icon-casualty

+44 (0)20 7264 3250

Casualty Response

Get emergency support now

Mandatory notification of trade – primary insider

Oslo, 29 March 2020:

The following primary insiders have bought shares in AqualisBraemar ASA (“AqualisBraemar”):

Abaci Invest AS, a company controlled by Ole Fegth, has bought 6,563 shares in AqualiBraemar, at an average price of NOK 2.40 per share. Ole Fegth provides accountancy services to AqualisBraemar.

Following the transaction, Ole Fegth and his close associates holds 31,563 shares in AqualisBraemar, representing 0.004% of the outstanding share capital.

This information is subject to disclosure requirements pursuant to section 4-2 of the Norwegian Securities Trading Act.

AqualisBraemar awarded major contract for offshore wind engineering services

Offshore Wind Consultants Ltd (“OWC”), a wholly owned subsidiary of AqualisBraemar ASA (“AqualisBraemar” or the “Company”), has entered into a contract to provide engineering services for an offshore wind development project on the UKCS with an undisclosed client.

The contract is for a term of approximately three years, and the scope of work includes Owners Engineering and Project Development Support. The revenue under the awarded contract over the full term is expected to exceed USD 6 million.

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) is a public listed company that, through its subsidiaries and associates, offers adjusting, marine, offshore and renewables consultancy services to the energy, shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 48 offices located across 5 continents in 31 countries. AqualisBraemar ASA operates under three distinct brands globally:

  • AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
  • AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
  • Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

This press release may include “forward-looking statements”. These statements may be identified by the use of words like “anticipate”, “believe”, “estimate”, “expect”, “intend”, “may”, “plan”, “project”, “will”, “should”, “seek” and similar expressions and may refer to, amongst other topics, capital expenditure, cash flows, costs, growth, performance, profits, sales, acquisitions, and strategy. Any such statements reflect our views as of the date made and are subject to risks and uncertainties. We disclaim any responsibility to update forward-looking statements.

This information is subject of the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.

Aqualis Offshore AS challenges corporate fine from Økokrim

Aqualis Offshore AS, a Norwegian subsidiary, has received a penalty charge notice of NOK 1.6 million from Økokrim public prosecutors’ office regarding an alleged violation in 2017 of the Norwegian pollution control act concerning transportation of waste for recycling across national borders, specifically related to the vessel Tide Carrier. Aqualis Offshore contests the charges. Økokrim has also advised that it will raise the fine to NOK 2.0 million if Aqualis Offshore rejects the fine and the case is brought to court.

The penalty charge relates to a marine warranty survey conducted by Aqualis Offshore in 2017 on the vessel Tide Carrier in Kvinnherad, Norway. Prior to its departure, whilst crew were reportedly undertaking some anciliary equipment overhauls, the vessel dragged its anchor during the onset of a storm and was subsequently towed to Gismarvik quay where it was placed under arrest. After investigation, Økokrim charged and fined the vessel’s commercial manager for attempting to illegally export hazardous waste to Pakistan. In issuing the penalty charge notice to Aqualis Offshore, Økokrim claims that Aqualis Offshore aided this attempt.

Aqualis Offshore strongly opposes Økokrim’s assessment of its role in the case. As an independent technical surveyor, Aqualis Offshore is not involved with decisions about where shipowners trade their vessels nor is responsible for ensuring shipowners comply with their legal obligations. With this penalty charge notice, Økokrim attempts to hold Aqualis Offshore legally accountable for destination decisions and processes that are outside the company’s influence and control.

“Økokrim’s charge against Aqualis Offshore can be compared with trying to hold a licensed automotive workshop responsible for where a car owner decides to drive their car following the completion of a periodic motor vehicle inspection (EU control/MOT test),” says CEO David Wells.

Aqualis Offshore believes that a full court hearing will prove that the company acted diligently in connection with the company’s marine warranty assignment, and that Økokrim is trying to hold Aqualis Offshore legally accountable for matters the company has no influence over. As the case will now go to court, further comments on this matter will currently not be provided.

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) is a public listed company that, through its subsidiaries and associates, offers adjusting, marine, offshore and renewables consultancy services to the energy, shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 48 offices located across 5 continents in 31 countries. AqualisBraemar ASA operates under three distinct brands globally:

  • AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
  • AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
  • Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

Q4 2019 financial results

February 27, 2020 – AqualisBraemar’s 2019 fourth quarter results

Highlights Q4 2019

  • Revenues of USD 18.8 million (Q3 2019: USD 18.0 million. Q4 2018: USD 19.6 million pro-forma combined, USD 9.8 million Aqualis stand-alone)
  • Operating profit (EBIT) of USD 0.4 million (Q3 2019: USD -0.2 million. Q4 2018: USD 0.9 million Aqualis stand-alone)
  • Billing ratio of 69%
  • Quarterly improvement driven primarily by offshore activity in Middle East and Americas
  • Integration progressing on track – cost synergy estimate of USD 2.5 million maintained
  • Robust financial position with cash balance of USD 10.9 million
  • Proposed dividend of NOK 0.2 per share, moving to semi-annual schedule

Highlights full year 2019

  • Fulfilled long term strategic goal to expand into insurance services through transformative acquisition of Braemar Technical Services (BTS), creating AqualisBraemar
  • Pro-forma combined revenue of USD 73.4 million (2018: USD 76.0 million pro-forma combined, USD 36.2 million 2018 Aqualis stand-alone)
  • Pro-forma combined adjusted EBIT of USD 0.7 million (2018: USD 1.2 million pro-forma combined)
  • Weak start of 2019, but positive trend towards second half
  • Continued strong growth in renewables – organic revenue growth of 46% year-on-year

David Wells, CEO of AqualisBraemar ASA (“AqualisBraemar” or the “Company”) commented:

“2019 was an important and transformative year for AqualisBraemar. The acquisition of Braemar Technical Services roughly doubled the size of the company and improved our offering to our clients, who now benefit from a broader suite of services and increased geographical footprint. The transaction was also an important step forward to consolidate our industry. The integration is on track and progressing well quarter by quarter.

OWC, our renewables arm, had a strong year delivering annual organic revenue growth of 46%. We continue to see increasing demand for OWC’s expertise and anticipate continued high growth in 2020, albeit at a lower rate than 2019.

In the fourth quarter, we saw improvements across most segments. Middle East and Americas delivered the highest sequential growth in revenue and EBIT, primarily driven by increased offshore activity.

The year has started positively across our businesses, but tail risk has increased due to COVID-19 and potential impact on economic activity. Activity in China will be significantly affected in the first half of the year.

Finally, we are happy to announce that the Board has proposed resuming dividend payments on a new semi-annual schedule. Our shareholders supported the Company in connection with the BTS transaction, and we are pleased to start paying back that trust.”

A presentation of the fourth quarter 2019 results is scheduled today at 08:00 am CET at Danske Bank, Bryggetorget 4, Oslo. The event will be webcasted live and available for replay shortly after. To watch the webcast over the internet, please visit our webcasts page at least 10 minutes early to register and to download and install any necessary software.

Downloads

Q4 2019 Presentation

Q4 2019 Report

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) is a public listed company that, through its subsidiaries and associates, offers adjusting, marine, offshore and renewables consultancy services to the energy, shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 48 offices located across 5 continents in 31 countries. AqualisBraemar ASA operates under three distinct brands globally:

  • AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
  • AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
  • Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

Invitation to presentation of Q4 2019 results

AqualisBraemar ASA (“AqualisBraemar”) will release its fourth quarter 2019 results on Thursday, February 27, 2020 at approximately 07:00 am Central European Time (CET).

A presentation of the quarterly results is scheduled the same day at 08:00 am CET at Danske Bank, Bryggetorget 4, Oslo. The event will be webcasted live and available for replay shortly after. To watch the webcast over the internet, please visit AqualisBraemar’s website, www.aqualisbraemar.com, at least 10 minutes early to register and to download and install any necessary software.

The earnings release concerning the fourth quarter 2019 results and a corresponding slide presentation will be posted on www.newsweb.no and on AqualisBraemar’s website www.aqualisbraemar.com.

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) offers independent consultancy services to the offshore energy (oil & gas and renewables), shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 33 countries worldwide. AqualisBraemar ASA operates under three brands:

  • AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
  • AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
  • Offshore Wind Consultants: an independent consultancy to the offshore renewables sector

Financial Calendar

Financial calendar for AqualisBraemar ASA

FINANCIAL YEAR 2019

27.02.2020 – Quarterly Report – Q4

FINANCIAL YEAR 2020

27.08.2020 – Half-yearly Report
07.05.2020 – Annual Report
10.06.2020 – Annual General Meeting

28.05.2020 – Quarterly Report – Q1
29.10.2020 – Quarterly Report – Q3

This information is published pursuant to the requirements set out in the Continuing obligations.

Primary insider notice

The following primary insiders have today bought shares in AqualisBraemar ASA (“AqualisBraemar”):

Gross Management AS, a company controlled by Glen Rødland, Chairman, has bought 540,000 shares at an average price of NOK 4.20 per share. Following the transaction, Rødland and his close associates hold 10,024,777 shares in AqualisBraemar, representing 14.2% of the outstanding share capital.

Haakon Brandrud, Director of Strategy and Corporate Development, has bought 60,000 shares at an average price of NOK 4.20 per share. Following the transaction, he holds 185,200 shares and 135,000 share options in AqualisBraemar.

This information is subject to disclosure requirements pursuant to section 4-2 of the Norwegian Securities Trading Act.

Primary insider notice

The following primary insiders have today bought shares in AqualisBraemar ASA (“AqualisBraemar”):

Gross Management AS, a company controlled by Glen Rødland, Chairman, has bought 116,781 shares in Aqualis, at an average price of NOK 3.58 per share. Following the transaction, Rødland and his close associates holds 9,484,777 shares in AqualisBraemar, representing 13.5% of the outstanding share capital.

Haakon Brandrud, Director of Strategy and Corporate Development, has bought 15,200 shares at an average price of NOK 3.58 per share. Following the transaction, he holds 125,200 shares and 135,000 share options in AqualisBraemar.

This information is subject to disclosure requirements pursuant to section 4-2 of the Norwegian Securities Trading Act.

Financial calendar

Financial calendar for AqualisBraemar ASA

FINANCIAL YEAR 2019

27.02.2020 – Quarterly Report – Q4

FINANCIAL YEAR 2020

27.08.2020 – Half-yearly Report
07.05.2020 – Annual Report
10.06.2020 – Annual General Meeting

21.05.2020 – Quarterly Report – Q1
29.10.2020 – Quarterly Report – Q3

This information is published pursuant to the requirements set out in the Continuing obligations.

Employee share option program

Oslo, 20 December 2019 – The Board of Directors of AqualisBraemar ASA (the “Company”) has implemented a long-term incentive plan (the “LTIP”) aimed to align the interests of the participating employees with those of the Company’s shareholders.

Under the LTIP, the Company has granted a total of 8,505,000 share options to selected employees, where each option will give the holder the right to acquire one share in AqualisBraemar ASA. The options are granted without consideration. The grant of options is based on the authorization granted by the annual general meeting on 11 June 2019 to issue new shares in connection with the Company’s employee incentive program.

The exercise price for the options is NOK 3.96, equal to the issue price in the rights issue and private placement completed on 9 July 2019. The options will vest and become exercisable on 11 June 2022, three years after the authorization granted by the annual general meeting. All unexercised options will expire nine months after vesting. Exercise periods will be set by the Company.

The options are non-tradable and conditional upon the option holder being employed by the Company and not having resigned prior to exercise.

Subject to certain conditions, the option holders are obligated to reinvest 25 percent of the pre-tax net gain on the options in AqualisBraemar shares, and to hold these shares for up to three years following exercise. One third of these shares will be released from this obligation for every year following exercise.

The Board of Directors may choose to settle the options by way of cash settlement in lieu of issuing new shares. Exercise terms may be reasonably adjusted by the Board of Directors in the event of dividend payments, share splits or certain other events relating to the equity share capital of the Company.

Primary insiders in the Company have received the following option grants, according to the terms described above:

Kim Boman, CFO, has been granted 135,000 share options. Following the grant, he holds 605,000 shares and 135,000 share options in the Company.

Reuben Segal, COO, has been granted 135,000 share options. Following the grant, he holds 1,502,923 shares and 135,000 share options in the Company.

Bader Diab, Regional MD Americas, has been granted 135,000 share options. Following the grant, he holds 1,001,302 shares and 135,000 share options in the Company.

Rodger Dickson, Group MD Rig Moving & Offshore Operations, has been granted 135,000 share options. Following the grant, he holds 619,500 shares and 135,000 share options in the Company.

Geoff Jones, Group MD Adjusting, has been granted 90,000 share options. Following the grant, he holds 90,000 share options in the Company.

Ben Lazenby, Regional MD Middle East & India, has been granted 135,000 share options. Following the grant, he holds 187,550 shares and 135,000 share options in the Company.

Mark Lomas, Regional MD Europe & Africa, has been granted 135,000 share options. Following the grant, he holds 135,000 share options in the Company.

Mark McGurran, Group MD Marine, has been granted 135,000 share options. Following the grant, he holds 135,000 share options in the Company.

Will Cleverly, Managing Director OWC, has been granted 135,000 share options. Following the grant, he holds 31,717 shares, 135,000 share options with exercise price NOK 3.96 and 30,000 share options with exercise price NOK 6.75.

Amish Sanghavi, Finance Director, has been granted 90,000 share options. Following the grant, he holds 330,553 shares and 90,000 share options in the Company.

David Brand, Finance Director, has been granted 90,000 share options. Following the grant, he holds 90,000 share options in the Company.

Haakon Brandrud, Director of Strategy and Corporate Development, has been granted 135,000 share options. Following the grant, he holds 110,000 shares and 135,000 share options in the Company.

Stuart Mill, Group Commercial Director, has been granted 90,000 share options. Following the grant, he holds 165,766 shares and 90,000 share options in the Company.

Santosh George, Group QHSE Director, has been granted 90,000 share options. Following the grant, he holds 253,325 shares and 90,000 share options in the Company.

Andreas Theophanatos, Director South Americas, has been granted 90,000 share options. Following the grant, he holds 619,747 shares and 90,000 share options in the Company.

Lisa Zaman, Group Operations & HR Director, has been granted 45,000 share options. Following the grant, she holds 45,000 share options in the Company.

Primary insider holdings above include indirect holdings and close associates.

Investors and financial media

Kim Boman, CFO, AqualisBraemar ASA
Telephone: +47 959 63 912

Other media enquiries

Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About AqualisBraemar ASA

AqualisBraemar ASA (OSE: Aqua) offers independent consultancy services to the offshore energy (oil & gas and renewables), shipping and insurance industries. The group employs specialist engineers, naval architects, master mariners, loss adjusters and technical consultants in 33 countries worldwide. AqualisBraemar ASA operates under three brands:

  • AqualisBraemar: a leading adjusting, marine and offshore consultancy to the energy, shipping and insurance industries
  • AqualisBraemar Yacht Services: a specialised marine consultant to the superyacht market
  • Offshore Wind Consultants: an independent consultancy to the offshore renewables sector