UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of August 2024
Commission File Number: 001-36810
EURONAV NV
De Gerlachekaai 20
2000 Antwerpen
Belgium
+32-3-247-44-11
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or
Form 40-F.
Form 20-F ý Form 40-F ¨
EXPLANATORY NOTE
This report on Form 6-K/A amends the report on Form 6-K filed by Euronav NV (the “Company”) on August
9, 2024 (the “Form 6-K”), solely to (i) correct the inadvertent omission of the date on the signature page of
the Form 6-K and (ii) include certain incorporation by reference language in the section entitled
"INFORMATION CONTAINED IN THIS FORM 6-K REPORT". No other changes to the Form 6-K or the
unaudited financial information of the Company included therein were made.
INFORMATION CONTAINED IN THIS FORM 6-K/A REPORT
•Cautionary statement regarding forward-looking statements;
•Condensed consolidated interim financial statements for the six-month period ended June 30, 2024:
◦Condensed consolidated statement of financial position;
◦Condensed consolidated statement of profit or loss;
◦Condensed consolidated statement of comprehensive income;
◦Condensed consolidated statement of changes in equity;
◦Condensed Statement of Cash Flows; and
•Notes to the condensed consolidated interim financial statements;
•Signatures.
This Form 6-K/A supersedes and replaces the Form 6-K in its entirety and the information contained in
this Report on Form 6-K/A is hereby incorporated by reference into the Company's registration
statement on Form F-3 (File No. 333-272785) that was filed with the U.S. Securities and Exchange
Commission effective June 20, 2023.
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
Matters discussed in this report may constitute forward-looking statements. The Private Securities
Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to
encourage companies to provide prospective information about their business. Forward-looking
statements include statements concerning plans, objectives, goals, strategies, future events or
performance, and underlying assumptions and other statements, which are other than statements of
historical facts.
We desire to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of
1995 and are including this cautionary statement in connection therewith. This report and any other
written or oral statements made by us or on our behalf may include forward-looking statements, which
reflect our current views with respect to future events and financial performance, and are not intended to
give any assurance as to future results. When used in this document, the words “believe,” “expect,”
“anticipate,” “estimate,” “intend,” “seek”, “plan,” “target,” “project,” “potential”, “continue”, “contemplate”,
“possible”, “likely,” “may,” “might”, “will,” “would,” “could” and similar expressions, terms, or phrases may
identify forward-looking statements.
These forward-looking statements are not historical facts, but rather are based on current expectations,
estimates, assumptions and projections about the business and our future financial results and readers
should not place undue reliance on them. The forward-looking statements in this report are based upon
various assumptions, many of which are based, in turn, upon further assumptions, including without
limitation, management’s examination of historical operating trends, data contained in our records and
other data available from third parties. Although we believe that these assumptions were reasonable
when made, because these assumptions are inherently subject to significant uncertainties and
contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure
you that we will achieve or accomplish these expectations, beliefs or projections.
In addition to important factors and matters discussed elsewhere in this report, and in the documents
incorporated by reference herein, important factors that, in our view, could cause our actual results and
developments to differ materially from those discussed in the forward-looking statements may include but
are not limited to:
•The strength of world economies and currencies;
•General market conditions, including but not limited to the market for crude oil and for our tankers,
fluctuations in charter rates and vessel values;
•The supply of and demand for vessels comparable to ours, including against the background of
possibly accelerated climate change transition worldwide which would have an accelerated negative
effect on the demand for oil and thus transportation;
•International sanctions, embargoes, import and export restrictions, nationalizations, piracy, terrorist
attacks and armed conflicts, including the recent conflict between Russia and Ukraine and the conflict
between Israel and Hamaz affecting the Red Sea;
•Availability of financing and refinancing, as well as the Company’s ability to obtain such financing or
refinancing in the future at acceptable rates as well as to comply with the restrictive and other
covenants in our financing arrangements;
•Our ability to secure available and future grants and subsidies;
•Our business strategy and other plans and objectives for growth and future operations, including
planned and unplanned capital expenditures;
•Possible acquisitions, business strategy and expected capital spending or operating expenses,
including drydocking, surveys, upgrades and insurance costs;
•Our ability to generate cash to meet our debt service obligations;
•Our levels of operating and maintenance costs, including bunker prices, drydocking and insurance
costs;
•Potential liability from pending or future litigations;
•Significant decrease in spot charter rates that could impact our profitability;
•Environmental, Social and Governance (ESG) expectations of investors, banks and other stakeholders
and related costs related to compliance with ESG measures;
•Availability of skilled workers and the related labor costs;
•Increased fuel costs or bunker prices;
CMB.TECH & Euronav | Financial Report 2024 |
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•The failure to protect our information systems against security breaches, or the failure or unavailability
of these systems for a significant period of time;
•Potential cyber-attacks which may disrupt our business operations;
•The state of the global financial markets may adversely impact our ability to obtain additional
financing;
•The market value of our vessels are volatile and may decline;
•The rising threat of a Chinese financial crisis and trade tensions between China and the United States;
•The shift from oil towards other energy sources such as electricity, natural gas, liquefied natural gas or
hydrogen;
•Technology risk associated with energy transition and fleet/systems rejuvenation to alternative
propulsion;
•The imposition of sanctions by the United Nations, U.S., EU, UK and/or other relevant authorities;
•Any non-compliance with the U.S. Foreign Corrupt Practices Act of 1977 or FCPA, or other applicable
regulations relating to bribery;
•Fluctuations in currencies, interest rates and foreign exchange rates and the impact of the
discontinuance of the London Interbank Offered Rate, or LIBOR, after June 30, 2023 on any of our debt
that reference LIBOR;
•General domestic and international political conditions, including trade wars and disagreements
between oil producing countries, including illicit crude oil trades;
•Potential disruption of shipping routes due to accidents, environmental factors, political events, public
health threats, international hostilities including the ongoing developments in the Ukraine and Red Sea
region, acts by terrorists or acts of piracy on ocean-going vessels;
•Vessel breakdowns and instances of off-hire;
•Reputational risks, including related to climate change;
•Compliance with governmental, tax (including carbon related), environmental and safety regulations
and related costs;
•Potential liability from future litigations related to claims raised by public-interest organizations or
activism with regard to failure to adapt to or mitigate climate impact;
•Increased cost of capital or limiting access to funding due to EU Taxonomy or relevant territorial
taxonomy regulations;
•Any non-compliance with the amendments by the International Maritime Organization, the United
Nations agency for maritime safety and the prevention of pollution by vessels, or IMO, (the
amendments hereinafter referred to as IMO 2020), to Annex VI to the International Convention for the
Prevention of Pollution from Ships, 1973, as modified by the Protocol of 1978 relating thereto,
collectively referred to as MARPOL 73/78 and herein as MARPOL, which will reduce the maximum
amount of sulfur that vessels may emit into the air and applies to us as of January 1, 2020;
•Any non-compliance with the International Convention for the Control and Management of Ships'
Ballast Water and Sediments or BWM which applies to us as of September 2019;
•Any non-compliance with the upcoming EC Fit-for-55 regulation and specifically with EU Emission
Trading Schemes Maritime and FuelEU Maritime;
•Any non-compliance with the European Ship Recycling regulation for large commercial seagoing
vessels flying the flag of a European Union or EU, Member State which forces shipowners to recycle
their vessels only in safe and sound vessel recycling facilities included in the European List of ship
recycling facilities which is applicable as of January 1, 2019;
•New environmental regulations and restrictions, whether at a global level stipulated by the
International Maritime Organization, and/or imposed by regional or national authorities such as the
European Union or individual countries;
•Our incorporation under the laws of Belgium and the different rights to relief that may be available
compared to other counties, including the United States;
•Treatment of the Company as a “passive foreign investment company” by U.S. tax authorities;
•Being required to pay taxes on U.S. source income;
•Effects of new products and new technology in our industry;
•The failure of counterparties to fully perform their contracts with us;
•Our dependence on key personnel;
•Adequacy of insurance coverage;
•Our ability to obtain indemnities from customers;
•Changes in laws, treaties or regulations;
•The inability of our subsidiaries to declare or pay dividends;
•The losses from derivative instruments; and
•The interest rate risks under our debt facilities.
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These factors and the other risk factors described in this annual report and other reports that we furnish
or file with the U.S. Securities and Exchange Commission or the SEC, are not necessarily all of the
important factors that could cause actual results or developments to differ materially from those
expressed in any of our forward-looking statements. Other unknown or unpredictable factors also could
harm our results. Consequently, there can be no assurance that actual results or developments
anticipated by us will be realized or, even if substantially realized, that they will have the expected
consequences to, or effects on, us. These forward looking statements are made only as of the date of this
report. These forward looking statements are not guarantees of our future performance, and actual
results and developments may vary materially from those projected in the forward looking statements.
Given these uncertainties, prospective investors are cautioned not to place undue reliance on such
forward-looking statements. We undertake no obligation, and specifically decline any obligation, except as
required by law, to publicly update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise. Given these uncertainties, prospective investors are cautioned
not to place undue reliance on such forward-looking statements. We undertake no obligation, and
specifically decline any obligation, except as required by law, to publicly update or revise any forward-
looking statements, whether as a result of new information, future events or otherwise.
CONDENSED INTERIM FINANCIAL STATEMENTS AND
PREPARATION BASE
This document contains the condensed consolidated interim financial statements for the six-month period
ended June 30, 2024. The financial report has been prepared in accordance with International Financial
Reporting Standards issued by the International Accounting Standards Board (IASB) and as adopted by the
European Union, collectively "IFRS".
Throughout this report, all references to “Euronav,” the "Company,” “we,” “our,” and “us” refer to Euronav
NV and its subsidiaries. Unless otherwise indicated, all references to “U.S. dollars,” “USD,” “dollars,” “US$”
and “$” in this annual report are to the lawful currency of the United States of America and references to
“Euro,” “EUR,” and “€” are to the lawful currency of Belgium
Unaudited condensed consolidated interim statement of financial
position
(in thousands of USD)
Note | June 30, 2024 | December 31, 2023 | ||||||
ASSETS | ||||||||
Non-current assets | ||||||||
Vessels | 12 | 2,035,607 | 1,629,570 | |||||
Assets under construction | 12 | 678,498 | 106,513 | |||||
Right-of-use assets | 12 | 2,204 | 32,936 | |||||
Other tangible assets | 12 | 22,110 | 644 | |||||
Prepayments | 12 | 1,886 | — | |||||
Intangible assets | 13 | 16,661 | 14,194 | |||||
Receivables | 20 | 63,998 | 2,887 | |||||
Investments | 25 | 61,238 | 519 | |||||
Deferred tax assets | - | 5,604 | 280 | |||||
Total non-current assets | 2,887,806 | 1,787,543 | ||||||
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Current assets | ||||||||
Inventory | 21 | 32,787 | 22,511 | |||||
Trade and other receivables | 22 | 280,985 | 307,111 | |||||
Current tax assets | - | 3,366 | 869 | |||||
Cash and cash equivalents | - | 343,899 | 429,370 | |||||
661,037 | 759,861 | |||||||
Non-current assets held for sale | 8 | 182,806 | 871,876 | |||||
Total current assets | 843,843 | 1,631,737 | ||||||
TOTAL ASSETS | 3,731,649 | 3,419,280 | ||||||
EQUITY and LIABILITIES | ||||||||
Equity | ||||||||
Share capital | - | 239,148 | 239,148 | |||||
Share premium | - | 631,397 | 1,466,529 | |||||
Translation reserve | 14 | (74) | 235 | |||||
Hedging reserve | 14 | 2,408 | 1,140 | |||||
Treasury shares | 14 | (284,508) | (157,595) | |||||
Retained earnings | - | 638,309 | 807,916 | |||||
Equity attributable to owners of the Company | 1,226,680 | 2,357,373 | ||||||
Non-current liabilities | ||||||||
Bank loans | 16 | 1,212,215 | 362,235 | |||||
Other notes | 16 | 198,551 | 198,219 | |||||
Other borrowings | 16 | 476,693 | 71,248 | |||||
Lease liabilities | 16 | 2,183 | 3,363 | |||||
Other payables | 17 | — | 146 | |||||
Employee benefits | - | 1,157 | 1,669 | |||||
Provisions | 23 | 125 | 274 | |||||
Deferred tax liabilities | - | 13 | — | |||||
Total non-current liabilities | 1,890,937 | 637,154 | ||||||
Current liabilities | ||||||||
Trade and other payables | 17 | 94,219 | 124,013 | |||||
Current tax liabilities | - | 7,110 | 4,768 | |||||
Bank loans | 16 | 405,261 | 166,124 | |||||
Other notes | 16 | 3,733 | 3,733 | |||||
Other borrowings | 16 | 100,480 | 92,298 | |||||
Lease liabilities | 16 | 2,919 | 33,493 | |||||
Provisions | 23 | 310 | 324 | |||||
Total current liabilities | 614,032 | 424,753 | ||||||
TOTAL EQUITY and LIABILITIES | 3,731,649 | 3,419,280 | ||||||
The accompanying notes on pages 13 to 51 are an integral part of these condensed interim financial statements | ||||||||
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Unaudited condensed consolidated interim statement of profit or loss
(in thousands of USD except per share amounts)
Note | 2024 | 2023 | ||||||
Jan. 1 - Jun. 30, 2024 | Jan. 1 - Jun. 30, 2023 | |||||||
Shipping income | ||||||||
Revenue | 9 | 492,377 | 688,116 | |||||
Gains on disposal of vessels/other tangible assets | 12 | 502,547 | 22,064 | |||||
Other operating income | 9 | 38,245 | 14,768 | |||||
Total shipping income | 1,033,169 | 724,948 | ||||||
Operating expenses | ||||||||
Raw materials and consumables | - | (1,678) | — | |||||
Voyage expenses and commissions | 10 | (85,903) | (71,545) | |||||
Vessel operating expenses | 10 | (100,013) | (118,017) | |||||
Charter hire expenses | - | (17) | (1,531) | |||||
Depreciation tangible assets | 12 | (80,529) | (111,109) | |||||
Depreciation intangible assets | 13 | (1,348) | (798) | |||||
General and administrative expenses | 10 | (36,287) | (26,749) | |||||
Total operating expenses | (305,775) | (329,749) | ||||||
RESULT FROM OPERATING ACTIVITIES | 727,394 | 395,199 | ||||||
Finance income | 11 | 23,416 | 23,505 | |||||
Finance expenses | 11 | (69,396) | (83,649) | |||||
Net finance expenses | (45,980) | (60,144) | ||||||
Share of profit (loss) of equity accounted investees (net of income tax) | 25 | 2,570 | (9) | |||||
PROFIT (LOSS) BEFORE INCOME TAX | 683,984 | 335,046 | ||||||
Income tax benefit (expense) | - | (4,364) | 1,820 | |||||
PROFIT (LOSS) FOR THE PERIOD | 679,620 | 336,866 | ||||||
Attributable to: | ||||||||
Owners of the company | 15 | 679,620 | 336,866 | |||||
Basic earnings per share | 15 | 3.43 | 1.67 | |||||
Diluted earnings per share | 15 | 3.43 | 1.67 | |||||
Weighted average number of shares (basic) | 15 | 197,886,375 | 201,828,035 | |||||
Weighted average number of shares (diluted) | 15 | 197,886,375 | 201,878,050 | |||||
The accompanying notes on pages 13 to 51 are an integral part of these condensed interim financial statements |
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Unaudited condensed consolidated interim statement of
comprehensive income
(in thousands of USD)
Note | 2024 | 2023 | ||||||
Jan. 1 - Jun. 30, 2024 | Jan. 1 - Jun. 30, 2023 | |||||||
Profit/(loss) for the period | 679,620 | 336,866 | ||||||
Other comprehensive income (expense), net of tax | ||||||||
Items that will never be reclassified to profit or loss: | ||||||||
Remeasurements of the defined benefit liability (asset) | - | 182 | — | |||||
Items that are or may be reclassified to profit or loss: | ||||||||
Foreign currency translation differences | - | (309) | 171 | |||||
Cash flow hedges - effective portion of changes in fair value | 14 | 1,268 | (1,666) | |||||
Equity-accounted investees - share of other comprehensive income | 25 | — | — | |||||
Other comprehensive income (expense), net of tax | 1,141 | (1,495) | ||||||
Total comprehensive income (expense) for the period | 680,761 | 335,371 | ||||||
Attributable to: | ||||||||
Owners of the company | 680,761 | 335,371 | ||||||
The accompanying notes on pages 13 to 51 are an integral part of these condensed interim financial statements | ||||||||
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Unaudited condensed consolidated interim statement of changes in equity
(in thousands of USD)
(in thousands of USD) | Note | Share capital | Share premium | Translation reserve | Hedging reserve | Treasury shares | Retained earnings | Total equity |
Balance at January 1, 2023 | 239,148 | 1,678,336 | (24) | 33,053 | (163,024) | 385,976 | 2,173,465 | |
Profit (loss) for the period | — | — | — | — | — | — | 336,866 | 336,866 |
Total other comprehensive income (expense) | — | — | — | 171 | (1,666) | — | — | (1,495) |
Total comprehensive income (expense) | — | — | 171 | (1,666) | — | 336,866 | 335,371 | |
Transactions with owners of the company | ||||||||
Dividends to equity holders | — | — | (211,807) | — | — | — | (157,684) | (369,491) |
Treasury shares delivered in respect of share-based payment plans | — | — | — | — | — | 1,501 | — | 1,501 |
Equity-settled share-based payment | — | — | — | — | — | — | (851) | (851) |
Total transactions with owners | — | (211,807) | — | — | 1,501 | (158,535) | (368,841) | |
Balance at June 30, 2023 | 239,148 | 1,466,529 | 147 | 31,387 | (161,523) | 564,307 | 2,139,995 |
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Note | Share capital | Share premium | Translation reserve | Hedging reserve | Treasury shares | Retained earnings | Total equity | |
Balance at January 1, 2024 | 239,148 | 1,466,529 | 235 | 1,140 | (157,595) | 807,916 | 2,357,373 | |
Profit (loss) for the period | — | — | — | — | — | — | 679,620 | 679,620 |
Total other comprehensive income (expense) | 14 | — | — | (309) | 1,268 | — | 182 | 1,141 |
Total comprehensive income (expense) | — | — | (309) | 1,268 | — | 679,802 | 680,761 | |
Transactions with owners of the company | ||||||||
Business Combination | 24 | — | — | — | — | — | (796,970) | (796,970) |
Dividends to equity holders | 14 | — | (835,132) | — | — | — | (52,439) | (887,571) |
Treasury shares acquired | 14 | — | — | — | — | (126,913) | — | (126,913) |
Total transactions with owners | — | (835,132) | — | — | (126,913) | (849,409) | (1,811,454) | |
Balance at June 30, 2024 | 239,148 | 631,397 | (74) | 2,408 | (284,508) | 638,309 | 1,226,680 | |
The accompanying notes on pages 13 to 51 are an integral part of these condensed interim financial statements |
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Unaudited condensed consolidated interim statement of cash flows
(in thousands of USD)
Note | 2024 | 2023 | ||||||
(in thousands of USD) | Jan. 1 - Jun. 30, 2024 | Jan. 1 - Jun. 30, 2023 | ||||||
Cash flows from operating activities | ||||||||
Profit (loss) for the period | 679,620 | 336,866 | ||||||
Adjustments for: | (392,766) | 148,027 | ||||||
Depreciation of tangible assets | 12 | 80,529 | 111,109 | |||||
Depreciation of intangible assets | 13 | 1,348 | 798 | |||||
Provisions | - | (163) | (149) | |||||
Income tax (benefits)/expenses | - | 4,364 | (1,820) | |||||
Share of profit of equity-accounted investees, net of tax | 25 | (2,570) | 9 | |||||
Net finance expense | 11 | 45,980 | 60,144 | |||||
(Gain)/loss on disposal of assets | 12 | (502,547) | (22,064) | |||||
(Gain)/loss on disposal of subsidiaries | 9 | (19,707) | — | |||||
Changes in working capital requirements | 12,767 | (33,886) | ||||||
Change in cash guarantees | - | (44,494) | (25) | |||||
Change in inventory | 21 | 757 | (1,615) | |||||
Change in receivables from contracts with customers | 22 | 45,353 | (21,652) | |||||
Change in accrued income | 22 | 3,770 | (10,809) | |||||
Change in deferred charges | 22 | 4,002 | (7,728) | |||||
Change in other receivables | 22 | 8,356 | (1,568) | |||||
Change in trade payables | 17 | 3,331 | 17,031 | |||||
Change in accrued payroll | 17 | (865) | 636 | |||||
Change in accrued expenses | 17 | (15,216) | (6,058) | |||||
Change in deferred income | 17 | 1,735 | (511) | |||||
Change in other payables | - | 6,038 | (736) | |||||
Change in provisions for employee benefits | - | — | (851) | |||||
Income taxes paid during the period | - | (4,253) | (6,268) | |||||
Interest paid | - | (42,489) | (56,001) | |||||
Interest received | - | 13,910 | 12,842 | |||||
Net cash from (used in) operating activities | 266,789 | 401,580 | ||||||
Acquisition of vessels and vessels under construction | 12 | (444,570) | (208,629) | |||||
Proceeds from the sale of vessels | 12 | 1,511,765 | 40,523 | |||||
Acquisition of other tangible assets | 12 | (3,077) | (511) | |||||
Acquisition of intangible assets | 13 | (386) | (42) | |||||
Proceeds from the sale of other (in)tangible assets | 12 | 2,000 | — | |||||
Net cash on deconsolidation / sale of subsidiaries | - | 822 | — | |||||
Investments in other companies | 20 | (45,000) | — | |||||
Net cash paid in business combinations and joint ventures | 24/25 | (1,149,886) | — |
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Lease payments received from finance leases | - | 782 | 944 | |||||
Advances on proceeds from the sale of vessels | - | — | 27,500 | |||||
Net cash from (used in) investing activities | (127,550) | (140,215) | ||||||
(Purchase of) Proceeds from sale of treasury shares | 14 | (126,913) | 1,501 | |||||
Proceeds from new borrowings | 16 | 1,365,022 | 746,013 | |||||
Repayment of borrowings | 16 | (206,701) | (402,652) | |||||
Repayment of lease liabilities | 16 | (32,291) | (11,586) | |||||
Repayment of commercial paper | 16 | (213,545) | (220,157) | |||||
Repayment of sale and leaseback | 16 | (100,980) | (41,907) | |||||
Transaction costs related to issue of loans and borrowings | 16 | (4,477) | (3,919) | |||||
Dividends paid | 14 | (903,331) | (346,671) | |||||
Net cash from (used in) financing activities | (223,216) | (279,378) | ||||||
Net increase (decrease) in cash and cash equivalents | (83,977) | (18,013) | ||||||
Net cash and cash equivalents at the beginning of the period | - | 429,370 | 179,929 | |||||
Effect of changes in exchange rates | - | (1,494) | 2,616 | |||||
Net cash and cash equivalents at the end of the period | - | 343,899 | 164,532 | |||||
of which restricted cash | - | — | — | |||||
The accompanying notes on pages 13 to 51 are an integral part of these condensed interim financial statements |
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Notes to the condensed consolidated interim financial statements for
the six-month period ended June 30, 2024
Note 1 - Reporting entity |
Note 2 - Basis of preparation |
Note 3 - Use of judgements and estimates |
Note 4 - Changes in significant accounting policies |
Note 5 - Changes in consolidation scope |
Note 6 - Significant events |
Note 7 - Segment reporting |
Note 8 - Assets held for sale and discontinued operations |
Note 9 - Revenue and other operating income |
Note 10 - Expenses for shipping activities |
Note 11 - Net finance expenses |
Note 12 - Property, plant and equipment |
Note 13 - Intangible assets |
Note 14 - Equity |
Note 15 - Earnings per share |
Note 16 - Interest-bearing loans and borrowings |
Note 17 - Trade and other payables |
Note 18 - Financial instruments |
Note 19 - Deferred tax assets and liabilities |
Note 20 - Non-current receivables |
Note 21 - Bunker inventory |
Note 22 - Trade and other receivables |
Note 23 - Provisions and contingencies |
Note 24 - Business Combination |
Note 25 - Investments |
Note 26 - Subsequent events |
Note 27 - Standards issued but not yet effective |
Note 28 - Statement on the true and fair view of the consolidated financial statements and the fair overview of the management report |
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Note 1 - Reporting entity
Euronav NV (the “Company”) is a company domiciled in Belgium. The address of the Company’s registered
office is De Gerlachekaai 20, 2000 Antwerpen, Belgium. The condensed consolidated interim financial
statements ("interim financial statements") as at and for the six months ended June 30, 2024 comprise the
Company and its subsidiaries (together referred to as Euronav or the “Group”) and the Group’s interest in
associates and joint ventures.
Note 2 - Basis of preparation
These condensed consolidated interim financial statements have been prepared in accordance with lAS 34
Interim Financial Reporting. They do not include all the information required for a complete set of IFRS
annual financial statements and should therefore be read in conjunction with the consolidated financial
statements for the year ended December 31, 2023 that have been prepared in accordance with
International Financial Reporting Standards issued by the International Accounting Standards Board (IASB)
and as adopted by the European Union, collectively "IFRS".
Changes to and new significant accounting policies are described in Note 4.
These condensed consolidated interim financial statements were authorized for issue by the Supervisory
Board on August 6, 2024.
Note 3 - Use of judgements and estimates
The preparation of interim financial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets and
liabilities, income and expenses. Actual results may differ from these estimates.
The significant judgements made by management in applying the Group's accounting policies and the key
sources of estimation uncertainty were the same as those described in the last annual financial
statements with the exception of the judgement used for the non-current asset related to the Oceania
security deposit (see Note 20).
Measurement of fair values
A number of the Group's accounting policies and disclosures require the measurement of fair values, for
both financial and non-financial assets and liabilities.
The Group has an established control framework with respect to the measurement of fair values. This
includes a valuation team that has overall responsibility for overseeing all significant fair value
measurements, including Level 3 fair values, and reports directly to the CFO.
The valuation team regularly reviews significant unobservable inputs and valuation adjustments. If third
party information, such as broker quotes or pricing services, is used to measure fair values, then the
valuation team assesses the evidence obtained from the third parties to support the conclusion that such
valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which such
valuations should be classified. Significant valuation issues are reported to the Group Audit and Risk
Committee.
When measuring the fair value of an asset or a liability, the Group uses market observable data as far as
possible. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used
in the valuation techniques as follows.
•Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
•Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability,
either directly (i.e. as prices) or indirectly (i.e. derived from prices).
•Level 3: inputs for the asset or liability that are not based on observable market data (unobservable
inputs).
CMB.TECH & Euronav | Financial Report 2024 |
14 |
If the inputs used to measure the fair value of an asset or a liability might be categorized in different levels
of the fair value hierarchy, then the fair value measurement is categorized in its entirety in the same level
of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
The Group recognizes transfers between levels of the fair value hierarchy at the end of the reporting
period during which the change has occurred.
Further information about the assumptions made in measuring fair values are included in the following
notes:
•Note 8 - Assets and liabilities held for sale and discontinued operations and
•Note 18 - Financial Instruments
Note 4 - Changes in significant accounting policies
The accounting policies adopted in the preparation of these condensed consolidated interim financial
statements are consistent with those applied in the Group's consolidated financial statements as at and
for the year ended December 31, 2023, that have been prepared in accordance with IFRS.
On January 4, 2024, Euronav Shipping NV paid the security deposit of USD 45.7 million to the High Court of
Malaya (Malaysia) as security for the release from arrestation. Considering that the deposit will either be
refunded or used to settle any potential future liability which gives the Group the rights to obtain future
economic benefits from it, the deposit qualifies as an asset and has been accounted for as a non-current
asset as per June 30, 2024 because Euronav doesn’t expect an outcome of the ongoing proceedings within
the year.
The Company entered on February 7, 2024 into a share purchase agreement for the acquisition of 100% of
the shares in CMB.TECH NV which was a transaction under common control for which the Company has
chosen to apply book value accounting. The Company had the option to restate the 2023 figures, adding
CMB.TECH as of November 22, 2023, the date CMB acquired Euronav, but elected not to restate its 2023
comparatives.
On April 18, 2024, the Group has purchased 10% of the shares in Anglo-Eastern Univan Group Limited and
has been accounted for as an investment with no significant influence at cost.
During the current financial period, the Group has adopted all the new and revised Standards and
Interpretations issued by the International Accounting Standards Board (IASB) and the International
Financial Reporting Interpretations Committee (IFRIC) of the IASB as adopted by the European Union and
effective for the accounting year starting on January 1, 2024. The Group has not applied any new IFRS
requirements that are not yet effective as per June 30, 2024.
The following new Standards, Interpretations and Amendments issued by the IASB and the IFRIC as
adopted by the European Union are effective for the financial period:
•Amendments to IAS 1: Presentation of Financial Statements for classification of liabilities as current or
non-current (issued January 2020)
•Amendments to IFRS 16: Leases to clarify how a seller-lessee subsequently measures sale and
leaseback transactions (issued September 2022)
•Amendments to IAS 1: Presentation of Financial Statements regarding the classification of debt with
covenants (issued October 2022)
•Amendments regarding disclosures for IAS 7: Cash Flow Statements and IFRS 7: Financial Instruments
relating to supplier finance arrangements (issued May 2023)
The adoption of these new standards and amendments has not led to major changes in the Group’s
accounting policies.
CMB.TECH & Euronav | Financial Report 2024 |
15 |
Note 5 - Changes in consolidation scope
On February 7, 2024, Euronav held a Special Meeting of Shareholders to approve the purchase of 100% of
the shares of CMB.TECH NV for a total purchase price of USD 1.15 billion in cash (see Note 24). CMB.TECH
is a diversified and future-proof maritime group. CMB.TECH builds, owns, operates and designs large
marine and industrial applications that run on dual-fuel diesel-hydrogen and diesel-ammonia engines and
monofuel hydrogen engines. CMB.TECH offers hydrogen and ammonia fuel that it either produces or
sources from external produces to its customers. CMB.TECH is active throughout the full hydrogen value
chain through three different divisions: Marine, H2 infra and H2 Industry. The Company assessed the
accounting treatment of the acquisition and concluded that the transaction will be accounted for as a
common control transaction. Therefore IFRS 3 has not been applied.
On April 16, 2024, Euronav NV (“Euronav”) and Anglo-Eastern Univan Group (“Anglo-Eastern”) concluded a
Heads of Agreement for the sale and purchase of Euronav Ship Management Hellas (“ESMH”), Euronav’s
ship management arm. Euronav and Anglo-Eastern intend to join forces through this sale, with the latter
assuming ownership of ship management responsibilities for the vessels currently under ESMH on an “as
is” basis. This transaction will provide Anglo-Eastern with a strong local presence in the Greek market while
also greatly enhancing its footprint in large crude oil tankers. Post-integration, ESMH will become part of
Anglo-Eastern’s vast global network, offering the combined entity a wide range of growth opportunities in
different regions and ship types. The transaction has been concluded on June 18, 2024 and ESMH has
been deconsolidated from the Group as from that date. The Company realized a gain of USD19.7 million
on this sale and has been recognized under other operating income (see Note 9).
Besides the transactions as described above, no new subsidiaries were established or acquired, nor were
there any liquidations of subsidiaries.
Note 6 - Significant events
On November 8, 2023, the Company sold the ULCC Oceania (2003 - 441,561 dwt), for USD 43.1 million. The
vessel was accounted for as a non-current asset held for sale as at December 31, 2023, and had a carrying
value of USD 8.3 million. The vessel was delivered to her new owner on January 15, 2024. A capital gain of
USD 34.8 million has been recognized in the consolidated statement of profit or loss in the first quarter of
2024.
On December 4, 2023, the Company entered into a sale and leaseback agreement for the Suezmax Cedar
(2022 – 157,310 dwt). The vessel was sold and was leased back under a 14-year bareboat contract. The
vessel was delivered to her new owner at January 10, 2024. The transaction has not been accounted for as
a sale due to the purchase obligation and has been considered as a finance arrangement accounted for
under other loans (see Note 16).
On February 6, 2024, the Company took delivery of Suezmax Bristol (2024 – 156,851 dwt).
On February 7, 2024, Euronav held a Special Meeting of Shareholders to approve the purchase of 100% of
the shares of CMB.TECH NV for a total purchase price of USD 1.15 billion in cash (see Note 5 and Note 24).
Shareholders voted the voluntary resignation of Mrs. Grace Reksten Skaugen, Mr. Ole Henrik Bjorge, Mr.
Cato H. Stonex, Mr. John Fredriksen and Mr. Patrick De Brabandere as members of the Supervisory Board.
They approved the cooptation of Mr. Patrick Molis and Mrs. Catharina Scheers as independent members
of the Supervisory Board, Mr. Bjarte Bøe and Debemar BV, permanently represented by Mr. Patrick De
Brabandere, as members of the Supervisory Board. Shareholders also approved the interim discharge of
the Supervisory Board: Mrs. Grace Reksten Skaugen, Mr. Ole Hendrik Bjorge, Mr. Cato H. Stonex, Mr. John
F. Fredriksen and Mr. Patrick De Brabandere.
On February 14, 2024, CMB announced the launch of the mandatory public takeover bid on all the shares
in Euronav. The acceptance period in respect of the bid opened on February 14, 2024 and closed on March
15, 2024. The bid price amounts to USD 17.86 per share in cash, i.e. USD 18.43 per share less USD 0.57
dividend per share.
CMB.TECH & Euronav | Financial Report 2024 |
16 |
On February 26, 2024, the Company announced that it has concluded an order for two bitumen tankers
with China Merchants Jinling Shipyard (Yangzhou) Dingheng Co. (Yangzhou, China). The vessels are
expected to be delivered in the fourth quarter of 2026 and have been chartered to a strong counterparty
for 10 years upon delivery from the shipyard. The vessels will have dual-fuel green methanol engines that
are ready to be retrofitted for future operation on ammonia. The ordered vessels’ deadweight will be
17,000 tons, which is twice the 8,000 ton average of the existing fleet.
On February 27, 2024, the Company announced it has been informed that certain funds managed by
FourWorld Capital Management LLC (“FourWorld”) have filed a complaint in the United States District
Court for the Southern District of New York in connection with CMB’s U.S. takeover bid for the shares of
the Company. The Company is not involved in these proceedings. On March 14, 2024, the Company has
been informed that the claim has been rejected by the United States District Court for the Southern
District of New York.
On March 4, 2024, the Company announced it has been informed that certain funds managed by
FourWorld Capital Management LLC (“FourWorld”) have also filed a request with the Market Court in
Belgium in connection with CMB’s Belgian offer for the shares of the Company. The Company is not
involved in these proceedings. On March 15, 2024, the Company has been informed that the Market Court
in Belgium has denied the request to suspend the closing of the Belgian offer.
On March 18, 2024, the Company confirmed that the acceptance period of the mandatory public takeover
bid launched by CMB NV (the "Bidder") for all shares issued by Euronav NV (“Euronav”) not already owned
by CMB or its affiliates (the "Bid"), expired on March 15, 2024. During the acceptance period, 69,241,955
shares in Euronav, representing 31.47% of the outstanding shares in Euronav, were tendered into the Bid.
As a result, the Bidder will hold a total of 177,147,299 shares in Euronav, representing 80.51% of the
outstanding shares in Euronav. Taking into account the 17,790,716 treasury shares held by Euronav and
the 24,400 shares held by Saverco NV, the Bidder and persons affiliated with it together will hold
194,962,415 shares, representing 88.61% of the outstanding shares in Euronav.
On March 19, 2024, the Company took delivery of the super-eco Newcastlemax Mineral France (2024 -
210,000 dwt).
On March 20, 2024, the Company announced it has sold the VLCC Nectar (2008 – 307,284 dwt), VLCC
Newton (2009 – 307,284 dwt), and VLCC Noble (2008 – 307,284 dwt). This transaction has generated a
capital gain of approximately USD 79.0 million which has been recognized upon delivery to her new owner
in the second quarter of 2024. Furthermore, the Company concluded an order for two Newcastlemaxes
and one additional VLCC at Qingdao Beihai Shipyard. The vessels are expected to be delivered in Q1 and
Q2 2027.
On March 22, 2024, the Company announced it has purchased on the NYSE and on Euronext Brussels a
total of 4,719,534 of its own shares. Following these transactions, the Company now owns 22,510,249
shares (10.23% of the total outstanding share count).
On March 29, 2024, the Company announced it has purchased on the NYSE and on Euronext Brussels a
total of 2,620,931 of its own shares. Following these transactions, the Company now owns 25,131,181.00
shares (11.42% of the total outstanding share count).
On April 8, 2024, the Company announced it has purchased on the New York Stock Exchange and on
Euronext Brussels a total of 412,926 of its own shares. Following these transactions, the Company now
owns 25,544,107 shares (11.61% of the total outstanding share count).
On April 8, 2024, the Company announced it has been informed that certain funds managed by FourWorld
Capital Management LLC ("FourWorld") have also filed a claim with the Enterprise Court in Antwerp,
Belgium. The claim relates to the integrated solution for the strategic and structural deadlock within
Euronav announced on October 9, 2023, of which CMB NV’s mandatory offer on all outstanding shares in
the Company that closed on March 15, 2024 formed the final piece, as well as Euronav’s acquisition of
CMB.TECH NV. FourWorld requests that all decisions of Euronav’s Supervisory Board and general meeting
in relation to these transactions, as well as the transactions themselves, are declared null and void. In this
regard FourWorld has summoned all parties involved in these transactions, i.e. Euronav, CMB NV,
Frontline plc, Famatown Finance Limited, Hemen Holding Limited and Geveran Trading Co. Limited.
On April 12, 2024, the Company took delivery of the Bochem Casablanca (2024 - 25,000 dwt).
CMB.TECH & Euronav | Financial Report 2024 |
17 |
On April 15, 2024, the Company announced it has purchased on the New York Stock Exchange and on
Euronext Brussels a total of 263,771 of its own shares. Following these transactions, the Company now
owns 25,807,878 shares (11.73% of the total outstanding share count).
On April 16, 2024, Euronav NV and Anglo-Eastern Univan Group announced a Heads of Agreement for the
sale and purchase of Euronav Ship Management Hellas (“ESMH”), Euronav’s ship management arm (see
Note 5). The transaction has been concluded on June 18, 2024 together with the purchase of 10% of the
shares in Anglo-Eastern Univan Group Limited (see Note 25).
On May 13, 2024, the Company took delivery of the CMA CGM Baikal. This vessel has been sold and a
capital gain of USD 15.6 million was booked in the second quarter of 2024 (see Note 12).
On May 24, 2024, the Company took delivery of the Windcat 57, the first CTV of the hydrogen-powered MK
5 series. The vessel is deployed in Scotland.
On June 24, 2024, the Company took delivery of the fifth super-eco Newcastlemax Mineral Deutschland
(2024 – 210,000 dwt).
On June 28, 2024, the Company took delivery of the Bochem Shanghai (2024 – 25,000 dwt).
Note 7 - Segment reporting
The Group distinguishes three operating segments: the Marine division, the H2 Infra division and the H2
Industry division. These three divisions operate in different markets.
•Marine: the Marine division is the largest division in the Group. It builds, owns, operates and designs a
wide range of low and zero-carbon ships and features a future-proof fleet with hydrogen-powered
vessels such as CTVs, ferries, CSOVs, and tugboats, alongside ammonia-powered large bulk carriers,
container ships, chemical and crude oil tankers. The marine division consists of 6 brands: Euronav,
Bocimar, Delphis, Bochem, Windcat, and Tugboats & Ferries.
•H2 Infra: the H2 Infra division is at the forefront of developing and securing the green molecule supply.
The company integrates and manages key technology and infrastructure for the production and
distribution of green hydrogen and ammonia.
•H2 Industry: H2 Industry is a leading provider of scalable dual-fuel industrial applications. Its proven
combustion technology enables the company to develop heavy-duty hydrogen-powered applications that
offer flexibility, robustness and cost-effectiveness.
The segment profit or loss figures and key assets as set out below are presented to the Chief Operating
Decision Maker (CODM) and the Management Board on at least a quarterly basis to help the key decision
makers in evaluating the respective segments. Following the acquisition of CMB.TECH in February 2024,
the markets in which the Group operates have expanded. Consequently, the Group has decided to update
its segment reporting to reflect these changes. Additionally, please note that the Floating Storage Units
(FSOs) have been incorporated into the marine segment under the Euronav brand name.
CMB.TECH & Euronav | Financial Report 2024 |
18 |
June 30, 2024 | ||||||||||
Marine | H2 Infra | Industry | Less: Eliminations | Total | ||||||
Euronav | Bocimar | Delphis | Bochem | Windcat | Other | |||||
Revenue | 425,189 | 29,881 | 9,011 | 10,683 | 17,060 | 553 | — | — | — | 492,377 |
Profit (loss) before income tax | 671,532 | 4,154 | 17,236 | 2,142 | (618) | (9,972) | (1,987) | 1,497 | — | 683,984 |
Non-current assets | 3,343,616 | 631,928 | 141,309 | 195,559 | 207,206 | 32,668 | 15,518 | 7,039 | (1,687,038) | 2,887,806 |
Current assets | 1,013,501 | 14,710 | 41,802 | 8,504 | 15,532 | 487,207 | 1,720 | 20,335 | (759,467) | 843,843 |
TOTAL ASSETS | 4,357,117 | 646,638 | 183,111 | 204,063 | 222,738 | 519,875 | 17,238 | 27,374 | (2,446,505) | 3,731,649 |
Equity | 2,342,432 | (547) | 63,668 | 3,155 | 26,891 | 248,120 | 11,556 | 16,733 | (1,485,328) | 1,226,680 |
Non-current liabilities | 1,424,560 | 318,117 | 91,894 | 125,997 | 123,467 | 8,009 | 171 | 422 | (201,700) | 1,890,937 |
Current liabilities | 590,125 | 329,068 | 27,549 | 74,911 | 72,380 | 263,746 | 5,511 | 10,219 | (759,477) | 614,032 |
TOTAL LIABILITIES | 4,357,117 | 646,638 | 183,111 | 204,063 | 222,738 | 519,875 | 17,238 | 27,374 | (2,446,505) | 3,731,649 |
19 |
June 30, 2023 | |||
Marine | Less: Eliminations | Total | |
Euronav | |||
Revenue | 688,116 | — | 688,116 |
Profit (loss) before income tax | 335,046 | — | 335,046 |
December 31, 2023 | |||
Marine | Less: Eliminations | Total | |
Euronav | |||
Non-current assets | 1,787,543 | — | 1,787,543 |
Current assets | 1,631,737 | — | 1,631,737 |
TOTAL ASSETS | 3,419,280 | — | 3,419,280 |
Equity | 2,357,373 | — | 2,357,373 |
Non-current liabilities | 637,154 | — | 637,154 |
Current liabilities | 424,753 | — | 424,753 |
TOTAL LIABILITIES | 3,419,280 | — | 3,419,280 |
CMB.TECH & Euronav | Financial Report 2024 |
20 |
Note 8 - Assets and liabilities held for sale and discontinued
operations
Assets held for sale
As of December 31, 2023, the ULCC Oceania (2003 - 441,561 dwt) was accounted for as a non-current asset
held for sale and had a carrying value of USD 8.3 million. The vessel was delivered to its new owner on
January 15, 2024. Taking into account the sales commission, the net gain on this vessel amounts to
USD 34.8 million and was recorded in the consolidated statement of profit or loss in the first quarter of
2024.
On October 9, 2023, the Company announced the agreement between two reference shareholders CMB
NV ("CMB") and Frontline plc/Famatown Finance Ltd ("Frontline") on a transaction involving multiple
interdependent agreements. Part of the agreement included the sale of 24 VLCC tankers from the Euronav
fleet for a total of USD 2.35 billion. 13 VLCC tankers, that were part of the fleet sale to Frontline, have been
booked as a non-current asset held for sale (Alice, Anne, Aquitaine, Dominica, Desirade, Alboran, Aral,
Andaman, Hatteras, Delos, Doris, Derius and Camus) as of December 31, 2023 for a total carrying value of
USD 862.6 million. The last vessel (Camus) has been delivered to her new owners on March 19, 2024. The
net gain on this transaction for the vessels delivered in 2024 amounts to USD 372.7 million and is
recorded in the first quarter of 2024.
On May 21, 2024, the Company sold the VLCC Alsace (2012 - 320,350 dwt) for USD 96.9 million. The vessel
is accounted for as a non-current asset held for sale as at June 30, 2024 and has a carrying value of
USD 69.4 million. The net gain on the vessel amounts to USD 27.5 million and will be recognized upon
delivery to its new owners which is expected to take place in the first quarter of 2025.
On June 27, 2024, the Management Board formally decided to commit to a plan to sell Suezmax vessels
Statia (2006 - 150,205 dwt) and Cap Felix (2008 - 158,765 dwt) and VLCC vessels Hakata (2010 - 302,550
dwt) and Ingrid (2012 - 314,000 dwt). An active program to locate a buyer and complete the plan has been
initiated and the vessels are actively marketed for sale in line with their fair values. It is expected to be
completed within a year from the decision and in line with IFRS 5, the assets are qualified and classified as
non-current assets held for sale for a total combined book value of USD 113.4 million as per June 30, 2024.
The Group sold the FAST platform to ZeroNorth during the fourth quarter of 2023. Taking into account the
sales price of USD 2.0 million, the net capital gain amounts to USD 0.4 million. Closing of the deal and
official transfer date was on April 1, 2024.
Discontinued operations
As of June 30, 2024 and as of December 31, 2023 the Group had no operations that met the criteria of
discontinued operations.
CMB.TECH & Euronav | Financial Report 2024 |
21 |
Note 9 - Revenue and other operating income
In the following table, revenue is disaggregated by type of contract
June 30, 2024 | June 30, 2023 | |||||||||||||
Marine | H2 INFRA | H2 INDUSTRY | Less: Eliminations | Total | Marine | Less: Eliminations | Total | |||||||
Euronav | Bocimar | Delphis | Bochem | Windcat | Other | Total | Euronav | |||||||
Pool Revenue | 113,125 | — | — | 8,889 | — | — | 122,014 | — | — | — | 122,014 | 362,745 | — | 362,745 |
Spot Voyages | 219,780 | 29,705 | — | — | — | — | 249,485 | — | — | — | 249,485 | 243,381 | — | 243,381 |
Revenue from contracts with customers | 332,905 | 29,705 | — | 8,889 | — | — | 371,499 | — | — | — | 371,499 | 606,126 | — | 606,126 |
Time Charters | 92,284 | 176 | 9,011 | 1,794 | 17,060 | 553 | 120,878 | — | — | — | 120,878 | 81,990 | — | 81,990 |
Lease income | 92,284 | 176 | 9,011 | 1,794 | 17,060 | 553 | 120,878 | — | — | — | 120,878 | 81,990 | — | 81,990 |
Total revenue | 425,189 | 29,881 | 9,011 | 10,683 | 17,060 | 553 | 492,377 | — | — | — | 492,377 | 688,116 | — | 688,116 |
Other income | 35,774 | 1,130 | 263 | — | — | 754 | 37,921 | 362 | 841 | (879) | 38,245 | 14,768 | — | 14,768 |
The decrease in revenue is mostly related to the decrease in pool revenue which is mainly due to a lower number of vessels in the pool as per June 30, 2024
compared to the first six months of 2023. The difference can be explained by comparing the respective TCE rates and on hire days. The TCE rates and on hire days for
VLCCs were 45,600 USD/day and 2,564 on hire days for the first half year of 2024 compared to 53,100 USD/day and 6,977 on hire days for the first six months of 2023.
For Suezmax spot voyages, the TCE rates for first half year 2024 and 2023 were respectively 54,600 USD/day compared to 69,700 USD/day. The decrease in revenue is
partially compensated by the acquired vessels from CMB.TECH as per February 2024 active in the dry bulk segment. The increase in revenue from time charters of
tankers is due to a higher number of vessels on time charter and the acquisition of CMB.TECH vessels on time charter.
Other operating income includes revenues related to the daily standard business operation of the fleet and that are not directly attributable to an individual voyage.
The increase in other operating income is mainly due to the sale of Euronav Ship Management Hellas (see Note 5), received liquidated damages resulting from the
sale of the N-class vessels (Noble, Nectar and Newton) and to claim settlements.
CMB.TECH & Euronav | Financial Report 2024 |
22 |
Note 10 - Expenses for shipping activities
Voyage expenses and commissions
For the six month period ended | ||||||
(in thousands of USD) | June 30, 2024 | June 30, 2023 | ||||
Commissions paid | (9,158) | (8,363) | ||||
Bunkers | (59,270) | (50,720) | ||||
Other voyage related expenses | (17,475) | (12,462) | ||||
Total voyage expenses and commissions | (85,903) | (71,545) | ||||
The voyage expenses and commissions increased in the first six months of 2024 compared to the same
period in 2023 mainly due to an increase in bunker costs.
The increase in bunker cost and commissions paid in the first semester of 2024 is mainly due to the
integration of the CMB.TECH vessels as of February, 2024 and thus more vessels operating on the spot.
For vessels operated on the spot market, voyage expenses are paid by the shipowner while voyage
expenses for vessels under a time charter contract, are paid by the charterer. The 24 vessels sold and
delivered to Frontline do not have a significant impact on the voyage expenses since these were mainly
operating in the pool. Voyage expenses for vessels operated in a Pool, are paid by the Pool.
The majority of other voyage expenses are port costs and agency fees which are owner's expenses on
voyage charters. Port costs vary depending on the number of spot voyages performed and the number
and type of ports.
Vessel operating expenses
For the six month period ended | ||||||
(in thousands of USD) | June 30, 2024 | June 30, 2023 | ||||
Operating expenses | (92,813) | (107,614) | ||||
Insurance | (7,200) | (10,403) | ||||
Total vessel operating expenses | (100,013) | (118,017) | ||||
The operating expenses relate mainly to the crewing, technical and other costs to operate vessels. Crewing
costs are related to crew wages, travel and victualling costs. Technical costs relate mainly to maintenance,
spare parts and forwarding costs. Other costs are mainly port cost and costs for certifications and
inspections. The decrease in operating expenses is mainly related to the decrease of number of vessels in
the fleet during the first half of 2024 compared to 2023. This is mainly due to the 24 VLCCs that have been
sold and delivered to Frontline in course of the fourth quarter of 2023 and the first quarter of 2024. This is
partially offset by the integration of the CMB.TECH vessels as of February, 2024.
CMB.TECH & Euronav | Financial Report 2024 |
23 |
General and administrative expenses
For the six month period ended | |||||||
(in thousands of USD) | June 30, 2024 | June 30, 2023 | |||||
Wages and salaries | (7,332) | (3,849) | |||||
Social security costs | (1,603) | (512) | |||||
Equity-settled share-based payments | — | 851 | |||||
Activated costs | 358 | — | |||||
Other employee benefits | (750) | (570) | |||||
Employee benefits | (9,327) | (4,080) | |||||
Administrative expenses | (25,780) | (21,031) | |||||
Tonnage Tax | (866) | (1,766) | |||||
Claims | (477) | (20) | |||||
Provisions | 163 | 148 | |||||
Total general and administrative expenses | (36,287) | (26,749) | |||||
The general and administrative expenses which include amongst others: shore staff wages, director fees,
consulting and audit fees and tonnage tax, increased in the first six months of 2024 compared to the same
period in 2023.
The increase compared to 2023 was related to both an increase in administrative expenses and an
increase in employee benefits mainly due to the integration of CMB.TECH as per February, 2024.
CMB.TECH & Euronav | Financial Report 2024 |
24 |
Note 11 - Net finance expenses
For the six month period ended | |||||
(in thousands of USD) | June 30, 2024 | June 30, 2023 | |||
Interest income | 13,292 | 10,945 | |||
Change in fair value of fuel derivatives recognized in P&L | — | 3,210 | |||
Foreign exchange gains | 10,124 | 9,350 | |||
Finance income | 23,416 | 23,505 | |||
Interest expense on financial liabilities measured at amortized cost | (53,869) | (61,058) | |||
Interest leasing | (198) | (438) | |||
Change in fair value of fuel derivatives recognized in P&L | — | (6,445) | |||
Fair value adjustment on interest rate swaps | — | 137 | |||
Other financial charges | (5,111) | (5,394) | |||
Foreign exchange losses | (10,218) | (10,451) | |||
Finance expense | (69,396) | (83,649) | |||
Net finance expense recognized in profit or loss | (45,980) | (60,144) | |||
Interest expense on financial liabilities measured at amortized cost decreased in the first six months of
2024 compared to the same period in 2023. This decrease was related to a decrease in interest expenses
on bank loans due to a lower average outstanding debt in 2024 compared to the same period last year
mainly due to the sale of the 24 vessels to Frontline.
Change in fair value of fuel derivatives recognized in P&L is attributable to a decrease in expenses related
to swaps, mainly on the commodity swaps or futures in connection with the Company's low sulfur fuel oil
program for which hedge accounting could not be applied, resulting in a net impact for first half year 2023
of USD 3.2 million. These fuel derivatives were used to hedge the purchased fuel on board of the ULCC
Oceania against a price decrease. In November 2023, management decided to discontinue the bunker
storage and offloading program and sold the ULCC Oceania. As a consequence, there is no longer an
active fuel hedging program during 2024.
Interest leasing is the interest on lease liabilities.
CMB.TECH & Euronav | Financial Report 2024 |
25 |
Note 12 - Property, plant and equipment
(in thousands of USD) | Note | Vessels | Vessels under construction | Right-of- use assets | Other tangible assets | Pre- payments | Total PPE |
At January 1, 2024 | |||||||
Cost | — | 3,265,939 | 106,513 | 56,241 | 4,717 | — | 3,433,410 |
Depreciation & impairment losses | — | (1,636,369) | — | (23,304) | (4,072) | — | (1,663,745) |
Net carrying amount | 1,629,570 | 106,513 | 32,937 | 645 | — | 1,769,665 | |
Acquisitions | — | 41,582 | 402,988 | — | 1,243 | 1,834 | 447,647 |
Acquisitions through business combinations | 24 | 425,564 | 477,565 | 1,431 | 22,219 | 670 | 927,449 |
Disposals and cancellations | — | (108,749) | — | (30,000) | — | (595) | (139,344) |
Depreciation charges | — | (77,916) | — | (955) | (1,658) | — | (80,529) |
Transfer to assets held for sale | 8 | (182,806) | — | — | — | — | (182,806) |
Transfers | — | 308,470 | (308,470) | — | — | — | — |
Exit from the consolidation scope | — | — | (1,184) | (137) | — | (1,321) | |
Translation differences | — | (108) | (98) | (25) | (202) | (23) | (456) |
Balance at June 30, 2024 | 2,035,607 | 678,498 | 2,204 | 22,110 | 1,886 | 2,740,305 | |
At June 30, 2024 | |||||||
Cost | — | 3,528,029 | 678,498 | 5,340 | 30,180 | 1,886 | 4,243,933 |
Depreciation & impairment losses | — | (1,492,422) | — | (3,136) | (8,070) | — | (1,503,628) |
Net carrying amount | 2,035,607 | 678,498 | 2,204 | 22,110 | 1,886 | 2,740,305 |
In the first six months of 2024, the Statia, Selena and Newton have been dry-docked. The cost of planned
repairs and maintenance is capitalized and included under the heading Acquisitions.
On January 22, 2024, the Company lifted the repurchase option for VLCC Newton (2009 - 307,284 dwt) that
was under a bareboat contract for an aggregate amount of USD 30 million. The vessel was previously
accounted for as a right-of-use asset.
On February 6, 2024, the Company took delivery of the Suezmax Bristol (2024 – 156,851 dwt).
On March 19, 2024, the Company took delivery of the fourth super-eco Newcastlemax Mineral France
(2024 – 210,000 dwt).
On April 12, 2024, the Company took delivery of the chemical tanker Bochem Casablanca (2024 - 25,000
dwt).
On May 13, 2024, the Company took delivery of the container vessel CMA CGM Baikal. This vessel has
been sold and a capital gain of USD 15.6 million was booked in the second quarter of 2024.
On May 24, 2024, the Company took delivery of the Windcat 57, the first hydrogen-powered CTV of the
Mark 5 series. The unit is deployed in Scotland.
On June 24, 2024, the Company took delivery of the fifth super-eco Newcastlemax Mineral Deutschland
(2024 – 210,000 dwt).
On June 28, 2024, the Company took delivery of the chemical tanker Bochem Shanghai (2024 – 25,000
dwt).
CMB.TECH & Euronav | Financial Report 2024 |
26 |
The other tangible assets include the Hydrotug, the hydrogen refuelling station and a range of machinery,
equipment and vehicles.
The Group had fifty vessels under construction at June 30, 2024, for an aggregate amount of installments
paid of USD 678.5 million. The amounts presented within "vessels under construction" relate to five eco-
type VLCCs, three eco-type Suezmax, two dual-fuel bitumen tankers, twenty-three Newcastlemax bulk
carriers, two 6,000 TEU container vessels, four chemical tankers, six CSOVs (Commissioning Service
Operations Vessels), one coaster vessel of 5,000 dwt, one 1,400 TEU ammonia-powered container vessel
and three Hydrocat CTVs (Crew Transfer Vessel). The Group capitalizes borrowing costs related to the
financing of the newbuild vessels as reported under vessels under construction. As per June 30, 2024, the
total amount that was capitalized amounts to USD 19.4 million at an average interest rate of 7%.
Disposal of assets – Gains/losses
(in thousands of USD) | Note | Sale price | Book Value | Gain | Loss |
Cap Charles - Sale | — | 40,523 | 18,459 | 22,064 | — |
At June 30, 2023 | 40,523 | 18,459 | 22,064 | — | |
Sale price | Book Value | Gain | Loss | ||
Alice - Sale | — | 85,965.6 | 61,626 | 24,340 | — |
Anne - Sale | — | 86,275.4 | 62,820 | 23,455 | — |
Aquitaine - Sale | — | 90,268 | 58,657 | 31,611 | — |
Dominica - Sale | — | 82,685 | 52,826 | 29,859 | — |
Desirade - Sale | — | 85,965 | 56,071 | 29,894 | — |
Alboran - Sale | — | 86,418 | 56,362 | 30,056 | — |
Aral - Sale | — | 86,472 | 56,445 | 30,027 | — |
Andaman - Sale | — | 86,976 | 56,636 | 30,340 | — |
Hatteras - Sale | — | 90,310 | 59,368 | 30,942 | — |
Delos - Sale | — | 112,888 | 83,611 | 29,277 | — |
Doris - Sale | — | 113,010 | 84,438 | 28,572 | — |
Derius - Sale | — | 104,627 | 81,458 | 23,169 | — |
Camus - Sale | — | 123,420 | 92,228 | 31,192 | — |
Oceania - Sale | — | 43,120 | 8,294 | 34,826 | — |
Noble - Sale | — | 53,955 | 25,716 | 28,239 | — |
Nectar - Sale | — | 53,955 | 23,873 | 30,082 | — |
Newton - Sale | — | 53,955 | 33,285 | 20,670 | — |
CMA CGM Baikal - Sale | 71,500 | 55,879 | 15,621 | — | |
Corporate - Sale | 2,000 | 1,625 | 375 | — | |
At June 30, 2024 | 1,513,765 | 1,011,218 | 502,547 | — | |
On October 9, 2023, the Company announced the agreement between two reference shareholders CMB
NV ("CMB") and Frontline plc/Famatown Finance Ltd ("Frontline") on a transaction involving multiple
interdependent agreements. Part of the agreement is the sale of 24 VLCC tankers from the Euronav fleet
for a total of USD 2.35 billion. A total of 11 VLCC tankers have been delivered before December 31, 2023.
The 13 remaining vessels (Alice, Anne, Aquitaine, Dominica, Desirade, Alboran, Aral, Andaman, Hatteras,
Delos, Doris, Derius and Camus) delivered in the first quarter of 2024 contributed to a total capital gain of
USD 372.7 million, which was recorded in the first quarter of 2024.
On November 8, 2023, the Company sold the ULCC Oceania (2003 - 441,561 dwt), for USD 43.1 million. The
vessel was accounted for as a non-current asset held for sale as at December 31, 2023, and had a carrying
CMB.TECH & Euronav | Financial Report 2024 |
27 |
value of USD 8.3 million. The vessel was delivered to her new owner on January 15, 2024. Taking into
account the sales commission, the net gain on this vessel amounts to USD 34.8 million and was recorded
in the consolidated statement of profit or loss in the first quarter of 2024.
On March 15, 2024, the Company sold the N-class vessels Noble, Nectar and Newton for a net sale price
after commission of USD 161.9 million. The vessels have all been delivered during the second quarter of
2024 and the net gain of USD 79.0 million on the transaction was recognized in the consolidated
statement of profit or loss.
On November 11, 2021, the Company agreed to sell the container vessel CMA CGM Baikal for a net sale
price of USD 71.5 million. The vessel has been delivered to her new owners in the second quarter of 2024
and a net gain of USD 15.6 million has been booked in the consolidated statement of profit or loss.
Impairment
Vessels
The Group defines its cash generating unit as a single vessel, unless such vessel is operated in a pool, in
which case such vessel, together with the other vessels in the pool, are collectively treated as a cash
generating unit. The carrying amounts of The Group’s non-financial assets are reviewed at each reporting
date to determine whether there is any indication of impairment. If any such indication exists, the asset’s
recoverable amount is estimated.
In accordance with IAS 36, the Group has updated its review of various internal and external indicators
performed as of December 31, 2023 to determine whether there were indications that vessels in the
marine segment were impaired as of June 30, 2024.
The following are examples of internal indications of impairment that are considered in assessing whether
indicator-based impairment testing is necessary:
1.the obsolescence or physical damage of an asset;
2.significant changes in the extent or manner in which an asset is (or is expected to be) used that have
(or will have) an adverse effect on the entity;
3.a plan to dispose of an asset before the previously expected date of disposal;
4.indications that the performance of an asset is, or will be, worse than expected;
5.cash flows for acquiring the asset, operating or maintaining it that are significantly higher than
originally budgeted;
6.net cash flows or operating profits that are lower than originally budgeted; and
7.net cash outflows or operating losses. [IAS 36.12(e)–(g), 14]
The following are examples of external indications of impairment that are considered in assessing
whether indicator-based impairment testing is necessary:
1.market capitalization below net asset value;
2.a significant and unexpected decline in market value;
3.significant adverse effects in the technological, market, economic or legal environment;
4.increases in market interest rates
After analyzing the potential impairment indicators and considering the strong performance in the first
half of 2024, the positive outlook for the second half of 2024 and beyond, the current share price and the
fair market values of the fleet, the Company conclude that there are no indications of impairment.
Consequently, we have determined that no further impairment testing is required.
Security
All vessels financed with bank loans are subject to a mortgage to secure bank loans (see Note 16).
CMB.TECH & Euronav | Financial Report 2024 |
28 |
Capital commitment
As at June 30, 2024 the Group's total capital commitment amounts to USD 2.7 billion (December 31, 2023:
USD 623.8 million). These capital commitments can be detailed as follows:
(in thousands of USD) | Total | 2024 | 2025 | 2026 | 2027 | ||||||
Commitments in respect of: | |||||||||||
Tankers | 755,340 | 129,340 | 95,370 | 463,310 | 67,320 | ||||||
Dry bulk vessels | 1,316,062 | 311,773 | — | 573,421 | — | 355,518 | — | 75,350 | |||
Container vessels | 143,373 | 90,802 | 15,009 | 37,562 | — | ||||||
Chemical tankers | 214,272 | 68,972 | 47,200 | 98,100 | — | ||||||
CSOVs | 264,725 | 35,646 | 143,853 | 60,499 | 24,728 | ||||||
Total | 2,693,772 | 636,533 | 874,853 | 1,014,989 | 167,398 | ||||||
The current newbuilding program of the Group comprises the following:
–5 eco-type VLCCs,
–4 eco-type Suezmaxes,²
–23 Newcastlemax bulk carriers,
–2 6,000 TEU container vessels,
–4 chemical tankers,
–6 CSOVs (Commissioning Service Operation Vessel),
–2 coasters of 5,000 dwt,
–1 ammonia-powered container vessel with a capacity of 1,400 TEU,
–2 dual-fuel bitumen tankers.
CMB.TECH & Euronav | Financial Report 2024 |
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Note 13 - Intangible assets
(in thousands USD) | Note | Customer contracts | Other intangible assets | Total intangible assets | |||
At January 1, 2024 | |||||||
Cost | - | 16,569 | 1,267 | 17,836 | |||
Depreciation | - | (2,469) | (1,173) | (3,642) | |||
Net carrying amount | 14,100 | 94 | 14,194 | ||||
Acquisitions | - | — | 386 | 386 | |||
Acquisitions through business combinations | 24 | — | 3,538 | 3,538 | |||
Depreciation charges | - | (776) | (572) | (1,348) | |||
Exit from the consolidation scope | - | — | (67) | (67) | |||
Translation differences | - | — | (42) | (42) | |||
Balance at June 30, 2024 | 13,324 | 3,337 | 16,661 | ||||
At June 30, 2024 | |||||||
Cost | - | 16,569 | 6,222 | 22,791 | |||
Depreciation & impairment losses | - | (3,245) | (2,885) | (6,130) | |||
Net carrying amount | 13,324 | 3,337 | 16,661 |
In connection with the acquisition in 2022 of the remaining 50% in TI Asia and TI Africa, a part of the price
paid was related to an intangible asset (customer contracts with NOC for the service part, i.e. recharge of
opex, maintenance and crew). Management estimated the fair value of the intangible asset related to the
service component of the NOC contract, resulting in a value of USD 16.6 million at May 31, 2022. This
amount will be depreciated till the end of the contractual service, or until July 21, 2032 and September 21,
2032 respectively.
CMB.TECH & Euronav | Financial Report 2024 |
30 |
Note 14 - Equity
Translation reserve
The translation reserve comprises all foreign exchange differences arising from the translation of the
financial statements of foreign operations.
Hedging reserve
June 30, 2024 | ||||||
(in thousands of USD) | Notional Value | Fair Value - Assets | Fair Value - Liabilities | Change recognized in OCI | ||
Interest rate swaps | ||||||
USD 150.0 million facility | 87,090 | 2,408 | — | 1,268 | ||
June 30, 2023 | ||||||
(in thousands of USD) | Notional Value | Fair Value - Assets | Fair Value - Liabilities | Change recognized in OCI | ||
Interest rate swaps | ||||||
USD 173.6 million facility - Cap Quebec and Cap Pembroke | 53,511 | 1,807 | — | 22 | ||
USD 173.6 million facility - Cap Corpus Christi and Cap Port Arthur | 56,838 | 4,689 | — | (503) | ||
USD 713.0 million facility | 216,889 | 15,557 | — | (2,199) | ||
USD 73.45 million facility | 68,859 | 5,477 | — | 13 | ||
USD 150.0 million facility | 100,013 | 3,049 | 254 | 547 | ||
USD 447.0 million facility - part USD 140.0 million term loan | 70,000 | 1,039 | 64 | 901 | ||
Fx swaps | ||||||
Fx Euro hedges | 31,000 | 671 | 78 | (447) | ||
The Group, trough the long term charter parties with Valero for two Suezmaxes (Cap Quebec and Cap
Pembroke), entered on March 28, 2018 and April 20, 2018, in two IRSs for a combined notional value of
USD 86.8 million. These IRSs are used to hedge the risk related to the fluctuation of the Libor rate and
qualify as hedging instruments in a cash flow hedge relationship under IFRS 9. These instruments have
been measured at their fair value; effective changes in fair value have been recognized in OCI and the
ineffective portion has been recognized in profit or loss. These IRSs are matching the repayment profile of
the underlying USD 173.6 million facility. On November 9, 2023 these hedges have been unwound due to
the repayment of the underlying facility and have been recognized in profit or loss.
As part of the fuel hedging program, the Group entered during 2023 into several commodity swaps and
futures in connection with its low sulfur fuel oil project for a combined notional value of USD 72.2 million.
These swaps are used to hedge a potential increase in the index underlying the price of low sulfur fuel
between the purchase date and the delivery date of the product, i.e. when title to the low sulfur fuel is
actually transferred. These instruments do not qualify as hedging instruments in a cash flow hedge
relationship under IFRS9. The changes in fair value are directly recognized in profit or loss. In November
2023, management decided to discontinue the bunker storage and offloading program and sold the ULCC
Oceania. As a consequence, there is no longer an active fuel hedging program during 2024.
CMB.TECH & Euronav | Financial Report 2024 |
31 |
The Group, through the long term charter parties with Valero for two Suezmaxes (Cap Corpus Christi and
Cap Port Arthur), entered on October 26, 2020 in two IRSs for a combined notional value of USD
70.1 million with effective date in 2021. These IRSs are used to hedge the risk related to the fluctuation of
the Libor rate and qualify as hedging instruments in a cash flow hedge relationship under IFRS 9. These
instruments have been measured at their fair value; effective changes in fair value have been recognized
in OCI and the ineffective portion has been recognized in profit or loss. These IRSs are matching the
repayment profile of the underlying USD 173.6 million facility. On November 9, 2023 these hedges have
been unwound due to the repayment of the underlying facility and have been recognized in profit or loss.
The Group entered in the second half of 2020 in six Interest Rate Swaps (IRSs) for a combined notional
value of USD 237.2 million with effective date in 2021. These IRSs are used to hedge the risk related to the
fluctuation of the Libor rate in connection with the new USD 713.0 million sustainability linked loan and
qualify as hedging instruments in a cash flow hedge relationship under IFRS 9. These instruments have
been measured at their fair value; effective changes in fair value have been recognized in OCI and the
ineffective portion has been recognized in profit or loss. On November 9, 2023 these hedges have been
unwound due to the repayment of the underlying facility and have been recognized in profit or loss.
The group entered on January 26, 2022 into an interest rate swap agreement, in relation to the USD
73.45 million term loan which had been concluded for the acquisition of the Suezmaxes Cedar and Cypres
for a notional value of USD 73.45 million. This IRS is used to hedge the risk related to the fluctuation of the
Libor rate and qualifies as hedging instrument in a cash flow hedge relationship under IFRS 9. This
instrument has been measured at fair value; effective changes in fair value have been recognized in OCI
and the ineffective portion has been recognized in profit or loss. This IRS is matching the repayment
profile of the underlying USD 73.45 million facility. On November 24, 2023 this hedge has been unwound
due to the repayment of the underlying facility and has been recognized in profit or loss.
The Group, in connection to the USD 150.0 million facility raised on June 21, 2022, entered into several
Interest Rate Swaps (IRSs) for a combined notional value of USD 109.4 million. These IRSs are used to
hedge the risk related to the fluctuation of the SOFR rate and qualify as hedging instruments in a cash flow
hedge relationship under IFRS 9. These instruments have been measured at their fair value; effective
changes in fair value have been recognized in OCI and the ineffective portion has been recognized in profit
or loss. These IRSs are matching the repayment profile of the facility and mature on March 31, 2030. The
notional value of these instruments at June 30, 2024 amounted to USD 87.1 million. The fair value of these
instruments at June 30, 2024 amounted to USD 2.4 million (see Note 20 and 22) and USD 1.3 million has
been recognized in OCI in 2023.
The Group, in connection to the USD 447.0 million facility raised on December 6, 2022, entered into two
Interest Rate Swaps (IRSs) for a combined notional value of USD 70.0 million. These IRSs are used to hedge
the risk related to the fluctuation of the SOFR rate and qualify as hedging instruments in a cash flow hedge
relationship under IFRS 9. These instruments have been measured at their fair value; effective changes in
fair value have been recognized in OCI and the ineffective portion has been recognized in profit or loss. On
November 9, 2023 these hedges have been unwound due to the repayment of the underlying facility and
has been recognized in profit or loss.
The Group entered on August 22, 2022 into four Fx Swaps to hedge 20% of the short position for 2023 and
entered into several Fx Swap transactions during the first half 2023. These Fx Swaps are used to hedge the
risk related to the fluctuation of EUR/USD. The hedges qualify as hedging instruments in a cash flow hedge
relationship under IFRS 9. These instruments have been measured at their fair value; effective changes in
fair value have been recognized in OCI and the ineffective portion has been recognized in profit or loss.
The notional value of these instruments at June 30, 2023 amounted to USD9.0 million. The fair value of
these instruments at June 30, 2023 amounted to USD 0.5 million and USD (0.5) million has been
recognized in OCI in 2023. All these hedges matured in the 2nd half of 2023.
During first half 2023, the Group entered into several FX swap transactions to hedge the risk related to the
fluctuation of EUR/USD, as a large part of the operational expenses are euro expenses while the income
generated is in USD. The hedges qualify as hedging instruments in a cash flow hedge relationship under
IFRS 9. These instruments have been measured at their fair value; effective changes in fair value have been
recognized in OCI and the ineffective portion has been recognized in profit or loss. The notional value of
these instruments at June 30, 2023 amounted to USD 22.0 million. The fair value of these instruments at
June 30, 2023 amounted to USD 0.0 million (see Note 17 and 22) and 0 USD has been recognized in OCI in
2023. All these hedges matured in the 2nd half of 2023.
No Fx swaps have been entered into in 2024.
CMB.TECH & Euronav | Financial Report 2024 |
32 |
Treasury shares
As of June 30, 2024 Euronav owned 25,807,878 of its own shares, compared to 17,790,716 of shares
owned on December 31, 2023. In the six months period ended June 30, 2024 Euronav purchased on the
NYSE and on Euronext Brussels a total of 8,017,162.
Distributions
During its meeting of May 7, 2024, the Supervisory Board of Euronav decided it will make a proposal to a
Special Shareholders’ Meeting to be held on July 2, 2024 to distribute USD 1.15 per share to all
shareholders. This payout in cash is proposed as a combination of a dividend of USD 0.27 per share and a
repayment from the share issue premium of USD 0.88 per share.
On May 16, 2024, the Annual Shareholders' meeting approved a full year dividend for 2023 of USD 4.57
per share. This pay out was a combination of a dividend of USD 0.27 per share, subject to 30% withholding
tax and a share premium of USD 4.30 per share via the issue premium reserve. Of the share premium
distribution, USD 0.81 per share is subject to 30% withholding tax.
The total amount of dividends declared in the first six months of 2024 was USD 887.6 million and
USD 903.3 million was paid in the first six months of 2024.
CMB.TECH & Euronav | Financial Report 2024 |
33 |
Note 15 - Earnings per share
Basic earnings per share
The calculation of basic earnings per share was based on a result attributable to ordinary shares and a
weighted average number of ordinary shares outstanding during the six month period ended June of each
year, calculated as follows:
Result attributable to ordinary shares
For the six month period ended | ||||||
June 30, 2024 | June 30, 2023 | |||||
Result for the period (in USD) | 679,620,307 | 336,866,321 | ||||
Weighted average number of ordinary shares | 197,886,375 | 201,828,035 | ||||
Basic earnings per share (in USD) | 3.43 | 1.67 |
Weighted average number of ordinary shares
(in shares) | Shares issued | Treasury shares | Shares outstanding | Weighted number of shares | |
On issue at January 1, 2024 | 220,024,713 | 17,790,716 | 202,233,997 | 202,233,997 | |
Issuance of shares | — | — | — | — | |
Purchases of treasury shares | — | 8,017,162 | (8,017,162) | (4,347,622) | |
Withdrawal of treasury shares | — | — | — | — | |
Transfer of treasury shares | — | — | — | — | |
On issue at June 30, 2024 | 220,024,713 | 25,807,878 | 194,216,835 | 197,886,375 | |
Diluted earnings per share
For the six months ended June 30, 2024, the diluted earnings per share (in USD) amount to 3.43 (2023:
1.67). As of January 1, 2024, the Company no longer has instruments that can give rise to dilution. At June
30, 2023 236,590 options issued under the LTIP 2015 were excluded from the calculation of the diluted
weighted average number of shares because these 236,590 options were out-of-the money and have been
considered as anti-dilutive, all LTIPs were terminated during the 2nd half of 2023 due to the change of
control.
Weighted average number of ordinary shares (diluted)
The table below shows the potential weighted number of shares that could be created if all stock options
and restricted stock units were to be converted into ordinary shares.
(in shares) | June 30, 2024 | June 30, 2023 | ||||
Weighted average of ordinary shares outstanding (basic) | 197,886,375 | 201,828,035 | ||||
Effect of share-based payment arrangements | — | 50,015 | ||||
Weighted average number of ordinary shares (diluted) | 197,886,375 | 201,878,050 |
There are no more remaining outstanding instruments at June 30, 2024 which can give rise to dilution. At
June 30, 2023, the Euronav stock options of the LTIP 2015 and the RSU's of the LTIP 2021 and LTIP 2022
could have give rise to dilution.
CMB.TECH & Euronav | Financial Report 2024 |
34 |
Note 16 - Interest-bearing loans and borrowings
(in thousands of USD) | Note | Bank loans | Other Notes | Lease liabilities | Other borrowings | Total |
More than 5 years | — | 30,203 | — | 206 | 52,337 | 82,746 |
Between 1 and 5 years | — | 332,032 | 198,219 | 3,157 | 18,911 | 552,319 |
More than 1 year | 362,235 | 198,219 | 3,363 | 71,248 | 635,065 | |
Less than 1 year | — | 166,124 | 3,733 | 33,493 | 92,298 | 295,648 |
At January 1, 2024 | 528,359 | 201,952 | 36,856 | 163,546 | 930,713 | |
New loans | — | 960,666 | — | — | 404,356 | 1,365,022 |
Scheduled repayments | — | (101,701) | — | (32,092) | (220,500) | (354,293) |
Early repayments | — | (105,000) | — | — | — | (105,000) |
Acquisitions through business combinations | 24 | 332,529 | — | 1,500 | 234,491 | 568,520 |
Other changes | — | 4,267 | 332 | — | (2,072) | 2,527 |
Exit from the consolidation scope | — | — | — | (1,137) | — | (1,137) |
Translation differences | — | (1,644) | — | (25) | (2,648) | (4,317) |
Balance at June 30, 2024 | 1,617,476 | 202,284 | 5,102 | 577,173 | 2,402,035 | |
More than 5 years | — | 252,468 | — | 282 | 392,253 | 645,003 |
Between 1 and 5 years | — | 959,747 | 198,551 | 1,901 | 84,440 | 1,244,639 |
More than 1 year | 1,212,215 | 198,551 | 2,183 | 476,693 | 1,889,642 | |
Less than 1 year | — | 405,261 | 3,733 | 2,919 | 100,480 | 512,393 |
Balance at June 30, 2024 | 1,617,476 | 202,284 | 5,102 | 577,173 | 2,402,035 | |
The amounts shown under "New Loans" and "Early Repayments" related to bank loans include drawdowns
and repayments under revolving credit facilities during the year.
CMB.TECH & Euronav | Financial Report 2024 |
35 |
Bank loans
Terms and debt repayment schedule
The terms and conditions of outstanding loans were as follows:
(in thousands of USD) | June 30, 2024 | December 31, 2023 | |||||||
Cur r. | Nominal interest rate | Year of mat. | Facility size | Drawn | Carrying value | Facility size | Drawn | Carrying value | |
Unsecured Revolving loan 80.0M | EUR | SOFR + CAS + 1.45% | 2026 | 85,000 | 85,000 | 85,149 | 88,400 | — | (66) |
Secured FSO loan 150M | USD | SOFR + 2.15% | 2030 | 116,120 | 116,120 | 115,195 | 124,809 | 124,809 | 123,728 |
Secured vessels loan Refi - Revolving facility 932M* | USD | SOFR + 2.30% - 2.90% | 2028 | 932,432 | 778,681 | 772,381 | 725,000 | — | (8,398) |
Secured vessels loan Refi - Transition facility 293M | USD | SOFR + 2.30% - 2.90% | 2025 | 293,415 | 293,415 | 291,258 | 368,225 | 368,225 | 365,662 |
Secured vessels loan Refi - Newbuild facility 190M | USD | SOFR + 2.30% - 2.90% | 2028 | — | — | — | 47,500 | 47,500 | 47,433 |
Credit Line Belfius Windcat EUR 1.25M | EUR | SOFR + 1.83% | — | 1,338 | 1,338 | 1,338 | — | — | — |
Credit Line KBC Windcat EUR 1.25M | EUR | SOFR + 2.40% | — | 1,338 | 1,338 | 1,338 | — | — | — |
Loan BNPPF 100M | EUR | Euribor + 1.00% | 2037 | 107,197 | 57,449 | 57,449 | — | — | — |
Loan CEXIM I 152M | USD | SOFR + 2.06% | 2036 | 151,993 | 44,811 | 43,983 | — | — | — |
Loan CEXIM II 280M | USD | SOFR + 1.80% | 2035 | 279,910 | 175,077 | 171,060 | — | — | — |
Loan CEXIM III 224M | USD | SOFR + 2.06% | 2038 | 224,000 | — | — | — | — | — |
Loan KBC/Belfius Windcat EUR 78M | EUR | Euribor + 3.25% | 2027 | 83,481 | 44,229 | 43,883 | — | — | — |
Loan SocGen EUR 50M | EUR | Euribor + 1.00% | 2037 | 53,646 | 25,439 | 25,439 | — | — | — |
Loan SocGen EUR 8.8M | EUR | Euribor + 1.10% | 2033 | 8,949 | 8,949 | 9,003 | — | — | — |
Total interest-bearing bank loans | 2,338,819 | 1,631,847 | 1,617,476 | 1,353,934 | 540,534 | 528,359 | |||
* The total amount available under the revolving loan facilities depends on the total value of the fleet of tankers securing the
facility.
The facility size of the vessel loans can be reduced if the value of the collateralized vessels falls under a
certain percentage of the outstanding amount under that loan.
CMB.TECH & Euronav | Financial Report 2024 |
36 |
Other notes
(in thousands of USD) | June 30, 2024 | December 31, 2023 | |||||||
Curr. | Nominal interest rate | Year of mat. | Facility size | Drawn | Carrying value | Facility size | Drawn | Carrying value | |
Unsecured notes | USD | 6.25% | 2026 | 200,000 | 200,000 | 202,284 | 200,000 | 200,000 | 201,952 |
Total other notes | 200,000 | 200,000 | 202,284 | 200,000 | 200,000 | 201,952 | |||
On March 18, 2022, the Financial Supervisory Authority of Norway approved the listing on the Oslo Stock
Exchange of Euronav Luxembourg S.A.’s USD 200 million senior unsecured bonds due September 2026.
CMB.TECH & Euronav | Financial Report 2024 |
37 |
Other borrowings
On June 6, 2017, the Group signed an agreement with BNP to act as dealer for a Treasury Notes Program
with a maximum outstanding amount of 50 million Euro. On October 1, 2018, KBC was appointed as an
additional dealer in the agreement and the maximum amount was increased from 50 million Euro to
150 million Euro. As of June 30, 2024, the outstanding amount was USD 79.4 million or 74.2 million Euro
(December 31, 2023: USD 87.8 million or 79.1 million Euro). The Treasury Notes are issued on an as
needed basis with different durations and initial pricing is set to 60 bps over Euribor. The Company enters
into FX forward contracts to manage the transaction risks related to these instruments issued in Euro
compared to the USD Group currency. The FX contracts have a same nominal amount and duration as the
issued Treasury Notes and they are measured at fair value with changes in fair value recognized in the
consolidated statement of profit or loss. On June 30, 2024, the fair value of these forward contracts
amounted to USD (0.3) million.
On December 4, 2023, Euronav entered into a sale and leaseback agreement for the Suezmaxes Cypres
(2022 – 157,310 dwt) and Cedar (2022 – 157,310 dwt), the last one delivered at January 10, 2024. The
vessels were sold and were leased back under a 14-year bareboat contract at a rate equal to an
amortization element of USD 13,590 per day per vessel and an interest element based on term SOFR plus
435 basis points, which can be reduced by the sustainability saving. The sustainability saving is a CII score
of A or B which will lead to a margin reduction of 10 basis points. In accordance with IFRS, this transaction
was not accounted for as a sale but Euronav as seller-lessee will continue to recognize the transferred
asset, and recognized a financial liability equal to the net transfer proceed of USD 153.8 million. As of June
30, 2024, the outstanding amount was USD 147.4 million in total. At the end of the bareboat contract, the
Company has a purchase obligation of USD 7.39 million per vessel. Euronav may, at any time on and after
the fourth anniversary, notify the owners the charterers' intention to terminate this charter on the
purchase option date and purchase the vessel from the owners for the applicable purchase option price.
The CMB.TECH Group has entered into a number of sale and leaseback arrangements in relation to its
newbuilding program, which also feature a pre-delivery finance component. The sale and leaseback
financing agreements have a term of between 10 and 15 years from the delivery of the respective vessels
and carry an interest rate of SOFR plus 2.00% to 4.21%. At the end of the bareboat contract, the Company
has a purchase option or a purchase obligation. As at June 2024, the outstanding balance under these
facilities was USD 344.5 million.
During the course of the year, the CMB.TECH Group entered into a 10-year sale and leaseback
arrangement for the financing of two dry bulk vessels to be built at Beihai Shipyard. The facility carries an
interest of SOFR plus 2.45% as from delivery of the respective vessels. Upon the conclusion of the
bareboat contract, the Company will have the option to purchase the vessel. As of June 30, 2024, the
facility is used for an amount of USD 6.4 million.
In accordance with IFRS, these transactions were not accounted for as a sale. However, the Group will
continue to recognise the transferred assets, and has recognised a financial liability equal to the net
transfer proceeds.
Following the acquisition of the CMB.TECH Group by Euronav in February 2024, the presentation of pre-
delivery financing as part of the sale and bareboat (post-delivery) financing has been thoroughly reviewed
to align accounting treatment and presentation. As this pre-delivery financing is inextricably linked to the
post-delivery financing, there is a right to defer the settlement for at least 12 months as at the reporting
date.
This is disclosed in the line item more than five years until the moment of delivery.
The future lease payments for these leaseback agreements are as follows:
(in thousands of USD) | June 30, 2024 | December 31, 2023 |
Less than one year | 19,841 | 4,547 |
Between one and five years | 85,406 | 19,130 |
More than five years | 395,308 | 52,828 |
Total future lease payables | 500,555 | 76,505 |
CMB.TECH & Euronav | Financial Report 2024 |
38 |
Note 17 - Trade and other payables
(in thousands of USD) | June 30, 2024 | December 31, 2023 | ||||
Derivatives | — | 146 | ||||
Total non-current other payables | — | 146 | ||||
Trade payables | 40,495 | 42,032 | ||||
Accrued expenses | 28,610 | 43,898 | ||||
Accrued payroll | 1,890 | 2,724 | ||||
Dividends payable | 541 | 16,301 | ||||
Deferred income | 22,500 | 17,355 | ||||
Other payables | 183 | 1,703 | ||||
Total current trade and other payables | 94,219 | 124,013 | ||||
The decrease in accrued expenses as per June 30, 2024 compared to December 31, 2023 is mainly due to
expenses related to vessels in drydock at year-end 2023, time charter in hire on Marlin Sardinia and Marlin
Somerset and an accrual related to severance pay on the Belgian flag vessels sold to Frontline at end of
2023. These have all been expensed during the first half year of 2024.
The decrease in dividends payable relates to the withholding tax payable at year-end 2023 on the dividend
pay out for coupon 36 settled in January, 2024.
CMB.TECH & Euronav | Financial Report 2024 |
39 |
Note 18 - Financial instruments
Accounting classifications and fair values
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not
include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value,
such as trade and other receivables and payables.
Carrying amount | Fair value | |||||||||||
(in thousands of USD) | Note | Fair value - Hedging instruments | Financial assets at amortized cost | Other financial liabilities | Total | Level 1 | Level 2 | Level 3 | Total | |||
December 31, 2023 | ||||||||||||
Financial assets measured at fair value | ||||||||||||
Forward exchange contracts | 22 | 1,515 | — | — | 1,515 | — | 1,515 | — | 1,515 | |||
Interest rate swaps | 20-22 | 1,286 | — | — | 1,286 | — | 1,286 | — | 1,286 | |||
2,801 | — | — | 2,801 | |||||||||
Financial assets not measured at fair value | ||||||||||||
Non-current receivables | 20 | — | 1,624 | — | 1,624 | — | — | 1,535 | 1,535 | |||
Lease receivables | 20 | — | 2,854 | — | 2,854 | — | 2,268 | — | 2,268 | |||
Trade and other receivables * | 22 | — | 279,775 | — | 279,775 | — | — | — | — | |||
Cash and cash equivalents | — | — | 429,370 | — | 429,370 | — | — | — | — | |||
— | 713,623 | — | 713,623 |
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Financial liabilities measured at fair value | ||||||||||||
Interest rate swaps | 17 | 146 | — | — | 146 | — | 146 | — | 146 | |||
146 | — | — | 146 | |||||||||
Financial liabilities not measured at fair value | ||||||||||||
Secured bank loans | 16 | — | — | 528,359 | 528,359 | — | 540,096 | — | 540,096 | |||
Unsecured other notes | 16 | — | — | 201,952 | 201,952 | 196,563 | — | — | 196,563 | |||
Other borrowings | 16 | — | — | 163,546 | 163,546 | — | 164,261 | — | 164,261 | |||
Lease liabilities | 16 | — | — | 36,856 | 36,856 | — | 33,359 | — | 33,359 | |||
Trade and other payables * | 17 | — | — | 106,613 | 106,613 | — | — | — | — | |||
— | — | 1,037,326 | 1,037,326 |
CMB.TECH & Euronav | Financial Report 2024 |
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Carrying amount | Fair value | |||||||||||||
(in thousands of USD) | Note | Fair value - Hedging instruments | Financial assets at amortized cost | Other financial liabilities | Total | Level 1 | Level 2 | Level 3 | Total | |||||
June 30, 2024 | ||||||||||||||
Financial assets measured at fair value | ||||||||||||||
Interest rate swaps | 20-22 | 2,408 | — | — | 2,408 | — | 2,408 | — | 2,408 | |||||
2,408 | — | — | 2,408 | |||||||||||
Financial assets not measured at fair value | ||||||||||||||
Non-current receivables | 20 | — | 62,660 | — | 62,660 | — | — | 62,660 | 62,660 | |||||
Lease receivables | 20 | — | 2,072 | — | 2,072 | — | 1,609 | — | 1,609 | |||||
Trade and other receivables * | 22 | — | 239,456 | — | 239,456 | — | — | — | — | |||||
Cash and cash equivalents | — | — | 343,899 | — | 343,899 | — | — | — | — | |||||
— | 648,087 | — | 648,087 | |||||||||||
Financial liabilities measured at fair value | ||||||||||||||
Forward exchange contracts | 16 | 299 | — | — | 299 | — | 299 | — | 299 | |||||
299 | — | — | 299 | |||||||||||
Financial liabilities not measured at fair value | ||||||||||||||
Secured bank loans | 16 | — | — | 1,532,476 | 1,532,476 | — | 1,555,592 | — | 1,555,592 | |||||
Unsecured bank loans | 16 | — | — | 85,000 | 85,000 | — | 85,149 | — | 85,149 | |||||
Unsecured other notes | 16 | — | — | 202,284 | 202,284 | 197,785 | — | — | 197,785 | |||||
Other borrowings | 16 | — | — | 577,173 | 577,173 | — | 571,142 | — | 571,142 | |||||
Lease liabilities | 16 | — | — | 5,102 | 5,102 | — | 4,554 | — | 4,554 | |||||
Trade and other payables * | 17 | — | — | 71,649 | 71,649 | — | — | — | — | |||||
— | — | 2,473,684 | 2,473,684 | |||||||||||
* Deferred charges, deferred fulfillment costs and VAT receivables (included in other receivables) (see Note 22), deferred income and VAT payables (included in other payables) (see Note 17), which
are not financial assets (liabilities) are not included.
CMB.TECH & Euronav | Financial Report 2024 |
42 |
Measurement of fair values
Valuation techniques and significant unobservable inputs
Level 1 fair value was determined based on the actual trading of the unsecured notes, due in 2026, and the trading price on June 30, 2024. The following tables show
the valuation techniques used in measuring Level 1, Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.
Financial instruments measured at fair value | |||||||
Type | Valuation Techniques | Significant unobservable inputs | |||||
Forward exchange contracts | Forward pricing: the fair value is determined using quoted forward exchange rates at the reporting date and present value calculations based on high credit quality yield curve in the respective currencies. | Not applicable | |||||
Interest rate swaps | Swap models: the fair value is calculated as the present value of the estimated future cash flows. Estimates of future floating-rate cash flows are based on quoted swap rates, futures prices and interbank borrowing rates. | Not applicable | |||||
Commodity derivatives | Fair value is determined based on the present value of the quoted forward price. | Not applicable | |||||
Financial instruments not measured at fair value | |||||||
Type | Valuation Techniques | Significant unobservable inputs | |||||
Non-current receivables (consisting primarily of shareholders' loans) | Discounted cash flow | Discount rate and forecasted cash flows | |||||
Lease receivables | Discounted cash flow | Discount rate | |||||
Other financial liabilities (consisting of secured and unsecured bank loans and lease liabilities) | Discounted cash flow | Discount rate | |||||
Other financial notes (consisting of unsecured notes) | List price | Not applicable | |||||
CMB.TECH & Euronav | Financial Report 2024 |
43 |
Transfers between Level 1, 2 and 3
There were no transfers between these levels in 2023 and for the six-month period ended June 30, 2024.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity is to ensure, as far
as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the Group’s reputation. The sources of financing are diversified and the bulk of the loans are irrevocable, long-term and maturities are
spread over different years.
The following are the remaining contractual maturities of financial liabilities:
Contractual cash flows December 31, 2023 | ||||||||||
(in thousands of USD) | Note | Carrying Amount | Total | Less than 1 year | Between 1 and 5 years | More than 5 years | ||||
Non derivative financial liabilities | ||||||||||
Bank loans and other notes | 16 | 730,311 | 837,126 | 217,328 | 587,681 | 32,117 | ||||
Other borrowings | 16 | 163,546 | 214,641 | 99,058 | 40,363 | 75,220 | ||||
Lease liabilities | 16 | 36,856 | 37,732 | 33,806 | 3,651 | 276 | ||||
Current trade and other payables * | 17 | 106,613 | 106,613 | 106,613 | — | — | ||||
1,037,326 | 1,196,112 | 456,805 | 631,694 | 107,613 | ||||||
Derivative financial liabilities | ||||||||||
Interest rate swaps | 17 | 146 | (9) | (876) | 797 | 70 | ||||
146 | (9) | (876) | 797 | 70 | ||||||
CMB.TECH & Euronav | Financial Report 2024 |
44 |
Contractual cash flows June 30, 2024 | ||||||||||
(in thousands of USD) | Carrying Amount | Total | Less than 1 year | Between 1 and 5 years | More than 5 years | |||||
Non derivative financial liabilities | ||||||||||
Bank loans and other notes | 16 | 1,819,760 | 2,164,574 | 649,802 | 1,214,901 | 299,870 | ||||
Other borrowings | 16 | 577,173 | 810,706 | 134,888 | 186,643 | 489,175 | ||||
Lease liabilities | 16 | 5,102 | 5,635 | 3,075 | 2,214 | 346 | ||||
Current trade and other payables * | 17 | 71,649 | 71,649 | 71,649 | — | — | ||||
2,473,684 | 3,052,564 | 859,414 | 1,403,758 | 789,391 | ||||||
Derivative financial liabilities | ||||||||||
Interest rate swaps | 17 | — | 719 | (148) | 860 | 7 | ||||
— | 719 | (148) | 860 | 7 |
* Deferred income and VAT payables (included in other payables) (see Note 16), which are not financial liabilities, are not included.
The Group has secured bank loans that contain loan covenants. A future breach of covenant may require the Group to repay the loan earlier than indicated in the
above table. As of June 30, 2024 and December 31, 2023, the Group was in compliance with all of the covenants contained in the debt agreements.
The interest payments on variable interest rate loans in the table above reflect market forward interest rates at the reporting date and these amounts may change as
market interest rates change. It is not expected that the cash flows included in the table above (the maturity analysis) could occur significantly earlier, or at
significantly different amounts than stated above.
CMB.TECH & Euronav | Financial Report 2024 |
45 |
Note 19 - Deferred tax assets and liabilities
Euronav NV and its subsidiaries had available combined cumulative tax losses and other tax credits
carried forward of USD 212.1 million and USD 114.3 million as of June 30, 2024 and December 31, 2023,
respectively. Under current local tax laws, these loss carry forwards have an indefinite life and may be
used to offset future taxable income of Euronav NV and its subsidiaries.
The Company did not recognize deferred tax assets of USD 47.9 million and USD 28.6 million as of June 30,
2024 and December 31, 2023, respectively, that can be carried forward against future taxable income,
because it is not considered more likely than not that these deferred tax assets will be utilized in the
foreseeable future.
Note 20 - Non-current receivables
(in thousands of USD) | June 30, 2024 | December 31, 2023 | ||
Shareholders loans to joint ventures | 11,805 | 2 | ||
Derivatives | 1,008 | — | ||
Cash guarantees and deposits | 46,173 | 1,616 | ||
Other non-current receivables | 4,682 | 6 | ||
Lease receivables | 330 | 1,263 | ||
Total non-current receivables | 63,998 | 2,887 | ||
The increase in shareholder loans to joint ventures mainly relates to the loans provided to BeHydro and
JPN H2Hydro and to joint ventures within the Windcat group of companies, i.e. TSM Windcat and FRS
Windcat Offshore Logistics.
The increase in cash guarantees and deposits as of June 30, 2024 compared to December 31, 2023 relates
to a cash security of USD 45.7 million lodged with the High Court of Malaysia in January, 2024. The cash
security equals the claimed amount and was required to lift the arrest on the vessel Oceania which was
subsequently sold and delivered to her new owners.
The lease receivables relate to the subleases of office space to third parties regarding the leased offices of
Euronav MI II Inc. (formerly Gener8 Maritime Inc.).
Note 21 - Inventory
The bunker inventory mainly relates to the bunker fuel stored on board of the vessels. As of June 30, 2024
the carrying amount of the bunker inventory on board of the vessels amounted to USD 22.1 million (2023:
USD 22.5 million). Bunkers delivered to vessels operating in the TI Pool, are sold to the TI Pool and bunkers
on board of these pooled vessels are no longer shown as bunker inventory but as trade and other
receivables.
The inventory on board of our vessels is accounted for on a first-in, first-out basis. No write down is
needed as long as the freight market remains robust offsetting potential higher weighted average
consumption costs of the bunker oil consumed from that inventory.
Bunker expenses and consumed lubricants are recognized in profit or loss upon consumption.
The other inventory amounts to USD 10.7 million and relates to trucks purchased to be converted into
hydrotrucks for resale and spare parts used for the conversion of regular engines to hydrogen powered
engines.
CMB.TECH & Euronav | Financial Report 2024 |
46 |
Note 22 - Trade and other receivables
(in thousands of USD) | June 30, 2024 | December 31, 2023 | ||||
Receivable from contracts with customers | 137,854 | 88,544 | ||||
Receivable from contracts with customers - TI Pool | 87,115 | 169,339 | ||||
Accrued income | 12,877 | 13,706 | ||||
Accrued interest | 835 | 1352 | ||||
Deferred charges | 35,426 | 17,601 | ||||
Deferred fulfillment costs | 705 | 2,278 | ||||
Other receivables | 3,030 | 11,414 | ||||
Lease receivables | 1,742 | 1,591 | ||||
Derivatives | 1,401 | 1,286 | ||||
Total trade and other receivables | 280,985 | 307,111 | ||||
The increase in receivables from contracts with customers is primarily attributable to the outstanding
receivables resulting from the acquisition of CMB.TECH as of February 2024.
The receivables from contracts with customers - TI Pool relates to income to be received by the Group
from the Tankers International Pool. These amounts decreased in the first six months of 2024 mainly due
to a decreased number of vessels in the pool in following of the sale of 24 vessels to Frontline (see Note
12) compared to December 31, 2023.
The increase in deferred charges is mainly due to the acquisition and consolidation of CMB.TECH as per
February, 2024 and relates mainly to arrangement fees on predelivery financing of newbuild vessels.
Fulfillment costs represent primarily bunker costs incurred between the date on which the contract of a
spot voyage charter was concluded and the next load port. These expenses are deferred according to IFRS
15 Revenue from Contracts with Customers and are amortized on a systematic basis consistent with the
pattern of transfer of service. The lease receivables relate to the subleases of office space to third parties
regarding the leased offices of Euronav MI II Inc. (formerly Gener8 Maritime Inc.).
The derivatives as of June 30, 2024 relate to the fair market value of the Interest Rate Swaps in connection
with the USD 150 million facility (FSO Africa and FSO Asia).
CMB.TECH & Euronav | Financial Report 2024 |
47 |
Note 23 - Provisions and contingencies
(in thousands of USD) | Note | Onerous contract | Total | ||
At January 1, 2024 | 598 | 598 | |||
Provisions used during the year | - | (163) | (163) | ||
Balance at June 30, 2024 | 435 | 435 | |||
Non-current | - | 125 | 125 | ||
Current | - | 310 | 310 | ||
Total | 435 | 435 | |||
The Group is currently involved in a litigation with RMK Maritime (RMK). RMK have commenced legal
proceedings in the London High Court against Euronav seeking USD 12,993,720 in damages in relation to
unpaid advisory services provided by RMK to Euronav concerning its merger with Gener8 in 2016 and
2017. Based on an external legal advice, management believes that it has strong arguments that the risk
of an outflow is less than probable and therefore no provision is recognized. The case will be heard in May
2025.
The Group is also involved in a claim from Fourworld. Fourworld has filed a claim against CMB NV and an
identical claim to Euronav NV as well as all parties concerned in the deal with Frontline. They want to
overturn the following 3 decisions; (1) the sale of 24 vessels from Euronav to Frontline, (2) the termination
of the arbitration between Euronav and Frontline and (3) the acquisition of CMB.TECH by Euronav.
Hearings will take place in May 2026. Management believes that Fourworld has no strong arguments and
evidence and that the risk for Euronav is low and therefore no provision is recognized.
Additionally, the Group is still involved in a litigation concerning the Oceania. A cash security of
USD 45.7 million has been lodged with the High Court of Malaysia in January, 2024 (see Note 20). There is
no change compared to December 31, 2023 with regards to the assessment of the case.
Note 24 - Business Combination
Euronav and CMB NV (“CMB”), its controlling shareholder, announced on December 22, 2023, that they
entered into a share purchase agreement for the acquisition of 100% of the shares in CMB.TECH NV
(“CMB.TECH”) (the “Transaction”) for a purchase price of USD 1.15 billion in cash. CMB.TECH is a diversified
future-proof maritime group. CMB.TECH builds, owns, operates and designs large marine and industrial
applications that run on dual-fuel diesel-hydrogen and diesel-ammonia engines and monofuel hydrogen
engines. CMB.TECH offers hydrogen and ammonia fuel that it either produces or sources from external
produces to its customers.
CMB.TECH is active throughout the full hydrogen value chain through three different divisions: Marine, H2
infra, and H2 Industry. The value creation of the new strategy is driven by CMB.TECH’s “future-proof” fleet
of 106 vessels, of which 46 are under construction.
The Transaction fits into the Company’s renewed strategy of diversification, decarbonization and
accelerated optimization of the Company’s current crude oil tanker fleet. The parties believe that the
Transaction will lead to the creation of the leading, future proof shipping platform, with the Company
becoming the reference in sustainable shipping. CMB and Euronav believe that the addition of CMB.TECH
to Euronav’s business will enable a flywheel strategy – positioning the Group to tap into each step of the
energy transition towards low carbon shipping, with a clear vision on value creation for its shareholders.
Euronav’s older tanker tonnage provides excellent opportunities to recycle capital over time into more
future proof, attractive and diversified end-markets and contract types. In addition, Euronav’s current
customer portfolio is located at the centre of the energy transition and looking for low-carbon tanker
shipping services.
CMB.TECH & Euronav | Financial Report 2024 |
48 |
The transaction was approved by an Extraordinary General Meeting on February 7, 2024 and has been
completed on February 8, 2024.
The following table summarizes the recognized amounts of assets acquired and liabilities assumed at the
acquisition date.
(in thousands of USD) | Note | ||||
Vessels | 12 | 425,564 | |||
Assets under construction | 12 | 478,235 | |||
Other tangible assets | 12 | 23,650 | |||
Intangible assets | 13 | 3,538 | |||
Investments in equity accounted investees | 25 | 12,399 | |||
Receivables | - | 16,514 | |||
Deferred tax assets | - | 5,414 | |||
Current assets | - | 57,128 | |||
Cash and cash equivalents | - | 4,176 | |||
LT loans and borrowings | - | (532,439) | |||
Provisions | - | (111) | |||
Current liabilities | - | (138,038) | |||
Total identifiable net assets acquired | 356,030 | ||||
(in thousands of USD) | |||||
Consideration transferred | - | 1,153,000 | |||
Total identifiable net assets acquired | - | 356,030 | |||
796,970 |
Current assets are comprised of trade debtors, inventory and deferred charges. Current liabilities are
primarily constituted by short-term loans and borrowings related to the newbuild program, trade debts
and accrued costs and deferred income related to the shipping activities.
The transaction has been considered as a transaction under common control and therefore IFRS 3 does
not apply. Hence book value accounting was applied which resulted in the recognition of an adjustment of
USD 797 million in retained earnings to reflect the difference between the consideration paid and the
identifiable net assets acquired.
Contribution to revenue and profit/loss
Since their acquisition by the Group, the acquired companies contributed revenue of USD 67.9 million and
a gain of USD 13.7 million to the Group’s consolidated results for the six months ended June 30, 2024. If
the acquisition had occurred on 1 January 2024, management estimates that the Group’s consolidated
revenue for the six months ended June 30, 2024 would have been USD 501.7 million and consolidated
profit for the six months period ended June 30, 2024 would have been USD 678.9 million.
Acquisition related costs
The Group incurred approximately USD 1.0 million of legal fees, mainly related to due diligence costs and
advisory fees. These acquisition-related costs for the business combination were expensed as incurred
and are included in 'General and administrative expenses'.
CMB.TECH & Euronav | Financial Report 2024 |
49 |
Note 25 - Investments
At cost
The investment in other companies of USD 45.0 million relates to the purchase of 10% of the shares of
Anglo-Eastern Univan Group Limited (see Note 4 and 6).
Equity-accounted investees
(in thousands of USD) | June 30, 2024 | December 31, 2023 | ||||
Assets | ||||||
Interest in joint ventures | 16,237 | 518 | ||||
TOTAL ASSETS | 16,237 | 518 | ||||
Joint Ventures
The following table contains a roll forward of the balance sheet amounts with respect to the Group’s joint
ventures:
ASSET | ||||
(in thousands of USD) | Investments in equity accounted investees | Shareholders loans | ||
Gross balance | 597 | 850 | ||
Offset investment with shareholders loan | 826 | (826) | ||
Balance at January 1, 2023 | 1,423 | 24 | ||
Reversal prior year offset investment with shareholders loan | (826) | 826 | ||
Group's share of profit (loss) for the period | (927) | — | ||
Gross balance | (330) | 850 | ||
Offset investment with shareholders loan | 848 | (848) | ||
Balance at December 31, 2023 | 518 | 2 | ||
Reversal prior year offset investment with shareholders loan | (848) | 848 | ||
Group's share of profit (loss) for the period | 2,570 | — | ||
Movement shareholders loans to joint ventures | — | (44) | ||
Capital increase / (decrease) in joint ventures | 1,063 | — | ||
Translation differences | (216) | 113 | ||
Business combinations | 12,399 | 11,638 | ||
Gross balance | 15,485 | 12,557 | ||
Offset investment with shareholders loan | 752 | (752) | ||
Balance at June 30, 2024 | 16,237 | 11,805 | ||
The increase in investments in equity accounted investees and shareholders loans to joint ventures at June
30, 2024 is mainly related to the acquisition of CMB.TECH (see Note 5).
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Note 26 - Subsequent events
On July 2, 2024, the Company announced the formal approval by the shareholders meeting of the name
change from Euronav NV to CMB.TECH NV. The name change will be effective as of October 1, 2024. In the
same meeting the distribution to shareholders of USD 0.88 per share from the available share premium
and the intermediary dividend to shareholders of USD 0.27 per share has been approved.
On August 5, 2024, the Company took delivery of the Mineral Italia (2024 – 210,000 dwt).
On August 6, 2024, the Company took delivery of the CMA CGM Etosha (2024 – 6,000 TEU).
On August 8, 2024, the Company took delivery of the Bochem New Orleans (2024 – 25,000 dwt).
Note 27 - Standards issued but not yet effective
The Group elected not to early adopt the following new Standards, Interpretations and Amendments,
which have been issued by the IASB and the IFRIC but are not yet effective as per June 30, 2024 and/or not
yet adopted by the European Union as per June 30, 2024 and for which the impact might be relevant:
•Amendments to IAS 21: The Effects of Changes in Foreign Exchange Rates for lack of exchangeability
(issued August 2023)
•Amendment to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments (issued
May 2024)
•New standard IFRS 19: Subsidiaries without Public Accountability: Disclosures (issued May 2024)
•New standard IFRS 18: Presentation and Disclosure in Financial Statements (issued April 2024)
None of the other new standards, interpretations and amendments, which have been issued by the IASB
and the IFRIC are not yet effective as per June 30, 2024 and/or not yet adopted by the European Union as
per June 30, 2024, are expected to have a material effect on the Group's future financial statements.
Note 28 - Statement on the true and fair view of the
consolidated financial statements and the fair overview of the
management report
Mr. Marc Saverys, Chairperson of the Supervisory Board, Mr. Alexander Saverys, CEO and Mr. Ludovic
Saverys, CFO, hereby certify that, to the best of their knowledge, (a) the condensed consolidated interim
financial statements as of June 30, 2024 and for the six-month period then ended, which have been
prepared in accordance with IAS 34 “Interim Financial Reporting” as issued by the IASB and as adopted by
the European Union, give a true and fair view of the assets, liabilities, financial position and results of
Euronav NV and the entities included in the consolidation, and (b) the interim management report
includes a true and fair overview of the information required to be included therein under Article 13 §5
and §6 of the Royal Decree of November 14, 2007 on the obligations of issuers of financial instruments
admitted to trading on a regulated market.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.
EURONAV NV | ||
(Registrant) | ||
Dated: August 13, 2024 | By: | /s/ Alexander Saverys |
Alexander Saverys | ||
Chief Executive Officer |
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