Nordic Shipholding A/S : Årsrapport 2022 (Engelsk)

NORDIC SHIPHOLDING

NORDIC SHIPHOLDING A/Sin

liquidation

ANNUAL REPORT 2022

CVR-no.:76351716

Address of Nordic Shipholding A/Sin liquidation

c/o Gorrissen Federspiel, Axel Towers, Axeltorv 2, DK-1609 Copenhagen, Denmark

Website: www.nordicshipholding.com

Registered office: Copenhagen, Denmark

Date of adoption of Annual Report 2022 by the General Assembly: 19 April 2023

Name of conductor

Signature of conductor

Contents

Management's Review
2022 in brief	1
Group Key Figures 2018-2022	2
Outlook for 2023	3
Financial Review 2022	4
Statutory Corporate Governance Statement	7
Internal Control	8
Corporate Social Responsibility (CSR) and Data Ethics	9
Shareholders Information	10
Management	12
Liquidator's Statement	13
Independent Auditor's Report	14
Financial Statements	18
List of Notes	23
Definitions and calculation formulas	38

2022 in brief

• The decision has been taken to solvently liquidate the Company and the Group in December 2022 subsequent to disposal of the remaining vessels, Nordic Anne, Nordic Agnetha and Nordic Amy, to their new owners in February 2022, March 2022 and April 2022, respectively. The Group's and the Company's results are affected by the disposal of the remaining activities and the ongoing liquidation.
• Please refer to Interim Report H1 2022 announced on 24 August 2022 for the discussion on the prior activities of the Company. In H2 2022, the financial result was affected by administration costs and adjustments related to the prior activities of the Group.
• With the commitment and continual support from the majority shareholder of Nordic Shipholding A/S, Nordic Maritime S.à r.l., the Board of Directors called for an Extraordinary General Meeting ('EGM') on 23 December 2022 to initiate a voluntary solvent liquidation of the Company. No distribution of funds to the shareholders is anticipated upon completion of the liquidation.
• To enable the liquidation to be solvent, the majority shareholder has agreed to waive the necessary part of its loan to the Group. It is expected that the aggregate cash balance of Nordic Shipholding A/S and its subsidiaries is sufficient to cover the estimated liquidation expenses and settlement of all creditors other than the main shareholder loan. Any excess funds will be used to repay the shareholder loan whereafter it has been agreed with the majority shareholder to waive the remaining debt at that point in time. It is expected that the liquidation will be finalised by the end of 2023.
• As a consequence of the resolution passed during the EGM on 23 December 2022 to liquidate

the Company by voluntary solvent liquidation, the Board of Directors and the Executive Board resigned, the Company's name was changed to "Nordic Shipholding A/S in liquidation", and the Company's signature rule was changed to "The Company shall be bound by the signature of the liquidator". In addition, Miss Louise Celia Korpela, Gorrissen Federspiel Advokatpartnerselskab, was appointed as liquidator. For the purpose of this report, references to 'Nordic Shipholding A/S' also refer to 'Nordic Shipholding A/S in liquidation'.

• So far, the liquidation is proceeding as planned.

1

Group Key Figures 2018-2022

Amounts in USD thousand	2022	2021	2020	2019	2018
Income statement
Revenue	5,855	21,519	42,319	36,119	32,787
Time charter equivalent revenue (TCE revenue)	2,908	10,380	27,766	22,498	19,173
EBITDA	(82)	42	13,942	6,840	2,036
Operating result (EBIT)	154	(3,899)	(12,551)	1,312	(17,801)
Net financials	2,643	(1,864)	(3,900)	(5,208)	(5,971)
Result after tax	2,797	(5,763)	(16,451)	(3,906)	(23,772)
Comprehensive income	2,797	(5,763)	(16,451)	(3,906)	(23,772)
Balance sheet and cashflow data
Invested capital	128	3,114	56,714	85,702	89,605
Net working capital (NWC)	128	3,114	3,623	6,191	5,509
Equity	(11,515)	(14,312)	(8,549)	7,902	11,808
Balance sheet total	4,912	44,011	66,510	98,053	103,887
Investments in plant and equipment	-	-	73	6,220	974
Net interest bearing debt	-	39,926	53,652	67,363	68,505
Cash flow from operating activities	3,027	(711)	14,766	3,204	(2,738)
Cash flow for the year	1,949	(2,848)	(139)	(3,071)	5,288
Financial Ratios
EBITDA margin (%)	-1.4%	0.2%	32.9%	18.9%	6.2%
Net result margin (%)	47.8%	-26.8%	-38.9%	-10.8%	-72.5%
Equity ratio (%)	-234.4%	-32.5%	-12.9%	8.1%	11.4%
Net working capital/revenue	27.7%	15.7%	11.6%	16.2%	15.5%
Key figures per share
Earnings/(loss) per share USD	0.01	(0.01)	(0.04)	(0.01)	(0.06)
Market price per share DKK, year end	0.06	0.09	0.34	0.54	0.37
Market price per share USD, year end	0.01	0.01	0.06	0.08	0.06
Exchange rate USD/DKK, year end	6.95	6.54	6.09	6.66	6.51
Average number of full time employees	1	1	1	1	1
Number of shares, year end	406,158,403	406,158,403	406,158,403	406,158,403	406,158,403

2

Outlook for 2023

With the decision to liquidate the Company and the Group in December 2022, the Liquidator will liquidate the Company and its subsidiaries, which is expected to be finalised by the end of 2023. All creditors and liquidation costs will be covered by the current cash held by the Company and the Group, and the solvent liquidation is ensured with the waiver of the majority shareholder loan until all expenses and creditors are covered. No distribution of funds to the shareholders is anticipated upon completion of the liquidation.

3