Grieg Group annual report 2018 by GriegGroup

2018 GRIEG MATURITAS ANNUAL REPORT

WE WILL RESTORE OUR OCEANS

REPORT 2018 ANNUAL

CONTENT Reflections from Chair...................3 Grieg Group ....................................... 4 Making a difference........................ 5 Highlights in 2018........................... 6

Director’s report...............................7 Profit and loss statement ��13 Balance sheet ...............................14 Cashflow statement ..................16 Notes.................................................. 17 Auditors statement....................35

REFLECTIONS FROM CHAIR For 135 years the Grieg Group has added value to the global community, whilst growing our companies. Since the beginning in 1884, our attention has been outwards and forwards. We have found opportunities at the crossroads between people, countries and continents, always attentive to what challenges and opportunities the future might represent. 2018 has been an exciting and rewarding year within the Group. We have strengthened our businesses and consolidated new partnerships. We have set new goals to guide our priorities, and high ambitions remind us that we should be bold in our efforts. The process has been an exercise in team-work. Across our companies, colleagues have been engaged in a joint effort to reformulate our mission and find new, exciting business-opportunities. We have revised our business strategy to meet the future as a more resilient, innovative and collaborative group of companies. We believe in shared value! In doing good for society and building a profitable business at the same time.

inspiring, open-minded and inclusive business-spirit. The SDGs are also a daring quest, where we challenge ourselves to stretch our abilities, minds and spirits in search for new answers and better solutions. Our choice is clear. We will help restore our oceans, and we will address climate change head on. Healthy oceans on a healthy planet is crucial for people and our business. We all have to use our core strengths and new technology as a springboard for innovative and sustainable business-solutions. That is exactly what we intend to do. We are enthused by big dreams and the ability to deliver measurable and significant results, and I trust that our ambitions and goals will serve as fertile ground where both people and ideas can flourish. That is how we will celebrate and honour our legacy, and that is how the Grieg Group will be moving forward!

The UNs Sustainable Development Goals (SDGs) is our framework. To meet the goals will require action by governments, but also from the private sector. Through the strengths of our core businesses and competencies, our companies shall be engaged and committed enablers of the SDGâ&#x20AC;&#x2122;s. The goals strengthen our commitment to the essence of what weâ&#x20AC;&#x2122;re all about; fostering a great, inclusive working-environment, sound economic growth, compliance with laws and regulations, and an Elisabeth Grieg, Chair Grieg Maturitas REPORT 2018 ANNUAL

GRIEG GROUP

The Grieg Group has its beginnings in a long and proud maritime tradition. The Grieg Group is a family owned group, where the Grieg family (Grieg Maturitas) owns 75% of the Grieg Group and Grieg Foundation owns 25%. The Grieg Group is based on long-term partnerships, creating value in our various activities – shipping, shipbroking, maritime services & port operations, digital shipping solutions, seafood, investments and financial advisory services. By using the UN Sustainable Development Goals (SDG) as our framework, we have revised our business strategy to meet the future as a more resilient, innovative and collaborative group of companies. Our people are our most valuable resource.

Keeping a diverse workforce and providing them with lifelong learning, will ensure that we always have the best hands and minds on board. Our existing competence and expertise shall be the basis for innovative ideas that will benefit both our companies and society – now and in the future. Only together we can create the changes the world need – and at the same time make profits while doing it. Grieg Group is an industrial global group. The group`s headquarter is located at Grieg-Gaarden, Bergen, Norway.

Grieg Maturitas Grieg Maturitas II

Grieg Foundation

Grieg Group Resources

Grieg Investor

Grieg Kapital

Grieg Seafood

Grieg Shipbrokers

Grieg Logistics

Grieg Star

ANNUAL 2018 REPORT

MAKING A DIFFERENCE - GRIEG FOUNDATION

In the Grieg Foundation we want to make a difference. What we do is make a small, but hopefully important, contribution to the world's common agenda to ensure the sustainable development of this planet. We often say: "What matters are the footprints we leave as we go along. We feel that fits well with the definitions the UN has set for their Sustainable Development Goals. We have to make sure that fulfilling our needs today

does not destroy the possibilities for future generations. In the work of the Grieg Foundation, we seek to further build on the Sustainable Development Goals, the world`s largest corporate sustainability initiative.

TOTAL CONTRIBUTION FROM 2002-2018 NOK 593 MILL. IN 2018 NOK 46 MILL.

REPORT 2018 ANNUAL

HIGHLIGHTS IN 2018 Grieg Group winner of the sustainability prize Bergen Chamber of Commerce and Industry and Fana Sparebank awarded their first sustainability prize. Digital focus in Grieg Logistics Seamless and Shiplog merged into Grieg Connect focusing on digital port and harbour operations. In support of NATO exercise Trident Juncture Grieg Strategic Services supported The Norwegian Defense Forces and the NATO Allied Forces with planning and execution of logistical support and maritime operations during Trident Juncture. Newfoundland Green light for continuing developing Grieg Group’s Seafood project on the east coast of Canada. New vessel delivered to Grieg Star STAR MAJESTY was added to the Grieg Star fleet. Grieg Gaarden and Grieg Group Resources renewed in Eco-Lighthouse We are now certified for three new years at Eco-lighthouse. Winner of Entrepreneur of the Year - Norway Per Grieg jr. and Grieg Seafood winner of the national finals in EY Entrepreneur of the Year in Norway. New company - Grieg Kapital Grieg Kapital is established as a merger between Grieg International, Grieg Holding, Grieg Ltd and Grieg Property, and is an investment and asset management company within the Grieg Group. Grieg Investor Tiril Jakobsen new CEO. Al Gore attende the sucessful Grieg Investor Conference with 250 investor discussing sustainable capitalism. Bellona and Grieg Seafood in collaboration to reduce marine plastic The focus of the collaboration is on the fish farming industry’s plastic consumption and map any leaks to the environment. Grieg Investor elected this year’s Nordic Investment Advisor - again For the second year in a row, Grieg Investor was awarded the “Nordic Investment Consultancy of the Year” award. New joint venture - Grieg Maas Grieg Star sells two conventional bulk carriers to a new joint venture, Grieg Maas, established with Maas Capital in the Netherlands. Sustainable Development Goals Implementing the UN Sustainable Development Goals as our foundation and stretch goals in all our business strategies. ANNUAL 2018 REPORT

GRIEG MATURITAS

1 945 9 739 EMPLOYEES 31.12.2018

2018

DIRECTORSâ&#x20AC;&#x2122; REPORT

926 16 289

OPERATING REVENUE 2018

PROFIT BEFORE TAX 2018

TOTAL ASSETS 31.12.2018

NOK mill.

DIRECTORS’ REPORT 2018 GRIEG MATURITAS

2018 was a good year for the Grieg Group overall, with increased turnover in all segments. Grieg Seafood achieved record earnings driven by highest harvested volume ever, with continued strong salmon prices. Improved market conditions in shipping together with increased synergies from the G2 Ocean joint venture, contributed to better earnings for Grieg Star, but the company still recorded a deficit on results before tax. All companies within the Grieg Group delivered positive results in operation. Group turnover was NOK 9,7 bill., the operating profit NOK 1,2 bill and the profit before tax was NOK 926 mill. The Group is well positioned for the future. Grieg Shipbrokers is still expanding in Asia, and Grieg Logistics digital business merged into Grieg Connect. Grieg Investor has worked hard on establishing Sustainable Capitalism, the company made all time high profit for the year. In 2018 Grieg Kapital was established to coordinate capital- and direct- investments activities, to further strengthen the Group’s asset- and directinvestment activities. In 2018 the Grieg Group has worked towards implementing defined UN Sustainable Development Goals (SDG) at Group level and within all our businesses, as part of our strategies. The Grieg Group has always strived to do business in a fair and proper way. When implementing the SDG framework we have defined SDG 8 - Good jobs and economic growth, SDG 16 – Peace and justice and SDG 17Partnership for the goals as our foundation goals, and SDG 4 – Quality education, SDG 5 – Gender Equality, SDG 9 – Industry, innovation and infrastructure, SDG 13 – Climate action and SDG 14 – Life below water as our stretch goals.

Highlights

2018 was a strong year for Grieg Seafood. The company reached its last guided harvest volume of 75 000 tons, an increase of 20% compared to 2017, and revenues of more than NOK 7,5 billions. This was achieved by maintaining a strict focus on sustainability and driving forward improvements to Grieg Seafood’s farming operations. The main reason for the good performance was a strong market and more stable production. Globally, the supply of Atlantic salmon flattened, while underlying demand has strengthened. This has resulted in a shortage of salmon and high prices, a situation expected to persist. However, short term price fluctuations may occur. To offset the effect of these fluctuations, Grieg Seafood has adopted a policy which aims to ensure that 20-50% of all production in the coming years is hedged against price fluctuations. Currency hedging is also carried out. Throughout the year, Grieg Seafood introduced several initiatives, including advanced sensor- and monitoring systems across their four regions. In September Grieg Seafood opened a new operations center in Rogaland, supporting their digitalization strategy utilizing big data analytics to improve overall operational performance.

Grieg Group KEY FIGURES (NOK mill.)

Turnover EBIT Profit before tax Profit after tax

In Grieg Star improved market conditions together with increased synergies from its joint venture G2 Ocean, contributed to better earnings. G2 Ocean is now the largest open hatch shipping company in the world. After the market bottomed out in 2016, the result from the conventional dry bulk activities returned to back to black. Open hatch did also experience improved earnings through the renewal of several cargo contracts. As the company’s break bulk terminal in Squamish, Canada is no longer considered part of the core business, a sale was concluded during the year. Despite overall improved earnings, Grieg Star recorded a deficit in 2018 as expected, as the market recovery in open hatch continued to progress slowly.

2017

9 739 1 179 926 685

9 059 815 671 464

Grieg Maturitas KEY FIGURES (NOK mill.)

2018

2017

Turnover

3,4 -1,0 89,3 89,5

3,4 -1,7 415,2 415,4

EBIT Profit before tax

Grieg Seafood is well prepared to continue executing on the growth strategy, targeting 100 000 tons in 2020, with cost at or below industry average.

2018

Profit after tax

Grieg Maturitas AS Grieg Maturitas is the parent company of the Grieg Group, and is owned by the Grieg family. The company is responsible for organizing and facilitating a good corporate structure, branding, information, as well as challenging the companies within the Group to develop strategically and profitably in a sustainable manner, and in accordance with our principles. ANNUAL 2018 REPORT

Grieg Green reinforced its position as one of the few players providing sustainable ship and rig recycling in the world. So far more than 100 ships- and offshore recycling projects have been completed, and more than 250 IHM’s have been issued. Grieg Logistics Group made good progress in 2018. The large NATO exercise Trident Juncture and several agency agreements, had a positive impact on the result in both Grieg Strategic Services, Grieg Logistics (GL) and Scandinavian Harbor Service. During the second half of 2018, GL acquired the remaining shares in Shiplog and Seamless, and merged the companies to Grieg Connect. The merger has been well received in the market and Grieg Connect’s digital position in the port and harbour market is expected to be strengthened in the future. 2018 has been a stong year for Grieg Investor. The year started with adapting to the new EU regulation MiFID II (Markets in Financial Instruments Directive). The purpose of this regulation has been investor protection and transparency in the financial markets. Grieg Investor has always been an independent investment advisor and the requirements for this under MiFID II has been adopted. Grieg Investor introduced the nominee service to their clients in 2018. This has made it more efficient for both the client and the company in performing fund transactions. The company’s revenue and profit has increased steady the last few years and reached an all-time high in 2018. Grieg Shipbrokers’ operations developed satisfactory in 2018 despite somewhat poor market-conditions. The company continues to make good progress within Maritime Finance solutions and a significant number of transactions with new and existing customers was concluded during the year. The regular Sale & Purchase/newbuilding activity was satisfactory, but in order to increase volume and sales, significant steps was taken to coordinate their activities in Norway and the UK. The Chartering activities within Dry Bulk, Gas and specialized tankers improved during the year with significant volume achievements in all segments. 2018 was the first full operating year for Grieg Shipbroker’s subsidiaries in Hong Kong, Shanghai and Singapore, focusing on chartering large bulk carriers. The offshore department made good progress especially in contracting, long-term chartering and purchasing/selling of service vessels for the aquaculture industry. The activity aimed at offshore service vessels has been increasing, but the prices achieved are still low. Grieg Kapital was established in December 2018, as result of a merger between Grieg International, Grieg Ltd, Grieg Property and Grieg Holdings. The company is now a unifying investment and asset management company within the Grieg Group. The company’s mandate is to safeguard and develop the Group´s financial asset portfolio, and act as buffer capital for the Group companies, by maintaining a high level of available liquidity in parts of the portfolio. Furthermore, Grieg Kapital will support as addon capital for existing investments, and be an active business developer by investing in unlisted companies. The Grieg Group’s policy for responsible investments is part of the company’s business strategy.

Balance sheet, financial situation and cashflow

The Grieg Group has a strong financial position. Total current assets amount to NOK 5 189 mill., of which NOK 1 341 mill. is made up of bank deposits, market based financial investments and other financial investments. Current liabilities total NOK 2 225 mill., which gives positive working capital of NOK 2 964 mill. The Group’s total fixed assets is NOK 11 141 mill., of which NOK 6 037 mill. is financed through loans from financial institutions.

Cashflow In total, the Group had a positive cashflow of NOK 1 110 mill. from operations. Due to investments in fixed assets, mainly Grieg Seafood’s expansion of fish hatcheries and capacity expantion, the net cashflow from investing activities is negative at NOK 732 mill. The net cashflow from financing activities is negative at NOK 776 mill., mainly due to loan repayment and dividends paid. In total, the Group had a negative cashflow of NOK 398 mill. in 2018.

Grieg Group 2018

2017

7 486 16 289 46%

6 980 15 869 44%

KEY FIGURES (NOK mill.) 2018

2017

4 064 4 155 98%

4 065 4 358 93%

KEY FIGURES (NOK mill.)

Equity Total assets Equity ratio

Grieg Maturitas Equity Total assets Equity ratio

2018 ANNUAL REPORT

1 945

Financial risk and risk management

When operating in a global market and across different business areas, the companies of the Grieg Group are exposed to different types and degrees of risk, ranging from market operations and financial risk to compliance and the regulatory framework. Risk management is a continuous process, and an integrated part of the Group’s governing model. Thus, we are constantly focusing on how to identify and monitor the risk areas in the Group companies as well as developing strategies to mitigate such risks. For further information concerning financial risk, see note 17 to the Group accounts.

EMPLOYEES 31.12.2018

Organization and working environment

Performing competitively in our business areas requires competent and empowered people working safely together across the Grieg Group companies.

Sick-leave Major injuries

2018

2017

2,1% 0

2,5% 0

Our people are our most valuable resources. Their qualifications constitute a substantial part of the business capital. Providing them with learning opportunities that promote competence aligned with their personal career goals will ensure that we always have the best hands and minds on board. Each employee should possess the skills and knowledge required to enable the Grieg companies to be in the forefront of the industries in which we operate. Throughout the organization there are ongoing training and learning activities. According to employee surveys job satisfaction is generally high, and the working environment is good. Equal opportunities We believe that a diverse and balanced working environment is crucial for success, and we strive to be in the forefront on diversity within the businesses we operate. The Grieg Group will work towards gender parity at all levels of the organizations, both for onshore and offshore operations. We will also promote gender equality and diversity towards business and supply chain partners. Health and safety Healthy employees and a stable work force are important to enable a good working environment. The Group companies aims at reducing the risk of serious incidents. The workforce in general is stable, and both the absence and injury rates are low. Besides organizing medical follow-ups, the Group encourages and facilitates participation in physical activities. There is continuous focus on training and facilitated working environment in the Grieg Group companies. At the end of 2018, we started a risk evaluation project for all the companies, which will be a continuous work in the following years.

Climate and environment

The Grieg Group emphasizes the creation of economic and social values in a longterm perspective, recognizing the environmental and social impacts of our business activities. As well as complying with both national and international environmental regulations and laws, the Group’s companies have taken an active part in the UN’s Sustainable Development Goals and implemented these in our framework in the Group and the companies’ strategy, innovation and entrepreneurship. The Grieg Group’s various operations entail the discharge of harmful emissions. Through our SDG stretch goals we have a vision of zero net emissions in all industries in which we operate and relevant KPIs are used in monitoring the progress. Working towards a zero net emission target will benefit both society and our companies. We work continuously to be a visible and distinct contributor to environmental awareness and development. The Grieg Group’s head office at Grieg-Gaarden finished its rebuilding in 2018 and is certified as an eco-lighthouse office building.

ANNUAL 2018 REPORT 10

Grieg Foundation

The Grieg Group has always contributed to the society. In 2002 this was formalized trough the establishment of Grieg Foundation. The foundation owns 25% of the Grieg Group. The Foundation’s contributions mainly focus on the support and education of children and young people, both in Norway and abroad. Other main areas are musical art and other cultural activities, medical research, environmental and community projects. Since its establishment, the Foundation’s total contributions amount to 59 NOK million.

Grieg Foundation - distributions (Amounts in NOK mill.) Education of children & youth

2018

2002-2018

227

Musical art

Cultural projects

108

Medical research and projects

Other projects

Total

593

Corporate Governance

The Grieg Group always strive to do business in a fair and proper way. We apply the Norwegian Recommendation on Corporate Governance in order to ensure that the responsibility and roles between the administration, the Board of Directors and the General Meeting is based on sound practice. Deviations may arise given the fact that the Group is privately owned. We follow the international conventions and general principles contained in the UN Global Compact. Furthermore, we have implemented the UN Sustainable Development Goals (SDG) in our strategy, and defined SDG 8 - Good jobs and economic growth, SDG 16 – Peace and justice and SDG 17- Partnership for the goals as our foundation goals. We approach the foundation goals by fostering a great working environment with sound economic growth, and an inviting open-minded and inclusive business-spirit (SDG 8). The Grieg Group’s common core values are: Solid, Proud, Open and Committed. We navigate by using our common values when doing business around the world. By spreading our common values in the areas in which we work, we will continue to enable inclusive, just and accountable business relations, and advocate for strong societies and institutions (SDG 16). Through our partnerships and cross sector cooperation we strive to be innovative and to meet the challenges of the SDG´s. We do this by having an open-minded business approach, and by creating room for action and possibilities. We believe that this will enable strong partnerships from both civil, public and private parts of society (SDG 17).

Going concern

The Board of Directors confirms that the annual accounts have been prepared on a going concern basis, and that this assumption is valid, based on the Group’s solid financial position and expectations of future profits. The Board believes that the submitted annual accounts give a correct picture of the result, cashflow and economic situation. No events have taken place after the balance sheet date that could materially affect the accounts.

Outlook

Global Atlantic salmon market is expected to continue to grow in 2019, and the underlying demand is strong worldwide. Profitability in the salmon industry is volatile, and there will always be uncertainty related to future prices and new prospects. Going forward, improved competence and increased capacity for disease treatment and sea lice handling, as well as increased production of large smolt, are some of the initiatives to improve biology in Grieg Seafood. Grieg Seafood target a volume of 82 000 tons in 2019, up to 100 000 tons in 2020. The shipping market is still characterized by uncertainty. Iron ore supply is disrupted, Chinese coal import restrictions and the US-China trade wars, dispute clearly had a negative effect on the markets during 2018. In 2019 there are some improvements in the markets, and G2 Ocean work hard to improve freight earnings and reduce costs. World seaborn pulp demand is expected to continue with stable growth from America to Asia, and we expect a moderate rate scenario in open hatch going forward.

REPORT 2018 ANNUAL

Grieg Star established a new joint venture Grieg Maas, with Maas Capital, at the end of 2018. This will be our intended interventional dry bulk shipowning platform going forward. The market outlook for green services offering, and especially IHMs, looks very promising in the years to come, and Grieg Green is well positioned to continue to grow its’ business. Globalized and exponential technology trends represent opportunities for growth and profitability. We are actively working with new technologies in several of the Grieg Group companies, and Grieg Connect is one of the companies we are expecting to grow rapidly the coming years. Going forward, we will continue focusing and adapting to changing markets and pursue opportunities as they arise. Supporting new business ideas and facilitating innovation initiatives within the Group are highly focused. We are using the UN Sustainable Development Goals (SDG) as our framework for our strategy, and we strongly believe that we will act as an inspiration to other companies, organizations, partners and the rest of the community to join our pledge: We will restore our oceans. The Board of Directors would like to express our thanks to the employees of the Grieg Group for their hard work and efforts throughout the year.

Bergen, 3rd of April 2019 The Board of Directors of Grieg Maturitas AS

Elna-Kathrine Grieg (sign.) Board Member

Elisabeth Grieg (sign.) Chair

Per Grieg jr. (sign.) Board Member

Camilla Grieg (sign.) Board Member

Nina W. Grieg (sign.) Board Member

Nicolai H. Grieg (sign.) Board Member

Knut Nesse (sign.) Board Member

Wenche Kjølås (sign.) Managing Director

ANNUAL 2018 REPORT

PROFIT AND LOSS STATEMENT GRIEG MATURITAS AS

GRIEG GROUP

(Amounts in NOK 1 000)

2017

2018 Note

3 431

3 423

-3 858

-3 359

4 6,7 6 3 3 3,23

2018

2017

9 739 430

9 058 834

Payroll and social security costs

-899 295

-872 703

Depreciation

-602 794

-596 761

-2 974

Operating costs - shipping

-834 464

-864 608

Cost of sales - fish farming

-3 874 968

- 3 754 704

Other operating expenses

-2 349 071

-2 151 641

Total operating expenses

-8 560 591

- 8 243 391

Operating profit - EBIT

1 178 839

815 444

Other Financial income

210 688

156 217

Change in value of market based assets

-109 642

34 309

3 362

-55 013

Other Financial expenses

-357 709

-279 951

Net financial items

-253 301

-144 439

Operating Revenue

Operating Costs

- 1 306

-1 074

- 5 164

-4 433

- 1 733

-1 010

416 014

90 000

932

360

-2

-1

416 944

90 359

415 211

89 349

- 177

-114

415 387

89 463

Reversal (write-down) fixed assets

Financial items 8 10 14 9 10 2 2 19 20

Income from investments in subsidiaries

Results of investments in associated companies

Profit before tax

925 537

671 005

Tax

-240 483

-207 362

Profit for the year

685 054

463 643

To minority interests

486 124

394 415

Majority proportion

198 930

69 228

BALANCE SHEET GRIEG MATURITAS AS

GRIEG GROUP

(Amounts in NOK 1 000)

2017

2018 Note

2018

2017

Other intangible assets

19 577

28 480

Contracts

32 114

39 867

14 659

19 283

Licenses

1 163 095

1 087 834

Total intangible assets

1 229 444

1 175 464

921 162

1 091 720

Assets Fixed assets Intangible assets -

149

262

7 7 19 7 7

Deferred tax assets Goodwill

149

262

Land and real estate

Vessels

6 661 739

6 463 659

Vehicles, machinery and equipment

1 922 848

1 535 086

Total tangible assets

9 505 749

9 090 465

Tangible assets

Long-term financial assets 8 9 13 11 13

4 021 796

Investments in subsidiaries

Investments in associated companies

116 507

78 834

Loans to associated companies

207 626

28 033

4 021 796

Total long-term financial assets

4 021 945

4 022 059

Total fixed assets

Shareholding and other investments

28 767

51 774

Other receivables

12 169

20 230

365 070

178 872

11 100 263

10 444 801

2 400 345

2 150 716

1 141 122

862 455

Current assets -

Inventory and biological assets Accounts receivable

292 500

90 239

292 593

90 328

43 660

42 665

336 253

132 993

4 358 198

4 155 052

Receivables from subsidiaries

11 14

Other receivables

306 791

545 847

Total receivables

1 447 913

1 408 302

Shareholding and other investments

162 873

148 330

Market based financial investments

661 206

802 891

Total financial Investments

824 079

951 221

Cash and bank deposits

516 603

914 140

5 188 940

5 424 379

16 289 203

15 869 180

Total current assets

Total assets

BALANCE SHEET GRIEG MATURITAS AS

GRIEG GROUP

(Amounts in NOK 1 000)

2017

2018 Note

2018

2017

1 124

Equity and liabilities Equity Paid-up equity 21

1 124

Share capital (1 123 530 shares of NOK 1)

409 763

Share premium

409 763

410 887

Total

410 887

3 653 699

3 653 161

Other equity/group reserves

4 085 958

3 833 459

Minority interests

2 989 320

2 735 613

3 653 699

3 653 161

Total retained earnings

7 025 278

6 569 070

4 064 585

4 064 048

Total equity

7 486 163

6 979 957

Retained earnings

Liabilities Provisions 5 19

Pension liabilities

56 843

60 191

475 019

408 960

Other provisions

9 572

10 276

Total provisions

541 435

479 427

6 015 511

5 959 416

21 579

67 952

6 037 091

6 027 368

Bank overdrafts

655 857

541 848

781 834

673 691

140 456

165 587

Deferred tax

Other long-term liabilities -

- 15,16 Liabilities to financial institutions

Other long-term liabilities Total long-term liabilities

Current liabilities 16

138

Accounts payable

Accounts payable group companies

289

271

292 500

90 000

19 20

Taxes payable Public duties payable

80 160

58 118

Dividend

127 813

398 233

672

621

Other current liabilities

438 395

544 952

293 613

91 003

Total current liabilities

2 224 514

2 382 428

293 613

91 003

Total liabilities

8 803 040

8 889 224

4 358 198

4 155 052

Total equity and liabilities

16 289 203

15 869 180

Bergen, 3rd of April 2019 The Board of Directors of Grieg Maturitas AS

Elna-Kathrine Grieg (sign.) Board Member

Elisabeth Grieg (sign.) Chair

Per Grieg jr. (sign.) Board Member

Camilla Grieg (sign.) Board Member

Nina W. Grieg (sign.) Board Member

Nicolai H. Grieg (sign.) Board Member

Knut Nesse (sign.) Board Member

Wenche KjĂ¸lĂĽs (sign.) Managing Director

CASHFLOW STATEMENT GRIEG MATURITAS AS

GRIEG GROUP

(Amounts in NOK 1 000)

2017

(Amounts in NOK 1000)

2018

2017

89 349 Profit before tax

925 537

671 005

- Taxes paid

-165 587

-177 956

602 794

635 506

Cashflow from operations 415 211 -115 -416 014

-90 000 Dividends receivable taken to income

- Ordinary depreciation

- Write-down (reversal) of fixed assets

-273

- Unrealised gain/loss market based investments

109 642

-34 309

- Change in inventory

-249 629

-281 449

-1 Change in accounts receivable

-278 667

121 676

108 143

61 616

-704

- 2 148

-81 105 40

-42 Change in accounts payable -301 Change in accruals

- Difference in expenses pensions and payment in/out

35 008

-2 862

- Effect of change in exchange rate

-2 205

8 468

- Share of profit from associated companies and joint ventures

-3 362

55 013

- Gain/loss on sales of shares without cash effect

-134 827

- Change in other provisions

140 546

-176 987

-855

- Gain/loss from sale of market based investments -995 Net cashflow from operations

-111 066

1 110 451

742 473

Cashflow from investing activities -

- Sale of fixed assets

216 190

10 908

- Purchase of fixed assets/newbuilding contracts

-913 120

-777 512

- Fixed assets financed by leasing

169 216

- Purchase of intangible assets Loan to associate

198 039

292 500 Payments from other group companies

-72 651

-31 467

-198 490

- Sale of shares

418 889

963 700

- Purchase of shares and securities

-351 961

-237 618

-731 927

-71 989

198 039

292 500 Net cashflow from investing activities

Cashflow from financing activities -

- Net change in bank overdraft

- Loan repayment (short/long-term)

114 009

27 465

-2 865 503

-705 058

- Loan proceeds

2 616 146

400 759

-298 039

-292 500 Dividends paid

-640 713

-650 515

-298 039

-292 500 Net cashflow from financing activities

-776 061

-927 349

-100 855

-397 537

- 256 866

144 515

43 660 Opening balance of cash and cash equivalents

-995 Net cashflow for the period

914 140

1 171 006

43 660

42 665 Cash and equivalents 31.12

516 603

914 140

43 660

42 665 Cash and equivalents 31.12 - from balance sheet

516 603

914 140

NOTES NOTE 1 Accounting principles 18 NOTE 2 Segment information 20 NOTE 3 Other operating expenses 20 NOTE 4 Payroll costs, number of employees, remuneration etc. 21 NOTE 5 Pensions and pension commitments 22 NOTE 6 Fixed tangible assets 23 NOTE 7 Fixed intangible assets 24 NOTE 8 Investments in subsidiaries 24 NOTE 9 Investments in associated companies and joint ventures 26 NOTE 10 Financial items 26 NOTE 11 Shareholdings and other investments 27 NOTE 12 Inventories and biological assets 28 NOTE 13 Receivables due in more than one year 28 NOTE 14 Market based financial investments 28 NOTE 15 Debt payable after 5 years 28 NOTE 16 Mortgages/guarantee liability/restricted funds 29 NOTE 17 Financial risk 30 NOTE 18 Contingencies and subsequent events 31 NOTE 19 Taxes 31 NOTE 20 Equity 33 NOTE 21 Share capital and share information 33 NOTE 22 Related parties 34 NOTE 23 Remuneration to auditor 35

Note 1 Accounting principles The Annual Accounts for Grieg Maturitas AS have been prepared in accordance with Norwegian Accounting Act and generally accepted accounting principles.

Group Accounts

The consolidated accounts include the subsidiaries specified in note 8 and shows the accounts of the parent company and the subsidiaries as a single economic unit. Shareholdings and investments in subsidiaries are eliminated on the basis of the acquisition method. The cost of shareholdings and investments in subsidiaries is eliminated against the book equity of the shares/investments at the date of acquisition. Any difference arising is posted to the identifiable assets. Any surplus value that cannot be attributed to specific assets, or the companyâ&#x20AC;&#x2122;s own intangible assets, is described as goodwill and is depreciated over its estimated lifetime. Intra-group transactions and internal balances are eliminated. Companies that are bought or sold during the year, is included in the group accounts from the time of control arises or ceases. Changed owner share in subsidiaries, where the company after the transaction still is a subsidiary, is an equity transaction for the Group. The income statements and balance sheets of the group entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows: (i) assets and liabilities are converted at the closing rate on the date of the balance sheet, (ii) income and expense items in the income statement are converted at average exchange rates for the period (unless this average is not a reasonable estimate of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated on the dates of the transactions). (iii) translation differences are recorded against equity and specified separately.

Operating Revenue

Operating revenues are entered as income at the time of delivery. The time of delivery is understood as the time of transfer of risk and control related to the delivery. Freight revenues from voyages are recognised on the basis of the number of days the voyage lasts. Revenue is shown, net of value added tax, returns and discounts.

Classification of assets and liabilities â&#x20AC;&#x201C; main rule

Assets intended for long-term ownership or use are classified as fixed assets. Other assets are classified as current assets. Receivables due within one year are classified as current assets. The corresponding criteria are applied to classify liabilities. Certain items are stated on the basis of special valuation rules, in accordance with accounting legislation, as detailed below. Other assets and liabilities are classified as fixed assets and long-term liabilities, respectively.

Inventories

Inventories are recognised at the lower of cost and fair value. Goods in progress, and finished goods are recognised at the lower of full cost and net sales value. The net sales value of finished goods is calculated as sales value less sales costs. The stock of bunkers consists of fuel and diesel and are recognised at cost on the basis of the FIFO method.

Foreign currency

Assets and liabilities denominated in foreign currencies are stated at the year-end exchange rate. Agio, or disagio, on settlements or conversion of monetary items in foreign currency on the day of balance is allocated. Transactions in foreign currencies is recalculated to transaction rate. Foreign exchange hedging derivatives purchased in order to reduce the currency risk for the sub-group Grieg Star Group are recognised as hedging transactions. Gains/losses of foreign exchange contracts are therefore recorded in the same period as the hedged transactions. Please refer to note 17. Unrealized gain/loss on the hedging contracts is not posted on the balance sheet.

Foreign exchange rates (NOK)

01.01.2018

31.12.2018

Average 2018

CAD

6,5432

6,3751

6,2773

GBP

11,0910

11,1213

10,8463

EUR

9,8403

9,9483

9,5962

USD

8,2050

8,6885

8,1338

Interest rate hedging

Interest rate hedging contracts are recognised and classified in the same way as the related mortgage loan. The interest received/paid under the contract is therefore recognised in the interest period in question, and is included in interest cost/income for the period. Unrealized gain/loss on the hedging contracts is not posted on the balance sheet.

Accounts receivable

Accounts receivable are stated at nominal value less provisions for expected losses. The loss provision is based on an individual assessment of each accounts receivable.

Investments in subsidiaries

A company is defined as a subsidiary if the Group has a decisive influence on its operations. This is normally the case where the Group holds more than 50% of the voting share capital. Subsidiaries are posted in the company accounts applying the cost method. The investment is stated at historical cost of the shares unless a write-down has been necessary. The investment is written down to fair value when the reduced value is due to causes which are not deemed to be temporary. Write-downs are reversed when the grounds for the write-down no longer exist. Dividends and other distributions are recognised in the year in which they are provided for in the accounts of the subsidiary. If the dividend exceeds the profit after the acquisition, the surplus amount represents repayment of the capital investment and the distributions are deducted from the amount of the investment in the balance sheet.

Investments in limited partnerships

Investments in limited partnerships are recorded on the basis of the cost method whereby the investment is stated at cost in the balance sheet. The distribution of profits/contribution to cover losses from investments in limited partnerships is taken to income/charged against profits under financial items. Profits from investments in limited partnerships are taxable in the hands of the respective participants.

Investments in portfolio and private equity companies

A portfolio of investments is recorded as a current asset, and is valued at the lower of cost price and estimated fair value for the portfolio as a whole when the intention behind the portfolio is to diversify the risk through a balanced portfolio with respect to time, branches and geography. For unlisted investments, with no observable price, the fair value is determined by recently third-party-trades, or with a reference to the fair value of similar investments.

Investments in associated companies and joint ventures

An associated company is a company where the Group has significant influence, but not control. Significant influence is deemed to exist for investments where the Group has between 20% to 50% of voting capital. Investments in associated companies and joint ventures are recorded on the basis of the equity method in the consolidated accounts, unless the investment value is immaterial. The share of the results in associated companies is posted separately under financial items. The investments in associated companies are posted as a financial asset. The Groupâ&#x20AC;&#x2122;s share of a loss is not posted in the income statements if this means that value of the investment in the balance sheet becomes negative. Provisions will be made if the Group has undertaken an obligation on behalf of the associate.

Fixed assets

Fixed assets are valued at acquisition cost, but are written down to fair market value where the decline in value is not expected to be temporary. Fixed assets with a limited economic lifetime are depreciated on a straight-line basis over the expected lifetime of the asset. Long-term liabilities are stated in the balance sheet at the nominal amount on the establishment date. Current assets are valued at the lower of acquisition cost and fair market value. Current liabilities are stated in the balance sheet at the nominal amount on the establishment date. Periodic classification and maintenance costs are posted in the balance sheet and depreciated on a straight-line basis until

the next planned docking. The docking costs are included in the balance sheet along with the value of the ship. The depreciation of docking costs is included in operating costs.

gent losses which are likely and quantifiable are charged against income on an ongoing basis.

Intangible assets

The companies differentiates between financial leasing and operational leasing based on an evaluation of the lease contract at the time of inception. A lease contract is classified as a financial lease when the terms of the lease transfer substantially all the risk and reward of ownership to the lessee. All other leases are classified as operational leases. When a lease contract is classified as a financial lease where the company is the lessee, the rights and obligations relating to the leasing contracts are recognised in the balance sheet as assets and liabilities. The interest element in the lease payment included in the interest costs and the capital amount of the lease payment is recorded as repayment of debt. The lease liability is the remaining part of the principal. For operational leases, the rental amount is recorded as an operating cost.

Goodwill is depreciated over its economic lifetime. The surplus value attached to the fleet’s contracts of employment and the company’s right to renominate Grieg Star tonnage is defined as ”contracts” in the balance sheet and is depreciated over 20 years. Licenses with unlimited economic lifespan is subject to an annual impairment test. Licenses with limited economic lifespan is depreciated annually. Expenses related to the company’s own development are recorded in the balance sheet from the point when it is likely that the development work will result in an identifiable intangible asset.

Asset impairments

Assets that are subject to depreciation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cashflows (cash-generating units). In 2017 Grieg Star Shipping AS established a joint venture with Gearbulk AS called G2 Ocean Holding AS, which markets and operates the Group’s vessels in a pool. Having the vessels sail in a pool means that the operational use of the vessels, including optimization of routes, is combined for the fleet. Earnings of each individual vessel is therefore affected by the earnings of other vessels in the pool. The open hatch fleet and the bulk fleet are therefore considered to be the respective cash-earnings of other vessels in the pool. The open hatch fleet and the bulk fleet are therefore considered to be the respective cash-generating units. Newbuilding contracts are included in the fleet impairment and unpaid installments are deducted. Non-financial assets other than goodwill which have been impaired are reviewed for possible reversal of the impairment at each date.

Pension commitments Defined contribution plans

The Group’s main pension scheme is a defined contribution plan, for which the companies pay contributions to an insurance company. The companies have no further payment obligations once the contributions have been paid. Contributions are recorded as payroll expenses.

Defined benefit plan

Some companies have defined benefit plans, including AFP. A defined benefit plan is a pension scheme that defines the pension payment an employee will receive on reaching retirement age. The pension payment normally depends on one or more factors, such as age, period of service with the company and salary level. The pension commitment under defined benefit schemes posted in the balance sheet is the present value of the defined benefit schemes at year-end less the fair value of the pension fund assets, adjusted for unposted deviations from estimate. The pension commitment is calculated annually by an independent actuary based on a linear accrual of pension entitlements. Changes in benefits under the pension plan are posted in the profit and loss account on an ongoing basis. The pension schemes are funded through payments to insurance companies or financed through operations. Post-employment benefit obligations associated with the early retirement pension (AFP), under the LO/NHO arrangement, are a multi-employer defined benefit plan, but the plan is recorded as defined contribution, as it is not measurable.

Market based financial assets

Short-term investments in shares and mutual funds are regarded as part of the trading portfolio and are stated at fair value at year-end. Dividends received and other distributions are entered as income under other financial income.

Estimates

When preparing the annual accounts in accordance with good accounting practice, the management make estimates and assumptions which affect the profit and loss account and the valuation of assets and liabilities as well as information about contingent assets and liabilities at year-end. Contin-

Leasing

Taxation

The tax charge in the profit and loss account consists of the tax payable and the change in net deferred tax. Taxes are charged when they arise. Deferred tax in the balance sheet is calculated on the basis of timing differences between values for taxation and accounting purposes. Taxable and tax-deductible timing differences which are reversed or can be reversed within the same period are netted against each other and entered net. Some of the companies of the Group are subject to shipping taxation under the Norwegian tonnage tax system pursuant to chapter 8 of the Taxation Act.

Cashflow statement

The statement of cashflows is prepared on the basis of the indirect method. Accordingly, the cashflows from investment and financing activities are reported gross, while the accounting result is reconciled against the net cashflow from operations. Cash and cash equivalents include cash, bank deposits and other short-term liquid investments that can immediately and with no major exchange rate risk be converted into a known amount and maturing less than three months from the transaction date.

Note 2 Segment information GROUP (Amounts in NOK mill.)

Operating revenue 2018 2017

Operating profit 2018 2017

Net financial Items 2018 2017

Profit before tax 2018 2017

Grieg Seafood (NGAAP)

7 548

7 038

1 096

904

-76

-15

1 019

889

Grieg Star

1,383

1 335

-121

-183

-132

-133

-253

Grieg Logistics

488

397

-6

-1

-44

-50

Grieg Investor

Grieg Shipbrokers

126

115

-1

Grieg Kapital 2

148

143

113

383

128

398

Other 1

-32

-43

-7

-105

-337

-112

-334

Sum Grieg Group

9 739

9 059

1 179

815

-253

-144

926

671

Other includes the Groups’ holding company, management service company and eliminations. Grieg Kapital segment was established in 2018 after a merger of Grieg Holdings AS, Grieg Ltd. AS, Grieg International AS and Grieg Property AS. The 2017 figures are restated to reflect the current Group segments.

2 The

Note 3 Other operating expenses GROUP (Amounts in NOK 1 000)

2018

2017

21 669

77 633

Timecharter costs - shipping

262 582

240 847

Ship operating costs

550 213

546 128

834 464

864 608

Operating costs - shipping Voyage costs - shipping

Operating costs - shipping

2018

2017

4 122 188

4 106 865

Cost of sales - fish farming Cost of sales - fish farming Change in inventories Cost of sales - fish farming

-247 220

-352 161

3 874 968

3 754 704

2018

2017

351 464

285 997

Other operating expenses

1 997 608

1 865 644

Other operating expenses

2 349 071

2 151 641

Other operating expenses Freight and cost of services

The Group has the following long term operating lease agreements related to chartering of vessels, offices, plant and machinery. 2018

Duration

Number of vessels

Operating lease expense

Long-term time charter

0-4 years

195 491

Bare-boat hire

1-14 years

112 082

Other lease amount charged in the year

2-10 years

Total lease amount charged

204 036 511 609

2017

Duration

Number of vessels

Operating lease expense

Long-term time charter

0-4 years

185 918

Bare-boat hire

1-14 years

106 593

Other lease amount charged in the year

2-10 years

177 775 470 285

Total lease amount charged

Note 4 Payroll costs, number of employees, remuneration etc. PARENT COMPANY (Amounts in NOK 1 000)

Total payments for salary, pension premium and other remuneration to Managing Director: Payroll and social security costs

2018

2017

Salaries and other benefits

2 763

3 093

Social security costs

414

463

Pension costs

150

163

Other benefits

139

3 359

3 858

Total

The Managing Director is the only employee in the company. There has been no renumeration to the Board of Directors in Grieg Maturitas. Total remuneration to Managing Director is specified under renumeration to executives below.

GROUP (Amounts in NOK 1 000)

Payroll and social security costs Salaries Social security costs Pension costs Other benefits Total Number of employees Number of sailing personnel

Total 1

2018

2017

712 618

656 585

65 411

69 451

40 985

47 662

80 281

99 005

899 295

872 703

1 180

1 138

765

743

1 945

1 881

Salary costs are recognised in the P&L as operating costs - shipping.

Remuneration to executives In 2018 total payments to salary, pension premium and other remuneration to Managing Director was NOK 2,9 mill. and to present Board members NOK 14,9 mill. Remuneration to the Board members and Managing Director is paid from the companies where the Director is employed or a member of the Board.

Note 5 Pensions and pension commitments PARENT COMPANY Defined contribution based pension scheme The defined contribution based pension scheme covers all full-time and part-time employees and amounts to between 7% and 20% of salary up to 12G (national insurance basic amount). At year-end 2018 one person was covered by the scheme. The contribution charged in the accounts for 2018 amounted to TNOK 150 (excluding National Insurance Contributions).

GROUP (Amounts in NOK 1 000)

The Group companies in Norway have pension schemes which meet the requirements of the Act relating to compulsory occupational pension schemes. Most of existing employees in Group companies in Norway are now transferred from having a defined benefit based pension scheme to having a defined contribution based pension scheme. All new employees are offered a contribution based pension scheme. Most of the Group companies abroad have a defined contribution based pension scheme.

Total pension costs distributed as follows Defined contribution pension Defined benefit pension, incl. AFP Pension costs - discontinued operations Total

2018

2017

34 328

35 238

923

6 083

4 994

6 361

40 245

47 662

Defined contribution based pension scheme The defined contribution based pension scheme covers full-time and part-time employees and amounts to between 7% and 20% of salary up to 12G (national insurance basic amount). The contribution charged in the accounts in 2018 amounted to NOK 34,3 mill. (excluding National Insurance Contributions).

Defined benefit based pension scheme Some companies in the Group have defined benefit pension scheme. The Group pension scheme is funded through the accumulation of pension fund assets in an insurance company or through operations. The scheme gives an entitlement to defined future benefits. In 2018 a total of 72 persons (including pensioners and persons on early retirement) were covered by the benefits based scheme.

2018

2017

635

3 410

Interest expenses on pension entitlements

2 854

2 006

Return on pension fund assets

-3 750

-2 137

1 858

Net pension costs, including National Insurance Contribution Present value of pension entitlements

Accounting effect of estimate divergences and plan changes This yearâ&#x20AC;&#x2122;s change, provision for undercoverage CPA Administration expenses

1 103

926

Pension costs for the year

923

6 083

Pension fund assets/liabilities

2018

2017

Calculated pension commitments

-149 373

- 153 492

91 342

93 127

Pension fund assets (at market value) Unposted effect of estimate divergences

1 188

175

Net pension fund assets/(liabilities)

-56 843

-60 190

of which unfunded obligations

-27 293

- 28 685

2018

2017

Financial assumptions:

Norway

Discount rate

2,60%

2,40%

Anticipated rise in salaries

2,75%

2,50%

Anticipated return on pension fund assets

4,30%

4,10%

Anticipated increase of pensions

2,50%

2,25%

Anticipated rise in pensions, regulation of National Insurance Base rate

2,50%

2,25%

Note 6 Fixed tangible assets GROUP (Amounts in NOK 1 000)

Purchase cost at 01.01. Currency translations differences

Land and real estate

Vehicles, machinery and equipment

Vessels

Total

1 522 866

3 243 688

10 927 093

15 693 646

23 866

1 378

647 918 673 162

Additions

57 293

635 851

219 975

913 120

Disposals

-324 263

-86 734

-410 997

Purchase cost at 31.12.

1 279 763

3 794 183

11,794,986

16 868 931

-35 202

-1 829 374

-4 884 125

-7 071 701

-399

-41 960

-249 122

-291 481

Accumulated depreciation Accumulated write-down Balance sheet value at 31.12. Depreciation

921 162

1 922 848 6 661 739 9 505 749

41 513

220 275

313 525

575 312

Economic lifetime

20-50 years

3-20 years

10 years

25-30 years

Depreciation plan

Linear

Write-down (reversal)

Land & Real Estate: Investments is mainly related to Grieg Seafood and expansion of fish hatcheries in Rogaland and Finnmark and a new operations center in Rogaland. Disposals is related to the sale of the break bulk terminal in Canada, which Grieg Star Group concluded in the first half of 2018. Vehicles, machinery and equipment: Additions is mainly related to equipment for Grieg Seafood’s expansion of fish hatcheries in Finnmark and Rogaland such as aeration systems, algal monitoring and general maintenance. Vessels: Additions is mainly related to Grieg Star Group and the purchase of the semi-open hatch vessel Star Majesty. Financial lease agreements: Grieg Seafood has financial lease agreements on real estate, vehicles, machinery and other equipment, with book value of NOK 412 mill. per 31.12.18 Total depreciation on financial lease agreements in Grieg Seafood in 2018 is NOK 38,9 mill. Estimated total lease amount on financial lease agreements for Grieg Seafood is NOK 400 mill, with NPV of NOK 360 mill.

Note 7 Fixed intangible assets GROUP (Amounts in NOK 1 000)

Purchase cost at 01.01

Licenses

Goodwill

Contracts

Other intangible assets

Total

23 742

1 510 446

4 655

72 6551

1 160 646

173 207

152 852

Currency translations differences

-2 548

3 740

8 835

Additions

67 996

Disposals

10 027

1 226 093

176 946

161 688

28 397

1 593 124

-62 999

-72 685

-129 574

-8 820

-274 078

-89 603

1 163 095

14 659

32 114

19 577

1 229 444

8 389

5 213

9 458

4 420

27 481

Economic lifetime

5-25 years/unlimited

3-20 years

10 years

3-10 years

Depreciation plan

Linear/none

Linear

Purchase cost at 31.12 Accumulated depreciation Accumulated write-down Balance sheet value at 31.12. Depreciation Write-down (reversal)

Contracts: represent excess values related to the vessels’ contracts of affreightment through the participation in the G2 Ocean pool and purchased dividend rights in the Grieg Shipbrokers Group. Other intangible assets relates to logistic systems in Grieg Logistics Group and new digital software solutions in Grieg Investor. Licenses: relates to fish-farming licenses in Grieg Seafood and Rensefiskgruppen. Most licenses have an unlimited economic lifetime, but is subject to a yearly value assessment to determine if write-downs are required.

Note 8 Investments in subsidiaries COMPANY (Amounts in NOK 1 000)

Subsidiary Grieg Maturitas II AS

Registered office

Ownership

Proportion of voting shares, %

Book equity 100%

Book value

Dividend

Bergen

75%

100%

5 114 237

4 0217 96

90 000

Grieg Maturitas II AS, which is owned 75% by Grieg Maturitas AS and 25% by Grieg Foundation, is the common holding company of the Group.

GROUP The consolidated financial statements comprise the company Grieg Maturitas AS and Grieg Maturitas II AS with the following subsidiaries: Directly ownership %

Directly and indirectly ownership %

Proportion of voting shares, %

Bergen

100%

Grieg Logistics AS

Bergen

100%

Grieg Kapital AS

Oslo

100%

Grieg Aqua AS

Bergen

100%

Grieg Shipbrokers KS

Bergen

45%

55%

AS Joachim Grieg & Co

Bergen

100%

Grieg Investor Holding AS

Oslo

45%

80%

Grieg Group Resources AS

Bergen

100%

Grieg Maturitas II AS owns the following companies:

Registered office

Grieg Star Group AS

Ownership %

Proportion of voting shares, %

Bergen

100%

Finnøy

80%

Ryfylke Rensefisk AS

Finnøy

100%

Finnmark Rensefisk AS

Alta

100%

Marin Innovasjon AS

Finnøy

100%

Talgje Rensefisk AS

Finnøy

100%

Lønningdal Rensefisk AS

60%

Austevoll Rensefisk AS

Austevoll

72%

Rogaland Havbrukspark Eiendom AS

Grieg Kapital AS owns the following companies:

Registered office

Grieg Holdings II AS Rensefiskgruppen AS

Finnøy

50%

AS Nestun Uldvarefabrik

Bergen

100%

Silves Odissey Inv. and Techn. Lda.

Portugal

74%

90%

Grieg Gaarden AS

Bergen

100%

Grieghallen Parkering II AS

Bergen

47,52%

Grieghallen Parkering AS

Bergen

Maris Reinvest AS

Oslo

Grieg Star Group AS owns the following companies:

Registered office

Grieg Shipowning AS

100%

93,15%

Ownership %

Proportion of voting shares, %

Bergen

100%

Grieg Shipping II AS

Bergen

100%

Grieg International II AS

Oslo

100%

Grieg Star 2017 AS

Bergen

100%

Grieg Star AS

Bergen

100%

Philippines

100%

Grieg Star Bulk AS

Bergen

100%

Grieg Green AS

Oslo

100%

China

100%

Grieg Shipping III AS

Bergen

100%

Grieg Logistics AS owns the following companies:

Registered office

Ownership %

Proportion of voting shares, %

Scandinavian Harbour Service AS

Tønsberg

100%

Mosjøen Industriterminal AS

Mosjøen

100%

Grieg Connect AS

Kristiansund

100%

Grieg Strategic Services AS

Bergen

100%

Grieg Port Security AS

Bergen

100%

Grieg Aqua owns the following companies:

Registered office

Ownership %

Proportion of voting shares, %

Grieg Seafood ASA

Bergen

50,17%

Grieg Seafood Rogaland AS

Bergen

100%

Grieg Seafood Finnmark AS

Alta

100%

Grieg Seafood Canada AS

Bergen

100%

Grieg Seafood BC Ltd.

Canada

100%

Grieg Star Philippines inc.

Grieg Green Consulting and Advisory Company Limited

Grieg Seafood Hjaltland UK Ltd. Grieg Seafood Shetland Ltd. Ocean Quality AS

60%

Ocean Quality UK Ltd.

100%

Ocean Quality North America Inc.

Canada

100%

Canada

100%

USA

100%

Ocean Quality Premium Brands Inc. Ocean Quality USA Inc.

Bergen

Ownership %

Proportion of voting shares, %

90%

Grieg Shipbrokers KS owns the following companies:

Registered office

Joachim Grieg Star KS

Bergen

Grieg Shipbrokers Ltd.

55%

Grieg Shipbrokers Asia AS

Bergen

100%

Grieg Shipbrokers Asia Pte. Ltd.

Singapore

100%

Grieg Shipbrokers Asia Ltd.

Hong Kong

100%

Ownership %

Proportion of voting shares, %

AS Joachim Grieg & Co. owns the following companies:

Registered office

Grieg Shipbrokers KS

Bergen

10%

Joachim Grieg Star KS

Bergen

10%

Grieg Investor Holding AS owns the following companies:

Registered office

Ownership %

Proportion of voting shares, %

Grieg Investor AS

Oslo

100%

Note 9 Investments in associated companies and joint ventures GROUP (Amounts in NOK 1000)

Addition

Share of profit/loss for the year

Other changes

Book value 31.12

Excess value incl. in book value 31.12.

2 281

-219

9 450

30 000

-2 328

37 122

Bergen

66 588

- 5 694

4 307

76 589

Finnøy

500

78 834

30 000

3 366

Ownership %

Registered office

Book value 01.01

25%

Oslo

2 281

33.33%

Hjelmeland

Grieg Newfoundland AS

40%

G2 Ocean Holding AS

35%

Rogaland Havbrukspark Eiendom AS

50%

Fram Marine AS1 Tytlandsvik Aqua AS2

Sum

- 500 4 312

116 507

- -219

Booked according to the cost method. In 2018, the Group, through Grieg Seafood Rogaland AS, has invested NOK 30 mill. in Tytlandsvik Aqua AS to acquire 16,66 of the company`s shares, now owning a total of 33.33% of the company’s shares. 1

Note 10 Financial items (Amounts in NOK 1000)

Other Financial Income Interest income Gain on sale of investments Other financial income Total financial income

Other Financial Expenses Interest expenses

Parent company 2018 2017

Group 2018

2017

360

932

29 266

25 700

94 691

80 773

86 731

49 745

360

932

210 688

156 217

Parent company 2018 2017 -

Group 2018

2017

268 896

257 857

Write-down of financial fixed assets

Other financial expenses

88 813

22 094

Total financial expenses

357 709

279 951

Note 11 Shareholdings and other investments GROUP (Amounts in NOK 1 000)

Shareholdings and other investments - classified as current assets Company Maris Reinvest / Navico Holding AS

Ownership

Purchase cost

93,15% / 0,18%

60 913

Argentum Investment Partners I Holmen Industri Invest I AS Bryggen Holding AS

7,62%

27 630

26,66%

23 378

7,29%

21 742

17,49%

11 947

FSN Capital Ltd. P.ship II

1,32%

6 764

Voxtra East Africa Agribusiness Fund

5,44%

5 740

F14 Invest AS

1,73%

5 261

DNB Private Equity III ( IS)

1,41%

5 458

Blueye Robotics AS

1,84%

5 000

Rem Nor AS

8,82%

3 000

Utleiebolig AS

Proximar Seafood AS

10%

2 500

Karihaugveien 22 Holding AS

6,70%

1 456

Sahara Forest Project AS

1,34%

1 150

Union Real Estate Fund

1,53%

816

Civita AS

0,31%

180

Total - classified as current assets 1

Acc. write-down 1.1.

Write-down this Book value 31.12. year

182 935

-32 767

12 705

162 873

Ownership

Purchase cost

Acc. write-down 1.1.

15,34%

21 010

2.7%

25,00%

464

25%

100%

1 738

50%

2 235

3 198

28 767

Shareholdings and other investments - classified as fixed assets Company Mercell Holding AS Incentra (co-operative) Grieg Philippines Inc. Star Blue Holding Inc Grieg Star Philippines Inc. GriegMaas AS UACC Ross Tanker DIS Other investments Total - classified as fixed assets 2

Write-down this Book value 31.12. year 21 010

Portfolio investments: the portfolio of investments on the list is valued at the lower of cost price and estimated fair value (market value). The investments are treated as a portfolio where gains and losses are off-set, and the cost price are measured against the estimated fair value on the total portfolio. Investments assessed to have considerable and permanent decrease in value will be removed from the portfolio. 2 Direct share investments: the shares are valued on the basis of the cost method at an individual basis, and written down if fair value is lower than the cost price. Writedowns are reversed when the basis for the write-down no longer exist. 1

Note 12 Inventories and biological assets GROUP (Amounts in NOK 1 000)

Raw materials - fish farming Goods in progress - fish farming Finished goods

2017 94 619

2 226 458

2 025 593

186

32 260

30 454

2 400 345

2 150 716

Bunkers and lube oil Total inventories and biological assets

2018 141 441

Note 13 Receivables due in more than one year GROUP (Amounts in NOK 1 000)

Loan to associated companies Other receivables

2018

2017

207 626

28 033

12 169

20 230

219 795

48 263

Purchase cost

Market value 31.12.2018

Total The increased loan to associated companies due in more than one year is related to a loan to G2 Ocean from Grieg Star.

Note 14 Market based financial investments GROUP (Amounts in NOK 1 000)

Individual shareholdings

15 524

13 217

Mutual funds

128 241

137 991

Bonds

170 079

172 541

Money market funds

341 886

337 457

Total

655 730

661 206

Unrealised loss this year of market based financial investments

109 642

Note 15 Debt payable after 5 years GROUP (Amounts in NOK 1 000)

Long-term debt - maturity more than 5 years

2018

2017

253 789

736 761

Note 16 Mortgages/guarantee liability/restricted funds PARENT COMPANY (Amounts in NOK 1 000)

Restricted deposits related to employees’ tax deduction

2018

2017

172

188

GROUP (Amounts in NOK 1 000)

2018

2017

Restricted deposits related to employees’ tax deduction

28 851

32 188

Debt secured by mortgage (including overdraft facilities)

2018

2017

6 006 617

5 922 420

629 255

509 849

6 635 871

6 432 269

Mortgaged debt - long term Factoring and short term debt Total mortgaged debt Group assets have been given as mortgage security Balance sheet value of mortgaged assets Receivables Vessels and newbuildings Real estate Other assets

2018

2017

957 545

783 146

6 551 072

6 388 909

738 293

643 843

1 913 106

1 490 903

Licences

1 146 839

1 068 552

Inventories

2 367 899

2 117 908

Total

13 674 754

12 493 260

Pledges include shares in subsidiaries. The book value of these shares is 0 in the consolidated accounts. Total guarantee liability Undrawn borrowing facilities

2018

2017

551 720

489 553

1 026 265

609 650

Loan covenants Grieg Star Group (GSG) is per year end 2018 required to have minimum liquid funds of USD 25 mill. A common covenant for all mortgage loans is that GSG must continue to be controlled by the Grieg family and have a book equity ratio >25%. GSG has met its loan covenant commitments throughout the year. In addition to the guarantees listed above, Grieg Shipowning AS is providing guarantees in the amount of USD 47.4m per 31.12.2018 for the Grieg International II AS vessels, and in addition USD 103.5m for the Grieg Shipping II AS vessels. Grieg Shipping II AS is providing guarantees in the amount of USD 10.4m per 31.12.2018 for the Grieg Shipping III AS vessel, and Grieg Shipping II AS and Grieg International II AS is providing guarantees in the amount of USD 43m for Grieg Shipowning AS. The covenants of Grieg Seafood’s credit facility are an equity ratio in excess of 35% (in the Group, excluding Ocean Quality), and a revolving NIBD/ EBITDA ratio of 5.0 if the equity ratio is higher than 40% and 4.5 if the book equity ratio is between 35% and 40%. As at 31 December 2018, the NIBD/ EBITDA for the Group excluding Ocean Quality was 1.3 and the equity ratio was 53%. Consequently, Grieg Seafood fully complies with all covenants at the year-end. A factoring agreement has been concluded with Ocean Quality AS in Norway and UK. Credit-insured receivables are transferred to the factoring companies. This ensures early settlement of receivables. The Group retains the risk relating to trade receivables. Funding received from the factoring company before the counterparty has paid is recognized as factoring liabilities, which is interest-bearing. The factoring agreement includes covenants stipulating minimum book equity in Ocean Quality AS of 12% of the appropriated financing limit. As at 31 December 2018, Ocean Quality AS was in compliance with the covenant.

Note 17 Financial risk he Group is exposed to a range of financial risks; market risk (including currency risk, cashflow interest rate risk, fair value interest rate risk and price risk), Tcredit risk and liquidity risk. The Group make use of financial derivatives to manage the financial risk.

Market risk Several of the Group’s companies hold significant financial investment portfolios, and changes in the value of international securities and interest rates directly affect the valuation of these. The portfolios are managed in accordance with long-term strategies and within defined mandates, also reflecting the Group’s business principles.

Foreign exchange risk A large proportion of the Group’s revenues, assets and liabilities are in foreign currencies, mainly USD and EUR. Changes in foreign exchange rates therefore affect the group accounts presented in NOK. The Group companies have strategies and procedures in place to reduce the exchange rate risk. Grieg Star Group hedges expenditures in currencies other than USD through forward contracts. At 31.12.18 the company had entered into hedging through the use of currency swaps for USD 10,8 mill. Total unrealised MTM value, not recognised in the balance sheet, at 31.12.18 was USD – 0,4 mill. Grieg Shipbrokers had 31.12.18 forward contracts at a total of USD 18,9 mill., where USD 13,7 mill. applies to hedging of reasonable secure transactions. The forward contracts had an unrealized not recognised loss of NOK 6,6 mill. at 31.12.18.

Credit and counterparty risk The Group’s credit risk that counterparties do not have financial ability to meet their obligations is relatively low due to solid customers, a diversified portfolio. Historical losses on receivables have not been significant. The Group strive to mitigate the counterparty credit risk by making use of procedures and systems and developing these on an ongoing basis. In specific parts of the Group with a large customer portfolio, the risk is reduced by maintaining robust procedures for assessing counterparty risk and credit rating.

Liquidity risk The Group constantly monitors liquidity reserves and needs. The Group’s liquidity risk has increased, but strong liquidity and a focus on cash management ensure that there is sufficient liquidity to meet the Group’s obligations when they mature.

Interest rate risk Interest rate risk arises in the short and long term as most parts of the Group’s debt are at a floating rate of interest. A change in interest rates will therefore impact the interest expense. The application of interest rate derivatives increases the predictability of the financing cost. A change in interest rates will also affect the returns on the investment portfolio and the rates on cash deposits. The Group’s strategy is to employ a certain level of hedging using interest rate swap agreements to ensure low volatility in the Group’s interest expenses. Grieg Star Group hedges part of its interest rate exposure. Gains and losses arising from valuation of interest rate swaps in Grieg Star Group are recognised in the same period as the related interest expense. At 31.12.18 the Grieg Star Group held interest rate swap agreements of USD 220 mill. Total unrealised MTM value, not recognised in the balance sheet, was USD – 1,7 mill. Gains and losses arising from interest rate swaps in Grieg Seafood are not subject to hedge accounting and are recognised at the lower of cost and fair value. Grieg Seafood had interest swap agreements totalling NOK 660 mill. at 31.12.18. Unrealized gain attached to these agreements, not recognised in the balance sheet, amounts to NOK 0,9 mill. Interest rate swap agreements have a horizon of 4 years and whether these periods are to be rolled over is a matter of constant evaluation.

Freight rate risk The Group’s ship earnings are to a large extent related to cargo transportation contracts as a considerable share of the shipping activities are of an industrial character. The open hatch fleet’s earnings are to a large extent related to long term cargo contracts. This implies that revenues are less volatile than in the spot market, and that changing market conditions generally have a delayed effect on the results. The group’s dry bulk activity is on the other hand more exposed to general spot market movements.

Salmon prices The Group is also exposed to fluctuations in the spot prices for salmon, which is mainly determined by global supply. Although the effect of changing prices is somewhat reduced through Grieg Seafood’s geographical diversification, the long production cycles makes it challenging to respond rapidly to changing market prices. The effect of price changes is reduced by geographical diversification, but due to the long production cycle it can be difficult to respond rapidly to global trends in market prices. Salmon is primarily traded at spot prices. The price risk is partly hedged through financial sales and purchase contracts.

Note 18 Contingencies and subsequent events The European Commission DG (Director General) Competition performed an inspection at Grieg Seafood Shetland on the 19th of February 2019 to explore potential anti-competitive behavior in the salmon industry. Grieg Seafood aims to be open, transparent and forthcoming and will provide all necessary information requested by the European Commission DG Competition in its investigation. There is no new information as of the Group annual accounts approval date.

Note 19 Taxes PARENT COMPANY (Amounts in NOK 1 000)

Tax expense consists of:

2018

2017

Ordinary result before tax

89 349

415 211

Permanent differences

-89 896

-415 974

Change in temporary differences

-31

Basis of tax payable in profit and loss account

-578

-690

Tax losses carried forward

Basis for payable taxes in the income statement

Change in deferred tax

-114

-177

Tax expense (-income)

-114

-177

2018

2017

Components of the income tax expense Payable tax on this year’s result

Deferred tax Taxable differences

Tax-deductible differences

-50

Tax credit carried forward

-1 268

-690

Basis for deferred tax

-1 194

-647

Deferred tax assets in the balance sheet

262

149

GROUP (Amounts in NOK 1 000)

2018

2017

925 537

671 005

14 585

-425 414

910 952

1 096 419

184 007

-183 034

Change in temporary differences

-451 705

-225 102

Change in tax loss carried forward

-8 788

31 302

Tax expense consists of: Profit before tax Profit before tax, companies subject to shipping tax Profit before tax, companies not subject to shipping tax Permanent differences

Group contribution

Basis of tax payable, companies not subject to shipping tax

634 465

719 586

Tax payable, companies not subject to shipping tax

140 463

174 017

Tax charge in profit and loss account Tax payable Increase / (decrease) in deferred tax

140 463

174 017

100 021

33 344

240 483

207 362

2018

2017

Adjustment prior year Tax charge for the year on ordinary result Tax payable in balance sheet Tax payable, companies not subject to shipping tax Tonnage tax Tax prepaid Other adjustments (treasure trove) Total tax payable in balance sheet Deferred tax Taxable timing differences

137 569

164 743

3 849

3 757

-4 491

-962

1 577

140 456

165 587

2018

2017

2 361 274

2 009 784

Tax-deductible timing differences

72 160

-13 615

Tax loss to be carried forward

-760 157

-748 643

Net timing differences

1 673 277

1 247 526

Deferred tax on net timing differences

397 374

322 883

Unposted deferred tax assets

77 644

86 077

Net deferred tax in balance sheet

475 019

408 960

2018

2017

Norway, companies not subject to shipping tax

-288 417

-305 870

-84 857

-92 427

Companies subject to shipping tax

-386 803

-350 346

Total

-760 077

-748 643

Loss carried forward

Note 20 Equity PARENT COMPANY (Amounts in NOK 1 000)

Equity - Opening Balance Profit of the year Provision for dividend

Share capital

Share premium

Other equity

Total

1 124

409 763

3 653 699

4 064 585

89 463

-90 000

1 124

409 763

3 653 161

4 064 048

Share capital

Share premium

Group reserves

Minority interests

Total

1 124

409 763

3 833 459

2 735 613

6 979 957

Profit for the year

198 930

486 124

685 054

Provision for dividend at year end

-90 000

-37 813

-127 813

Dividend paid during the year

-242 480

Effect of changed ownership in subsidiaries

-3 600

-1 433

-5 033

Currency translation differences

Equity - Closing Balance

GROUP (Amounts in NOK 1 000)

Equity - Opening Balance

145 564

48 093

193 657

Equity transactions 2

906

1 477

2 383

Other changes

698

-260

437

1 124

409 763

4 085 958

2 989 320

7 486 163

Equity - Closing Balance 1

Currency translation differences: this is primarily the effect of converting subsidiaries from local currencies into NOK, and the major effect is from Grieg Star Group.

Equity transactions: the total amount is similar to the OCI (other comprehensive income) from Grieg Seafood ASA in their IFRS financial statements, which is transformed into NGAAP for consolidation purposes in Grieg Maturitas Group. 2

Note 21 Share capital and share information At 31 December 2018 the share capital of Grieg Maturitas AS consisted of 1 123 530 shares of nominal value NOK 1. The share capital consists of the following share classes: Class

Number of shares

Nominal

Book value

A-shares

201 600

1,-

201 600

B-shares

921 930

1,-

921 930

Total

1 123 530

The A class shares carry both voting and dividend rights. The B class shares carry no voting rights, but are entitled to dividends.

1 123 530

The company’s shareholders are as follows:

Ownership %

A-shares

B-shares

Total

PG JR AS

4,37 %

10 480

38 631

49 111

Thomas WG AS

4,50 %

9 980

40 579

50 559

Joachim WG AS

4,50 %

9 980

40 579

50 559

Benedicte WG AS

4,50 %

9 980

40 579

50 559

Nina WG. AS

4,50 %

9 980

40 579

50 559

Salthavn AS

15,63 %

35 224

140 440

175 664

6,74 %

15 176

60 507

75 683

GMC Invest AS

22,37 %

50 400

200 947

251 347

Suletind AS

22,37 %

50 400

200 947

251 347

Capelka AS

10,52 %

118 142

100 %

201 600

921 930

1 123 530

Salthavn Invest AS

Total

Through the companies specified above, the shareholders and their families have control of 100% of the shares in Grieg Maturitas AS.

Note 22 Related parties PARENT (Amounts in NOK 1000)

Transactions

Operating revenue

Operating cost

Financial income*

Financial expenses

Accounts payable

Current receivables*

3 101

221

90 000

90 239

* Dividend from subsidiaries

GROUP (Amounts in NOK 1000)

Members of the board and managing director of the parent company, including their related parties, are with companies in the Group considered as closely related parties. Transactions and intercompany balances with Group companies are eliminated in the Group accounts, and is not mentioned below. Remuneration to directors and managing director, see Note 4.

Associated companies Other related parties Total

Operating revenue

Operating cost

Financial income

Financial expenses

Receivables

Liabilities

1 308 079

2 364

357 048

119 022

40 866

253 671

21 954

17 028

1 348 945

253 671

379 002

136 050

Transactions with related parties are governed by market terms and conditions in accordance with the arm’s length principle.

Note 23 Remuneration to auditor Specification of Group auditor’s fee (Amounts in NOK 1 000)

Auditor Statutory audit (incl. technical assistance annual accounts and notes) Taxation advice

Parent company 2018 2017

Group 2018

2017

6 301

6 424

1 700

578

Other assurance services

494

1 297

Other assistance

1 237

940

9 733

9 239

1 462

1 364

Total (except VAT) The amount above includes remuneration to other auditors with:

grieg.no