600 899
−338 505
1 222 331
570 537
30 362
1 186 032
36 299
5,17
5,17
10,74
10,74
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 68
ANNUAL ACCOUNTS // GROUP
CONSOLIDATED COMPREHENSIVE
INCOME STATEMENT
Amounts in NOK x 1 000
Net profit for the year
Items with no tax effect on realisation subsequently reversed in profit:
Currency translation differences, subsidiaries
Change in value of available-for-sale assets
Total
Items with tax effect on realisation subsequently reversed in profit:
Currency effect of net investments
Fair value adjustment of cash flow hedging
Tax effect
Net effect
Comprehensive income after taxes
Total comprehensive income for the year
Allocated to:
Controlling interests
Non-controlling interests
3
3
2017
600 899
2016
1 222 331
16 729
−295
16 434
22 333
−24 821
409
−2 079
−10 389
19
−10 370
−90 228
6 052
20 203
−63 973
14 355
−74 343
615 254
1 147 988
595 332
19 922
1 109 138
38 850
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 69
ANNUAL ACCOUNTS // GROUP
BALANCE SHEET
Amounts in NOK x 1 000
ASSETS
Goodwill
Deferred tax
Licences
Other intangible assets
Property, plant and equipment
Investments in associates
Available-for-sale financial assets
Other non-current receivables
Total non-current assets
Inventories
Biological assets
Trade receivables
Other current receivables
Derivatives and other financial instruments
Cash and cash equivalents
Total current assets
Total assets
Note
31.12.2017
31.12.2016
8
13
8/10
8/10
9
5
7/10
7/10
3/10/20
21
3/12
3/19
109 038
3 574
1 068 552
18 384
1 871 804
9 450
1 150
167
108 595
0
1 060 622
17 598
1 510 379
0
1 445
4 167
3 082 121
2 702 804
92 262
2 698 352
761 407
198 527
48 232
271 715
89 164
2 459 625
800 591
163 246
48 994
503 613
4 070 494
4 065 234
7 152 615
6 768 038
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 70
ANNUAL ACCOUNTS // GROUP
EQUITY AND LIABILITIES
Note
31.12.2017
31.12.2016
Share capital
Treasury shares
Other equity - not recognised
Retained earnings
Total controlling interests
Non-controlling interests
Total equity
Deferred tax liabilities
Cash-settled share options
Loan
Other long-term borrowings
Finance lease liabilities
Total non-current liabilities
Current portion of long-term borrowings
Current portion of finance lease liabilities
Factoring liabilities
Cash-settled share options
Trade payables
Tax payable
Accrued salary expense and public tax payable
Derivatives and other financial instruments
Other current liabilities
Total current liabilities
Total liabilities
Total equity and liabilities
17
17
13
16
10
10
10/11
10
10/11
3/10
16
3
13
3/12
25
446 648
−5 000
87 892
2 774 824
3 304 364
43 541
3 347 905
721 689
8 848
1 191 688
15 353
201 899
446 648
−5 000
63 098
2 645 935
3 150 681
56 270
3 206 951
674 684
11 360
979 874
15 963
250 452
2 139 476
1 932 333
98 873
58 353
500 976
6 746
585 378
157 244
16 486
28 462
212 717
98 490
67 116
502 535
0
493 534
172 057
48 819
23 990
222 213
1 665 233
1 628 754
3 804 710
3 561 087
7 152 615
6 768 038
Bergen, 17 April 2018
Grieg Seafood ASA
Translated version. Not to be signed.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 71
ANNUAL ACCOUNTS // GROUP
CHANGE IN EQUITY
Amounts in NOK x 1 000
Share
capital
Treasury
shares
Other
equity – not
recognised
Retained
equity
Non-controlling
interests
Total equity
Equity at 01.01.2016
446 648
−5 000
139 993
1 625 521
30 349
2 237 511
RESULT FOR 2016
1 186 032
36 299
1 222 331
Translation effect foreign currency
Net investment
Change in value in shares held for sale
Fair value change of cash flow hedging
Comprehensive income
Total comprehensive income 2016
Dividend paid
Dividend allocated minority from Ocean Quality
Total equity attributable to shareholders 2016
Total change in equity 2016
−10 389
−68 573
19
2 048
−76 895
0
2 552
2 552
0
−10 389
−68 573
19
4 600
−74 343
−76 895
1 186 032
38 851
1 147 988
−165 618
0
−165 618
−12 929
−12 929
−165 618
−12 929
−178 547
−76 895
1 020 414
25 921
969 441
0
0
0
0
0
0
0
0
Equity at 31.12.2016
446 648
−5 000
63 098
2 645 935
56 270
3 206 951
RESULT FOR 2017
570 537
30 362
600 899
Foreign currency translation difference
Net investment
Change in value in shares held for sale
Fair value change of cash flow hedging
Comprehensive income
Total comprehensive income for 2017
Dividend paid
Dividend attributable to minority from Ocean Quality
Total equity attributable to shareholders 2017
Total change in equity in 2017
16 729
16 973
−295
−8 613
24 794
16 729
16 973
−295
−19 052
14 355
−10 439
−10 439
0
24 794
570 537
19 922
615 254
−441 648
0
−441 648
−32 651
−32 651
−441 648
−32 651
−474 299
24 794
128 889
−12 729
140 955
0
0
0
0
0
0
0
0
Equity at 31.12.2017
446 648
−5 000
87 892
2 774 824
43 541
3 347 905
The recognised amount on the line “Treasury shares” equals the nominal value of the parent Company's holding of treasury shares.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 72
ANNUAL ACCOUNTS // GROUP
SPECIFICATION OF RETAINED EQUITY
Book value at 01.01.2016
Changes in 2016
Changes in 2017
Effect of
share-based
remuneration
Purchase
of treasury
shares *)
Accumulated
income excl.
accumulated
dividend
Total
1 094
0
−13 036
1 637 463
1 625 521
0
1 020 414
1 020 414
128 889
128 889
Book value at 31.12.2017
1 094
−13 036
2 786 766
2 774 824
SPECIFICATION OF OTHER EQUITY, NOT
RECOGNISED
Shares held
for sale
Net
investment
Currency
conversion
Change cash
flow hedging
Book value at 01.01.2016
Changes in 2016
Changes in 2017
768
19
−295
115 973
−68 573
16 973
23 252
−10 389
16 729
0
2 048
−8 613
Total
139 993
−76 895
24 794
Book value at 31.12.2017
492
64 373
29 592
−6 565
87 892
*) The amount classified under “Purchase of treasury shares” equals the cost price in excess of nominal value. See also Note 1
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 73
ANNUAL ACCOUNTS // GROUP
CASH FLOW STATEMENT
Amounts in NOK x 1 000
Note
2017
2016
EBIT after Fair value adjustments of biological assets
Taxes paid for period
Fair value adjustment of biological assets
Depreciation/amortisation
Impairments property, plant and equipment, and intangible assets
(Gain)/loss on sale of property, plant and equipment
Share of results from companies applying equity method of accounting
Change in inventories and biological assets excl. fair value
Change in trade and other receivables
Change in trade payables
Change in other accruals
Change in net pension and option obligations
Net cash flow from operating activities
Receipts from sale of property, plant and equipment
Receipts from sale of shares and other equity instruments
Payments on purchase of property, plant and equipment
Payments on purchase of intangible assets
Change in other non-current receivables
Net cash flow from investing activities
Change in long-term interest-bearing debt
Lease proceeds
Repayment of long-term interest-bearing debt and leases
Other financial items
Dividend incl. allocation to non-controlling interests
Change in factoring
Interest expense
Net cash flow from financing activities
13
7
8/9
9
5
8/9
5
9
8
10
10
10
10
812 937
−165 464
91 463
201 133
0
669
550
−384 223
3 904
91 844
51 831
4 234
708 877
2 182
0
1 683 486
−41 653
−515 741
180 388
−6 472
1 202
−569
−16 799
−236 166
−159 549
59 374
5 612
953 113
17 199
39 592
−548 641
−247 783
−4 180
−5 705
−7 069
−1 519
−556 344
−199 580
300 000
9 600
−157 144
−7 597
−474 299
−1 559
−52 787
−383 787
-450 000
43 131
-137 455
−3 988
−178 547
169 221
−87 196
−644 834
Net change in cash and cash equivalents
−231 253
108 699
Cash and cash equivalents at 01.01
503 613
392 020
Currency conversion of cash and cash equivalents
−645
2 894
Cash and cash equivalents at 31.12
271 715
503 613
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 74
ANNUAL ACCOUNTS // GROUP
NOTE 1
GENERAL INFORMATION
Grieg Seafood ASA is an integrated Norwegian seafood company engaged in salmon farming and processing. Grieg Seafood ASA is a public limited
company registered in Norway. Its head office is located at C. Sundtsgt. 17/19, Bergen, The Company was listed on the Oslo Stock Exchange on
21 June 2007 and has operations in Norway, the UK and Canada. The consolidated financial statements have been prepared in accordance with
International Financial Reporting Standards (IFRSs) as adopted by EU, and were approved by the Board of Directors 3 April 2017.
In the following, "Group" describes information relating to the Grieg Seafood Group, while "Company" refers to the parent company.
The Group owns the company Ocean Quality AS together with Bremnes Fryseri AS on a 60%/40% basis. Grieg Seafood does not receive any of the
profit from the sale of fish from Bremnes Fryseri AS, as earnings are based on a skewed distribution of profit based on the delivered volume from
each shareholder. The share of profit and share of equity in Bremnes Fryseri AS are presented as non-controlling interests.
Grieg Seafood Group comprised the following entities as at 31 December 2017:
Grieg Seafood Hjaltland UK Ltd, including all subsidiaries, and Ocean Quality UK Ltd are domiciled in the UK. Grieg Seafood BC Ltd and Ocean
Quality North America Ltd are domiciled in Canada. Ocean Quality USA Inc is domiciled in the USA. The rest of the companies are domiciled in
Norway
Grieg Seafood Hjaltland UK Ltd. and Grieg Seafood Canada AS are holding companies, which wholly own the production companies Grieg Seafood
Shetland Ltd. and Grieg Seafood BC Ltd., respectively. Grieg Seafood ASA has a 60% stake in Ocean Quality AS and the other subsidiaries are wholly
owned.
Ocean Quality AS wholly owns Ocean Quality UK Ltd and Ocean Quality North America Inc., while the latter wholly owns Ocean Quality USA Inc.
All amounts are stated in TNOK unless otherwise specified.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 75
ANNUAL ACCOUNTS // GROUPGROUP STRUCTURE
GSF ASA
60%
OCEAN QUALITY AS
OCEAN QUALITY
UK LTD
OCEAN QUALITY
NORTH AMERICA LTD
OCEAN QUALITY
USA INC
100%
100%
100%
100%
GRIEG SEAFOOD
ROGALAND AS
GRIEG SEAFOOD
FINNMARK AS
GRIEG SEAFOOD
HJALTLAND UK LTD
GRIEG SEAFOOD
CANADA AS
GRIEG SEAFOOD
SHETLAND LTD
GRIEG SEAFOOD
BC LTD
GRIEG SEAFOOD ISLE
OF SKYE LTD
COLLARFIRTH
SALMON LTD
HJALTLAND
HATCHERIES LTD
LERWICK FISH
TRADERS LTD
FISH HOLM
LTD
SHETLAND
PRODUCT
SKELDA SALMON
FARMS LIMITED
VIDLIN
SEAFARMS LTD
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 76
ANNUAL ACCOUNTS // GROUPSEGMENT STRUCTURE
GRIEG
SEAFOOD
NOR
NOR
UK
CAN
ROGALAND
FINNMARK
SHETLAND
BRITISH COLUMBIA
GRIEG SEAFOOD
ROGALAND AS
GRIEG SEAFOOD
FINNMARK AS
GRIEG SEAFOOD
SHETLAND UK LTD
GRIEG SEAFOOD
CANADA AS
OCEAN
QUALITY AS
OCEAN
QUALITY AS
OCEAN
QUALITY UK LTD
OCEAN
QUALITY NORTH
AMERICA INC
OCEAN
QUALITY USA INC
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 77
ANNUAL ACCOUNTS // GROUPNOTE 2
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 periods presented, unless
otherwise indicated.
BASIS OF PREPARATION
The consolidated financial statements have been prepared in
accordance with International Financial Reporting Standards (IFRSs)
as adopted by the EU.
The consolidated financial statements have been prepared under the
historical cost convention, modified for biological assets, available-
for-sale financial assets, and financial assets/liabilities (including
derivative instruments) at fair value through profit or loss.
The preparation of financial statements in conformity with IFRSs
requires the use of estimates. It also requires management to
exercise its judgement in the process of applying the Company’s
accounting policies. Areas involving a higher degree of judgement or
complexity, or areas where assumptions and estimates are material to
the consolidated financial statements, are described in Note 4.
CONSOLIDATION PRINCIPLES
(A) SUBSIDIARIES
Subsidiaries are all entities (including special purpose entities) over
which the Group has control. A situation where the Group controls
another entity arises when the Group is exposed to variability in
returns from the entity, and has the ability to influence these returns
through its control of the entity. Subsidiaries are consolidated from
the date when the Group can exercise control until the date when
control of the subsidiary ceases.
If the Company´s ownership exceeds 50% but is below 100% of the
subsidiaries, the non-controlling interests’ share of profit after tax and
share of equity are recognised on separate lines.
The purchase method of accounting is used for acquisitions. The
cost of an acquisition is measured as the fair value of the assets
and liabilities taken over, and equity instruments issued. The
cost also includes the fair value of all assets and liabilities and
contingent liabilities taken over by agreement. Identifiable assets,
debt and contingent liabilities are recognised at fair value on the
date of acquisition. Non-controlling interests in the acquired entity
are measured from time to time either at fair value, or at their
proportionate share of net assets of the acquired entity.
Costs relating to acquisitions are charged as they arise.
In the case of multi-stage acquisitions, the proportion of ownership
from any earlier purchases is re-stated at fair value at the date of
control with changes in value recognised through profit or loss.
A contingent acquisition price is measured at fair value at the date
of acquisition. Under IAS 39, subsequent changes in the contingent
acquisition price are recognised through profit or loss or as a change
in the comprehensive income statement, where the contingent
price is classified as an asset or a liability. CThere is no new value
measurement of a contingent acquisition price classified as equity,
and the subsequent settlement is charged against equity.
Intra-group transactions, balances, and unrealised gains and losses
between Group companies are eliminated. The financial statements of
subsidiaries are re-stated where necessary to ensure consistency with
the accounting policies adopted by the Group.
(B) CHANGE IN OWNER INTERESTS IN SUBSIDIARIES
WITHOUT LOSS OF CONTROL
Transactions with non-controlling interests of subsidiaries, which
do not entail a loss of control, are regarded as equity transactions.
On the purchase of further shares from non-controlling interests,
the difference between the consideration paid and the shares’
proportionate share of the net assets in the financial statements of the
subsidiary is recognised in the equity of the parent company’s owners.
Similarly, any gain or loss on a sale to non-controlling interests is
charged against equity.
C) DIVESTMENT OF SUBSIDARIES
In the event of loss of control, any remaining ownership interest is
stated as fair value change through profit or loss. Thereafter, for
accounting purposes, fair value is the acquisition cost either as an
investment in an associated company or as a financial asset. Amounts
previously recognised in comprehensive income statement related to
this company, are dealt with as if the Group had disposed of underlying
assets and liabilities. This allows for amounts previously recognised
in comprehensive income statement, to be reclassified as part of the
income statement.
(D) ASSOCIATED COMPANIES
Associated companies are entities over which the Group has
significant influence, but not control. Significant influence normally
occurs when the Group has between 20 % and 50 % of the voting
rights. Investments in associates are recognised using the equity
method. Investments in associates are initially recognised at
acquisition cost, and the Group´s share of the results in subsequent
periods is recognised through profit or loss. The amount recognised in
the balance sheet includes any implicit goodwill identified at the date
of purchase.
Shares of profit or losses of associates that are closely linked to
the Group´s operations and thus are included in the value chain of
the Group, are classified on a separate line included in the Group’s
operating result.
In the event of a reduction in the owner interest in an associated
company where the Group retains significant influence, only a
proportionate share of amounts previously recognised in the
comprehensive income statement is reclassified through profit or
loss.
The Group’s share of profits or losses of associated companies
is recognised in the income statement and is added to the value
of the investment in the balance sheet. The Group’s share of the
comprehensive results of the associated company is recognised in the
consolidated statement of comprehensive income plus the amount
of the investment in the balance sheet. The Group’s share of a loss is
not recognised in the income statement if this means that the value of
the investment in the balance sheet is negative (including the entity’s
unsecured receivables), unless the Group has undertaken obligations
or made payments on behalf of the associated company. The accounts
of associated companies are re-stated when necessary to ensure
consistency with the accounting policies adopted by the Group.
At the end of each accounting period, the Group determines if there
is a need to write down the investment in the associated company.
In such case, the amount of the write-down is calculated as the
difference between the recoverable amount of the investment and
its book value, and the difference is posted on a separate line along
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ANNUAL ACCOUNTS // GROUP
with«Share of results of associated companies».
If a gain or a loss arises on transactions between the Group and its
associated companies, only the proportionate amount related to
shareholders outside the Group is recognised. Unrealised losses are
eliminated unless there is a need to write down the asset that was
the subject of the transaction. Accounting policies of associates are
changed when necessary to ensure consistency with the accounting
policies adopted by the Group. Gains and losses on dilution of assets
of associated companies are recognised in the income statement.
SEGMENT REPORTING
Operating segments are reported in a manner consistent with the
internal reporting to the chief operating decision-maker. The chief
operating decision-maker, who is responsible for allocating resources
and assessing performance of the operating segments, has been
identified as the Group management.
FOREIGN CURRENCY TRANSLATION
The financial statements of each of the Group’s entities are generally
measured using the currency of the economic area in which the entity
operates («the functional currency»). The consolidated financial
statement is presented in Norwegian Kroner (NOK), which is the
parent company’s functional and presentation currency.
TRANSACTIONS AND BALANCE SHEET ITEMS
Foreign currency transactions are translated into the functional
currency using the exchange rates. Foreign exchange gains resulting
from the settlement of such transactions that are not denominated
in the entity´s functional currency are recognised in income.
Translations of monetary items (assets and liabilities) that are not
denominated in the entity´s functional currency are recognised.
Improvements are included in the asset’s carrying amount or
recognised as a separate asset when it is probable that future
economic benefits associated with the improvement will flow to the
Group and the cost of the item can be reliably measured. All other
repairs and maintenance are charged to the income statement during
the financial period in which they are incurred.
Land and buildings comprise mainly factories and offices. Land is
not depreciated. Depreciation on other assets is calculated using
the straight-line method to allocate cost less residual value over
estimated useful lives, as follows:
Buildings/real estate 10 – 50 years
Plants, barges, onshore power supply 5 – 30 years
Nets/cages/moorings 5 – 25 years
Other equipment 3 – 35 years
The assets’ useful lives and residual values are estimated at each
balance sheet date and if necessary adjusted.
An asset’s carrying amount is written down to its recoverable amount
if the carrying amount is greater than its estimated recoverable
amount. Gains and losses on disposals are posted net in the income
statement and correspond to the difference between the sale price
and the carrying amount.
INTANGIBLE ASSETS
Intangible assets that arise internally within the Group are not
recognised. Goodwill and licences with an indefinite economic life are
subject to annual impairment tests. Impairment tests are performed
more frequently if indications of impairment exist. Amortised licences
are tested for impairment only if there are indications that future
earnings do not justify the asset’s balance sheet value.
GROUP COMPANIES
GOODWILL
The income statements and balance sheets of the Group entities
(none of which has the currency of a hyperinflationary economy) that
have a functional currency different from the presentation currency
are translated into the presentation currency as follows:
1. The balance sheet is translated into closing rate on the date of the
balance sheet.
2. Income and expense items in the income statement are translated
at average exchange rates for the period (if the average is not a
reasonable estimate of the cumulative effects of using the transaction
rate, the transaction rate is used).
3. Translation differences are recognised in comprehensive income
and specified separately.
When a foreign operation is sold, the exchange difference, which
in previous periods was recognised in consolidated income, is not
accrued. The accumulated exchange difference on the sale of the
foreign operation is hence reversed in the consolidated income.
Gain/loss from the sale is recognised on a basis of zero exchange
difference. Gain/loss is recorded in the ordinary net profit.
Goodwill and fair value adjustments of assets and liabilities on the
acquisition of a foreign entity are treated as assets and liabilities of
the foreign entity and are translated into closing rate on the date of
the balance sheet.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment is stated at historical cost less
depreciation and impairment. Historical cost includes expenditure
that is directly attributable to the acquisition of the asset. Acquisition
may also include gains or losses transferred from equity as a result of
hedging the cash flow in foreign currency on the purchase of property,
plant and equipment.
Goodwill represents the excess of the cost of an acquisition over the
fair value of the Group’s share of the net identifiable assets of the
acquired entity at the date of acquisition. Goodwill on acquisitions
of subsidiaries is classified as an intangible asset. Goodwill on the
purchase of a share in an associate is included in “investments in
associates”. Goodwill is tested annually for impairment and carried
at cost less accumulated impairment losses. Impairment losses on
goodwill are not reversed. Gains and losses on the disposal of an
entity include the carrying amount of goodwill relating to the entity
sold. Goodwill is allocated to cash-generating units for the purpose of
impairment testing. The allocation is made to those cash-generating
units or groups of cash-generating units that are expected to benefit
from the business combination in which the goodwill arose.
LICENCES
Fish-farming licences that have an indefinite useful life are not
amortised but reviewed for impairment annually, or more frequently
if there are indications that the balance sheet value may have
decreased.
The Group considers the following licences to have indefinite useful
lives:
Licences granted with an indefinite useful life, where the company has
no other contractual restrictions relating to the use of the licence.
Licences granted with a limited useful life, but where the licence
holders can renew the licences without incurring considerable
expenses.
Licences with a limited useful life are amortised over their useful
lifetime. These relate to water licences for hatcheries and some
specific seawater licences. The following sections provide a
description of concessions relating to the Norway, UK (Shetland) and
Canada (BC) segments. Please refer to Note 8 Intangible assets for an
overview of the number and types of licences, as well as impairment
testing.
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ANNUAL ACCOUNTS // GROUPNORWAY
The licensing regime for the production of salmon and trout in Norway
is enacted by the Norwegian Parliament through the Aquaculture
Act. The Ministry of Trade, Industry and Fisheries grants permits
for aquaculture (licences). All aquaculture operations are subject to
licensing and no body can produce salmon/ trout without permission
from the authorities, see Aquaculture Act § 4.
The aquaculture permit allows the production of salmon and trout
in limited geographic areas (sites), within the current determined
limitations of the permit scope. The Aquaculture Act is administered
centrally by the Ministry of Trade, Industry and Fisheries, with the
Directorate of Fisheries as the supervisory authority. Regionally,
several industry authorities jointly manage full administrative
and supervisory responsibility within the regulating range of the
Aquaculture Act. The county is the regional administrative body, while
the Directorate of Fisheries serves as appellate body in locality and
licensing matters.
SEAWATER LICENCES
Each licence for salmon and trout in the sea is subject to a production
limit in the form of “maximum allowed biomass” (MTB). MTB does
not directly limit the number of tons of fish production within a
year, but limits the amount of fish that can be kept in the sea at
any time. Normally, a licence has a limit of 780 tons MTB, while
in Troms and Finnmark counties, a standard licence has a limit
of 900 tons MTB (provided all associated locations are situated in
Troms and Finnmark), see the Salmon Allocation Regulation § 15
(“laksetildelingsforskriften”). Such licences are limited in number
and only subject to application, following politically decided licensing
rounds.
HATCHERY LICENCES
Young salmon/trout are defined as eggs, juveniles, parr or smolts
to be released in another locality, see Salmon Allocation Regulation
§ 4 f. Such licences are not limited and thus subject to continuous
application for new licenses or changes to existing licenses***.
In essence, it is not permitted to produce smolts over 250 grams;
however, the regulations allow for applications to produce a certain
percentage of fish up to 1 kg. GSF has authorisation up to 1 kg.
R&D AND BROODSTOCK LICENCES
These licences are not limited in number. Permits are means-
tested, meaning that the applicant must demonstrate a need for
the production of eggs, specific research projects or for educational
purposes. Broodstock licences include both a land and sea phase, i.e.
the broodfish and egg production are covered by the same licensing
process.
Harvesting cage licences
Licences utilised for cage-setting of live fish for harvesting. These
relate to specific locations.
DURATION AND RENEWAL
The Ministry may in individual decisions or regulations specify further
provisions on the content of aquaculture licences, including relating
to scope, time limitations, etc., see the Aquaculture Act § 5, second
paragraph. Nonetheless, the preparatory work for the Aquaculture
Act specifies that licences are normally granted without a time limit.
GSF’s general food fish licences and hatchery licences are not time-
limited under current regulations. After the reform in 2009, a number
of licences were time-limited, mainly for 15 years. As no government
practices have been established relating to the renewal of broodstock
licences, the current understanding is that expiration of licences
allows for application for renewal based on demand***. A licence
for harvesting cages is valid for 10 years and must be renewed on
expiration, provided that the licence is still connected to an approved
harvesting facility.
DISPOSAL AND WITHDRAWAL
All licences can be transferred and mortgaged in accordance with the
Aquaculture Act § 19. Transfers and mortgages must be registered in
a separate register (the Aquaculture Register). It is not permitted to
rent out licences or licence capacity.
The Aquaculture Act § 9 reviews the basis for withdrawal of an
aquaculture licence. This states that there must be significant
breaches of the terms of an aquaculture licence before it can be
revoked.
UK
Grieg Seafood Shetland Ltd (GSF UK) has farms on both the west and
east coasts of Shetland, as well as the west coast of Scotland. In order
to operate farms in Scotland, the following five licences must be in
place:
1. Water Environment (Controlled activities) “CAR” licence – issued by
the Scottish Environment Protection Agency (SEPA)
2. Planning permission – issued by the local authorities (Town and
Country Planning Act)
3. (iii) Crown Estate Lease/Permission (The Crown Estate Act 1961)
4. Aquaculture Production Business Licence (APB) – issued by Aqua
Animal Health
5. Marine Licence (Navigation) – issued by the Scottish government
For restrictions regarding production quantity, see table in Note 8.
DURATION AND RENEWAL
1. CAR licence – requires periodic inspection and monitoring. If a
substantial negative impact on the environment can be proven as a
consequence of the operation, the production volume can be reduced
or, as in a worst-case scenario, revoked.
2. Planning Permission – indefinite duration; however, if the plant is
left unused for three consecutive years, the licence may be withdrawn
3. Crown Estate Lease/Permission – 25 years’ duration. The normal
procedure is to renew the licences on expiration.
4. APB – indefinite duration subject to compliance with the licence´s
conditions.
5. Marine Licence – application for renewal required every six years.
This is normally a formality.
BC
Grieg Seafood BC Ltd (GSF BC) has farms on both the west and
east coasts of Vancouver Island. In order to operate farms in British
Columbia, Canada, the following three licences must be in place:
1. Aquaculture licence – issued by the Department of Fisheries and
Oceans
2. Licence of Occupation (Tenures) – issued by the Ministry of Forest,
Lands and Natural Resource Operations
3. Navigation Water Permit – issued by Transport Canada (Canadian
public authorities)
For restrictions regarding production quantity, see table in Note 8.
DURATION AND RENEWAL
1. Aquaculture licence – duration of one year, renewal each year is a
formality.
2. Licence of Occupation – duration of 2-20 years. Renewal is applied
for on expiration.
3. Navigation Water Permit – duration of five years, but possible to
apply for renewal.
OTHER INTANGIBLE ASSETS
Acquired customer portfolios and computer software licences are
capitalised at cost and amortised over their estimated useful lives.
Customer portfolios are capitalised at historical cost at the date of
purchase. Amortisation is calculated using the straight-line method
over the estimated useful life, as follows:
• Customer portfolios 6 years
• Computer software 3-10 years
Impairment of non-financial assets
Assets that have an indefinite useful life are not amortised but
are tested annually for impairment. Assets that are subject to
amortisation are reviewed for impairment whenever there are
indications that future earnings do not justify the carrying amount.
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ANNUAL ACCOUNTS // GROUPAn impairment loss is recognised for the amount by which the asset’s
carrying amount exceeds its recoverable amount. The recoverable
amount is the higher of an asset’s fair value less costs to sell and
value in use. For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable
cash flows (cash-generating units). Non-financial assets, other than
goodwill, that have suffered an impairment are reviewed for indicators
of possible reversal of the impairment at each reporting date.
FINANCIAL ASSETS/LIABILITIES
The Group classifies its financial assets in the following three
categories:
•
•
•
loans and receivables,
assets available for sale, and
at fair value through profit or loss
The classification depends on the purpose for which the assets are
held. Management determines the classification of its financial assets
on acquisition and re-evaluates this designation only in the event of
material changes at each reporting date.
I) LOANS AND RECEIVABLES
Loans and receivables are non-derivative financial assets with fixed
or determinable payments that are not quoted in an active market.
They are classified as current assets, except for maturities greater
than 12 months after the balance sheet date. These are classified as
non-current assets. Loans and receivables are classified as ‘other
receivables’ in the balance sheet.
At each balance sheet date, the Group considers whether there is any
objective evidence that the loans and receivables are impaired. Such
objective evidence comprises, for instance:
- breach of contract, such as a default or delinquency in payments,
- the probability that the borrower will become insolvent or be subject
to financial reorganisation.
Loans and receivables are carried at amortised cost using the
effective interest method.
II) AVAILABLE-FOR-SALE FINANCIAL ASSETS
Available-for-sale financial assets are non-derivatives that are either
designated in this category or not classified in any other category.
These are included in non-current assets unless management intends
to dispose of the investment within 12 months of the balance sheet
date.
Available for-sale financial assets are stated at fair value. Changes in
value are recognised in the statement of total comprehensive income.
When securities classified as available-for-sale are sold or impaired,
the accumulated fair value adjustments recognised in equity are
included in the income statement as ‘other financial income/losses
from investment in securities ’. Interest on available-for-sale
securities calculated using the effective interest method is recognised
in the income statement. Dividends on shares classified as available-
for-sale are recognised in the income statement when the Group’s
right to receive dividends is established. The fair values of quoted
investments are based on current bid prices. If the market for a
financial asset is not active (and for unlisted securities), the Group
establishes fair value by using valuation techniques. These include
recent transactions on market terms, reference to other instruments
which are essentially the same and use of discounted cash flows and
options models.
The techniques used make maximum use of market and avoid
company-specific information as much as possible.
Investments are derecognised when the rights to receive cash flows
from the investments have expired or have been transferred and
the Group has transferred substantially all risks and rewards of
ownership.
Regular purchases and sales of investments are recognised on the
trade-date – the date on which the Group commits to purchase or sell
the asset. All financial assets that are not stated at fair value through
profit or loss are initially recognised at fair value plus transaction
costs.
At each balance sheet date the Group assesses whether there is
objective evidence that a financial asset or a group of financial assets
is impaired. In the case of shares classified as available for sale, a
significant or prolonged decline in the fair value of the security below
its cost is considered as an indicator that the securities are impaired.
If any such evidence exists for available-for-sale financial assets, the
cumulative loss – measured as the difference between the acquisition
cost and fair value, less any impairment loss on that financial asset
previously recognised through profit or loss – is removed from
equity and recognised in the income statement. Impairment losses
recognised in the income statement on shares and corresponding
equity instruments are not reversed through the income statement.
Impairment testing of trade receivables is described below.
III) FINANCIAL ASSETS/LIABILITIES AT FAIR VALUE IN-
CLUDED IN INCOME STATEMENT, INCLUDING DERIVATIVES
AND HEDGING
Financial equity classified as available-for-sale is recorded at fair
value, with changes in value included in income statement.
The Group applies hedge accounting under IAS 39 for long-term
foreign currency forward contracts entered into in connection with
physical future delivery contracts of fish to customers. Changes in
value of foreign currency forward contracts which meet the hedging
criteria are recorded in comprehensive income.
Short-term foreign currency forward contracts relating to the spot
market for fish are recognised at fair value through profit or loss.
Derivatives are initially recognised at fair value on the date a derivative
contract is entered into, and are subsequently stated at fair value on
an ongoing basis. Changes in the fair value of derivatives entered into
for hedging purposes against operating revenues are recognised in
revenues. Other currency and interest derivatives are posted net in the
income statement under “other financial income/ financial costs”.
With regard to financial price contracts relating to sale and purchase
agreements on Fish Pool, changes in unrealised gains and losses are
recognised as a value adjustment of biological assets, while the book
value is reported as a derivative in the balance sheet, carrying gross
value for purchase and sales contracts, respectively.
Assets/liabilities in this category are classified as current assets/
short-term debt when they are intended to be disposed of within 12
months, otherwise as non-current assets/liabilities.
INVENTORIES
Inventories are stated at the lower of cost and net realisable value.
Cost is determined using the first-in, first-out (FIFO) method. The net
realisable value is the estimated selling price, less processing and
selling expenses.
BIOLOGICAL ASSETS
The accounting treatment of live fish by companies applying IFRSs
is regulated by IAS 41 Agriculture. IAS 41 comprises a hierarchy
of methods for accounting measurement of biological assets. The
basic principle is that such assets shall be measured at fair value.
The model applied by the Group divides the fish into three weight
categories and assumes the following:
i) Fish on land (smolt) are recorded at accumulated cost. The best
estimate of fair value is considered to be the accumulated cost.
i) For fish in the sea up to 4.76 kg, a proportionate part of the
estimated profit is included in the estimated fair value.
ii) For fish in the sea with an average weight over 4.76 kg (fish ready
for harvesting), an estimated net sale price is established, assuming
harvesting and sale at the balance sheet date.
If the expected sale price is below the estimated cost, this will entail a
negative value adjustment of biological assets, which is 100% accrued.
The fair value of fish in the sea is estimated for individual localities.
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ANNUAL ACCOUNTS // GROUPWhen estimating the actual accumulated cost at the respective
seawater facility, direct costs (fish feed and similar) are allocated to
the locality. Indirect costs are distributed across localities through
a norm of distribution. In the event of an unusual mortality rate, the
production cost is subject to write-down. This only applies when the
mortality rate exceeds normal expectations. Financial costs are not
included in the costs of production.
The sale price for fish in the sea with an average weight exceeding
4.76 kg (fish ready for harvesting) is the forward price in Norway
based on harvesting and selling the fish on the balance sheet date.
The price of fish up to 4.76 kg is based on forward prices, adjusted for
the remaining growth period until expected harvest. With regard to
foreign countries, the most relevant price information available for the
expected harvesting period is applied. For fish in the sea up to 4.76
kg, the forward price in Norway is adjusted for historical differences in
achieved prices between Norway and Canada/the UK.
The price/net sales value is adjusted for quality differences (superior,
ordinary and prod.), weight size, and for logistics expenses and
sales commissions. Estimated harvesting expenses are deducted.
The volume is adjusted for gutting waste, as the price is measured
for gutted weight. Own, budgeted harvesting and freight costs are
applied***. Foreign currency forward contracts associated with the
date of harvesting are applied when translating the price into CAD and
GBP.
The change in the fair value of biological assets is recognised in
income. The value adjustment is presented on the separate line “Fair
value adjustment of biological assets”.
For physical delivery contracts for shipment to customers, only
losses on contracts are recorded. Values are calculated based on the
forward price from Fish Pool, in the same way as the calculation of
biological assets. For sales under contracts covering fish weighing
more than 4.76 kg, forward prices at the balance sheet date for the
first quarter have been applied. For sales under contracts covering
fish weighing less than 4.76 kg, a proportionate share is recognised,
equal to the principle applied for Fair value calculation of biological
assets. Forward prices from Fish Pool for the scheduled harvesting
time are applied. Changes arising from physical delivery contracts are
recognised as an adjusted to change of value adjustment of biological
assets***. The liability in the balance sheet is posted under other
current liabilities (see Note 7).
The Group applies an internal principle of impairment in the event
of extraordinary mortality. Such impairments are recorded as they
arise under costs of goods sold in the income statement. Information
on recorded fair value for extraordinary mortality is based on the
same principle as estimating value-adjusted biological assets. For
specification of annual extraordinary mortality, see Note 7.
INDUSTRY GROUP FOR AQUACULTURE
In autumn 2014, the Financial Supervisory Authority of Norway
(Finanstilsynet) initiated an evaluation project on specific areas of
financial reporting for aquaculture companies listed on the Oslo
Stock Exchange. The purpose of the project was to assess whether
the aquaculture industry practises uniform and consistent reporting
in accordance with IFRSs. Finanstilsynet published its final report on
its website (www.finanstilsynet.no) on 17 November 2015. As a result
of this review, the fish farming companies covered by the project
established an industry group for financial reporting, as a venue for
discussions and joint reporting improvements.
The Group has held several meetings, including in 2017, focusing in
particular on:
i) identifying possible disclosure improvements and accounting policy
applications to promote comparability, and
ii) developing a shared model for Fair value measurement of biomass.
In connection with the first item, the Group has identified some
areas for improvement, and some adjustments of notes disclosures
and presentation effective from fiscal year 2015. With regard to the
second item, the industry group has agreed on the main policies
for measuring fair value of biomass according to IAS 41, based on a
present value model.
The industry group intends to continue discussions in 2018, with
the aim of reaching additional agreements on various aspects of
the estimation method. The Group has implemented the decisions
previously made by the industry group.
The following companies participate in the industry group: Lerøy
Seafood Group ASA, Grieg Seafood ASA, Salmar ASA, P/F Bakkafrost,
NTS ASA, Cermaq Group AS, and Marine Harvest ASA.
TRADE RECEIVABLES
Trade payables are generated from trading of goods or services within
the ordinary operating cycle, and under normal terms of payment
are initially recognised at nominal value. Longer terms of payment
imply a subsequent measurement of net present value/discounting
of the trade payables. A provision for impairment of trade receivables
is established when there is objective indication that the Group
will not be able to collect all amounts due according to the original
terms of trade. Significant financial difficulties affecting the debtor,
the probability that the debtor will become insolvent or be subject
to financial reorganisation, and default or delinquency in payments
are considered indicators that the trade receivable is impaired. The
provision is the difference between nominal and recoverable amount,
which is the present value of estimated future cash flows, discounted
at the original effective interest rate. The amount of the provision is
recognised in the income statement under ‘other operating expenses’.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents include cash in hand, bank deposits,
other short-term highly liquid investments with original maturities of
three months or less. In the balance sheet, long-term credit facility is
included in short-term borrowings.
SHARE CAPITAL
Ordinary shares are classified as equity. Costs directly attributable to
the issue of new shares or options, net of tax, are shown in equity as a
deduction, net of tax, from the proceeds.
BORROWINGS
Borrowings are recognised initially at fair value when the funds
are received, net of transaction costs incurred. Borrowings are
subsequently stated at amortised cost applying the effective interest
method. Any difference between the proceeds (net of transaction
costs) and the redemption value is recognised in the income
statement over the period of the borrowings. Borrowings are
classified as current liabilities unless the Group has an unconditional
right to defer settlement of the liability for at least 12 months after the
balance sheet date.
DEFERRED TAX
Deferred tax is provided for in full at nominal values, using the
liability method, on temporary differences arising between the value
of assets and liabilities for tax and accounting purposes. Deferred
tax is determined using tax rates and laws that have been enacted or
substantially enacted by the balance sheet date and are expected to
apply when the related deferred tax asset is realised or the deferred
income liability is settled. Deferred tax assets are recognised to the
extent that it is probable that future taxable income will be available,
from which the temporary differences can be deducted. Deferred
tax is calculated on temporary differences arising on investments in
subsidiaries and associates, except where the timing of the reversal of
the temporary difference is controlled by the Group and it is probable
that the temporary difference will not be reversed in the foreseeable
future.
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ANNUAL ACCOUNTS // GROUPEMPLOYEE BENEFITS
PENSION OBLIGATIONS
The Company has paid premium to local, defined contribution based
schemes for all employees. The Company’s pension scheme is in
accordance with rules and regulations for mandatory occupational
pensions. The pension premium is charged through operations as
it arises in the profit and loss account. Employer’s social security
contributions are charged on the basis of the pension premium paid.
The Group companies Grieg Seafood Rogaland AS and Grieg Seafood
Finnmark AS have a contractual early retirement pension scheme
(AFP). The financial commitments associated with this scheme are
included in the Group’s pension expenses. The AFP early retirement
scheme follows the rules for public sector AFP, and both companies
are members of the LO/NHO scheme. The pension payment
calculations are based on standard assumptions relating to the
development of mortality and disability as well as other factors such
as age, years of service and remuneration. The premium is charged
through operations as it arises in the profit and lossaccount.
SHARE-BASED REMUNERATION
The Group operates a share-based management remuneration plan
with settlement in cash, where the individual employee is obliged
to buy shares proportionate to annual salary. The fair value of the
employee services received in exchange for the grant of the options
is recognised as an expense. The total amount to be charged over
the vesting period is calculated on the basis of the fair value of the
options granted, excluding the impact of any non-market vesting
conditions (for example, profitability and sales growth targets).
Non-market vesting conditions are included in assumptions about the
number of options that are expected to vest. At each balance sheet
date, the company revises its estimates of the number of options
that are expected to vest. It recognises the impact of the revision
relative to original estimates, if any, in the income statement, with a
corresponding adjustment to equity. The Black and Scholes option
pricing model is used for valuation. The company´s obligations
are posted under long-term commitments if the latest possible
redemption date exceeds one year into the future.
TRANSACTIONS UNDER JOINT CONTROL
On the purchase of entities under joint control the Group has chosen
to apply IFRS 3 as its accounting standard. The proceeds received
net of any directly attributable transaction costs are credited to share
capital (nominal value) and share premium when the options are
exercised.
TERMINATION BENEFITS
Termination benefits are payable when employment is terminated
by the Group before the normal retirement date, or whenever an
employee accepts voluntary redundancy in exchange for these
benefits. The Group recognises termination benefits when it is
demonstrably committed to either terminating the employment of
current employees according to a detailed formal plan without the
possibility of withdrawal, or providing termination benefits as a result
of an offer made to encourage voluntary redundancy.
PROFIT SHARING AND BONUS PLANS
The Group recognises a provision where it has a contractual obligation
or where there is a past practice that has created a constructive
obligation.
PROVISIONS
Provisions (e.g. environmental improvements, restructuring costs and
legal claims) are recognised when:
- the Group has a present legal or constructive obligation as a result
of past events;
- it is more likely than not that an outflow of resources will be required
to settle the obligation;
- the amount of the obligation can be reliably estimated.
Restructuring provisions comprise lease termination penalties and
employee termination payments. Provisions are not recognised for
future operating losses.
Where there is a number of similar obligations, the likelihood that an
outflow will be required in settlement is determined by considering
the class of obligations as a whole. A provision is recognised even if
the likelihood of an outflow with respect to any one item included in
the same class of obligations may be small. Provisions are measured
at the present value of the expenditures expected to be required to
settle the obligation, using a pre-tax discount rate that reflects the
current market situation and the risks specific to the obligation.
The increase in the provision due to the change in value because of
passage of time is posted as a financial expense.
REVENUE RECOGNITION
Revenue comprises the fair value of the consideration received or
receivable for the sale of goods and services. Revenue is shown net of
value-added tax, returns, rebates and discounts and after eliminating
intra-group sales. Revenue is recognised when it is reliably measured
and it is reasonably assured that the economical assets will be
transferred to the company, that is when a Group entity has delivered
products to the customer, the customer has accepted the products
and collectability of the related receivables and when the risks and
rewards have been transferred to the customer.
INTEREST INCOME
Interest income is recorded proportionately over time using the
effective interest method. When a receivable is impaired, the Group
reduces the carrying amount to its recoverable amount, being the
estimated future cash flow discounted at the original effective interest
rate. Interest income on impaired loans is recognised on the basis of
the amortised cost and the original effective interest rate.
DIVIDEND INCOME
Dividend income from investments under the cost method or
available-for-sale is recognised when the right to receive payment is
established. Dividend income from entities under the equity method
are not being recognised but recorded as a reduction in the carrying
value of the investment.
LEASES
FINANCE LEASINGS
Leases, or other arrangements as described in IFRIC 4, relating to
property, plant and equipment where the Group has substantially
all the risks and control, are classified as finance leasings. Finance
leasings are capitalised at the lease’s commencement at the lower
of the fair value of the leased property and the present value of the
aggregate minimum lease payments.
Each lease payment is allocated between an instalment element
and an interest element so as to achieve a constant interest rate
in the different periods on the outstanding lease obligation in the
balance sheet. The lease obligation, less interest costs, is classified
as other long-term debt. The interest expense is posted in the income
statement as a financial expense over the lease period so as to
achieve a constant interest expense on the outstanding obligation
in each period. The property, plant and equipment acquired under
finance leasings is depreciated over the shorter of the expected useful
life of the asset or the lease period.
OPERATING LEASES
Leases, or other arrangements as described in IFRIC 4, in which a
significant portion of the risks and rewards of ownership are retained
by the lessor, are classified as operating leases. Payments made
under operating leases (net of any financial incentives from the lessor)
are charged to the income statement on a straight-line basis over the
period of the lease.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 83
ANNUAL ACCOUNTS // GROUP
DIVIDENDS
CASH FLOW STATEMENT
Dividends payable to the Company’s shareholders are recognised as
a liability in the Group’s financial statements when the dividends are
approved by the AGM.
BORROWING COSTS
Borrowing costs incurred during the construction of operating assets
are capitalised during the period of time that is required to complete
and prepare the asset for its intended use. Other borrowing costs are
charged in the income statement.
CONTINGENT ASSETS AND LIABILITIES
Contingent liabilities are defined as:
(i) possible obligations resulting from past events whose existence
depends on future events;
(ii) obligations that are not recognised because it is not probable that
they will lead to an outflow of resources entailing financial benefits out
of the company
(iii) obligations that cannot be measured with sufficient reliability.
Contingent liabilities are not recognised in the annual financial
statements apart from contingent liabilities which are acquired
through the acquisition of an entity. Significant contingent liabilities
are disclosed, with the exception of contingent liabilities where the
probability of the liability occurring is remote.
Contingent liabilities acquired through the purchase of operations
are recognised at fair value even if the liability is not probable. The
assessment of probability and fair value is subject to constant review.
Changes in the fair value are recognised in the income statement.
A contingent asset is not recognised in the financial statements, but is
disclosed if it is likely that a benefit will accrue to the Group.
The Group’s cash flow statement shows the overall cash flow broken
down into operating, investing and financing activities by using the
indirect method. The cash flow statement illustrates the effect of the
various activities on cash and cash equivalents. Cash flows resulting
from the disposal of operations are presented under investing activities.
According to IAS 7, the Disclosure Initiative, an overview of changes in
the Group's liabilities has been prepared. This includes changes due to
cash flow (eg. utilisation and repayments of loans) and changes without
cash flow effect such as acquisitions, sales, calculated interest rate and
unrealised currency translation differences.
Changes in financial assets are included in the disclosure information
if cash flows were, or will be, included in cash flow from financing
activities. This may be the case for instance for assets pledged as
security for finance liabilities. Changes in financial assets shall be
included in the disclosure information if cash flows were, or will be,
included in cash flow from financing activities. This may, for example,
be the case for assets pledged as security for finance liabilities.
Implementation has been completed starting with the income
statement for 2017.
EARNINGS PER SHARES
Earnings per share are calculated by dividing the profit for the year
allocated to the company’s shareholders by a weighted average of the
number of issued ordinary shares during the year. Diluted earnings
per share are calculated by adjusting the weighted average number
of ordinary shares outstanding to assume conversion of all dilutive
potential ordinary shares.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 84
ANNUAL ACCOUNTS // GROUPNOTE 3
FINANSIELL RISIKOSTYRING
CAPITAL MANAGEMENT
The Group aims to ensure sufficient access to capital to enable the business to develop in accordance with adopted strategies and thus continue to
be one of the leading players in the sector. Historically, the industry has always been vulnerable to price fluctuations in the market. For this reason,
accounting results may fluctuate considerably from year to year. Consequently, the Group also strives to ensure that the business maintains an
appropriate level of free liquidity.
The Group aims to provide a competitive return on invested capital to shareholders, by distributing dividends and increasing the share price. The
Board aims to achieve an average long-term dividend corresponding to 25–30% of the Company's profit after tax, allowing for the effects of Fair
value adjustments of biomass on profits. However, all dividends must be assessed in the light of what is deemed to be a healthy and optimal level of
equity.
At 31. December 2017, the Group had interest-bearing debt including finance leases and factoring of MNOK 2 055, see Note 10. Funding mainly
takes the form of bank loans. The level of debt and alternative forms of funding are subject to constant evaluation.
FINANCIAL RISK FACTORS
The Group is exposed to a number of financial risks; market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity
risk. The Group’s overall risk management programme focuses on the volatility of the financial markets and seeks to minimise potential adverse
effects on the Group’s financial performance. The Group uses financial derivatives to reduce certain risks.
The Group identifies, evaluates and hedges financial risks in close cooperation with the Group’s operational units. The Board has established
written principles for the management of foreign exchange risk, interest rate risk and use of the Group´s financial instruments.
MARKET RISK
(i) Foreign exchange risk
The Group operates internationally and is exposed to foreign exchange risk from various currency exposures, primarily CAD, USD, GBP and EUR.
Foreign exchange risk arises from future commercial transactions, recognised assets, and liabilities and net investments in foreign operations. The
Group enters into foreign currency forward contracts to manage this risk.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 85
ANNUAL ACCOUNTS // GROUPAmounts in NOK x 1 000
Currency in NOK x 1 000
2017
NOK
USD
EUR
GBP
CAD
JPY
Annen
valuta
Total
Trade receivables
Trade payables
115 394
145 851
313 002
155 651
6 524
18 989
5 995
761 407
427 251
1 327
10 297
77 026
66 421
-
3 055
585 378
Currency in NOK x 1 000
2016
NOK
USD
EUR
GBP
CAD
JPY
Other
currency
Total
Trade receivables
Trade payables
86 289
171 796
353 776
136 028
6 259
37 330
9 113
800 591
378 525
2 648
9 444
51 300
48 847
-
2 770
493 534
Currency statement net
interest-bearing debt
Cash and cash equivalents
Long-term interest-bearing
debt*
2017
NOK
USD
EUR
GBP
CAD
JPY
Other
currency
Total
-259 213
-70 775
-6 325
401 404
201 645
1 451
3 528
271 715
1 599 795
54 555
238 431
143 019
-
14 391
4 909
2 055 100
Net interest-bearing debt
1 859 008
125 329
244 756
-258 384
-201 645
12 940
1 381
1 783 386
*Overview of interest-bearing debt, see Note 10
Currency statement net
interest-bearing debt
Cash and cash equivalents
Long-term interest-bearing
debt*
2016
NOK
USD
EUR
GBP
CAD
JPY
Other
currency
Total
3 459
-53 390
-2 140
352 771
203 226
-409
95
503 613
1 408 282
58 222
273 907
133 493
-
22 188
7 501
1 903 594
Net interest-bearing debt
1 404 823
111 613
276 047
-219 277
-203 226
22 597
7 406
1 399 981
* Overview of interest-bearing debt, see Note 10
The Group has investments in foreign subsidiaries whose net assets are exposed to foreign currency translation risk. Currency exposure arising
from the net assets of the Group’s foreign operations was previously primarily managed through borrowings denominated in the relevant foreign
currencies.
The Group´s bank loans are denominated in NOK in order to protect financial frameworks from the effects of currency fluctuations due to the fact
that all of the syndicated bank loans are measured in NOK.
The parent company extends short and long-term loans to the subsidiaries denominated in these companies’ functional currency. All long-term
loans are considered to be equity in these companies, as they will not be repaid. The currency effect of loans is recognised under "currency effect of
net investments" in consolidated comprehensive income. The numerical effects for 2017 and 2016 are presented below.
Amounts in NOK x 1 000
The currency effect of the net investments of subsidiaries is as follows:
Currency effect
Tax effect (24%)
Net effect recognised in equity
SENSITIVITY ANALYSIS
2017
22 333
−5 360
16 973
2016
−90 228
21 655
−68 573
A 10% appreciation of NOK against USD, CAD, GBP and EUR at the balance sheet date would be expected to have the following effects on net
interest-bearing debt (in NOK x 1 000).
10% appreciation against
Net effect on net interest-bearing debt
A 10% depreciation in NOK would have the reverse effect.
10% appreciation against
Monetary items - net effect on profit after tax (24%)
A 10% depreciation in NOK would have the reverse effect
USD
EUR
−12 533
−24 476
GBP
25 838
CAD
20 165
USD
5 383
EUR
481
GBP
CAD
−30 507
−15 325
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 86
ANNUAL ACCOUNTS // GROUP
USD
USD
EUR
GBP
JPY
CHF
NOK
NOK
Total
USD
EUR
GBP
JPY
SEK
CHF
NOK
NOK
Total
FORWARD CURRENCY CONTRACTS
Hedge accounting has been applied to foreign currency forward contracts relating to long-term physical supply contracts. The effect on profit is
recorded in comprehensive income. Short-term forward currency contracts are not subject to hedge accounting. Value changes in short-term
forward contracts therefore affect profit or loss, as these contracts are recognised at fair value through profit or loss, see accounting policies
(Note 2).
Forward currency contracts at fair value through profit or loss as at 31.12.2017:
Sold
Amount
Bought
Amount
4 625
5 613
CAD
5 912
NOK
46 558
13 084
NOK
128 039
Weighted
hedging rate
1.2782
8.2942
9.7856
1 905
NOK
20 429
10.7251
157 323
NOK
11 712
13
NOK
113
61 580
DKK
50 440
0.0744
8.4105
1.2209
9 496
GBP
852
11.1410
Market rate
Maturity interval *)
Market value in NOK
x 1 000 at 31.12.2017
1.2543
8.2050
9.8403
11.0910
0.0729
8.4091
1.3218
11.0910
05.01.2018 - 02.02.2018
02.01.2018 - 01.02.2018
02.01.2018 - 02.02.2018
03.01.2018 - 12.01.2018
04.01.2018 - 02.02.2018
01.16.2018
31.01.2018 - 31.07.2018
03.01.2018 - 12.01.2018
741
518
-758
-697
241
-0
4 578
-46
4 577
*) Maturity specified as an interval for multiple contracts
Hedging contracts through comprehensive income at fair value as at 31.12.2017
Sold
Amount
Bought
Amount
Weighted
hedging rate
Market rate
Maturity interval *)
Market value in NOK
x 1 000 at 31.12.2017
1 794
4 317
NOK
14 705
NOK
41 949
8.1978
9.7172
40 281
NOK
428 146
10.6290
107 829
250
13
1 324
4 703
NOK
NOK
NOK
DKK
GBP
8 143
249
113
1 000
437
0.0755
0.9978
8.4016
1.3240
8.2050
9.8403
11.0910
0.0729
0.9996
8.4091
1.3218
23.01.2018 - 09.02.2018
03.01.2018 - 09.02.2018
-0
-376
17.01.2018 - 09.01.2019
-18 813
19.01.2018 - 13.04.2018
01.03.2018
01.03.2018
01.03.2018
275
-0
-0
-2
148
−18 769
10.7599
11.0910
17.01.2018 - 27.09.2018
*) Maturity specified as an interval for multiple contracts.
Forward currency contracts at fair value through profit or loss as at 31.12.2016:
Sold
Amount
Bought
Amount
Weighted
hedging rate
Market rate
Maturity interval *)
Market value in NOK
x 1 000 at 31.12.2016
3 920
7 582
CAD
5 224
NOK
65 132
12 348
NOK 113 333
1.3300
8.5908
9.1782
993
262 435
564
11
NOK
NOK
NOK
NOK
11 026
11.1078
19 658
523
96
0.0749
0.9272
8.4857
1.3400
8.6200
9.0863
10.6126
0.0736
0.9512
8.4610
USD
USD
EUR
GBP
JPY
SEK
CHF
Total
04.01.17 - 27.01.17
03.01.17 - 27.01.17
02.01.17 - 30.01.17
04.01.17 - 20.01.17
04.01.17 - 27.01.17
05.01.17 - 09.01.17
06.01.17
-288
-236
1 059
501
309
-14
0
1 332
Hedging contracts through comprehensive income at fair value as at 31.12.2016
Sold
Amount
Bought
Amount
Weighted
hedging rate
Market rate
Maturity interval *)
Market value in NOK
x 1 000 at 31.12.2016
3 164
NOK
27 192
74 147
NOK 687 093
8.5937
9.2666
55 415
NOK 588 232
10.6150
459 896
4
NOK
NOK
36 094
36
0.0785
8.4644
8.6200
9.0863
10.6126
0.0736
8.4610
03.01.17-10.01.18
17.01.17-06.02.17
11.01.17-12.01.18
18.01.17-03.02.17
11.01.2017
USD
EUR
GBP
JPY
CHF
Total
*) Maturity specified as interval for multiple contracts.
-64
5 873
-1 736
1 980
-0
6 052
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 87
ANNUAL ACCOUNTS // GROUP(ii) Interest rate risk
Since the Group has no significant interest-bearing assets apart from bank deposits, its income and operating cash flows are largely independent
of changes in market interest rates. The Group’s interest rate risk arises from borrowings. Borrowings at variable rates expose the Group to cash
flow interest rate risk. Fixed-interest contracts are used to reduce this risk. The Group continuously monitors its interest rate exposure. The Group
calculates the impact on profit and loss of a defined interest rate change. The same change in the interest rate is used for all currencies in each
simulation. The scenarios are only run for liabilities that represent major interest-bearing positions.
Sensitivity calculations show the following expected values: If the interest rate had been 1% higher (lower) throughout the year, all other factors
remaining unchanged, the pre-tax profit would have decreased (increased) by MNOK 15.9 in 2017 and MNOK 17.1 in 2016 due to the floating rate
of interest on loans and deposits. The sensitivity analysis is based on average net interest-bearing debt during 2017 and 2016, irrespective of
concluded interest rate swap agreements.
Amounts in NOK x 1 000
Effect on profit before income tax
Increase/reduction in interest
rate points
-/+ 1%
2017
-/+ 15 934
2016
-/+ 17 126
INTEREST RATE SWAP AGREEMENTS
The purpose of the Group’s risk management activities is to establish an overview of the financial risk that exists at any given time and to provide
more time to adapt to relevant developments. To this end, the Group has chosen to employ interest rate swap agreements to establish greater
stability for the Group’s variable-rate loan interest expenses. The Group has decided that at any given time a certain percentage of its variable-
rate interest-bearing debt should be hedged using interest rate swap agreements. A given proportion will always be at a floating rate, while
the remainder will be subject to potential hedging. This situation is constantly reviewed in light of the market situation. The interest rate swap
agreements have a horizon of four years. The Company constantly evaluates whether these periods should be rolled over.
2017
Agreement
Fixed rate paid - floating rate received
Fixed rate paid - floating rate received
Total
Principal
Fixed rate (%)
Basis of floating
rate
400 000
260 000
1.69
1.28
Nibor 3 months
Nibor 3 months
Maturity
03.27.2019
10.20.2021
Market value
(NOK x 1 000)
−3 965
−106
-4 071
Interest rate swap contracts assessed at market value excl. accrued interest.
2016
Agreement
Principal
Fixed rate (%)
Basis of floating
rate
Maturity
Market value
(NOK x 1 000)
Fixed rate paid - floating rate received
400 000
1.69
Nibor 3 months
03.27.2019
Total
Interest rate swap contracts are assessed at market value excl. accrued interest.
−5 268
−5 268
Hedge accounting under IAS 39 is not applied to interest rate swap agreements. Changes in value of interest rate swap agreements are recognised
as fair value changes through profit or loss, see description in accounting policies (Note 2).
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 88
ANNUAL ACCOUNTS // GROUP
III) PRICE RISK
Financial salmon price contracts allow the buyer and seller to agree prices and volumes for future delivery. As of 2018, 21% of the estimated
harvesting weight in Rogaland and Finnmark was hedged under fixed-price contracts. The corresponding proportion for 2017 was 22.4%. In the
UK, 19% of the estimated harvesting volume was hedged under fixed-price contracts, compared with 7.9% in 2017. The financial contracts are
presented gross in the balance sheet with changes in value recognised through profit/loss as part of the Fair value adjustment of biological assets.
As biological assets are recognised at fair value, the expected costs to meet contract terms will be included in the Fair value adjustment. The Group
entered into financial pricing contracts for 2017 totalling TNOK 42 914, of which sales contracts amounted to TNOK 42,683 and purchase contracts
to TNOK 231.
In 2017, the Group had no financial price contracts or physical delivery contracts that would give a loss at year end.
FAIR VALUE, FINANCIAL ASSETS:
The carrying value of derivatives and other financial instruments as at 31. December is displayed below (NOK x 1 000). The carrying value equals
fair value. Positive values are classified as an asset, while negative values are classified as a liability in the balance sheet.
Forward currency contracts at fair value through profit or loss
Forward currency hedging contracts at fair value through
comprehensive income
Interest rate swap agreements
Financial salmon contracts - purchase contracts
Financial salmon contracts - sales contracts
Sum financial instruments at fair value
CREDIT RISK
2017
2016
Assets
5 319
0
0
231
42 683
48 232
Short-term
liabilities
−742
−18 769
−4 071
0
0
−23 581
Assets
1 332
6 052
0
41 610
0
48 994
Short-term
liabilities
0
0
−5 268
0
−18 723
−23 990
Credit risk is managed at Group level. Credit risk arises from transactions involving derivatives and deposits in banks and financial institutions, as
well as from transactions with customers, including trade receivables and fixed contracts. The Group has procedures to ensure that products are
only sold to customers with satisfactory creditworthiness. The Company normally sells to new customers solely against presentation of a letter
of credit or against advance payment. Credit insurance is used when deemed necessary. For customers who have a reliable track record with the
Group, sales up to certain previously agreed levels are permitted without any security. Factoring agreements have been concluded with Ocean
Quality AS and Ocean Quality UK Ltd. regarding trade receivables. See further information in Note 10.
All fish produced in the Group is sold to Ocean Quality Group, which in turn sells to external customers. The Ocean Quality Group secures the bulk
of its sales through credit insurance and bank guarantees.
The book value of financial assets represents the maximum credit exposure. The maximum credit risk exposure as at 31.12. was as follows:
Amounts in NOK x 1 000
Trade receivables
Other receivables
Cash and cash equivalents
Total
Ageing profile of trade receivables
Not due
Due
- 0-3 months
- more than 3 months
- more than 1 year
Total nominal value of trade receivables
Change in provision for bad debts
01.01.
Change in provision
31.12.
Note
20
21
19
2017
761 407
198 527
271 715
2016
800 591
163 246
503 612
1 231 648
1 467 448
2017
506 843
254 564
234 190
16 743
3 631
2016
508 688
291 902
288 529
1 645
1 729
761 407
800 591
2017
8 378
2 990
11 368
2016
4 979
3 399
8 378
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 89
ANNUAL ACCOUNTS // GROUP
P
A
R
T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
R
T
2
0
1
7
/
/
P
A
G
E
9
0
LIQUIDITY RISK
The Group adopts a prudent approach to liquidity risk management, which includes maintaining sufficient cash and marketable securities, securing funding through sufficient credit facilities and maintaining
the ability to close market positions when considered appropriate.
Due to the dynamic underlying nature of the business, the Group aims to secure flexibility through available credit lines. The Group maintains a financing agreement through a 50/50 syndicate with DNB
and Nordea, which consists of a total credit framework of MNOK 1 685, including a long-term credit facility of MNOK 700. For further information about non-current liabilities, see Note 10, and Note 27 on
renegotiation of the new credit framework.
Management monitors the Group’s liquidity reserve, which comprises credit facilities (see Note 10) and cash and cash equivalents (Note 19), based on expected cash flows. This is generally carried out at Group
level in cooperation with the operating companies.
The following table shows a breakdown of the Group’s non-derivative financial liabilities, classified by maturity structure. The amounts in the table are undiscounted contractual cash flows. Note 10 shows the
payment profile for the Group’s non-current liabilities.
31.12.2017
< 3
months
3 months -
1 year
1-2 years
2-3 years
3-4 years
4-5 years
5-6 years
6-7 years
7-8 years
8-9 years
9-10 years
Long-term loan instalments
22 500
67 500
895 000
Loan interest - floating
5 348
15 432
8 277
Long-term credit facility
-
-
300 000
Interest long-term credit facility
1 403
4 287
2 853
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
More than
10 years
-
-
-
-
Total
985 000
29 056
300 000
8 543
Finance leases
15 730
42 622
48 685
34 867
28 208
22 215
19 276
13 904
10 378
8 389
6 107
9 871
260 251
Interest finance leases
1 927
5 087
5 317
4 024
2 993
2 220
1 560
1 118
792
529
321
169
26 057
Trade payables
Export credits
585 378
-
-
8 873
Factoring commitments
500 976
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
585 378
8 873
500 976
Total commitments
1 133 262
143 800
1 260 132
38 891
31 200
24 435
20 836
15 022
11 169
8 918
6 428
10 041
2 704 135
31.12.2016
< 3
months
3 months -
1 year
1-2 years
2-3 years
3-4 years
4-5 years
5-6 years
6-7 years
7-8 years
8-9 years
9-10 years
Long-term loan instalments
22 500
67 500
90 000
895 000
Loan interest - floating
6 593
19 357
23 869
8 447
Long-term credit facility
Short-term loan interest -
floating
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
More than
10 years
-
-
-
-
Total
1 075 000
58 267
-
-
Finance leases
17 471
50 230
57 071
47 427
33 929
27 264
21 267
18 305
12 908
9 355
7 344
14 996
317 568
Interest finance leases
2 489
6 603
7 060
5 375
4 086
3 050
2 266
1 606
1 165
848
610
752
35 911
Trade payables
Export credits
493 440
55
-
8 490
Factoring commitments
502 536
-
6
-
-
33
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
493 534
8 490
502 536
Total commitments
1 045 029
152 235
178 007
956 282
38 015
30 314
23 533
19 911
14 074
10 203
7 954
15 748
2 491 305
Available liquidity, available drawdowns on the credit facility, as well as positive cash flows from operations, are deemed to be sufficient to cover current and long-term liabilities.
ANNUAL ACCOUNTS // GROUP
FAIR VALUE ESTIMATION
(I) FINANCIAL INSTRUMENTS
The fair value of financial instruments that are not traded in an active market is determined using valuation techniques (see Note 12). The Group
uses different methods and makes assumptions based on market conditions at each balance sheet date. The fair value of forward foreign exchange
contracts is determined using quoted forward exchange rates at the balance sheet date. The fair value of financial salmon contracts is determined
using forward prices from Fish Pool.
(II) TRADE RECEIVABLE AND TRADE PAYABLES
The nominal value less write-downs for realised losses on trade receivables and trade payables is assumed to correspond to the fair value of these
items. The fair value of financial liabilities is assumed to approximate to the book value, as virtually all these items are exposed to floating interest
rates.
(III) BIOLOGICAL INVENTORIES
Fish in the sea are measured at estimated fair value. Consequently, the value of biological inventories is likely to vary more than the value of
inventories based on cost. Fair value varies due to a number of reasons, including volatility in pricing of Atlantic salmon and factors relating to
production, unpredictability of biological production, changes in harvesting schedules, and changes in the composition of inventories.
A sensitivity analysis of the impact of prices of salmon on the Group’s profit after tax as at 31 December 2017 and 31 December 2016 is shown
below (NOK x 1 000).
31.12.2017
Price reduction per kg
Reduced profit after tax
Price increase per kg
Increased profit after tax
31.12.2016
Price reduction per kg
Reduced profit after tax
Price increase per kg
Increased profit after tax
NOK 1
−34 808
NOK 1
34 808
NOK 1
−21 838
NOK 1
21 838
NOK 2
−69 598
NOK 2
69 598
NOK 2
−43 694
NOK 2
43 694
A sensitivity analysis of the full volume of Atlantic salmon as at 31. December 2016 shows the following impact on profit after tax (NOK x 1000):
31.12.2017
INCREASED VOLUME IN KGS BIOMASS
Increased profit after tax
REDUCED VOLUME IN KGS BIOMASS
Reduced profit after tax
31.12.2016
INCREASED VOLUME IN KGS BIOMASS
Increased profit after tax
REDUCED VOLUME IN KGS BIOMASS
Reduced profit after tax
.
+ 10 %
139 532
- 10 %
-93 899
+ 10 %
151 681
- 10 %
−158 679
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 91
ANNUAL ACCOUNTS // GROUPNOTE 4
CRITICAL ACCOUNTING ESTIMATES
AND JUDGEMENTS
CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS
Management is required to make estimates and assumptions concerning the future, which affect which accounting policies are to be used and
reported amounts for assets, liabilities and contingent liabilities in the balance sheet, as well as income and expenses for the accounting year.
Estimates and underlying assumptions are continuously evaluated and are based on historical experience and other factors, including expectations
of future events that are believed to be probable under the present circumstances. The final outcomes may deviate from these estimates. Changes
in accounting estimates are recognised in the period in which the estimates are changed.
The Group is involved in claims and complaints related to the sale of goods on a continuous basis. As of year-end there were no material ongoing
issues.
ESTIMATED IMPAIRMENT OF GOODWILL, LICENCES AND PROPERTY, PLANT AND EQUIPMENT
The Group tests whether goodwill and licences have suffered any impairment on an annual basis, in accordance with the accounting policy stated
in Note 2. The recoverable amounts of cash-generating units are determined based on value-in-use calculations. These calculations require the
use of estimates of future cash flows from the cash-generating unit, and the application of a discount rate in order to calculate the present value of
future cash flows. Expectations of future cash flows will vary over time. Changes in market conditions and expected cash flows can result in losses
due to future value decreases. The value of long-term growth in demand, changes in the competitive situation, the strength of the production stage
in the value chain and thus also expectations of the long-term profit margin are also of significance. The different parameters could variously affect
the value of the licences over time. Any change in these critical assumptions will entail related write-downs, or the reversal of write-downs of the
value of licences in accordance with the accounting policies described in Note 2. Please also refer to Note 8 for further comments on tests relating
to value impairment.
BIOLOGICAL ASSETS
Estimation of the fair value of biological assets is exposed to several uncertainties, including relating to future prices, harvesting periods, gutted
weight and remaining production costs. Salmon sale prices are extremely volatile. All these factors can impact the calculation of fair values. The
sales price is based on forward prices and/or the most relevant pricing information available for the period in which the fish is expected to be
harvested. Changes in price assumptions have the greatest impact on the estimate of fair value. Please refer to Note 3 for a a sensitivity analysis of
the applied price assumptions. The planned point of harvesting is assumed to be 4.76 kgs; however, significant estimation uncertainty attaches to
the estimated growth rate. Budgeted production costs include provisions for estimated feed prices, costs of treatment of lice and other emergency
costs to prevent biological accidents. Here, estimations are affected by uncertainty regarding the number of lice treatments to be carried out, the
sea temperature and other conditions affecting growth and costs. Please refer to Note 2 Accounting policies and Note 7 for further information on
estimation and calculation of fish values.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 92
ANNUAL ACCOUNTS // GROUPNOTE 5
INVESTMENTS IN ASSOCIATES
Associates that are closely related to the Group's operations and included in the Group´s value chain are classified on a separate line in the EBIT
when the relevant associates operate in the same position in the value chain as the Group.
In 2017, the Group invested MNOK 10 in Tytlandsvik Aqua AS to acquire 16.67% of the company's shares. The remaining shareholdings are held
by Bremnes Seashore AS (16.67%) and Vest Havbruk AS (66.67%). Tytlandsvik Aqua AS has a mandate to secure increased and improved access
to post smolt for the Group. As at 31 December 2017, the facility had not been completed. During 2018, the Group and Bremnes Seashore AS plan
to increase their shareholdings through a share issue to procure similar shareholdings for the three owners of Tytlandsvik Aqua AS. The parties
have agreed to grant Grieg Seafood and Bremnes Seashore organisational rights similar to rights for holding one-third of the shares from the
time of the first instalment of MNOK 10 in 2017, including the right to appoint board members as well as the right to vote at the AGM. As a result
of this arrangement, the Group has included a proportion of profit in the statement of comprehensive income, even though the shareholding at 31
December 2017 was still 16.67%. According to the agreement, the Group has a right and obligation to buy the remaining shares in 2018, split into
three transactions of MNOK 10, totalling MNOK 30. The recognised share of profits corresponds to the nominal shareholding (16.67%) during the
shareholding period of 2017. The investment in Tytlandsvik Aqua AS is classified on a separate line in the balance sheet, and the share of profit is
included in EBIT.
In Q1 2016, all the Group's shares in Salten Stamfisk AS were sold. The profit on the sale is recognised on a separate line after EBIT. In December
2016, the share capital of Finnmark Brønnbåtrederi AS was written down by the Group´s share and fully repaid. The share of profit/loss in 2016
covers the period January to May, when the agreement to leave Finnmark Brønnbåtrederi AS was implemented.
2017
Equity interest at
31.12.2017
Book value at
01.01.2017
Share of the
result for the
year
Changes in
period, repaid
capital
Book value at
31.12.2017
ASSOCIATES CLASSIFIED AS OPERATIONS
Tytlandsvik Aqua AS
16.67%
Total associates classified as operations
-
-
-550
-550
10 000
10 000
9 450
9 450
The share issue and shareholder agreement were signed on 1 June 2017. Value added relating to the investment has been allocated to hatcheries
under construction, based on provisional accounting figures from Tytlandsvik Aqua as at 31 December 2017.
Tytlandsvik Aqua AS
Time of
investment
01.06.2017
Equity interest
Value added to
project hatchery
16.67 %
7 050
Value added will be written down when the facility is completed and commissioned.
ASSOCIATES CLASSIFIED ON A SEPARATE LINE AFTER EBIT
Total associates classified on a separate
line after EBIT
Total investments in associates
-
-
-
-
-
-550
10 000
9 450
Tytlandsvik Aqua AS has the same financial year as the Group. The following table displays abridged, provisional financial information as at 31
December 2017 (100%).
Per 31.12.2017
Tytlandsvik Aqua AS
Total assets
Total liabilities
Total equity
Operating
income
Pre-tax profit/
loss
20 730
4 893
15 837
90
-5 154
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 93
ANNUAL ACCOUNTS // GROUP
2016
Equity
interest at
01.01.2016
Book value at
01.01.2016
Share of the
result for the
year
Changes in
period, repaid
capital and
sale
Book value at
31.12.2016
ASSOCIATES CLASSIFIED AS OPERATIONS
Finnmark Brønnbåtrederi AS
49.9 %
Total associates classified as operations
15 024
15 024
569
569
-15 593
-15 593
ASSOCIATES CLASSIFIED ON A SEPARATE LINE AFTER EBIT
Salten Stamfisk AS
34.0 %
10 922
1 161
-12 083
Total associates classified on a separate
line after EBIT
10 922
1 161
-12 083
Total investments in associates
25 947
1 730
-27 676
-
-
-
-
-
Sale of shares/repaid share capital in
associates
Repaid share capital
Proceeds net of expenses
Book value on sales date
Book profit
Finnmark
Brønnbåtrederi
AS
Salten Stamfisk
AS
Total 2017
0
0
0
0
15 593
0
−15 593
0
0
24 000
−11 917
12 083
total 2016
15 593
24 000
−27 510
12 083
In 2016, the book profit for Salten Stamfisk was recognised under the item share of profit from associates.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 94
ANNUAL ACCOUNTS // GROUP
NOTE 6
SEGMENT INFORMATION
The operating segments are identified on the basis of the reports which Group management (the chief decision-maker) uses to assess
performance and profitability at a strategic level. Group management assesses business activities from a geographical perspective, based on the
location of assets.
The Group has only one production segment: Production of farmed salmon. Geographically, management assesses the results of production in
Rogaland - Norway, Finnmark - Norway, BC - Canada and Shetland - UK.
Group management evaluates the results from the segments based on EBIT before value adjustments of biological assets. The method of
measurement excludes the effect of non-recurring costs, such as restructuring costs, legal costs on acquisition and amortisation of goodwill and
intangible assets when amortisation is attributable to an isolated event which is not expected to recur. The measurement method also excludes the
effect of cash-settled share options, as well as unrealised gains and losses on financial instruments.
The Group’s customers are divided into different geographical markets. All sales from Norway, the UK and Canada go through the sales company
Ocean Quality AS, which is also partly owned by Bremnes Fryseri AS. Grieg Seafood ASA owns 60% of Ocean Quality AS (see Note 1 for further
information). Norway therefore shows the aggregate figures for the Norwegian market. Ocean Quality is fully consolidated and is part of the
associated segment.
Geographical
market
EU
UK
USA
Canada
Russia
Asia
UK
Norway
159 250
3 392 639
618 748
505 358
BC
0
0
61 880
2 583
546 586
0
0
132 227
76 795
0
0
21 789
1 191 298
43 234
Other markets
7 743
257 064
263
Total
869 410
5 481 169
666 878
Sales revenue 2017
Sales revenue 2016
3 551 889
1 124 107
611 049
209 022
0
1 256 321
265 069
7 017 456
51%
16%
9%
3%
0%
18%
4%
100%
3 550 115
761 076
768 902
86 364
1
1 163 850
214 881
54%
12%
12%
1%
0%
18%
3%
6 545 187
100%
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 95
ANNUAL ACCOUNTS // GROUPSegment information reported to Group management for the reporting segments:
Geographical segments
Sales revenue
Other income **)
Other gains/losses **)
Share of results from associates
Norway
Rogaland
Norway
Finmark
Canada
BC
UK
Others/ eliminations *)
Grieg Seafood Group
Shetland
2017
2016
2017
2016
2017
2016
2017
2016
2017
2016
2017
2016
1 150 166
1 140 398
1 265 156
1 244 255
580 293
611 223
745 934
859 815
3 275 907
2 689 496
7 017 456
6 545 187
11 643
5 923
6 718
586
−550
0
21 791
262
0
22 797
1 477
14 636
0
−24
0
4 215
−356
0
3 431
2 308
0
8 571
2 685
0
−21
−487
−4 646
13 580
0
−35 858
21 771
−1 514
−550
41 019
17 386
569
Operating costs before depreciation and amortisation
−731 218
−668 302
−845 442
−771 718
−425 686
−511 319
−634 209
−646 899
−3 295 075
−2 664 261
−5 931 630
−5 262 499
EBITDA before Fair value adjustment biological assets
430 627
499 810
426 694
511 447
154 583
103 763
117 464
224 172
−23 835
2 470
1 105 533
1 341 662
Depreciation, amortisation, and reversals
−37 563
−33 054
−74 758
−64 316
−34 421
−23 237
−48 808
−47 614
−5 583
−5 695
−201 133
−173 916
EBIT before Fair value adjustment of biological assets
393 064
466 756
351 935
447 131
120 162
80 526
68 657
176 558
−29 418
−3 225
904 400
1 167 745
Harvesting volume (ton GWT)
18 111
18 367
22 831
22 104
21,7
25,4
15,4
20,2
9 600
12,5
10 715
12 056
13 541
7,5
5,7
13,0
62 598
64 726
14,4
18,0
1 616 948
1 792 509
2 068 196
2 073 036
1 283 521
889 655
1 253 714
1 307 903
930 236
704 935
7 152 615
6 768 038
1 616 948
1 792 509
2 068 196
2 073 036
1 283 521
889 655
1 253 714
1 307 903
930 236
704 935
7 152 615
6 768 038
511 473
586 661
767 531
779 462
797 428
569 423
931 516
931 334
796 762
694 207
3 804 710
3 561 087
511 473
586 661
767 531
779 462
797 428
569 423
931 516
931 334
796 762
694 207
3 804 710
3 561 087
EBIT FOR THE GROUP
2017
2016
EBIT before Fair value adjustment of biological assets
Fair value adjustment of biological assets (Note 7)
EBIT after Fair value adjustment of biological assets
Share of result from associates (Note 5)
Net financial items (note 23)
Profit before tax
Estimated taxes
Profit of the year
904 400
−91 463
812 937
0
−14 457
798 480
−197 581
600 899
1 167 745
515 741
1 683 486
12 083
−134 734
1 560 836
−338 505
1 222 332
*) Others/ eliminations
A proportion of non-controlling interests (Bremnes Fryseri AS) is reported with ownership
expenses and other posts as an elimination. A proportion of sales revenue and other operational
expenses from non-controlling interests is eliminated on subordinated account lines in the
column "Others/eliminations". Sales revenue from sales for Bremnes Fryseri AS amount to appr.
MNOK 2 421, while other operational expenses including cost of goods sold amounts to appr
MNOK 2 391.
Other items comprise the profit/loss from activities conducted by the parent company or other
Group companies not geared for production. Internal transactions between the subsidiary and
the parent company, as well as other posts relating to the parent company, are eliminated.
**) Other income/gains/losses
Other gains/losses include sales of shares and operating equipment, as well as foreign currency
forward contracts recognised at fair value through profit or loss. Please refer to Note 5 for
information on gains on sales of shares.
Other income mainly relates to the settlement of insurance and other services not directly
related to production.
P
A
R
T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
R
T
2
0
1
7
/
/
P
A
G
E
9
6
EBIT/kg (NOK)
Assets
Total assets
Liabilities
Total liabilities
ANNUAL ACCOUNTS // GROUP
NOTE 7
BIOLOGICAL ASSETS AND OTHER
INVENTORIES
Biological assets at 01.01.
Currency translation differences
Increase due to production
Decrease due to extraordinary mortality/loss
Decrease due to sales
Fair value adjustment at 01.01
Fair value adjustment in connection with business acquisition
Fair value adjustment at 31.12
Book value of biological assets at 31.12.
Tons
NOK x 1 000
2017
45 626
N/A
83 605
−4 348
2016
48 089
N/A
75 839
−5 787
2017
2016
2 459 625
1 929 117
24 095
−76 011
2 773 680
2 437 747
−132 425
−217 252
−70 206
−72 515
−2 284 225
−2 125 984
N/A
N/A
N/A
N/A
N/A
N/A
−824 487
−312 479
N/A
N/A
682 089
824 487
54 677
45 626
2 698 352
2 459 625
Recognised Fair value adjustment:
Change in Fair value adjustment of biological assets (1)
Foreign-currency adjustment of Fair value adjustment of biological assets
Change in physical supply contracts relating to Fair value adjustment of biological assets (2) (see Note 25)
Change in fair value of financial derivatives from salmon (Fish Pool contracts) (3)
Total recognised Fair value adjustment of biological assets
-142 398
512 008
-6 169
37 078
20 026
17 923
-37 078
22 888
-91 463
515 741
Recognised value adjustments of biological assets include:
1. Fair value adjustments of biological assets
2. Fair value (liability) change in loss contracts
3. Change in unrealised gains/losses from financial purchases/sales contracts (derivatives) from fish at Fish Pool
Provisions allocated to future physical supply contracts that require Fair value adjustment are recorded as other current liabilities in the balance
sheet.The contracts are calculated based on the same forward prices that apply to Fair value calculation of biological assets. Provisions allocated
to physical contracts covering fish under 4.76 kgs (immature) are recognised as a proportionate share in accordance with the principle of Fair value
calculation of biological assets. Value changes in financial derivatives from salmon are recorded in the balance sheet as derivatives and other
financial instruments. Financial derivatives are calculated at market value, please refer to Note 3 for further information.
For further information on accounting principles for biological assets, please refer to Note 2.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 97
ANNUAL ACCOUNTS // GROUPSTATUS OF BIOLOGICAL ASSETS AT 31.12.17
Biological assets onshore *)
Immature fish in sea, round weight < 4.76 kgs
Mature fish in sea, round weight > 4.76 kgs
Total
*) Smolt production
STATUS OF BIOLOGICAL ASSETS AT 31.12.16
Biological assets onshore *)
Biological assets with round weight < 1 kg
Biological assets with round weight 1 - 4 kgs
Biological assets with round weight > 4 kgs
Total
*) Smolt production
BASIS FOR VALUES 31.12.17:
Weighted price per kg GWT
Source
Number of fish
(1 000)
Biological
assets (tons)
17 132
31 753
112
48 996
465
53 654
559
54 678
Number of fish
(1 000)
Biological
assets (tons)
20 089
10 540
12 536
1 921
45 086
544
4 289
31 973
8 820
45 626
Accrued
cost of
production
118 789
1 878 465
19 005
2 016 259
Accrued
cost of
production
115 448
266 703
1 006 667
246 320
1 635 138
Fair value
adjustment
Book value
(NOK x 1000)
0
677 721
4 372
682 093
118 789
2 556 186
23 377
2 698 352
Fair value
adjustment
Book value
(NOK x 1000)
0
0
566 269
258 217
824 488
115 448
266 703
1 572 936
504 538
2 459 625
BC
CAD 8.82
Fish Pool
Shetland
GBP 5.22
Fish Pool
Norway
NOK 52.05
Fish Pool
Forward prices from Fish Pool as stated above are adjusted for expected quality reductions and stated before logistics expenses. The standard
deduction for quality reduction is considered. Forward prices are weighted in relation to the intended harvesting period. The price for BC is based
on the forward price in Norway adjusted for historical differences in price levels between Norway and Canada. The same principle applies to
Shetland. Self-budgeted harvesting and logistics expenses are assumed. Forward exchange rates are used to translate prices into CAD and GBP
in relation to the harvesting period.
OTHER INVENTORIES
Raw materials (feed) at cost price
Roe
Other (frozen fish, supplementary products
Total inventories
Impairment of inventories recognised at year-end
PURCHASE COST OF THE YEAR
Inventories at 01.01 (inverted number)
Purchases for the year (incl. change in accrued cost of production)
Inventories at 31.12.
Purchase cost of the year
2017
62 122
8 682
21 458
92 262
5 743
2017
−89 164
2016
73 989
10 336
4 839
89 164
1 571
2016
−90 867
−3 727 298
−3 285 456
92 262
89 164
−3 724 200
−3 287 159
The purchase cost for the year mainly comprises feed, roe, recognition of extraordinary mortality, and external purchase of fish in the sales
company Ocean Quality.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 98
ANNUAL ACCOUNTS // GROUPThe Group applies an internal rule of impairment in cases of extraordinary loss/mortality. Such impairments are recognised on a straight-line basis
as part of cost of goods sold in the income statement. Information about the recognised fair value of extraordinary loss/mortality is based on the
same rules for calculating Fair value adjustments of biological assets.
Below is an overview of impairments relating to extraordinary loss/mortality (production cost), as well as the associated fair value of the fish written
down to NOK 0.
Amounts in NOK x 1 000
2017
2016
Extraordinary loss/mortality
Production cost
Fair value
Production cost
Fair value
Rogaland
Finnmark
Shetland
British Columbia
Total
35 988
16 965
53 099
17 395
62 087
31 262
76 632
28 217
18 039
71 770
52 233
46 372
22 622
93 919
97 414
56 930
123 446
198 198
188 414
270 885
2017
Smolt/broodstock/biological assets round weight
< 1 kg
Biological assets round weight 1 - 4 kgs
Biological assets round weight > 4 kgs
Total
2016
Number of fish
(1 000)
Biological
assets (tons)
205
1 617
242
2 064
113
3 157
1 078
4 348
Number of fish
(1 000)
Biological
assets (tons)
Smolt/broodstock/biological assets round weight
< 1 kg
Biological assets round weight 1 - 4 kgs
Biological assets round weight > 4 kgs
Total
1 121
2 048
208
3 377
629
4 183
975
5 787
Accrued
cost of
production
6 854
93 630
22 963
123 446
Accrued
cost of
production
28 228
132 188
27 997
188 414
Fair value
adjustment
Fair value
(NOK x 1 000)
−1 012
61 233
14 530
74 751
5 842
154 863
37 493
198 198
Fair value
adjustment
Fair value
(NOK x 1 000)
0
66 827
15 644
82 471
28 228
199 015
43 642
270 885
In Rogaland the main cause of extraordinary loss/mortality was PD (Pancreas Disease), in addition to one incident of lice treatment. In the first half
of 2016, mortality due to heart failure (CMS) was also registered.
In Finnmark, the main causes of mortality/loss were IPN (Infectious Pancreatic Necrosis), Yersiniosis, Parvicapsula and heart failure. At year-end
2016, ISA (Infectious Salmon Anaemia) was detected at one location, which required the location to be fallowed.
In Shetland, sea lice, gill problems, planktonic algae, AGD (Amoebic Gill Disease) and seals caused mortality in both years. In 2017, lice treatment
also caused some mortality/loss. A number of measures have been implemented to mitigate the biological challenges causing mortality. One of
these measures involves changing the production cycle in the sea from 24 to 18 months. Technology has been applied to analyse algae and improve
monitoring of the sea in order to retrieve data about risk of algal growth. This will be a key measure. At the end of 2017, the lice level was very low
compared to historical levels.
In BC, mortality has been caused by low levels of oxygen in the sea, as well as planktonic algae. In addition, accidents have occured during
transport between sites. In 2016, Furunculosis caused mortality at the hatchery, necessitating the recognition of impairments.
There were zero occurrences of escapes in 2017. However, in 2016 there were three escapes, one in Finnmark and two in Shetland. All three
occurrences were caused by routine failures at commissioned well-boats. Related expenses in Shetland were covered by the well-boat company. In
Finnmark, the number of fish lost was low and connected costs were insignificant. For more information, refer to the sustainability report.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 99
ANNUAL ACCOUNTS // GROUP
NOTE 8
INTANGIBLE ASSETS
Fish farming
licences
indefinite lives
Fish farming
licences definite
lives
Other intangible
assets
2017
Book value at 01.01.
Currency translation differences
Additions
Disposals
Amortisation
Reclassification
Book value at 31.12.
As at 31.12.
Acquisition cost
Accumulated amortisation
Accumulated impairments
Book value at 31.12.
Goodwill
108 595
443
0
0
0
0
1 035 881
8 905
0
0
0
0
109 038
1 044 786
198 641
1 044 799
0
−89 603
109 038
−13
0
1 044 786
Other intangible assets mainly comprise software.
2016
Book value at 01.01.
Currency translation differences
Additions
Disposals
Amortisation
Goodwill
110 647
−2 052
0
0
0
1 067 433
−34 338
2 786
0
0
Book value at 31.12.
108 595
1 035 881
As at 31.12.
Acquisition cost
Accumulated amortisation
Accumulated impairments
Book value at 31.12.
198 198
1 035 894
0
−89 603
108 595
−13
0
1 035 881
24 742
386
0
0
−1 362
0
23 766
52 414
−28 648
0
23 766
17 598
−1
4 180
−36
−3 533
175
18 384
40 042
−21 658
0
18 384
25 905
190
0
0
−1 352
24 742
52 027
−27 285
0
24 742
16 993
4
4 283
0
−3 683
17 598
35 723
−18 126
0
17 598
Total
1 186 815
9 733
4 180
−36
−4 895
175
1 195 975
1 335 895
−50 317
−89 603
1 195 975
Total
1 220 977
−36 193
7 069
0
−5 036
1 186 815
1 321 842
−45 424
−89 603
1 186 815
Fish farming
licences
indefinite lives
Fish farming
licences definite
lives
Other intangible
assets
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 100
ANNUAL ACCOUNTS // GROUPLICENCES
The tables below provide an overview of the Group's various licences. See Note 2 for further information on licences.
UK
Farm/area
Bight of Foraness
Boatsroom Voe
Cole Deep
Coleness
Collafirth Delting Site 3
Corlarach
East of Langa
East of Papa Little
Easter Score Holm
Fish Holm
Geo of Valladale (Urafirth)
Gob na Hoe
Hamar Sound
Hamnavoe, Lunnaness
Laxfirth Voe East (Site 2)
Leinish Bay
Linga (South of Linga)
Muckle Roe East (Heights)
North Havra
North of Papa
North Voe
Olnafirth North (Site 2)
Olnafirth South (Site 1)
Papa, East Head of Scalloway
Punds Voe
Roe Sound
Setter Voe
Setterness North
Setterness South
Snizort
South Voe of Gletness
Spoose Holm (Oxna)
Swining Voe Site 3 (Collafirth Ness)
Taing of Railsborough
Wadbister Inshore
West of Burwick
Total
Capacity
NORWAY
Licence category
Total number
Total volume
Matfiskkonsesjoner
FoU-tillatelse
Stamfisk
Settefisk
Slaktemerd
41 stk
1 stk
3 stk
3 stk
2 stk
36 270 tn
780 tn
2 340 tn
27,5 mill stk
1 106 tn
CANADA
Farm/area
Ahlstrom
Atrevida
Barnes bay
Bennet Point
Conception
Culloden
Esperanza
Gore
Hecate
Kunechin
Muchalat N.
Muchalat S.
Newcomb
Salten
Site 13
Site 9
Streamer Point
Tsa-ya
Vantage
Williamson
Wa-kwa
Total
Capacity
(tons)
1 100
3 300
3 000
4 400
4 100
1 500
3 600
4 100
4 000
1 500
4 100
3 900
1 000
1 500
900
1 500
3 600
3 000
1 500
3 900
2 500
58 000
(tons)
2 100
216
2 178
752
1 500
1 602
1 643
1 750
2 500
1 910
809
2 021
738
1 910
942
1 700
2 299
350
1 496
1 776
1 920
300
1 000
1 500
960
350
987
2 500
2 358
2 125
750
1 500
1 920
1 043
800
1 923
52 128
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 101
ANNUAL ACCOUNTS // GROUP
IMPAIRMENT TESTING OF GOODWILL AND LICENCES
No impairments were recognised for goodwill or licences in 2016 or 2015. Goodwill and licences with indefinite economic lives are subject to an
annual impairment test. Tests are performed more frequently where indications of impairment exist. Licences with definite useful lives are tested
for impairment only if there are indications of a decline in value. The estimated value in use is used as a basis for calculating the recoverable
amount. Impairment exists when the carrying value is higher than the recoverable amount.
Amounts in NOK x 1 000
Cash-generating unit
BC - Canada
Finnmark
Shetland - UK
Rogaland
Total value
Location
Canada
Norge
UK
Norge
Book value of related
goodwill
Book value of licences
10 218
0
78 358
20 463
109 038
163 099
299 814
470 666
134 973
1 068 552
Total
173 317
299 814
549 024
155 436
1 177 591
Goodwill relates to the acquisition of the subsidiaries and is allocated to the Group’s cash-generating units (CGUs), which are identified according
to the operating segment. An annual impairment test is carried out for goodwill and licences. The recoverable amount of a CGU is determined
based on value-in-use calculations. These calculations use pre-tax cash flow projections based on financial budgets from the respective cash-
generating units over a three-year period. Cash flows beyond the three-year period are extrapolated using the estimated growth rates stated below.
The estimated growth rate corresponds to expected inflation.
THE ASSUMPTIONS USED FOR VALUE-IN-USE CALCULATIONS ARE AS FOLLOWS:
Unit
Budget period
Increase in revenues in budget period
EBITDA margin 1)
EBITDA margin in terminal period
Harvest growth - tons 2)
Required rate of return 3)
Growth rate 4)
BC - Canada
Finnmark
Shetland - UK
Rogaland
3 years
121%
3 years
43%
24% -27%
29% - 32%
27%
138%
7.9 %
1.0 %
30%
62%
7.9 %
1.0 %
3 years
18%
9% -19%
19%
34%
7.9 %
1.0 %
3 years
5%
26% - 29%
28%
34%
7.9 %
1.0 %
As stated above, the budget period/explicit period is three years. Impairment tests are initially based on the Group´s rolling four-year projections,
which are also used in connection with the Group's liquidity planning. Consequently, it is important to apply conservative assumptions. The
estimated increase in revenue for the budget period thus comprises the estimated revenue increase for 2020 compared to revenue for 2017. The
estimated future price level is calculated using Fish Pool projections for future prices, taking into account quality reductions and shipping. The
prices for 2018 and 2019 are assumed to be lower than Fish Pool projections.
Other comments/explanations on assumptions applied in impairment testing are presented below.
1. Budgeted EBITDA margin. The margin increases during the budget period for BC - Canada and Shetland - UK and decreases slightly for
Rogaland and Finnmark. Higher output is assumed in all regions in the budget period.
2. The growth rate in the harvested volume in the budget period (nominal growth rate) is measured against the 2017 volume. A corresponding
increase in output is assumed over time.
3. Weighted required return on capital employed before tax. Cash flow forecasts are thus estimated before tax.
4. Weighted average growth rate used to extrapolate cash flows beyond the budget period. In the years after 2012, the annual reinvestment is
assumed to be equal to annual depreciation.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 102
ANNUAL ACCOUNTS // GROUP
EBITDA MARGIN IN THE BUDGET AND TERMINAL PERIOD
The budgeted EBITDA margin is based on past performance, expected cost of production and expected market developments. An increase in
gutted weight output is assumed throughout the budget period. The increased harvest volume assumes an increase in utilisation of existing
production capacity and licences, reflecting the Group's smolt strategy. The Group expanded its smolt hatchery in Rogaland in 2017 and has
initiated measures in Finnmark to secure access to smolt. A higher number and larger average size of smolt will contribute to higher growth and
higher harvesting volumes. Larger smolt will also reduce the production time in the sea, which in turn will reduce the biological risk level, including
mortality. An increase in smolt numbers will also improve overall utilisation of locations and licences. Finnmark was granted two new locations
in 2017, which will be important for growth. In BC - Canada, an increase in harvesting volumes is based on improved production of smolt, more
efficient monitoring of algae, and recirculation of fresh water from the deeper sea. The significant increase in volume is also due to extremely low
harvesting volumes over the past two years, and outbreaks of Furunculosis, which resulted in a total loss of production and subsequent losses
of stocking fish. There were no outbreaks of Furunculosis in 2017. Measures to secure the intake water have been successful. The Company is
constantly striving to increase utilisation of its favourable locations in Shetland in order to secure improved production. Measures being taken
include delivering larger smolt with a lower number of days in the sea. Monitoring of algae, as well as recirculation of fresh water from the deeper
sea, represent further important measures for Shetland. Overall, this will help to reduce the Company's cost per kilogram. Along with prolonged
fallowing and utilisation of the best locations, modification of the production cycle in the sea from 24 to 18 months will reduce biological risk.
Together, the combined measures will help to reduce the Company's cost as measured per kilogram.
The assumptions in the terminal year are based on the budget for 2020, but with some adjustments to reflect EBIT/kg in the benchmark and the
Group’s own historical results. The applied discount rates are pre-tax and reflect specific risks relating to the relevant operating segments.
SENSITIVITY ANALYSIS
Value-in-use is sensitive to changes in the assumptions made, the most important of which are return and EBIT/kg requirements.
A sensitivity analysis has been carried out based on these assumptions for all CGUs. An isolated requirement to increase the return rate by 1
percentage point and reduce EBIT/kg by NOK 1 would result in a need to recognise impairments for the Shetland CGU of MNOK 60 and MNOK 55,
respectively. Correspondingly, an isolated requirement to increase the return rate by 2 percentage points and to reduce EBIT/kg by NOK 2 would
result in a need to recognised impairments of MNOK 251 and MNOK 319, respectively. The other CGUs are not sensitive to equivalent changes
in the same assumptions. For the Finnmark CGU, an isolated change in the sales price of NOK 7.50 would result in a need to recognise an
impairment of MNOK 73. Similarly, an isolated increase in the WACC of 13% would result in a need to recognise an impairment of MNOK 31 in the
BC CGU.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 103
ANNUAL ACCOUNTS // GROUPNOTE 9
PROPERTY, PLANT AND EQUIPMENT
2017
Book value at 01.01.
Currency translation differences
Reclassification of non-current assets
Additions *)
Disposals
Reversal of impairments
Depreciation
Book value at 31.12.
As at 31.12.
Acquisition cost
Accumulated depreciation
Accumulated impairments
Book value at 31.12.
Book value of finance leases included
above
Depreciation of finance leases included
above
Buildings/
property
Prod.plants and
barges
Nets, cages and
moorings
386 340
4 570
0
89 833
0
0
−21 125
459 618
682 758
−223 140
0
459 618
581 945
8 217
0
252 895
−5 848
0
−69 288
767 920
1 587 184
−779 373
−39 891
767 920
367 195
4 497
0
166 954
−628
0
−78 879
459 139
1 078 678
−619 539
0
459 139
Other equipment
Total
174 899
1 510 379
1 450
−253
38 958
−2 981
0
−26 946
185 127
356 630
−171 672
168
185 127
18 733
−253
548 640
−9 457
0
−196 237
1 871 804
3 705 251
−1 793 723
−39 723
1 871 804
1 414
128 113
68 720
108 462
306 709
−40
−14 447
−12 733
−10 137
−37 357
Of which book value of non-depreciable
property
40 395
*) Investments in 2017 related to expansion of the hatcheries in Rogaland and Finnmark, new equipment such as optilicer systems, nets and
cages, plus general maintenance.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 104
ANNUAL ACCOUNTS // GROUP2016
Book value at 01.01.
Currency translation differences
Reclassification of non-current assets
Additions *)
Disposals
Reversal of impairments **)
Depreciation
Book value at 31.12.
As at 31.12.
Acquisition cost
Accumulated depreciation
Accumulated impairments
Book value at 31.12.
Book value of finance leases included
above
Depreciation of finance leases included
above
Buildings/
property
Prod.plants and
barges
Nets, cages and
moorings
Other equipment
418 318
−30 860
−15 574
38 332
−1 353
0
−22 524
386 340
588 355
−202 015
0
386 340
634 414
−53 537
−18 805
76 275
−1 738
6 304
−60 969
581 945
1 331 920
−710 084
−39 891
581 945
350 242
−18 680
5 119
96 244
−14
0
−65 716
367 195
907 856
−540 661
0
367 195
131 795
3 983
29 260
36 932
−1 096
168
−26 143
174 899
319 457
−144 726
168
174 899
Total
1 534 770
−99 094
0
247 783
−4 200
6 472
−175 352
1 510 379
3 147 587
−1 597 486
−39 723
1 510 379
1 436
156 601
135 760
102 540
396 337
−50
−12 219
−22 085
−12 001
−46 356
Of which book value of non-depreciable
property
24 873
*) Investments mainly relate to maintenance, and measures to initiate production of green licences in Finnmark.
**) Previously impaired equipment in Shetland was sold in 2016. The related impairments have been reversed through profit/loss.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 105
ANNUAL ACCOUNTS // GROUPNOTE 10
BORROWINGS AND FINANCE
LEASES
The Group has a syndicated loan provided 50/50 by DNB and Nordea. The financing agreement comprises a total framework of MNOK 1 685 and
includes a long-term credit facility of MNOK 700. At the year-end, the credit line was utilised in the amount of MNOK 300.
The financing agreement includes covenants stipulating consolidated equity of 35% (excluding Ocean Quality), a revolving NIBD/EBITDA ratio of
5.0 if the book equity ratio is higher than 40% and 4.5 if the book equity ratio is between 35% and 40%. As at 31 December 2017, the NIBD/ EBITDA
for the Group, excluding Ocean Quality, was 1.2 and the equity ratio was 52%. Consequently, the Group fully complied with all covenants at the
year-end.
Since the end of year, the Company has renegotiated the Group´s credit frameworks to cater for growth targets and subsequent investment needs.
See Note 27 – Post-balance sheet events for more detailed information.
A factoring agreement has been concluded with Ocean Quality AS in Norway and UK. Credit-insured receivables are transferred to the factoring
companies. This ensures early settlement of receivables. The Group retains the risk relating to trade receivables. Funding received from the
factoring company before the counterparty has paid is recognised as factoring debt, which is interest-bearing. The factoring agreement includes
covenants stipulating minimum book equity in Ocean Quality AS of 12% of the appropriated financing limit. In 2018, Ocean Quality AS was granted
a waiver regarding the covenants as at 31 December 2017, which implies that Ocean Quality AS' equity after the proposed dividend of MNOK 45 is
acceptable to the factoring company.
NON-CURRENT LIABILITIES AND FINANCE LEASE OBLIGATIONS (INTEREST-BEARING DEBT)
Liabilities to credit institutions before amortisation effect
Long-term credit facility
Finance lease liabilities
Total
NON-CURRENT LIABILITIES, NON-INTEREST BEARING
Subordinated loans
Total
Amortisation effect of loans
Total non-current loans and finance lease liabilities
CURRENT INTEREST-BEARING LIABILITIES
Current portion of long-term borrowings
Current portion of finance lease liabilities
Factoring debt
Export loans
Total current interest-bearing liabilities
NET INTEREST-BEARING DEBT
Total non-current interest-bearing liabilities (see above)
Total current interest-bearing liabilities (see above)
Gross interest-bearing debt
Cash and cash equivalents
Loans to associates
Net interest-bearing debt
Quote of factoring debt
Quote of Bremnes´ share of bank OQ AS (40%)
Net interest-bearing debt, according to covenants
2017
895 000
300 000
201 899
2016
985 000
0
250 452
1 396 899
1 235 452
15 353
15 353
15 963
15 963
−3 312
−5 126
1 408 939
1 246 289
2017
90 000
58 353
2016
90 000
67 116
500 976
502 535
8 873
8 490
658 202
668 141
2017
2016
1 396 899
1 235 452
658 202
668 141
2 055 100
1 903 593
271 715
503 612
19 600
0
1 763 786
1 399 981
500 976
−20 797
502 535
−8 873
1 283 606
906 319
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 106
ANNUAL ACCOUNTS // GROUPPAYMENT PROFILE NON-CURRENT
LIABILITIES
Long-term syndicated loan
Long-term credit facility
Subordinated loan
Finance leases
Total
LIABILITIES SECURED BY
MORTGAGE/CHARGES ON
ASSETS:
2018
90 000
0
0
2019
895 000
300 000
0
58 352
48 685
148 352
1 243 685
Liabilities to credit institutions incl. finance leases
Assets pledged as security
Licences
Property, plant and equipment
Trade receivables
Inventories and biological assets
Total assets pledged as security
2020
2021
2022
Deretter
0
34 867
34 867
0
28 208
28 208
0
22 215
22 215
15 353
67 925
Sum
985 000
300 000
15 353
260 251
83 278
1 560 604
2017
2016
2 055 100
1 903 593
2017
2016
1 068 552
1 060 622
1 871 804
1 510 379
761 407
800 591
2 790 614
2 548 789
6 492 377
5 920 381
Pledges include shares in subsidiaries. The book value of these shares in the consolidated financial statements is NOK 0.
Description of debt
Grieg Seafood ASA
Currency
Fixed or
floating
interest rate
Effective
interest rate
Final
maturity
(mth/year)
Current
portion
Non-current
portion
Current
portion
Non-current
portion
2017
2016
NOK
Floating
Price grid
06/2019
90 000
891 688
90 000
979 874
NOK
Floating
Price grid
06/2019
0
300 000
0
Long-term syndicated
loan
Syndicated loan - credit
facility*)
Ocean Quality
Export loans
Factoring debt
Flervaluta
Floating
Liabilities finance leases
Subordinated loan
Total
GBP
5,50%
8 873
500 976
0
0
8 490
502 535
0
0
0
58 353
0
201 899
15 353
67 116
0
250 452
15 963
658 202
1 408 939
668 141
1 246 289
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 107
ANNUAL ACCOUNTS // GROUP
BOOK VALUE OF GROUP LOANS BY CURRENCY (NOK x 1 000)
31.12.2017
Long-term syndicated loan
Syndicated loan - credit facility
Export loans
Factoring *)
Finance leases
Subordinated loan
981 688
300 000
8 873
500 976
260 251
15 353
NOK
981 688
300 000
73 151
241 641
Total borrowings and finance leases
2 067 141
1 596 480
*) Other currency effects mainly comprise EUR, JYP and USD
GBP
Others
8 873
115 536
18 610
15 353
158 372
312 289
312 289
Average interest rate on loans and credit facility
2017
2,21%
2016
3,53%
The effect of interest-rate swaps is not taken into account in calculating the average interest-rate on loans and credit facilities.
BOOK VALUE AND FAIR VALUE OF BORROWINGS
Book value
Fair value
Loan (non-current and credit facility)
Total
The book value of other loans closely approximates to the fair value.
2017
1 191 688
1 191 688
2016
979 874
979 874
2017
1 191 688
1 191 688
2016
979 874
979 874
Amounts in NOK x 1 000
Liabilities arising from financing activities
Change in liabilities arising from financing
activities
Finance leases
<1 y
Finance leases
maturity >1 y
Loans with
maturity <1 y
Loans with
maturity >1 y
Total
At 31.12.2016
Cash flow
Repayment long-term syndicated loan
Utilisation long-term credit facility
Utilisation finance leases
Foreign currency adjustments
At 31.12.2017
67 116
−10 116
0
0
930
423
250 452
−57 294
0
0
8670
70
58 353
201 899
601 025
−1 559
0
0
0
383
599 849
1 000 963
1 919 556
0
−90 000
300 000
0
−610
−68 969
−90 000
300 000
9 600
266
1 210 353
2 070 453
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 108
ANNUAL ACCOUNTS // GROUP
NOTE 11
LEASES
OPERATING LEASE COMMITMENTS – GROUP COMPANY AS LESSEE
The Group leases offices, docks, berths, etc. with terms of 5–10 years. In 2017, the Group entered into several leases for various well-boat services, as well as contracts for delousing and cleaning of nets. The
term of the contracts is 2–5 years, with a prolongation option. The Group also leases plant and machinery under cancellable finance leases. The Group must give written notification if it wishes to terminate
these agreements.
The future aggregate minimum lease payments under operating leases are as follows:
OVERVIEW OF FUTURE MINIMUM
OPERATING LEASES
Within 1
year
Within 2
years
Within 3
years
Within 4
years
Within 5
years
Within 6
years
Within 7
years
Within 8
years
Within 9
years
Within 10
years
Later than
10 years
Total
Minimum lease amount
171 008
131 680
112 639
52 592
42 591
33 546
30 744
1 883
1 883
1 883
24 842
605 291
Present value of future minimum lease
amount (5% discount rate)
162 864
119 438
97 301
43 267
33 371
25 033
21 849
1 274
1 214
1 156
15 251
522 019
Lease amount charged in the year (see Note 26)
FINANCE LEASE COMMITMENTS – GROUP COMPANY AS LESSEE
2017
2016
169 061
52 660
The Group has signed finance leases for barges, well-boats, cage installations and other equipment. The lease term for equipment of this kind is normally 7–8 years.
The future aggregate minimum lease payments relating to finance leases are as follows:
OVERVIEW OF FUTURE MINIMUM
OPERATING LEASES
Within 1
year
Within 2
years
Within 3
years
Within 4
years
Within 5
years
Within 6
years
Within 7
years
Within 8
years
Within 9
years
Within 10
years
Later than
10 years
Total
Future minimum lease amount
65 366
54 002
38 891
31 200
24 435
20 836
15 022
11 169
8 918
6 428
10 041
286 308
Future financial expenses relating to
finance leases
7 014
5 317
4 024
2 993
2 220
1 560
1 118
792
529
321
169
26 057
Present value of finance leases
58 352
48 685
34 867
28 208
22 215
19 276
13 904
10 378
8 389
6 107
9 871
260 251
LEASED ASSETS RECOGNISED AS FINANCE LEASES
Book value of leased assets (equipment, vessels)
Book value of lease commitment
2017
306 077
260 251
2016
396 337
317 568
P
A
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T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
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2
0
1
7
/
/
P
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1
0
9
ANNUAL ACCOUNTS // GROUP
NOTE 12
FINANCIAL INSTRUMENTS BY
CATEGORY
Total
1 150
761 407
198 527
48 232
271 715
260 251
500 976
8 873
15 594
28 462
585 378
2 696 575
Total
1 445
800 591
167 413
48 994
503 613
Available-for-sale financial
assets
Available-for-sale financial
assets
Trade receivables
Other receivables
Derivatives
Cash and cash equivalents
Total
Level
2/ 3
2
As at 31 December 2017
Level
Borrowings
Finance lease liabilities
Factoring debt
Export loan
Cash-settled options
Derivatives
Trade payables
Total
Loans and
receivables
Assets at fair
value through
profit or loss
Derivatives used
for hedging
purposes
Available-for-sale
financial assets
1 150
48 232
761 407
198 527
271 715
1 231 648
0
48 232
1 150
1 281 030
Liabilities at fair
value through
profit or loss
Derivatives used
for hedging
purposes
Other financial
liabilities
Total
1 297 041
1 297 041
260 251
500 976
8 873
15 594
2
28 462
585 378
613 840
0
2 082 735
As at 31 December 2016
Level
Loans and
receivables
Assets at fair
value through
profit or loss
Derivatives used
for hedging
purposes
Available-for-sale
financial assets
1 445
48 994
Available-for-sale financial
assets
Trade receivables
Other receivables
Derivatives
Cash and cash equivalents
Total
2/ 3
2
800 591
167 413
503 613
1 471 618
As at 31 December 2016
Level
0
48 994
1 445
1 522 057
Liabilities at fair
value through
profit or loss
Derivatives used
for hedging
purposes
Other financial
liabilities
Total
1 085 837
1 085 837
317 568
502 535
8 490
11 360
2
23 990
493 534
517 524
0
1 925 790
317 568
502 535
8 490
11 360
23 990
493 534
2 443 314
Borrowings
Finance lease liabilities
Factoring debt
Export loan
Cash-settled options
Derivatives
Trade payables
Total
The purpose of the derivatives is to reduce the Group´s exposure to changes in floating interest rates and exchange rates. See notes 2-3
for further details.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 110
ANNUAL ACCOUNTS // GROUP
FAIR VALUE ASSESSMENT
The table above shows the fair value of financial instruments according to the valuation method used. The different levels are defined as
follows:
Level 1 - Fair value based on the quoted price in an active market for an identical asset or liability.
Level 2 - Fair value based on other observable factors than the quoted price (used in level 1) and entered directly (price) or indirectly
(derived from prices) for the asset or the liability.
Level 3 - Fair value based on factors not taken from observable markets (non-observable assumptions).
CREDITWORTHINESS OF FINANCIAL ASSETS
Credit risk attaching to financial instruments that have not matured or have not been written down is shown in accordance with the internal
classification of historical information on breaches of credit covenants. Further information about credit risk is provided in Note 3.
TRADE RECEIVABLES
Counterparties with no external credit rating
Group 1
Group 2
Group 3
Total trade receivables not written down
Bank deposits
AAA
AA
A
Total bank deposits
2017
39 689
641 737
79 981
761 407
2016
225 579
538 002
37 010
800 591
0
0
271 715
503 613
0
0
271 715
503 613
Group 1 - new customers/related parties (less than 6 months).
Group 2 - existing customers/related parties (more than 6 months) with no history of credit covenant breaches.
Group 3 - existing customers/related parties (more than 6 months) with a history of one or more credit covenant breaches. All amounts
due have been paid in full following the breaches.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 111
ANNUAL ACCOUNTS // GROUP
NOTE 13
TAX
(Amounts in NOK x 1 000)
SPECIFICATION OF TAX EXPENSE
Tax payable Norway
Tax payable abroad
Tax payable not provided for last year
Change in deferred tax Norway
Change in deferred tax abroad
Taxes
TAX RECONCILIATION
Profit before tax
Tax calculated at nominal tax rates
Withholding tax
Changes in deferred tax liabilities due to change in tax rate
Use of carryforwards, not previously recognised
Tax loss carried forward, not recognised
Other permanent differences
Taxes
CHANGE IN BOOK VALUE OF DEFERRED TAX
Book value at 01.01.
Currency conversion
Tax effect of deferred tax liabilities
Tax effect of currency effect of net investments recognised in comprehensive income (see Note 3)
Other effects
Change in deferred tax recognised in income in period
Deferred tax liability at balance sheet date
Weighted average tax rate
2017
2016
152 146
171 085
2 918
8 817
-18 308
52 008
972
3 816
91 398
71 235
197 581
338 506
798 480
1 560 835
200 019
366 200
1 226
2 954
-18 842
-18 401
560
6 597
8 021
-502
-9 976
-1 769
197 581
338 506
674 684
528 723
7 877
32 311
-4 317
6 135
4 999
-165
7 741
-20 142
-4 107
162 633
721 689
674 684
24,74%
21,69%
The nominal tax rate in Norway is 24%. The nominal tax rate for 2017 in Canada was 26% and on Shetland 19%.
The considerable tax effect is attributable to a change in the tax rate and other permanent differences.
The following tables provide a breakdown of deferred tax. The tax effects of taxable and deductible temporary differences are shown separately.
The Norwegian, Canadian and UK parts of the Group each have a net deferred tax position. Deferred tax liabilities and deferred tax assets within
Norway, Canada and UK can be set off.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 112
ANNUAL ACCOUNTS // GROUPDeferred tax liabilities
Licences
Non-current
assets
Biological assets
Receivables
Inventory
Deferred capital
gain
Current
liabilities
Total
2016
Opening balance at 01.01
Recognised in income in period
Currency translation differences
Other effects
As at 31.12.
2017
Recognised in income in period
Currency translation differences
Other effects
As at 31.12.
31.12.2017
179 658
-5 779
-4 034
-
169 845
-3 781
1 181
-
-
41 244
5
-1 353
1 623
41 519
11 670
530
-
-
308 177
138 911
-1 531
2 635
448 192
38 170
3 265
-2 200
-
167 245
53 719
487 427
50 428
-30 408
0
-
2 548
1 382
14
96
20 020
4 041
10 727
1 043
-
31 790
-160
40
-
-
675
-150
-
-
525
-178
-
-
-
0
-
-
-
0
-
-
-
-
582 730
103 961
-6 904
4 354
684 143
56 448
5 016
-1 157
-
3 921
347
0
744 450
Deferred tax assets
Loss carried
forward
Non-current
assets
Pensions
Receivables Lease obligations
Tax credits
Other liabilities
Total
2016
Opening balance at 01.01
Recognised in income in period
Currency translation differences
Other effects
Effect of business combination
As at 31.12.
2017
-47 694
53 947
6 755
-29 286
8 516
-7 761
Recognised in income in period
-18 975
Currency translation differences
Other effects
Effect of business combination
As at 31.12.
-644
2 974
3 610
-20 796
-
-
-
-
-
-
-
-
-
-
-
-
-
0
-
-
0
-
-
-
-
-446
-1 116
-
-
-
-1 562
-563
-
-
-
-
-2 125
-
-
-0
-
-
-0
-
-0
-
-
-0
-
-
0
-
-
0
-1 338
-36
-
-
-5 866
5 842
-16
-94
-
-135
-1 873
-33
-
-
-54 006
58 672
6 739
-29 380
8 516
-9 458
-22 749
-713
2 974
3 610
-1 374
-2 041
-26 336
P
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3
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/
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G
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E
A
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U
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P
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2
0
1
7
/
/
P
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1
1
3
ANNUAL ACCOUNTS // GROUP
Net deferred tax
Deferred tax classified as non-current assets
Deferred tax classified as non-current debt
Tax payable classified as current debt
NET CHANGE IN DEFERRED TAX RECOGNISED IN INCOME:
Changes in deferred tax, Norway
Changes in deferred tax, other countries
Net deferred tax recognised in income
Recognised in period for positions giving rise to deferred tax liabilities
Recognised in period for positions giving rise to deferred tax assets
Net deferred tax recognised in income
LOSS CARRIED FORWARD
2017
718 114
3 574
721 689
157 244
2017
-18 308
52 008
33 700
56 448
-22 749
33 700
2016
674 684
-
674 684
172 057
2016
91 398
71 235
162 633
103 962
58 672
162 633
Deferred tax assets related to an allowable deficit are recognised in the balance sheet in so far as it is likely that
these can be set against future taxable profits.
Deferred tax assets relating to a tax loss carried forward are divided
among the following jurisdictions:
Norway
UK
Sum
2017
-5 266
-15 530
-20 796
2016
-
-7 761
-7 761
There is no time limit on the utilisation of tax losses carried forward in Norway or the UK.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 114
ANNUAL ACCOUNTS // GROUP
NOTE 14
DECLARATION ON THE
DETERMINATION OF SALARY AND
OTHER REMUNERATION PAID TO
SENIOR EMPLOYEES
THE BOARD'S DECLARATION
The Board of Grieg Seafood ASA has appointed a dedicated Remuneration committee, whose remit is to advise the Board on all matters pertaining
the Company's compensation to the CEO and other incentive schemes for managers.
The Board determines the salary and other remuneration paid to the CEO and approves remuneration schemes involving the granting of options to
managers. The Board adopts guidelines and principles used to determine salaries and other remuneration paid to key personnel.
MAIN PRINCIPLES OF THE GROUP´S REMUNERATION POLICY
Grieg Seafood ASA’s performance is contingent on the Group´s ability to recruit and retain the highest qualified and most motivated employees.
Grieg Seafood ASA´s remuneration policy is based on the principle that the Group shall offer its employees competitive compensation terms in
accordance with local industry standards. Where appropriate, this may include incentive elements, where the basic salary shall reflect individual
performance.
The Group runs performance-related bonus schemes for its employees. The Remuneration committee determines the bonus basis each year.
PRINCIPLES FOR REMUNERATION
FIXED BASIC SALARY
Remuneration for the management team must be competitive. The basic salary, which is determined by reference to job descriptions, competence
levels, qualifications and seniority, comprises the main portion of management remuneration and consists of a fixed basic element and other fixed
remuneration elements such as a fixed car allowance and similar benefits.
ADDITIONAL BENEFITS
Bonus scheme
The Group has an annual bonus scheme based on a combination of earnings and personal performance targets. The bonus scheme incentivises
employees to make continuous improvements in operations and the Group's profitability. The CEO has an annual maximum bonus of six times the
monthly salary, while other Group managers can earn a bonus up to a maximum of five times salary.
The CEO received a special start-up cash bonus for 2015 and 2016 which assumed that the CEO was in position at the payment dates. The start-up
bonus for 2015 was paid in 2016, and the bonus for 2016 was paid in 2017.
Pension schemes
All the Norwegian Group subsidiaries comply with the Act relating to mandatory occupational pensions. The Group only operates defined
contribution pension schemes. Foreign subsidiaries comply with their respective jurisdictions pertaining to employee pension schemes. The Group
managers are members of the Group´s collective defined contribution pension scheme. As well as participating in the Company’s ordinary defined
contribution pension scheme, the CEO has a separate salary compensation agreement for pension benefits exceeding 12G.
Options
A synthetic option scheme (hereafter referred to as a "cash option") for the Company’s management group was established in 2009. The cash
options scheme requires participants to directly own shares throughout the entire programme period. Employees who are entitled to the options are
required to use 50% of the net gain under the scheme to purchase shares until the ownership corresponds to 100% of their fixed annual salary. The
gain under the cash option scheme cannot exceed 12 times the monthly salary per participant per year. The exercise price is increased by 0.5% each
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 115
ANNUAL ACCOUNTS // GROUPmonth. An option must be exercised no later than 24 months after the initial exercise date. At the year-end, the cash option scheme corresponded
to a total of 2 951 547 shares, after the awarding of 1 800 000 options in 2017. The final exercise date for options awarded in 2017 is 31 May 2021.
Severance pay
The Group limits the payment of severance pay, though has paid such remuneration in specific cases. The CEO is entitled to a separate severance
pay agreement in case of termination of employment comprising 12 months’ rolling severance pay calculated from the termination date. The
termination date is deemed to be end of the notice period. The CEO has a period of notice of six months. The CFO and COO are entitled to 12
months´ severance pay from the termination date or date of change of position/employment. For other employees, individual contracts of
employment apply, essentially based on conditions in the Norwegian Working Environment Act.
Benefits in kind
Managers are normally granted benefits in kind typical for similar positions, such as a free newspaper, telephone and internet connection.
GUIDELINES FOR DETERMINATION OF REMUNERATION PAID
TO THE GROUP MANAGEMENT
INTRODUCTION
For details about remuneration paid to individual employees, please refer to the notes to the financial statements.
For information about remuneration paid to Group management, see Note 15.
For more information about options, see Note 16.
DETERMINATION OF SALARY PAID TO THE CEO
Remuneration paid to the CEO is determined each year by the Remuneration committee on the mandate of the Board.
DETERMINATION OF SALARY PAID TO GROUP MANAGEMENT AND REGIONAL MANAGERS
Remuneration paid to other Group managers and regional managers are determined by the CEO in consultation with the Remuneration committee.
The Board should be informed about the decision afterwards.
DETERMINATION OF INCENTIVE SCHEMES
The Remuneration committee evaluates the options scheme and the exercise allocation within the framework of the AGM.
Other incentive schemes, including bonus schemes, are determined by the Board. The Remuneration committee determines the minimum
performance level for the bonus each year and informs the Board accordingly. The CEO awards incentive schemes and other benefits to Group
management and regional managers within the framework of programs adopted by the Board.
DETERMINATION OF REMUNERATION PAID TO MANAGERS IN OTHER GROUP COMPANIES
Subsidiaries of the Group must comply with the main principle of the Group´s management remuneration policy, as described under the main
principles.
BOARD REMUNERATION
Compensation paid to Board members is not performance-related. The Board members have not been granted options. Compensation paid to the
Board is determined by the Annual General Meeting.
Bergen, 17 April 2018
The Board of Grieg Seafood ASA
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 116
ANNUAL ACCOUNTS // GROUPNOTE 15
PAYROLL, FEES, NUMBER OF
EMPLOYEES ETC.
Salaries
Social security costs
Share options granted to directors and key employees (incl. social security costs)
16
Pension costs
Other personnel costs
Total
Average number of employees
Note
2017
2016
371 518
374 760
30 698
13 247
11 858
55 507
27 735
21 712
10 781
48 484
482 827
483 473
707
654
The Board´s guidelines and principles for determination of remuneration and other benefits paid to key personnel are described in Note 14.
As at 31 December 2017, no loans were extended to Group employees.
Accumulated costs for salaries, pension costs and other remuneration paid to the CEO, other senior officers and Board members in 2017 were
as follows:
Remuneration paid to senior officers in 2017
(NOK x 1 000)
Salary
Bonus
Retained,
not yet paid
Options
exercised
during year
Other
remuneration
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Total remuneration paid to senior officials
2 498
1 596
1 596
1 272
6 962
1 133
505
276
281
630
335
195
347
2 195
1 508
2 475
1 578
1 578
0
5 630
137
132
133
125
527
Recognition of synthetic options not declared throughout the year are not included in the above list.
Remuneration paid to Board members, 2017
Per Grieg jr. 1)
Wenche Kjølås 2)
Karin Bing Orgland 2)
Asbjørn Reinkind 1)
Ola Braanaas 1)
Total remuneration including social security costs
Recognised synthetic options not declared throughout the year are not included in the above list.
Total
6 873
4 145
3 778
2 025
16 821
434
280
280
302
245
1 540
1) Remuneration for work performed on the Remuneration Committee of NOK 17 115 is included in payments to Per Grieg jr., Asbjørn Reinkind
and Ola Braanaas.
2) Remuneration for work performed on the Audit Committee of NOK 51 345 is included in payments to Wenche Kjølås and Karin Bing Orgland.
The amounts include social security costs.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 117
ANNUAL ACCOUNTS // GROUP
Accumulated costs relating to salaries, pension costs and other remuneration paid to the CEO, other senior officers and Board members in 2016
were as follows:
Remuneration paid to senior officers in 2016
(NOK x 1 000)
Salary
Bonus
Retained,
not yet paid
*)
Options
exercised
during year
Other
remuneration
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO fra 1. mai 2016)
Total remuneration paid to senior officers
2 348
1 683
1 659
810
6 501
0
0
0
0
0
732
505
276
286
1 799
2 400
2 387
2 288
0
7 075
Recognised synthetic options not declared throughout the year are not included in the above list.
Remuneration paid to Board members in 2016
Per Grieg jr. 1)
Wenche Kjølås 2)
Karin Bing Orgland
Asbjørn Reinkind 1)
Ola Braanaas 1)
Total remuneration including social security costs
Recognised synthetic options not declared throughout the year are not included in the above list.
24
45
39
15
Total
5 504
4 621
4 261
1 111
123
15 498
419
262
262
288
234
1 466
1) Remuneration for work performed on the Remuneration Committee of NOK 14 267 is included in payments to Per Grieg jr., Asbjørn Reinkind
and Ola Braanaas.
2) Remuneration for work performed on the Audit Committee of NOK 42 788 is included in payments to Wenche Kjølås and Karin Bing Orgland.
These amounts include social security costs.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 118
ANNUAL ACCOUNTS // GROUPNOTE 16
CASH-BASED REMUNERATION (OPTIONS)
The Company has issued options to the management group and regional directors. The options’ strike price is the stock market price on the date of issue, rising by 0.5% per month until the
exercise date. As at 31 December 2017, no equity options were available for vestment. Since 2009, an option scheme with settlement in cash has been established for the management and regional
directors. The most recent allocation was in 2017, totalling 1,800,000 options. The final exercise date is 31 May 2021. The options have a term of two years, where 50% is vested each year.
Employees taken on after the initial allocation of options are allocated options on taking up employment.
The Black & Scholes option pricing model is used to calculate the market value. A brokerage firm is used to carry out the calculations.
The table below shows the movement in outstanding options during 2016 and 2017.
Overview 2017
Andreas Kvame (CEO)
Option category
Cash settlement
Atle Harald Sandtorv (CFO)
Cash settlement
Knut Utheim (COO)
Cash settlement
Kathleen O. Mathisen (CHRO)
Cash settlement
Others
Total
Cash settlement
Overview 2016
Andreas Kvame (CEO)
Option category
Cash settlement
Atle Harald Sandtorv (CFO)
Cash settlement
Knut Utheim (COO)
Cash settlement
Kathleen O. Mathisen (CHRO)
Cash settlement
Others
Total
Cash settlement
Outstanding
options at
31.12.2016
314 009
146 801
187 893
100 000
592 379
Granted options
400 000
200 000
200 000
200 000
800 000
1 341 082
1 800 000
Outstanding
options at
31.12.2015
400 000
300 000
300 000
-
1 150 000
2 150 000
Granted options
-
-
-
100 000
200 000
300 000
Exercised
options
55 737
35 527
35 527
-
62 745
189 535
Exercised
options
85 991
153 199
112 107
-
402 492
753 789
Cancelled
options
Expired options
-
-
-
-
-
-
-
-
-
-
-
-
Outstanding
options at
31.12.2017
658 272
311 274
352 366
300 000
1 329 634
2 951 547
Of which cash-
settled
658 272
311 274
352 366
300 000
1 329 634
2 951 547
Cancelled
options
Expired options
Outstanding
options at
31.12.2016
Of which cash-
settled
-
-
-
-
355 129
355 129
-
-
-
-
-
-
314 009
146 801
187 893
100 000
592 379
314 009
146 801
187 893
100 000
592 379
1 341 082
1 341 082
P
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/
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2
0
1
7
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1
1
9
ANNUAL ACCOUNTS // GROUP
P
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3
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1
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2
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Expiry date:
Year-month
Strike price NOK
per share at
31.12.2017
Strike price NOK
per share at
31.12.2016
2018 - 06
2019 - 06
2019 - 06
2020 - 05
2021 - 05
29.76
29.76
84.12
83.62
83.62
27.90
27.90
79.22
-
-
Allocation: Year - month
2015 - 06
2015 - 06
2016 - 12
2017 - 11
2017 - 11
Total
Cash-based options available for settlement
Weighted average outstanding contract period
Options
2017
251 547
600 000
300 000
900 000
900 000
2016
441 082
600 000
300 000
-
-
2 951 547
1 341 082
2017
1 151 547
43.94
2016
441 082
28.05
2017
Option category
Listed price on
allocation
Former employees with expired
options
Equity option
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Other options allocated in 2015
Other options allocated in 2016
Other options allocated in 2017
Total
*) Amounts exclude social security costs
Calculated
value per
option on
allocation
Calculated
total value on
allocation*)
Total value of
all options at
01.01.2017
Change in
provision CB -
OB *)
Exercised
options 2017
Acc. cost
charged against
equity at
31.12.2017
Book liability
cash settlement
at 31.12.2017
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
25,50
25,50
25,50
79,00
83,00
83,00
83,00
83,00
25,50
79,00
83,00
3,36
3,97
3,97
3,63
2,26
2,79
2,79
2,38
3,60
3,34
2,35
1 342
793
793
363
906
557
557
475
2 876
669
1 880
2 935
1 699
2 298
41
-
-
-
-
4 312
75
-
1 320
157
570
197
147
90
90
77
916
366
305
2 475
1 578
1 578
-
-
-
-
-
2 786
-
-
6 887
-
-
-
-
-
-
-
-
-
-
-
4 255
1 857
2 868
237
147
90
90
77
5 227
441
305
11 212
11 360
4 234
8 416
6 887
15 594
ANNUAL ACCOUNTS // GROUP
P
A
R
T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
R
T
2
0
1
7
/
/
P
A
G
E
1
2
1
2016
Option category
Listed price on
allocation
Former employees with expired
options
Equity option
Calculated
value per
option on
allocation
Calculated
total value on
allocation*)
Total value of
all options at
01.01.2016
Change in
provision CB -
OB *)
Exercised
options 2016
Acc. cost
charged against
equity at
31.12.2016
Book liability
cash settlement
at 31.12.2016
6 887
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Other options allocated in 2013
Other options allocated in 2014
Other options allocated in 2014
Other options allocated in 2015
Other options allocated in 2016
Total
*) Amounts exclude social security costs
Accrued costs break down as follows:
Change in provisions
Exercised options during year
Total cost excl. social security costs
Social security costs
Total cost incl. social security costs
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
25,50
22,22
25,50
22,56
25,50
79,00
22,22
22,56
28,90
25,50
79,00
3,36
3,94
3,97
4,78
3,97
3,63
3,94
4,24
4,20
3,60
3,34
1 342
394
793
478
793
363
1 181
424
420
2 876
669
9 734
579
639
353
662
353
0
1 250
315
206
1 282
0
5 639
2 356
−639
1 346
−662
1 945
41
−1 250
−315
−206
3 030
75
5 721
2 400
903
1 485
1 950
338
0
3 823
546
2 143
1 465
0
15 052
6 887
2 935
0
1 699
0
2 298
41
0
0
0
4 312
75
11 360
2017
4 234
8 416
12 650
597
13 247
2016 Classification in accounts
5 721 Other provisions for liabilities
15 052 Payroll & social security costs/ bank
20 772
939 Public taxes payable
21 712 Payroll and social security costs
Costs relating to cash-based remuneration in 2017 totalled TNOK 13 247. This is recognised in the income statement as a personnel cost. Social security contributions are provided for on an ongoing basis
based on the fair value of the options.
As at 31 December 2017, outstanding options with the right to cash settlement were stated at TNOK 15 594, of which TNOK 8 848 were classified as non-current liabilities. Issued options are cancelled on
termination of employment.
Estimates used to calculate allocation of options
Anticipated volatility (%)
Risk-free rate of interest (%)
Estimated qualification period (years)
The estimated qualification period for the options is based on historical data, and does not necessarily represent future developments.
In order to estimate volatility, management has applied historical volatility for comparable listed companies.
36.62%
0.67%
2.25
ANNUAL ACCOUNTS // GROUP
NOTE 17
SHARE CAPITAL AND SHAREHOLDER
INFORMATION
Share capital:
As at 31 December 2017, the Company had 111 662 000 shares with a nominal value of NOK 4 per share.
All shares issued by the company are fully paid-up. There is one class of shares and all shares confer the same rights.
In June 2011 the company purchased 1 250 000 treasury shares for NOK 14.40 per share.
Holdings of treasury shares
31.12.2017
Change in share
capital (NOK x 1
000)
Nominal value
(NOK)
Total share
capital (NOK x 1
000)
4.00
4.00
446 648
−5 000
441 648
No. of ordinary
shares
111 662 000
-1 250 000
110 412 000
THE LARGEST SHAREHOLDERS IN GRIEG SEAFOOD ASA
No. of shares
Shareholding
No. of shares
Shareholding
31.12.2017
31.12.2017
31.12.2016
31.12.2016
55 801 409
49.97%
55 801 409
49.97%
GRIEG HOLDINGS AS
OM HOLDING AS
FOLKETRYGDFONDET
NYE YSTHOLMEN AS
STATE STREET BANK AND TRUST CO.
VERDIPAPIRFONDET PARETO INVESTMENT
VERDIPAPIRFONDET ALFRED BERG GAMBA
JPMORGAN CHASE BANK. N.A.. LONDON
CLEARSTREAM BANKING S.A.
GRIEG SEAFOOD ASA
ARTIC FUNDS PLC
MORGAN STANLEY AND CO INTL PLC
THE BANK OF NEW YORK MELLON SA/NV
Total - largest shareholders
Other shareholders with a shareholding of less than 1%
5 164 379
2 949 137
2 928 197
2 602 761
1 915 000
1 700 796
1 477 767
1 286 414
1 250 000
926 000
598 815
518 635
79 119 310
32 542 690
4.63%
2.64%
2.62%
2.33%
1.71%
1.52%
1.32%
1.15%
1.12%
0.83%
0.54%
0.46%
70.86%
29.14%
3 105 000
3 390 000
2 928 197
1 814 836
1 711 000
986 273
448 816
1 017 577
1 250 000
1 397 000
2 067 749
1 241 277
77 159 134
34 502 866
2.78%
3.04%
2.62%
1.63%
1.53%
0.88%
0.40%
0.91%
1.12%
1.25%
1.85%
1.11%
69.10%
30.90%
100.00%
Total shares
111 662 000
100.00%
111 662 000
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 122
ANNUAL ACCOUNTS // GROUPSHARES CONTROLLED BY BOARD MEMBERS AND GROUP
MANAGEMENT:
Board of Directors:
Per Grieg jr. *)
Wenche Kjølås (Jawendel AS)
Asbjørn Reinkind (Reinkind AS)
Karin Bing Orgland
Ola Braanaas
Group management:
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
No. of shares
Shareholding
No. of shares
Shareholding
31.12.2017
31.12.2017
31.12.2016
31.12.2016
58 961 996
52.80%
58 961 996
52.80%
7 000
120 000
-
-
35 000
21 793
18 200
-
0.01%
0.11%
0.00%
0.00%
0.03%
0.02%
0.02%
0.00%
7 000
120 000
-
-
29 000
30 661
12 400
-
0.01%
0.11%
0.00%
0.00%
0.03%
0.03%
0.01%
0.00%
* The shares owned by the following companies are controlled by Per Grieg jr. and family.
Grieg Holdings AS
Grieg Shipping II AS
Nye Ystholmen AS
Grieg Ltd AS
Kvasshøgdi AS
Per Grieg jr. privately
Total shares
55 801 409
49.97%
55 801 409
49.97%
-
2 928 197
217 390
-
15 000
0.00%
2.62%
0.19%
0.00%
0.01%
-
2 928 197
217 390
-
15 000
0.00%
2.62%
0.19%
0.00%
0.01%
58 961 996
52.80%
58 961 996
52.80%
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 123
ANNUAL ACCOUNTS // GROUPNOTE 18
EARNINGS PER SHARE AND
DIVIDEND PER SHARE
BASIS FOR CALCULATION, EARNINGS PER SHARE
Profit for the year (majority share) (NOK x 1 000)
Number of shares at 1 January
Effect of treasury shares (see Note 17) (NOK x 1 000)
Average number of outstanding shares during the year
Adjustment for effect of share options
Diluted average number of outstanding shares during the year
Earnings per share (NOK)
Diluted earnings per share (NOK)
Proposed dividend per share (NOK)
2017
570 537
2016
1 186 032
111 662 000
111 662 000
−1 250 000
−1 250 000
110 412 000
110 412 000
0
0
110 412 000
110 412 000
5.17
5.17
2.00
10.74
10.74
3.00
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 124
ANNUAL ACCOUNTS // GROUPNOTE 19
CASH AND CASH EQUIVALENTS
Amounts in NOK x 1 000
Restricted deposits relating to employee tax deductions
Restricted bank deposits relating to fixed-interest deposits with short maturities
Other cash and bank deposits
Total
The Group's currency and interest rate exposure is described in Note 3.
2017
13 493
0
258 221
271 715
2016
10 017
160 000
333 597
503 613
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 125
ANNUAL ACCOUNTS // GROUPNOTE 20
TRADE RECEIVABLES
Amounts in NOK x 1 000
Trade receivables at nominal value
Provision for bad debts
Trade receivables at 31.12.
2017
772 774
−11 368
761 407
For information on the ageing of trade receivables and the Group's exposure to credit risk on outstanding receivables, see Note 3.
Recognised bad debts
Change in provision for bad debts
Confirmed bad debts in year
Amounts received for previously written off bad debts
Recognised losses on receivables
2017
2 990
1 610
−272
4 328
Losses on receivables are classified as other operating expenses in the financial statements
2016
808 969
−8 378
800 591
2016
3 399
2 880
0
6 279
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 126
ANNUAL ACCOUNTS // GROUPNOTE 21
OTHER CURRENT RECEIVABLES
Amounts in NOK x 1 000
VAT receivable etc.
Prepaid expenses
Insurance claims
Loan extended to Nordnorsk Smolt AS
Charges on volume deviations, fixed-price contracts
Short-term loans extended to non-controlling interests
Other current receivables
Other current receivables at 31.12.
2017
72 895
51 014
10 664
19 600
17 837
13 995
12 522
198 527
2016
97 789
24 031
35 909
1 000
0
0
4 517
163 246
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 127
ANNUAL ACCOUNTS // GROUPNOTE 22
RELATED PARTIES
2017
Total - related parties as shareholders
Total - related parties as associates
Total
2016
Total - related parties as shareholders
Total - related parties as associates
Total
Operating
income
Operating
expenses
Financial
income
Financial
expenses
Long-term
balances
Short-term
balances
0
0
0
348 564
580
349 144
0
0
0
0
0
0
0
0
0
−74 989
0
−74 989
Operating
income
Operating
expenses
Financial
income
Financial
expenses
Long-term
balances
Short-term
balances
0
0
0
349 638
20 844
370 482
0
0
0
0
0
0
0
0
0
−68 876
0
−68 876
The Group purchases services from companies in the same group as its majority shareholder, Grieg Holdings AS.
These services include:
•
•
•
•
•
ICT-related services and other functions such as catering, reception etc. are provided by Grieg Group Resources AS on an arm’s length basis.
Grieg Seafood ASA rents its offices from Grieg Gaarden AS on an arm’s length basis.
The regions purchased cleansing fish from Ryfylke Rensefisk AS, a company owned by Grieg Holdings AS.
Purchase of roe and other operating services from SalmoBreed AS, which is a related party of a board member.
Purchase of feed relating to operations from Biomar Group, which is a related party of a board member.
The Group also purchases services relating to operations from other related parties in associates.
The board and management are related parties. See Note 16 on share-based options and Note 17 on shares controlled by board members and
management.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 128
ANNUAL ACCOUNTS // GROUPNOTE 23
FINANCIAL INCOME AND FINANCIAL
EXPENSES
Amounts in NOK x 1 000
Other interest income *)
Net change in fair value of derivatives
Net currency gains
Other financial income
Total financial income
Interest expense on bank borrowings and leases **)
Other interest expenses ***)
Net currency losses
Other financial expenses
Total financial expenses
2017
16 563
4 578
20 554
639
42 333
44 661
9 940
0
2 188
56 789
2016
11 129
9 287
0
63
20 479
74 873
8 976
69 926
1 438
155 213
*) The majority of other interest income comprises cash discounts from non-controlling interests, based on settlement of trade payables with
shorter-than-normal credit terms.
**) Interest expenses on bank borrowings and leases includes recognised gains/losses from realised interest rate swaps.
***) Interest expenses relating to the factoring agreement at Ocean Quality are included in other interest expenses.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 129
ANNUAL ACCOUNTS // GROUPNOTE 24
OTHER OPERATING EXPENSES
Amounts in NOK x 1 000
Transportation costs
Maintenance costs
Electricity and fuel
Lease expenses
Outsourced services ***)
Insurance
IT expenses
Marketing costs
Other operating expenses *)
Other production-related costs **)
Total other operating expenses
2017
497 734
232 597
71 369
108 303
51 857
41 119
20 408
8 613
127 070
565 535
1 724 604
2016
445 372
215 931
60 637
59 395
47 825
34 786
18 673
7 669
97 103
504 475
1 491 867
*) Includes equipment, telephony/postage, office supplies, fees, travel costs etc.
**) Production-related costs comprise harvesting costs including expenses for well-boat services, packaging material, diving services,
vaccination, de-lousing, oxygen, and analyses etc.
***) Outsourced services include auditor´s fees. See more detailed information below.
SPECIFICATION OF AUDITOR'S FEE
Auditor's fees
Group auditor
Other auditors
Other certification services
Group auditor
Other auditors
Tax advice
Group auditor
Other auditors
Other services
Group auditor
Other auditors
Total Group auditor
Total other auditors
Total auditor's fees
2017
2 785
469
85
290
523
117
362
0
3 754
877
4 631
2016
2 399
513
157
0
373
148
264
0
3 193
661
3 854
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 130
ANNUAL ACCOUNTS // GROUPNOTE 25
OTHER CURRENT LIABILITIES
Specification of other current liabilities
Accrued expenses *)
Other current liabilities **)
Other current liabilities
2017
201 788
10 929
212 717
2016
175 042
47 170
222 213
*) Accrued expenses relate to other operating expenses, including accrued purchases, transportation costs, bonuses/discounts for buyers,
accrued salaries, and insurance.
**) In 2016, provisions of MNOK 37 were recognised for bad debts relating to physical delivery contracts, see Note 7.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 131
ANNUAL ACCOUNTS // GROUPNOTE 26
NEW ACCOUNTING STANDARDS
CHANGES IN ACCOUNTING POLICIES AND
DISCLOSURE OF NEW STANDARDS
IFRS 15 REVENUE FROM CONTRACTS WITH
CUSTOMERS
A) NEW AND AMENDED STANDARDS ADOPTED IN 2017
In 2017, no new standards have been adopted, neither amendments of
standards or interpretations, that substantially affect the consolidated
financial statements.
B) NEW STANDARDS AND INTERPRETATIONS NOT YET AD-
OPTED
A number of new standards, amendments of standards and
interpretations of existing standards are mandatory for future financial
statements. Additionally, the application of some amendments is
permitted prior to mandatory application. Among those amendments
the Group has decided to implement in the future, and which are not
mandatory for 2017, the essential are disclosed below.
IFRS 9 FINANCIAL INSTRUMENTS INCLUDING
RELATED AMENDMENTS TO VARIOUS OTHER
STANDARDS
IFRS 9 replaces the classification and measurement models of IAS 39
with a single model, with essentially only two categories: amortised
cost and fair value.
The classification of lending depends on the entity’s business model for
managing its financial instruments and the characteristics of the cash
flows of each instrument. A debt instrument is measured at amortised
cost if; a) the business model is to hold the financial asset in order to
receive the contractual cash flows, and b) the contractual cash flows
solely represent payments of principal and interest.
All other debt and equity instruments, including investments in complex
instruments, should be measured at fair value through profit/loss.
There is an exception made for equity instruments not held for sale.
Value changes in such positions should be recognised in comprehensive
income, without subsequent reclassification to profit/loss. For financial
liabilities that the entity has chosen to measure at fair value, the
proportion of the change in value attributable to changes in inherent
credit risk is recognised through other comprehensive income and not
through profit/loss.
The new rules for hedge accounting means that hedge accounting
better reflects normal practice for the risk management of enterprises.
As a general rule, it will be easier to apply hedge accounting to come.
The new standard also introduces expanded disclosure requirements
and changes in the rules for the presentation of hedge accounting.
The standard is subject to mandatory application as from the fiscal year
2018.
IASB has issued a new standard for revenue recognition. The standard
replaces IAS 18, regarding a.o. sale of goods and services, and IAS 11,
regarding construction contracts.
The new standard is based on the principle that revenue is recognised
when control over a good or service is transferred to a customer, so that
the principle of control substitutes the existing principle of transfer of
risk and returns.
A new five-step model framework must be applied before revenue can
be recognised:
•
•
•
•
•
Identify the contract(s) with a customer
Identify all separate performance obligations in the contract
Determine the transaction price of the contract
Allocate the transaction price to the separate performance
obligations in the contract, and
Recognise revenue when each performance obligation is satisfied.
Major changes from current practices include:
•
•
•
•
•
Goods and/or services that are sold together, but which can be
sold separately, must be recognised separately. Any discounts
should normally be allocated to each individual element.
Revenues can be recognised earlier than permitted under current
standards if the compensation varies (i.e. due to incentives,
rebates, performance fees, royalties, the success of an outcome,
etc.). The minimum amount should be recognised unless there is a
significant risk of cancellation of the agreement.
The point of revenue recognition may shift: Some revenues
that currently are recognised retrospectively, may need to be
recognised over the contract term, and vice versa.
There are new specific rules on licences, warranties,
nonrefundable advance payments, and commission sales, to
mention a few.
As with any new standard, it implies increased disclosure
requirements.
These changes in accounting policies may affect the Group´s business
practices regarding systems, processes and controls, compensation
and bonus schemes, contracts, tax planning and communication
with the investors. The Group will be able to choose between full
retrospective application, or prospective application with additional
disclosures.
The standard is effective as from the annual reporting period beginning
in 2018, but early adoption is permitted.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 132
ANNUAL ACCOUNTS // GROUP
The Group has carried out an evaluation of the new standard, based
on current revenue flows, and concluded that it will have no material
impact on the financial statement. In the following, a brief summary
of the Group's review of the five-step model, as discussed above, is
disclosed:
Step 1: The Group is covered by the standard, as the main sale each
week is settled with the customer. Fixed delivery contracts is entered
into with customers, specifying per-week volume. The cash flow is the
sale of gutted salmon packed in boxes and dispatched to customers.
The major part is fresh fish, while a proportion is filleted or frozen. The
Group also sells roe, smolt and ensilage, together making up about 1
% of the total sales. The Group furthermore offers harvesting services
for other aquaculture companies in the case of surplus capacity. This is
filed as other operating expenses, similar to insurance bills related to
biomass. All categories of the Group´s revenue streams are recognised
at the time of delivery. That also applies to the fulfillment of physical
delivery contracts.
Step 2: Furthermore, the standard requires identification of all separate
performance obligations. The Group assesses that the contracts
entered into with customers, essentially do not contain separate
performance obligations, as they mainly are related to the delivery
of fish, ref. Step 1. However, it may be agreed to deliver volumes at
different points of time, but this has already been accounted for through
the Group's accounting policies.
Step 3: Transaction prices are spot prices based on the Nasdaq prices
including transport and margin. The price is per kilogram. The price
varies according to the quality of the fish and size. The fish is sold
Delivered Duty Paid (DDP) to customer.
Step 4: This step does not apply, as the Group has concluded that
separate performance obligations as mentioned in Step 2, essentially
do not exist.
Step 5: This step does not imply any substantial amendments to the
current accounting treatment of revenue recognition, ref. Step 1.
The Group will utilise a modified retrospective application upon
transition to IFRS 15 from 01.01.2018.
IFRS 16 – LEASES
IFRS 16 was issued January 2016 and specifies accounting principles
for leases. This will replace IAS 17 Leases, incl. related interpretations.
IAS 17 has essentially designated two models for the recognition of
leasing agreements – one for operating lease and one for finance
leasing. The lessee has only been required to recognise leased assets
classified as finance leasings in the balance sheet. IFRS 16 no
longer specifies this as a main rule. There is primarily one model for
recognition, which implies that the lessee shall recognise most leased
assets, with certain exceptions.
This will materially impact the Group, which at 31 December 2017
has several active operating lease contracts. The Group has initiated
preparations for implementation of the new standard. This includes
obtaining and systematising of all leases in the Group, as well as
evaluating them in accordance with the new recognition rules.
Surveying of the financial consequences is under way at 31 December
2017. At year-end, the Group maintains obligations relating to operating
leases at a total present value of MNOK 522. Preliminary calculations
based on the operating leases of the Group at 31 December 2017
indicates that the Group will recognise assets and related leasing
obligations of at least MNOK 240 at 31 December 2019. This is subject
to change due to any renewal options that may have to be included,
discount rates and any other factors.
The standard will apply for accounting periods starting 1 Jan 2019
or later, but early adoption is permitted upon application of IFRS 15.
The Group will carry out a modified retrospective application upon the
implementation of IFRS 16 for the fiscal year 2019.
SUMMARY 2017
There are no other standards or interpretations that still have not taken
effect that are expected to materially impact the consolidated financial
statements.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 133
ANNUAL ACCOUNTS // GROUPNOTE 27
POST-BALANCE SHEET EVENTS
REFINANCING
ESCAPE ON SHETLAND
In February 2018, a hole was discovered in one of our cages on
Shetland. An inventory count of the fish in the cage revealed a
discrepancy of 21 700 fish. The impairments following the escape
amounted to GBP 200 101 (equivalent to NOK 2 176 138 at the exchange
rate as of 28 February 2018 from Norges Bank of 10.8752 NOK/GPB)
To cater for major investment requirements relating to the growth
strategy for 2020, the Group has renegotiated the syndicated bank loan
prior to its original maturity in 2019. The Group has set a number of
growth targets, including increased smolt capacity and new locations,
which have resulted in a need for increased working capital. The
Group's total banking framework has expanded from MNOK 1 685 to
MNOK 1 700 and MEUR 60, while the current revolving credit facility has
expanded from MNOK 700 to MNOK 1 000, alongside granted overdraft
facilities of MNOK 100. Repayments of MNOK 50 and MEUR 5 will be
made for term loans of respectively MNOK 600 and MEUR 60 , split into
half-yearly installments. The agreement has a validity period of five
years and expires on 28 February 2023.
OCEAN QUALITY AS – HALT IN EXPORT OF
NORWEGIAN SALMON TO CHINA
On 31 January 2018, Ocean Quality AS was instructed by the Norwegian
Food Safety Authority to stop all exports of Norwegian salmon to China
because the Authority had received incorrect documentation from the
Company regarding the export of salmon shipments to China. From
what Ocean Quality AS has learnt, individuals in the Company may have
reused previous self-declarations, in violation of internal guidelines.
Neither individual employees nor the Company gained anything from
these alleged actions. Following the inspection by the Norwegian
Food Safety Authority, Ocean Quality AS made a complete review of
its procedures and systems for export, in order to establish how the
incident could have taken place. New control actions and reinforced
procedures have been implemented. The company has zero tolerance
for such non-conformances.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 134
ANNUAL ACCOUNTS // GROUPGSF PARENT COMPANY
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 135
ANNUAL ACCOUNTS // PARENT COMPANYINCOME STATEMENT
Amounts in NOK x 1 000
Other operating income
Total operating income
Salaries and personnel expenses
Depreciation
Other operating expenses
Total operating expenses
Operating loss
Financial income
Financial expenses
Net financial items
Profit before tax
Income tax expense
Net profit for the year
Appropriation of profit for the year
Proposed dividend
Transferred to other equity
Total appropriations
Note
2017
2016
2,17
3, 4
12, 13
6, 17
5,17
5,17
62 756
62 756
-49 799
-5 162
-52 564
-107 524
-44 768
635 125
-42 608
592 517
55 995
55 995
-55 791
-5 370
-46 990
-108 151
-52 156
789 106
-219 272
569 834
547 749
517 678
15
-126 460
421 289
-129 509
388 169
220 824
200 465
421 289
331 236
56 933
388 169
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 136
ANNUAL ACCOUNTS // PARENT COMPANY
BALANCE SHEET
Amounts in NOK x 1 000
ASSETS
Software
Property, plant and equipment
Investments in subsidiaries
Loan to Group companies
Loan to associated companies
Investment in shares or units
Total non-current assets
Trade receivables
Trade receivables from Group companies
Other receivables from Group companies
Other current receivables
Bank deposits
Total current assets
Total assets
Note
31.12.2017
31.12.2016
12
13,18
10,18
17,18
11
6,17
17
17,18
7
8
18 196
5 478
17 419
5 972
1 226 980
1 226 980
623 365
601 032
167
666
167
656
1 874 851
1 852 225
156
41 450
19
37 520
1 151 052
1 240 578
19 655
157 460
4 025
383 281
1 369 773
1 665 424
3 244 624
3 517 650
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 137
ANNUAL ACCOUNTS // PARENT COMPANY
EQUITY AND LIABILITIES
Note
31.12.2017
31.12.2016
Share capital
Treasury shares
Other reserves
Other retained earnings
Total equity
Deferred tax
Cash-settled share options
Total provisions
Long-term loan
Total non-current liabilities
Current portion of long-term loan
Cash-settled share options
Proposed dividends
Trade payables
Trade payables to subsidiaries
Current liabilities to Group companies
Public tax payable
Accrued public expense
Other current liabilities
Total current liabilities
Total liabilities
Total equity and liabilities
14
14
15
4
18
18
4
17
17
15
7, 9
446 648
-5 000
13 652
880 823
446 648
-5 000
13 652
790 759
1 336 123
1 246 059
16 632
8 848
25 480
1 191 688
1 191 688
90 000
6 746
220 824
6 986
35 881
178 801
122 802
2 246
27 047
14 201
11 360
25 561
979 874
979 874
90 000
0
331 236
6 668
34 201
633 576
146 024
2 031
22 420
691 333
1 266 155
1 908 501
2 271 591
3 244 624
3 517 650
Bergen, 17 April 2018
Grieg Seafood ASA
Translated, not to be signed
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 138
ANNUAL ACCOUNTS // PARENT COMPANY
CHANGE OF EQUITY
Amounts in NOK x 1 000
Equity at 01.01.2016
PROFIT FOR THE YEAR 2016
Other gains recorded in equity
Proposed dividend, paid in 2017
Proposed additional dividend in 2016
Equity at 31.12.2016
PROFIT FOR THE YEAR 2017
Other gains/losses recorded in equity
Proposed dividend
Proposed additional dividend in 2017
Equity at 31.12.2017
Share capital
Other paid-in
equity
Other equity
Total equity
441 648
13 652
441 648
13 652
441 648
13 652
899 424
388 169
19
-331 236
-165 618
790 759
421 289
10
-220 824
-110 412
880 823
1 354 725
388 169
19
-331 236
-165 618
1 246 059
421 289
10
-220 824
-110 412
1 336 123
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 139
ANNUAL ACCOUNTS // PARENT COMPANY
CASH FLOW STATEMENT
Amounts in NOK x 1 000
Note
2017
2016
Profit before income taxes
Tax paid
Depreciation and amortisation
Profit/loss on sale of assets
Impairment/reversal, non-current assets
Interest paid
Change in trade receivables
Change in trade payables
Change in other accruals
Recognised, not paid Group contributions
Dividend income
Net cash flow from operating activities
Proceeds from sale of tangible assets
Dividend income
Purchase of tangible assets
Purchase of intangible assets
Payments/proceeds on loans to/from subsidiaries
Payments on loans to associates
Net cash flow from investing activities
Drawdown/Payments on long-term interest bearing debt
Proceeds/payment on loans to/from Group companies
Proceeds on long-term debt
Interest paid
Dividend paid
Net cash flow from financing activities
Net change in cash and cash equivalents
Cash and cash equivalents at 01.01.
Cash and cash equivalents at 31.12
15
12,13
13
13
13
5
13
12
18
547 749
-146 025
5 162
0
0
517 678
-3 278
5 370
-2
-66
29 038
52 355
-137
319
3 507
-19
388
-25 568
-534 523
-713 301
-25 376
-8 071
-120 285
-174 516
0
25 376
-2 074
-4 144
603 867
-13 100
609 925
300 000
-454 775
-90 000
-29 038
-441 648
-715 461
74
8 071
-3 018
-4 284
466 295
0
467 138
-450 000
633 576
-90 000
-52 355
-165 618
-124 397
-225 822
168 224
383 281
215 057
157 460
383 281
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 140
ANNUAL ACCOUNTS // PARENT COMPANY
NOTE 1
ACCOUNTING POLICIES
The annual financial statements have been prepared in
accordance with the Norwegian Accounting Act and generally
accepted accounting principles in Norway.
All amounts are in TNOK, unless stated otherwise.
charged as they arise as operating expenses, while improvements
and additions are added to the acquisition cost and depreciated
along with the asset. The distinction between maintenance
and improvements is made with regard to the asset’s relative
condition at the original purchase date.
REVENUE RECOGNITION
SUBSIDIARIES
Revenue from sales of goods is recognised at the time of delivery.
Revenue from the sales of services is recognised when the services
are executed. The share of sales revenue associated with future
service is recorded in the balance sheet as accrued sales revenue
and is recognised as revenue at the time of execution.
CLASSIFICATION AND VALUATION OF BALANCE
SHEET ITEMS
Assets intended for long-term ownership or use are classified
as fixed assets. Assets related to the normal operating cycle, are
classified as current assets. Receivables are classified as current
assets if they are expected to be repaid within 12 months after the
transaction date. Similar criteria apply to liabilities.
Current assets are valued at the lower of cost and fair value. Short
term liabilities are recognised in the balance sheet at nominal
value.
Fixed assets are carried at historical cost. Fixed assets whose value
will deteriorate are depreciated on a straight line basis over the
asset’s estimated useful life. Fixed assets are written down to
fair value where this is required by accounting rules. Nominal
amounts are discounted if the interest rate element is significant.
INTANGIBLE ASSETS
Expenditure on intangible assets is recognised to the extent that
future economic benefits from the development of identifiable
intangible assets and costs can be measured reliably. Otherwise,
the costs are expensed as they arise. Capitalised development is
amortised over the useful life.
FIXED ASSETS
Investments in subsidiaries are valued at cost in the company
accounts. The investment is valued at the cost of acquiring the
shares, providing a write-down has not been necessary.
Group contributions to subsidiaries, with tax deducted, are
recognised as increases purchase cost of the shares.
Dividends and group contributions are recognised in the
same year as they are recognised in the subsidiary accounts.
If dividends/ group contributions materially exceed retained
earnings after acquisition, the exceeding amount is regarded
as reimbursement of invested capital and is deducted from
the recorded acquisition value in the balance sheet. Group
contributions received are recognised as other financial income.
IMPAIRMENT OF FIXED ASSETS
Impairment tests are performed upon indication that the
carrying amount of a non-current asset exceeds the estimated fair
value. The test is performed on the lowest level of fixed assets at
which independent cash flows can be indentified. If the carrying
amount is higher than both the fair value less selling costs and the
recoverable amount (net present value of future use/ownership),
the asset is written down to the higher of fair value less selling
costs and the recoverable amount. Previous impairment charges
are reversed at a later period if the prerequisites for impairment
are no longer present (with the exception of impairment of
goodwill).
TRADE AND OTHER RECEIVABLES
Trade and other receivables are recognised in the balance sheet at
nominal value after deduction of provision for bad debts. The
provision for bad debts is estimated on the basis of an individual
assessment of each major receivable. An additional general
provision is made for minor receivables based on estimated
expected losses.
Fixed assets are recognised in the balance sheet and depreciated
on a straight line basis over the estimated useful life, providing
the asset has an expected useful life of more than 3 years and
a cost price which exceeds TNOK 15. Maintenance costs are
SHORT-TERM INVESTMENTS
Short-term investments (shares and investments which are
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 141
ANNUAL ACCOUNTS // PARENT COMPANY
DERIVATIVES
FORWARD CURRENCY CONTRACTS
Realised gains are recorded in the income statement as financial
income. The fair value of the contracts is stated on the basis of
the exchange rate at balance sheet date for 2016.
INTEREST RATE SWAPS
Interest rate swap contracts are stated at the lowest value
principle.
TAXES
The tax expense in the income statement consists of both taxes
payable for the accounting period and changes in deferred tax.
Deferred tax is calculated as a relevant rate of the temporary
differences between the value of assets and liabilities for tax
purposes and any allowable loss to be carried forward at year-end
in the financial statements. Temporary differences, both positive
and negative, are offset within the same period. Deferred tax
assets are recorded in the balance sheet when it is more likely
than not that the tax assets will be utilised. Deferred tax assets
and deferred tax liabilities are presented net in the balance sheet.
Tax on paid group contributions booked as an increase in the
purchase price of shares in other companies, and tax on received
group contribution booked directly against equity, have been
booked directly against tax items in the balance sheet (offset
against tax payable if group contribution affects tax payable, and
offset against deferred taxes if the group contribution affects
deferred taxes).
CASH FLOW STATEMENT
The cash flow statement has been prepared according to the
indirect method. Cash and cash equivalents include cash, bank
deposits and other short-term highly liquid investments which
entail no appreciable exchange rate risk and with maturities of 3
months or less from the purchase date.
considered current assets) are carried at the lower of average
purchase cost and net realisable value on the balance sheet date.
Dividends and other distributions received are recognised as
other financial income.
PENSIONS
The company’s pension schemes meet the requirements of
the mandatory Occupational Pensions Act. Selskapet har
innskuddsbasert pensjonsordning for sine ansatte. The company
has a defined contribution pensions scheme for the employees.
The premium is paid through operations and is charged as
it arises. Social security costs are charged on the basis of the
pension premium paid.
GROUP BANK ACCOUNTS SYSTEM – DEPOSIT
AND LOAN
Grieg Seafod ASA operates as an internal bank for the
subsidiaries. Grieg Seafood ASA borrows funds under the
agreement from the financial institutions and lends these funds
onwards to the subsidiaries. The Company has set up a group
account system (multi-accounts) in which Grieg Seafood ASA
is the legal account holder towards the financial institution.
Deposits and loans are recognised as intercompany transactions.
All subsidiaries are jointly and severally responsible to the
financial institutions for the whole amount of the commitment
under the scheme.
FOREIGN CURRENCY
Functional and presentational currency is NOK. All foreign
currency transaction are translated into NOK at the date of
the transaction. Exchange rate and translational differences are
posted under other financial income or expenses. All monetary
items in foreign currency are translated at the balance sheet date.
Derivatives are recognized at fair value and changes of value are
accounted for in the income statement.
CASH-BASED REMUNERATION
The Company has a share-based remuneration scheme with
settlement in cash, where each employee is obliged to purchase
shares relative to annual salary. The Company’s estimated
liability is posted under current or non-current liabilities based
on estimated settlement date. The cost for the year is charged in
the income statement.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 142
ANNUAL ACCOUNTS // PARENT COMPANY
NOTE 2
OPERATING INCOME
Amounts in NOK x 1 000
OPERATING INCOME CONSISTS OF:
Administrative services - Group companies, see Note 17
Other operating income
Total other operating income, see Note 17
2017
62 756
0
62 756
2016
55 997
-2
55 995
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 143
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 3
PAYROLL, FEES, NO. OF
EMPLOYEES ETC.
Amounts in NOK x 1 000
Wages and salaries
Social security costs
Shares options for directors and key personnel
Pension costs - defined contribution scheme
Other personnel costs
Total
Average number of FTEs (full-time equivalents)
Note
4
2017
23 436
5 047
13 247
1 304
6 765
2016
24 639
4 503
21 712
1 308
3 629
49 799
55 791
21
19
The Company has a pension scheme covering all employees at 31. December 2017. The pension scheme is funded and managed through an
insurance company.
The board's guidelines and principles for the determination of salaries and other remuneration paid to the management group are included
in the consolidated financial statements.
The accumulated cost of salaries, pensions and other benefits paid to senior employees and board members in 2017 were as follows:
BENEFITS PAID TO SENIOR EMPLOYEES IN 2017
(NOK X 1 000)
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Total remuneration incl. social security costs
Salary
Bonus
Accumu-
lated, not
yet paid
Options
exercised
during year
Other
benefits
2 498
1 596
1 596
1 272
6 962
1 133
505
276
281
630
335
195
347
2 195
1 508
2 475
1 578
1 578
0
5 630
137
132
133
125
527
Recognition of expenses arising from synthetic options not declared throughout the year are not included in the above statement.
REMUNERATION PAID TO BOARD MEMBERS IN 2017 (NOK X 1000)
Per Grieg jr. 1)
Wenche Kjølås 2)
Karin Bing Orgland 2)
Asbjørn Reinkind 1)
Ola Braanaas 1)
Total remuneration incl. social security costs
Total
6 873
4 145
3 778
2 025
16 821
434
280
280
302
245
1 540
1) Payment for work performed on the Remuneration Committee of NOK 17 115 is included in the remuneration paid to Per Grieg jr., Asbjørn
Reinkind, and Ola Braanaas.
2) Payment for work performed on the Audit Committee of NOK 51 345 is included in the remuneration paid to Wenche Kjølås and Karin Bing
Orgland.
The amounts include social security costs.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 144
ANNUAL ACCOUNTS // PARENT COMPANYThe accumulated cost of salaries, pensions and other benefits paid to senior employees and board members in 2016 were as follows:
BENEFITS PAID TO SENIOR EMPLOYEES IN 2016
(NOK X 1 000)
Salary
Bonus
Accumu-
lated, not
yet paid
Options
exercised
during year
Other
benefits
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO from 1 May 2016)
Total remuneration paid to senior employees
2 348
1 683
1 659
810
6 501
0
0
0
0
0
732
505
276
286
1 799
2 400
2 387
2 288
0
7 075
REMUNERATION PAID TO BOARD MEMBERS 2016
Per Grieg jr. 1)
Wenche Kjølås 2)
Karin Bing Orgland 2)
Asbjørn Reinkind 1)
Ola Braanaas 1)
Total remuneration incl. social security costs
Total
5 504
4 621
4 261
1 111
24
45
39
15
123
15 498
419
262
262
288
234
1 466
1) Payment for work performed on the Remuneration Committee of NOK 14 267 is included in the remuneration paid to Per Grieg jr., Asbjørn
Reinkind and Ola Braanaas.
2) Payment for work performed on the Audit Committee of NOK 42 788 is included in the remuneration paid to Wenche Kjølås and Karin Bing
Orgland.The amounts include social security costs.
SPECIFICATION OF AUDITOR´S FEE
Statutory audit
Tax advisory fee
Other services
Total
2017
1 119
95
79
2016
958
99
6
1 293
1 062
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 145
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 4
SYNTHETIC OPTIONS
(CASH-BASED REMUNERATION)
The Company operates a share-based options programme for the management group and regional directors. The options’ strike price is the stock market price on the date of issue, rising by 0.5% per month
until the exercise date. As at 31 December 2016, there were no equity options outstanding for exercise. Since 2009, the Company has issued cash-based options to the management group and regional
directors. The most recent allocation was in 2017, totalling 1 800 000 options. The final exercise date is 31 May 2021. The options have a term of two years, where 50% is vested each year.
Employees taken on after the initial allocation of options are allocated options on taking up employment.
The Black & Scholes option pricing model is used to calculate the market value. A brokerage firm is used to carry out the calculations. The
table below shows the movement in outstanding options in 2016 and 2017.
OVERVIEW 2017
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Others
Total
Option category
Kontant
Kontant
Kontant
Kontant
Kontant
Outstanding
options
31.12.2016
314 009
146 801
187 893
100 000
592 379
Granted options
Exercised options Cancelled options
Expired options
400 000
200 000
200 000
200 000
800 000
55 737
35 527
35 527
-
62 745
189 535
-
-
-
-
-
-
-
-
-
-
-
-
1 341 082
1 800 000
OVERVIEW 2016
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Others
Total
Option category
Kontant
Kontant
Kontant
Kontant
Kontant
Outstanding
options
31.12.2015
400 000
300 000
300 000
-
1 150 000
2 150 000
Granted options
Exercised options Cancelled options
Expired options
-
-
-
100 000
200 000
300 000
85 991
153 199
112 107
-
402 492
753 789
-
-
-
-
355 129
355 129
-
-
-
-
-
-
Outstanding
options
31.12.2017
658 272
311 274
352 366
300 000
1 329 634
2 951 547
Of which cash-
settled
658 272
311 274
352 366
300 000
1 329 634
2 951 547
Outstanding
options
31.12.2016
Of which cash-
settled
314 009
146 801
187 893
100 000
592 379
314 009
146 801
187 893
100 000
592 379
1 341 082
1 341 082
P
A
R
T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
R
T
2
0
1
7
/
/
P
A
G
E
1
4
6
ANNUAL ACCOUNTS // PARENT COMPANY
P
A
R
T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
R
T
2
0
1
7
/
/
P
A
G
E
1
4
7
Allocation: Year - Month
Expiry date: Year -
Month
Strike price NOK
per share as at
31.12.2017
Strike price NOK
per share as at
31.12.2016
2015 - 06
2015 - 06
2016 - 12
2017 - 11
2017 - 11
Total
2018 - 06
2019 - 06
2019 - 06
2020 - 05
2021 - 05
29.76
29.76
84.12
83.62
83.62
27.90
27.90
79.22
-
-
Cash-based options available for exercise
Weighted average outstanding contract period
Options
2017
251 547
600 000
300 000
900 000
900 000
2016
441 082
600 000
300 000
-
-
2 951 547
1 341 082
2017
1 151 547
43.94
2016
441 082
28.05
2017
Previous employees with expired
option
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Other options allocated in 2015
Other options allocated in 2016
Other options allocated in 2017
Total
*) Amounts exclude social security costs
Option
category
Equity
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Listed
price on
allocation
Calculated
value per
option on
allocation
Calculated
total value on
allocation *)
Total value of
all options at
01.01.2017
Change in
provision CB-OB
*)
Exercised
options 2017
Accumulated
cost charged
against equity at
31.12.2017
Book liability
cash settlement
at 31.12.2017
25.50
25.50
25.50
79.00
83.00
83.00
83.00
83.00
25.50
79.00
83.00
3.36
3.97
3.97
3.63
2.26
2.79
2.79
2.38
3.60
3.34
2.35
1 342
793
793
363
906
557
557
475
2 876
669
1 880
2 935
1 699
2 298
41
-
-
-
-
4 312
75
-
1 320
157
570
197
147
90
90
77
916
366
305
2 475
1 578
1 578
-
-
-
-
-
2 786
-
-
6 887
-
-
-
-
-
-
-
-
-
-
-
4 255
1 857
2 868
237
147
90
90
77
5 227
441
305
11 212
11 360
4 234
8 416
6 887
15 594
ANNUAL ACCOUNTS // PARENT COMPANY
P
A
R
T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
R
T
2
0
1
7
/
/
P
A
G
E
1
4
8
2016
Previous employees with expired
option
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
Other options allocated in 2013
Other options allocated in 2014
Other options allocated in 2014
Other options allocated in 2015
Other options allocated in 2016
Total
Option
category
Equity
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
Cash
*) Amounts exclude social security costs
ACCRUED COSTS BREAK DOWN AS FOLLOWS:
Accrued cost cash settlement
Exercised options during the year
Total cost excl. employer's national insurance contributions
National insurance contributions
Total cost incl. employer's national insurance contributions
Listed
price on
allocation
Calculated vale
per option on
allocation
Calculated
total value on
allocation *)
Total value of
all options at
01.01.2016
Change in
provision CB-OB
*)
Exercised
options 2016
Accumulated
cost charged
against equity at
31.12.2016
Book liability
cash settlement
at 31.12.2016
6 887
25.50
22.22
25.50
22.56
25.50
79.00
22.22
22.56
28.90
25.50
79.00
3.36
3.94
3.97
4.78
3.97
3.63
3.94
4.24
4.20
3.60
3.34
1 342
394
793
478
793
363
1 181
424
420
2 876
669
9 734
579
639
353
662
353
0
1 250
315
206
1 282
0
5 639
2017
4 234
8 416
12 650
597
13 247
2 356
-639
1 346
-662
1 945
41
-1 250
-315
-206
3 030
75
5 721
2 400
903
1 485
1 950
338
0
3 823
546
2 143
1 465
0
15 052
6 887
2 935
0
1 699
0
2 298
41
0
0
0
4 312
75
11 360
2016 Classification in statement
5 721 Other provisions
15 052 Salary and social security costs / bank
20 772
939 Accrued public expense
21 712 Salary and social security costs
Costs relating to cash-based remuneration in 2017 totalled TNOK 13 247. This is charged in the income statement as a personnel cost. National security contributions are provided for on an ongoing
basis based on the fair value of the options.
At 31 December 2017, outstanding options with the right to cash settlement were stated at TNOK 15,594, of which TNOK 8 848 were classified as non-current liabilities. Issued options are cancelled on
termination of employment.
ESTIMATES USED TO CALCULATE ALLOCATION OF OPTIONS
Anticipated volatility (%)
Risk-free rate of interest (%)
Estimated qualification period (years)
36.62%
0.67%
2.25
The estimated qualification period for the options is based on historical data, and does not necessarily represent future developments.
In order to estimate volatility, management has applied historical volatility for comparable listed companies.
ANNUAL ACCOUNTS // PARENT COMPANY
NOTE 5
FINANCIAL INCOME AND
FINANCIAL EXPENSES
Amounts in NOK x 1 000
Interest income from Group companies
Other interest income
Group contributions from subsidiaries
Group contribution previous year, recognised current year
Dividend
Unrealised value changes, derivatives, see Note 9
Unrealised currency change, long-term loans from Group
Net unrealised currency gains
Total financial income
Loan interest expenses
Other interest expenses
Unrealised currency change, long-term loans from Group
Other financial expenses
Net realised currency losses
Net unrealised currency losses
Total financial expenses
Net financial items
2017
26 699
344
534 522
0
25 384
1 197
22 333
24 646
635 125
30 478
10 757
0
1 216
157
0
42 608
592 517
2016
46 916
63
713 301
11 467
8 071
9 287
0
0
789 106
60 157
1 666
90 228
530
0
66 692
219 272
569 834
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 149
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 6
TRADE RECEIVABLES
Amounts in NOK x 1 000
Trade receivables at nominal value
Provision for bad debts
Book value of trade receivables at 31.12
Change in bad debt provision
Amounts received for previously written-off bad debts
Total loss on trade receivables recognised in the financial statements
2017
156
0
156
0
0
0
2016
19
0
19
0
0
0
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 150
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 7
OTHER RECEIVABLES/ OTHER
CURRENT LIABILITIES
Amounts in NOK x 1 000
OTHER CURRENT RECEIVABLES
Prepaid expenses
VAT
Tax receivable from 2015
Loan to Nordnorsk Smolt AS *)
Other current receivables **)
Other current receivables at 31.12
2017
1 143
835
0
13 100
4 578
19 655
2016
1 215
2 138
502
0
171
4 025
*) GSF has entered into collaboration with Norway Royal Salmon in order to secure additional smolt capacity in Finnmark. NRS and GSF each
own 50% of Nordnorsk Smolt AS. As at 31 December 2017, no formal transactions had been carried out; however, transactions are expected
to take place during the first half of 2018. As part of the agreement, GSF has extended loans to Nordnorsk Smolt AS to cover operations,
investments and accumulation of working capital in connection with development of the facility.
**) GSF ASA has entered into an FX-forward agreement in DKK on behalf of the subsidiary GSF Finnmark, in respect of GSF Finnmark´s
agreement with a Danish contractor to develop the smolt facility in Adamselv. The purpose of the contract is to hedge payments in DKK. GSF
ASA and GSF Finnmark have entered into a back-to-back agreement on the contract. As at 31 December 2017, the value of the contract was
recognised under other current liabilities to subsidiaries in GSF ASA´s financial statements. Both realised and unrealised gains/losses are to be
transferred to GSF Finnmark.
OTHER CURRENT LIABILITIES
Accrued interest
Other accrued expenses
Unrealised loss on interest rate swap contracts, see Note 9
Unrealised loss on foreign currency contracts
Other current liabilities
Other current liabilities at 31.12
2017
1 212
14 658
4 071
4 880
2 227
27 047
2016
628
12 690
5 268
0
3 834
22 420
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 151
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 8
BANK DEPOSITS
Amounts in NOK x 1 000
Restricted deposits relating to employees' tax deductions
Fixed-interest rate deposit *)
Other bank deposits
Total
2017
3 938
0
153 522
157 460
2016
1 242
160 000
222 039
383 281
*) The fixed-interest rate deposit in 2016 was valid until January 2017. The contract was not renewed.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 152
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 9
FINANCIAL INSTRUMENTS
AT FAIR VALUE
Amounts in NOK x 1 000
2017
2016
Assets
Current
liabilities
Assets
Current
liabilities
Interest rate swap contracts (two contracts for MNOK 400 and
MNOK 260 maturing in 2019 and 2021, respectively *)
Foreign currency contract EUR/NOK (One contract comprising 52
transactions maturing Dec 2018)
Total financial instruments at fair value
0
-
0
-4 071
-4 880
-8 951
*) Amounts exclude accrued interest totalling NOK x 1 000 -247.4 (2016: NOK x 1 000 17.1)
Changes in fair value posted as financial items:
Unrealised gain/loss on interest rate swaps
Unrealised gain/loss on foreign currency contracts
Net unrealised gain/ (loss) on financial instruments
0
-
0
2017
1 197
-4 880
-3 683
-5 268
0
-5 268
2016
9 287
0
9 287
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 153
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 10
INVESTMENTS IN SUBSIDIARIES
Amounts in NOK x 1 000
Subsidiary
Grieg Seafood Rogaland AS
Grieg Seafood Canada AS
Grieg Seafood Finnmark AS
Grieg Seafood Shetland Ltd
Ocean Quality AS
Total
Registered
office - country
Registered
office - location
Ownership/
voting share
Equity at
31.12.2017
Profit/loss 2017
Book value
Norge
Norge
Norge
UK
Norge
Bergen
Bergen
Bergen
Shetland
Bergen
100%
100%
100%
100%
60%
623 507
68 451
734 591
146 582
48 679
325 693
-42
255 508
28 343
55 639
223 497
138 252
400 481
458 750
6 000
1 621 808
665 140
1 226 980
Equity and profit/loss taken from provisional financial statements, which have been prepared in accordance with local accounting standards.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 154
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 11
INVESTMENTS IN SHARES
Amounts in NOK x 1 000
INVESTMENTS IN SHARES
Finnøy Næringspark AS
DNB Global Allokering
CO2 AS
Norsk Villaksforvaltning
Fiskeriforum Vest
Book value of shares at 31.12
Registered
office - country
Registered
office -
location
Ownership/
voting share
Number of
shares
Acquisition
cost
Book value
Norge
Norge
Norge
Norge
Norge
Finnøy
Oslo
Lindås
Førde
Bergen
7.14%
0.00%
10.00%
15.15%
20.00%
100
3 038
2
5
20
103
630
20
50
16
103
477
20
50
16
666
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 155
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 12
INTANGIBLE ASSETS
Amounts in NOK x 1 000
2017
Book value at 01.01
Intangible assets acquired
Amortisation
Book value at 31.12
As at 31.12.
Acquisition cost
Accumulated amortisation
Book value at 31.12
Economic lifetime/amortisation schedule
2016
Book value at 01.01
Intangible assets acquired
Amortisation
Book value at 31.12
As at 31.12.
Acquisition cost
Accumulated amortisation
Book value at 31.12
Economic lifetime/amortisation schedule
SOFTWARE
17 419
4 144
-3 367
18 196
41 292
-23 096
18 196
3 - 10 år
SOFTWARE
16 651
4 284
-3 516
17 419
37 148
-19 729
17 419
3 - 10 år
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 156
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 13
PROPERTY, PLANT
AND EQUIPMENT
Amounts in NOK x 1 000
2017
Book value at 01.01
Additions
Disposals
Depreciation charge
Depreciation on disposals (book value)
Book value at 31.12
As at 31.12.
Acquisition cost
Accumulated depreciation
Book value at 31.12
Economic lifetime/amortisation schedule
2016
Book value at 01.01
Additions
Disposals (book value)
Depreciation charge
Depreciation on disposals (book value)
Book value at 31.12
As at 31.12.
Acquisition cost
Accumulated depreciation
Book value at 31.12
Economic lifetime/amortisation schedule
PLANT, EQUIPMENT AND
OTHER FIXTURES ETC.
5 972
2 074
-1 495
-1 794
721
5 478
16 555
-11 077
5 478
3-5 år
PLANT, EQUIPMENT AND
OTHER FIXTURES ETC.
4 814
3 018
-72
-1 854
66
5 972
15 976
-10 004
5 972
3-5 år
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 157
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 14
SHARE CAPITAL AND
SHAREHOLDER INFORMATION
SHARE CAPITAL
As at 31 December 2017, the Company had 111,662,000 treasury shares with a nominal value of NOK 4 per share.
All shares issued by the Company are fully paid-up. There is one class of shares and all shares confer the same rights.
In June 2011 the company purchased 1,250,000 treasury shares at a value of NOK 14.40 per share.
Holdings of treasury shares
31.12.2017
Change in
share capital
(NOK x 1 000)
Nominal value
(NOK)
Total share
capital (NOK x
1 000)
Number of
ordinary shares
4.00
4.00
446 648
111 662 000
-5 000
-1 250 000
441 648
110 412 000
THE LARGEST SHAREHOLDERS OF GRIEG SEAFOOD ASA
31.12.2017
31.12.2017
31.12.2016
31.12.2016
No. of shares
Shareholding
No. of shares
Shareholding
GRIEG HOLDINGS AS
OM HOLDING AS
FOLKETRYGDFONDET
NYE YSTHOLMEN AS
STATE STREET BANK AND TRUST CO.
VERDIPAPIRFONDET PARETO INVESTMENT
VERDIPAPIRFONDET ALFRED BERG GAMBA
JPMORGAN CHASE BANK. N.A.. LONDON
CLEARSTREAM BANKING S.A.
GRIEG SEAFOOD ASA
ARTIC FUNDS PLC
MORGAN STANLEY AND CO INTL PLC
THE BANK OF NEW YORK MELLON SA/NV
Total - largest shareholders
Other shareholders with shareholding of less than 1%
55 801 409
49.97%
55 801 409
49.97%
5 164 379
2 949 137
2 928 197
2 602 761
1 915 000
1 700 796
1 477 767
1 286 414
1 250 000
926 000
598 815
518 635
79 119 310
32 542 690
4.63%
2.64%
2.62%
2.33%
1.71%
1.52%
1.32%
1.15%
1.12%
0.83%
0.54%
0.46%
70.86%
29.14%
3 105 000
3 390 000
2 928 197
1 814 836
1 711 000
986 273
448 816
1 017 577
1 250 000
1 397 000
2 067 749
1 241 277
77 159 134
34 502 866
2.78%
3.04%
2.62%
1.63%
1.53%
0.88%
0.40%
0.91%
1.12%
1.25%
1.85%
1.11%
69.10%
30.90%
Total shares
111 662 000
100.00%
111 662 000
100.00%
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 158
ANNUAL ACCOUNTS // PARENT COMPANYSHARES CONTROLLED BY BOARD MEMBERS AND GROUP
MANAGEMENT:
No. of shares
Shareholding
No. of shares
Shareholding
31.12.2017
31.12.2017
31.12.2016
31.12.2016
Board of directors:
Per Grieg jr. *)
Wenche Kjølås (Jawendel AS)
Asbjørn Reinkind (Reinkind AS)
Karin Bing Orgland
Ola Braanaas
Group management:
Andreas Kvame (CEO)
Atle Harald Sandtorv (CFO)
Knut Utheim (COO)
Kathleen O. Mathisen (CHRO)
58 961 996
52.80%
58 961 996
52.80%
7 000
120 000
-
-
35 000
21 793
18 200
0
0.01%
0.11%
0.00%
0.00%
0.03%
0.02%
0.02%
0.00%
7 000
120 000
-
-
29 000
30 661
12 400
0
0.01%
0.11%
0.00%
0.00%
0.03%
0.03%
0.01%
0.00%
*) The shares owned by the following companies are controlled by Per Grieg jr. and family
Grieg Holdings AS
Grieg Shipping II AS
Nye Ystholmen AS
Grieg Ltd AS
Kvasshøgdi AS
Per Grieg jr. privat
Total shares
55 801 409
49.97%
55 801 409
49.97%
-
2 928 197
217 390
-
15 000
0.00%
2.62%
0.19%
0.00%
0.01%
-
2 928 197
217 390
-
15 000
0.00%
2.62%
0.19%
0.00%
0.01%
58 961 996
52.80%
58 961 996
52.80%
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 159
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 15
TAXES
Amounts in NOK x 1 000
Basis for tax payable
Profit before tax
Dividends recognised in income
3% dividend tax
Net other permanent differences
Change in financial derivatives
Change in temporary differences
Adjustment of Group contribution 2016
Group contribution received/provided
Taxable loss
Group contribution received
Basis for tax expense for the year
24% (25%) tax payable
SPECIFICATION OF DEFERRED TAX BASIS
Temporary differences:
Non-current assets
Profit and loss account
Cash-based options
Long-term debt/amortised cost
Revaluation account non-current liabilities
Net temporary differences
Financial instruments
Loss carryforward
Basis for deferred tax in balance sheet
23% (24%) deferred tax
Change in deferred tax assets due to change in tax rate 24% (25%)
Deferred tax assets/deferred tax liabilities in balance sheet
2017
547 749
-25 384
762
1 693
3 683
-16 827
0
-534 522
-22 846
534 522
511 676
122 802
2016
517 678
-8 071
0
-655
-10 314
96 927
-11 467
-713 301
-129 203
713 301
584 098
146 024
2017
5 280
1 241
2016
3 832
1 551
-17 793
-12 962
3 312
89 224
81 264
-8 951
0
72 314
17 355
-723
16 632
5 126
66 891
64 438
-5 268
0
59 170
14 792
-592
14 201
Change
1 449
-310
-4 831
-1 814
22 333
16 827
-3 683
0
13 144
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 160
ANNUAL ACCOUNTS // PARENT COMPANYAmounts in NOK x 1 000
Specification of tax charge:
Tax payable
Change in deferred tax, previous rate 23% (24%)
Change in deferred tax due to change of rate
Tax effect of foreign tax not credited Norwegian tax
Correction of contributions for 2015, tax effect
Tax expense in income statement
Reconciliation of tax expense
Profit before tax
Estimated tax 24% (25%)
Tax expense in income statement
Difference
The difference consists of the following:
24% (25%) of permanent differences
Tax effect of foreign tax not credited Norwegian tax
Change in contribution previous years, tax effect
Change in tax/deferred tax due to change of rate
Total reconciled difference
2017
122 802
3 155
-723
1 226
0
2016
146 024
-21 653
-592
2 451
3 278
126 460
129 509
2017
547 749
-131 460
126 460
-5 000
2017
-5 503
1 226
0
-723
-5 000
2016
517 678
-129 419
129 509
90
2016
-5 048
2 451
3 099
-592
-90
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 161
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 16
GUARANTEES
Grieg Seafood ASA acted as a guarantor for Ocean Quality UK Ltd and Ocean Quality North America Inc in connection with sales contracts with
customers. The total guaranteed amounts are EUR 250,000 and USD 3,000,000.
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 162
ANNUAL ACCOUNTS // PARENT COMPANYNOTE 17
RELATED PARTIES
Amounts in i NOK x 1 000
2017
Operating
income
Operating
expenses
Financial
income
Financial
expenses
Long-term
receivables
Trade
receivables
Current
receivables
Trade
payables
Other current
liabilities
Total related parties - Group companies
Total related parties - shareholders
62 756
0
0
7 698
28 440
0
-1 741
0
623 365
41 450
1 151 052
0
0
0
-35 881
-518
-178 801
0
Total
2016
62 756
7 698
28 440
-1 741
623 365
41 450
1 151 052
-36 399
-178 801
Operating
income
Operating
expenses
Financial
income
Financial
expenses
Long-term
receivables
Trade
receivables
Current
receivables
Trade
payables
Other current
liabilities
Total related parties - Group companies
Total related parties - shareholders
55 997
0
0
7 356
46 916
0
Total
55 997
7 356
46 916
-6
0
-6
601 032
37 520
1 240 578
-34 201
-633 576
0
19
11
0
-283
601 032
37 539
1 240 589
-34 201
-633 859
The company carries out transactions with companies controlled by Grieg Seafood ASA's largest shareholder, Grieg Holdings AS.
The services provided include:
- ICT-related and other services such as catering, reception etc. are delivered by Grieg Group Resources AS. The services are provided on an arm's length basis.
- Grieg Seafood ASA rents its offices from Grieg Garden AS on an arm’s length basis.
The parent company provides a range of services to the subsidiaries. The services include administrative services and services relating to the provision of parent company non-current loans and short-term
credit facilities to the subsidiaries. Interest is charged on an arm's length basis.
Ocean Quality AS has been classified as a subsidiary of Grieg Seafood ASA since 2015.
Grieg Seafood ASA enters into hedging contracts on behalf of Grieg Seafood Rogaland AS and Grieg Seafood Finnmark AS. The arrangement is intended to reduce these companies´ exposure to salmon
prices. The agreements with the subsidiaries are priced on the basis of a “back-to-back” arrangement.
P
A
R
T
3
-
A
C
C
O
U
N
T
S
/
/
G
R
I
E
G
S
E
A
F
O
O
D
A
N
N
U
A
L
R
E
P
O
R
T
2
0
1
7
/
/
P
A
G
E
1
6
3
ANNUAL ACCOUNTS // PARENT COMPANY
NOTE 18
NET INTEREST-BEARING DEBT
AND PLEDGES
The Company has a syndicated loan provided 50/50 by DNB and Nordea. The financing agreement comprises a total framework of MNOK 1,685 and
includes a long-term credit facility of MNOK 700. At the year-end, the credit line was utilised in the amount of MNOK 300.
The financing agreement includes covenants stipulating consolidated equity of 35% (in the Group, excluding Ocean Quality, a revolving NIBD/EBITDA
ratio of 5.0 if the book equity ratio is higher than 40% and 4.5 if the book equity ratio is between 35% and 40%. As at 31 December 2017, the NIBD/
EBITDA for the Group excluding Ocean Quality was 1.2 and the equity ratio was 52%. Consequently, the Group fully complied with all covenants at
the year-end.
Since the end of year, the Company has renegotiated the Group´s financing agreement in line with growth targets and subsequent needs for
investment. See Note 19 - Post-balance sheet events, for further information.
Amounts in NOK x 1 000
Non-current liabilities
Liabilities to credit institutions before amortisation effect
Long-term credit facility *)
Amortised cost
Total interest-bearing non-current liabilities
Short-term debt
Short-term credit facility *)
Share of current portion of long term
borrowing
Total interest-bearing current liabilities
Gross interest-bearing liabilities
Bank deposits
Loans to subsidiaries
Loans to associates
Net interest-bearing liabilities
2017
895 000
300 000
-3 312
1 191 688
2017
0
90 000
90 000
2016
985 000
0
-5 126
979 874
2016
0
90 000
90 000
1 281 688
1 069 874
157 460
1 063 519
13 100
47 609
383 281
494 733
0
191 859
*) In 2017, the Company had a total long-term credit facility of MNOK 700, of which MNOK 400 was available for utilisation at the reporting
date.
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ANNUAL ACCOUNTS // PARENT COMPANYMATURITY PROFILE - NONCURRENT LIABILITIES
Long-term loan
Long-term credit facility
Total
Liabilities secured by mortgage
Liabilities to credit institutions
Total liabilities
Book value of assets pledged as security
Shares in subsidiaries
Operating assets
Trade receivables
Loans to subsidiaries
Total assets pledged as security
2019
Subseq.
2018
90 000
0
895 000
300 000
90 000
1 195 000
Total
985 000
300 000
1 285 000
0
0
0
2017
2016
1 281 688
1 069 874
1 281 688
1 069 874
1 226 980
1 226 980
5 478
156
5 972
19
1 063 519
494 733
2 296 133
1 727 705
Type of debt
Syndicated long-term loan
Syndicated loan revolving credit
Total
Interest
rate
NOK Floating
NOK Floating
Maturity
06/2019
06/2019
2017
2016
Current
portion
Non-current
portion
Current
portion
Non-current
portion
90 000
0
891 688
300 000
90 000
979 874
0
0
90 000
1 191 688
90 000
979 874
Syndicated long-term loan
Syndicated loan revolving credit
(non-current)
Total
Average interest rate
31.12.2017
NOK
CAD
GBP
USD
981 688
981 688
300 000
300 000
1 281 688
1 281 688
0
0
0
2017
2,21%
2016
3,53%
P A R T 3 - A C C O U N T S / / G R I E G S E A F O O D A N N U A L R E P O R T 2 0 1 7 / / P A G E 165
ANNUAL ACCOUNTS // PARENT COMPANY
NOTE 19
POST-BALANCE SHEET EVENTS
REFINANCING
To cater for major investment needs relating to the Company's growth strategy in the period leading up to 2020, the Group has renegotiated its
syndicated bank loan before its original maturity in 2019. The Group has set growth targets, including increased smolt capacity and new sites,
which will entail an increased need for working capital. The Group's total credit framework has been increased from MNOK 1 685 to MNOK 1 700
and MEUR 60. As a result of this, the current revolving credit facility will increase from MNOK 700 to MNOK 1 000, alongside overdraft facilities
of MNOK 100. Repayments of MNOK 50 and MEUR 5 will be made for term loans of respectively MNOK 600 and MEUR 60, split into half-yearly
instalments. The agreement has a term of five years and expires on 28 February 2023.
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ANNUAL ACCOUNTS // PARENT COMPANYTo the General Meeting of Grieg Seafood ASA
Independent Auditor’s Report
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Grieg Seafood ASA. The financial statements comprise:
•
•
The financial statements of the parent company, which comprise the balance sheet as at 31
December 2017, and the income statement, statement of changes in equity and cash flow
statement for the year then ended, and notes to the financial statements, including a summary
of significant accounting policies, and
The financial statements of the group, which comprise the balance sheet as at 31 December
2017, and income statement, statement of comprehensive income, statement of changes in
equity, cash flow for the year then ended, and notes to the financial statements, including a
summary of significant accounting policies.
In our opinion:
•
•
•
The financial statements are prepared in accordance with the law and regulations.
The accompanying financial statements give a true and fair view of the financial position of the
parent company as at 31 December 2017, and its financial performance and its cash flows for
the year then ended in accordance with the Norwegian Accounting Act and accounting
standards and practices generally accepted in Norway.
The accompanying financial statements give a true and fair view of the financial position of the
group as at 31 December 2017, and its financial performance and its cash flows for the year
then ended in accordance with International Financial Reporting Standards as adopted by the
EU.
Basis for Opinion
We conducted our audit in accordance with laws, regulations, and auditing standards and practices
generally accepted in Norway, included 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 as
required by laws and regulations, 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.
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 activities of the group has in general been unchanged compared to previous year. We have not
identified any regulatory changes, transactions or other events that qualify as Key audit matter for the
2017 audit. Consequently, our Key audit matters are the same as previous year.
PricewaterhouseCoopers AS, Sandviksbodene 2A, Postboks 3984 - Sandviken, NO-5835 Bergen
T: 02316, org.no.: 987 009 713 VAT, www.pwc.no
State authorised public accountants, members of The Norwegian Institute of Public Accountants, and authorised
accounting firm
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Auditor's Report - Grieg Seafood ASA
Key Audit Matter
How our audit addressed the Key Audit Matter
Measuring of biological assets
As described in the accounting policies
notes, Grieg Seafood ASA measures the
Group’s biological assets at fair value in
accordance with IAS 41. Biological assets
include inventories of broodstock, smolt
and live fish held for harvesting purposes.
The Group’s biomass system shows the number of fish,
average weight and biomass per site. We have directed
our effort at the movement in biological inventory (in
numbers) in the period. The movement is the total of
smolt stocked, loss of fish and harvested fish for the
period.
For audits of significant inventories, the
international audit standards require that
the auditor participates at inventory
count, provided that it is practicable. The
biological assets are by nature difficult to
count, observe and measure due to lack of
sufficiently accurate measuring
techniques that at the same time does not
affect fish health. Therefore, we have
focused on measuring the inventory of
biological assets (biomass), emphasizing
live fish held for harvesting purposes,
which constitute the major part of the
Group’s biological assets. Biomass in the
sea has direct influence on the valuation;
see more about this in the paragraph
«Valuation of biological assets at fair
value» below.
See note 2 and 7 for further information
about measuring of biological assets.
We reviewed the Group’s processes for controlling the
number of fish stocked. To ensure accuracy of the
number of fish registered in the biomass system, we
tested, for a selection of stocking, the control by tracing
the number of fish at stocking back to underlying
documentation. Underlying documentation are
vaccination documentation for internally produced
smolt and e.g. invoices for purchase of external smolt.
The growth in the period is connected to the total feed
consumption and is closely associated with purchase of
feed. We reviewed the Group’s internal controls of
reconciliation of feed inventory and obtained external
confirmation from feed suppliers in order to verify
purchased volume. We also assessed recorded
accumulated feed factor for live fish held for harvesting
purposes and obtained explanations from management
and further documentation for sites with significantly
either higher or lower feed factor than expected. Our
procedures substantiated that the growth for the year
was reasonable.
In order to challenge the historical accuracy of
management’s biomass estimates we reviewed the
harvest deviation for the period. By harvest deviation,
we refer to the deviation between actual harvested
biomass (in numbers and kilos) and the estimated
biological inventory according to the group’s biomass
system. We found the accumulated deviations to be
reasonable.
We satisfied ourselves that the disclosures in the notes
about measuring of biological assets were reasonable
and in accordance with the requirements in the
accounting standards.
We challenged management’s model for calculation of
fair value of biological assets by assessing the model
against the criteria in IAS 41 and IFRS 13. We found
Valuation of biological assets at fair value
The Group measures biological assets at
fair value in accordance with IAS 41.
The fluctuations in the fair value estimate
that occur due to, for instance, changes in
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(2)
Auditor's Report - Grieg Seafood ASA
the market price, may have significant
impact on the period’s operating result.
The Group therefore shows the effect of
fair value adjustments for biological
assets as a separate line item before
operating result (EBIT).
We focused on the valuation of biological
assets at fair value due to the size of the
amount, the complexity of the calculation,
because the estimate involves judgement
and due to its significance on the financial
result for the year.
As per 31.12.2017, the book value of
biological assets is MNOK 2 698, of which
MNOK 2 016 is historical cost and MNOK
682 is value adjustment. Biological assets
comprise about 1/3 of total assets.
See note 2 and 7 for information about
valuation of biological assets at fair value.
that the model includes the elements that the
accounting standards require.
We examined whether the biomass that formed the
basis for the Group’s model corresponded with the
Group’s biomass system and controlled that the model
made the mathematical calculations as intended.
After having assured that these fundamental elements
were in place, we assessed whether the price
assumptions that management used in the model were
reasonable. We assessed the price assumptions against
observable spot- and/or forward prices from FishPool
and other observable markets. We found management’s
price assumptions to be reasonable.
We challenged management’s assumptions for future
mortality and expected production cost by assessing
these factors against industry data and the Group’s
historical results. We found the assumptions to be in
line with industry data and historical results.
We satisfied ourselves that the disclosures in notes 2
and 7 to the financial statements referring to valuation
of biological assets appropriately reflect the valuation
method and that the disclosures are according to
requirements in the accounting principles.
Other information
Management is responsible for the other information. The other information comprises the Board of
Directors’ report, principles of Corporate Governance and information in the Group’s Sustainability
Report, but does not include the financial statements and our auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Board of Directors and the Managing Director for the Financial Statements
The Board of Directors and the Managing Director (management) are responsible for the preparation
and fair presentation of the financial statements of the parent company in accordance with the
Norwegian Accounting Act and accounting standards and practices generally accepted in Norway, and
for the preparation and fair presentation of the financial statements of the group in accordance with
International Financial Reporting Standards as adopted by the EU, and for such internal control as
management determines is necessary to enable the preparation of financial statements that are free
from material misstatement, whether due to fraud or error.
(3)
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Auditor's Report - Grieg Seafood ASA
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 parent company use the going concern basis of accounting
insofar as it is not likely that the enterprise will cease operations. The financial statements of the group
use the going concern basis of accounting unless management intends either 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 laws, regulations, and auditing standards and practices
generally accepted in Norway, including ISAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in
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 laws, regulations, and auditing standards and practices
generally accepted in Norway, included International Standards on Auditing (ISAs), we exercise
professional judgement 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 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 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 to cease to continue as a going concern.
evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves fair presentation.
obtain sufficient appropriate audit evidence regarding the financial information of the entities
or business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.
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(4)
Auditor's Report - Grieg Seafood ASA
We communicate with the Audit Committee regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit
We also provide the Audit Committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with the Audit Committee, 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
Opinion on the Board of Directors’ report
Based on our audit of the financial statements as described above, it is our opinion that the
information presented in the Board of Directors’ report and in the statements on Corporate
Governance and Corporate Social Responsibility concerning the financial statements, the going
concern assumption, and the proposal for the allocation of the profit is consistent with the financial
statements and complies with the law and regulations.
Opinion on Registration and Documentation
Based on our audit of the financial statements as described above, and control procedures we have
considered necessary in accordance with the International Standard on Assurance Engagements
(ISAE) 3000, Assurance Engagements Other than Audits or Reviews of Historical Financial
Information, it is our opinion that management has fulfilled its duty to produce a proper and clearly
set out registration and documentation of the company’s accounting information in accordance with
the law and bookkeeping standards and practices generally accepted in Norway.
Bergen, 17 April 2018
PricewaterhouseCoopers AS
Jon Haugervåg
State Authorised Public Accountant
Note: This translation from Norwegian has been prepared for information purposes only.
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(5)