Financial Statements
Consolidated statement of profit or loss and other comprehensive income for the six months ended 30 June
Amounts in EUR '000 | Notes | 2022 | 2021 | ||
Unaudited | Unaudited | ||||
Revenue from contracts with customers | 185,709 | 246,575 | |||
Operating lease income | 5,585 | 2,698 | |||
Total revenue | 4 | 191,294 | 249,273 | ||
Raw materials | 98,670 | 73,300 | |||
Subcontracted work and other external charges | 17,717 | 101,299 | |||
Logistic and other project related expenses | 11,428 | 16,998 | |||
Direct personnel expenses | 17,650 | 16,723 | |||
Production and general manufacturing expenses | 7,860 | 5,087 | |||
Indirect personnel expenses | 11,299 | 10,430 | |||
Depreciation and amortization | 11,663 | 9,822 | |||
Facilities, housing and maintenance | 2,339 | 1,928 | |||
Selling expenses | 279 | 262 | |||
General expenses | 4,916 | 3,013 | |||
Operating profit | 7,473 | 10,411 | |||
Impairment (losses) / reversals on financial assets | (2) | 2 | |||
Finance costs | (1,074) | (1,198) | |||
Finance costs and impairment losses | (1,076) | (1,196) | |||
Share of profit / (loss) of joint ventures | (21) | - | |||
Profit before tax | 6,376 | 9,215 | |||
Income tax expense | 1,633 | 2,015 | |||
Profit after tax | 4,743 | 7,200 | |||
Attributable to: | |||||
Non-controlling interests | 163 | 166 | |||
Equity holders of Sif Holding N.V. | 4,580 | 7,034 | |||
Profit after tax | 4,743 | 7,200 | |||
Earnings per share | |||||
Number of ordinary shares outstanding | 25,501,356 | 25,501,356 | |||
Basic earnings per share (EUR) | 0.18 | 0.28 | |||
Diluted earnings per share (EUR) | 0.18 | 0.28 |
Interim condensed consolidated statement of financial position as at 30 June
Amounts in EUR '000 | Notes | 30-Jun-2022 | 31-Dec-2021 |
Unaudited | Audited | ||
Assets | |||
Intangible fixed assets | 226 | 477 | |
Property, plant and equipment | 5 | 104,799 | 107,612 |
Right-of-use assets | 107,622 | 104,598 | |
Investment property | 425 | 425 | |
Investments in joint ventures | 94 | 115 | |
Deferred tax assets | 791 | 748 | |
Total non-current assets | 213,957 | 213,975 | |
Inventories | 631 | 612 | |
Contract assets | 6 | 15,926 | 12,944 |
Trade receivables | 7 | 19,092 | 17,927 |
VAT receivable | - | 50 | |
Prepayments | 2,177 | 2,472 | |
Cash and cash equivalents | 57,569 | 73,201 | |
Total current assets | 95,395 | 107,206 | |
Total assets | 309,352 | 321,181 |
Amounts in EUR '000 | Notes | 30-Jun-2022 | 31-Dec-2021 |
Unaudited | Audited | ||
Equity | |||
Share capital | 5,100 | 5,100 | |
Additional paid-in capital | 1,059 | 1,059 | |
Retained earnings | 91,271 | 84,527 | |
Result for the year | 4,580 | 11,590 | |
Equity attributable to shareholder | 102,010 | 102,276 | |
Non-controlling interests | 984 | 821 | |
Total equity | 102,994 | 103,097 | |
Liabilities | |||
Lease Liabilities - non-current | 101,386 | 100,573 | |
Employee benefits - non-current | 369 | 416 | |
Other non-current liabilities | 1,141 | 1,407 | |
Total non-current liabilities | 102,896 | 102,396 | |
Lease Liabilities - current | 7,906 | 5,110 | |
Trade payables | 59,072 | 62,082 | |
Contract Liabilities | 6 | 20,781 | 37,713 |
Employee benefits - current | 2,471 | 2,460 | |
Wage tax and social security | 1,685 | 791 | |
VAT payable | 1,172 | - | |
CIT payable | 2,408 | 2,081 | |
Other current liabilities | 7,967 | 5,451 | |
Total current liabilities | 103,462 | 115,688 | |
Total liabilities | 206,358 | 218,084 | |
Total equity and liabilities | 309,352 | 321,181 |
Consolidated statement of changes in equity for the six months ended 30 June
Amounts in EUR '000 | Share capital | Additional paid-in capital | Retained earnings | Result for the year | Total | Non-controlling interests | Total equity |
Unaudited | Unaudited | Unaudited | Unaudited | Unaudited | Unaudited | Unaudited | |
Balance as at 1 January 2022 | 5,100 | 1,059 | 84,527 | 11,590 | 102,276 | 821 | 103,097 |
Appropriation of result | - | - | 11,590 | (11,590) | - | - | - |
Total comprehensive income | |||||||
Profit for the year | - | - | - | 4,580 | 4,580 | 163 | 4,743 |
Total comprehensive income | - | - | - | 4,580 | 4,580 | 163 | 4,743 |
Transactions with owners of the Company | |||||||
Dividend distributions | - | - | (4,846) | - | (4,846) | - | (4,846) |
Total transactions with owners of the Company | - | - | (4,846) | - | (4,846) | - | (4,846) |
Balance as at 30 June 2022 | 5,100 | 1,059 | 91,271 | 4,580 | 102,010 | 984 | 102,994 |
Balance as at 1 January 2021 | 5,100 | 1,059 | 80,316 | 7,271 | 93,746 | 524 | 94,270 |
Appropriation of result | - | - | 7,271 | (7,271) | - | - | - |
Total comprehensive income | |||||||
Profit for the year | - | - | - | 11,590 | 11,590 | 297 | 11,887 |
Total comprehensive income | - | - | - | 11,590 | 11,590 | 297 | 11,887 |
Transactions with owners of the Company | |||||||
Dividend distributions | - | - | (3,060) | - | (3,060) | - | (3,060) |
Total transactions with owners of the Company | - | - | (3,060) | - | (3,060) | - | (3,060) |
Balance at 31 December 2021 | 5,100 | 1,059 | 84,527 | 11,590 | 102,276 | 821 | 103,097 |
Consolidated cash flow statement for the six months ended 30 June
Amounts in EUR '000 | 2022 | 2021 |
Unaudited | Unaudited | |
Cash flows from operating activities | ||
Profit before tax | 6,376 | 9,215 |
Adjustments for: | ||
Depreciation and amortization of Property, Plant and Equipment and Intangible assets | 7,058 | 7,374 |
Depreciation of right-of-use assets | 4,605 | 2,449 |
Unrealised changes in joint ventures | 21 | 1 |
Impairment (losses) / reversals on financial assets | - | 2 |
Net finance costs | 1,074 | 1,196 |
Changes in net working capital | ||
o Inventories | (19) | (140) |
o Contract assets and liabilities | (19,914) | 80,308 |
o Trade receivables | (1,165) | 620 |
o Prepayments | 160 | (1,934) |
o Trade payables | (3,014) | (25,584) |
Total changes in net working capital | (23,952) | 53,270 |
VAT payable and receivable | 1,222 | 192 |
Initial direct costs on operating lease contracts | (605) | - |
Other financial assets | - | 1,186 |
Employee benefits | (36) | (726) |
Wage tax and social security | 894 | (1,141) |
Other liabilities | 3,607 | (201) |
Government grants received | 516 | 375 |
Income taxes received / (paid) | (1,349) | (2,075) |
Interest received / (paid) | (458) | (440) |
Net cash from operating activities | (1,027) | 70,677 |
Consolidated cash flow statement for the six months ended 30 June (continued)
Amounts in EUR '000 | 2022 | 2021 |
Unaudited | Unaudited | |
Cash flows from investing activities | ||
Purchase of property, plant and equipment | (5,869) | (4,777) |
Acquisition of subsidiaries | - | (578) |
Net cash from (used in) investing activities | (5,869) | (5,355) |
Cash flows from financing activities | ||
Payment of lease liabilities | (3,890) | (3,197) |
Dividends paid | (4,846) | (3,060) |
Net cash from (used in) financing activities | (8,736) | (6,257) |
Net increase / (decrease) in cash and cash equivalents | (15,632) | 59,065 |
Cash and cash equivalents at 1 January | 73,201 | 2,645 |
Cash and cash equivalents at 30 June | 57,569 | 61,710 |
1 Reporting entity
Sif Holding N.V. (the Company) is a company domiciled in the Netherlands. The Companys registered office is at Mijnheerkensweg 33, Roermond. These interim condensed consolidated financial statements comprise the Company and its subsidiaries (collectively the Group and individually Group companies).
The Group is primarily involved in the manufacturing of metal structures, parts of metal structures, pipes, pipe structures, components for the offshore industry and foundation piles for offshore wind farms.
2 Basis of preparation
These interim condensed consolidated financial statements for the period ended 30 June 2022 have been prepared in accordance with International Financial Reporting Standards IAS 34 (Interim Financial Reporting) as adopted by the European Union (EU-IFRS).
The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements as at 31 December 2021.
The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 31 December 2021, except for the adoption of new standards effective as of 1 January 2022. The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
The interim condensed consolidated financial statements have been prepared on a historical cost basis, except for investment property that have been measured at fair value. The Groups consolidated financial statements are presented in EUR (000), which is also the Companys functional currency, if not stated otherwise. All values are rounded to the nearest thousands (EUR 000) on individual line items which can result in minor rounding differences in sub-totals and totals, except when otherwise indicated. The interim condensed consolidated financial statements have not been audited.
Management estimates and judgements
The preparation of the Groups interim condensed consolidated financial statements requires management to make estimates and assumptions. To make these estimates and assumptions, the Group uses factors such as experience and expectations about future events that are reasonably expected to occur given the information that is currently available. These estimates and assumptions are reviewed on an ongoing basis.
Revisions of accounting estimates and assumptions, or differences between accounting estimates and assumptions and the actual outcomes, may result in adjustments to the carrying amounts of assets and liabilities, which would be recognised prospectively.
Contract assets and liabilities
Revenues from contracts with customers and direct costs are recognised in the statement of profit or loss in proportion to the satisfaction over time of each performance obligation. The satisfaction is assessed based on the actual hours incurred compared with the estimated hours needed to complete the full performance obligation. In addition, management estimates at each reporting date the total expected costs to be incurred for each individual performance obligation and adjustments are made where appropriate.
Leases determination of lease term of contracts with options
The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Group applies judgement in evaluating whether it is reasonably certain to exercise the option to terminate or extend the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew or to terminate (e.g., a change in business strategy).
In previous years, the Group entered into a lease agreement with Havenbedrijf Rotterdam N.V. for the lease of three plots in the Rotterdam harbour. The leases contractually end as per 1 July 2041 and the plots are cancellable as per 1 July 2031.
Jubilee scheme
The costs of the jubilee scheme are calculated according to actuarial methods. The actuarial method uses assumptions about discount rates, future salary increases, and retention rates. Such estimates are very uncertain, owing to the long-term nature of the scheme. The assumptions used are reviewed each reporting date.
3 New and amended standards and interpretations
Amendments to IAS 16 Property, plant and equipment Proceeds before intended use
The amendments prohibits entities deducting from the cost of an item of property, plant and equipment, any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognises the proceeds from selling such items, and the costs of producing those items, in profit or loss.
Companies are required to apply the amendment to annual reporting periods beginning on or after 1 January 2022. The amendment must be applied retrospectively but only to items of property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after the beginning of the earliest period presented in the financial statements in which the entity first applies the amendments.
These amendments had no impact on the interim condensed consolidated financial statements of the Group.
Amendments to IAS 37 Provisions, contingent liabilities and contingent assets onerous contractscost of fulfilling a contract
The amendments specify which costs an entity needs to include when assessing whether a contract is onerous or loss-making. The amendments apply a directly related cost approach. The costs that relate directly to a contract to provide goods or services include both incremental costs (e.g., the costs of direct labour and materials) and an allocation of costs (e.g., depreciation of equipment used to fulfil the contract as well as costs of contract management and supervision) directly related to contract activities. General and administrative costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under the contract.
These amendments had no impact on the interim condensed consolidated financial statements of the Group.
Amendments to IFRS 3 Business combinations References to the conceptual framework
The amendments replaced the reference to an old version of the IASBs Conceptual Framework (the 1989 Framework) with a reference to the current version issued in March 2018 (the Conceptual Framework). The amendments further added an exception to the recognition principle in IFRS 3. That is, for liabilities and contingent liabilities that would be within the scope of IAS 37 or IFRIC 21, if incurred separately an acquirer would apply IAS 37 or IFRIC 21, respectively, instead of the Conceptual Framework, to identify the obligations it has assumed in a business combination. The amendment further added an explicit statement in the standard that an acquirer cannot recognise contingent assets acquired in a business combination.
Since the Groups practice was already in line with the amendments, the amendments had no impact on the interim condensed consolidated financial statements of the Group.
4 Operating segments
The following table presents revenue and profit information for the Groups operating segments for the six months ended 30 June 2022 and 2021, respectively.
Amounts in EUR '000 | 2022 | 2021 | ||||||
Wind | Marshalling | Other | Total | Wind | Marshalling | Other | Total | |
- Revenue from contracts with customers | 181,547 | 1,136 | 3,026 | 185,709 | 243,081 | 1,343 | 2,151 | 246,575 |
- Operational lease income | - | 4,782 | 803 | 5,585 | - | 1,915 | 783 | 2,698 |
Total revenue | 181,547 | 5,918 | 3,829 | 191,294 | 243,081 | 3,258 | 2,934 | 249,273 |
Segment contribution | 54,478 | 5,402 | 3,599 | 63,479 | 53,739 | 1,063 | 2,874 | 57,676 |
Gross profit | 31,265 | 5,389 | 1,315 | 37,969 | 33,478 | 1,038 | 1,350 | 35,866 |
Indirect personnel expenses | (11,299) | (10,430) | ||||||
Depreciation and impairment | (11,663) | (9,822) | ||||||
Facilities, housing & maintenance | (2,339) | (1,928) | ||||||
Selling expenses | (279) | (262) | ||||||
General expenses | (4,916) | (3,013) | ||||||
Net finance costs | (1,076) | (1,196) | ||||||
Joint ventures | (21) | - | ||||||
Total profit before tax | 6,376 | 9,215 |
The depreciation and impairment expenses includes an amount of EUR 1.9 million (2021: EUR 0.8 million), which is related to the capitalised ground lease expenses for the logistical area (EUR 0.8 million, 2021: EUR 0.8 million) and initial direct costs for an operational lease contract (EUR 1.1 million, 2021: nihil) in the Marshalling segment (under IFRS 16).
The increase in the general expenses is mainly attributable to the expenses incurred related to the expansion plans (EUR 2.0 million, 2021: EUR 0.4 million).
Definitions for applied segments
For management purposes, the Group is organised into divisions based on its products and services and has three operating segments:
- Wind, which produces and delivers monopiles, transition pieces or other foundation components for the off-shore wind industry;
- Marshalling, which includes renting-out of logistical area and facilities and the delivery of logistical services to customers, mainly in the off-shore wind industry
- Other.
These divisions offer different products and services, and require different technology and target different markets.
Reconciliations of information on reportable segments to IFRS measures
The Groups revenues do not have a seasonal pattern. Finance income, finance costs, taxes and fair value gains and losses on certain financial assets and liabilities are not allocated to individual segments as these are managed on an overall group basis. Total assets, which are all located in the Netherlands, are not allocated to individual segments as these are managed on an overall group basis.
5 Property, plant and equipment
During the six months ended 30 June 2022, the Group acquired assets with a cost of EUR4.0 million (the six months ended 30 June 2021 EUR 6.0 million). All acquisitions are related to assets under construction (the six months ended 30 June 2021 EUR 6.0 million).
6 Contract assets and liabilities
Amounts in EUR '000 | 30-Jun-2022 | 31-Dec-2021 |
Contract assets | 15,926 | 12,944 |
Contract liabilities | (20,781) | (37,713) |
(4,855) | (24,769) | |
Expenses incurred including realized profit to date | 1,004,341 | 831,510 |
Invoiced terms | (1,009,196) | (856,279) |
(4,855) | (24,769) |
Management periodically reviews the valuation of work in progress based on project agreements, project results till date and estimates of project expenses to be incurred. Each period end management assesses the status of the projects and takes into consideration all aspects in order to finalize the projects in line with contractual agreement and relating contingencies, such as potential upward or downward adjustment in the projected estimates, and accounts for them accordingly. Due to changes in estimates, fluctuations in the anticipated project result can occur over the contract term.
At balance sheet date management made a reassessment of the applicable variable considerations related to liquidated damages in projects in progress. This resulted in a total increase in transaction price amounting to EUR 2.2 million.
The contract assets concern all projects in progress for which the incurred expenses, including realized profit and project losses to date (if any), exceed the terms invoiced to customers. The contract liabilities concern the balances of all projects in progress for which the invoiced terms exceed expenses incurred plus recorded profit minus project losses if any. The negative balance position is the result of regular invoiced installments. In addition, the estimated bond costs for completed contracts which are expected to be incurred within 12 months after balance sheet date are recorded as part of the contract liabilities, which amount to EUR 0.7 million at 30 June 2022 (31 December 2021: EUR 0.7 million).
Both the contract assets and contract liabilities predominantly have durations shorter than 12 months and are therefore considered to be current.
7 Trade Receivables
At 30 June 2022 no amount of the total open balance refers to related parties.
8 List of subsidiaries
Included in the interim condensed consolidated financial statements are the following subsidiaries:
Name | Location | Share in issued capital % |
Sif Property B.V. | Roermond | 100 |
Sif Netherlands B.V. | Roermond | 100 |
Sif Japan K.K. | Tokyo | 95 |
Twinpark Sif BV | Roermond | 60 |
Zonnepanelen Maasvlakte B.V. | Rotterdam | 100 |
KCI The Engineers B.V. | Schiedam | 100 |
9 Off-balance sheet commitments
Commitments for the purchase of property, plant and equipment and raw materials
At 30 June 2022, the Groups commitments for the purchase of property, plant and equipment amounts to EUR 5.2 million (per 31 December 2021: EUR 1.1 million) relating to the purchase of property, plant and equipment items. The commitments for raw materials amounts to EUR 177.9 million (per 31 December 2021: EUR 287.9 million) and commitments for subcontracting amounts to EUR 9.4 million (per 31 December 2021: EUR 16.8 million).
Guarantee facilities
At 30 June 2022 guarantee facilities of the Group can be specified as follows:
Name | Type | 30 June 2022 | 31 December 2021 | ||
Amounts in EUR '000 | Total facility | Used | Total facility | Used | |
Euler Hermes S.A. / Tokio Marine Europe S.A. | General | 130,000 | 97,209 | 130,000 | 127,929 |
Coperatieve Rabobank U.A. | General | 40,000 | 11,255 | 40,000 | 11,255 |
ING Bank N.V. | General | 40,000 | 33,623 | 40,000 | 33,623 |
ABN AMRO Bank N.V. | General | 40,000 | 18,333 | 40,000 | 27,589 |
Coperatieve Rabobank U.A. | Project | - | - | 3,604 | 3,604 |
ING Bank N.V. | Project | - | - | 3,604 | 3,604 |
Total | 250,000 | 160,420 | 257,208 | 207,604 |
The Group is jointly and severally liable for all amounts to which Euler Hermes S.A., Tokio Marine Europe S.A., ING Bank N.V., ABN Amro Bank N.V. and Coperatieve Rabobank U.A. have a right to claim in relation to the above mentioned guarantees. The former shareholder is also jointly and severally liable for all amounts of the pending guarantees which have been provided before 12 May 2016.
10 Dividend
In 2022 the Group did pay out a dividend related to financial year 2021 amounting to EUR 4.8 million (in 2021 over 2020: EUR 3.1 million).
11 Events after the reporting period
The FID for the expansion plan, which was planned in July 2022, has been suspended until further notice. Reference is made to Message from CEO Fred van Beers for further information.
In addition to the above, there were no material events after 30 June 2022.
Roermond, XX August 2022
The Board of Directors:
G.G.P.M. van Beers
B.J. Meijer