Annual General Meetingir.akvagroup.com/investor relations/shareholder... · Group balance 2016 (Amounts in NOK 1 000) Group Note 2016 2015 EQUITY. Equity attributable to equity holders

Your Aquaculture Technology and Service Partner

Annual General MeetingBryne, 10 May 2017


1. Opening of the annual general meeting by the Chairman of the Board and registration of shareholders present


2. Election of chair of the meeting and a person to co-sign the minutes along with the meeting chair


3. Approval of the notice to the meeting and the agenda


4. Ordinary agenda items

4.1. Presentation of business activities by Group chief executive Hallvard Muri


Presentation of Business Activities

Annual General MeetingBryne, 10 May 2017

Hallvard Muri, CEO


Highlights 2016• Total order intake for the year close to 2.0 BNOK, 24 % up from 2015

• Year on year growth in revenue 12.5%

• Total EBITDA 144 MNOK, up from 135 MNOK last year

• Balance sheet KPI’s remains strong

• Acquisition of AD Offshore AS in April and Sperre AS in November

• Dividend of 0.75 NOK per share paid out in September 2016


Strong order intake – solid underlying performance

8

1 2461 425

1 603

201620152014

EBITDA

MNOK

103135 144

2015 20162014

Revenues


High order backlog – solid underlying performance

9

Good market activity and sales so far in the new year

414 385 468586547 493

643 649

412

417437

283

4Q153Q152Q151Q15 1Q16

697

2Q16

822

+54%

4Q16

998

3Q16

886

Order Backlog

254 296 252329

420

63

101250 57

7244

69505

348367

CBT

SW

LBT

+60%

4Q16

561

3Q16

41732

53331

1Q16

441

4Q15

350

2Q163Q152Q151Q15

33

Order Intake

MNOK

Land Based


Group financial profile – remains strong, continued

10

ROCE Equity

One dividend paid in Q3 2016 of total 19.8 MNOK Excluding effect in AKVA group Denmark, the ROCE would be 13.5%

14,7%

3Q15

13,9%

2Q15

15,2%

1Q15

12,3%9,8%

3Q16

12,4%

2Q16

14,0%

1Q16

17,8%

4Q154Q14

14,1%

4Q16

435437460

435428443403398

0

50100

150

200250

300

350

400450

500

0

5

10

15

20

25

30

35

40

45

3Q152Q15

417

39,6%

4Q16

37,1%

2Q161Q16 3Q161Q15

42,8%

4Q14

31,6%

4Q15


AKVA Marine Services AS – our new Farming Services vehicle

11

• The merger of our farming services entities (YesMaritimeAS, Rogaland Sjøtjenester AS and AD Offshore AS) was completed in June 2016

• AKVA group ASA owns 65% of AKVA Marine Services AS

• The acquisition process with Techno Dive announced May 2016 is terminated, but we are actively seeking other strategic opportunities

• We expect the farming services market to grow in the coming years and we expect a consolidation of the players

• AKVA group is well positioned to participate in this development and will pursue several opportunities


Acquisition of Sperre AS – the leading ROV producer

12

• Sperre AS becomes the “center of excellence” in AKVA group in terms of ROV technologies as well as relevant subsea technologies

• AKVA group ASA acquired 66% of Sperre AS. Closing of the transaction took place on November 4th, 2016

• The enterprise value on a 100% basis was 126.9 MNOK

• AKVA group ASA has an option to buy the remaining shares after three years

• The acquisition is paid in cash and was financed with a loan from Danske Bank


Atlantis Subsea Farming AS

13

• Atlantis Subsea Farming AS (the "Company") applied for 6 development licenses the 29(th) of January 2016. The Norwegian Directorate of Fisheries have informed the Company that the Company's concept has progressed another step further in the process to get awarded development licenses.

• The Directorate will go ahead with processing the application limited to 2 licenses, but have rejected the application in terms of the other 4 permits applied for. The Company will consider whether to appeal the decision or not.

The project• Established in partnership with the companies Sinkaberg-Hansen AS and Egersund Net AS – 33.3% of the

shares each on February 1st, 2016

• Purpose of developing submersible fish-farming facilities for salmon on an industrial scale

• Has applied for six development licences to enable large-scale development and testing of the new technology and operational concept

• Through its innovative development work, ATLANTIS aims both to contribute to better and more sustainable use of current farming sites as well as to enable use of more exposed sites than is currently possible. The goal is to achieve production gains and improve fish welfare by submerging the facilities, as they will be far less exposed to the environmental and physical conditions than in a surface position

• Although ATLANTIS represents a significant leap forward in terms of innovation, it is also an objective for the concept to keep costs at a level that helps strengthen the industry's competitive position. The aim is also that the technology and operating methods developed through ATLANTIS can be made available and adopted by the industry relatively quickly

Your Aquaculture Technology and Service Partner14

Q & A


4. Ordinary agenda items contd.

4.2 Approval of the 2016 annual accounts of AKVA group ASA and the Group, and the board's annual report

“The General Meeting resolved to approve the annual accounts for 2016 for AKVA group ASA and the Group, and the board's annual report, including the board's proposal to transfer the profit of 2016 to other equity.”


Group P&L 2016(Amounts in NOK 1 000)

Group Note 2016 2015OPERATING REVENUESRevenues 1 595 385 1 420 712 Other income 7 688 4 626 Total revenues 2,17 1 603 072 1 425 338

OPERATING EXPENSESCost of materials 10 912 869 837 754 Payroll expenses 3 422 104 341 094 Other operating expenses 4,7,11,15,18 123 907 111 332 Total operating expenses 1 458 880 1 290 179

OPERATING PROFIT BEFORE DEPRECIATION AND AMORTIZATION (EBITDA) 144 193 135 159 Depreciation and amortization 7,8 69 156 47 450

OPERATING PROFIT (EBIT) 75 036 87 709

FINANCIAL INCOME AND EXPENSESFinancial income 15,16 4 916 2 984 Financial expenses 15,16 (31 362) (12 603) Net financial income (expense) (26 446) (9 619)

PROFIT BEFORE TAX 48 590 78 090 Taxes 5 20 992 19 690

NET PROFIT FOR THE YEAR 27 598 58 400

NET PROFIT (LOSS) ATTRIBUTABLE TO:Non-controlling interests 98 1 572 Equity holders of AKVA group ASA 27 500 56 828

Earnings per share (NOK) 6 1,06 2,20 Diluted earnings per share (NOK) 6 1,06 2,20


Group balance 2016(Amounts in NOK 1 000)

Group Note 2016 2015NON-CURRENT ASSETS

Deferred tax asset 5 13 316 12 659

Intangible assets and goodwillGoodwill 7 427 340 269 453 Other intangible assets 7 134 795 78 677 Total intangible assets and goodwill 562 135 348 130

Tangible fixed assetsLand and building 8 15 614 13 335 Machinery and equipment 8 134 954 90 160 Total tangible fixed assets 150 568 103 495

Long-term financial assetsInvestments in associated companies 9 4 653 684 Other long-term financial assets 11 1 764 2 063 Total long-term financial assets 6 416 2 747

Total non-current assets 732 436 467 031

CURRENT ASSETS

Inventory 10 186 125 180 677

Receivables Accounts receivables 11,17 259 880 289 216 Prepayments to suppliers 16 11 755 8 925 Other receivables 16 20 211 27 760 Total receivables 291 846 325 902

Cash and cash equivalents 12 165 543 109 517 Total current assets 643 515 616 096

TOTAL ASSETS 1 375 951 1 083 127


Group balance 2016(Amounts in NOK 1 000)

Group Note 2016 2015EQUITY

Equity attributable to equity holders of AKVA group ASA 434 590 424 988 Non-controlling interests 376 3 444

Total equity 13,19,21,22 434 966 428 432

LIABILITIES

Non-current liabilititesDeferred tax liabilities 5 34 564 18 107 Liabilities to financial institutions 14 347 902 187 816 Other long term liabilities 19 86 602 15 495 Total non-current liabilities 469 068 221 418

Current liabilitiesLiabilities to financial institutions 14 29 973 57 818 Trade payables 16 143 343 128 189 Current tax payables 5 21 673 4 223 Public duties payable 27 050 19 341 Prepayments from customers 17 146 954 115 898 Other current liabilities 15 102 924 107 808 Total current liabilities 471 917 433 277

Total Liabilities 940 985 654 695

TOTAL EQUITY AND LIABILITIES 1 375 951 1 083 127


Summary parent company 2016(Amounts in NOK 1 000)

NET (LOSS)/PROFIT AND COMPREHENSIVE(LOSS)/PROFIT FOR THE YEAR 26 251 36 293

ALLOCATION OF PROFIT FOR THE YEARProposed dividend - - Dividens paid 21 -19 376 -25 736 Transferred to other equity 26 251 36 293 Total allocated 6 875 10 557

AKVA group ASAIncome statement 01.01. - 31.12.

(in NOK 1 000)



4.3 Determination of Board members’ remuneration

In accordance with the proposal from the Nomination Committee, the General Meeting resolved that the remuneration to the Board of Directors shall be set as follows:

• Chairman of the board: NOK 275,000 per year• Deputy Chairman: NOK 165,000 per year• The remaining board members: NOK 137,500 per year• Board committee member: NOK 5,500 per meeting• Chair Remuneration Committee NOK 12,000 per year• Chair Audit Committee NOK 22,000 per year

• Employee appointed member: NOK 33,000 per year



4.4 Determination of Nomination Committee members’ remuneration

In accordance with the proposal from the Nomination Committee, the General Meeting resolved that the remuneration shall be set at:

• NOK 25,000 per year to the chairman of the Nomination Committee• NOK 13,000 per year to each of the remaining members



4.5 Approval of auditors’ fees

"The General Meeting approves the auditor's fees of NOK 348.000 for the 2016 accounting year."



4.6 Advisory vote on the board’s guidelines for the remuneration of leading employees

” The General Meeting endorses item 2 of the board's statement on the determination of salary and other remuneration to leading employees of the company."



4.7 Approval of the board's guidelines for share-linked incentive arrangements for leading employees

” The General Meeting approves item 3 of the board's statement on the determination of salary and other remuneration to leading employees of the company."



4.8 Consideration of the board’s statement on corporate governance in accordance with the Norwegian Accounting Act section 3-3 b

"The General Meeting endorses the board's statement on corporate governance, included in the annual report."



4.9 Election of Nomination Committee members

In accordance with the proposal from the Nomination Committee, the General Meeting made the following resolution:

The Nomination Committee shall consist of:

Mr. Eivind Helland, Chair (elected to 2019)Mr. Bjørnar Mikalsen, member (elected to 2019)Mr. Ingvald Fardal, member (elected to 2019)


5. Authorization to increase the share capital

"The board is authorized to increase the company’s share capital by up to NOK 2,583,430, through subscription of new shares. The authorization does not authorize the board to waive the pre-emptive right of shareholders pursuant to section 10-4 of the Public Limited Liability Companies Act (the "Act"), nor carry out a capital increase through payments in non-monetary assets, nor incur special obligations on behalf of the company as set out in section 10-2 of the Act, nor decisions on mergers pursuant to section 13-5 of the Act, and may not be used in connection with the company's option program.

The authorization shall be in force until the earlier of the time of the Annual General Meeting in 2018 and 30 June 2018. This authorization replaces all previous authorizations to the board to increase the company's share capital."


6. Authorization to purchase own shares

"The board is, pursuant to Section 9-2 to 9-4 of the Public Limited Liability Companies Act, authorized to purchase and hold shares in the Company. The shares to be acquired under this authorization shall not be acquired at a higher value than at market terms on a regulated market where the shares are traded, and the minimum and maximum price that may be paid for each share is NOK 1 and NOK 150, respectively.

This authorization may be used one or several times. The maximum face value of the shares which the Company may acquire pursuant to this authorization is in total NOK 645,857 which equals to approximately 2.5 % of the Company's share capital.

Acquisition of shares pursuant to this authorization may only take place if the Company's distributable reserves according to the most recent balance sheet exceed the remuneration for the shares to be acquired. The board is free to determine how the company’s own shares will be acquired and sold, provided an acquisition under this authorization must be in accordance with prudent and good business practice, with due consideration to losses which may have occurred after the balance-sheet date or to such expected losses.

The authorisation shall be in force until the Annual General Meeting in 2018, however, not later than until 30 June 2018. This authorization replaces the authorization to the board to purchase own shares, given by the General Meeting on 10 May 2016."


7. Authorisation to the Board to approve the distribution of dividends

"The board of directors is authorised pursuant to the Public Limited Liability Companies Act § 8-2(2) to approve the distribution of dividends based on the Company annual accounts for 2016. The authorisation also includes distribution in the form of repayment of paid-in-capital.

The authorisation may be used to approve the distribution of dividends up to an aggregated amount of NOK 75,000,000.

The authorisation is valid for dividends from and including the second quarter of 2017 and until the Annual General Meeting in 2018, however, not later than until 30 June 2018.

The board determines from which date the shares will be traded ex-dividend.

This authorization replaces the authorization to the board to approve the distribution of dividends, given by the General Meeting on 10 May 2016."


Documents

Annual General Meetingir.akvagroup.com/investor relations/shareholder... · Group balance 2016 (Amounts in NOK 1 000) Group Note 2016 2015 EQUITY. Equity attributable to equity holders