Wilh. Wilhelmsen Holding ASA Annual Report 2022

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FY2022 Annual Report · Wilh. Wilhelmsen Holding ASA

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Annual report
2022

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 2

Key figures – consolidated
accounts

INCOME STATEMENT

Total income

Operating profit before amortisation and impairment (EBITDA)

Operating profit

Profit/(loss) before tax

Net profit/(loss)

Net profit/(loss) after non-controlling interests

BALANCE SHEET

Non current assets

Current assets

Equity

Interest-bearing debt

Total assets

KEY FINANCIAL FIGURES

Cash flow from operation (1)

Liquid funds at 31 December (2)

Liquidy ratio (3)

Equity ratio (4)

YIELD

Return on equity (5)

KEY FIGURES PER SHARE

Earnings per share (6)

Operating profit before amortisation and impairment (EBITDA) per share (7)

Average number of shares outstanding

Dividend per share paid during the year

2022

2021

2020

2019

2018

USD mill

958

153

306

293

282

2 898

730

2 355

654

874

141

2 702

746

2 230

642

812

138

205

178

117

2 736

751

2 265

657

850

149

144

130

114

2 638

655

2 082

675

871

(86)

(75)

(69)

2 467

612

2 017

533

USD mill

3 628

3 448

3 488

3 293

3 079

USD mill

267

1.1

65%

122

366

0.9

65%

194

393

1.3

65%

255

1.2

63%

227

1.1

66%

13%

-4%

USD

6.63

3.42

1.63

3.16

2.63

3.10

2.46

3.24

(1.48)

1.68

Thousand

44 580

45 948

46 404

NOK

7.00

8.00

2.00

5.00

5.50

Definition
(1) Net cash flow from operating activities
(2) Cash, bank deposits and current financial investments
(3) Current assets divided by current liabilities
(4) Equity in percent of total assets
(5) Profit after tax divided by average equity
(6) Profit for the period after non-controlling interests, divided by average number of shares
Earnings per share taking into consideration the number of shares reduced for own shares
(7) Operating profit for the period adjusted for depreciation and impairments of assets, divided by average number of shares outstanding

Total income
(USD mill)

8
5
9

4
7
8

2
1
8

0
5
8

1
7
8

Operating profit
(USD mill)

3
8

3
7

8
7

0
6

6
3

Net profit
(USD mill)

Net profit after non-controlling
interest (USD mill)

3
9
2

8
7
1

0
3
1

3
5

2
8
2

7
1
1

4
1
1

2
7

2022

2021

2020

2019

2018

5
7
-

9
6
-

Group — Key figuresWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 3

Wilhelmsen in brief – our vision
is to shape the maritime industry

Founded in Norway in 1861, Wilhelmsen is now a comprehensive global maritime group providing essential products and services
to the merchant fleet, along with supplying crew and technical management to the largest and most complex vessels ever to sail.
Committed to shaping the maritime industry, we also seek to develop new opportunities and collaborations in renewables, zero-
emission shipping, and marine digitalisation. Supporting a diverse and inclusive workplace, with thousands of colleagues across
more than 60 countries, we take innovation, sustainability and unparalleled customer experiences one step further.

MARITIME SERVICES

NEW ENERGY

STRATEGIC HOLDINGS AND INVESTMENTS

Our ambition is to be the leading
provider of products and services for the
global merchant fleet – driving sustainable
transformation of our industry.

Our ambition is to drive energy
infrastructure transformation and
maritime decarbonisation.

Our ambition is to achieve capital growth
through our global footprint, legacy holdings
and leading industrial partnerships.

Share of total income
Year 2022

65%

34%

Share of total assets
As per 31.12.2022

25%

22%

54%

• Wallenius Wilhelmsen ASA (37.9%)
• Treasure ASA (77.0%)
– Hyundai Glovis (11.0%)
• WilNor Governmental Services (99.5%)
• Financial investments
• Holding activities

• Wilhelmsen Maritime Services AS
• Wilhelmsen Ships Service
• Wilhelmsen Port Services
• Wilhelmsen Ship Management
• Wilhelmsen Chemicals
• Wilhelmsen Insurance Services
• Global Business Services

• NorSea Group (99.0%)
• NorSea Wind (99.5%)
• Edda Wind ASA (25.7%)
• Topeka
• Massterly (50%)
• Raa Labs
• Dolittle (46%)
• Ivaldi (10%)
• Loke Marine Minerals (18%)
• Reach Subsea ASA (20.4%)

Direct or indirect ownership in brackets when not fully owned.

OUR STRATEGIC ESG TOPICS

Strategic topics

Strategic ambition

Decarbonisation and green growth

Shape the maritime industry’s transition towards net zero emissions and capitalize on green growth.

Health and safety

Have an engaging and safe workplace with no harm to people.

Equality and diversity

Have a culture where each employee is valued for their contribution.

Compliance and value chain management

Be a responsible, trusted and compliant value chain partner.

Group — Key figuresWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 4

Content

Strength in-depth

The Wilhelmsen group’s ambition is to
develop companies within maritime services,
shipping, logistics, renewables, and related
infrastructure through active ownership.
Wilhelmsen has 247 offices in 58 countries,
with 10 868 seafarers and 5 031 land-based
employees as of the end of 2022.

ContentWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 5

1 – Group CEO’s statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

007

Making headway . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

008

2 – Directors’ report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

010

Main development and strategic direction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

012

Financial results . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

013

Maritime Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

015

New Energy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

016

Strategic Holdings and Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

017

Risk review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

020

Health, safety and working environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

021

Organisation and people development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

021

Human rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

022

Environment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

022

Corporate governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

023

Sustainability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

023

Directors and Officers Liability Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

023

Allocation of profit, dividend and share buy back . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

023

Outlook . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

024

3 – Accounts and notes – group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

027

Wilh. Wilhelmsen Holding ASA group . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

028

Income statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

028

Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

028

Balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

029

Cash flow statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

030

Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

031

General accounting principle . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

032

Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

033

4 – Accounts and notes – parent company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

076

Wilh. Wilhelmsen Holding ASA parent company . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

078

Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

078

079

Cash flow statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

080

081

082

Auditor’s report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

098

Responsibility statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

103

5 – Corporate structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

105

Wilh. Wilhelmsen Holding group main structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

106

Strategic Holdings and Investments segment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

107

Maritime Services segment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

107

New Energy segment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

111

ContentWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 6

Group — Group CEO’s statementWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 7

Group
CEO’s
statement

Group — Group CEO’s statementWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 8

Making headway

2022 proved to be a uniquely challenging year, shaped by
external macroeconomic shifts, political fractures, and conflict.
The much-anticipated post-pandemic lift was almost immediately
tempered by increasing inflation and recession risk, further
tensions in international relations and an escalating energy and
climate crisis. All of which impacted the Wilhelmsen group, our
businesses, colleagues, partners, and stakeholders.

Price adjustments across our product and services portfolio to
reflect increases in raw material and freight costs, and positive
salary revisions across our organisation to lessen the impact of
rising inflation were two obvious responses to external factors.
But there is no more telling example of the unique and diverse
challenges of the year than our fair and honest withdrawal
from Russia.

STAYING ON COURSE
Despite the clear challenges, 2022 has been a positive year of
heightened activity, renewed optimism, and growing ambition
for the Wilhelmsen group. We continue to live our values, and
some might say stubbornly stick to our course. Building for the
future we remain focused on shaping our industry and long-
term value creation.

As the preferred partner for forward leaning owners
and operators, and as a key provider of essential energy
infrastructure and solutions supporting energy transition, the
Wilhelmsen group has benefitted from the upswing across
the maritime, offshore and renewables segments. An obvious
example is the very strong demand in the ro-ro market that
has brought Wallenius Wilhelmsen success. Their success
is a notable positive, as it is one of the Wilhelmsen group’s
cornerstone, strategic investments.

Shipping though, as the much used saying goes, is a ‘cyclical
industry’. I am confident that even the most positive of us
can acknowledge that the external factors which have come
together to deliver record rates in certain segments cannot,
and will not, last forever. It is why we continue to invest in
our future and further build our Maritime Services portfolio
through products and service innovation, partnerships, and
complementary bolt-on acquisitions.

Expanding the scope and scale of our offering to customers,
and integrating additional specialist competencies, in 2022 we
added specialized cargo hold cleaning company Stromme to
the Ships Service portfolio. We also acquired a majority stake
in Hamburg-based Ahrenkiel Tankers, to further strengthen
Ship Management’s position in the tanker segment. At the turn
of the year, a second cargo hold cleaning specialist, Navadan
was acquired. The acquisition of Vopak Agencies, the specialist
hub and port agency provider to the tanker market, was also
finalised at the beginning of 2023, supporting Port Services’
growth strategy.

NEW AND OLD ENERGY IN THE SPOTLIGHT
Both the Norwegian oil and gas sector and the European
offshore wind industry benefitted from significant short-term
investment, and renewed long-term interest, in 2022. This was
driven unsurprisingly by a stronger focus on EU energy security
in response to Russia’s invasion of Ukraine. As an example,
operational and logistics spending on the entire Norwegian
continental shelf alone was up 60% in 2022. While investments
and ambitions towards the offshore wind sector continue to
grow year over year, 2022 saw a 70% growth in targets for 2030
across Europe.

As a key supply chain partner to the current energy industry,
and as an important enabler for its future transition, NorSea’s
year was one of high activity, successful contract renewals
and forging new partnerships focusing on supporting the
energy shift. A Wilhelmsen company since 2012, NorSea is a
key foundation of our New Energy segment. Many promising
scalable initiatives such as hydrogen production, carbon
capture, and offshore wind park development are rooted in the
company. In 2022, we demonstrated our continued belief in
the competence and values of the company and its importance

Group — Group CEO’s statementWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 9

Thomas Wilhelmsen,
group CEO

to our long-term strategy by exercising the option to increase
Wilhelmsen’s shareholding in NorSea from 75% to 99%.

TARGETS AND TRANSPARENCY
In parallel with investing directly in business growth through
M&A and investment activities, we continued to devote
considerable time, effort, and resources towards our clear
environmental, social and governance targets.

For example, we established an ESG index to measure our group
companies’ progress against annual targets, implemented a new
ESG reporting system to enable more robust GHG emissions
reporting, and had our 2022 GHG emissions 3rd party verified for
the first time. They are in my opinion genuine milestones. They
may not be headline grabbing on face value, but they are critical
for us to work systematically towards our first key climate goal,
net zero by 2030 from our own operations, which we are well

on our way to achieving. In addition, this year we will increase
transparency on our ESG performance, starting in the first
quarter of 2023, where we will include detailed ESG data within
our published quarterly results, a clear signal of our intentions.

We believe the companies which commit to accurate, in-depth
ESG reporting and realistic targeting, which in turn drives
tangible systematic action, will set themselves apart in the
eyes of their employees, customers, stakeholders, the talent of
tomorrow and society in general.

In a time when many companies are questioning their relevance
and vision for the future, together we are crystal clear in ours.
Achieving the right results, the right way and supporting an
equal, diverse, inclusive, and attractive workplace for all of us in
Wilhelmsen, we aspire to be the very best in class and to Shape
the Maritime Industry for the future.

Group — Group CEO’s statement
2

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 10

Directors’
report

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 11

Further improving
gender equality

The group’s target is to have at least 40% of
each gender in senior management positions
by 2030. In 2022, several initiatives related to
working arrangements, succession management,
and awareness building were conducted to
progress the group’s target.

Group — Director’s reportDirectors’ report for 2022

Wilh. Wilhelmsen Holding ASA

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 12

HIGHLIGHTS 2022

• Increased total income and operating profit.
• Delivered 35% shareholder return, including dividend.
• Expanded the Maritime Services’ footprint.
• Continued building the New Energy platform.
• Strong performance in Wallenius Wilhelmsen ASA.
• Refinanced group companies.

MAIN DEVELOPMENT AND STRATEGIC DIRECTION
The Wilh. Wilhelmsen Holding group (Wilhelmsen or group)
is an industrial holding company within the maritime
industry. The group’s activities are carried out through fully
and partly owned entities, most of which are among the
market leaders within their segments. Wilhelmsen’s ambition
is to develop companies within maritime services, shipping,
logistics, renewables, and related infrastructure through
active ownership.

The vision is to be a shaper of the maritime industry. In 2022,
Wilhelmsen expanded the Maritime Services’ service offering
and made further investments within New Energy. Wilhelmsen
also continued to deliver return to its shareholders, with an
increase in operating result, net profit, and shareholder return
for the year.

2022 was marked by the Russian invasion of Ukraine, and the
subsequent war between the two countries. Rising inflation and
interest rates impacted the global economy, the life of ordinary
people, and companies. While the pandemic came to an end in
most parts of the world, climate change, geopolitical tension,
commodity shortages, and supply chain issues remain as global
challenges. In this business environment, the Wilhelmsen
operating companies continued to both perform and develop.
The board would like to thank all employees for their efforts
and contributions, ensuring that Wilhelmsen continue being a
shaper of the maritime industry.

This included organising the group around three distinct
business segments:
• Maritime Services
• New Energy
• Strategic Holdings and Investments

In 2022, all three business segments had a positive
development.

Maritime Services provides essential products and services
to the global merchant fleet, focusing on the three business
units Ships Service, Port Services, and Ship Management. In
2022, Wilhelmsen expanded its Maritime Services’ offering and
footprint through bolt on acquisitions spanning all the three
business units. Together with organic growth, this delivered an
increase in both total income and EBITDA for the year.

New Energy builds on the existing infrastructure and
competence serving the offshore and maritime industries to
create an ecosystem supporting energy transition. In 2022,
Wilhelmsen increased its shareholding in NorSea to 99%,
invested in new port facilities, and reached new milestones
building the New Energy platform within renewables and
future shipping solutions. Total income and EBITDA for New
Energy were up for the year, supported by sales gains.

The two main assets of the Strategic Holdings and Investments
segment are the shareholding in Wallenius Wilhelmsen ASA
and the shareholding in Hyundai Glovis, owned through
Treasure ASA. Wallenius Wilhelmsen ASA continued the
positive development throughout 2022, supported by a strong
shipping market. This lifted both net profit and market value to
its highest level since the merger in 2017. Hyundai Glovis also
continued to deliver positive results and increased dividend,
but market value was down for the year.

The Wilhelmsen group equity base remains strong. In 2022,
total equity increased with 5% to USD 2.3 billion, and the equity
ratio based on book values was stable at 65%.

In 2021, Wilhelmsen re-designed the portfolio of activities and
business units to intensify the growth of maritime service and
increase the focus on renewable energy and decarbonisation.

Liquidity was down for the year but remained comfortable.
Cash and cash equivalents totalled USD 163 million by the end
of the year, with total liquidity increasing to USD 880 million if

Group — Director’s reportincluding all financial assets. The main loan facilities in Maritime Services and
New Energy were both refinanced in 2022 for a period of five years.

THE BOARD OF WILH. WILHELMSEN HOLDING ASA

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 13

Wilhelmsen’s goal is to provide shareholders with a high return over time
through a combination of rising value for the company’s shares and payment of
dividend. Supporting the alignment of the senior executives’ and shareholders’
long-term interests, the long-term incentive scheme for senior executives is
based on an increase in value adjusted equity above certain thresholds and
other long term strategic targets. To further strengthen the alignment with
shareholders, new measures are being introduced related to Wilhelmsen shares
owned by senior executives and board members.

The Wilhelmsen share price had a strong development in 2022, outperforming
the general equity market and being the fourth consecutive year with positive
return. In 2022, total weighted return including share price development and
paid dividend was 35.5%, based on a total return of 35.7% for the WWI share and
a total return of 34.5% for the WWIB share. Wilhelmsen has an objective of
consistent yearly dividend paid twice annually. In 2022, a first dividend of NOK
4.00 per share was paid in May, and a second dividend of NOK 3.00 per share was
paid in November. For 2023, the board is proposing a first dividend of NOK 6.00
per share payable in the second quarter, and that the Annual General Meeting
authorises the board to declare a second dividend of up to NOK 4.00 per share.

The board believes sound corporate governance is the foundation for profitable
growth and a healthy company culture. Good governance contributes
to reduced risk and creates value over time for shareholders and other
stakeholders. The board is committed to a sustainable strategy which is a
vital prerequisite for Wilhelmsen to be a profitable and responsible player in
the industry and society. In 2022, greenhouse gas emissions, human rights,
ethics and anti-corruption, health, safety and wellness, equality, diversity
and inclusion, supplier management, and green growth and decarbonisation
received particular attention.

In 2023, Wilhelmsen will continue to develop the group to the benefit of
customers, shareholders, and the wider society, building on a more than 160-
year history of shaping the maritime industry.

FINANCIAL RESULTS
Income statement

Carl E Steen (chair)

Morten Borge

WILHELMSEN GROUP (USD MILL)

2022

2021

Rebekka Glasser Herlofsen

Total income

of which operating revenue
of which other income

EBITDA
Operating profit/EBIT

Share of profit/(loss) from associates

Change in fair value financial assets
Other financial income/(expenses)

Profit before tax/EBT
Tax income/(expenses)

Profit for the period
Profit to equity holders of the company

EPS (USD)

Other comprehensive income
Total comprehensive income
Total comprehensive income to equity holders of the company

958
943
15

153
83

874
873
2

141
73

296

101

(50)
(23)

(107)
(1)

306
(13)

66
(13)

293
296

53
72

6.63

1.63

(64)
229
240

(35)
17
41

Ulrika Laurin

Trond Westlie

Group — Director’s reportTotal income for Wilhelmsen was USD 958 million in 2022, up
10% from 2021. Income was up for both Maritime Services and
New Energy.

Group EBITDA came in at USD 153 million for the year, up 8%.
EBITDA was up for both Maritime Services and New Energy.

Share of profit from associates was USD 296 million for the year,
up from USD 101 million one year earlier. The improvement was
due to the strong performance of Wallenius Wilhelmsen ASA.

Change in fair value financial assets was negative with USD
50 million for the year. This followed lower value of the
investment in Hyundai Glovis.

Other financials were a net expense of USD 23 million in 2022,
with dividend and other financial income offset by interest
expenses and a net currency loss.

Tax was included with an expense of USD 13 million, mainly
related to Maritime Services.

Net profit to equity holders of the company was USD 296
million in 2022, up from USD 72 million in 2021.

Other comprehensive income was negative with USD 64
million, resulting in a total comprehensive income to equity
holders of the company of USD 240 million for the year.

Total assets and equity

TOTAL ASSETS AND EQUITY (USD MILL)

2022

2021

Maritime Services
New Energy
Strategic Holdings and Investments
Elimination

Total assets

Shareholders’ equity
Total equity

Equity ratio

901
797
1 960
(29)

878
765
1 828
(23)

3 628

3 448

2 212
2 355

2 009
2 230

65%

Total assets were USD 3 628 million by the end of 2022, up 5%
for the year. The largest increase was for the strategic holding
in Wallenius Wilhelmsen ASA. Total equity was up 6% for the
year, resulting in a stable equity ratio of 65%.

Cash flow, liquidity, and debt

CASH FLOW (USD MILL)

2022

2021

Cash and cash equivalents at 01.01

231

269

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 14

The group had cash and cash equivalents of USD 163 million by
the end 2022, down from USD 231 million by the end of 2021.

Cash flow from operating activities was USD 64 million in 2022.
This compares with a net EBITDA and tax expense of USD
139 million, with the difference primarily due to build up of
working capital in Maritime Services.

Cash flow from investing activities was USD 6 million, with
investments in the New Energy segment partly covered through
proceeds from financial assets in the Strategic Holdings and
Investments segment.

Cash flow from financing activities was negative with USD 138
million in 2022. This included a USD 53 million cash outflow from
acquiring 24% of the remaining 25% non-controlling interest in
NorSea, dividend payments, and normal financial cost.

In June, Maritime Services was refinanced securing a USD 300
million revolving credit facility over five years.

In November, NorSea was refinanced securing new facilities
over 5 years totalling NOK 3 400 million (USD 340 million).

LIQUID ASSETS (USD MILL)

2022

2021

Cash and cash equivalents
of which Maritime Services
of which New Energy
of which Strategic Holdings and Investments

Current financial investments
Financial assets to fair value

of which Hyundai Glovis
of which other financial assets

163
131
8
24
104
613
538
75

231
174
7
50
135
688
583
105

Total

880

1 054

By the end of 2022, the group had liquid financial assets of
USD 880 million. In addition to cash and cash equivalents,
this included current financial investments and non-current
financial assets reported as financial assets to fair value.

The parent company carries out active financial asset
management of part of the group’s liquidity. The current
financial investment portfolio includes listed equities and
investment grade bonds. The value of the portfolio amounted
to USD 104 million at the end of 2022.

The group’s investments classified as financial assets to fair
value had a combined value of USD 613 million by the end of
the year. The largest investment was the 11% shareholding
in Hyundai Glovis held by Treasure ASA, valued at USD
538 million.

From operating activities

of which Maritime Services
of which New Energy
other operating

From investing activities

From financing activities

of which dividend and buy back parent
of which net debt repayment (including leasing)
other financing

Net cash flow

Cash and cash equivalents at 31.12

64
31
45
(12)

122
77
63
(18)

(53)

(138)
(33)
(9)
(96)

(106)
(42)
(31)
(33)

(68)

(37)

163

231

INTEREST-BEARING DEBT (INCLUDING LEASING) (USD MILL) 2022

2021

Maritime Services
New Energy
Strategic Holdings and Investments
Elimination

Total

227
375
62
(11)

232
349
62
0

654

642

The main group companies fund their investments and
operations on a standalone basis, with no recourse to the parent
company. The primary funding source is the commercial bank
loan market.

Group — Director’s reportBy end of 2022, the group’s total interest-bearing debt including
lease liabilities was USD 654 million. Debt was up in New
Energy, mainly related to the increased ownership of Vikan
Næringspark Invest AS and the consolidation of the debt in
the company. This was partly offset by the FX effect from
converting NOK debt into USD.

Going concern assumption
Pursuant to section 3-3a and section 4-5 of the Norwegian
Accounting Act, it is confirmed that the annual accounts have
been prepared under the assumption that the enterprise is a
going concern and that the conditions are present.

MARITIME SERVICES
This includes Ships Service, Port Services, Ship Management,
and other business units and activities reported under the
Maritime Services segment.

MARITIME SERVICES (USD MILL)

2022

2021

Total income

of which Ships Service
of which Port Services
of which Ship Management
other/eliminations

EBITDA

EBITDA margin (%)

Operating profit/EBIT

EBIT margin (%)

Share of profit from associates
Other financial income/(expenses)
Tax income/(expense)

Profit

Profit margin (%)

Non controlling interest
Profit to equity holders of the company

628
394
136
68
29

557
344
126
55
32

94
15%

89
16%

57
9%

62
11%

7
20
(16)

28
4%

1
27

5
(19)
(10)

38
7%

0
38

Total income for Maritime Services was USD 628 million
in 2022, up 13% from 2021. Income was up for all main
business units.

EBITDA for the year was USD 94 million, up 5 % from the
previous year. The increase was supported by higher income
and a strong USD but held back by higher freight and other
cost. EBITDA was up for all main business units. The Maritime
Services’ EBITDA margin was 15% in 2022, down from 16%.

Operating result was down for the year due to a USD 13 million
impairment of goodwill, reported in the fourth quarter. The
goodwill originated from the acquisition in 2017 of Kemetyl’s
sales and marketing activities for consumer products
in Norway.

Share of profit from associates was USD 7 million. This was up
from USD 5 million due to increased contribution from Ship
Management.

Other financial items for Maritime Services amounted to an
expense of USD 20 million, including a USD 12 million loss on
currency and financial instruments.

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 15

Tax was an expense of USD 16 million.

Profit to equity holders of the company was USD 27 million in
2022, down from USD 38 million the previous year.

MARITIME SERVICES

Ships Service
Wilhelmsen Ships Service offers a portfolio of maritime solutions
to the merchant fleet.

Total income from Ships Service was USD 394 million in
2022, up 15% from the previous year. Income was lifted both
by higher volumes and by higher sales prices. Demand for
refrigerants and chemicals were up from last year, supported by
higher cruise activities. The higher sales prices mainly reflected
higher product and freight cost, which has been gradually
passed on to the customer.

In June, Wilhelmsen entered into an agreement with Seven
Seas to acquire 100% of their subsidiary Stromme. Stromme
is a specialised cargo hold cleaning company in the marine
industry with offices in Oslo, Hamburg and Singapore.
The acquisition was completed in September.

Port Services
Wilhelmsen Port Services provides full agency, husbandry, and
protective agency services to the merchant fleet.

Total income from Port Services was 136 million in 2022, up 8%.
The increase was partly due to a generally higher activity level
and partly due to increased demand for additional husbandry
services. Cruise activity remained behind pre-pandemic levels
mainly due to low activity in Asia.

In October, Wilhelmsen entered into an agreement to acquire
Vopak Agencies, a leading provider of hub services and port
agency within the tanker segments in Europe. The acquisition
was completed in December.

Ship Management
Wilhelmsen Ship Management provides full technical manage-
ment, crewing, and related services for all major vessel types.

Total income for Ship Management was USD 68 million in 2022,
up 25% from 2021. The increase partly reflected the full year
effect of a 2021 vessel management contract reported on a gross
value basis. Project related activities was up, while number of
vessels under management trended down before picking up
towards the end of the year.

In January, Wilhelmsen strengthened its position in the
tanker market through an agreement to acquire a majority
stake in Hamburg-based ship management company
Ahrenkiel Tankers.

Group — Director’s reportOther business units and activities
This includes Wilhelmsen Chemicals, Wilhelmsen Insurance
Services, Global Business Services, and certain other activities
reported under the Maritime Services segment.

Income from other business units and activities (including
eliminations) was USD 29 million in 2022. Income from
Wilhelmsen Chemicals was stable in local currency, but down
when converting into USD. Income was up for Insurance Services.

NEW ENERGY
This includes NorSea, Edda Wind ASA, and other business units
and activities reported under the New Energy segment.

NEW ENERGY (USD MILL)

2022

2021

Total income

of which NorSea Group
other/eliminations

EBITDA

EBITDA margin (%)

Operating profit/EBIT

EBIT margin (%)

Share of profit from associates
Financial income/(expenses)
Tax income/(expense)

Profit

Profit margin (%)

Non controlling interest
Profit to equity holders of the company

333
292
41

75
22%

46
14%

8
(14)
(2)

38
11%

7
31

310
270
40

60
19%

24
8%

10
(18)
(3)

14
5%

7
8

Total income for New Energy was USD 333 million in 2022, up 8%
from 2021. Income was supported by higher operating revenue
and sales gains, but negatively impacted by the appreciation of
USD versus NOK and other European currencies.

EBITDA came in at USD 75 million, up 25%. The EBITDA margin
was 22%. EBITDA was lifted by the increase in operating result
and sales gain, but negatively impacted by a reclassification of
cost due to the full consolidation of Vikan Næringspark Invest
and a reallocation of corporate cost to the New Energy segment.
Adjusting for these effects, EBITDA was stable.

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 16

Profit to equity holders of the company was USD 31 million for
the year, up from USD 8 million in 2021.

NorSea Group AS
NorSea provides supply bases and integrated logistics solutions
to the offshore industry. Wilhelmsen owns 99.0% of NorSea.

Total income for NorSea was USD 292 million in 2022, up 8%
from 2021.

Operating revenue was supported by a strong increase in
activities in Denmark and a generally high activity level in most
other operations. The increase in operating revenue measured
in local currencies was offset by the FX effect from converting
revenue from local currencies into a stronger USD.

Sales gains in NorSea totalled USD 23 million in 2022, mainly
related to the investment in Vikan Næringspark Invest AS and
the sale of NorSea Fighter.

Share of profit from joint ventures and associates in NorSea was
USD 7 million.

In March, NorSea bought the remaining 50% of the shares in
Vikan Næringspark Invest AS, increasing ownership to 100%.
This resulted in a USD 17 million non-cash step up gain from
the change in accounting from associate to subsidiary of the
originally held 50% ownership.

On 31 May, Wilhelmsen increased the shareholding in NorSea to
99%, acquiring an additional 24% at a set option price of NOK
500 million. The remaining 1% is held by NorSea management.

In December, NorSea sold the supply vessel NorSea Fighter
with a sales gain of USD 6 million. This was the only vessel
owned by NorSea.

Edda Wind ASA
Edda Wind ASA provides services to the global offshore
wind industry and is listed on Oslo Børs. Wilhelmsen owns
25.7% of the company, which is reported as associate in
Wilhelmsen’s accounts.

Share of profit from Edda Wind ASA was included with
nil in 2022.

Share of profit from associates was USD 8 million, down from
USD 10 million last year.

The book value of the 25.7% shareholding in Edda Wind ASA
was USD 53 million at the end of year, down from USD 57 mil-
lion one year earlier.

Net financial items were an expense of USD 14 million, and tax
was an expense of USD 2 million.

NEW ENERGY

• Wilhelmsen New Energy AS
• NorSea Group (owned 99.0%)
• NorSea Wind
• Edda Wind ASA (owned 25.7%)
• Reach Subsea ASA (owned 20.4%)
• Topeka
• Massterly (owned 50%)
• RaaLabs
• Dolittle (owned 46%)
• Ivaldi (owned 10%)
• Loke Marine Minerals (owned 18%)

Other business units and activities
This includes NorSea Wind (owned 50% by NorSea and 50%
by Wilhelmsen Ship Management), Reach Subsea ASA (owned
20.4%), Raa Labs AS, Massterly AS (owned 50%), Dolittle AS
(owned 46%) and certain other activities reported under the
New Energy segment.

Total income from other New Energy activities were USD 41
million in 2022, mainly from NorSea Wind. This was up 1%
from 2021. NorSea Wind lost the tender for renewal of its main
contract at the tail end of the year, and the legal entity is now in
a winding down process.

In February, Wilhelmsen New Energy AS entered into an
agreement to acquire 21% of Reach Subsea ASA, a subsea
service provider listed on Oslo Børs. The transaction was
completed in March. Reach Subsea ASA is reported as associate

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 17

in Wilhelmsen’s account. Share of profit was USD 2 million
in 2022, and the book value was USD 17 million at the end of
the year.

Profit to equity holders of the company was USD 237 million for
the year, compared with a profit of USD 27 million in 2021.

STRATEGIC HOLDINGS AND INVESTMENTS
This includes the strategic holdings in Wallenius Wilhelmsen ASA
and Treasure ASA, other financial and non-financial investments,
and other business units and activities reported under the
Strategic Holdings and Investments segment.

STRATEGIC HOLDINGS AND INVESTMENTS (USD MILL)

2022

2021

Total income

of which operating revenue
of which other gain/(loss)

EBITDA
Operating profit/EBIT

Share of profit/(loss) from associates
of which Wallenius Wilhelmsen ASA
other/eliminations

Change in fair value financial assets

of which Hyundai Glovis
other financial assets

Other financial income/(expenses)

of which investment management in parent
of which dividend income Hyundai Glovis
other financial income/(expenses)

Tax income/(expense)

Profit for the period

Non controlling interest
Profit to equity holders of the company

10
17
(7)

(16)
(20)

281
281
0

(52)
(46)
(5)

13
(3)
13
3

227

(10)
237

17
17
0

(8)
(13)

85
85
(0)

(107)
(115)
8

35
21
13
1

(1)

(0)

(27)
27

Wallenius Wilhelmsen ASA
Wallenius Wilhelmsen ASA is a market leader in RoRo shipping
and vehicle logistics and is listed on Oslo Børs. Wilhelmsen
owns 37.9% of the company, which is reported as associate in
Wilhelmsen’s accounts.

Wallenius Wilhelmsen ASA had total revenue of USD 5 045
million in 2022, an increase of 30%. Revenue was lifted by
increased volumes in all business segments and a strong
increase in net rates and fuel surcharges within shipping.
EBITDA ended at USD 1 548 million, up 87%.

Wilhelmsen’s share of profit from Wallenius Wilhelmsen ASA
was USD 281 million in 2022, up from USD 85 million in 2021.

On 26 August, Wilhelmsen bough 210 000 shares in Wallenius
Wilhelmsen ASA for USD 1 million. The transaction increased
the Wilhelmsen shareholding in Wallenius Wilhelmsen ASA to
160 210 000 shares, representing 37.9% of total shares.

The Wallenius Wilhelmsen ASA share price was up 91.8% in
2022, closing at NOK 97.05. As of 31 December 2022, the market
value of Wilhelmsen’s investment was USD 1 577 million, while
the book value of the shareholding was USD 1 146 million.

In 2022, Wallenius Wilhelmsen ASA paid total dividend of
USD 0.15 per share. Total cash proceeds to Wilhelmsen were
USD 24 million.

Treasure ASA
Treasure ASA holds a 11.0% ownership interest in Hyundai
Glovis and is listed on Oslo Børs. Wilhelmsen owns 77.0% of
Treasure ASA.

Total income for the Strategic Holdings and Investments
segment was USD 10 million in 2022, while EBITDA came in
at a loss of USD 16 million. The year includes a USD 7 million
expense related to a fraud case. The fraud case is subject to
criminal procedures in four jurisdictions. Adjusting for the
fraud case, both total income and EBITDA were unchanged
from one year earlier.

Share of profit from associates was a gain of USD 281 million,
mainly related to the 37.9% ownership in Wallenius
Wilhelmsen ASA.

Treasure ASA’s main source of income is the dividend received
from Hyundai Glovis. This is reported as financial income
in Wilhelmsen’s accounts. Dividend received in 2022 was
USD 13 million. This was unchanged from one year earlier,
with an increase in dividend in KRW offset by FX effect when
measured in USD.

Change in fair value of the shareholding in Hyundai Glovis
was a loss of USD 46 million for the year. The value of the
investment in Hyundai Glovis was USD 538 million at the
end of 2022.

Change in fair value financial assets was a loss of USD 52 million.
This followed a reduction in the value of the investment in
Hyundai Glovis and other investments.

On 21 June, Treasure ASA completed the liquidation of
6 000 000 own shares, reducing the number of issued shares
from 213 835 000 to 207 835 000. Wilhelmsen owns 160 million
shares in Treasure ASA, representing 77.0% of issued shares.

Other financials were an income of USD 13 million, mainly
dividend income.

Tax was an income of USD 4 million.

STRATEGIC HOLDINGS AND INVESTMENTS

• Wallenius Wilhelmsen ASA (owned 37.9%)
• Treasure ASA (owned 77.0%)

– Hyundai Glovis (owned 11.0% by Treasure ASA)

• WilNor Governmental Services
• Financial investments
• Holding activities

On 8 September, Treasure ASA announced buy back of
2 594 566 own shares out of a total of 207 835 000 shares issued.
Wilhelmsen did not sell any shares, maintaining its holding of
160 000 000 shares in Treasure ASA.

The Treasure ASA share price was down 2.0% for the year,
closing at NOK 17.55. As of 31 December 2022, the market
value of Wilhelmsen’s shareholding in Treasure ASA was USD
285 million.

In 2022, Treasure ASA paid total dividend of NOK 1.00 per
share. Total cash proceeds to Wilhelmsen were USD 18 million.

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 18

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 19

Investment

In 2022 we continued to invest in our future, through competence
development, further improvement of our workplace arrangements
and attractiveness to the next wave of talent, and of course
acquisitions and partnerships. In 2022 we acquired Stromme and
Vopak Agencies, invested in Reach Subsea, took a majority stake in
Akrenkiel Tankers, increased our ownership of NorSea to 99%, and
early this year acquired Navadan.

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 20

Risk management
The group is committed to managing risks in a sound manner
related to its businesses and operations. To accomplish this,
the governing concept of conscious strategy and controllable
procedures for risk mitigation ultimately provides a positive
impact on profitability. Governing boards, management,
and employees will monitor the environment in which the
companies operate, and implement measures to mitigate risks,
prepare to act upon unusual observations, threats or incidents,
and respond to risks to mitigate consequences. The group has
put in place a risk monitoring process based on identification
of risks for each business unit, and with a group risk matrix
presented to the board on a quarterly basis for review and
necessary actions.

Main risks
An overview of main risks and mitigation efforts defined in the
group risk matrix are outlined in the table below. On a macro
level, risk related to geopolitical issues remains high, and risk
related to the global financial outlook increased in 2022. During
the year, financial risk was reduced following a combination
of long-term refinancing of group companies and increased
upstream dividend capacity in main subsidiaries and strategic
holdings.

In addition, the group’s exposure to, and mitigation of,
certain financial risk is further described in note 19 to the 2022
group accounts.

Financial investments
Financial investments include cash and cash equivalents,
current financial investments and other financial assets held by
the parent and fully owned subsidiaries.

Net income from investment management was a loss of USD 3
million in 2022. The value of the current financial investment
portfolio held by the holding company was USD 104 million
by the end of the year, down from USD 135 million one year
earlier. The portfolio primarily included listed equities and
investment-grade bonds.

Change in fair value of non-current financial assets (excluding
shareholding in Hyundai Glovis) was a loss of USD 5 million in
2022. The value of the assets was USD 75 million at the end of
the year. The largest investment was 25 million shares held in
Qube Holdings Limited, down from 35 million shares held one
year earlier.

Other business units and activities
This includes WilNor Governmental Services (owned 51% directly
and 49% through NorSea), holding company activities, and
certain other activities reported under the Strategic Holdings
and Investments segment.

Operating revenue for holding company activities was USD 17
million for the year, in line with the previous year.
Operating revenue for WilNor Governmental Services was
down, following cancellation of the main contract with the
Norwegian Defense Logistics Organisation at end of the first
quarter. Other operating revenue was up, mainly related to
intra group services.

RISK REVIEW
The Wilhelmsen group consists of a diversified portfolio of
operating companies, and strategic holdings and investments.
Most activities are within or related to the maritime industry,
where Wilhelmsen has extensive competence and a long
experience in managing risks.

GROUP RISK MATRIX

Risk type

Entity

Risk

Mitigation action

Macro

All

Geopolitical issues

Balanced and liquid portfolio.

Global financial outlook

Balanced portfolio of well managed businesses.

Financial

Parent

Financial performance

Active management and ownership.

Financial

Parent

Dividend capacity

Cash flow focus in portfolio and liquidity reserve in parent.

Financial

Parent

External financing

Conservative risk profile and broad range of funding alternatives.

Governance

Group

Competence and culture

Invest in competence and skills and be an attractive employer.

ESG

Group

Brand equity

Strong corporate governance systems and high business standards.

Compliance

Strong business standards, compliance culture, and compliance management system.

Governance

Group

Cyber security

Strong cyber security governance system and mandatory cyber security essentials training.

Environment

Group

Energy transition

Pro‐active approach including continued innovation and business development.

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 21

HEALTH, SAFETY AND WORKING ENVIRONMENT
Working environment and occupational health
The company conducts its business with respect for human
rights and labour standards, including conventions and
guidelines related to the prevention of child or forced labour,
minimum wage and salary, working conditions and freedom
of association. Employees and external stakeholders are
encouraged to report on non-compliant behaviour through the
group’s global whistleblowing system and make information
requests through the human rights email channel.

Exposure hours
In 2022, there were around 44.6 million exposure hours
(work hours) in the group. Vessel based operations accounted
for 81% of total exposure hours and onshore operations
accounted for 19%.

Sickness absence and occupational disease
In 2022, the group’s variety of ongoing initiatives to maintain
employee wellbeing and a healthy and safe work environment
focused on mental health, working conditions, employee
assistance programs, safe social activities, and opportunities
for personal development.

right to equal opportunities. Harassment and discrimination
based on race, gender or similar grounds, or other behaviour that
may be perceived as threatening or degrading, is not acceptable.

Females represent 35% of the land-based work force, 25% of
senior management positions, and 1% of the seafarer work
force. The group’s target is to have at least 40% of each gender
in senior management positions by 2030.

One of the five members of the company’s group management
is female and two of the five directors on the board of directors
of Wilhelmsen are female.

In 2022, several initiatives related to working arrangements,
succession management, and awareness building were
conducted to progress the group’s target. Further information
related to EDI in Norway and globally is described in the ESG
report available on wilhelmsen.com.

Driving performance
Wilhelmsen strives to maintain a performance culture where
engaged employees deliver the right results the right way and
are rewarded accordingly.

The sickness absence rate was 2.28% for onshore operations
and 0.04% on vessels, in line with previous year. There were six
onshore occupational disease cases recorded in 2022.

Employee performance and engagement are measured through
annual engagement survey and performance appraisals.

Turnover
The turnover rate for employees was 11.56% in 2022, in line with
previous years. The turnover rate varies between entities.

Lost time injuries and total recordable cases
There were no work-related fatalities in 2022. The lost-time
injury frequency (LTIF) rate for seafarers was 0.25, within the
target not to exceed 0.40. The total recordable case frequency
(TRCF) rate was 1.86, within the target not to exceed 2.80. The
targets will remain the same for 2023.

During the year, campaigns for seafarers focused on COVID-19
measures and mental health and wellness. Crew changes were
conducted where possible, when risk mitigation conditions
were met, and according to international and local guidelines.
Management continued to be active in measures to enable the
safe and unhindered movement of seafarers to and from their
workplace.

For onshore operations, campaigns focused on safety risks and
mental and physical health and wellness.

The LTIF rate onshore was 0.40 in 2022, within target not to
exceed 0.40. The TRCF rate result of 0.79 was within target not
to exceed 1.00. The targets will remain the same for 2023.

All reported incidents were investigated to avoid similar
incidents in the future, improve necessary training, and
awareness measures.

ORGANISATION AND PEOPLE DEVELOPMENT
Workforce
The group’s head office is in Norway, and the group has 247
offices in 58 countries within its controlled structure. The group
employed 10 868 seafarers and 5 031 land-based employees at
the end of 2022.

Equality, diversity and inclusion (EDI)
Wilhelmsen has a clear policy stating that employees have the

In 2022, Wilhelmsen conducted an employee engagement
survey with the results pointing to continued positive
engagement and mental well-being.

There is always room for improvement. Senior management
and individual managers in all locations were required to
conduct follow up discussions with their teams. Where results
were less than the expected benchmark, managers were
required to implement specific actions to improve results.

Compensation and benefits
The purpose of Wilhelmsen’s compensation and benefit
framework is to drive performance and to attract and retain
employees with the right experience and knowledge deemed
necessary to achieve the company’s business objectives and
strategic ambitions. The framework takes local regulations
and competition into account, as well as the responsibility and
complexity of the position.

The bonus schemes are one of several instruments to drive
performance. Bonus is paid if set bonus targets are reached.
Compensation to executives is described in the Remuneration
report available on wilhelmsen.com.

Investing in competence
A learning organisation with motivated employees contributes
to efficient operations and has a positive impact on the
financial performance.

Learning and innovation is one of the group’s core values,
and Wilhelmsen places particular emphasis on continuous
learning through its learn-share-apply method. The main
learning method is through on-the-job experiences, tasks and
problem-solving feedback, coaching (formal and informal) and
networks. Formal classroom courses, e-learning, seminars, and
videos supplement this approach.

Personal development plans for all employees are integrated in
the performance appraisal and review process, and employees
are encouraged to spend a minimum of eight hours of training

Group — Director’s reportper year. In 2022, there was an average of five hours of
e-learning recorded in the HR information system.

Developing leaders for the future
To meet challenging and changing environments, Wilhelmsen
is dependent on highly capable leaders.

Our leadership development journey consists of annual
learning modules for all leaders (approximately 1 000) in the
group. In 2022, the learning focused on leading change and will
in 2023 be focused on equality, diversity and inclusion.

Whistle blowing and anti-corruption
In 2022, there were 31 whistles received related to allegations
of fraud/corruption, data protection, health and safety, and
human rights related matters.

In 29 of the whistles, the reported issues have been concluded
with appropriate action taken, while two were pending a
conclusion at year end. There were no confirmed incidents of
corruption and no confirmed incidents of discrimination and
harassment. Five of the whistles were categorised as human
rights concerns.

The COVID-19 situation has also in 2022 had an impact on
compliance activities that require travel and physical presence
at various locations, such as investigations and audits. Follow up
of potential irregularities was mainly conducted by providing
guidance and instructions to local and regional resources.

As in previous years, a limited number of internal fraud cases
have been detected, as a principle such cases are reported to the
police. In February 2022, Wilhelmsen faced an external fraud
case which was reported to the police in several jurisdictions and
is on-going. Several concrete measures have been implemented
to reduce the risk of similar fraud cases, and cyber security and
fraud training programs are being reviewed and updated.

As part of opening business in new countries and/or investing
in new companies and/or merging or acquiring new businesses,
Wilhelmsen conduct country assessments and integrity due
diligence as part of the assessment. There has in 2022 been an
increase in M&A activities resulting in an extended number of
integrity due diligence assessments being conducted.

All group companies are expected to make risk assessments
and initiate mitigating actions where applicable. The board
receives a quarterly update on potential compliance issues and
awareness training and have an annual meeting dedicated to
discussing compliance, regulatory requirements etc.

To continue competence building with employees, a refresher
business standards program was rolled out in 2022 with a
100% participation rate. The program includes the areas of
anticorruption, theft and fraud, whistleblowing, competition
law and personal data protection.

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 22

Our commitment is implemented through our human rights
due diligence process developed in 2022, guided by the United
Nations Global Compact and Guiding Principles on Business
and Human Rights and the OECD Guidelines for Multinational
Enterprises. We assess our actual and potential human rights
impacts, integrate and act upon the findings, monitor progress,
track responses, and communicate how impacts are addressed.

In 2022, the group conducted 11 human rights due diligence
assessments; processed five whistles related to human rights
allegations; responded to two information requests from
stakeholders; and included human rights in supplier screenings
and assessments. The group also conducted awareness sessions
internally and developed a new supplier code of conduct which
will be released in 2023.

An account of Wilhelmsen’s human rights due diligence
pursuant to Section 4 of the Transparency Act is disclosed in
the group’s ESG report available on wilhelmsen.com.

ENVIRONMENT
The group’s ambition is to shape the maritime industry’s
transition towards net zero emissions and capitalise on green
growth. In practise, Wilhelmsen focus on greenhouse gas (GHG)
emissions; biodiversity and ecosystems, circular economy, and
green growth and decarbonisation.

When delivering full technical management, crewing and
related services for all major vessel types, Wilhelmsen is in
a good position to influence compliant, sensible, safe and
environmentally sound operations for vessel owners. The
ongoing goal is to work with customers to optimize vessel
and voyage operations, collaboration on the decarbonisation
of shipping, and development of alternative fuels including
hydrogen, ammonia, and methanol.

Operational sites and bases set environmental targets and
improvement projects based on their individual site risk
assessments. The operations of our consolidated entities are
certified according to the ISO 14001 standard. Focus areas
include energy and emissions, material inputs, water use, waste
and recycling, oil separators and tanks and chemical handling.

Activities to reduce environmental impact include the
installation of solar panels, gradual electrification of
machinery, finetuning / replacement of heating and lighting,
reuse of packaging and pallets, appropriate waste segregation,
new product offerings, and supporting infrastructure
development to contribute to the renewable energy and carbon
capture value chains.

In 2022, the group’s New Energy segment invested USD 120
million in entities related to both renewable and energy
transition segments through own ventures, and together
with partners.

HUMAN RIGHTS
The group is committed to safeguarding human rights
across all businesses, irrespective of the countries in which
they operate. In accordance with the Wilhelmsen governing
elements, all group entities and supply chain partners are
expected to comply with the same standards regarding human
rights. With more than 10 000 value chain partners including
sub agents, sub-contractors, and suppliers in often complex
and extensive supply chains, there is significant work ahead to
ensure our expectations are clear to suppliers.

Climate risk and opportunities
Wilhelmsen is exposed to physical and transition climate risks
on a general basis and related to specific group companies. The
energy transition and the decarbonisation of shipping are the
backdrop for the transition risks for the group, but also present
significant opportunities. Wilhelmsen continues to work
with partners to drive energy infrastructure transformation
and maritime decarbonisation. This includes services to the
offshore wind industry, projects related to zero emission and
autonomous vessel operation, enabling renewable energy value
chains, digital services, and carbon capture.

Group — Director’s reportTo progress the group’s ambition for net zero emissions in own
operations by 2030, the group established 2022 as a base year and
set minimum targets for consolidated companies Scope 1 and
2 emissions based on guidance from the Science based targets
initiative (SBTi). Targets for Scope 3 will be developed in 2023.

CORPORATE GOVERNANCE
Wilhelmsen is a public limited liability company organized
under Norwegian law and with a governance structure based on
Norwegian corporate law and other regulatory requirements.
The company’s corporate governance model is designed to
ensure a healthy company culture, reduce risk, and create
long-term value for shareholders and other stakeholders.

Wilhelmsen observes the Norwegian Code of Practice for
corporate governance. The board’s corporate governance report
for 2022 can be found on wilhelmsen.com. It is the board’s view
that the company has an appropriate governance structure
and that it is managed in a satisfactory way. The corporate
governance report is to be considered by the annual general
meeting on 27 April 2023.

SUSTAINABILITY
The group includes environmental, social, and governance
(ESG) issues in its investment analysis, business decisions,
ownership practises, and financial reporting. In 2022, the
group released a detailed ownership requirements statement
to clarify its expectations towards companies where it has
a significant shareholding. The group also introduced an
ESG index of 18 KPIs as a snapshot of the group’s activity in
four strategic ESG focus areas. The results are reported on a
quarterly basis to the board of directors and used as input to
executive remuneration.

The group actively contributed to collective action on ocean
health; decarbonisation of shipping; human rights; crew
welfare; equality, diversity, and inclusion; anti-corruption;
and marine pollution. We will continue to actively engage with
stakeholders directly and through our membership platforms
including Green Shipping Program Norway, UN Global
Compact, Maritime Anti-corruption Network (MACN), and
Sustainable Shipping Initiative (SSI) amongst others.

Sustainability governance
The board is committed to a sustainable strategy and
acknowledges that it is a vital prerequisite for Wilhelmsen to be
a profitable and responsible player in the industry and society at
large. Wilhelmsen issues an ESG report following the guidelines
set forward in the Global Reporting Initiative’s sustainability
reporting standards. The report describes how Wilhelmsen
integrates ESG factors with long-term value creation.

The 2022 ESG report is available on wilhelmsen.com.

In 2022, the following areas received particular attention:
• Greenhouse gas emissions (GHG).
• Human Rights.
• Ethics and anti-corruption.
• Health, safety and wellness.
• Equality, diversity and inclusion.
• Supplier management.
• Green growth and decarbonisation.

The company’s achievements included:
• Matured GHG emissions reporting and activities.
• Implemented Human Rights due diligence framework
and assessments.

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 23

• Health and safety metrics within targets.
• Positive and consistent employee engagement, wellbeing and
working environment results.
• 100% employee completion of business standards
refresher program.
• Increased supplier screenings with ESG criteria.
• Several key investments and ongoing projects contributing to
the decarbonisation of shipping and green growth.

Materiality assessment
The company conducts materiality assessments to ensure
attention is focused on material aspects of the group’s business.

Wilhelmsen’s materiality assessment includes 14 material
topics which are grouped into four strategic topics of focus for
activities and reporting.
• Decarbonisation and green growth.
• Health and safety.
• Equality and diversity.
• Compliance and value chain management.

These topics are integrated in the group’s strategy and reported
in the ESG report.

Stakeholder engagement
The company is regularly in dialogue with key stakeholders
who engage in issues relating to the maritime industry and the
activities of the Wilhelmsen group. The dialogue contributes
to understanding the expectations of the community and
transferring them to the group. It also enables the company to
communicate decisions to stakeholders and provide them with
explanations for our underlying motives.

In 2022, Wilhelmsen engaged in dialogues with governments,
investors, non-governmental organisations and other
stakeholders discussing topics related to the group or industry
at large. Topics covered included financial issues, governance,
compliance, innovation, human rights, decarbonisation of
shipping, renewable energy and ESG in general.

DIRECTORS AND OFFICERS LIABILITY INSURANCE
Directors and Officers Liability Insurance (D&O) is for the 2022
accounting year placed with reputable insurers with appropriate
ratings. The Insured names Wilh. Wilhelmsen Holding ASA
and includes any subsidiaries world-wide not excluded in the
policy. The D&O insurance provides financial protection for
the directors and officers of a company in the event that they
are being sued in conjunction with the performance of their
duties as they relate to the company. The insurance comprises
the directors’ and officers’ personal legal liabilities, including
defence- and legal costs. The cover also includes employees in
managerial positions or employees who become named in a
claim or investigation or is named co-defendant.

ALLOCATION OF PROFIT, DIVIDEND, AND SHARE BUY BACK
The board’s proposal for allocation of the net profit for the year
is as follows:

PARENT COMPANY ACCOUNTS (NOK THOUSAND)

Profit for the year

To equity
Proposed dividend
Interim dividend paid

Total allocations

546 946

145 726
267 480
133 740

546 946

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 24

A strong focus on climate measures in Europe and globally
will support, inter alia, a gradual shift from offshore oil and
gas to offshore wind, and decarbonization of the global fleet.
With a broad range of operations, infrastructure, and new
initiatives across offshore and other maritime activities,
Wilhelmsen is well positioned to participate in these energy
and technology shifts.

Outlook for Strategic Holdings and Investments
Wilhelmsen holds large strategic shareholdings in Wallenius
Wilhelmsen ASA and, through its 77% shareholding in Treasure
ASA in Hyundai Glovis. Through our shareholdings in these
companies, we will continue to provide and develop world
leading logistics services to the global automotive and ro-ro
industries.

A favorable supply-demand balance in global ro-ro shipping
has recently lifted the earnings and dividend capacity of our
strategic holdings. We expect this situation to remain over
the mid-term.

Long term, we believe that both Wallenius Wilhelmsen ASA
and Hyundai Glovis have the size, global reach, human and
physical assets, and customer base to succeed in a continuously
changing world.

Outlook for the Wilhelmsen group
Wilhelmsen retains a strong balance sheet and a balanced
portfolio of leading maritime operations and investments.

While uncertainty persists, specifically regarding inflationary
pressure, supply chain issues, and geopolitical tension, the
group retains its capacity to support and grow the portfolio, and
to deliver consistent yearly dividends.

Lysaker, 22 March 2023
The board of directors of Wilh. Wilhelmsen Holding ASA
Electronically signed

Carl E Steen (chair)
Morten Borge
Rebekka Glasser Herlofsen
Ulrika Laurin
Trond Westlie
Thomas Wilhelmsen (group CEO)

The board is proposing a NOK 6.00 dividend per share payable
during the second quarter of 2023, representing a total payment
of NOK 267 million. The board also proposes that the annual
general meeting authorises the board to declare a second
dividend of up to NOK 4.00 per share.

The board is granted an authorisation to, on behalf of the
company, acquire up to 10% of the company’s own issued
shares. The authorisation is valid until the annual general
meeting in 2023, but no longer than to 30 June 2023. The
company presently do not own any own shares.

OUTLOOK
Group business drivers and strategic focus
Wilhelmsen is an industrial holding company within the
maritime industry. The group’s activities are carried out
through fully and partly owned entities, most of which are
among the market leaders within their segments. Our ambition
is to develop companies within maritime services, shipping,
logistics, renewables, and related infrastructure through
active ownership.

Since last year strategic review, all segments have developed
according to agreed strategies and with defined priorities to
achieve long term objectives. Total income has been lifted
by both organic growth and acquisitions, and the upstream
cash capacity of the Wilhelmsen group companies and
investments has improved. This will support Wilhelmsen in
reaching its strategic ambitions and the vision of shaping the
maritime industry. At the same time, highly challenging and
volatile external drivers has continued to necessitate diligent
operations, cost focus, and capital discipline.

Outlook for Maritime Services
Maritime Services delivers value creating solutions to the global
merchant fleet, focusing on Ships Service, Port Services, and
Ship Management.

The Maritime Services operation is presently supported by
a generally positive global shipping market, and with some
further upside related to cruise. At the same time, inflationary
pressure, raw material shortages, and supply chain issues
are putting pressure on both the operation and on operating
margins. We expect these factors to remain in the short term.

Looking further ahead, we believe that the Maritime Services
market will continue to grow, supported by a growing world
economy. With global networks and strong brands built
over many years, and with a long history of innovation and
market adaption, Wilhelmsen is in a good position to service
this market.

Outlook for New Energy
The New Energy segment focuses on building an ecosystem
supporting energy transition. With segment companies
representing energy infrastructure, offshore wind, and
technology & decarbonisation, Wilhelmsen is driving value-
creation by bringing together their unique competencies.

High energy prices and supply constraints following the
Russian invasion of Ukraine have increased focus on securing
Europe’s need for energy. This supports a continued high
activity level at the offshore fields supported by NorSea and
other Wilhelmsen operations. We believe this situation to
remain in the short term. The winding down of the NorSea
Wind legal entity following the loss of its main contract will
have a negative impact on total income.

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 25

Group — Director’s reportWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 26

Consistent performance

The Wilhelmsen share price had a strong development in 2022,
outperforming the general equity market and 2022 marks the
fourth consecutive year delivering a positive return.

Group — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 27

Group –
Accounts
and notes

Group — Accounts and notesIncome statement Wilh.Wilhelmsen Holding group

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 28

USD mill

Operating revenue

Other income

Total income

Operating expenses

Cost of goods and change in inventory

Employee benefits

Other expenses

Depreciation, amortisation and impairment

Total operating expenses

Operating profit

Share of profit/(loss) from joint ventures and associates

Change in fair value financial assets

Other financial income

Other financial expenses

Profit before tax

Tax income/(expense)

Profit for the period

Of which:

Profit attributable to the equity holders of the company

Profit/(loss) attributable to non-controlling interests

Note

1/3/20

1/20

7/8

2022

2021

943

958

(313)

(341)

(151)

(69)

(875)

296

(50)

(55)

306

(13)

293

282

(3)

873

874

(277)

(321)

(136)

(68)

(801)

101

(107)

(43)

(13)

(20)

Basic / diluted earnings per share (USD)

6.63

1.63

Comprehensive income Wilh.Wilhelmsen Holding group

USD mill

Profit for the year

Items that may be reclassified to the income statement

Cash flow hedges (net after tax)

Comprehensive income from associates

Currency translation differences

Items that will not be reclassified to the income statement

Remeasurement postemployment benefits, net of tax

Other comprehensive income, net of tax

Total comprehensive income for the year

Total comprehensive income attributable to:

Equity holders of the company

Non-controlling interests

Total comprehensive income for the year

Note

2022

2021

293

(73)

(64)

229

240

(11)

229

(44)

(35)

(23)

Notes 1 to 25 on the next pages are an integral part of these consolidated financial statements.

Group — Accounts and notesBalance sheet Wilh.Wilhelmsen Holding group

USD mill

ASSETS

Non current assets

Deferred tax assets

Properties and other tangible assets

Goodwill and other intangible assets

Right-of-use assets

Investments in joint ventures and associates

Financial assets to fair value

Other non current assets

Total non current assets

Current assets

Inventories

Current financial investments

Other current assets

Cash and cash equivalents

Total current assets

Total assets

EQUITY AND LIABILITIES

Equity

Paid-in capital

Retained earnings and other reserves

Shareholders' equity

Non-controlling interests

Total equity

Non current liabilities

Pension liabilities

Deferred tax liabilities

Non current interest-bearing debt

Non current lease liabilities

Other non current liabilities

Total non current liabilities

Current liabilities

Current income tax

Public duties payable

Current interest-bearing debt

Current lease liabilities

Other current liabilities

Total current liabilities

Total equity and liabilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 29

Note

31.12.2022

31.12.2021

14/19

16/19

12/17

18/19

8/18

18/19

8/18

623

129

102

1 342

613

2 898

114

104

349

163

730

542

135

155

1 093

688

2 702

135

287

231

746

3 628

3 448

118

2 094

2 212

144

2 355

473

615

547

658

3 628

118

1 891

2 009

221

2 230

203

139

396

270

495

821

3 448

Lysaker, 22 March 2023
The board of directors of Wilh. Wilhelmsen Holding ASA
Electronically signed

Carl E Steen (chair) Morten Borge Rebekka Glasser Herlofsen

Ulrika Laurin Trond Westlie Thomas Wilhelmsen (group CEO)

Notes 1 to 25 on the next pages are an integral part of these consolidated financial statements.

Group — Accounts and notes
Cash flow statement Wilh.Wilhelmsen Holding group

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 30

USD mill

Note

2022

2021

Cash flow from operating activities

Profit before tax

Share of (profit)/loss from joint ventures and associates

Changes in fair value financial assets

Financial (income)/expenses

Depreciation, amortisation and impairment

Other (gain)/loss

Change in net pension asset/liability

Change in inventories

Change in working capital

Tax paid (company income tax, withholding tax)

Net cash provided by operating activities

Cash flow from investing activities

Dividend received from joint ventures and associates

Proceeds from sale of fixed assets

Investments in tangible and intangible assets

Investments in subsidiaries net after cash

Investments in joint ventures and associates

Loans granted to joint ventures and associates

Loan repayments received from sale of subsidiaries

Proceeds from dividend and sale of financial investments

Purchase of current financial investments

Interest received

Changes in other investments

Net cash flow from investing activities

Cash flow from financing activities

Net proceeds from issue of debt after debt expenses

Repayment of debt

Repayment of lease liabilities

Interest paid including interest derivatives

Interest paid lease liabilities

Cash from/(to) financial derivatives

Purchase of non-controlling interest

Dividend to shareholders/purchase of own shares

Net cash flow from financing activities

Net increase in cash and cash equivalents

Cash and cash equivalents at the beginning of the period

Cash and cash equivalents at 31.12

7/8

1/8

306

(296)

(17)

(2)

(21)

(31)

(17)

(49)

(37)

(18)

(2)

(22)

310

(292)

(28)

(22)

(6)

(3)

(53)

(46)

(138)

(68)

231

163

(101)

107

(2)

(13)

(14)

122

(45)

(36)

(16)

(54)

(6)

(53)

(71)

(30)

(15)

(9)

(58)

(106)

(37)

269

231

The group is located and operating world wide and every entity has several bank accounts in different currencies. The cash flow effect from revaluation of cash and cash equivalents is
included in net cash flow provided by operating activities.

Notes 1 to 25 on the next pages are an integral part of these consolidated financial statements.

Group — Accounts and notesEquity Wilh.Wilhelmsen Holding group

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 31

Total comprehensive income for the period

USD mill

Balance at 31.12.2021

Comprehensive income for the period:

Profit for the period

Other comprehensive income

Transactions with owners:

Change in non-controlling interests

Purchase of own shares Treasure ASA*

Paid dividend to shareholders

Balance at 31.12.2022

* Treasure ASA holds 2 594 566 own shares 31 December 2022.

USD mill

Balance at 31.12.2020

Comprehensive income for the period:

Profit for the period

Other comprehensive income

Total comprehensive income for the period

Transactions with owners:

Liquidation of own shares

Change in non-controlling interests

Purchase of own shares Treasure ASA*

Paid dividend to shareholders

Balance at 31.12.2021

* Treasure ASA held 6 000 000 own shares 31 December 2021.

Share capital

Own shares

Retained
earnings

Total

Non-
controlling
interests

Total equity

118

1 891

2 009

221

2 230

296

(55)

240

(4)

(33)

296

(55)

240

(4)

(33)

2 212

(3)

(8)

(11)

(57)

(9)

144

293

(64)

229

(57)

(4)

(42)

2 355

118

2 094

Share capital

Own
shares

Retained
earnings

Total

Non-
controlling
interests

Total equity

122

(4)

1 890

2 008

257

2 265

(4)

(32)

(8)

(42)

(32)

(8)

(42)

118

1 891

2 009

(20)

(3)

(23)

(4)

(8)

221

(35)

(8)

(50)

2 230

Dividend for fiscal year 2021 was NOK 7.00 per share and was paid in April 2022
(NOK 4.00 per share) and in November 2022 (NOK 3.00 per share).

Dividend for fiscal year 2020 was NOK 8.00 per share and was paid in April 2021
(NOK 5.00 per share) and in December 2021 (NOK 3.00 per share).

The proposed dividend for fiscal year 2022 is NOK 6.00 per share payable in the se-
cond quarter of 2023. A decision on the proposal will be taken by the annual general
meeting on 27 April 2023. The proposed dividend is not accrued in the year-end
balance sheet.

The dividend will have effect on retained earnings in second quarter of 2023.

Notes 1 to 25 on the next pages are an integral part of these consolidated financial statements.

Group — Accounts and notesGeneral accounting principle Wilh. Wilhelmsen Holding group

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 32

GENERAL INFORMATION
Wilh. Wilhelmsen Holding ASA (referred to as the parent company) is domiciled in
Norway. The consolidated accounts for fiscal year 2022 include the parent company
and its subsidiaries (referred to collectively as the group) and the group’s share of
joint ventures and associated companies.

The annual accounts for the group and the parent company were issued by the board
of directors on 22 March 2023.

BASIS OF PREPARATION
Compliance with IFRS
The consolidated accounts have been prepared in accordance with the International
Financial Reporting Standards (IFRS), as endorsed by the European Union. The
separate financial statements for the parent company have been prepared and
presented in accordance with simplified IFRS as approved by Ministry of Finance 10
December 2019. In the separate statements the exception from IFRS for recognition
of dividends and group contributions is applied. Otherwise, the explanations of the
accounting policy for the group also apply to the separate statements, and the notes
to the consolidated financial statements will to a large degree also cover the separate
statements.

Wilhelmsen also provides additional disclosures in accordance with requirements in
the Norwegian Accounting Act related to remuneration to the board and the senior
management.

The company is a public limited liability company, listed on the Oslo Stock Exchange

Critical accounting estimates and assumptions
When preparing the financial statements, the group and the parent company
must make assumptions and estimates. These estimates are based on the actual
underlying business, its present and forecast profitability over time, and expectations
about external factors such as interest rates, foreign exchange rates and oil prices
which are outside the group’s and parent company’s control. This presents a
substantial risk that actual conditions will vary from the estimates.

Most statements of financial position items will be affected by uncertainty related to
estimates and assumption to a certain degree. The items most affected, and where
estimates and assumptions are assessed to have the greatest significance include:

• Deferred tax asset (Note 9)
• Goodwill (Note 7)
• Finance leases (Note 8)
• Loss allowance on accounts receivable (Note 13)
• Provisions and other non-current liabilities (Note 12)

Accounting principles applied, estimates and assumptions used by management are
presented in the respective notes.

The group does face risk as a result of climate change, and climate-related factors
may impact estimates and assumptions going forward. Uncertainties and risks relate
to both transition risk (market-related, technological, and changes in regulatory
requirements), and in physical risk that may affect the group’s assets is an integral
part of management’s estimates and judgements across the group.

The group has, where assessed relevant, included climate related considerations
when assessing critical accounting estimates and assumptions. For consolidated
accounts for fiscal year 2022, climate related considerations did not materially affect
the group’s estimates and assumptions.

Financial reporting principles
The financial reporting principles are described in the relevant notes in the
consolidated financial statements and in the notes in the financial statements of the
parent company.

The financial reporting principles described in the consolidated financial statements
also apply to the financial statements of the parent company, unless otherwise stated.

Group — Accounts and notesNote 1 Combined items, income statement

USD mill

OPERATING REVENUE

Ships Service

Port Services

Ship Management

New Energy

Other services

Total operating revenue

OTHER INCOME

Other gain/(loss)

Total other income

OTHER EXPENSES

Office expenses

Communication and IT expenses

External services

Travel and meeting expenses

Marketing expenses

Lease expenses

Other operating expenses

Total other expenses

Financial items

Investment management

Interest income

Dividend from financial assets

Other financial items

Net financial items

Financial expenses

Investment management

Interest expenses

Interest expenses lease liabilities

Other financial expenses

Net financial expenses

Financial - currency gain/(loss)

Operating currency - net

Financial currency - net

Derivatives for hedging of cash flow risk - realised

Derivatives for hedging of cash flow risk - unrealised

Net financial - currency gain/(loss)

Financial income/(expenses)

Spesification of financial income and expenses

Net financial items

Net operating currency

Net currency derivatives

Financial income

Net financial - interest expenses

Net financial currency

Net currency derivatives

Financial expenses

See note 19 on financial risk and the section of the accounting policies concerning financial derivatives.

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 33

Note

2022

2021

2/3

394

136

333

943

(14)

(36)

(28)

(8)

(3)

(14)

(48)

348

126

310

873

(14)

(33)

(24)

(4)

(2)

(16)

(43)

(151)

(136)

(4)

(22)

(6)

(4)

(35)

(8)

(3)

(9)

(23)

(35)

(8)

(11)

(55)

(15)

(9)

(6)

(30)

(12)

(21)

(13)

(1)

(30)

(14)

(43)

Group — Accounts and notes

Note 2 Segment reporting

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 34

FINANCIAL REPORTING PRINCIPLES
The operating segments are reported in a manner consistent with the internal
financial reporting provided to the chief operating decision-makers.

The chief operating decision-makers, who are responsible for allocating resources
and assessing performance of the operating segments, have been identified as
the board and group management team, consisting of the group chief executive
officer (group CEO) and four executive managers.

SEGMENTS
The chief operating decision-makers monitor the business by combining entities
with similar operational characteristics such as product, services, market and
underlying asset base, into operating segments.

The Maritime Services segment offers marine products, ship agency services and
logistics to the merchant fleet and ship management including manning for all major
vessel types, through a worldwide network of 247 offices in 58 countries.

The New Energy segment includes the NorSea Group and other New Energy
activities. The activity is mainly related to the operation of supply bases for the
offshore industry in Norway, as well as real estate development and operation of
properties both on and off the supply bases. In addition to the activity in Norway, the
segment offers its services in both Denmark and in the UK. The international activity
consists of both operation of supply bases, maintenance of rigs and handling of
logistics related to international pipeline projects and windmill parks. Other activities
within the segment include technical management and crew management for the
offshore wind market and digital solutions to the shipping industry.

The Strategic Holdings and Investments segment includes the parent company,
Wilh. Wilhelmsen Holding ASA, Treasure ASA group, Wilh.Wilhelmsen Holding Invest
Malta and other corporate group activities (operational management, legal, finance,
portfolio management, communication and human relations) which fail to meet the
definition for other core activities.

The group’s investment in Wallenius Wilhelmsen ASA (WAWI) is presented as part of
Strategic Holdings and Investments as investments in associates.

Eliminations are between the group’s three segments mentioned above.

The segment income statement are measured in the same way as in the financial
statements.

The segment information provided to the chief operating decision-makers for the
reportable segments for the year ended 31 December 2022 is as follows:

USD mill

Maritime Services

New Energy

Strategic Holdings
and Investments

Eliminations

Total

2022

2021

2022

2021

2022

2021

2022

2021

2022

2021

INCOME STATEMENT

Operating revenue

Other gain/(loss)

Total income

Cost of goods and change in inventory

Employee benefits

Other expenses

Operating profit/(loss) before depreciation,
amortisation and impairment

Depreciation and impairment

Operating profit

628

(225)

(215)

(93)

(37)

555

557

(185)

(200)

(83)

(27)

Share of profit/(loss) from associates

Changes in fair value financial assets

Net financial income/(expenses)

Profit before tax

Tax income/(expense)

Profit for the period

Non-controlling interests

Profit to the equity holders of the company

(20)

(16)

(19)

(10)

New Energy; one customer represents about 20% of the total revenue.

310

333

(87)

(111)

(60)

(28)

(16)

(2)

310

(91)

(106)

(53)

(36)

(18)

(3)

(7)

(1)

(15)

(9)

(16)

(4)

(20)

281

(52)

222

227

(10)

237

(12)

(9)

(1)

(15)

(9)

(8)

(5)

(13)

(107)

(1)

(0)

(27)

(0)

943

958

(314)

(342)

(151)

152

(69)

296

(50)

(23)

306

(13)

293

(3)

282

873

874

(277)

(321)

(136)

141

(68)

101

(107)

(1)

(13)

(20)

2022
Total income USD mill

2022
Profit before tax USD mill

2021
Total income USD mill

2021
Profit before tax USD mill

333

222

628

310

557

Maritime Services

New Energy

Strategic Holdings and Investments

Group — Accounts and notes

Cont. note 2 Segment reporting

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 35

The amounts provided to the chief operating decision-makers with respect to total assets, liabilities and equity are measured in the same way as in the financial statements.

USD mill

Maritime Services

New Energy

Strategic Holdings
and Investments

Eliminations

Total

31.12.22

31.12.21

31.12.22

31.12.21

31.12.22

31.12.21

31.12.22

31.12.21

31.12.22

31.12.21

BALANCE SHEET

Assets

Deferred tax asset

Goodwill and other intangible assets

Properties and other tangible assets

Right of use assets

Investments in joint ventures and associates

Financial assets to fair value

Other non current assets

Current financial investments

Other current assets

Cash and cash equivalents

Total assets

Equity and liabilities

Shareholders' equity

Equity non-controlling interests

Deferred tax

Interest-bearing debt

Leasing debt

Other non current liabilities

Other current liabilities

Total equity and liabilities

122

155

129

158

378

131

901

158

(2)

188

485

901

307

174

878

185

(1)

200

426

878

452

171

367

183

1 146

609

104

886

688

135

(9)

(10)

(14)

129

623

102

135

542

155

1 342

1 093

613

104

463

163

688

135

380

231

797

765

1 960

1 828

(29)

(23)

3 628

3 448

337

317

254

246

103

1 717

1 570

143

158

797

765

1 960

1 828

2 212

2 009

144

538

116

570

221

473

169

522

3 628

3 448

(1)

(10)

(8)

(10)

(29)

(9)

(14)

(23)

Investments in tangible assets

160

178

31.12.22
Equity controlling interest

31.12.21
Equity controlling interest

15%

13%

Maritime Services
New Energy
Strategic Holdings and Investments

78%

Group — Accounts and notesCont. note 2 Segment reporting

The amounts provided to the chief operating decision-makers with respect to cash flows are measured in a manner consistent with that of the balance sheet.

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 36

USD mill

CASH FLOW

Profit before tax

Changes in fair value financial assets

Share of (profit)/loss from joint ventures and associates

Net financial (income)/expenses

Depreciation, amortisation and impairment

Change in working capital

Other (gain)/loss

Net cash provided by operating activities

Dividend received from joint ventures and associates

Net sale/(investments) in fixed assets

Net sale/(investments) in entities and segments

Net investments in financial investments

Net changes in other investments

Net cash flow from investing activities

Net change of debt

Net change in other financial items

Net dividend from other segments/ to shareholders

Net cash flow from financing activities

Net increase in cash and cash equivalents

Cash and cash equivalents at the beginning of the period

Cash and cash equivalents at the end of period

GEOGRAPHICAL AREAS

Total Income
Area income is based on the geographical location of the
company and include gains from sale of assets.

Total assets
Area assets are based on the geographical location of
the assets. The group’s investment in Hyundai Glovis is
classified in the geographical segment Asia & Africa.

Investments in tangible assets
Area capital expenditure is based on the geographical
location of the assets.

USD mill

Total income and total assets attributed to Norway
as the company’s country of domicile

2022

2021

Total income attributed to Norway

344

339

Total assets attributed to Norway

3 031

2 853

Europe
Oceania
Asia & Africa
America

Maritime Services

New Energy

Strategic Holdings
and Investments

2022

2021

2022

2021

2022

2021

(7)

(63)

(10)

(4)

(7)

(22)

(12)

(33)

(67)

(43)

174

130

(5)

(10)

(2)

(6)

(1)

(10)

(6)

(61)

(77)

(1)

174

(8)

(7)

(23)

(2)

(50)

(7)

(48)

(15)

2022
Total income

30%

57%

2022
Total assets

23%

(10)

(19)

(35)

(43)

(7)

(15)

(2)

(24)

(5)

222

(281)

(12)

(8)

(16)

(1)

(17)

(3)

(73)

(69)

(26)

(1)

107

(84)

(35)

(13)

(21)

(1)

(47)

(26)

(32)

2021
Total income

30%

59%

2021
Total assets

17%

75%

81%

2022
Investment in tangible assets

2021
Investment in tangible assets

33%

14%

63%

85%

Group — Accounts and notes

Note 3 Revenue from contracts with customers

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 37

FINANCIAL REPORTING PRINCIPLES
Revenue derived from customer contracts in scope of IFRS 15 Revenue from
contracts with customers are assessed using the five-step model, where
only customer contracts with a firm commitment is used as basis for revenue

recognition. Revenue from contracts with customers is recognised upon
satisfaction of the performance obligation for the transfer of goods and services in
each such contract. The revenue amount recognised is equal to the consideration
the group expects to be entitled in exchange for the goods and services.

OPERATING REVENUE

USD mill

Revenue segments

Maritime Services

New Energy

Strategic
Holdings and
Investments

Elimination

Total

Ships
Service

Port
Services

Ship
Manage-
ment

Other

Infra-
structure

Shipping/
technology

Wind

Other

Revenue from
external customers

Total

Timing of revenue recognition
At a point in time

Over time

Total

Revenue from
external customers

Total

Timing of revenue recognition
At a point in time

Over time

Total

394

348

136

126

270

271

(12)

(9)

2022

943

428

516

943

2021

873

379

493

873

MARITIME SERVICES
Ship services - Sale of goods
The group offers a wide range of products to the maritime industry. The products are
delivered to the customer at vessel or warehouse, which is also the point in time where
control transfers to the customer and revenue is recognised net of any discounts.
Some customers are entitled to retrospective volume discounts based on aggregate
sales over a defined period. Revenue from these sales is recognised based on the
price specified in the contract, net of the estimated volume discounts. Accumulated
experience is used to estimate and provide for the discounts, using the expected value
method, and revenue is only reconised to the extent that it is highly probable that a
significant reversal will not occur. A refund liability (included in other current liabilities) is
recongised for expected volume discounts payable to customers in relations to sales
made until the end of the reporting period. The contracts typically has payment terms
of 30 days after delivery, and no significant financing component is identified.

Port Services - Sale of services
The group offers ships agency and port services coverering 2 200 port locations
world wide. The agents facilitates efficent port calls for vessels, by procuring goods
and services on behalf of the customers and to assist with required permits and
custom declaration assocuated with the port call. Prior to the port call, the customer
is required to make available funds for the expected disbursements (pre funding).
Following the completion of the services the group prepare a final disbursement
account to the customer documenting all disbusement for the port call. The group
is only acting as an agent, and control of goods and services transfers directly from
the relevant suppliers to the customer. The group does not have inventory risk or the
discretion on establishing prices. For the services rendered, the group is entitled to a
fee that consist of a payment based on services delivered to customer.

Technical / crewing management
Wilhelmsen Ship Management (WSM) offers technical management and crew
management for all vessel segments. The contract durations follow industry
standards, and will usually include an annual compensation payable in monthly
arreas, in addition the ship owner is charged a monthly fee per crew onboard the
vessel. The ship owner simultaniously receives and consumes the benefits provided
by the entity, and hence revenenue is recognised over time. Since WSM has the right
to invoice the services delivered at the end of each month, this is also the basis for
revenue recognition. The invoices are payable 30 days after the end of each month.

Other revenue in the Maritime services segment
These revenues mainly consist of sale of ropes to non-maritime customers and
chemicals for the consumer markets. Most of the sales are to wholesale customers.
Revenue is recognised net of any discounts at delivery. Time and place of delivery,
and transfer of control, depend on agreed delivery terms but usually when the
customer receives the goods.

The group also has an insurance agency business where the group is acting as
an agent, and is entitled to a defined commission of the insurance premium. The
comission is per year and recognised on a straight line basis thorugh the year.

NEW ENERGY
Infrastructure
The New Energy segment, including the NorSea Group operates supply bases and
provide integrated logistics solution to the offshore industry. Revenues from external
customers come from sale of services to the offshore industry (Operations), from the
rental of properties (Property) and from the sale of services to other industries (Other).
The duration of the operations contracts varies from 3 to 10 years. The pricing of
the contracts are mainly based on delivered quantity via supply bases. The group
is a lessor for parts of the properties located on or near the bases. This is typically
warehouses and some office facilities. This is ordinary operational lease contracts
with a typical duration of 2 to 7 years. For contracts with a duration of more than one
year the rent is adjusted annually based on commonly used indexes. Lease revenue
is usually recognised on a straight line basis over the lease term.

Shipping/technology
The group provides a range of technology and digital solutions to the shipping industry.
Revenue is recognised net of any discounts at delivery. Revenue is recognised based on
time and place of delivery, and transfer of control, or services rendered, and depend on
agreed delivery terms but usually when the customer receives the goods and services.

Wind
The group provides technical management and crew management for the offshore wind
market. The contracts have a typical duration of five years. The custmers simultaniously
receives and consumes the benefits provided by the group, and hence revenenue is
recognised over time. The invoices are payable 30 days after the end of each month.

STRATEGIC HOLDINGS AND INVESTMENTS
The operation revenue is related to inhouse services to external customers as office
rent and canteen services.

INFORMATION ABOUT TRANSACTION PRICE ALLOCATED TO UNSATISFIED
PERFORMANCE OBLIGATIONS
In general the contracts with customers are of a short term nature, except for
the framework agreements described under New Energy Infrastructure and Ship
Management. For infrastructure the framework agreements can be for a period of up
to 10 years, but do not define any minimum volume. For Ship Management contracts
the customer can terminate the contract without cause on a 3 months basis. Because
of this there is no significant unsatisfied performance obligations as of year end.

Group — Accounts and notes

Note 4 Investments in joint ventures and associates

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 38

FINANCIAL REPORTING PRINCIPLES
Joint arrangement
Under IFRS 11 Joint Arrangements, investments in joint arrangements are
classified as either joint operations or joint ventures. The classification depends
on the contractual rights and obligations of each investor, rather than the legal
structure of the joint arrangement. The group has assessed the nature of its joint
arrangements and determined them to be joint ventures.

Interests in joint ventures are accounted for using the equity method after initially
being recognised at cost in the consolidated balance sheet.

Associates
Associates are all entities over which the group has significant influence but not
control or control jointly. This is generally the case where the group holds between
20% and 50% of the voting rights. Investments in associates are accounted for
using the equity method of accounting after initially being recognised at cost in the
consolidated balance sheet.

Equity method
Under the equity method of accounting, the investments are initially recognised
at cost and adjusted subsequently to recognise the group’s share of the post-
acquisition profits after tax of the investee in income statement, and the group’s
share of movements in other comprehensive income of the investee in other
comprehensive income. Dividends received or receivable from associates and joint
ventures are recognised as a reduction in the carrying amount of the investment.
Sale and dilution of the share of associate companies is recognised in the income
statement when the transactions occur for the group.

Where the group’s share of losses in an equity-accounted investment equals
or exceeds its interest in the entity, including any other unsecured long-term
receivables, the group does not recognise further losses, unless it has incurred
obligations or made payments on behalf of the other entity.

Unrealised gains on transactions between the group and its associates and joint
ventures are eliminated to the extent of the group’s interest in these entities.
Unrealised losses are also eliminated unless the transaction provides evidence of
an impairment of the asset transferred. Accounting policies of equity-accounted
investees have been changed where necessary to ensure consistency with the
policies adopted by the group.

The carrying amount of equity-accounted investments is tested for impairment
when impairment indicators are present.

When the group ceases to consolidate or equity account for an investment
because of a loss of control, joint control or significant influence, any retained
interest in the entity is remeasured to its fair value, with the change in carrying
amount recognised in profit or loss. This fair value becomes the initial carrying
amount for the purposes of subsequently accounting for the retained interest as
an associate, joint venture or financial asset. In addition, any amounts previously
recognised in other comprehensive income in respect of that entity are accounted
for as if the group had directly disposed of the related assets or liabilities. This may
mean that amounts previously recognised in other comprehensive income are
reclassified to profit or loss.

If the ownership interest in a joint venture or an associate is reduced but significant
influence is retained, only a proportionate share of the amounts previously
recognised in other comprehensive income are reclassified to profit or loss where
appropriate.

INVESTMENTS IN JOINT VENTURES

Business office, country

Voting share/ownership

2022

2021

New Energy

Coast Center Base AS

KS Coast Center Base

CCB Energy Holding AS

Vikan Næringspark Invest AS

Elevon AS

SørSea AS

Polar Lift AS

Maritime Services

Wilhelmsen Ahrenkiel group

Norway

50.0%

Germany

50.0%

Coast Center Base AS is a joint venture between NorSea Group and Bernh. Larsen
Holding AS and was established in 1998. It delivers services related to logistics, quay,
project and maintenance to the offshore industry in addition to maritime industry.

CCB Energy Holding AS is a joint venture between NorSea Group and Bernh. Larsen
Holding AS and was established in 2020. It owns shares in companies involved in
production of hydrogen and climate netural solutions.

KS Coast Center Base AS is a joint venture between NorSea Group and Bernh. Larsen
Holding AS and was established in 1973. It is mainly a property company owning
infrastructure rented out to Coast Center Base AS.

Vikan Næringspark AS was in the beginning of 2022 a joint venture between NorSea
Group and Kristiansund Baseselskap AS. NorSea Group acquired the remaining
shares in the company in March 2022 and it is now a 100% owned subsidiary of
NorSea Group.

Group — Accounts and notesCont. note 4

Investments in joint ventures and associates

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 39

Elevon AS is a joint venture between NorSea Group and Wallenius Wilhelmsen
Logistics Abnormal Load Servicee Holding B.V. and P. Schwandner Logistik +
Transport GmbH. The company provides logistics services to the wind industry.

SørSea AS is a joint venture between NorSea Group and Røsi AS/Stangeland
Gruppen AS. It owns land in Risavika in Norway.

Polar Lift AS is a joint venture between NorSea Group and Havator AS. It rents out
cranes and other equipment and is located in Hammerfest, Norway.

Wilhelmsen Ahrenkiel group, is a technical container ship management within MPC
Capital Group.

All companies are private companies and there are no quoted market price available
for the shares.

There are no contingent liabilities relating to the group’s interest in the joint ventures.

USD mill

2022

2021

Summarised financial information - according to the group’s ownership

Share of total income

Share of operating expenses

Share of depreciation

Share of net financial items

Share of tax expense

Share of profit for the year

Share of equity (equity method)

Book value

Excess value (goodwill)

Investments in Joint Ventures

111

(93)

(6)

(2)

104

(60)

(7)

(3)

(2)

129

USD mill

2022

2021

Joint ventures’ assets, equity and liabilities (group’s share of investments)

Share of non current assets

Share of cash and cash equivalents

Share of current assets

Total share of assets

Share of equity

Share of profit for the period

Dividend received/repayments of share capital

Disposals of net assets

Currency translation differences

Share of equity at 31.12

Share of non current financial liabilities

Share of other non current liabilities

Share of current financial liabilities

Share of other current liabilities

Total share of liabilities

Total share of equity and liabilities

126

(5)

(21)

(7)

126

152

184

(8)

(1)

116

184

Group — Accounts and notes
Cont. note 4 Investments in joint ventures and associates

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 40

Set out below are the summarised financial information on a 100% basis for Coast Center Base (CCB), which in the opinion of the directors is a material joint venture to the group.

Joint venture not considered to be material, is defined under “other” (on a 100% basis).

USD mill

SUMMARISED STATEMENT OF COMPREHENSIVE INCOME
Total income

Operating expenses

Net operating profit

Financial income/(expenses)

Profit before tax

Tax income/(expense)

Profit after non-controlling interests

Other comprehensive income

Total comprehensive income

The group’s share of dividend from joint ventures

USD mill

SUMMARISED BALANCE SHEET

Non current assets

Other current assets

Cash and cash equivalents

Total assets

Non current financial liabilities

Other non current liabilities

Current financial liabilities

Other current liabilities

Total liabilities

Net assets

CCB

2022

194

(175)

(3)

2021

2022

2021

Other

156

(132)

(5)

(2)

(22)

(1)

(2)

(1)

CCB

Other

31.12.2022

31.12.2021

31.12.2022

31.12.2021

165

227

150

185

243

162

122

145

The information above reflects 100% of the amounts presented in the financial statements of the joint ventures, adjusted for any differences in accounting policies between
the group and the joint ventures.

USD mill

RECONCILIATION OF SUMMARISED FINANCIAL INFORMATION
Opening net asset at 31.12

Acquisition of net assets

Disposals of joint ventures*

Profit for the period

Other comprehensive income

Currency translation differences

Dividend to shareholder

Closing net assets at 31.12

The group's share

Goodwill / excess value

Carrying value at 31.12

CCB

Other

31.12.2021

31.12.2020

31.12.2021

31.12.2020

(9)

(8)

(3)

(17)

(42)

(10)

(6)

(1)

(5)

* Vikan Næringspark Invest AS was in the beginning of 2022 a joint venture between NorSea Group and Kristiansund Baseselskap AS. NorSea Group acquired the remaining
shares in the company in March 2022 and it is now a 100% owned subsidiary.

Group — Accounts and notes

Cont. note 4 Investments in joint ventures and associates

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 41

INVESTMENTS IN ASSOCIATED COMPANIES

Strategic Holdings and Investments

Wallenius Wilhelmsen ASA (WAWI)

Maritime Services - companies with significant shares of profits

Almoayed Wilhelmsen Ltd

Wilhelmsen Huayang Ships Services (Shanghai) Co Ltd

Wilhelmsen Huayang Ships Services (Beijing) Co Ltd

Diana Wilhelmsen Management Limited

Barwil Arabia Shipping Agencies SAE

Wilhelmsen Ships Service Georgia Ltd

Barklav (Hong Kong) Ltd

BWW LPG Limited

Alghanim Barwil Shipping Co-Kutayba Yusuf Ahmed & Partner WLL

Wilhelmsen Ships Service Lebanon S.A.L.

BWW LPG Sdn. Bhd.

Wilhelmsen Ships Service (Private) Limited

Wilhelmsen-Smith Bell Shipping Inc

Wilhelmsen-Smith Bell (Subic) Inc.

Wilhelmsen-Smith Bell Manning, Inc.

Perez Torres - Portugal Lda

Wilhelmsen Hyopwoon Ships Services Ltd

Barklav S.R.L.

Binzagr Barwil Maritime Transport Co Ltd

Krew-Barwil (Pty) Ltd

Barwil Abu Dhabi Ruwais LLC

Triangle Shipping Agencies LLC

Wilhelmsen Port Services LLC

Barwil Dubai LLC

Denholm Port Services Limited

Wilhelmsen Sunnytrans Co Ltd

New Energy - companies with significant shares of profits

Dolittle AS

Massterly AS

Edda Wind ASA

Reach Subsea ASA

Risavika Eiendom AS

Hammerfest Næringsinvest AS

Strandparken Holding AS

Eldøyane Næringspark AS

Polar Algae AS

Windwork Jelsa AS

Dusavika Utvikling AS

Love Miljøbase AS

Ventyr Energy AS

Energy Innovation Holding AS

Konciv AS

Country

Norway

Bahrain

China

Cyprus

Egypt

Georgia

Hong Kong

Kuwait

Lebanon

Malayisia

Pakistan

Philippines

Portugal

Republic of Korea

Romania

Saudi Arabia

South Africa

United Arab Emirates

United Kingdom

Vietnam

Country

Norway

2022

2021

Voting share/ownership

37.9%

37.8%

50.0%

49.0%

50.0%

35.0%

50.0%

49.0%

50.0%

49.0%

50.0%

40.0%

49.0%

50.0%

35.0%

50.0%

49.0%

50.0%

49.0%

50.0%

49.0%

50.0%

40.0%

50.0%

2022

2021

Voting share/ownership

45.9%

50.0%

25.7%

20.5%

42.0%

32.3%

33.1%

37.9%

46.8%

33.3%

33.5%

33.3%

50.0%

47.5%

45.9%

50.0%

25.7%

42.0%

32.3%

33.1%

37.9%

33.3%

33.5%

33.3%

50.0%

49.9%

An overview of actual equity holdings can be found in the presentation of company structure on page 106.

Group — Accounts and notesCont. note 4 Investments in joint ventures and associates

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 42

USD mill

Share of profit/(loss) from associates

WAWI group

Associates Maritime Services

Associates New Energy

Share of profit from associates

Book value of material associates

WAWI group

Specification of share of equity and profit/loss:

Share of equity at 01.01

Share of profit for the year

Acquisition of associates in New Energy

Dividend

Financial derivatives in associates

Other comprehensive income

Share of equity at 31.12

2022

2021

281

287

1 146

886

964

287

(29)

(6)

1 238

842

(4)

(5)

964

There are no contingent liabilities relating to the group’s interest in the associates.

The group acquired 20.5% of the listed company Reach Subsea ASA in 2022. Reach
Subsea group offer subsea services as subcontractor and/or directly to end clients.
The core business of the group is based on modern, high spec Work ROVs operated
by highly qualified offshore personnel, and supported by our competent onshore
engineering resources.

in 2020 and additional 25% in 2021. The Edda Wind group was listed on Oslo Børs
on the 26th of November 2021 and the group was diluted to an ownership share of
25.66%. Edda Wind owns and operates service vessels supporting the maintenance
work conducted during the commissioning and operation of offshore wind parks.

Set out below are the summarised financial information for, on a 100% basis, for WAWI
group, which, in the opinion of the directors, is the material associates to the group.

The group acquired 25% of Østensjø Group’s offshore wind company Edda Wind

Associates not considered to be material is defined under ”other” (on a 100% basis).

USD mill

SUMMARISED STATEMENT OF COMPREHENSIVE INCOME

Total income

Operating expenses

Net operating profit

Finance income & expenses

Profit before tax

Tax income/(expense)

Profit/(loss) after non-controlling interests

Other comprehensive income

Total comprehensive income (shareholder's equity)

WWH share of dividend from associates

WAWI group

Other

2022

2021

2022

2021

3 884

(3 578)

306

(108)

198

(23)

133

149

5 045

(4 114)

931

(102)

829

(35)

794

(1)

794

207

(174)

(5)

(4)

104

(82)

(1)

(2)

Group — Accounts and notes

Cont. note 4 Investments in joint ventures and associates

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 43

USD mill

SUMMARISED BALANCE SHEET

Non current assets

Other current assets

Cash and cash equivalents

Total assets

Non current financial liabilities

Other non current liabilities

Current financial liabilities

Other current liabilities

Non-controlling interest

Total liabilities

Net assets

WAWI group

Other

31.12.2022

31.12.2021

31.12.2022

31.12.2021

6 242

936

1 216

8 394

3 454

205

633

593

355

6 315

769

710

7 794

2 158

1 437

515

880

266

5 240

5 256

3 154

2 539

351

107

133

591

147

115

301

290

251

148

470

125

231

239

The information above reflects the 100% amount presented in the financial statements of the associates, adjusted for differences in accounting policies between the group
and the associates.

USD mill

RECONCILIATION OF SUMMARISED FINANCIAL INFORMATION

WAWI Group

Other

31.12.2022

31.12.2021

31.12.2022

31.12.2021

Net asset at 01.01

Profit for the period

Net assets of acquired associates

Proceed from IPO

Other comprehensive income

Transaction with non-controlling interests

Dividend

Net assets at 31.12

WWH share

Currency

Fair value adjustment vessel and goodwill *

Carrying value at 31.12

2 539

679

2 391

133

(1)

(2)

(63)

3 154

2 539

1 194

(1)

(48)

1 146

960

(2)

(72)

886

239

(4)

(5)

290

(6)

108

(2)

(15)

239

* The share price and market value of Wallenius Wilhelmsen ASA (WAWI) at the merger (April 2017) was lower than book value of equity in WAWI.

The group market value of the investment in Wallenius Wilhelmsen ASA at 31 December 2022 was USD 1 575 million (2021: USD 918 million).

WAWI is a separately listed company on Oslo Børs. The market capitalisation of its shares at year end is 38% higher (2021: 4% higher) than the carrying amount of the
investment, as accounted for under the equity method. The group has not identified any impairment indicators for the investment.

USD mill

RECONCILIATION OF THE GROUP’S INCOME STATEMENT AND BALANCE SHEET

Share of profit from joint ventures

Share of profit/(loss) from associates

Share of profit/(loss) from joint ventures and associates

Share of equity from joint ventures

Share of equity from associates

Share of equity from joint ventures and associates

2022

2021

287

296

104

1 238

1 342

101

129

964

1 093

The group’s share of profit, after tax from joint ventures and associates is recognised in the income statement as financial income. All joint ventures and associates are
equity consolidated.

Group — Accounts and notes
Note 5 Principal subsidiaries

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 44

FINANCIAL REPORTING PRINCIPLES
The consolidated financial statements consists of all entities controlled by Wilh.
Wilhelmsen Holding ASA as at 31 December 2022.

Control is achieved when the group is exposed, or has rights, to variable returns
from its involvement with the investee and has the ability to affect those returns
through its power over the investee. Subsidiaries are fully consolidated from the
date on which control is transferred to the group. They are deconsolidated from
the date that control ceases.

Inter-company transactions, balances and unrealised gains on transactions
between group companies are eliminated. Unrealised losses are also eliminated
unless the transaction provides evidence of an impairment of the transferred
asset. Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the group.

Non-controlling interests in the profit/loss and equity of subsidiaries are shown
separately in the consolidated statement of income statement, statement of
comprehensive income, statement of changes in equity and balance sheet
respectively.

Business office/country

Nature of business

Proportion of ordinary
shares directly held by
parent (%)

Proportion of
ordinary shares held
by the group (%)

Maritime Services

Wilhelmsen Maritime Services AS

Wilhelmsen Ships Service AS

Wilhelmsen Port Services AS

Wilhelmsen Ship Management Holding AS

Wilhelmsen Chemical AS

New Energy

Wilhelmsen New Energy AS

NorSea Group AS

Strategic Holdings and Investments

Treasure ASA *

Wilh. Wilhelmsen Holding Invest Malta Ltd

Norway

Malta

Maritime Services

Maritime products and services

Port Services

Ship management

Manufactoring

New Energy investments

Infrastructure and supply services

Investment

100%

76.98%

100%

98.96%

76.98%

100%

The group’s principal subsidiaries at 31 December 2022 are set out above. Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held
directly by the group, and the proportion of ownership interests held equals the voting rights held by the group. The country of incorporation or registration is also their principal
place of headquarter of subgroups.

During 2022 the group acquired the subsidiaries Strømme AS and Vopak Agencies B.V through business combinations, both reported under the Maritime Services segment,
and increased it’s ownership in Vikan Næringspark AS from 50% to 100%, reclassifying the company from joint venture to subsidiary, reported under the New Energy segment.
None of the new subsidiaries are considered to be a material subsidiary. The investment cost, net after cash in new subsidiaries was USD 37 million.

* At 31.12.2022 Treasure ASA had 2 594 566 own shares (2021: 6 000 000).

Group — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 45

Note 6

Employee benefits

FINANCIAL REPORTING PRINCIPLES
Employee benefits include wages, salaries, social security contributions, sick
leave, parental leave and other employee benefits. The benefits are recognised in
the period in which the associated services are rendered by the employees.

For cash–settled payments/bonus plans and other cash-settled payments,
a liability equal to the portion of services received is recognised at fair value
determined at each balance sheet date.

USD mill

Payroll

Payroll tax

Pension cost

Other remuneration

Total employee benefits

Note

2022

2021

247

341

239

321

During 2021 the group received USD 2 million in government grants for COVID-19 compensation related to personnel expenses. These grants are recognised as expense
compensations and deducted from the related expense account.

Number of employees:

Group companies in Norway

Group companies abroad

Seagoing personnel Ship Management

Total employees

Average number of employees

EXPENSED AUDIT FEE

USD mill

Statutory audit

Other assurance services

Tax advisory fee

Other assistance

Total expensed audit fee

The fees above cover the group expenses to all external auditors and tax advisors.

2022

2021

1 121

3 910

10 868

15 899

1 024

3 452

10 988

15 464

15 682

15 289

2022

2021

2.8

0.1

1.2

0.3

4.3

2.4

0.4

1.7

0.1

4.5

Group — Accounts and notes
Note 7

Properties, vessels and other tangible assets

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 46

FINANCIAL REPORTING PRINCIPLES
Properties, vessels and other tangible assets acquired by group companies are
stated at historical cost. Depreciation is calculated on a straight-line basis. The
carrying value of tangible assets equals the historical cost less accumulated
depreciation and any impairment charges. The group’s aquisition costs are
recognised in the income statement when they arise. Aquisition costs are
capitalised to the extent that they are directly related to the acquisition of the
asset. Land is not depreciated. Other tangible assets are depreciated over the
following expected useful lives:

Properties:

Vessels:

Other tangible assets:

10-50 years

25 years

3-10 years

Each component of a tangible asset which is significant for the total cost of the
item will be depreciated separately. Components with similar useful lives will be
included in a single component.

The estimated residual value and expected useful life of long-lived assets are
reviewed at each balance sheet date, and where they differ significantly from
previous estimates, depreciation charges will be changed accordingly going
forward.

Impairment
The group applies IAS 36 Impairment of Assets to determine whether property,
vessels and other tangible assets is impaired and to recognise any impairment loss
identified.

At each reporting date the accounts are assessed whether there is an indication
that an asset may be impaired. Assets that are subject to amortisation or
depreciation are reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. If any
such indication exists, or when annual impairment testing for an asset is required,
estimates of the asset’s recoverable amount are done. For the purposes of
assessing impairment, assets are grouped at the lowest levels for which there are
separately identifiable cash flows (cash-generating units – CGU). The recoverable
amount is the highest of the fair market value of the asset, less cost to sell, and the
net present value (NPV) of future estimated cash flow from the employment of the
asset (value in use).

The NPV is based on a discount rate according to a weighted average cost of capital
(WACC) reflecting the company’s required rate of return. The WACC is calculated
based on the company’s long-term borrowing rate and a risk-free rate plus a risk
premium for the equity. If the recoverable amount is lower than the book value,
impairment has occurred, and the asset shall be revalued. Impairment losses are
recognised in profit or loss. Non-financial assets other than goodwill that suffered
impairment are reviewed for possible reversal of the impairment at each reporting
date.

The group has financial models which calculate and determine the value in use
through a combination of actual and expected cash flow generation discounted to
present value. The expected future cash flow generation and models are based on
assumptions and estimates.

USD mill

TANGIBLE ASSETS

2022

Cost at 01.01

Acquisition

Business combinations

Reclass/disposal

Currency translation differences

Cost at 31.12

Accumulated depreciation and impairment losses at 01.01

Depreciation/amortisation

Reclass/disposal

Currency translation differences

Accumulated depreciation and impairment losses at 31.12

Carrying amounts at 31.12

2021

Cost at 01.01

Acquisition

Reclass/disposal

Currency translation differences

Cost at 31.12

Accumulated depreciation and impairment losses at 01.01

Depreciation/amortisation

Reclass/disposal

Currency translation differences

Accumulated depreciation and impairment losses at 31.12

Carrying amounts at 31.12

Economic lifetime

Depreciation schedule

Properties

Vessels

Other
tangible assets

Total
tangible assets

601

140

(73)

692

(207)

(19)

(1)

(206)

486

596

(4)

(24)

601

(198)

(18)

(207)

394

(33)

(3)

(23)

(1)

(23)

(1)

(23)

229

(16)

(10)

226

(93)

(9)

(89)

137

241

(19)

(8)

229

(92)

(11)

(93)

136

866

140

(49)

(86)

918

(323)

(29)

(295)

623

873

(23)

(34)

866

(313)

(30)

(323)

542

10-50 years

Straight-line

25 years

3-10 years

Straight-line

Group — Accounts and notes

Cont. note 7 Goodwill and other intangible assets

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 47

FINANCIAL REPORTING PRINCIPLES
Goodwill
Goodwill represents the excess of the consideration transferred, the amount of any
non-controlling interests in the acquiree and the acquisition date fair value of any
previous equity interests in the acquiree over the fair value of the identifiable net
assets of the acquired subsidiary, joint venture or associate. Goodwill arising from
the acquisition of subsidiaries is classified as an intangible asset. Goodwill acquired
through business combinations are allocated to the relevant cash-generating unit
(CGU).

Other intangible assets
Costs associated with maintaining computer software programmes are recognised
as an expense as incurred. Development costs that are directly attributable to the
design and testing of identifiable and unique software products controlled by the
group are recognised as intangible assets when the following criteria are met:

• it is technically feasible to complete the software product so that it will be
available for use;
• management intends to complete the software product and use or sell it;
• it can be demonstrated how the software product will generate probable future
economic benefits;
• adequate technical, financial and other resources to complete the development
and to use or sell the software product are available;
• and the expenditure attributable to the software product during its development
can be reliably measured.

Trademark, technology/licenses and customer relationship have a finite life and
are recognised at historical cost less accumulated amortisation. Amortisation is
calculated using the straight-line method to allocate the cost of trademarks and
licenses over their estimated useful life. Capitalised expenses related to other
intangible assets are amortised over the expected useful lives in accordance with
the straight-line method.

Amortisation of intangible fixed assets is based on the following expected useful lives:

Goodwill:

Software and licenses:

Other intangible assets:

Indefinite life

3-5 years

5-10 years

Impairment
The group applies IAS 36 Impairment of Assets to determine whether goodwill or
other intangible asset is impaired and to recognise impairment loss identified.

Goodwill arising from the acquisition of an interest in an associated company is
included under investment in associated companies and tested for impairment
as part of the carried amount of the investment when impairment indicators is
present. Goodwill have an indefinite useful life not subject to amortisation and is
tested annually for impairment and carried at cost less impairment losses. Gain or
loss on the sale of a business includes the carried amount of goodwill related to
the sold business.

For impairment testing goodwill is allocated to relevant CGU. The allocation is
made to those CGU or groups of CGU which are expected to benefit from the
acquisition. An assessment is made as to whether the carrying amount of the
goodwill can be justified by future earnings from the CGU to which the goodwill
relates. If the recoverable amount of the CGU is less than the carrying amount
of the CGU, including goodwill, goodwill will be written down first. Thereafter the
carrying amount of the CGU will be written down. Impairment losses related to
goodwill cannot be reversed.

Impairment of other intangible assets follow the same principles as impairment
for other non-financial assets, refer to financial reporting principles for property,
vessels, and other tangible assets above.

USD mill

INTANGIBLE ASSETS

2022

Cost at 01.01

Acquisition

Business combinations

Currency translation differences

Cost at 31.12

Accumulated amortisation and impairment losses at 01.01

Business combinations

Amortisation/impairment

Currency translation differences

Accumulated amortisation and impairment losses at 31.12

Carrying amounts at 31.12

2021

Cost at 01.01

Acquisition

Reclass/disposal

Currency translation differences

Cost at 31.12

Accumulated amortisation and impairment losses at 01.01

Amortisation/impairment

Currency translation differences

Accumulated amortisation and impairment losses at 31.12

Carrying amounts at 31.12

Goodwill

Software
and licences

Other
intangible assets

Total
intangible assets

123

(11)

112

(13)

(24)

126

(5)

123

(13)

110

(3)

(26)

(2)

(4)

(29)

(1)

(22)

(5)

(26)

(4)

(19)

(2)

(19)

(1)

(18)

(3)

(19)

193

(18)

201

(57)

(2)

(19)

(73)

129

194

(7)

193

(52)

(7)

(57)

135

The group conducted no material acquisition resulting in recognition of goodwill in 2022 or 2021.

Group — Accounts and notes

Cont. note 7 Goodwill and other intangible assets

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 48

Impairment testing of goodwill
In the Maritime Services segment, USD 87 million relate to business area Ships
Service (all activities in the Maritime Services segment except for technical /crewing
management) mainly to the acquisition of Unitor ASA. The goodwill figures are
originally calculated in NOK and USD (2021: NOK and USD). Goodwill is tested for
impairment annually.

For the purpose of impairment testing, goodwill is allocated to the respective cash
generating units within the Ships Service business area.

recognised by applying the valuation method and assumptions described below.
No other impairment of goodwill was recognised in the group during 2022.
(2021: No impairment of goodwill).

When performing the goodwill impairment test, recoverable amount is calculated
using estimated fair value less cost of disposal. In calculating the fair value less
cost of disposal, the group considers relevant information generated by market
transactions involving similar group of assets, including qualitative and quantitative
information.

As of December 31 2022 management have performed impairment testing for the
group’s recognised goodwill. The group recognised an impairment of USD 13 million
in 2022 for goodwill related to the acquisition and business combination of Kemetyl
in the group’s Maritime Services Segment. The impairment was attributed to the
consumer product operations of the Wilhelmsen Chemicals sub-segment assessed
as a separate CGU, where the goodwill related to this CGU was fully impaired.
The impairment was as a result of market development and the loss of customer
contracts within the sub-segment and general weak development in demand within
the consumer products portfolio. The goodwill was tested and impairment loss was

Fair value less cost of disposal has been estimated by using an Enterprise value/
EBITDA multiple (see note 23 for definition of the terms). The forecasted EBITDA
is based on historical levels for EBITDA in each CGU. The multiples are estimated
to be in the range of 6 - 9, which management believes is a fair estimate of market
multiples for the relevant CGU’s.

Cash flows were projected based on actual operating results and next year’s
forecast. Cash flows is based on a 5-year strategy plan period with terminal value
(terminal growth rate 1%) were extrapolated using the following key assumptions:

USD/NOK

Multiple

Growth rate

Increase in material cost

Increase in pay and other remuneration

Increase in other expenses

2022

2021

9.84

7.5

1-4%

4-7%

3-5%

8.83

7.5

1-4%

4-7%

2-4%

The values assigned to the key assumptions represent management’s assessment
of future trends in the maritime industry and are based on both external sources and
internal sources.

For goodwill not subject to impairment in 2022, no reasonably possible change in
any of the key assumptions on which management has based its determination of
the recoverable amount would cause the carrying amount to exceed its recoverable
amount as of December 31 2022.

Group — Accounts and notes

Note 8

Right-of-use-assets and lease liabilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 49

FINANCIAL REPORTING PRINCIPLES
Identifying a lease
At the inception of a contract, the group assesses whether the contract is, or
contains a lease. A contract is, or contains a lease if the contract conveys the
right to control the use of an identified asset for a period of time in exchange for
consideration. To determine whether a contract conveys the right to control the use
of an identified asset, the group assesses whether:

The group do not include variable lease payments in the lease liability arising
from contracted index regulations subject to future events. The lease liability is
subsequently measured by increasing the carrying amount to reflect interest on
the lease liability, reducing the carrying amount to reflect the lease payments
made and remeasuring the carrying amount to reflect any reassessment or lease
modifications, or to reflect adjustments in lease payments due to an adjustment in
an index or rate.

• The agreement creates enforceable rights of payment and obligations
• The identified asset is physically distinct
• It has the right to obtain substantially all of the economic benefits from use
of the asset
• It has the right to direct the use of the asset
• The supplier does not have a substantive right to substitute the asset throughout
the period of use

Sensitivity of the lease liability
If the group cannot determine the interest rate implicit in the lease, it uses its
incremental borrowing rate to measure lease liabilities. The incremental borrowing
rate requires estimation when no observable rates are available. In determining the
lease term, management considers all facts and circumstances. The assessment
is reviewed if a significant event or a significant change in circumstances occurs
which affects this assessment and that is within the control of the lessee.

Measuring the right-of-use asset
The right-of-use asset is initially measured at cost. The cost of the right-of-use
asset comprise:

• The amount of the initial measurement of the lease liability
• Any lease payments made at or before the commencement date, less any lease

incentives received and incurred costs

• An estimate of costs to be incurred by the group in dismantling and removing
the underlying asset, restoring the site on which it is located or restoring the

underlying asset to the condition required by the terms and conditions of the
lease, unless those costs are incurred to produce inventories.

Subsequent measurement of right-of-use assets follow the same principles as
for other non-financial assets, refer to financial reporting principles for property,
vessel and tangible assets note 7, except that the right-of-use asset is depreciated
from the commencement date to the earlier of the lease term and the remaining
useful life.

Impairment
Impairment of right-of-use assets follow the same principles as impairment for
other non-financial assets, refer to financial reporting principles for property,
vessels, and other tangible assets note 7.

For contracts that constitutes, or contains a lease, the group separates lease
components if it benefits from the use of each underlying asset either on its own or
together with other resources readily available, and the underlying asset is neither
highly dependent on, nor highly interrelated with, the other underlying assets in the
contract. The group then accounts for each lease component as a lease separately
from non-lease components within the contract. The group allocates the
consideration in the contract to each lease component on the basis of the relative
stand-alone price of the lease component and the aggregate stand-alone price
of the non-lease components. If an observable stand-alone price is not readily
available, the group estimates this price by the use of observable information.

Recognition of leases and exemptions:
At the lease commencement date, the group recognizes a lease liability and
corresponding right-of-use asset for all lease agreements in which it is the lessee,
except for the following exemptions applied:

• Short-term leases (defined as 12 months or less)
• Low value assets

For these leases, the group recognizes the lease payments as other operating
expenses in the statement of profit or loss when they incur.

Measuring the lease liability:
The lease liability is initially measured at the present value of the lease payments
for the right to use the underlying asset during the lease term not paid at the
commencement date. The lease term represents the noncancellable period of the
lease, plus any period covered by an extension option period if the group expect tp
exercise this option. The lease payments included in the measurement comprise of:

• Fixed lease payments (including in-substance fixed payments), less any lease

incentives receivable

• Amount expected to be payable by the group under residual value guarantees
• The exercise price of a purchase option, if the group is reasonably certain to
exercise that option
• Payments of penalties for terminating the lease, if the lease term reflects the
group exercising an option to terminate the lease.

Group — Accounts and notes

Cont. note 8 Right-of-use-assets and lease liabilities

RIGHT-OF-USE-ASSETS
The group leases several assets such as buildings, machinery, equipment and vehicles. The group’s right-of-use assets are categorised and presented in the table below:

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 50

USD mill
2022

Cost at 01.01

Addition of right-of-use assets

Reclass/disposal

Currency exchange differences

Cost at 31.12

Accumulated depreciation and impairment at 01.01

Depreciation

Reclass/disposal

Currency exchange differences

Accumulated depreciation and impairment at 31.12

Carrying amount of right-of-use assets at 31.12

USD mill
2021

Cost at 01.01

Addition of right-of-use assets

Disposals

Currency exchange differences

Cost at 31.12

Accumulated depreciation and impairment at 01.01

Depreciation

Reclass/disposal

Currency exchange differences

Accumulated depreciation and impairment at 31.12

Carrying amount of right-of-use assets at 31.12

Lower of remaining lease term or economic life

Depreciation method

Properties and land

Machinery,
equipment and
vehicles

199

(88)

(16)

134

(55)

(17)

(40)

(1)

(4)

(3)

(6)

Properties and land

Machinery,
equipment and
vehicles

201

(30)

(8)

199

(34)

(28)

(55)

145

(3)

(1)

(3)

(4)

5-12 years

Linear

3-8 years

Linear

Total

214

(89)

(18)

149

(59)

(20)

(47)

102

Total

214

(33)

(8)

214

(31)

(30)

(59)

155

Group — Accounts and notes

Cont. note 8 Right-of-use-assets and lease liabilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 51

Lease liabilities

USD mill

Undiscounted lease liabilities and maturity of cash outflows

Less than 1 year

1-2 years

2-3 years

3-4 years

4-5 years

More than 5 years

2022

2021

(25)

(21)

(16)

(12)

(8)

(45)

(35)

(33)

(30)

(25)

(22)

(49)

Total undiscounted lease liabilities at 31.12

(128)

(195)

USD mill

Summary of the lease liabilities in the financial statements

Total lease liability 01.01

Lease liabilities recognised in the year

Lease liabilities derecognised in the year

Cash payments for the principal portion of the lease liability

Change of estimates

Currency exchange differences

Total lease liabilities at 31.12

Current lease liabilities

Non-current lease liabilities

Total lease liabilities at 31.12

The leases do not contain any restrictions on the group’s dividend policy or financing.
The group does not have significant residual value guarantees related to its leases to disclose.

USD mill

Summary of other lease expenses recognised in income statement

Variable lease payments expensed in the period

Operating expenses related to short-term leases (including short-term low value assets)

Operating expenses related to low value assets (excluding short-term leases included above)

Total lease expenses included in other operating expenses

2022

2021

169

(61)

(28)

(10)

116

192

(25)

(30)

(12)

169

139

169

2022

2021

Practical expedients applied:
The group leases personal computers, IT equipment and machinery with contract
terms of 1 to 3 years. The group has elected to apply the practical expedient of
low value assets and does not recognise lease liabilities or right-of-use assets.
The leases are instead expensed when they incur. The group has also applied the
practical expedient to not recognise lease liabilities and right-of-use assets for short-
term leases, presented in the table above.

The group does not have material lease commitments, not yet commenced and
therefore not included in the lease liabilities as of 31 December 2022 (2021:
USD 0 million).

Extension options:
The group’s lease of buildings have lease terms that varies from 5 years to 25 years,
and several agreements involve a right of renewal which may be exercised during the
last period of the lease terms. The group assesses at the commencement whether it
is reasonably certain to exercise the renewal right.

Purchase options:
The group leases machinery, equipment and vehicles with lease terms of 3 to 5 years.
Some of these contracts includes a right to purchase the assets at the end of the
contract term. The group assesses at the commencement whether it is reasonably
certain to exercise the purchase right. All the options are based on market value.

Subleases:
The group has subleased an immaterial part of its redundant office buildings,
classified as an operating lease.

Group — Accounts and notes

Note 9 Tax

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 52

FINANCIAL REPORTING PRINCPLES
Income tax in the income statement consists of current tax, effect of changes
in deferred tax/deferred tax assets, and withholding tax incurred in the period.
Income tax is recognised in the income statement unless it relates to items
recognised directly in equity or other comprehensive income.

arising between the tax bases of assets and liabilities and their carrying amounts
in the consolidated financial statements. Deferred income tax is determined using
tax rates and laws which have been enacted by the balance sheet date and are
expected to apply when the related deferred income tax asset is realised, or the
deferred income tax liability settled.

Current tax:
Current tax is the expected tax payable or receivable on the taxable income or loss
for the period, using tax rates enacted or substantially enacted at the reporting
date that will be paid during the next 12 months. Current tax also includes any
adjustment of taxes from previous years and taxes on dividends recognised in
the period.

Deferred income tax assets are recognised to the extent that it is probable that
future taxable profit will be available, and that the temporary differences can
be deducted from this profit. Deferred income 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.

Deferred tax / deferred tax asset:
Deferred tax is calculated using the liability method on all temporary differences

Withholding tax:
Withholding tax and any related tax credits are generally recognised in the period
they are incurred.

Ordinary taxation
The ordinary rate of corporation tax in Norway is 22% of net profit for 2022 (2021:
22%). Norwegian limited liability companies are encompassed by the participation
exemption method for share income. Thus, share dividends and gains are tax free
for the receiving company. Corresponding losses on shares are not deductible.
The participation exemption method does not apply to share income from
companies domiciled in what is considered low tax countries and that are located
outside the European Economic Area (EEA), and on share income from companies
rdomiciledoutside the EEA in which the company owns less than 10% of the shares.

For group companies located in the same country and within the same tax regime,
taxable profits in one company can be offset against tax losses and tax loss carry
forwards in other group companies. Deferred tax/deferred tax asset has been

calculated on temporary differences to the extent that it is likely that these can be
utilised in each country and for Norwegian entities the group has applied a rate of
22% (2021: 22%).

The effective tax rate for the group will, from period to period, change dependent
on the group gains and losses from investments inside the exemption method.

Foreign taxes
Companies domiciled outside Norway will be subject to local taxation, either on
ordinary terms or under special tonnage tax rules. When dividends are paid, local
withholding taxes may be applicable. This generally applies to dividends paid by
companies domiciled outside the EEA.

USD mill

Allocation of tax expense for the year

Payable tax in Norway

Payable tax foreign

Change in deferred tax

Total tax income/(expense)

Reconciliation of actual tax cost against expected tax cost in accordance with the Norwegian income tax rate of 22%

Profit before tax

22% tax

Tax effect from:

Permanent differences

Non-taxable income/ change in market value

Share of (profit)/loss from joint ventures and associates

Reversal impairment deferred tax asset

Withholding tax and payable tax previous year

Calculated tax expense for the group

Effective tax rate for the group

USD mill

Net deferred tax assets

Net deferred tax assets at 1.1

Currency translation differences

Tax charged to equity

Income statement charge

Acquistion / disposal

Net deferred tax assets at 31.12

Deferred tax assets in balance sheet

Deferred tax liabilities in balance sheet

Net deferred tax assets at 31.12

2022

2021

(10)

(16)

(13)

306

(3)

(65)

(7)

(8)

(16)

(13)

(22)

4.6%

20.5%

2022

2021

(6)

(1)

(14)

(17)

(1)

(11)

Group — Accounts and notes

Cont. note 9 Tax

USD mill

Net deferred tax assets

Net deferred tax assets at 01.01

Currency translation differences

Tax charged to equity

Income statement charge

Acquistion / disposal

Net deferred tax assets at 31.12

Deferred tax assets in balance sheet

Deferred tax liabilities in balance sheet

Net deferred tax assets at 31.12

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 53

2022

2021

(6)

(1)

(14)

(17)

(1)

(11)

USD mill

Other

Fixed assets

Total

At 01.01.2022

Through income statement

Currency translations

Acquistion / disposal

Deferred tax liabilities at 31.12.2022

At 01.01.2021

Through income statement

Currency translations

Deferred tax liabilities at 31.12.2021

USD mill
Deferred tax assets

At 01.01.2022

Through income statement

Charged directly to equity

Currency translations

Acquistion / disposal

Deferred tax assets at 31.12.2022

At 01.01.2021

Through income statement

Charged directly to equity

Currency translations

Deferred tax assets at 31.12.2021

(4)

(11)

(7)

(5)

(4)

(11)

(7)

(1)

(4)

(2)

(1)

Non current
assets and
liabilities

Current assets
and liabilities

Tax losses
carried forward

Other

Total

(1)

(2)

(5)

(3)

(4)

(3)

(2)

(3)

(4)

(2)

(1)

(10)

(3)

(1)

The majority of tax loss carry forward is related to entities in Norway and the United
States, without expiration of the tax loss carry forward. Through the acquisition of the
external shares in Norsea group, the group reversed the impairment of deferred tax
assets due to taxable income in NorSea group.

Temporary differences related to joint ventures and associates are USD nil for
the group, since all the units are regarded as located within the area in which the

exemption method applies, and there are currently no plans to dispose of any of
these companies.

The Maritime Services segment will have shares in subsidiaries not subject to the
exemption method which could give rise to a tax charge in the event of a sale, where
no provision has been made for deferred tax associated with a possible sale or
dividend. There are currently no plans to dispose of such companies.

Group — Accounts and notes

Note 10 Earnings per shares

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 54

FINANCIAL REPORTING PRINCPLES
Basic/diluted earnings per share is calculated by dividing profit for the period after
non-controlling interests, by the average number of total outstanding shares.

ordinary shares outstanding. Treasury shares are not included in the weighted
average number of ordinary shares. Weighted average number of diluted and
ordinary shares is the same, as the company currently does not have any dilutive
instruments.

The calculation of basic and diluted earnings per share is based on the income
attributable to ordinary shareholders and a weighted average number of

Earnings per share
Earnings per share taking into consideration the number of outstanding shares in
the period. At 31 December 2022 the company owns no own shares (analogous
for 31 December 2021). At December 31 2020 the company owned a total of 1 823
824 shares (537 092 A-shares and 1 286 732 B-shares). The shares were cancelled
through a capital reduction in September 2021.

Total outstanding ordinary shares as of 31 December 2022 are 34 000 000 A-shares
and 10 580 000 B-share.

Note 11

Pension

Earnings per share is calculated based on an average of 44 580 000 shares for 2022
and 44 580 000 shares for 2021.

See note 10 in the parent accounts for an overview of the largest shareholders at 31
December 2022.

FINANCIAL REPORTING PRINCPLES
Defined contribution plan
A defined contribution plan is one under which the group and the parent company
pay fixed contributions to a separate legal entity. The group and the parent
company have no legal or constructive obligations to pay further contributions if
the fund does not hold sufficient assets to pay all employees the benefits relating
to employee service in the current and prior periods.

is calculated annually by independent actuaries using the projected unit credit
method. The present value of the defined benefit obligation is determined by
discounting the estimated future cash outflows using interest rates of high-quality
corporate bonds that are denominated in the currency in which the benefits will
be paid, and that have terms to maturity approximating to the terms of the related
pension obligation. In a few countries without deep markets in such bonds, the
market rates on government bonds are used.

Defined benefit plan
A defined benefit plan is one which is not a defined contribution plan. This type
of plan typically defines an amount of pension benefit an employee will receive
on retirement, normally dependent on one or more factors such as age, years of
service and pay.

The pension obligation is calculated annually by independent actuaries using a
straight-line earnings method. Actuarial gains and losses arising from experience
adjustments and changes in actuarial assumptions are charged or credited to
equity in other comprehensive income in the period in which they arise. Past-
service costs are recognised immediately in the income statement.

The liability recognised in the balance sheet in respect of defined benefit pension
plans is the present value of the defined benefit obligation at the end of the
reporting period less the fair value of plan assets. The defined benefit obligation

Description of the pension scheme
The group’s defined contribution pension schemes for Norwegian employees are
with financial institutions providing solutions based on investment funds.

The group has obligation towards one employee in the group’s senior executive
management. The obligation is mainly covered through group annuity policies in
Storebrand.

Subsidiaries outside Norway have separate schemes for their employees in
accordance with local rules, and the pension schemes are for the material part
defined contribution plans.

The group has a supplementary pension plan, a contribution plan for all Norwegian
employees with salaries exceeding 12 times the Norwegian National Insurance base
amount (G). However, the group still has obligations for some employees related to
salaries exceeding 12G mainly financed from operations.

In addition, the group has agreements on early retirement. These obligations are
mainly financed from operations.

Pension costs and obligations include payroll taxes. No provision has been made for
payroll tax in pension plans where the plan assets exceed the plan obligations.

Actuarial gains and losses arising from experience adjustments and changes in
actuarial assumptions are charged or credited to equity in other comprehensive
income in the period in which they arise.

Group — Accounts and notes

Cont. note 11 Pension

USD mill

Number of people covered by pension schemes at 31.12

In employment

On retirement (inclusive disability pensions)

Total number of people covered by pension schemes

Financial assumptions for the pension calculations:

Discount rate

Anticipated pay regulation

Anticipated increase in National Insurance base amount (G)

Anticipated regulation of pensions

USD mill

Pension expenses

Service cost/ net interest cost

Cost of contribution plan

Pension expenses

Total remeasurements included in OCI

USD mill

Pension obligations

Defined benefit obligation at end of prior year

Effect of changes in foreign exchange rates

Service cost

Interest expense

Benefit payments from plan

Remeasurements - change in assumptions

Pension obligations at 31.12

Fair value of plan assets

Fair value of plan assets at end of prior year

Effect of changes in foreign exchange rates

Benefit payments from plan

Gross pension assets at 31.12

Defined benefit obligation

Fair value of plan assets

Net liability

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 55

Funded

Unfunded

2022

2021

2022

2021

139

147

141

150

Expenses

Commitments

2022

2021

31.12.2022

31.12.2021

1.80%

2.25%

0.10%

1.60%

1.75%

0.10%

3.60%

3.50%

1.70%

1.80%

2.25%

0.10%

2022

2021

(1)

31.12.2022

31.12.2021

(4)

(2)

(1)

(2)

(1)

Group — Accounts and notesNote 12 Combined items, balance sheet

FINANCIAL REPORTING PRINCPLES
Loans and receivables at amortised cost
Loans and receivables are non-derivative financial assets with fixed or determinable
payments, which are not traded in an active market. They are included in current
assets, except for maturities greater than 12 months after the balance sheet date.
These are classified as non-current assets. Loans and receivable are classified as
other current assets or other non-current assets in the balance sheet.

USD mill

OTHER NON CURRENT ASSETS

Non current share investments

Other non current assets

Total other non current assets

OTHER CURRENT ASSETS

Account receivables

Restricted cash

Other current assets

Total other current assets

OTHER CURRENT LIABILITIES

Account payables

Financial derivatives in Maritime Services and New Energy

Other current liabilities

Cylinder deposit *

Total other current liabilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 56

Loans and receivables are recognised initially at their fair value plus transaction
costs. Financial assets are derecognised when the contractual rights to the
cash flows from the financial assets expire or are transferred, and the group has
transferred by and large all risk and return from the financial asset. Realised gains
and losses are recognised in the income statement in the period they arise.

Accounts payable and other payables
Accounts payable and other payables are recognised at the original invoiced
amount, where the invoiced amount is considered to be approximately equal to the
vale derived if the amortised cost method would have been applied.

Note

2022

2021

17/19

241

105

349

277

161

101

547

190

287

241

152

495

* Wilhelmsen Maritime Services has cylinders recognised as other tangible asset in the balance sheet, see note 7. The cylinders are valued at USD 99 million (2021: USD 99
million). These cylinders are partly in the group’s own possession and partly on board customers vessels. Most customers have paid a deposit for the cylinders they have
onboard their vessels.

Provisions in other current liabilities, including cylinder deposit liability, does include
some degree of uncertainty due to the nature of the provisions. Provisions are
calculated and recognised based on available information and assumptions at the

time when the provision is made, and will be updated if needed when new information
becomes available.

Group — Accounts and notes

Note 13 Receivables

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 57

FINANCIAL REPORTING PRINCIPLES
Account receivables and other receivables that have fixed or determinable
payments that are not quoted in an active market are classified as receivables.
Account receivables and other receivables are recognised at the original invoiced
amount, where the invoiced amount is considered to be approximately equal to the
value derived if the amortised cost method would have been applied.

The group measure expected credit losses at lifetime expected loss allowance
for all trade receivables and contract assets, including receivables from lease
contracts

To measure the expected credit losses, trade receivables and contract assets have
been grouped based on shared credit risk charateristics and the days past due.

The expected loss rates are based on the payment profiles of sales over a period
of 36 month before the reporting period and the corresponding historical credit
losses experienced within this period. The historical loss rates are adjusted
to reflect current and forward looking information on macroeconomic factors
affecting the ability of the customers to settle the receivables. The group has
identified the GDP and the unemployment rate of the countries in which it sells its
goods and services to be the most relevant factors, and accordingly adjusts the
historical loss rates based on expected changes in these factors.

USD mill
31 December 2022

Expected loss rate

Gross carrying amount - trade receivables

Loss allowance *

31 December 2021

Expected loss rate

Gross carrying amount - trade receivables

Loss allowance *

Current

227

(0)

181

(0)

Less than 90
days past due

Between 90 and 180
days past due

More than 180
days past due

16%

(1)

(0)

13%

(1)

23%

(1)

44%

(2)

70%

(2)

* Loss allowance is rounded to nil for trade receivables less than 90/180 days overdue.

ACCOUNT RECEIVABLES
At 31 December 2022, USD 14 million (2021: USD 10 million) in account receivables
had fallen due but not been subject to impairment. These receivables are related to a

number of separate customers. Historically, the percentage of bad debts has been low
and the group expects the customers to settle outstanding receivables. Receivables
fallen due but not subject to impairment have the following age composition:

USD mill

2022

2021

Aging of account receivables past due but not impaired

Up to 90 days

90-180 days

Over 180 days

Movements in group provision for impairment of account receivables are as follows

183

241

(2)

136

190

2022
Account receivables

2021
Account receivables

23%

28%

76%

71%

Balance at 01.01

Net provision for receivables impairment

Balance at 31.12

Account receivables per segment

Maritime Services

New Energy

Strategic Holdings and Investments

Total account receivables

See note 19 on credit risk.

Maritime Services
New Energy
Strategic Holdings and Investments

Group — Accounts and notes
Cont. note 13 Receivables

ACCOUNT PAYABLES

USD mill

Account payables per segment

Maritime Services

New Energy

Strategic Holdings and Investments

Total account payables

See note 19 on credit risk.

Maritime Services
New Energy
Strategic Holdings and Investments

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 58

2022

2021

250

277

215

241

2022
Account payables

2021
Account payables

10%

90%

89%

Note 14 Financial assets to fair value

FINANCIAL REPORTING PRINCIPLES
Management determines the classification of financial assets at their initial
recognition, with financial assets held for trading carried at fair value. Financial

assets measured at fair value are initially measured at cost, and subsequently
measured at fair value with changes in fair value recognised in the income
statement. Transaction costs are expensed as occurred.

USD mill

Financial assets to fair value

At 1 January

Acquisition

Sale during the year

Currency translation adjustment through other comprehensive income

Change in fair value through income statement

Total financial assets to fair value

Financial assets to fair value

Hyundai Glovis

Qube Holdings Limited

Australian PE funds

Other

Total financial assets to fair value

2022

2021

688

(22)

(5)

(50)

613

538

613

801

(2)

(6)

(107)

688

583

688

Financial assets to fair value are held in subsidiaries with different reporting currency and thereby creating translation adjustments.

Hyundai Glovis Co. Ltd., is a global Korean based general logistics and distribution
company, providing business service such as logistics, marine transportation, KD,
used cars and trading. Glovis is listed on the Korean Stock Exchange. As per 31
December 2022, Treasure ASA group held 4.1 million shares in Glovis (11% of total)
(2021: 11%). Treasure ASA is listed on Oslo Børs.

Qube Holdings Limited is Australia’s largest integrated provider of import and export
logistics services, and listed on the Australian Securities Exchange (ASX). As per
31 December 2022 the group held 25 million shares, 1.4% of total (2021: 35 million
shares, 1.8% of total). The shares in Qube Holdings Limited serve as collateral for a
credit facility. See note 18.

Group — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 59

Note 15 Inventories

FINANCIAL REPORTING PRINCIPLES
Inventories of purchased goods and work in progress are valued at cost in
accordance with the weighted average cost method. Impairment losses are

recognised if the net realisable value is lower than the cost price. Sales costs
include all remaining sales, administrative and storage costs.

USD mill

Inventories

Raw materials

Goods/projects in process

Finished goods/products for onward sale

Total inventories

Obsolescence allowance, deducted above

2022

2021

104

114

Note 16 Current financial investments

FINANCIAL REPORTING PRINCIPLES
Current financial investments consists of financial assets held for trading. A
financial asset is classified in this category if acquired principally for the purpose
of profit from short term gains in market value. Current financial investments are

measured at fair value. Financial assets measured at fair value are initially measured
at cost, and subsequently measured at fair value with changes in fair value
recognised in the income statement. Transaction costs are expensed as occurred.
Derivatives are also placed in this category unless designated as hedges.

USD mill

Market value current financial investments

Equities

Bonds

Total current financial investments

2022

2021

104

135

The fair value of all equity securities, bonds and other financial assets is based on their closing prices in an active market.

The net unrealised gain at 31.12

The parent company’s portfolio of equities and bonds of USD 104 million is held as
collateral within a securities’ finance facility. See note 18. The portfolio’s strategy
and mandate is set by the parent company’s Board of Directors and consists of a
benchmark of 50%/50% share of investment grade bonds and Nordic equities, with

a trading mandate within certain set limits with regards to equity/bond allocation,
portfolio weight, and currency exposure. Reporting is provided monthly to group
CEO/CFO and quarterly to parent company’s Board of Directors.

Group — Accounts and notesNote 17 Cash, restricted bank deposits and undrawn credit facilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 60

FINANCIAL REPORTING PRINCIPLES
Cash and cash equivalents include cash in hand, deposits held at call with banks
and other liquid investments with maturities of three months or less. Bank

overdrafts are presented under borrowings in current liabilities on the balance
sheet. Cash and cash equivalent are initially recognised at fair value of the
proceeds, and subsequently measured at amortised cost.

USD mill

Payroll tax withholding account

2022

2021

Companies that do not have payroll tax withholding account use bank guarantees. As per 31.12.2022 total guarantees amounted to USD 4.2 million (2021: USD 6.5 million).

Committed undrawn credit facilities

172

195

Committed undrawn credit facilities are key part of the liquidity reserve.

Cash and cash equivalents

Banks

Total cash and cash equivalents

163

231

The group has cash pool arrangements within each segment. Each cash pool
arrangement is considered as one financial instrument and the net balance against
the bank is presented as cash and cash equivalents. WWH ASA (Strategic Holdings
and Investments segment) owns and operates a multicurrency cash pool with a
header-account in NOK, comprising of subsidiaries registered in Norway. WMS AS

(Maritime Services segment) owns and operates a multicurrency cash pool with a
header-account in USD, comprising of subsidiaries in Europe, Asia-Pacific and North
America. NorSea Group AS (part of the New Energy segment) owns and operates a
multicurrency cash pool with a header-account in NOK, comprising of subsidiaries in
Norway, Denmark, Germany and the United Kingdom.

Group — Accounts and notesNote 18 Interest-bearing debt

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 61

FINANCIAL REPORTING PRINCIPLES
Loans are recognised at fair value when the proceeds are received, net of
transaction costs. In subsequent periods, loans are stated at amortised cost using
the effective interest method. Any difference between proceeds (net of transaction

costs) and the redemption value is recognised in the income statement over the
term of the loan. Loans are classified as current liabilities unless the group or the
parent company has an unconditional right to defer settlement of the liability for at
least 12 months after the balance sheet date.

USD mill

Interest-bearing debt

Bank and mortgages loan

Lease liabilities

Total interest-bearing debt

Book value of collateral, mortgaged and leased assets:

Financial assets to fair value, current financial investments

Assets in the New Energy segment

Total book value of collateral, mortgaged and leased assets

The parent company’s portfolio of financial investments is held as collateral within a securities’ finance facility.

USD mill

Repayment schedule for interest-bearing debt

Due in year 1

Due in year 2

Due in year 3

Due in year 4

Due in year 5 and later

Total interest-bearing debt

Note

2022

2021

14/16

538

116

654

150

849

999

473

169

642

214

807

1 021

Note

2022

2021

503

654

300

204

642

The overview above shows the actual maturity structure, with the amount due in year
one as the first year’s instalment classified under other current liabilities. The group
refinance its current interest-bearing debt during 2022.

Loan agreements entered into by the group contain financial covenants relating to
liquidity, leverage and value-adjusted equity. The group was in compliance with all
covenants at 31 December 2022.

USD mill

The group net interest-bearing debt

Non current interest-bearing debt

Non current lease liabilities

Current interest-bearing debt

Current lease liabilities

Total interest-bearing debt

Cash and cash equivalents

Current financial investments

Net interest-bearing debt

Net interest-bearing debt in joint ventures

Non current interest-bearing debt

Total interest-bearing debt in joint ventures

Cash and cash equivalents

Net interest-bearing debt in joint ventures

2022

2021

473

654

163

104

386

203

139

270

642

231

135

276

Group — Accounts and notesCont. note 18 Interest-bearing debt

USD mill

Guarantee commitments

Guarantees for group companies

Total

The carrying amounts of the group’s bank loans are denominated in the following currencies

USD

NOK

DKK

Total

See note 19 for information on financial derivatives (currency hedges) relating to interest-bearing debt.

USD mill

Net debt

Cash and cash equivalents

Liquid investments *

Borrowings - repayable within one year

Borrowings - repayable after one year

Net debt

Cash and cash equivalents and liquid investments

Gross debt - variable interest rates **

Net debt

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 62

2022

2021

188

336

538

200

256

473

Note

2022

2021

163

104

(88)

(566)

(386)

267

(654)

(386)

231

135

(300)

(342)

(276)

366

(642)

(276)

* Liquid investments are investment grade bonds and liquid equities traded in active markets. These assets are held at fair value recognised through the income statement.
** Interest-bearing debt is exposed to movements in floating interest rates in USD and NOK. Material parts of the interest rate risk in the NOK-denominated debt is hedged
within the New Energy segment.

USD mill

Total interest-bearing debt at 1.1.2022

Reclass

Cash flows

Business combinations

Foreign exchange adjustments

Other non-cash movements

Total interest-bearing debt at 31.12.2022

Total interest-bearing debt at 1.1.2021

Reclass

Cash flows

Foreign exchange adjustments

Other non-cash movements

Total interest-bearing debt at 31.12.2021

Liabilities from financing activities

Finance leases
due within 1 year

Finance leases
due after 1 year

Borrow. due
within 1 year

Borrow. due
after 1 year

Total financing
activities

(2)

(5)

(2)

(16)

(1)

139

(23)

(12)

(14)

161

(17)

(14)

(5)

139

270

(200)

(5)

(3)

203

(2)

270

203

(8)

218

(28)

473

426

(203)

(24)

(8)

203

642

(10)

(47)

654

657

(31)

(17)

642

Group — Accounts and notes

Note 19 Financial risk

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 63

FINANCIAL REPORTING PRINCIPLES
The group uses derivatives to address financial risk. Derivatives are included in
current assets or current liabilities, except for maturities greater than 12 months
after the balance sheet date. These are classified as non-current assets or other
non-current liabilities as they form part of the group’s long-term economic hedging
strategy and are not classified as held for trading.

The fair value of financial derivatives traded in active markets is based on quoted
market prices at the balance sheet date. The fair value of financial derivatives not
traded in an active market is determined using valuation methodology, such as
the discounted value of future cash flows. Independent experts verify the value
determination for instruments which are considered material.

Derivatives are recognised at fair value on the date a derivative contract is entered
into and are revalued on a continuous basis at their fair value.

Derivatives which do not qualify for hedge accounting
Most derivative instruments do not qualify for hedge accounting. Changes in the
fair value of any derivative instruments which do not qualify for hedge accounting
are presented in the income statement as financial income/expense.

Derivatives which do qualify for hedge accounting
The group designates certain derivatives as hedges of highly probable forecast
transactions (cash flow hedges).

At the date of the hedging transaction, the group documents the relationship
between hedging instruments and hedged items, as well as the objective of its
risk management and the strategy underlying the various hedge transactions. The
group also documents the extent to which the applied derivatives are effective in
offsetting changes in fair value or cash flow associated with the hedge items. Such
assessments are documented both initially and on an ongoing basis.

The fair value of derivatives used for hedging is shown below in note 19. Changes
in the valuation of qualified hedges are recognised directly in other comprehensive
income until the hedged transactions are realised.

Cash flow hedge
The effective portion of changes in the fair value of derivatives designated as
cash flow hedges are recognised in other comprehensive income together with
the deferred tax effect. Gain and loss on the ineffective portion is recognised in
the income statement. Amounts recognised in other comprehensive income are
recognised as income or expense in the income statement in the period when the
hedged liability or planned transaction will affect the income statement.

Net investment hedge
Gain and losses arising from the hedging instruments relating to the effective
portions of the net investment hedges are recognised in other comprehensive
income. These translation reserves are reclassified to the income statement upon
loss of control of the hedged net investments, offsetting the translation differences
from these net investments. Any ineffective portion is recognised immediately in
the income statement as financial income/(expenses).

The group has exposure to the following financial risks from its operations:

• Market risk
– Foreign exchange rate risk
– Interest rate risk
– Equity market risk
• Credit risk
• Liquidity risk

MARKET RISK
The group has established hedging strategies to mitigate risks on material exposures
originating from movements in currencies and interest rates. This is compliant with
the financial strategy approved by the board of directors.

Changes in the market value of financial derivatives are recognised through the
income statement except for the New Energy segment, where derivatives are
recognised in Other Comprehensive Income.

Associates hedge their own exposures. The group records the effects of realised
and unrealised changes in financial derivatives held in these entities in accordance
with the equity method under “share of profit from joint ventures and associates”. The
material associates are Wallenius Wilhelmsen ASA group in Strategic Holdings and
Investments segment and Coast Center Base group in New Energy segment.

Foreign exchange rate risk
The group is exposed to currency risk on revenues and costs in non-functional
currencies (transaction risk), and balance sheet items denominated in non-functional
currencies (translation risk).

The group’s largest foreign exchange exposures are NOK, EUR, SGD, AUD and KRW -
all against USD.

TRANSACTION RISK HEDGING (CASH FLOW)
The group’s operating segments are responsible for hedging their own material
transaction risk. Within Maritime Services, USD/NOK, EUR/USD and USD/SGD
exposures are subject to a systematic 3-year rolling hedge program, utilizing a
portfolio of currency options and currency forwards. The group target current hedge
ratio to be within the interval of 30-70% of future opex. USD/MYR is hedged using
currency forwards with maturities up to 12 months. Remaining exposures are non-
material and not hedged.

TRANSLATION RISK HEDGING (BALANCE SHEET)
The group’s policy for mitigating translation risk is to match the denomination
currency of assets and liabilities to as large extent as possible.

FX SENSITIVITES (TRANSLATION RISK)
The group monitors the net exposure and calculates sensitivities on a regular
basis, based on average market volatility per currency cross. Sensitivities showing
a potential accounting effect below USD 5 million on group level are considered
non-material.

USD mill

Note

2022

2021

Currency through Income Statement

Including in other financial income/(expenses)

Operating currency, net

Financial currency, net

Currency derivatives, realised

Currency derivatives, unrealised

Net currency items in other financial income/(expenses)

Through other comprehensive income

Currency translation differences through OCI

Total net currency effects

(8)

(3)

(9)

(72)

(81)

(12)

(21)

(13)

(44)

(57)

Group — Accounts and notes

Cont. note 19 Financial risk

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 64

For Maritime Services, New Energy and Strategic Holdings and Investments, material
translation risks are booked to other comprehensive income due to the functional
currency for most of the entities being different from the reporting currency USD.

The group’s segments perform sensitivity analyses on the unhedged part of the
transaction risk on a regular basis.

The portfolio of derivatives used to hedge the group’s transaction risk (described
above), exhibit the following income statement sensitivity:

USD mill

Sensitivity

Income statement sensitivities of economic hedge program

Transaction risk

USD/NOK spot rate

Income statement effect (post tax)

EUR/USD spot rate

Income statement effect (post tax)

USD/SGD spot rate

Income statement effect (post tax)

(Tax rate used is 22% that equals the Norwegian tax rate)

(10%)

(5%)

10%

8.85

0.96

(12)

1.21

9.35

1.02

(6)

1.27

9.84

1.07

1.34

10.33

10.83

(6)

1.12

1.41

(3)

(11)

1.18

1.47

(6)

Interest rate risk
The group’s strategy is to hedge material parts of the interest-bearing debt against rising
interest rates. As the capital intensity varies across the group’s business segments,
which have their own policies on hedging of interest rate risk, hedge ratios vary.

The Group has financial liabilities that are exposed to NIBOR, NOWA and USD Term
SOFR reference rates. The Group has current interest-bearing liabilities of USD 190
million that have a USD Term SOFR reference rate. Other current interest-bearing debt is
primarily linked to NIBOR and NOWA. No date has been set for the transition of NIBOR,
however the Group is attentive to the development of the IBOR reform.

Within Strategic Holdings and Investments and Maritime Services respectively, no inte-
rest rate hedging is implemented due to low net interest-bearing debt (NIBD), whereas
New Energy have hedged about 56% of its NIBD as of 31 December 2022.

The risk exposure related to financial instruments as a consequence of the transition is
considered to be low. The IBOR reform will not change the risk management strategy.

USD mill

Maturity schedule interest rate hedges (nominal amounts)

Due in year 1

Due in year 2

Due in year 3

Due in year 4

Due in year 5 and later

Total interest rate hedges

The New Energy segment has entered swaption contracts with a notional value of
about USD 15 million, with expiry date in 2023. Depending on interest rate levels
on the expiry date, exercising the swaptions by the counterparties will extend the
maturity of expiring swaps until 2032.

The average remaining term of the existing total debt portfolio is later than 5 years.
The hedges have an average remaining term of later than 5 years.

USD mill

Interest rate derivatives

New Energy

Total interest rate derivatives

Currency derivatives

Maritime Services

Strategic Holdings and Investments

Total currency derivatives

Total market value of financial derivatives

Book value equals market value

2022

2021

100

169

125

Interest rate sensitivity
The group’s interest rate risk originates from differences in duration between assets
and liabilities. On the asset side, bank deposits and investments in interest-bearing
instruments are subject to risk from changes in the general level of interest rates,
primarily in USD and NOK.

The group uses the weighted average duration of interest-bearing liabilities, and
financial interest rate derivatives to compute the group’s sensitivity towards changes
in interest rates.

2022

2021

Assets

Liabilities

Assets

Liabilities

Group — Accounts and notes

Cont. note 19 Financial risk

USD mill

Fair value sensitivities of interest rate risk

Change in interest rates’ level

Estimated change in fair value

(Tax rate used is 22% that equals the Norwegian tax rate)

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 65

(2%)

(7)

(1%)

(3)

+1%

+2%

EQUITY MARKET RISK
The group holds several assets listed on equity markets as well as a defined portfolio
of financial assets for a proportion of the group’s short-term liquidity.

Below table summarizes the equity market sensitivity towards the market value of
all listed equities held as current financial investments, see note 16, including the
groups share in Hyundai Glovis:

Income statement sensitivities of equity market risk

USD mill

Change in equity prices

Change in market value

Income statement effect

(Tax rate used is 22% that equals the Norwegian tax rate)

(20%)

(83)

(10%)

(42)

10%

20%

CREDIT RISK
Credit risk is the risk of financial loss to the group if a customer or counterparty to
a financial derivative fails to meet its contractual obligations. The group’s credit risk
originates primarily from the account receivables, financial derivatives used to hedge
interest rate risk or foreign exchange risk, as well as investments, including bank
deposits.

Loans and receivables

TRADE RECEIVABLES
The group’s exposure to credit risk on its receivables varies across segments and
subsidiaries.

BANK DEPOSITS AND FINANCIAL DERIVATIVES
The group maintains cash management operations and trades financial derivatives
with a selection of financially solid banks (as determined by their official credit
ratings), limiting the corresponding credit risk.

OTHER CREDIT EXPOSURES
No material loans or receivables were past due or impaired at 31 December 2022
(analogous for 2021).

Guarantees
The group’s policy is that no financial guarantees are provided by the parent
company. However, financial guarantees are provided within Maritime Services and
New Energy. See note 18 for further details.

Within the Maritime Services and New Energy, the global customer base provides
diversification with respect to credit risk on receivables. The segments monitor and
manage their respective credit risk on a regular basis. Reference is made to note 13.

Credit risk exposure
The carrying amount of financial assets represents the maximum credit exposure.

The maximum exposure to credit risk at the reporting date was as per below table:

USD mill

Exposure to credit risk

Financial derivatives (liability)

Account receivables

Bonds

Cash and bank deposits

Total exposure to credit risk

Note

2022

2021

241

163

438

(6)

190

231

473

Group — Accounts and notesCont. note 19 Financial risk

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 66

LIQUIDITY RISK
The group’s approach to managing liquidity is to ensure that the group meets its
liabilities, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the group’s reputation.

At 31 December 2022, the group had in excess of USD 313 million (2021: USD
435 million) in cash, investment grade bonds and listed equities (cash and cash
equivalents, current financial investments and investment in Qube Holdings Limited),
in addition to USD 172 million (2021: USD 195 million) in committed undrawn credit
facilities.

The group’s liquidity risk is low in that it holds significant liquid assets in addition to
credit facilities with the banks.

USD mill
Undiscounted cash flows financial liabilities 2022

Mortgages

Finance lease liabilities

Bank loan

Financial derivatives

Interest due

Total undiscounted cash flow financial liabilities

Current liabilities (excluding next year's instalment on interest-bearing debt)

Total gross undiscounted cash flows financial liabilities at 31.12.2022

Undiscounted cash flows financial liabilities 2021

Mortgages

Finance lease liabilities

Bank loan

Financial derivatives

Interest due

Total undiscounted cash flow financial liabilities

Current liabilities (excluding next year's instalment on interest-bearing debt)

Total gross undiscounted cash flows financial liabilities at 31.12.2021

Less than
1 year

Between 1
and 2 years

Between 2
and 5 years

Later than
5 years

132

547

679

227

333

489

822

244

189

535

147

254

Group — Accounts and notesCont. note 19 Financial risk

COVENANTS
The group’s bank and lease financing are subject to financial or non-financial
covenant clauses related to one or several of the following:

• Limitation on the ability to pledge assets
• Change of control
• Minimum liquidity
• NIBD / EBITDA or equivalent Debt-Service Coverage-Ratios
• Loan-to-Value

As of the balance date, the group is not in breach of any financial or non-financial
covenants. Covenants are related to the consolidated accounts of Wilhelmsen
Maritime Services AS and NorSea Group AS

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 67

CAPITAL RISK MANAGEMENT
The group’s overall policy is to maintain a strong capital base to maintain investor,
creditor and market confidence and to sustain future business development. The
board of directors monitors various return metrics, where Return on Equity and
dividend levels are predominant.

The group seeks to maintain a balance between the potential higher returns
stemming from higher levels of financial gearing and the advantages of a strong
balance sheet. The financial strategy and setting of thresholds for capital structure,
return requirements and risk are revised by the board of directors.

FAIR VALUE ESTIMATION
The fair value of financial instruments traded in an active market is based on quoted
market prices at the balance sheet date. The fair value of financial instruments not
traded in an active market (over-the-counter contracts) is based on third party
quotes. These quotes use observable market rates for price discovery. Specific
valuation techniques used by financial counterparties (banks) to value financial
derivatives include:

• Quoted market prices or dealer quotes for similar derivatives.
• The fair value of interest rate swaps is calculated as the net present value of the
estimated future cash flows based on observable yield curves.
• The fair value of interest rate swap option (swaption) contracts is determined using
observable volatility, yield curve and time-to-maturity parameters at the balance
sheet date, resulting in a swaption premium. Options are typically valued by
applying the Black-Scholes model.

• The fair value of forward foreign exchange contracts is determined using forward
exchange rates at the balance sheet date, with the resulting value discounted back
to net present value.
• The fair value of foreign exchange option contracts is determined using observable
forward exchange rates, volatility, yield curves and time-to-maturity parameters at
the balance sheet date, resulting in an option premium. Options are typically valued
by applying the Black-Scholes model.

The carrying value less impairment provision of receivables and payables are
assumed to approximate their fair values. The group estimates the fair value of
financial liabilities for disclosure purposes by discounting the future contractual
cash flows at current market interest rates available to the group for similar financial
derivatives.

USD mill

Interest-bearing debt

Mortgages

Finance lease liabilities

Bank loan

Total interest-bearing debt at 31.12.2022

Mortgages

Finance lease liabilities

Bank loan

Total interest-bearing debt at 31.12.2021

Note

Fair value

Book value

317

116

224

657

246

169

229

644

316

116

222

654

246

169

227

642

The fair values are based on cash flows discounted using a rate based on market rates including margins and are within level 2 of the fair value hierarchy.

Group — Accounts and notesCont. note 19 Financial risk

USD mill

Financial assets at fair value

Equities

Bonds

Financial derivatives

Financial assets to fair value

Total financial assets at 31.12.2022

Financial liabilities at fair value

Financial derivatives

Total financial liabilities at 31.12.2022

Financial assets at fair value

Equities

Bonds

Financial derivatives

Financial assets to fair value

Total financial assets at 31.12.2021

Financial liabilities at fair value

Financial derivatives

Total financial liabilities at 31.12.2021

USD mill

Changes in level 3 instruments

Opening balance at 01.01

Gains and losses recognised through income statement

Closing balance at 31.12

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 68

Level 1

Level 2

Level 3

Total

583

688

664

798

(10)

(6)

612

718

(10)

688

823

(6)

2022

2021

(2)

The fair value of financial instruments traded in active markets is based on quoted
market prices at the balance sheet date. A market is regarded as active if quoted
prices are readily and regularly available from an exchange, dealer, broker, industry
group, pricing service, or regulatory agency, and those prices represent actual and
regularly occurring market transactions on an arm’s length basis. The quoted market
price used for financial assets held by the group is the current close price. These
instruments are included in level 1. Instruments included in level 1 at the end of 2022
are liquid investment grade bonds and listed equities (analogous for 2021).

The fair value of financial instruments not traded in an active market (over-the-
counter contracts) are based on third party quotes (Mark-to-Market). These quotes
use observable market rates for price discovery. The different techniques typically
applied by financial counterparties (banks) were described above. These instruments
- FX and IR derivatives - are included in level 2.

If one or more of the significant inputs is not based on observable market data, the
derivatives is in level 3.

Group — Accounts and notes
Cont. note 19 Financial risk

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 69

Financial instruments by category

USD mill
Assets

Other non current assets

Financial asset to fair value

Current financial investments

Current financial derivatives

Other current assets

Cash and cash equivalent

Assets at 31.12.2022

Liabilities
Non current interest-bearing debt

Current interest bearing liabilities

Current financial derivatives

Other non current liabilities

Other current liabilities

Liabilities at 31.12.2022

Assets

Other non current assets

Financial asset to fair value

Current financial investments

Current financial derivatives

Other current assets

Cash and cash equivalent

Assets at 31.12.2021

Liabilities

Non current interest-bearing debt

Current interest bearing liabilities

Current financial derivatives

Other non current liabilities

Other current liabilities

Liabilities at 31.12.2021

Note

Financial assets
at amortised cost

Fair value
through the
income statement

732

1 256

Liabilities at fair
value throug the
income statement

Other financial
liabilities at
amortised cost

565

547

1 201

Note

Financial assets
at amortised cost

Fair value
through the
income statement

612

104

688

135

Total

612

104

347

163

Total

583

106

559

1 305

Total

688

135

286

231

347

163

524

286

231

532

834

1 366

Liabilities at fair
value throug the
income statement

Other financial
liabilities at
amortised cost

342

300

489

1 130

Total

342

300

489

1 153

Note

Group — Accounts and notesNote 20 Related party transaction

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 70

FINANCIAL REPORTING PRINCIPLES
Related parties are defined as entities outside of the group that are under control
directly or indirectly, joint control or significant influence by the owners of Wilh.
Wilhelmsen Holding ASA. All transactions with related parties are entered into on
marked terms based on arm’s length principles. Transactions with related parties
include shared services and other services provided by the group. Shared Services
are priced in accordance with the principles set out in the OECD Transfer Pricing
Guidelines and are delivered according to agreements that are renewed annually.

The services are:

• Ship management including crewing, technical and management service
• Agency services
• Freight and liner services
• Marine products
• Shared services

The ultimate owner of the group is Tallyman AS, which controls about 60% of voting shares of the group. Tallyman AS is controlled by Thomas Wilhelmsen.
Detailed remuneration discloures are provided in the remuneration report.

Material related parties in the group are:

Business office, country

Ownership

Wallenius Wilhelmsen ASA

Coast Center Base AS / KS

Norway

37.9%

50.0%

Wallenius Wilhelmsen ASA, through its operating companies, is the market leader in
the finished vechicle logistics segment, offering ocean transportation and landbased
vechicle logistics solutions.

Coast Center Base AS and Coast Center Base KS in the New Energy segment
delivers IT project, administration and handling services and the transactions are
based on market terms.

USD thousand

KEY MANAGEMENT PERSONNEL COMPENSATION

Base salary

Bonus

Pension

Other benefits

Total

Detailed remuneration discloures are provided in the remunertation report.

2022

2021

2 067

3 456

534

383

6 440

2 185

810

485

354

3 834

USD mill

2022

2021

OPERATING REVENUE FROM RELATED PARTY

Sale of goods and services to joint ventures and associates:

WAWI group

Maritime Services

New Energy

Operating revenue from related party

OPERATING EXPENSES FROM RELATED PARTY

Purchase of goods and services from joint ventures and associates:

Maritime Services

New Energy

Operating expenses to related party

ACCOUNT RECEIVABLES FROM RELATED PARTY

Maritime Services

Account receivables from related party

ACCOUNT PAYABLES TO RELATED PARTY

Maritime Services

New Energy

Account payables to related party

NON CURRENT ASSETS TO RELATED PARTY

Maritime Services

Strategic Holdings and Investments

Non current assets to related party

Group — Accounts and notes

Note 21 Subsidiaries with material non-controlling interests

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 71

FINANCIAL REPORTING PRINCIPLES
Non-controlling interest:

The group treats transactions with non-controlling interests as transactions with
equity owners of the group.

For purchases from non-controlling interests, the difference between any
consideration paid and relevant share acquired of the carrying value of net assets
of the subsidiary is recorded as an equity transaction.

Gains or losses on disposals to non-controlling interests are also recorded as an
equity transaction.

Treasure ASA *

Norway

76.98%

Business office/country

Voting/control share

2021

* At 31.December 2022 Treasure ASA had 2 594 566 own shares (31 December 2021 had 6 000 000 own shares).

Set out below is the summarised financial information for the subsidiary that has non-controlling interests (NCI) material to the group. The amounts disclosed are 100% and
before inter-company eliminations.

During 2022, the group acquired additional shares in NorSea Group AS, increasing its ownership from 75.15 % to 98.96%. Following this acquisition, the non-controlling
interests in NorSea Group AS is no longer considered material for the group.

USD mill

Summarised balance sheet

Non current assets

Current assets

Total assets

Non current liabilities

Current liabilities

Total liabilities

Net assets

Summarised income statement/OCI

Total income

Profit for the year

Other comprehensive income

Total comprehensive income

Profit allocated to NCIs

Dividends paid to NCIs

Summarised cash flows

Net cash flow provided by/(used in) operating activities

Net cash flow provided by/(used in) investing activities

Net cash flow provided by/(used in) financing activities

Net increase/(decrease) in cash and cash equivalents

USD mill

Total allocation to NCIs

Profit/(loss) for the period to material NCIs

Profit/(loss) for the period to other immaterial NCIs

Profit for the period to NCIs

Treasure ASA

2022

2021

538

547

(35)

(1)

(36)

(8)

(3)

(27)

(30)

583

610

(104)

(105)

(26)

(49)

(38)

2022

2021

(3)

(21)

Group — Accounts and notes

Note 22 Contingencies

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 72

FINANCIAL REPORTING PRINCIPLES
The group and the parent company make provisions for legal claims when a legal
or constructive obligation exists as a result of past events, it is more likely than

not that an outflow of resources will be required to settle the obligation, and the
amount can be estimated with a sufficient degree of reliability. Provisions are not
made for future operating losses.

The size and global activities of the group dictate that companies in the group will be
involved from time to time in disputes and legal actions.

The group is not aware of any financial risk associated with disputes and legal actions
which are not largely covered through insurance arrangements. Nevertheless,
any such disputes/actions which might exist are of such a nature that they will not
significantly affect the group’s financial position.

Note 23 Alternative performance measures

Alternative performance measures
This section describes non-GAAP financial alternative performance measures (APM)
that may be used in the quarterly and annual reports and related presentations.

The following measures are not defined nor specified in the applicable financial
reporting framework of IFRS. They may be considered as non-GAAP financial
measures that may include or exclude amounts that are calculated and presented
according to the IFRS. These APMs are intended to enhance comparability of the
results, balance sheet and cash flows from period to period and it is the Company’s
experience that these are frequently used by investors, analysts and other parties.
Internally, these APMs are used by the management to measure performance on a
regular basis. The APMs should not be considered as a substitute for measures of
performance in accordance with IFRS.

EBITDA margin is defined as EBITDA as a per cent of of Total income.

EBITDA margin adjusted is defined as EBITDA adjusted as a per cent of Total
income, with Total income also adjusted for the same income elements as those
which have been adjusted for in EBITDA adjusted.

EBIT is defined as Total income (Operating revenue and gain/(loss) on sale of assets)
less Operating expenses, Other gain/loss and depreciation and amortization. EBIT
is used as a measure of operational profitability excluding the effects of how the
operations were financed, taxed and excluding foreign exchange gains & losses.

EBIT adjusted, EBIT margin and EBIT margin adjusted will, if used, be prepared in
the same manner as described under EBITDA.

EBITDA is defined as Total income (Operating revenue and gain/(loss) on sale of
assets) adjusted for Operating expenses. EBITDA is used as an additional measure of
operational profitability, excluding the impact from financial items, taxes, depreciation
and amortization.

Net interest-bearing debt (NIBD) is defined as total interest bearing debt (Non-
current interest-bearing debt and Current interest-bearing debt) less Cash and cash
equivalenets and Current financial investments.

Equity ratio is defined as Total equity as a percent of Total assets.

EBITDA adjusted is defined as EBITDA excluding certain income and/or cost items
which are not regarded as part of the underlying operational performance for the
period. The Company do not report EBITDA adjusted on a regular basis, but may use
it on a case by case basis to better explain operational performance.

Note 24 General accounting principles

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This note provides a list of the significant accounting policies adopted in the
preparation of theses consolidated financial statements to the extent they are not
disclosed separately in the other notes in the consolidated financial statements or
in the notes of the financial statements of the parent company. Accounting policies
have been consistently applied to all the years presented, unless otherwise stated.

Historical cost convention
The financial statements have been prepared on a historical cost basis, except for
the following:

• certain financial assets and liabilities (including derivative instruments),
• defined benefit pension plans – plan assets measured at fair value.

New and amended standards adopted by the group
The following are new or amended to standards and interpretations have been issued
and become effective during the current period:

No new standards or amendments were implemented for the first time in the annual
reporting period commencing 1 January 2022. There was no impact on the amounts
recognised in prior periods and no expected significant effect on the current or
future periods.

FOREIGN CURRENCY TRANSLATION
Functional and presentation currency
Items included in the financial statements of each of the group’s entities are measured
using the currency of the primary economic environment in which the entity operates
(‘the functional currency’). The exceptions are investments activity in Malta, where
Australian dollar (AUD) is the functional currency and the parent company Wilhelmsen
Maritime Services (WMS AS) has US dollar (USD). The consolidated financial
statements are presented in USD, rounded off to the nearest whole million.

The presentation currency of the separate statements of the parent is NOK which
is also its functional currency. The accounts are rounded off to the nearest whole
thousand.

The income statements and balance sheets for group companies with a functional
currency which differs from the presentation currency (USD) are translated as follows:

• the balance sheet is translated at the closing exchange rate on the balance sheet date
• income and expense items are translated at a rate that is representative as
an average exchange rate for the period, unless the exchange rates fluctuate
significantly for that period, in which case the exchange rates at the dates of the
transactions are used
• the translation difference is recognised in other comprehensive income and split
between controlling and non-controlling interests

New standards and interpretations not yet adopted
Certain new accounting standards and interpretations have been published that are
not mandatory for 31 December 2022 reporting periods and have not been early
adopted by the group. These standards are not expected to have a material impact
on the entity in the current or future reporting periods.

Goodwill and fair value adjustments of assets and liabilities related to acquisition
of entities which have a functional currency other than USD are attributed to the
acquired entity’s functional currency and translated at the exchange rate prevailing
on the balance sheet date.

Group — Accounts and notesCont. note 24 General accounting principles

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 73

Translations and balances
Foreign currency transactions are translated into the functional currency using
the exchange rates at the dates of the transactions. Foreign exchange gains and
losses resulting from the settlement of such transactions, and from the translation
of monetary assets and liabilities denominated in foreign currencies at year end
exchange rates, are generally recognised in income statement. They are deferred
in equity if they relate to qualifying cash flow hedges and qualifying net investment
hedges or are attributable to part of the net investment in a foreign operation.

Foreign exchange gains and losses are presented on a net basis in the income
statement, within finance costs.

Non-monetary items that are measured at fair value in a foreign currency are
translated using the exchange rates at the date when the fair value was determined.
Translation differences on assets and liabilities carried at fair value are reported as
part of the fair value gain or loss.

For example, translation differences on non-monetary assets and liabilities such
as equities held at fair value through income statement are recognised in income
statement as part of the fair value gain or loss, and translation differences on
non-monetary assets such as equities classified as at fair value through other
comprehensive income are recognised in other comprehensive income.

Group companies
The results and financial position of foreign operations (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:

• assets and liabilities for each balance sheet presented are translated at the closing
rate at the date of that balance sheet
• income and expenses for each statement of profit or loss and statement of
comprehensive income are translated at average exchange rates (unless this is not
a reasonable approximation of the cumulative effect of the rates prevailing on the
transaction dates, in which case income and expenses are translated at the dates
of the transactions), and
• all resulting exchange differences are recognised in other comprehensive income.

On consolidation, exchange differences arising from the translation of any net
investment in foreign entities, and of borrowings and other financial instruments
designated as hedges of such investments, are recognised in other comprehensive
income. When a foreign operation is sold or any borrowings forming part of the net
investment are repaid, the associated exchange differences are reclassified to profit
or loss, as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of a foreign operation
are treated as assets and liabilities of the foreign operation and translated at the
closing rate.

BUSINESS COMBINATION
The acquisition method of accounting is used to account for all business
combinations, regardless of whether equity instruments or other assets are acquired.
The consideration transferred for the acquisition comprises the:

• fair value of the asset transferred
• liabilities incurred to the former owners of the acquired business
• equity interests issued by the group
• fair value of any assets or liability resulting from a contingent consideration
arrangement, and
• fair value of any pre-existing equity interest in the subsidiary.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a
business combination are, with limited exceptions, measured initially at their fair
values at the acquisition date. The group recognises any non-controlling interest
in the acquired entity on an acquisition-by-acquisition basis either at fair value or
at non-controlling interest’s proportionate share of the acquired entity’s net
identifiable assets.

Acquisition-related costs are expensed as incurred.

GOODWILL IS RECOGNISED AS THE EXCESS OF THE;
• consideration transferred,
• amount of any non-controlling interest in the acquired entity, and
• acquisition-date fair value of any previous equity interests in the acquired entity
over the fair value of the net identifiable assets acquired.

If those amounts are less than the fair value of the net identifiable assets of the
business acquired, the difference is recognised directly in profit or loss as a bargain
purchase.

Contingent consideration is classified either as equity or a financial liability. Amounts
classified as a financial liability are subsequently remeasured to fair value with
changes in fair value recognised in the income statement.

If the business combination is achieved in stages, the acquisition date carrying value
of the acquirer’s previously held equity interest in the acquire is remeasured to fair
value at the acquisition date. Any gain or losses arising from such remeasurement are
recognised in income statement.

Note 25 Events after the balance sheet date

In January 2023 Wilhelmsen Ships Service acquired Navadan A/S, a Danish company
within tank and cargo hold cleaning. Navadan will be a part of the segment Maritime
Services. A preliminary purchase price allocation is not prepared.

No other material events occurred between the balance sheet date and the date
when the accounts were presented which provide new information about conditions
prevailing on the balance sheet date.

Group — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 74

Transition

During the year we undertook a number of activities to reduce
the group’s environmental impact including; the installation of
solar panels, gradual electrification of machinery, finetuning /
replacement of heating and lighting, reuse of packaging and
pallets, appropriate waste segregation, new product offerings,
and supporting infrastructure development to contribute to
the renewable energy and carbon capture value chains.

Group — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 75

Group — Accounts and notes4

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 76

Parent
company –
Accounts
and notes

Parent — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 77

Upward trajectory

Wallenius Wilhelmsen ASA continued their positive
development throughout 2022, supported by a strong
shipping market. This lifted both net profit and market
value to its highest level since the merger in 2017.

Parent — Accounts and notesIncome statement Wilh. Wilhelmsen Holding ASA

NOK thousand

Operating income

Operating expenses

Employee benefits

Operating expenses

Depreciation

Total operating expenses

Operating loss

Financial income/(expenses)

Net financial income

Net financial expenses

Financial income/(expenses)

Profit before tax

Tax income/(expense)

Profit for the year

Transfers and allocations

To/(from) equity

Proposed dividend

Interim dividend paid

Total transfers and allocations

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 78

Note

2022

2021

1/4

35 343

24 062

(106 778)

(53 891)

(4 997)

(89 686)

(42 818)

(4 700)

(165 666)

(137 204)

(130 323)

(113 142)

704 592

(101 875)

602 717

838 403

(42 972)

795 431

472 394

682 289

74 552

546 946

11 741

694 030

145 726

267 480

133 740

546 946

381 970

178 320

133 740

694 030

Comprehensive income Wilh. Wilhelmsen Holding ASA

NOK thousand

Profit for the year

Items that will not be reclassified to the income statement

Remeasurement postemployment benefits, net of tax

Total comprehensive income

Note

2022

2021

546 946

694 030

5 789

552 735

(3 000)

691 030

Notes 1 to 15 on the next pages are an integral part of these financial statements.

Parent — Accounts and notes
Balance sheet Wilh. Wilhelmsen Holding ASA

NOK thousand

ASSETS

Non current assets

Deferred tax asset

Intangible assets

Tangible assets

Right-of-use-assets

Investments in subsidiaries and associates

Sub lease receivable

Other non current assets

Total non current assets

Current assets

Current financial investments

Trade and other receivables

Sub lease receivable

Other current assets

Cash and cash equivalents

Total current assets

Total assets

EQUITY AND LIABILITIES

Equity

Paid-in capital

Retained earnings

Total equity

Non current liabilities

Pension liabilities

Lease liabilities

Total non current liabilities

Current liabilities

Public duties payable

Trade and other payables

Current portion of lease liabilities

Other current liabilities

Total current liabilities

Total equity and liabilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 79

Note

31.12.2022

31.12.2021

4/14

7/8

4/14

8/9/14

7/12/14

141 899

6 592

8 344

46 896

61 830

8 927

34 140

5 594 516

5 182 787

246 252

35 912

244 704

34 259

6 080 411

5 566 707

1 024 970

1 189 234

3 425

32 708

133 727

118 308

1 313 137

7 393 549

18 399

28 881

61 475

158 012

1 456 001

7 022 708

891 600

5 385 736

6 277 336

891 600

5 234 221

6 125 821

66 900

291 917

358 817

4 853

11 079

36 517

704 947

757 396

70 221

278 275

348 496

4 687

4 117

31 221

508 366

548 391

7 393 549

7 022 708

Lysaker, 22 March 2023
The board of directors of Wilh. Wilhelmsen Holding ASA
Electronically signed

Carl E Steen (chair) Trond Ødegård Westlie Morten Borge

Rebekka Glasser Herlofsen Karin Ulrika Laurin Thomas Wilhelmsen (group CEO)

Notes 1 to 15 on the next pages are an integral part of these financial statements.

Parent — Accounts and notesCash flow statement Wilh. Wilhelmsen Holding ASA

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 80

NOK thousand

Note

2022

2021

Cash flow from operating activities

Profit before tax

Financial (income)/expenses

Depreciation

Change in net pension liability

Change in working capital

Tax paid (withholding tax)

Net cash provided by operating activities

Cash flow from investing activities

Proceeds from sale of fixed assets

Investments in fixed assets

Investments in subsidiaries

Investments in joint ventures and associates

Repayment of financial sub lease

Loans (to)/from subsidiaries, cash pool

Proceeds from sale of financial investments

Purchase of current financial investments

Dividend/ group contribution from group companies

Dividend and other financial income received from financial assets

Interest received included interests of sublease receivable

Changes in other investments

Net cash flow from investing activities

Cash flow from financing activities

Repayment of debt

Proceeds from issue of debt

Repayment of financial lease debt

Interest paid included interest of financial lease debt

Dividend to shareholders

Net cash flow from financing activities

Net increase in cash and cash equivalents

Cash and cash equivalents, at the beginning of the period

Cash and cash equivalents at 31.12

3/4

472 394

(602 717)

4 997

4 102

28 224

(7 149)

682 289

(795 431)

4 700

(38)

23 437

(100 150)

(85 043)

611

(6 592)

(400 000)

(323 723)

(11 729)

40 356

(101 116)

263 965

(163 942)

687 195

12 841

15 744

33 860

(30 815)

334 720

(411 213)

622 534

93 701

14 608

5 302

336 722

339 585

(655 000)

755 000

(43 901)

(20 315)

(312 060)

(276 276)

(39 704)

158 012

118 308

200 000

(36 711)

(11 660)

(356 640)

(205 011)

49 531

108 481

158 012

The company has several bank accounts in different currencies. Unrealised currency effects are included in net cash provided by operating activities.

Notes 1 to 15 on the next pages are an integral part of these financial statements.

Parent — Accounts and notes
Equity Wilh. Wilhelmsen Holding ASA

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 81

STATEMENT OF CHANGES IN EQUITY

NOK thousand

Current year's change in equity

Equity at 31.12.2021

Interim dividend paid

Proposed dividend

Profit for the year

Comprehensive income for the year

Equity at 31.12.2022

NOK thousand

2020 change in equity

Equity at 31.12.2020

Proposed dividend

Interim dividend paid

Liquidation of own shares

Profit for the year

Comprehensive income for the year

Equity at 31.12.2021

Note

Share capital

Own shares

Retained earnings

Total

891 600

5 234 221

6 125 821

891 600

5 385 736

6 277 336

(133 740)

(267 480)

546 946

5 789

(133 740)

(267 480)

546 946

5 789

Share capital

Own shares

Retained earnings

Total

928 076

(36 476)

36 476

4 855 251

(178 320)

(133 740)

694 030

(3 000)

891 600

5 234 221

5 746 851

(178 320)

(133 740)

694 030

(3 000)

6 125 821

At 31 December 2022 the company’s share capital comprises 34 000 000 Class A
shares and 10 580 000 Class B shares, totalling 44 580 000 shares with a nominal
value of NOK 20 each. Class B shares do not carry a vote at the general meeting.
Otherwise, each share confers the same rights in the company.

In 2021, 1 823 824 own shares were cancelled, resulting in nil own shares at 31
December 2021 and 31 December 2022.

Dividend
The proposed dividend for fiscal year 2022 is NOK 6.00 per share. A descision on the
proposal will be taken by the annual general meeting on 27 April 2023.

Dividend for fiscal year 2021 was NOK 7.00 per share, with NOK 4.00 per share paid in
April 2022 and NOK 3.00 per share paid in November 2022.

Parent — Accounts and notes

Note 1 Combined items, income statement

NOK thousand

OPERATING INCOME

Other income

Income from group companies

Total operating income

OTHER OPERATING EXPENSES

Expenses to group companies

Communication and IT expenses

External services

Travel and meeting expenses

Marketing expenses

Other administration expenses

Total other operating expenses

FINANCIAL INCOME/(EXPENSES)

Financial income

Investment management

Interest income

Interest income financial sublease

Dividend/group contribution from associates and subsidiaries

Other financial income

Net financial income

Financial expenses

Investment management

Interest expenses

Interest expenses financial lease

Other financial items

Net currency (loss)

Net financial expenses

Net financial income

Note 2 Employee benefits

NOK thousand

Pay

Payroll tax

Pension cost

Other remuneration

Total employee benefits

Average number of employees

Detailed remuneration disclosures are provided in the remuneration report.

EXPENSED AUDIT FEE (excluding VAT)

NOK thousand

Statutory audit

Other service fees

Total expensed audit fee

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 82

Note

2022

2021

1 137

34 206

35 343

182

23 880

24 062

(11 962)

(7 352)

(14 735)

(4 445)

(2 102)

(13 296)

(53 891)

5 493

11 904

687 195

704 592

(52 211)

(8 411)

(11 903)

(2 719)

(26 630)

(101 875)

(12 804)

(5 622)

(10 348)

(446)

(1 444)

(12 155)

(42 818)

194 196

6 283

8 154

622 135

7 636

838 403

(3 507)

(8 154)

(1 879)

(29 433)

(42 972)

602 717

795 431

2022

2021

82 638

8 811

12 576

2 753

106 778

65 872

9 464

9 111

5 240

89 686

2022

2021

868

897

651

263

914

Parent — Accounts and notes

Note 3 Intangible and tangible assets

NOK thousand

2022

Cost at 01.01

Additions

Cost at 31.12

Accumulated depreciation at 01.01

Depreciation/amortisation

Accumulated at depreciation at 31.12

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 83

Intangible assets

Properties

Other tangible
assets

Total

6 383

6 592

12 976

(6 324)

(59)

(6 384)

10 582

(4 290)

(423)

(4 714)

9 084

(6 448)

(160)

(6 609)

26 050

6 592

32 642

(17 063)

(643)

(17 706)

Carrying amounts at 31.12

6 592

5 868

2 475

14 936

Depreciation/amortisation intangible and tangible assets

Depreciation of right-of-use assets

Total depreciation 2022

2021

Cost at 01.01

Disposals

Cost at 31.12

Accumulated depreciation at 01.01

Depreciation/amortisation

Disposals

Accumulated depreciation at 31.12

7 277

(894)

6 383

(5 923)

(684)

283

(6 324)

10 582

(3 867)

(423)

9 084

(6 097)

(351)

(4 290)

(6 448)

(643)

(4 354)

(4 997)

26 943

(894)

26 050

(15 888)

(1 458)

283

(17 063)

Carrying amounts at 31.12

6 292

2 636

8 987

Depreciation/amortisation intangible and tangible assets

Depreciation of right-of-use assets

Total depreciation 2021

(1 458)

(3 241)

(4 700)

Useful life

Amortisation/depreciation schedule

Up to 3 years

Up to 25 years

3-10 years

Straight-line

Parent — Accounts and notes

Note 4 Right-of-use assets and lease liabilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 84

THE LEASE CONTRACTS
The company has leases related to property and land. The main part of the leasing
liability refer to headquarter and parkingplaces. The external lease of headquarter is

subleased to group company. The right-of-use assets related to internal lease of the
company’s location in Strandveien 20.

Summary of the lease liabilities in the financial statements

NOK thousand

2022

Lease liability at 1 January 2022

Cash payments for the principal portion of the lease liability

Cash payments for the interest portion of the lease liability

Interest expense on lease liabilities

Additions and remeasurements

Change in estimates

Lease liability at 31 December 2022

2021

Lease liability at 1 January 2021

Cash payments for the principal portion of the lease liability

Cash payments for the interest portion of the lease liability

Interest expense on lease liabilities

Additions and remeasurements

Lease liability at 31 December 2021

All financial lease is leased from external party.

Summary of sublease receivable

NOK thousand

2022

Sub lease receivable at 01.01

New sublease agreements/change of estimates

Repayment of sub lease receivable

Sub lease receivable at 31.12

Non current sub lease receivable

Current sub lease receivable

Total financial sub lease receivable at 31.12

2021

Sub lease receivable at 01.01

New sublease agreements/change of estimates

Repayment of sub lease receivable

Sub lease receivable at 31.12

Non current sub lease receivable

Current sub lease receivable

Total financial sub lease receivable at 31.12

Property including parking places are sub leased to the subsidiary WilService AS in 2022 and 2021.

309 495

(43 281)

(13 646)

13 646

62 099

120

328 434

167 249

(36 711)

(8 154)

8 154

178 957

309 495

273 585

45 732

(40 356)

278 961

246 252

32 708

278 961

149 068

158 377

(33 860)

273 585

244 704

28 881

273 585

Parent — Accounts and notesCont. note 4 Right-of-use assets and lease liabilities

Summary of right-of-use assets not subleased to subsidiary

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 85

NOK thousand

2022

Right-of-use assets at 01.01

Additions and remeasurements

Change of estimates

Right-of-use assets cost at 31.12

Accumulated depreciation at 01.01

Depreciation

Change of estimates

Accumulated depreciation at 31.12

Carrying amounts at 31.12

2021

Right-of-use assets at 01.01

Additions and remeasurements

Right-of-use assets cost at 31.12

Accumulated depreciation at 01.01

Depreciation

Accumulated depreciation at 31.12

Carrying amounts at 31.12

Note

Property

45 776

16 368

300

62 443

(11 636)

(4 354)

442

(15 548)

46 896

25 196

20 580

45 776

(8 395)

(3 241)

(11 636)

34 140

During 2021 the lease agreement for the company and the group’s headquarter at Strandveien 20 was extended until the end of 2031.
During 2022 the company leased additional office space at Strandveien 20.

The company has no other lease contracts.

Parent — Accounts and notesNote 5 Tax

NOK thousand

Allocation of tax income

Payable tax/withholding tax

Change in deferred tax

Total tax income/(expenses)

Basis for tax computation

Profit before tax

22% tax

Tax effect from

Net permanent differences

Withholding tax

Reversal of impairment of deferred tax asset

Current year calculated tax

Effective tax rate

Deferred tax asset

Tax effect of temporary differences

Fixtures

Current assets and liabilities

Non current liabilities and provisions for liabilities

Tax losses carried forward

Deferred tax asset

Deferred tax asset at 01.01

Tax effect of group contribution

Charge to equity (tax of OCI)

Change of deferred tax through income statement

Reversal of impairment of deferred tax asset

Deferred tax asset at 31.12

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 86

2022

2021

(7 149)

81 701

74 552

11 741

472 394

103 927

682 289

150 104

(138 236)

(161 845)

(243)

(40 000)

(74 552)

(11 741)

neg.

1 728

1 797

31 903

106 470

141 899

61 830

(909)

(1 633)

42 610

40 000

1 458

2 023

15 449

42 901

61 830

49 643

(399)

846

11 741

141 899

61 830

Note 6 Investments in subsidiaries and associates

FINANCIAL REPORTING PRINCIPLES
Shares in subsidiaries, joint ventures and associated companies are presented
according to the cost method in the parent company. Group contribution received
is included in dividends from subsidiaries. Group contributions and dividends from
subsidiaries are recognised in the parent company the year for which they are pro-
posed by the subsidiary to the extent the parent company can control the decision

of the subsidiary through its shareholdings on the balance sheet date. Shares in
subsidiaries, joint ventures and associates are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount may exceed
the recoverable amount of the investment. An impairment loss is reversed if the
impairment situation is deemed to no longer exist.

NOK thousand

Business office country

Voting share/
ownership share

2022
Book value

2021
Book value

Associate

Wallenius Wilhelmsen ASA

Subsidiaries

Treasure ASA *

Wilhelmsen New Energy AS

Wilhelmsen Maritime Services AS

WilNor Governmental Services AS

Wilhelmsen Accounting Services AS

WilService AS

Wilh. Wilhelmsen Invest AS

Wilhelmsen GRC Sdn Bhd

Total investments in subsidiaries and associates

Lysaker, Norway

37.9%

1 142 694

1 130 964

Lysaker, Norway

Kuala Lumpur, Malaysia

76.9%

100%

51%

100%

1 043 967

2 128 714

1 264 440

1 043 967

1 728 714

1 264 440

9 499

3 622

1 550

9 499

3 622

1 550

5 594 516

5 182 787

* At 31.12.2022 Treasure ASA had 2 594 566 own shares (31.12.2021: 6 000 000 own shares).

In August 2022 the company aquired an additional 210 000 shares in Wallenius Wilhelmsen ASA for a total consideration of NOK 11 729 403.

Parent — Accounts and notesNote 7 Current financial investments

NOK thousand

Market value asset management portfolio

Equities

Bonds

Other financial derivatives

Total current financial investments

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 87

2022

2021

701 333

323 647

(11)

678 799

509 680

755

1 024 970

1 189 234

The fair value of all equity securities, bonds and other financial assets is based on their closing prices in an active market.

The net unrealised gain at 31.12

60 238

118 052

The portfolio of financial investments is held as collateral within a securities’ finance facility. See note 12.

Note 8 Restricted bank deposits and undrawn committed drawing rights

NOK thousand

Undrawn committed drawing rights

Undrawn committed drawing rights for 31 December

Cash and cash equivalents

Banks

Total Cash and cash equivalents

Restricted bank deposits

Banks

Total restricted bank deposits

2022

2021

666 128

1 039 424

2022

2021

118 308

2022

7 026

158 012

2021

13 013

WWH ASA is the owner of the cash pool with the Norweigian subsidiaries as
participants. Bank balances in subsidiaries are presented as intercompany
receivables/payables in the parent financial statements. The cash pool covers
following currencies; NOK, USD, EUR, SEK, GBP, JPY, AUD and DKK. There are no
credit line related to the cash pool.

The parent company has a bank guarantee for the payroll tax. Per 31 December 2022
the guarantee amounted to NOK 10 million (31 December 2021 NOK 7 million).

Parent — Accounts and notes

Note 9 Combined items, balance sheet

NOK thousand

OTHER CURRENT ASSETS

Cash pool intercompany receivables

Other current assets

Restricted bank deposits

Total other current assets

OTHER CURRENT LIABILITIES

Next year's instalment on interest-bearing debt

Proposed dividend

Cash pool intercompany payables

Other current liabilities

Total other current liabilities

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 88

Note

2022

2021

9/14

12/13

9/14

33 141

93 561

7 026

133 727

300 000

267 480

28 512

108 955

704 947

39 298

9 163

13 013

61 475

200 000

178 320

54 616

75 431

508 366

The fair value of current receivables and payables is virtually the same as the carried amount, since the effect of discounting is insignificant.
Lending is at floating rates of interest. Fair value is virtually identical with the carried amount. See note 13.

Note 10 Equity

FINANCIAL REPORTING PRINCIPLES
Share capital and own shares
When the parent company purchases its own shares (treasury shares), the
consideration paid, including any attributable transaction costs net of income tax,
is deducted from the equity attributable to the parent company’s shareholders
until the shares are liquidated or sold. Should such shares subsequently be sold or
reissued, any consideration received is included in share capital.

Dividend and group contribution in the parent accounts
Proposed dividend for the parent company’s shareholders is shown in the parent
company account as a liability at 31 December current year. Group contribution to
the parent company is recognised as a financial income and current asset in the
financial statement at 31 December current year.

The largest shareholders at 31 December 2022

Shareholders

Tallyman AS

Pareto Aksje Norge Verdipapirfond

Verdipapirfondet Nordea Norge Verdi

J.P. Morgan SE

Citibank Europe plc

Intertrade Shipping AS

VJ Invest AS

The Bank of New York Mellon

Forsvarets Personellservice

Stiftelsen Tom Wilhelmsen

J.P. Morgan SE

Skagen Vekst Verdipapirfond

Varner Equities AS

Holmen Spesialfond

Salt Value AS

MP Pensjon PK

Clearstream Banking SA

RBC Investor services bank S.A.

Verdipapirfondet Nordea Avkastning

Other

Total number of shares

Nominee

A shares

B shares

Total number of
shares

% of
total shares

% of
voting stock

20 784 730

2 281 044

23 065 774

51.74%

61.13%

1 268 941

687 355

341 571

405 784

742 769

627 274

260 000

136 975

313 047

613 200

370 400

126 875

468 013

83 823

370 057

225 462

79 965

328 358

319 329

102 359

1 277 149

715 889

377 342

318 290

520 000

550 835

311 540

236 000

415 630

327 590

143 828

276 636

4 459

165 619

1 956 296

1 618 720

1 121 673

1 120 111

945 564

780 000

687 810

624 587

613 200

606 400

542 505

468 013

411 413

370 057

369 290

356 601

332 817

319 329

267 978

3.98%

3.45%

3.08%

2.40%

2.10%

1.74%

1.37%

1.36%

1.35%

1.31%

1.23%

1.22%

0.83%

0.79%

0.76%

0.74%

0.72%

0.71%

0.70%

3.31%

1.01%

2.61%

2.03%

0.93%

1.15%

0.31%

1.09%

1.76%

1.72%

1.02%

0.37%

0.20%

0.22%

1.00%

0.96%

0.94%

0.03%

0.55%

6 031 068

1 970 794

8 001 862

34 000 000

10 580 000

44 580 000

18.43%

100%

17.65%

100%

Shares on foreigners hands
At 31 December 2022, 4 737 284 (17.11%) A shares and 2 891 999 (29.39%) B shares was held by foreign shareholders.
Corresponding figures at 31 December 2021 were 4 907 784 (13.93%) A shares and 3 109 739 (27.33%) B shares.

Parent — Accounts and notes

Cont. note 10 Equity

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 89

SHARES OWNED OR CONTROLLED BY REPRESENTATIVES OF WILH. WILHELMSEN HOLDING ASA AT 31 DECEMBER 2022

Name

A shares

B shares

Total

Part of total shares

Part of voting stock

Board of directors

Carl E. Steen (chair)

Trond Ø. Westlie

Rebekka Glasser Herlofsen

Karin Ulrika Laurin
Morten Borge

Senior executives

8 000

4 000

8 000

Thomas Wilhelmsen - group CEO

20 834 524

2 288 210

23 122 734

516

946

2 310

516

946

2 320

Christian Berg - group CFO

Benedicte Teigen Gude - Chief of Staff

Bjørge Grimholt - EVP Maritime Services

Jan Eyvin Wang - EVP New Energy

Nomination committee

Gunnar Fredrik Selvaag

Jan Gunnar Hartvig

Silvija Seres

Note 11 Pension

0.02%

0.00%

0.01%
0.00%

51.87%

0.00%

0.01%

0.00%

0.02%

0.00%

0.01%
0.00%

61.28%

0.00%

0.01%

0.00%

Description of the pension scheme
The company’s defined contribution pension schemes for Norwegian employees are
with financial institute, similar solutions with different investment funds.

The company has supplementary pension, a contribution plan for all Norwegian
employees with salaries exceeding 12 times the Norwegian National Insurance base
amount (G). The contribution plan replaced the company obligations mainly financed
from operation. In addition the company has agreements on early retirement. This
obligations are mainly financed from operations. The company has obligation towards
one employee in the company’s senior executive management. The obligation is
mainly covered via group annuity policies in Storebrand.

Pension costs and obligations includes payroll taxes. No provision has been made for
payroll tax in pension plans where the plan assets exceed the plan obligations.

The liability recognised in the balance sheet in respect of the remaining defined
benefit pension plans is the present value of the defined benefit obligation at the
end of the reporting period less the fair value of plan assets. The defined benefit
obligations are calculated annually by independent actuaries using the projected unit
credit method. The present value of the defined benefit obligation is determined by
discounting the estimated future cash outflows using interest rates of high-quality
corporate bonds that are denominated in the currency in which the benefits will
be paid, and that have terms to maturity approximating to the terms of the related
pension obligation.

Actuarial gains and losses arising from experience adjustments and changes in
actuarial assumptions are charged or credited to equity in other comprehensive
income in the period in which they arise.

Number of people covered by pension schemes at 31.12

In employment

On retirement (inclusive disability pensions)

Total number of people covered by pension schemes

Financial assumptions for the pension calculations:

Discount rate

Anticipated pay regulation

Anticipated increase in National Insurance base amount (G)

Anticipated regulation of pensions

Funded

Unfunded

2022

2021

2022

2021

Expenses

Commitments

2022

2021

31.12.2022

31.12.2021

1.80%

3.25%

1.50%

1.60%

1.75%

0.10%

3.60%

3.25%

1.50%

1.80%

2.25%

0.10%

Anticipated pay regulation are business sector specific, influenced by composition
of employees under the plans. Anticipated increase in G is tied up to the anticipated
pay regulations. Anticipated regulation of pensions is determined by the difference
between return on assets and the hurdle rate.

Actuarial assumptions: all calculations are calculated on the basis of the K2013
mortality tariff. The disability tariff is based on the KU table.

Parent — Accounts and notes

Cont. note 11 Pension

NOK thousand

Pension expenses

Service cost

Net interest cost

Cost of defined contribution plan

Net pension expenses

NOK thousand

Remeasurements - Other comprehensive income

Effect of changes in financial assumptions

Effect of experience adjustments

(Return) on plan assets (excluding interest income)

Gross remeasurement (gain) loss included in OCI

Tax effect

Remeasurement (gain) loss recognised in OCI - net of tax

Pension obligations

Defined benefit obligation at end of prior year

Service cost

Interest expense

Benefit payments from plan

Effect of changes in financial assumptions

Effect of experience adjustments

Pension obligations at 31.12

Fair value of plan assets

Fair value of plan assets at end of prior year

Interest income

Employer contributions

Administrative expenses paid from plan assets

Return on plan assets (excluding interest income)

Gross pension assets at 31.12

Other comprehensive income

Gross pension other comprehensive income

Tax effect

Net equity effect

Specification of funded and unfunded obligation

Defined benefit obligation funded

Defined benefit obligation unfunded

Fair value of plan assets

Net liability

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 90

2022

2021

Funded

Unfunded

Total

Funded

Unfunded

Total

2 391

246

5 098

7 735

3 919

922

6 310

1 168

5 098

4 841

12 576

2 276

205

5 800

8 281

771

830

2 335

976

5 800

9 111

2022

2021

(4 962)

(2 195)

(297)

(7 454)

(1 665)

(5 789)

(809)

4 725

(70)

3 846

846

3 000

88 421

82 613

6 030

1 510

(1 704)

(4 962)

(2 195)

2 105

1 250

(1 463)

(809)

4 725

87 100

88 421

18 200

16 200

342

1 673

(312)

297

274

1 886

(282)

122

20 200

18 200

(7 454)

1 640

(5 814)

3 794

(835)

2 959

31 783

55 317

20 200

66 900

32 669

55 752

18 200

70 221

Premium payments in 2023 are expected to be NOK 10 million (2022: NOK 8.5 million). Payments from operations are estimated at NOK 1.7 million (2022: NOK 1.7 million).

Parent — Accounts and notesNote 12 Interest-bearing debt

NOK thousand

Interest-bearing debt

Bank loan

Total interest-bearing debt

Repayment schedule for interest-bearing debt

Due in year 1

Total interest-bearing debt

Held as collateral within a securities’ finance facility

The portfolio of financial investments

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 91

2022

2021

300 000

200 000

300 000

200 000

1 024 980

1 188 479

The parent company had in addition undrawn revolving facilities at 31 December
2022. The parent company’s financing arrangement provides for customary financial
covenants related to minimum liquidity, and minimum value adjusted equity ratio. The
company was in compliance with these covenants at 31 December 2022 (analougue
for 31 December 2021).

FINANCIAL RISK
See note 13 to the parent accounts and note 19 to the group accounts for further
information on financial risk, and note 18 to the group accounts concerning the fair
value of interest-bearing debt.

Note 13 Financial risk

CREDIT RISK
Guarantees
The group’s policy is that the parent company will not provide any financial
guarantees.

Cash and bank deposits
The parent’s exposure to credit risk on cash and bank deposits is considered to be
very limited as the parent maintain banking relationships with a selection of banks
with strong credit ratings.

LIQUIDITY RISK
The parent’s approach to managing liquidity is to ensure sufficient liquidity to meet its
liabilities, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the parent and group’s reputation.

The parent’s liquidity risk is considered to be low in the sense that it holds significant
liquid assets in addition to undrawn credit facilities.

FAIR VALUE ESTIMATION
The fair value of financial instruments traded in an active market is based on quoted
market prices on the balance sheet date. The fair value of financial instruments not
traded in an active market (over-the-counter contracts) are based on third party

quotes. Specific valuation techniques used to value financial instruments include:
Quoted market prices or dealer quotes for similar instruments.

The fair value of interest rate swaps is calculated as the present value of the
estimated future cash flows based on observable yield curves.

The fair value of interest rate swap option (swaption) contracts is determined using
observable yield curve, volatility and time-to-maturity parameters at the balance
sheet date, resulting in a swaption premium. The fair value of forward foreign
exchange contracts is determined using forward exchange rates at the balance
sheet date, with the resulting value discounted back to present value.

The fair value of foreign exchange option contracts is determined using observable
forward exchange rates, volatility, yield curves and time-to-maturity parameters at
the balance sheet date, resulting in an option premium.

The carrying value less impairment provision of receivables and payables are
assumed to approximate their fair values. The fair value of financial liabilities for
disclosure purposes is estimated by discounting the future contractual cash flows
at the current market interest rate that is available to the company for similar financial
instruments.

Parent — Accounts and notesCont. note 13 Financial risk

NOK thousand

2022

Interest-bearing debt

Bank loan

Total interest-bearing debt at 31.12

2021

Interest-bearing debt

Bank loan

Total interest-bearing debt at 31.12

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 92

Fair value

Carrying amount

300 000

200 000

The fair value of financial instruments traded in active markets is based on closing
prices at the balance sheet date. A market is regarded as active if quoted prices
are readily and regularly available from an exchange, dealer, broker, industry group,
pricing service, or regulatory agency, and those prices represent actual and regularly
occurring market transactions on an arm’s length basis.

by using valuation techniques. These valuation techniques use observable market
data where available and rely as little as possible on entity specific estimates. These
instruments are included in level 2. Instruments included in level 2 are FX and IR
derivatives.

The fair value of financial instruments not traded in an active market is determined

If one or more of significant valuation inputs is not based on observable market data,
the instruments are included in level 3.

Total financial instruments and short term financial investments

NOK thousand

2022

Financial assets to fair value through income statement

– Bonds

– Equities

– Financial derivatives

Total assets at 31.12

2021

Financial assets at fair value through income statement

– Bonds

– Equities

– Financial derivatives

Total assets at 31.12

Level 1

Level 2

Level 3

Total balance

323 647

701 333

1 024 980

509 680

678 799

1 188 479

(11)

755

323 647

701 333

(11)

1 024 970

509 680

678 799

755

1 189 234

Parent — Accounts and notes

Cont. note 13 Financial risk

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 93

Financial instruments by category

NOK thousand

2022

Assets

Sub lease receivable non current

Other non current assets

Current financial investments

Financial derivatives

Sub lease receivable

Other current assets

Cash and cash equivalent

Assets at 31.12.2022

Liabilities

Property lease liabilities non current

Current interest-bearing debt

Current portion of property lease liabilities

Other current liabilities

Liabilities at 31.12.2022

2021

Assets

Sub lease receivable non current

Other non current assets

Current financial investments

Financial derivatives

Sub lease receivable

Other current assets

Cash and cash equivalent

Assets at 31.12.2021

Liabilities

Property lease liabilities non current

Current interest-bearing debt

Current portion of property lease liabilities

Other current liabilities

Liabilities at 31.12.2021

Note

See note 19 to the group financial statement for further information about the group risk factors.

Financial assets at
amortised cost

Fair value through
income statement

1 024 980

(11)

1 024 970

1 595 301

Total

246 252

35 912

1 024 980

(11)

32 708

137 152

118 308

Total

291 917

300 000

36 517

404 947

246 252

35 912

32 708

137 152

118 308

570 332

291 917

300 000

36 517

404 947

1 033 380

Other financial
liabilities at
amortised cost

Fair value through
income statement

1 033 380

Other financial
liabilities at
amortised cost

Fair value through
income statement

244 704

34 259

28 881

79 874

158 012

545 730

1 188 479

755

1 189 234

Other financial
liabilities at
amortised cost

Fair value through
income statement

278 275

200 000

31 221

308 366

817 861

Total

244 704

34 259

1 188 479

755

28 881

79 874

158 012

1 734 964

Total

278 275

200 000

31 221

308 366

817 861

Parent — Accounts and notes

Note 14 Related party transaction

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 94

The ultimate owner of the group Wilh.Wilhelmsen Holding ASA is Tallyman AS, which holds about 61% of voting shares of the company.
Tallyman AS is controlled by Thomas Wilhelmsen.

Shares owned or controlled by related party of Wilh. Wilhelmsen Holding ASA at 31 December 2022

Name

A shares

B shares

Total

Part of
total shares

Part of
voting stock

Thomas Wilhelmsen - group CEO

20 834 524

2 288 210

23 122 734

51.87%

61.28%

WWH ASA delivers services to other group companies, primarily human resources,
communication and treasury (“Shared Services”).

In accordance with service level agreements, WilService AS delivers in-house
services such as canteen, post, switchboard and rent of office facilities, Wilhelmsen

Global Business Services delivers accounting services and IT to WWH. Generally,
Shared Services are priced using a cost plus 5% margin calculation, in accordance
with the principles set out in the OECD Transfer Pricing Guidelines and are delivered
according to agreements that are renewed annually.

NOK thousand

KEY MANAGEMENT PERSONNEL

Short-term employee benefits

Key management personnel compensation

Detailed remuneration disclosures are provided in the remuneration report.

2022

2021

24 086

26 429

NOK thousand

Note

2022

2021

OPERATING REVENUE FROM GROUP COMPANIES

WAWI group

Maritime Services

Other Strategic Holdings and Investments

New Energy

Operating revenue from group companies

OPERATING EXPENSES TO GROUP COMPANIES

Maritime Services

Strategic Holdings and Investments

Operating expenses to group companies

FINANCIAL INCOME FROM GROUP COMPANIES

WAWI group

Maritime Services

New Energy

Other Strategic Holdings and Investments

Financial income from group companies

FINANCIAL EXPENSES TO GROUP COMPANIES

Maritime Services

New Energy

Strategic Holdings and Investments

Financial expenses to group companies

2 815

10 120

19 133

2 138

34 206

4 443

14 336

4 467

635

23 880

(3 178)

(8 784)

(11 962)

(5 910)

(6 894)

(12 804)

221 364

300 000

7 222

175 401

703 987

(45)

(105)

(5 360)

(5 509)

380 722

255 995

636 717

(2 471)

Parent — Accounts and notes
Cont. note 14 Related party transaction

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 95

NOK thousand

Note

2022

2021

ACCOUNT RECEIVABLES AND ACCOUNT PAYABLES WITH GROUP COMPANIES

Account receivables

Maritime Services

New Energy

Strategic Holdings and Investments

Account receivables from group companies

Account payables

Maritime Services

Strategic Holdings and Investments

Account payables to group companies

Cash pool receivables

New Energy

Strategic Holdings and Investments

Cash pool receivables from group company

Cash pool payables

Maritime Services

New Energy

Strategic Holdings and Investments

Cash pool payables to group company

NON CURRENT LOAN TO GROUP COMPANIES

Strategic Holdings and Investments

Non current loan to group companies

CURRENT LOAN TO GROUP COMPANIES

New Energy

Current loan to group companies

NON CURRENT SUBLEASE TO GROUP COMPANIES

Strategic Holdings and Investments - Wilservice AS

Non current sublease to group companies

CURRENT SUBLEASE TO GROUP COMPANIES

Strategic Holdings and Investments - Wilservice AS

Current sublease to group companies

4 189

542

4 731

(642)

(722)

(1 365)

15 884

17 257

33 141

(1 572)

(26 579)

(361)

(28 512)

5 155

1 385

6 540

(1 396)

(80)

(1 476)

39 298

(11 276)

(43 340)

(54 616)

35 912

34 259

26 281

246 252

244 704

32 708

28 881

Note 15 Events after the balance sheet date

No material events occurred between the balance sheet date and the date when the accounts were presented which provide new information about conditions prevailing on
the balance sheet date.

Parent — Accounts and notes
Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 96

Innovation

Yes, even taking out the trash can be improved. Port Services’
waste management dashboard does just that, helping owners and
operators make better decisions on when, how and where vessel
waste should be discharged. A simple, but smart innovation, in 2022
we continued to push our industry’s boundaries. Continuing to develop
the digital supply chain for spare parts through on-demand additive
manufacturing (AM), collaborating with Skyports on our Agency by Air
drone delivery concept and unlocking the true potential of vessel data
as a service through Raa Labs are just a handful of examples.

Parent — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 97

Parent — Accounts and notesAuditor’s report

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 98

To the General Meeting of Wilh. Wilhelmsen Holding ASA

Independent Auditor’s Report

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Wilh. Wilhelmsen Holding ASA, which comprise:

•

the financial statements of the parent company Wilh. Wilhelmsen Holding ASA (the
Company), which comprise the balance sheet as at 31 December 2022, the income
statement, comprehensive income, 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 consolidated financial statements of Wilh. Wilhelmsen Holding ASA and its subsidiaries
(the Group), which comprise the balance sheet as at 31 December 2022, the income
statement, comprehensive income, consolidated 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.

In our opinion

•
•

•

the financial statements comply with applicable statutory requirements,
the financial statements give a true and fair view of the financial position of the Company as at
31 December 2022, and its financial performance and its cash flows for the year then ended in
accordance with simplified application of international accounting standards according to
section 3-9 of the Norwegian Accounting Act, and
the consolidated financial statements give a true and fair view of the financial position of the
Group as at 31 December 2022, and its financial performance and its cash flows for the year
then ended in accordance with International Financial Reporting Standards as adopted by the
EU.

Our opinion is consistent with our additional report to the Audit Committee.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company and the
Group as required by relevant laws and regulations in Norway and the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including
International Independence Standards) (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.

To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided.

PricewaterhouseCoopers AS, Dronning Eufemias gate 71, Postboks 748 Sentrum, NO-0106 Oslo
T: 02316, org. no.: 987 009 713 MVA, www.pwc.no
Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap

Parent — Accounts and notes

Auditor’s report

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 99

We have been the auditor of the Company for 13 years from the election by the general meeting of the
shareholders on 25 February 2010 for the accounting year 2010.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we
do not provide a separate opinion on these matters.

The Group’s business activities are largely unchanged compared to last year. We have not identified
regulatory changes, transactions or other event that qualified as new Key Audit Matters for our audit of
the 2022 financial statements. Furthermore, Revenue from contracts with customers has the same
characteristics and risks as in the prior year, and therefore continues to be an area of focus this year.

Key Audit Matters

How our audit addressed the Key Audit Matter

Revenue from contracts with customers

This has been an area of focus for the
audit due to the amounts involved.
Revenue from contracts with customers in
the Maritime Services and New Energy
segments was USD 627 million and USD
310 million respectively for the year ended
December 31, 2022.

Further, there is an inherent risk of errors
when a business handles multiple revenue
streams, where each of them consists of
large numbers of transactions that adds
up to material amounts. The inherent risk
of errors increases from the complexity
that sometimes accompanies the required
application of management judgement,
particularly in determining the transaction
price and deciding when performance
obligations are satisfied.

We refer to note 3 Revenue, where
management explain the various revenue
streams and how they are accounted for
under IFRS 15 - Revenue from contracts
with customers and IFRS 16 - Leases.
Here, management also explains the
different performance obligations,
measurement of the transaction price and
whether income should be recognized
net or gross.

We obtained and studied managements’ accounting
policy to assess it against relevant IFRSs. We discussed
with management how the specific requirements of the
standards, in particular IFRS 15 – Revenue from
contracts with customers, were met. We found that we
were able to agree with management about their
accounting policies and that their assessments were
reasonable.

To assess the accuracy of recorded revenues, we tested,
on a sample basis, each revenue stream towards
information such as contract terms, invoices and bank
payments. We found that the revenue was recorded
accurate and in accordance with underlying
documentation.

Further, to assess the determined transaction prices, we
obtained an understanding of the price for services and
products, including discounts and customer bonus
through interviews with management, walkthroughs and
review of process descriptions. In addition, we obtained
and read a selection of customer contracts to understand
whether the determined prices were in accordance with
the contract terms. We found no significant deviations in
management's assessments.

Through interviews with management and review of a
selection of sales documentation such as customer
contracts and invoices, we obtained an understanding of
assumptions applied by management in deciding when
performance obligations were satisfied. We concluded
that management’s assumptions were reasonable.

We compared the related disclosures in note 3 to the
financial statements for the Group to the requirements of

2 / 5

Parent — Accounts and notes

Auditor’s report

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 100

the applicable financial reporting framework, IFRS. We
found that the disclosure appropriately explained the
revenue from contracts with customers and lease
revenue.

Other Information

The Board of Directors and the Managing Director (management) are responsible for the information
in the Board of Directors’ report and the other information accompanying the financial statements. The
other information comprises information in the annual report, but does not include the financial
statements and our auditor’s report thereon. Our opinion on the financial statements does not cover
the information in the Board of Directors’ report nor the other information accompanying the financial
statements.

In connection with our audit of the financial statements, our responsibility is to read the Board of
Directors’ report and the other information accompanying the financial statements. The purpose is to
consider if there is material inconsistency between the Board of Directors’ report and the other
information accompanying the financial statements and the financial statements or our knowledge
obtained in the audit, or whether the Board of Directors’ report and the other information
accompanying the financial statements otherwise appear to be materially misstated. We are required
to report if there is a material misstatement in the Board of Directors’ report or the other information
accompanying the financial statements. We have nothing to report in this regard.

Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report

•
•

is consistent with the financial statements and
contains the information required by applicable statutory requirements.

Our opinion on the Board of Director’s report applies correspondingly to the statements on Corporate
Governance and Corporate Social Responsibility.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with simplified application of international accounting standards according to the
Norwegian Accounting Act section 3-9, and for the preparation and true and fair view of the
consolidated financial statements of the Group in accordance with International Financial Reporting
Standards as adopted by the EU, and for such internal control as management determines is
necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s and
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to
liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in aggregate,

3 / 5

Parent — Accounts and notes

Auditor’s report

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 101

they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional scepticism throughout the audit. We also:

•

identify and assess the risks of material misstatement of the financial statements, whether due
to fraud or error. We design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.

• obtain an understanding of internal control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's and the Group's internal control.

• evaluate the appropriateness of accounting policies used and the reasonableness of

accounting estimates and related disclosures made by management.

•

conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Company's and the
Group's ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the
financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
However, future events or conditions may cause the Company and the Group to cease to
continue as a going concern.

• evaluate the overall presentation, structure and content of the financial statements, including

the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves a true and fair view.

• obtain sufficient appropriate audit evidence regarding the financial information of the entities or

business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.

We communicate with the Board of Directors regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during our audit.

We also provide the Audit Committee with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

From the matters communicated with the Board of Directors, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes
public disclosure about the matter or when, in extremely rare circumstances, we determine that a

4 / 5

Parent — Accounts and notes

Auditor’s report

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 102

matter should not be communicated in our report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

Report on Compliance with Requirement on European Single Electronic Format (ESEF)

Opinion
As part of the audit of the financial statements of Wilh. Wilhelmsen Holding ASA, we have performed
an assurance engagement to obtain reasonable assurance about whether the financial statements
included in the annual report, with the file name Wilhelmsen Holding-2022-12-13-en, have been
prepared, in all material respects, in compliance with the requirements of the Commission Delegated
Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and
regulation pursuant to Section 5-5 of the Norwegian Securities Trading Act, which includes
requirements related to the preparation of the annual report in XHTML format, and iXBRL tagging of
the consolidated financial statements.

In our opinion, the financial statements, included in the annual report, have been prepared, in all
material respects, in compliance with the ESEF regulation.

Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF
regulation. This responsibility comprises an adequate process and such internal control as
management determines is necessary.

Auditor’s Responsibilities
For a description of the auditor’s responsibilities when performing an assurance engagement of the
ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger

Oslo, 22 March 2023
PricewaterhouseCoopers AS

Thomas Fraurud
State Authorised Public Accountant
(This document is signed electronically)

5 / 5

Parent — Accounts and notes

Responsibility statement

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 103

We confirm, to the best of our knowledge, that the condensed set of financial
statements for the period 1 January to 31 December 2022 have been prepared in
accordance with current applicable accounting standards and give a true and fair
view of the group assets, liabilities, financial position and profit for the entity and the
group taken as a whole.

We also confirm, that the Board of Directors’ Report includes a true and fair review of
the development and performance of the business and the position of the entity and
the group, together with a description of the principal risks and uncertainties facing
the entity and the group.

Lysaker, 22 March 2023
The board of directors of Wilh. Wilhelmsen Holding ASA
Electronically signed

Carl E Steen (chair) Morten Borge Rebekka Glasser Herlofsen

Ulrika Laurin Trond Westlie Thomas Wilhelmsen (group CEO)

Parent — Accounts and notesWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 104

A targeted approach

To progress the group’s ambition for net zero emissions in own
operations by 2030, the group established 2022 as a base year and
set minimum targets for consolidated companies Scope 1 and 2
emissions based on guidance from the Science based targets
initiative (SBTi). Targets for Scope 3 will be developed in 2023.

Group — Corporate structureWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 105

Corporate
structure

Group — Corporate structureWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 106

Corporate structure

At 31 December 2022

GROUP MANAGEMENT TEAM

Thomas Wilhelmsen
(group CEO)

Christian Berg
(group CFO)

Benedicte Teigen Gude
(Chief of Staff)

Bjørge Grimholt
(Executive vice president Maritime Services)

Jan Eyvin Wang
(Executive vice president New Energy)

WWH group

WILH. WILHELMSEN HOLDING ASA, NORWAY

Wallenius Wilhelmsen ASA,
Norway 37.87%

Treasure ASA, Norway
76.98%

Wilhelmsen Maritime Services AS,
Norway

Wilhelmsen New Energy AS,
Norway

Maritime Services Segment

New Energy Segment

For group company list sorted by business area see below list.

Unless otherwise stated, the company is wholly-owned.

Group — Corporate structureWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 107

Strategic Holdings and Investments

WILH. WILHELMSEN HOLDING ASA, NORWAY

Wallenius
Wilhelmsen ASA
37.87%

Treasure ASA
76.98%

WilNor Governmental
Services AS
100% **

Wilhelmsen
GRC Sdn.Bhd.

WilService AS,
Norway

Wilhelmsen Accounting
Services AS,
Norway

Den Norske
Amerikalinje AS

Olavsvern Group AS
66%

Wilh. Wilhelmsen
Invest AS

Hyundai Glovis Ltd
11.00%

Unless otherwise stated, the company is wholly-owned.

* Wilh.Wilhelmsen Holding Invest Malta Ltd is owned by Wilhelmsen New Energy AS.
** 51% owned by Wilh Wilhelmsen Holding ASA and 49% of the shares are owned by NorSea Group.

Wilh. Wilhelmsen Holding Invest Malta Ltd *

COUNTRY

Korea, Republic of

Malaysia

Malta

Norway

OWNERSHIP %

11.00%

100.00%

66.00%

76.98%

37.87%

100.00%

COMPANY NAME

Hyundai Glovis Co., Ltd.

Wilhelmsen GRC Sdn Bhd

Wilh. Wilhelmsen Holding Invest Malta Limited

Den Norske Amerikalinje AS

Olavsvern Group AS

Treasure ASA

Wallenius Wilhelmsen ASA

Wilh. Wilhelmsen Invest AS

Wilhelmsen Accounting Services AS

Wilhelmsen Project 1 AS

WILNOR Governmental Services AS

WilService AS

Maritime services

WILHELMSEN MARITIME SERVICES AS, NORWAY

Wilhelmsen Ship
Management

Wilhelmsen Ship
Management
Holding AS Norway

Wilhelmsen Ships Service

Wilhelmsen Port Services

Wilhelmsen Global
Business Services

Wilhelmsen Chemicals AS,
Norway

Wilhelmsen Ships
Service AS, Norway

Wilhelmsen Port
Services AS, Norway

Wilhelmsen Global Business
Services AS, Norway

Wilhelmsen Insurance
Services AS, Norway

For group company list sorted by business area see below list.

Unless otherwise stated, the company is wholly-owned.

Denholm Port Services Ltd
40%, UK

Business area

Legal entity

Group — Corporate structureMaritime services
COMPANY NAME

Wilhelmsen Maritime Services

Wilhelmsen Global Business Services Sdn. Bhd.

Wilhelmsen Insurance Services AS

Wilhelmsen Maritime Services AS

Wilhelmsen Chemicals AS

Wilhelmsen Global Business Services AS

Wilhelmsen Business Service Center Sp z o.o.

Denholm Port Services Limited

Wilhelmsen Ship Management

Wilhelmsen Ship Management Serviços Marítimos do Brasil Ltda.

Wilhelmsen Marine Personnel d.o.o.

Diana Wilhelmsen Management Limited

Barber Ship Management Germany GmbH & Co. KG

Verwaltung Wilhelmsen Ahrenkiel GmbH

Wilhelmsen Ahrenkiel Ship Management GmbH & Co. KG

Barklav (Hong Kong) Limited

BWW LPG Limited

Wilhelmsen Marine Personnel (Hong Kong) Limited

Wilhelmsen Ship Management Limited

WSM Global Services Limited

Wilhelmsen Ship Management (India) Private Limited

Wilhelmsen Ship Management Korea Ltd

Wilhelmsen Ship Management Sdn Bhd

Wilhelmsen Ahrenkiel Ship Management B.V

Wilhelmsen Marine Personnel (Norway) AS

Wilhelmsen Ship Management (Norway) AS

Wilhelmsen Ship Management Holding AS

WSM Invest AS

OOPS (Panama) S.A

Wilhelmsen-Smith Bell Manning, Inc

Wilhelmsen Marine Personnel Sp. z o.o.

Barklav S.R.L.

Wilhelmsen Marine Personnel Novorossiysk LLC

Wilhelmsen Ship Management Singapore Pte Ltd.

Wilhelmsen Ship Management Denizcilik Ve Ticaret Anonim Sirketi

Wilhelmsen Marine Personnel (Ukraine) Ltd

Wilhelmsen Ship Management (USA), Inc.

Wilhelmsen Marine Personnel (Ukraine) Ltd

Wilhelmsen Ship Management (USA) Inc

Wilhelmsen Port Services

Wilhelmsen Ships Service Algeria S.P.A.

Cargomax Pty Ltd

Hunter Marine Holdings Pty Ltd

Hunter Marine Surveyors Pty Ltd

Wilhelmsen Port Services (Australia) Pty Ltd

WLB Shipping Pty. Ltd.

WWHI Property Australia Pty Ltd

Almoayed Wilhelmsen (Ltd) W.L.L

Vopak Agencies Antwerpen NV

Wilhelmsen Port Services Belgium N.V

Wilhelmsen Port Services Brasil Ltda

Wilhelmsen Ships Service Ltd [Bulgaria]

Wilhelmsen Ships Service Agencia Maritima S.A.

Wilhelmsen Huayang Ships Service (Beijing) Co., Ltd.

Wilhelmsen Huayang Ships Service (Shanghai) Co. Ltd.

Wilhelmsen Ships Service Colombia S.A.S.

Wilhelmsen Ships Service Cote d'Ivoire SARL

Wilhelmsen Ships Service Ecuador S.A.

Barwil Arabia Shipping Agencies SAE

Barwil Egytrans Shipping Agencies S.A.E.

Scan Arabia Shipping Agencies S.A.E.

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 108

COUNTRY

OWNERSHIP %

Malaysia

Norway

Poland

United Kingdom

Brazil

Croatia

Cyprus

Germany

Hong Kong

India

Korea, Republic of

Malaysia

Netherlands

Norway

Panama

Philippines

Poland

Romania

Russian Federation

Singapore

Turkey

Ukraine

United States

Ukraine

United States

Algeria

Australia

Bahrain

Belgium

Brazil

Bulgaria

Chile

China

Colombia

Cote d'Ivoire

Ecuador

Egypt

100.00%

40.00%

100%

50%

80%

100%

50%

49%

100%

25% *

100%

100.00%

49.00% *

100.00%

60.00%

100.00%

40.00% *

100.00%

50.00%

49.00%

100.00%

50.00%

49.00% *

Group — Corporate structurecont. Maritime services
COMPANY NAME

Wilhelmsen Port Services

Auxiliaire Maritime SAS

Wilhelmsen Ships Service France SAS

Tbilisi Dry Port LLC

Wilhelmsen Ships Service Georgia Ltd

Barwil Agencies GmbH

Vopak Agencies Germany GmbH

Wilhelmsen Ships Service (Gibraltar) Limited

Wiltrans (Gibraltar) Limited

Wilhelmsen Ships Agency Hellas SM S.A

Wilhelmsen Port Services (Hong Kong) Limited

Wilhelmsen Maritime Services Private Limited

Barwil For Maritime Services Co. Ltd.

Iraqi-Norwegian Co For Marine Navigation & Maritime Services Ltd

Wilhelmsen Ships Service (Japan) Pte Ltd -Japan Branch

Wilhelmsen Ships Service Ltd. (Kenya)

Wilhelmsen Hyopwoon Port Services Ltd

Alghanim Wilhelmsen Shipping Co.W.L.L

Wilhelmsen Freight & Logistics Sdn Bhd

Wilhelmsen Port Services Malaysia Sdn Bhd

Wilhelmsen Ships Service Holdings Sdn. Bhd.

Wilhelmsen Ships Service Malta Limited

Wilhelmsen Ships Service (Mozambique), Limitada

Wilhelmsen Ships Service (Myanmar) Limited

Diize B.V.

Vopak Agencies Amsterdam B.V.

Vopak Agencies B.V.

Vopak Agencies Rotterdam B.V.

Vopak Agencies Terneuzen B.V.

Wilhelmsen Port Services B.V.

Wilhelmsen Port Services Limited

Wilhelmsen Port Services AS

Wilhelmsen Port Services Norway AS

Wilhelmsen Towell Co. L.L.C.

Barwil Agencies, S.A.

Intertransport Air Logistics, S.A.

Lowill S.A.

Scan Cargo Services S.A.

Transcanal Agency, S.A.

Wilhelmsen-Smith Bell (Subic), Inc.

Wilhelmsen-Smith Bell Shipping, Inc.

Wilhelmsen Port Services Sp. z o.o.

Argomar - Navegacao e Transportes, S.A.

Perez Torres Portugal Lda

Wilhelmsen Ships Service Portugal, S.A.

Wilhelmsen Ships Service QFZ LLC

Wilhelmsen Ships Service Qatar Ltd.

Barwil Star Agencies SRL

Wilhelmsen Ships Service OOO

Binzagr Barwil Marine Transport Co. Ltd.

Barwil Agencies Ltd. For Shipping

Wilhelmsen Ships Service Senegal SUARL

Wilhelmsen Port Services (S) Pte. Ltd.

Wilhelmsen Port Services Global Pte. Ltd.

Wilhelmsen Ships Service (Japan) Pte. Ltd.

Barwil (South Africa) Pty Ltd

Krew-Barwil (Pty) Ltd.

Wilhelmsen Ships Service South Africa (Pty) Ltd

Wilhelmsen Port Services Spain S.L

Wilhelmsen Ships Service Canarias SA

Baasher Barwil Agencies Ltd.

Alarbab For Shipping Co. Ltd

Ocean Shipping Co. Ltd

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 109

COUNTRY

France

Georgia

Germany

Gibraltar

Greece

Hong Kong

India

Iraq

Japan

Kenya

Korea, Republic of

Kuwait

Malaysia

Malta

Mozambique

Myanmar

Netherlands

New Zealand

Norway

Oman

Panama

Philippines

Poland

Portugal

Qatar

Romania

Russian Federation

Saudi Arabia

Senegal

Singapore

South Africa

Spain

Sudan

OWNERSHIP %

100.00% *

100.00%

55.00%

50.00%

100.00%

50.00%

49.00%

100.00%

50.00%

100.00%

60.00%

100.00%

50.00%

40.00%

100.00%

50.00%

100.00% *

100.00%

0.00%

100.00%

50.00%

70.00%

100.00%

100.00% *

100.00%

49.00%

100.00%

100.00% *

50.00%

0.00%

Group — Corporate structurecont. Maritime services
COMPANY NAME

Wilhelmsen Port Services

Vopak Agencies Sweden AB

Wilhelmsen Port Services (Taiwan) Inc.

Wilhelmsen Ships Service Limited [Tanzania]

Wilhelmsen Ships Service (Thailand) Ltd.

Wilhelmsen Denizcilik Hizmetleri Ltd. Sti

Wilhelmsen Ships Service Ukraine Ltd.

Triangle Shipping Agencies LLC

Wilhelmsen Marine Products LLC -Abu Dhabi

Wilhelmsen Port Services LLC

Wilhelmsen W P S Dubai Port Services LLC

Barwil Abu Dhabi Ruweis L.L.C.

Vopak Agencies Americas Corp

Wilhelmsen Port Services, Inc.

Wilhelmsen Sunnytrans Co., Ltd

International Shipping Co. Ltd.

Wilhelmsen Ships Service

Unitor Ships Service NV Netherlands Anthilles

Wilhelmsen Ships Service Argentina S.A.

Wilhelmsen Marine Products Pty Ltd

Wilhelmsen Ships Service do Brasil Ltda.

Wilhelmsen Ships Service Inc. (Canada)

Wilhelmsen Ships Service (Chile) S.p.A.

Wilhelmsen Ships Service Co., Ltd. (China)

Wilhelmsen Ships Service Cyprus Ltd

Wilhelmsen Ships Service A/S

Wilhelmsen Ships Service LLC - Free Zone

Wilhelmsen Ships Service Oy Ab

Wilhelmsen Marine Products France SAS

Wilhelmsen Ships Service GmbH

Wilhelmsen Ships Service Hellas S.A.

Wilhelmsen Marine Products India Private Limited

Wilhelmsen Ships Service S.p.A.

Wilhelmsen Ships Service Co. Ltd (Japan)

Wilhelmsen Ships Service Co., Ltd (S.Korea)

Wilhelmsen Ships Service Trading Sdn. Bhd.

Unitor De Mexico, S.A. de C.V.

Wilhelmsen Ships Service B.V.

Wilhelmsen Ships Service Limited [New Zealand]

Stromme AS

Wilhelmsen Marine Products Contracting AS

Wilhelmsen Ships Service AS

Wilhelmsen Ships Service, S.A.

Wilhelmsen Ships Service Philippines Inc.

Wilhelmsen Ships Service Polska Sp. z o.o.

Wilhelmsen Marine Products Ltd

Havtec Pte. Ltd.

Unitor Cylinder Pte. Ltd.

Wilhelmsen Ships Service (S) Pte. Ltd.

Timm Slovakia s.r.o

Wilhelmsen Ships Service (Pty) Ltd. (South Africa)

Wilhelmsen Ships Service Spain S.A.

Wilhelmsen Ships Service AB

Wilhelmsen Lojistik Hizmetleri Ticaret Ltd. Sti

Wilhelmsen Ships Service (L.L.C.)

Wilhelmsen Ships Service AS - Dubai Branch

Wilhelmsen Ships Service Limited (UK)

Unitor Holding Inc.

Wilhelmsen Ships Service Inc. (USA)

* Additional profit share agreement

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 110

COUNTRY

Sweden

Taiwan (Province of China)

Tanzania, United Republic of

Thailand

Turkey

Ukraine

United Arab Emirates

United States

Vietnam

Yemen

(Netherlands Antilles)

Argentina

Australia

Brazil

Canada

Chile

China

Cyprus

Denmark

Egypt

Finland

France

Germany

Greece

India

Italy

Japan

Korea, Republic of

Malaysia

Mexico

Netherlands

New Zealand

Norway

Panama

Philippines

Poland

Russian Federation

Singapore

Slovakia

South Africa

Spain

Sweden

Turkey

United Arab Emirates

United Kingdom

United States

OWNERSHIP %

50.00%

100.00%

49.00% *

100.00%

49.00% *

85.00%

100.00%

49.00% *

0.00% *

100.00%

49.00%

0.00% *

100.00%

100.00% *

100.00%

100.00% *

100.00%

100.00% *

100.00%

100.00% *

100.00%

100.00% *

100.00%

49.00%

100.00%

Group — Corporate structureWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 111

New Energy

WILH. WILHELMSEN HOLDING ASA, NORWAY

Wilhelmsen New Energy AS

NorSea Wind Holding AS *

Edda Wind ASA
25.66%

NorSea Group AS
98.96%

Topeka Holding AS

RaaLabs AS

Massterly AS
50%

Dolittle AS
46.15%

Loke Marine Minerals AS
18%

Ivaldi Group Inc
10%

Reach Subsea ASA
20.43%

COMPANY NAME

Norsea Group (Australia) Pty Ltd

Norsea Denmark A/S

NorSea Denmark Property A/S

Norsea Wind A/S

NSG Wind A/S

Norsea Wind GmBH

Norsea Wind BV

Energy Innovation Holding AS

Hammerfest Næringsinvest AS

Maritime Waste Management AS

Orvikan Eiendom AS

Polarbase Eiendom AS

Strandparken Holding AS

Tangen 7 Invest AS

Elevon AS

KONCIV AS

Norsea Fighter AS

Norsea Impact AS

Nsg Maritime AS

Ventyr Energy AS

Topeka Nattruten AS

For group company list sorted by business area see below list.

* NorSea Wind Holding AS is owned 50% by Wilhelmsen Ship Management Holding AS and NorSea Group.

COUNTRY

Australia

Denmark

Germany

Netherlands

Norway

OWNERSHIP %

100.00%

50.00%

32.26%

100.00%

97.97%

50.00%

100.00%

50.00%

47.50%

100.00%

85.00%

50.00%

Group — Corporate structurecont. New Energy
COMPANY NAME

Westport AS

Westport Bergen AS

Windworks Jelsa AS

Norsea Logistics AS

Norsea Norbase AS (fka Norbase AS)

Norsea Polarbase AS

OS Expressene AS

Polar Algae AS

Polar Lift AS

Averoy Eiendom AS

Dusavik Utvikling AS

Eldøyane Næringspark AS

K2 Stavanger AS

Love Miljøbase AS

Norsea Eiendom Dusavik AS

Norsea Eiendom Tananger AS

Norsea Property AS

Norsea Tananger 107 AS

Risavika Eiendom AS

Risavika Havnering 14 AS

Sørsea AS

Tananger Eiendom AS

Vestbase Eiendom AS

Vikan Næringspark Invest AS

CCB Energy Holding AS

CCB Holding AS

CCB Subsea AS

Coast Center Base AS

KS Coast Center Base

Logiteam AS

Norsea Industrial Holdings AS

Dolittle AS

Edda Wind ASA

Massterly AS

Norsea Group AS

RAA Investment AS

Raa Labs AS

Reach Subsea ASA

Topeka Holding AS

Topeka MPC Maritime AS

Topeka Nattruten AS

Ventyr Synergies AS

Wilhelmsen New Energy AS

Wilhelmsen Wind Carriers AS

Norsea Wind Holding AS

Elevon AB

Norsea 123 Limited

Norsea UK Ltd

Norsea Wind Limited

Wilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 112

COUNTRY

OWNERSHIP %

Norway

Sweden

United Kingdom

66.67%

100.00%

33.33%

100.00%

78.95%

95.14%

100.00%

60.02%

50.00%

100.00%

93.50%

37.97%

13.45%

33.33%

100.00%

42.00%

100.00%

50.00%

100.00%

50.00%

68.00%

100.00%

49.75%

68.00%

100.00%

45.98%

25.66%

50.00%

98.96%

69.87%

100.00%

20.51%

100.00%

50.00%

100.00%

Group — Corporate structureWilh. Wilhelmsen Holding ASA Annual Report 2022 — Page 113

Group — Corporate structurewilhelmsen.com

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Wilh. Wilhelmsen Holding ASA
Phone: (+47) 67 58 40 00

Postal address:
PO Box 33, NO-1324
Lysaker, Norway

Visiting address:
Strandveien 20, NO-1366
Lysaker, Norway