Report
Annual
Highlights 2025 2
Key Figures 3
Board of Directors' Report 5
The Company 5
Financial results, position and risks 5
Operations 7
Shareholders and corporate governance 8
Outlook 8
Income Statements 10
Statements of Financial Position - Assets 11
Statements of Financial Position - Equity and Liabilities 12
Statements of Changes in Equity 13
Statements of Cash Flows 15
Notes to the Accounts 16
Corporate Governance 57
Environmental, Social and Governance (ESG) 60
Auditor's Report 61
Fleet overview 63
This is Sea1 Offshore 67
Responsibility Statement 69
Board of Directors 70
Financial Calendar 71
Alternative Performance Measurement (APM) and other definitions 72
Revenue USD 1,000
271,549
EBITDA USD 1,000
149,564
Own workforce per 31.12.2025
756
Vessels in operation per 31.12.2025
22 (15 owned, 7 on management)
Highlights for the First Quarter
On the back of solid results, a strong balance sheet and a significant backlog, a special dividend of NOK 7 per share was paid in January 2025.
The Company refinanced debt related to its two well intervention vessels. New credit facilities from commercial banks were agreed, divided between a term loan and a revolving credit facility.
Entered into a revenue sharing agreement with Viking Supply Ships. The agreement includes six AHTS' owned by Viking Supply Ships and five AHTS' owned by Sea1 Offshore.
Entered into shipbuilding contracts for another two high-end Offshore Energy Support Vessels with Cosco Shipping (Qidong) Offshore Co. Ltd.
Highlights for the Second Quarter
Sold the 2014-built OSCV Sea1 Spearfish to an independent third party in May 2025, resulting in a gain of USD 41 million.
An employee share purchase plan for the employees of Sea1 Offshore was established.
The AGM was held on 25 April 2025. Following the AGM the Directors of the Company were: Christen Sveaas, Celina Midelfart, Otto Moltke-Hansen and Rune Magnus Lundetræ.
Highlights for the Third Quarter
An Extraordinary General Meeting of Sea1 Offshore Inc. was held on 26 September 2025 approving an application for the delisting of the company's shares from Euronext Oslo Børs. The application is on condition that the company's application for a transfer to Euronext Growth Oslo is approved.
Awarded a new contract for the Platform Supply Vessel Sea1 Atlas in Brazil with a duration of 3 years plus 6-month options.
Highlights for the Fourth Quarter
The Company completed the transfer from Euronext Oslo Børs to Euronext Growth Oslo on 18 December 2025.
The contract for the Oil Spill Recovery Vessel Sea1 Maragogi was extended with one year of firm period in direct continuation, taking the vessel's firm period up to January 2027.
(Amounts in USD 1,000)
INCOME STATEMENT
Ref
2025
CONSOLIDATED
2024
Operating revenue
271,549
340,825
Operating expenses
-121,985
-175,144
EBITDA
(1)
149,564
165,680
EBITDA, %
(2)
55%
49%
Depreciation and amortization
-51,330
-57,780
Reversal of impairment of vessels
-
159,116
Other Gain/(loss)
42,900
-25,587
Operating profit
(3)
141,134
241,430
Net financial items
-25,242
-37,041
Result from associated companies
-
-52
Profit before taxes
115,892
204,337
Tax benefit/(expense)
-2,140
-1,388
Net profit
113,752
202,948
Attributable to non-controlling interest
-
30,191
Net profit attributable to shareholders
113,752
172,758
STATEMENT OF FINANCIAL POSITION
31 Dec 2025
31 Dec 2024
Non-current assets
642,580
680,270
Current assets
160,029
138,208
Total assets
802,609
818,478
Total equity
430,889
405,992
Non-current liabilities
265,298
312,046
Current liabilities
106,422
100,440
Total equity and liabilities
802,609
818,478
When comparing the 2025 figures to 2024, please note that the number of owned vessels in operation has decreased by 11 vessels following the sale of 9 vessels in July 2024, the sale of 1 vessel in May 2025 and the sale of the vessel in lay-up in October 2025.
Definitions
EBITDA is the net of Operating revenue and operating expenses. For 2025 operating revenues USD 271,549 less operating expenses at USD 121,985 equals EBITDA at USD 149,564. The Company considers EBITDA to be a key number when analyzing the fleets operating performance and the EBITDA that can be allocated to the finance of capital expenditures, debt-service and other cash disbursements.
EBITDA, %. The relative operating margin is calculated to be the percentage of EBITDA to operating revenue. For 2025 EBITDA at USD 149,564 equals 55% of the operating revenue at USD 271,549. The Company considers the EBITDA, % to be important when analyzing the vessels' relative performance.
The Operating Profit is the profit before financial items and tax. The operating profit for 2025 is calculated by adding operating revenues at USD 271,549, less operating expenses at USD 121,985, less depreciation and amortization at USD 51,330, plus other gain/loss at USD 42,900 which equal operating profit at USD 141,134.
STATEMENT OF CASH FLOWS | 2025 | 2024 |
Net cash flow from operations | 128,146 | 131,070 |
Net change in cash | 17,791 | -28,832 |
KEY FIGURES | 2025 | 2024 |
Weighted average no. of outstanding shares (1,000) | 153,544 | 196,897 |
Weighted average no. of diluted outstanding shares (1,000) | 153,544 | 196,897 |
Earnings per share (USD) | 0.74 | 0.88 |
Diluted earnings per share (USD) | 0.74 | 0.88 |
Share price per year end (USD) | 2.26 | 2.15 |
Share price per year end (NOK) | 22.80 | 24.45 |
Sea1 Emerald (AHTS)
Board of Directors' Report
The Board of Directors of Sea1 Offshore Inc. (the "Board") presents its report for the fiscal year ended 31 December 2025, together with the audited consolidated financial statements for the Company and the Parent Company. The financial statements and related notes were authorized for issue by the Board on 27 March 2026 and will be presented to the shareholders for approval at the Annual General Meeting to be held on 24 April 2026.
THE COMPANY
All references to "Sea1 Offshore" and the "Company" shall mean Sea1 Offshore Inc. and its subsidiaries and associates unless the context indicates otherwise. All references to "Parent" shall mean Sea1 Offshore Inc. as the Parent Company only.
Sea1 Offshore is registered in the Cayman Islands and is listed on the Euronext Growth Oslo (Ticker: SEA1). The Company's headquarter is located in Kristiansand, Norway and subsidiary offices are located in Brazil, Australia, Canada, Cayman Islands and United States. The Company is tax domiciled in Norway.
The Company's primary activity is the ownership and operation of offshore support vessels ("OSVs") for the offshore energy service industry (oil & gas and offshore wind).
The Company operated a fleet of 15 owned vessels at year-end 2025, plus 4 vessels under construction. No vessels were in
lay-up at the end of the year. "Sea1 Spearfish" was sold in May 2025. "Joides Resolution", a scientific core-drilling vessel, was sold in October 2025 for recycling. In addition to the owned fleet, the Company performed ship management services for 7 vessels owned by Viking Supply Ships during 2025 and for the 9 vessels sold in previous year during 1Q 2025. During 2025, the vessels conducted operations in the North Sea, Brazil, Australia, Canada, Southeast Asia, South America and West Africa.
FINANCIAL RESULTS, POSITION AND RISKS
IFRSThe financial statements for the Company and the Parent are prepared in accordance with IFRS Accounting Standards as adopted by the EU.
Going-ConcernThe financial statements have been prepared under the assumption that the Company and the Parent are going concerns. The Company's financial position, financing arrangements and forecasted cashflows are supporting a going concern status.
The MarketThe OSV sector saw a slight softening in 2025 compared to the previous year. Northern Europe, with the UK in particular, and Australia have seen a decline in activity. Other regions, such as Brazil and the Middle East, were more resilient. Despite this softening, our fleet benefitted from long term contracts in Australia and Brazil.
The subsea sector experienced a seasonal softening at the end of 2025 with some weakness in demand for smaller subsea vessels. For the mid- and high-spec subsea vessels the market remained tight throughout the year. The backlog of leading EPC contractors reached new record high-level in Q3-2025, indicating a healthy demand situation in the medium- and long-term perspective.
In the North Sea, the spot market was highly volatile throughout the year. Overall, the North Sea AHTS segment saw average rates increase around 20% over the previous year but the utilization was low. There were some high peak levels in March and May, followed by limited activity and low rates in the third quarter. In the fourth quarter, supply constraints and effects from consolidations on owners side gradually drove rates higher, resulting in some all-time
high spot rates in December. Globally, the large AHTS segment remained strong.
Through the year the number of laid up OSVs increased by around 5% globally, mainly smaller AHTS and PSVs above 15 years old.
There were no changes in the high-end AHTS segments. The remaining cold stacked fleet is old and has been stacked several years. Therefore, those units are unlikely to be reactivated in any significant number. There is presently no high-spec AHTS under construction.
Income StatementIn 2025, the Company recorded operating revenue of USD 271.5 million and a net profit attributable to shareholders of USD 113.8 million, or USD 0.74 per share, compared to operating revenue of USD 340.8 million and a net profit attributable to shareholders of USD 172.8 million, or USD 0.88 per share, in 2024. The decrease in revenues is explained by the sale of 9 vessels in July 2024 and 2 vessels sold during 2025. Adjusted for revenues related to sold vessels, revenues have increased for all segments compared to 2024. The reduction in net profit is mainly explained by reversal of impairments in 2024, which had a positive impact of USD 159 million. Adjusted for this effect, the net profit for 2025 was higher than for 2024.
The Company's EBITDA for 2025 was USD 149.6 million compared to USD 165.7 million in 2024. EBITDA as a percentage of operating revenue was 55% in 2025 compared to 49% in 2024.
The Company's operating profit for 2025 was USD 141.1 million compared to USD 241.4 million in 2024 and includes depreciation and amortization of USD 51.3 million (2024: USD 57.8 million).
Other gain of USD 42.9 million is related to the sale of "Sea1 Spearfish" and "Joides Resolution".
The Company's net financial items were USD -25.2 million (2024: USD -37.0 million) and included financial expenses of USD -
31.2 million (2024: USD -28.1 million) and a revaluation gain/(loss) of non-USD currency items of USD 0.7 million (2024: USD -17.7 million) mainly due to variances in NOK and BRL compared to USD during the period.
The Parent Company is primarily a holding company owning shares in subsidiaries.
The Board proposes that the Parent's net profit of USD 173.4 million for 2025 be allocated to retained earnings.
Financial Position and Cash FlowsTotal equity was USD 431 million at year-end 2025 (2024: USD 406 million), and the book equity ratio was 54% (2024: 50%). This is equivalent to USD 2.81 per share (2024: USD 2.64 per share).
The net interest-bearing debt at year-end was USD 208 million (2024: USD 271 million). As per 31 December 2025, the Company had an undrawn revolving credit facility. In January 2026 the
Company signed a loan agreement for financing related to its four newbuilds. A new credit facility from an international direct lending provider was entered into. Parts of the facility will be available pre-delivery to finance yard installments. The remaining part will be drawn at the time of delivery of the four vessels. The weighted average cost of debt for the Company was approximately 6.6% p.a. at year-end (2024: 7.0% p.a.).
Cash flowsThe cash position at year-end was USD 86 million (2024: USD 68 million).
In 2025 the Company made gross principal debt repayments of USD 194 million (2024: USD 266 million), of which USD 40 million related to the sale of "Sea1 Spearfish" and USD 102 million related to repayment of existing debt as part of the refinancing in January 2025. New loans amounting to USD 150 million have been obtained. The Company's cash-flows are primarily denominated in USD, NOK, EUR, BRL, GBP, CAD and AUD. From 31 December 2024 to 31 December 2025, the USD weakened by 13% to NOK, 13% to BRL, 13% to EUR, 7% to GBP, 5% to CAD and 8% to AUD.
Financial RisksInterest risk
The Company is exposed to changes in interest rates, as approximately 71% of the interest-bearing debt is based on floating interest rates and denominated in USD with SOFR as reference rate. The Company is exposed to the risk that significant increases in interest rates could have a negative impact on the Group's financial results and condition. The Company holds a low delta USD 127.5 million interest rate option / cap as additional security against unfavorable increase in SOFR.
Currency risk
The Company is exposed to currency risk as revenue and costs are denominated in various currencies. Some assets are denominated in local non-USD currencies and therefore their book value when converted to USD is exposed to foreign exchange fluctuations.
However, in real terms USD-valuation for mobile vessels operating globally are most likely not affected by fluctuation in local currencies. The Company held no foreign exchange derivatives at year end.
Inflation Risk
The Company is exposed to inflation risk. The revenues may not be inflated at levels that could compensate for inflated operating cost. In addition to general inflation rates, the operating expenses related to spare parts, service-personnel and logistics within the shipping industry are further exposed to shortage and long lead time.
Liquidity risk
The Company is financed by a combination of debt and equity. If the Company fails to repay or refinance its credit facilities, additional equity financing may be required. On 31 December 2025 USD 61 million of interest-bearing debt was classified as current debt. On 31 December 2025, the Company had not drawn on the revolving credit facility. As described above, a loan agreement for financing related to its four newbuilds was signed in January 2026. The credit facility will finance a substantial part of yard installments related to the newbuild program.
Climate risk
A Climate Risk Scenario analysis has been performed for two scenarios, one 1.5 degree scenario in line with Paris agreement implying large degree of conversion of the vessel fleet, and one as-is scenario with 3-4 degrees temperature increase and large chronic climate changes. The Resilience analysis shows that the Company is agile and resilient to any foreseen climate changes.
War risk
Wars may impact the market balance of offshore support vessels in the Company's key areas of operation. There is associated risk of price escalations to vessel spare parts, logistics and other services. The Company observes indications of shortages of experienced crew and escalation of crew costs. Sanctions that have been imposed on nations and organizations could affect the Company's competition directly and indirectly, and its ability to receive and send payments for its services.
OPERATIONS
Fleet, Performance and EmploymentThe owned fleet in operation at the end of 2025 totaled 15 vessels plus 4 vessels under construction (2024: 17 vessels plus 2 vessels under construction. In addition to the owned fleet, per 31 December 2025, the Company performed ship management services for 7 vessels owned by Viking Supply Ships.
The Company's Subsea segment had 1 OSCV and 2 WIVs in operation at the end of 2025 (2024: 2 OSCVs, 2 WIVs and 1 Scientific Core Drilling Vessel). The OSCV "Sea1 Spearfish" was sold in May 2025. "Joides Resolution", a scientific core-drilling vessel was sold in October 2025 for recycling. The Subsea fleet earned operating revenues of USD 118.0 million and had 98% utilization (2024: USD 139.1 million and 96%). The operating margin before administrative expenses was USD 90.2 million (2024: USD 95.1 million) and the operating margin as a percentage of revenue was 76% (2024: 68%).
The Company had 5 large and 1 medium-sized owned AHTS vessels in operation at end of the year (2024: 5+1). The AHTS fleet earned operating revenues of USD 102.8 million and had 81% utilization (2024: USD 97.2 million and 84% utilization). The operating margin before administrative expenses was USD 53.3 million (2024: USD 50.5 million) and the operating margin as a percentage of revenue was 52% (2024: 52%).
The Company had 2 PSVs in operation at end of the year (2024: 2). The PSV fleet earned operating revenues of USD 26.9 million and had 100% utilization (2024: USD 19.1 million and 96%). The operating margin before administrative expenses was USD 18.2 million (2024: USD 9.6 million) and the operating margin as a percentage of revenue was 68% (2024: 50%).
Sea1 Offshore do Brasil S.A. is the Company's wholly owned Brazilian subsidiary that owns and operates a fleet of 4 Fast Crew and Oil Spill Recovery vessels in Brazil (2024: 4). This fleet earned operating revenues of USD 15.0 million and had 98% utilization (2024: USD 12.2 million and 91%). The operating margin before administrative expenses was USD 6.6 million (2024: USD 2.4 million) and the operating margin as a percentage of revenue was 44% (2024: 20%).
The total firm contract backlog for all owned vessels on 31 December 2025 was USD 701 million (2024: USD 840 million). The total vessel contract backlog is allocated with USD 193 million in 2026, USD 138 million in 2027 and USD 370 million in 2028 and onwards. In addition, the options backlog for all owned vessels on 31 December 2025 was USD 569 million. The number of contracted days, either firm or options, as a percentage of the annual total number of days for the owned fleet, is estimated to be 81% for 2026, 61% for 2027 and 44% for 2028 (2024: 79% for 2025, 63% for 2026
and 51% for 2027), also see Note 17.
SHAREHOLDERS AND CORPORATE GOVERNANCE
Shareholder InformationThe Company's authorized share capital is USD 300,000,000 divided into 300,000,000 ordinary shares of a nominal value of USD 1.00 each. The Company had an issued and outstanding share capital of USD 153,543,734 divided into 153,543,734 shares, each with a par value of USD 1 on 31 December 2025. The Company's shares are listed on Euronext Growth Oslo with the ticker symbol SEA1. The Company's largest shareholder and ultimate owner is Kistefos AS, with a 51.8% interest on 31 December 2025. In January 2025, a dividend of NOK 7 per share was made to shareholders. Total dividend paid was USD 94 million. During 2025, the closing share price reached a high of NOK 29.95 (12 August, excluding dividend), a low of NOK 16.46 and closed at NOK 22.80 at year-end.
Corporate GovernanceThe Company has implemented guidelines for good corporate governance based on the recommendations and guidelines given by the Oslo Stock Exchange. The purpose of these guidelines is to clarify roles of the Shareholders, the General Meeting, the Board of Directors and the day-to-day Management beyond what follows from the legislation. An overview of corporate governance principles is included in a separate section of the Annual Report.
OUTLOOK
Global activity is expected to increase moderately throughout the decade, with nearly all regions anticipating growth in the coming years. Brazil and West Africa are likely to be the main drivers of this increase. In the North Sea, the UK sector has seen a decrease in planned activities, while the Norwegian sector is projected to remain on current levels or slightly higher in the coming years. Discussions in the UK to end the windfall tax earlier than 2030 may spark a new wave of investments and activity in the region. Canada and Australia also have promising long-term forecasts, though 2026 is expected to be a slower year in these regions before activity picks up again.
Despite these fluctuations, we remain optimistic about all segments in the coming years.
The AHTS market is expected to continue to be volatile, but we anticipate more prolonged peaks as more projects enter the market, which may also impact long-term contract levels. The significant number of FPSO installations is expected to contribute positively to this segment, as these projects require multiple vessels and early commitments, creating market constraints. Floating wind projects may provide a boost to the segment, although we anticipate delays as there are still several challenges to overcome before these projects can be commercialized. Further consolidation of the supply side could also contribute to a healthy market overall.
Although the current fundamental market drivers remain positive, there are uncertainties with regards to how tariffs and the geopolitical situation, including the recent developments in Iran and the Middle East, will impact the global offshore market and the Company. As of the reporting date, the financial impact of these developments cannot be reliably estimated.
HEALTH, SAFETY, ENVIRONMENT & QUALITY
The Company has continuous focus on safe operations, cooperation with stakeholders and environmental initiatives. Close cooperation with major clients on a global basis is of great importance, and our global footprint sets high requirements to our safety and quality performance in all our operations.
The Company's operations set the Environmental, Social and Governance issues and priorities high, ensuring efficient and sustainable deliverables, in line with market and client expectations.
In 2025, protection of the environment has continued to be a high priority area. The separate Sustainability Statement report outlines the Company's goals for emission intensity reductions and energy management. We have performed specific studies and research to further develop emission reduction technologies including use of alternative fuel types.
The Sea1 Offshore Environmental Policy confirms the Board of Directors and Management's commitment to minimize the Company's impact on the environment, in relation to biodiversity, resource usage, and water and waste management. At the senior management level, there is a constant and shared responsibility to ensure that all staff are familiar with this policy, and that there are systems and procedures in place to integrate environmental considerations in our decision-making and operations.
Sea1 Offshore is committed to carrying out its business in an ethical manner and in strict compliance with applicable laws wherever it operates, an example being the Transparency Act that ensures focus on human rights in the supply chain. The compliance and governance work continued to be a focus area in 2025, where we have earned trust of our clients, business partners, suppliers, and other stakeholders by acting consistently and reliably in accordance with these principles.
Management is accountable for compliance, which is the responsibility of everyone who works for the Company. One of the key roles of our compliance and ethics function is to ensure Management understands, accepts, and fulfils its accountability.
The Company provides a workplace with equal opportunities for all employees. We treat current and prospective employees fairly in relation to salaries, promotions, and recruitment. The Company offers its employees a sound working environment, giving opportunities for professional development equally and free of any discrimination against all employees.
The sick leave rate for onshore and offshore employees was 2.0% and 2.5% respectively on a global basis.
High competence of the crew is vital for safe and secure operations of any vessel. Such knowledge includes good seamanship and understanding of the demanding assignments to be executed.
The annual statement as required by the Norwegian Transparency Act is published on the Company's website: https://www.sea1offshore.com/sustainability
27 March 2026
Christen Sveaas Chairman
(Sign.)
Rune Magnus Lundetræ Director
(Sign.)
Celina Midelfart Director
(Sign.)
Otto Moltke-Hansen Director
(Sign.)
Bernt Omdal
Chief Executive Officer (Sign.)
Income statement
PARENT COMPANY CONSOLIDATED
2025 | 2024 | (Amounts in USD 1,000) | Note | 2025 | 2024 |
1,461 | 665 | Operating revenue | 2,4,13 | 271,549 | 340,825 |
-8,872 | -5,308 | Operating expenses | 2,4,7,13,15,16,17 | -121,985 | -175,144 |
-7,410 | -4,644 | EBITDA | 4 | 149,564 | 165,680 |
- | - | Depreciation and amortization | 4,5,17 | -51,330 | -57,780 |
- | - | Reversal of impairment of vessels | 3,4,5 | - | 159,116 |
301 | -906 | Other Gain/(loss) | 20 | 42,900 | -25,587 |
-7,109 | -5,550 | Operating profit | 4 | 141,134 | 241,430 |
Financial income and expenses | |||||
188,545 | 77,076 | Financial income | 18 | 5,264 | 8,768 |
818 | 239,513 | Financial expenses | 17,18 | -31,210 | -28,064 |
-4,700 | 2,836 | Net currency gain/(loss) | 18 | 704 | -17,745 |
184,662 | 319,425 | Net financial items | -25,242 | -37,041 | |
- | - | Result from associated companies | - | -52 | |
177,553 | 313,875 | Profit before taxes | 115,892 | 204,337 | |
-4,143 | -14,173 | Tax benefit/(expense) | 10 | -2,140 | -1,388 |
173,411 | 299,702 | Net profit | 113,752 | 202,948 | |
- | - | Attributable to non-controlling interest | 6 | - | 30,191 |
173,411 | 299,702 | Attributable to shareholders of the Company | 113,752 | 172,758 | |
Weighted average number of outstanding shares (1,000) | 19 | 153,544 | 196,897 | ||
Earnings per share | 19 | 0.74 | 0.88 |
Statement of comprehensive income
2025 | 2024 | (Amounts in USD 1,000) | 2025 | 2024 |
173,411 | 299,702 | Net profit | 113,752 | 202,948 |
Other Comprehensive income | ||||
- | - | Items that will not be reclassified to profit or loss Pension remeasurement gain (loss) | -602 | -144 |
- | - | Items that may be subsequently reclassified to profit or loss Currency translation differences | 6,443 | 1,975 |
173,411 | 299,702 | Total comprehensive income for the year | 119,593 | 204,779 |
- | - | Attributable to non-controlling interest | - | 30,191 |
173,411 | 299,702 | Attributable to shareholders of the Company | 119,593 | 174,588 |
Statements of Financial Position
-Assets
PARENT COMPANY CONSOLIDATED
12/31/2025 | 12/31/2024 | (Amounts in USD 1,000) | Note | 12/31/2025 | 12/31/2024 |
Non-Current assets | |||||
400 | - | Deferred tax asset | 10 | 30,841 | 27,651 |
- | - | Vessels under construction | 4,5 | 73,972 | 19,310 |
- | - | Vessels and equipment | 4,5,17 | 534,622 | 618,127 |
655,100 | 631,193 | Investment in subsidiaries | 6 | - | - |
- | - | CIRR Loan deposit | 11,23 | - | 6,879 |
19,667 | 7,741 | Long-term receivables | 8,13,23 | 3,144 | 8,303 |
675,167 | 638,934 | Total non-current assets | 642,580 | 680,270 | |
Current assets | |||||
- | - | Trade receivable | 2,23 | 47,148 | 40,700 |
19,695 | 117,668 | Other short-term receivable | 8,13,23 | 21,809 | 23,863 |
- | - | Inventories | 24 | 4,708 | 5,344 |
20,856 | 15,830 | Cash | 2,9,23 | 86,364 | 68,302 |
40,551 | 133,498 | Total current assets | 160,029 | 138,208 | |
715,718 | 772,432 | Total assets | 802,609 | 818,478 |
Statements of Financial Position
-Equity and Liabilities
PARENT COMPANY CONSOLIDATED
12/31/2025 | 12/31/2024 | (Amounts in USD 1,000) | Note | 12/31/2025 | 12/31/2024 |
Equity | |||||
153,544 | 153,544 | Share capital | 21 | 153,544 | 153,544 |
405,336 | 326,621 | Other reserves | 277,345 | 252,448 |
558,879 | 480,165 | Shareholders' equity | 430,889 | 405,992 |
558,879 | 480,165 | Total equity | 430,889 | 405,992 |
Liabilities Non-current liabilities | |||||
- | - | Borrowings | 2,11,13,23 | 233,926 | 273,275 |
- | - | CIRR Loan | 11,23 | - | 6,879 |
- | 3,693 | Tax liabilities | 10 | - | - |
- | - | Other non-current provision | 12,23 | 17,218 | 14,728 |
6,532 | 861 | Other non-current liabilities | 7,17,23 | 14,154 | 17,164 |
6,532 | 4,554 | Total non-current liabilities | 265,298 | 312,046 | |
Current liabilities | |||||
- | 33 | Accounts payable | 2,23 | 11,235 | 4,421 |
- | - | Borrowings | 2,11,13,23 | 60,937 | 65,740 |
- | - | Taxes payable | 10,23 | 2,309 | 1,999 |
150,307 | 287,680 | Other current liabilities | 12,13,17,23 | 31,941 | 28,280 |
150,307 | 287,713 | Total current liabilities | 106,422 | 100,440 | |
156,839 | 292,267 | Total liabilities | 371,720 | 412,486 | |
715,718 | 772,432 | Total equity and liabilities | 802,609 | 818,478 | |
294,863 | 339,015 | Guarantees | 14 | - | - |
27 March 2026
Christen Sveaas Chairman
(Sign.)
Rune Magnus Lundetræ Director
(Sign.)
Celina Midelfart Director
(Sign.)
Otto Moltke-Hansen Director
(Sign.)
Bernt Omdal
Chief Executive Officer (Sign.)
Statement of changes in equity
CONSOLIDATED
(Amounts in USD 1,000)
Total no. of shares
Share capital
Share premium reserves
Own shares
Other reserves
Retained earnings
Share-holders' equity
Non-controlling interest
Total equity
Equity as of 31 December 2023 238,852,052 238,852 163,160 - -41,526 173,775 534,260 -5,085 529,175
Net profit/(loss) - - - - - 172,758 172,758 30,191 202,948
Currency effects - - - - 1,975 - 1,975 - 1,975
Pension remeasurement - - - - - -144 -144 - -144
Receipt of own shares related to sale of vessels
Capital reduction, cancellation of shares related to sale of vessels
- - - -85,308 - -145,046 -230,354 - -230,354
-85,308,318 -85,308 - 85,308 - - - - -
Dividend - - - - - -72,839 -72,839 - -72,839
Purchase of own shares related to long-term incentive program
- - - -400 - -655 -1,055 - -1,055
Long-term incentive program - - - 400 - -614 -214 - -214
Acquisition of shares from minority interests
- - - - - 1,605 1,605 -25,106 -23,501
Equity as of 31 December 2024 153,543,734 153,544 163,160 - -39,552 128,840 405,992 - 405,992
Net profit/(loss) - - - - - 113,752 113,752 - 113,752
Currency effects - - - - 6,443 - 6,443 - 6,443
Pension remeasurement - - - - - -602 -602 - -602
Capital reduction, cancellation of shares related to sale of vessels
- - - - - - - - -
Dividend - - - - - -94,179 -94,179 - -94,179
Purchase of own shares related to long-term incentive program
- - - -400 - -549 -949 - -949
Long-term incentive program - - - 400 - 31 431 - 431
Equity as of 31 December 2025 153,543,734 153,544 163,160 - -33,109 147,293 430,889 - 430,889
Statement of changes in equity
PARENT COMPANY
(Amounts in USD 1,000)
Total no. of shares
Share capital
Share premium reserves
Own shares
Other reserves
Retained earnings
Share-holders' equity
Equity as of 31 December 2023 238,852,052 238,852 163,160 - -22,302 105,215 484,925
Net profit/(loss) - - - - - 299,702 299,702
Receipt of own shares related to sale of vessels
Capital reduction, cancellation of shares related to sale of vessels
- - - -85,308 - -145,046 -230,354
-85,308,318 -85,308 - 85,308 - - -
Dividend - - - - - -72,839 -72,839
Purchase of own shares related to longterm incentive program
- - - -400 - -655 -1,055
Long-term incentive program - - - 400 - -614 -214
Equity as of 31 December 2024 153,543,734 153,544 163,160 - -22,302 185,763 480,165
Net profit/(loss) - - - - - 173,411 173,411
Dividend - - - - - -94,179 -94,179
Purchase of own shares related to longterm incentive program
- - - -400 - -549 -949
Long-term incentive program - - - 400 - 31 431
Equity as of 31 December 2025 153,543,734 153,544 163,160 - -22,302 264,478 558,879
Statement of cash flows
PARENT COMPANY CONSOLIDATED
2025 | 2024 | (Amounts in USD 1,000) | Note | 2025 | 2024 |
CASH FLOW FROM OPERATIONS | |||||
173,411 | 299,702 | Net profit/(loss) | 113,752 | 202,948 | |
21,649 | 17,838 | Interest expenses | 26,523 | 29,157 | |
-9,370 | -21,142 | Interest income | -5,264 | -8,768 | |
4,143 | 14,173 | Tax expense | 10 | 2,140 | 1,388 |
- | - | Result from associated companies | - | 52 | |
-179,175 | -21,176 | Share dividend | - | - | |
-301 | 906 | Other gain/loss | 20 | -42,900 | 25,587 |
- | Depreciation and amortization | 5 | 51,330 | 57,780 | |
-24,795 | -17,176 | Reversal of impairment on vessels and long-term receivables | 5,18 | - | -159,116 |
2,226 | -240,394 | Impairment of shares in subsidiaries | 18 | - | - |
7,738 | -9,329 | Unrealized currency gain/(loss) | -2,426 | 19,769 | |
-86,120 | 151,869 | Changes in short-term receivables and payables | 7,026 | -13,521 | |
-485 | 624 | Other changes | 696 | -2,581 | |
-91,081 | 175,896 | Cash flow from operations | 150,878 | 152,695 | |
-13,367 | -11,362 | Interest paid | -23,793 | -26,610 | |
8,948 | 20,566 | Interest received | 5,270 | 6,592 | |
-2 | -9 | Taxes paid/(received) | -4,210 | -1,607 | |
-95,502 | 185,090 | Net cash flow from operations | 128,146 | 131,070 | |
CASH FLOW FROM INVESTMENT ACTIVITIES | |||||
- | -347,855 | Investment in fixed assets | 4,5 | -86,419 | -52,864 |
- | 116,594 | Proceeds from sale of fixed assets | 20 | 114,346 | 93,728 |
12,899 | 97,187 | Loan to subsidiaries | - | - | |
-30,063 | -62,957 | Investment in subsidiaries | - | - | |
35,514 | 107,158 | Dividend received | - | 380 | |
27,068 | -27,068 | Change inter-company receivables | - | - | |
- | Change in other non-current receivables | - | 21,112 | ||
45,419 | -116,941 | Net cash flow from investment activities | 27,926 | 62,356 | |
CASH FLOW FROM FINANCING ACTIVITIES | |||||
Net Contribution from non-controlling interests of consolidated | |||||
- | - | subsidiaries | - | -8,573 | |
- | - | Purchase of shares from minorities | - | -23,501 | |
- | - | Repayment of lease liability | 17 | -1,019 | -993 |
- | - | Changes in other non-current liabilities | 561 | - | |
-500 | - | Repayment of long-term borrowing | 11 | -193,645 | -266,353 |
-94,179 | -72,839 | Payment of dividends to shareholders | -94,179 | -72,839 | |
6,000 | - | New loan facilities | 11 | 150,000 | 150,000 |
143,404 | -22,031 | Change inter-company payables | - | - | |
54,726 | -94,870 | Net cash flow from financing activities | -138,281 | -222,258 | |
4,642 | -26,720 | Net change in cash | 17,791 | -28,832 | |
15,830 | 42,303 | Cash at bank as of 1 January | 68,302 | 97,325 | |
384 | 247 | Effect of currency exchange rate differences | 270 | -190 | |
20,856 | 15,830 | Cash at bank as of 31 December | 86,364 | 68,302 |
Note 1
Accounting Principles
General
Sea1 Offshore owns and operates a fleet of offshore support vessels, including Subsea vessels, AHTS vessels, Platform Supply Vessels and Fast Crew & Oil Spill Recovery Vessels. Sea1 Offshore Inc. commenced operations 1 July 2005 and is an exempted company under the laws of the Cayman Islands and is listed on Euronext Growth Oslo. The Company's headquarter is located in Kristiansand, Norway and the Company is tax domiciled in Norway. All references to "Sea1 Offshore Inc.", "Consolidated" and "Company" shall mean Sea1 Offshore Inc. and its subsidiaries and associates unless the context indicates otherwise. All references to "Parent" or "Parent Company" shall mean Sea1 Offshore Inc. as a parent company only.
The principal accounting policies applied in preparation of these consolidated and parent company financial statements are set out below. These policies have been consistently applied for all the years presented, unless otherwise stated.
The financial statements were authorized by the Board of Directors on 27 March 2026.
Basis of preparation
The consolidated and parent company financial statements are prepared in accordance with IFRS Accounting Standards as adopted by the EU. The financial statements also include any additional applicable disclosures as required by Norwegian law and Stock Exchange regulations. The financial statements have been prepared under the historical cost convention, as modified by specific financial assets and financial liabilities (including derivative instruments) measured at fair value and assets held for sale measured at fair value less costs to sell. The financial statements have been prepared under the assumption of going concern.
All amounts are in USD thousands, unless otherwise stated.
Management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities. In addition, the preparation of financial statements in conformity with IFRS
requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company's accounting policies. The areas involving a higher degree of judgment or complexity or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 3 Critical Accounting Estimates and Judgments.
-
Changes in Material Accounting Policies
No new standards effective from 1 January 2025 have had a material impact on the Group's financial statements.
-
Standards issued but not yet effective
A number of new standards are effective for annual periods beginning after 1 January 2026 and earlier application is permitted; however, the Group has not early adopted the new and amended standards in preparing these consolidated financial statements. The following new and amended standards are not expected to have a significant impact on the Group's consolidated financial statements.
Classification Referencing Nature-dependent Electricity (Amendments to IFRS 9 and IFRS 7)
Classification and measurement of financial instruments (Amendments to IFRS 9 and IFRS 7)
IFRS 19 Subsidiaries without public accountability: disclosures
IFRS 18 Presentation and disclosure in financial statements, effective from 1 January 2027, will have an impact on the Group's presentation of consolidated statement of income and consolidated statement of cash flows. The Group is in the process of assessing the impact of the new accounting standard, particularly with respect to the structure of the Group's statement of income, the statement of cash flows and the additional disclosures required for Management Performance Measures ('MPMs')
-
Changes in Material Accounting Policies
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the executive management team consisting of the CEO, CFO, COO, CCO and CHRO.
The reportable segments are Subsea Vessels, Anchor-Handling Tug Supply (AHTS) Vessels, Platform Supply Vessels (PSVs), Fast Crew & Oil Spill Recovery Vessels and Other.
Foreign currency translation
Functional and presentation currencyItems included in the financial statements of each of the Company's entities are measured using the currency of the primary economic environment in which the entity operates (the "functional currency"). The consolidated financial statements are presented in USD, which is the Company's presentation currency.
Non-current tangible assets and maintenance costs
Land and Buildings and Vessels are stated at their historical cost less accumulated depreciation and net of any impairment losses. All non-current tangible assets (excluding Land and Vessels under construction) are depreciated on a straight-line basis over the estimated remaining useful economic life of the asset. The vessel residual value is the estimated future sales price for steel less the estimated costs associated with scrapping a vessel. The residual value and expected useful life for all non-current tangible assets is reviewed annually and, where they differ significantly from previous estimates, the rate of depreciation charges is changed accordingly. The vessels presently owned by the Company have an estimated economic life of 30 years. Some components of the vessels have a shorter economic life than 30 years. Such components are depreciated over their individual useful lives. Each part of a vessel that is significant to the total cost of the vessel is separately identified and depreciated over that component's useful life.
Components with similar useful lives are included in one component. The Company has identified nine significant components relating to its different types of vessels. See note 5 for additional information.
In accordance with IAS 16 and the cost model, drydocking costs is a separate component of the vessel's cost at purchase with a
different pattern of benefits and are therefore initially recognized as a separate depreciable asset. Subsequently, the cost of major renovations and periodic maintenance costs are capitalized as a drydocking asset and depreciated over the useful life of the parts replaced. The useful life of the dry-docking costs will be the period until the next docking, normally five years. Day- to-day maintenance costs are immediately expensed during the reporting period in which they are incurred.
Capitalized project cost - Certain vessel contracts require an investment prior to commencing the contract to fulfil requirements set by the charterer. These investments are capitalized and amortized over the term of the specific charter contract.
Gains and losses on the sale of assets and disposals are determined by comparing the sales or disposal proceeds with the net carrying amount and are included in operating profit.
Newbuild contracts and borrowing costs
Instalments on newbuild contracts are classified as non-current tangible assets. Direct costs related to the on-site supervision and other pre-delivery construction costs are capitalized per vessel.
General and specific borrowing costs directly related to the acquisition, construction or production of qualifying vessels are added to the cost of those vessels, until such time as the vessels are substantially ready for their intended use or sale. All other borrowing costs are recognized in the profit or loss in the period in which they are incurred.
Revenue recognition
The Company's activity is to employ different types of offshore support vessels, including Subsea vessels, AHTS vessels, PSVs and Fast Crew & Oil Spill Recovery Vessels. Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the Company's activities. Revenue is shown net of value-added tax, withholding tax, returns, rebates and discounts and after elimination of sales within the Company. Revenue is recognized as follows:
Charter rate contracts
Time charter contracts contain a lease element and a performance obligation for the provision of time charter services. The lease of the vessel, representing the use of the vessel without any associated performance obligations or warranties, is accounted for in accordance with the provisions of IFRS 16 Leases. Typically, lease revenues are recognized on a straight line basis over the lease term.
Revenues for time charter services are recognized over time as the service is rendered in accordance with IFRS 15.
Government grants
Grants related to net wages arrangement in Norway are recognized as a reduction of wage cost.
Sea1 Ruby (AHTS) towing Maersk Sana
Note 2
Financial Risk Management
Financial risk factors
The Company is exposed to a variety of financial risks through its ordinary operations and debt financing. Such risks include foreign exchange risk, interest rate risk, credit risk and liquidity risk. To manage these risks, management reviews and assesses its primary financial and market risks. Once risks are identified, appropriate action is taken to mitigate the identified risk. The Company's risk management is exercised in line with guidelines approved by the Board.
Foreign exchange risks
USD is the reporting currency for the Company. Functional currency for the Parent is USD, and for the vessel-operating subsidiaries USD, BRL, AUD and CAD are the functional currencies. Remaining
subsidiaries use USD and NOK as functional currency. The Company operates internationally and is exposed to foreign exchange risks arising from various currency exposures primary with respect to NOK, GBP, EUR, BRL, CAD and AUD. Foreign exchange risks can be divided into transaction risk from paying and receiving foreign currency, and translation risk due to recognizing assets and liabilities in USD. The Company had in 2025 mainly USD, NOK, EUR, BRL, CAD and AUD revenues and expenses, compared to mainly USD, NOK, EUR, GBP, BRL, CAD and AUD during 2024. The NOK and the BRL currencies have been volatile against the USD in 2025 and in 2024.
The following sensitivity table demonstrates the impact on the Company's profit and equity before tax from potential changes to the exchange rates, all other variables held constant.
CONSOLIDATED Foreign exchange risk rate 10%
(Amounts in USD 1,000)
+10% movements
-10% movements
31 December 2025
Carrying amount
Profit/(loss)
Equity
Profit/(loss)
Equity
Financial assets
Cash and cash equivalent
86,364
1,819
1,819
-1,819
-1,819
Accounts receivable
47,148
949
949
-949
-949
Impact on financial assets before tax
2,768
2,768
-2,768
-2,768
Financial liabilities
Accounts payable
11,235
-374
-374
374
374
Impact on financial liabilities before tax
-374
-374
374
374
Income statement Operating revenue
271,549
7,534
7,534
-7,534
-7,534
Operating expenses
121,985
-9,863
-9,863
9,863
9,863
Impact on operating result before tax
-2,329
-2,329
2,329
2,329
Total increase/decrease before tax
66
66
-66
-66
Allocation per currency
NOK
-2,207
-2,207
2,207
2,207
EUR
-644
-644
644
644
GBP
74
74
-74
-74
BRL
4,199
4,199
-4,199
-4,199
CAD
881
881
-881
-881
AUD
-2,237
-2,237
2,237
2,237
Total increase/decrease before tax
66
66
-66
-66
CONSOLIDATED Foreign exchange risk rate 10%
(Amounts in USD 1,000)
+10% movements
-10% movements
31 December 2024
Carrying amount
Profit/(loss)
Equity
Profit/(loss)
Equity
Financial assets
Cash and cash equivalent
68,302
2,237
2,237
-2,237
-2,237
Accounts receivable
40,700
953
953
-953
-953
Impact on financial assets before tax
3,190
3,190
-3,190
-3,190
Financial liabilities Accounts payable
4,421
-375
-375
375
375
Borrowings
339,015
0
0
0
0
Impact on financial liabilities before tax
-375
-375
375
375
Income statement Operating revenue
340,825
12,967
12,967
-12,967
-12,967
Operating expenses
175,144
-11,877
-11,877
11,877
11,877
Impact on operating result before tax
1,090
1,090
-1,090
-1,090
Total increase/decrease before tax
3,905
3,905
-3,905
-3,905
Allocation per currency
NOK
-4,388
-4,388
4,388
4,388
EUR
1,177
1,177
-1,177
-1,177
GBP
879
879
-879
-879
BRL
4,069
4,069
-4,069
-4,069
CAD
981
981
-981
-981
AUD
1,188
1,188
-1,188
-1,188
Total increase/decrease before tax
3,905
3,905
-3,905
-3,905
PARENT COMPANY Foreign exchange risk rate 10%
(Amounts in USD 1,000)
+10% movements
-10% movements
31 December 2025
Carrying amount
Profit/(loss)
Equity
Profit/(loss)
Equity
Financial assets
Cash and cash equivalent
20,856
-
-
-
-
Impact on financial assets before tax
-
-
-
-
Income statement Operating revenue
1,461
-
-
-
-
Operating expenses
-8,872
-842
-842
842
842
Impact on operating result before tax
-842
-842
842
842
Total increase/decrease before tax
-842
-842
842
842
Allocation per currency
NOK
-842
-842
842
842
Total increase/decrease before tax
-842
-842
842
842
PARENT COMPANY Foreign exchange risk rate 10%
(Amounts in USD 1,000)
+10% movements
-10% movements
31 December 2024
Carrying amount
Profit/(loss)
Equity
Profit/(loss)
Equity
Financial assets
Cash and cash equivalent
15,830
-58
-58
58
58
Impact on financial assets before tax
-58
-58
58
58
Financial liabilities Accounts payable
33
-3
-3
3
3
Impact on financial liabilities before tax
-3
-3
3
3
Income statement
Operating revenue
665
-
-
-
-
Operating expenses
-5,308
-519
-519
519
519
Impact on operating result before tax
-519
-519
519
519
Total increase/decrease before tax
-580
-580
580
580
Allocation per currency
NOK
-580
-580
580
580
Total increase/decrease before tax
-580
-580
580
580
Credit risks
Concentration risks
The Company has significant customer concentration, meaning that a substantial part of the Company's revenue is generated from a limited number of customers. In particular, a substantial portion of the Company's revenue is related to the Company's agreements with Helix Energy Solutions. Consequently, the Company's financial condition and results of operations will be materially adversely affected if these customers interrupt or curtail their activities, terminate their contracts with the Company, fail to renew their existing contracts or decline to award new contracts to the Company, and the Company is unable to enter into contracts with new customers at comparable terms. The limited number of key customers makes the Company vulnerable for loss of reputation.
Loss of reputation caused by severe incidents or operating disruptions may therefore have a material effect on the Company.
The loss of any key customer, or the failure by the Company to receive full payment for services currently contracted, could adversely affect the Company's financial condition and results of operations. This particularly applies to the agreements with Helix Energy Solutions, given that it represents a substantial amount of the Company's revenue.
The exposure to credit risk for trade and other short-term receivables is measured on an ongoing basis and credit evaluations are performed for customers identified to be risky. On 31 December 2025, the provision for certain accounts receivables which may not be paid in full was USD 0.7 million for the Company (2024: USD 1.4 million) and nil for the Parent (2024: nil).
The table below presents the concentration risk for 2025 and 2024:
Receivables on 31 December 2025
PARENT COMPANY
CONSOLIDATED
(Amounts in USD 1,000)
USD
% of total
USD
% of total
1 to 5 largest
-
-
31,052
65%
6 to 10 largest
-
-
8,732
18%
Others
-
-
8,018
17%
Provision for bad debt
-
-654
Total accounts receivable
-
-
47,148
100%
Receivables on 31 December 2024
PARENT COMPANY
CONSOLIDATED
(Amounts in USD 1,000)
USD
% of total
USD
% of total
1 to 5 largest
-
-
29,486
70%
6 to 10 largest
-
-
12,063
29%
Others
-
-
586
1%
Provision for bad debt
-
-
-1,435
-
Total accounts receivable
-
-
40,700
100%
Changes in the provision for bad debt can be summarized as follow:
PARENT COMPANY
CONSOLIDATED
(Amounts in USD 1,000)
2025
2024
2025
2024
Provision bad debt
Opening balance 1 January
-
-
1,435
914
Reversal provision previous year
-
-
-1,358
-149
Provision current year
-
-
570
671
Currency translation differences
-
-
8
-1
Closing balance 31 December
-
-
654
1,435
Trade and receivables
The table below presents an aging analysis of the outstanding receivables at year-end 2025 and 2024. Overdue receivables are monitored continually by Management. The Management considers the net outstanding amounts to be recoverable.
PARENT COMPANY
CONSOLIDATED
(Amounts in USD 1,000)
USD
% of total
USD
% of total
Aging on 31 December 2025
Not due
-
-
34,603
73%
Due up to 1 month
-
-
10,155
22%
Due 1-4 months
-
-
2,299
5%
Due more than 4 months
-
-
745
2%
Provision for bad debt
-
-
-654
-1%
Total accounts receivable
-
-
47,148
100%
(Amounts in USD 1,000)
Aging on 31 December 2024
Not due
-
-
23,924
59%
Due up to 1 month
-
-
14,736
36%
Due 1-4 months
-
-
2,994
7%
Due more than 4 months
-
-
481
1%
Provision for bad debt
-
-
-1,435
-4%
Total accounts receivable
-
-
40,700
100%
The carrying amounts of the Company's and Parent's accounts receivable are denominated in the following currencies:
PARENT COMPANY
CONSOLIDATED
(Amounts in USD 1,000)
2025
2024
2025
2024
Currency
USD
-
-
37,660
31,172
NOK
-
-
3,625
12
EUR
-
-
6
-
GBP
-
-
205
9
CAD
-
-
2,579
999
AUD
-
-
-
4,038
BRL
-
-
3,074
4,470
Total accounts receivable
-
-
47,148
40,700
The maximum exposure to credit risk at the reporting date is the carrying value of each class of accounts receivable mentioned above.
Cash flow, interest risk and fair value
The Company is financed by debt and equity. As of 31 December 2025, the Company had a total of USD 294.9 million in outstanding liabilities with obligations and financial covenants under each of its loan facilities. If the Company fails to repay or refinance its loan facilities, additional equity financing may be required. There can be no assurance that the Company will be able to repay its debts or extend re-payment schedules through re-financing of its loan agreements or avoid net cash flow shortfalls exceeding the Company's available funding sources or comply with minimum cash requirements. Further, there can be no assurance that the Company will be able to raise new equity, or arrange new borrowing facilities, on favourable terms and at amounts necessary to conduct its ongoing and future operations, should this be required.
In the event of insolvency, liquidation or similar event relating to a subsidiary of the Company, all creditors of such subsidiary would be entitled to payment in full out of the assets of such subsidiary before the Company, as a shareholder, would be entitled to any payments. Defaults by, or the insolvency of, a subsidiary of the Company could result in the obligation of the Company to make payments under parent company guarantees issued in favour of such subsidiary.
The Company is exposed to changes in interest rates, as approximately 71% of the interest-bearing debt is based on floating interest rates and denominated in USD with SOFR as reference rate. The Company is exposed to the risk that significant increases in interest rates could have a negative impact on the Company's financial results and condition. Further details of the Company's borrowings are set out in Note 11. The Company holds a low delta USD 127.5 million interest rate option/cap with a maturity of 3 years. The financial instrument serves as an additional security against large unfavourable increases in the Secured Overnight Financing Rate (SOFR).
The Company has no significant interest-bearing assets other than cash and cash-equivalents and therefore the Company's income and operating cash flows are substantially independent of changes in market interest rates. Cash and cash-equivalents are invested for short maturity periods, generally from one day to three months, which mitigates some of the potential interest rate risk.
The following sensitivity tables demonstrate the impact on the Company's profit before tax and equity from a potential shift in interest rates, all other variables held constant.
CONSOLIDATED Interest rate risk (IR)
(Amounts in USD 1,000) -1% movements +1% movements
31 December 2025 | Carrying amount | Profit/(loss) | Equity | Profit/(loss) | Equity |
Financial assets Cash and cash equivalents | 86,364 | -864 | -864 | 864 | 864 |
Impact on financial assets before tax | -864 | -864 | 864 | 864 | |
Financial liabilities Borrowings fixed rate | 86,052 | - | - | - | - |
Borrowings floating rate | 208,811 | 2,088 | 2,088 | -2,088 | -2,088 |
Impact on financial liabilities before tax | 2,088 | 2,088 | -2,088 | -2,088 | |
Total increase/decrease before tax | 1,224 | 1,224 | -1,224 | -1,224 |
CONSOLIDATED Interest rate risk (IR)
(Amounts in USD 1,000) -1% movements +1% movements
31 December 2024 | Carrying amount | Profit/(loss) | Equity | Profit/(loss) | Equity |
Financial assets Cash and cash equivalents | 68,302 | -683 | -683 | 683 | 683 |
Impact on financial assets before tax | -683 | -683 | 683 | 683 | |
Financial liabilities | |||||
Borrowings fixed rate | 97,908 | - | - | - | - |
Borrowings floating rate | 241,108 | 2,411 | 2,411 | -2,411 | -2,411 |
Impact on financial liabilities before tax | 2,411 | 2,411 | -2,411 | -2,411 | |
Total increase/decrease before tax | 1,728 | 1,728 | -1,728 | -1,728 | |
For more details, see Note 11. |
PARENT COMPANY Interest rate risk (IR)
(Amounts in USD 1,000) -1% movements +1% movements
31 December 2025 | Carrying amount | Profit/(loss) | Equity | Profit/(loss) | Equity |
Financial assets Cash and cash equivalents | 20,856 | -209 | -209 | 209 | 209 |
Impact on financial assets before tax | -209 | -209 | 209 | 209 | |
Impact on financial liabilities before tax | - | - | - | - | |
Total increase/decrease before tax | -209 | -209 | 209 | 209 |
PARENT COMPANY Interest rate risk (IR)
(Amounts in USD 1,000) -1% movements +1% movements
31 December 2024 | Carrying amount | Profit/(loss) | Equity | Profit/(loss) | Equity |
Financial assets Cash and cash equivalents | 15,830 | -158 | -158 | 158 | 158 |
Impact on financial assets before tax | -158 | -158 | 158 | 158 | |
Impact on financial liabilities before tax | - | - | - | - | |
Total increase/decrease before tax | -158 | -158 | 158 | 158 |
The Company's financial assets are classified into the categories: assets at fair value through the profit and loss, loans and receivables, and available for sale. Financial liabilities are classified as liabilities at fair value through the profit and loss, and other financial liabilities. For further information about comparison by category, see Note 23.
The Company's following financial instruments are not evaluated at fair value: accounts receivable, cash and cash equivalents, other short-term receivables, accounts payable and long-term liabilities with floating interest.
Because of the short term to maturity, the value of cash and cash equivalents entered into the Statement of Financial Position is almost the same as the fair value of these. Accordingly, the values of accounts receivable and accounts payable are almost the same as their fair values since they are entered on "normal" conditions.
The fair value of the Company's non-current liabilities subjected to fixed interest rates is calculated by comparing the Company's terms and market terms for liabilities with the same terms to maturity and credit risk.
The following tables display the book value and the fair value of financial assets and obligations.
CONSOLIDATED
(Amounts in USD 1,000) 12/31/2025 12/31/2024
Financial assets | Book value | Fair value | Book value | Fair value |
CIRR loan deposit | - | - | 6,879 | 6,982 |
Long-term receivables | 3,144 | 3,144 | 8,303 | 8,303 |
Accounts receivable | 47,148 | 47,148 | 40,700 | 40,700 |
Other short-term receivables | 21,809 | 21,809 | 23,863 | 23,863 |
Cash and cash equivalents | 86,364 | 86,364 | 68,302 | 68,302 |
Total | 158,466 | 158,466 | 148,047 | 148,149 |
Financial liabilities | ||||
Borrowings | 294,863 | 290,714 | 339,015 | 332,693 |
CIRR loan | - | - | 6,879 | 6,982 |
Other non-current liabilities | 14,154 | 14,154 | 17,164 | 17,164 |
Accounts payable | 11,235 | 11,235 | 4,421 | 4,421 |
Other current liabilities | 31,941 | 31,941 | 28,280 | 28,280 |
Total | 352,193 | 348,043 | 395,759 | 389,539 |
PARENT COMPANY
(Amounts in USD 1,000) | 12/31/2025 | 12/31/2024 | ||
Financial assets | Book value | Fair value | Book value | Fair value |
Long-term receivables | 19,667 | 19,667 | 7,741 | 7,741 |
Other short-term receivables | 19,695 | 19,695 | 117,668 | 117,668 |
Cash and cash equivalents | 20,856 | 20,856 | 15,830 | 15,830 |
Total | 60,219 | 60,219 | 141,239 | 141,239 |
Financial liabilities | ||||
Accounts payable | - | - | 33 | 33 |
Other current liabilities | 150,307 | 150,307 | 287,680 | 287,680 |
Total | 150,307 | 150,307 | 287,713 | 287,713 |
Critical Accounting Estimates and Judgments
IFRS requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, as well as revenues and expenses in the financial statements. The final reported outcomes may deviate from the original estimates.
Certain amounts included in, or that have an effect on, the accounts and the associated notes require estimation, which in turn entails that the Company must make assessments related to values and circumstances that are not known at the point in time when the accounts are being prepared.
A significant accounting estimate is an estimate that is important to provide a complete picture of the Company's financial position, which at the same time is the result of difficult, subjective and complex assessments performed by the management. Such estimates are often uncertain by nature. Management evaluates such estimates continuously based on historical data and experience, consultation with external experts, trend analysis and other factors that are relevant for the individual estimate, including expectations of future events that are believed to be reasonable under the circumstances.
Estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, as well as judgments made by management, in the process of applying the Company's accounting policies, that have the most significant effect on the amounts recognized in the financial statements, are discussed below.
Valuation of vessels
On the reporting date 31 December 2025, the Company has assessed for its vessels whether there are any indicators of impairment, or indicators that past impairments should be reversed.
Early signals of improvement in vessel's utilization and charter rates could indicate that vessel values exceed book values for vessels that were impaired in the past. Impairment indicators include volatile charter rates and utilization in some segments, and that the quoted market value of the Company is below book value of equity.
As per 31 December 2025 the company identified indicators of reversal of past impairment for the AHTS segment. Value in use was calculated by discounting future cash flows to present value at the balance sheet date. Based on the results from the value in use testing, the Company concluded to not recognize any impairment nor any reversal of past impairments. Please see note 5.
In order to assess impairment, or reversal of past impairments, estimates and assumptions regarding expected cash flows are made which require considerable judgment. Assumptions are based on ia. existing contracts, commercial management judgment about future charter revenue rates, historical performance, discount rates, class renewal expenses, financial forecasts and industry trends and conditions.
Valuation of deferred tax benefit
The Company recognizes deferred income tax assets on carried forward tax losses to the extent there are sufficient estimated future taxable profits and/or taxable temporary differences against which the tax losses can be utilized. On the reporting date 31 December 2025, the Company has assessed the valuation of the deferred tax asset based on forecast.
Note 4Segment Reporting
The Company identifies its reportable segments and disclose segment information under IFRS8 Operating Segments which requires Sea1 Offshore Inc. to identify its segments according to the organization and reporting structure used by management.
Operating Segments are components of a business that are evaluated regularly by the chief operating decision maker for the purpose of assessing performance and allocating resources.
The reportable segments are Subsea Vessels, Anchor-Handling Tug Supply (AHTS) Vessels, Platform Supply Vessels (PSVs), Fast Crew & Oil Spill Recovery Vessels and Other.
The Company's chief operating decision maker is the management board, comprised of the CEO, CFO, CCO, CHRO and COO. Generally, financial information is required to be disclosed on the same basis that is used by the chief operating decision maker. The Company's operating segments represent separately managed business areas with unique products serving different markets.
The Subsea segment includes 1 Offshore Subsea Construction Vessels (OSCV) and two Well Intervention Vessels (WIV) at the end of 2025 (2024: 2 OSCVs, 2 WIVs and 1 Scientific core-drilling vessel).
The OSCV "Sea1 Spearfish" was sold in May 2025. "Joides Resolution", a scientific core-drilling vessel was sold in October 2025
for recycling. The AHTS segment includes 5 large AHTS vessels and 1 medium-sized AHTS vessel at the end of 2025 (2024: 5 large + 1 medium-sized AHTS). The PSV segment includes 2 Platform Supply Vessels at the end of 2025 (2024: 2). The Fast Crew & Oil Spill Recovery Vessels consists of 2 Oil-spill Recovery Vessels and 2 smaller fast crew vessels at the end of 2025 (2024: 2 +2). The number of vessels at year-end 2025 was 15 plus 4 vessels under construction, compared to 17 plus 2 vessels under construction as per year-end 2024.
Sea1 Offshore Inc. uses two measures of segment results, Operating Revenue and Operating Margin.
Intersegment sales and transfers reflect arm's length prices as if sold or transferred to third parties at the time of inception of the internal contract, which may cover several years. Transfers of business or fixed assets within or between the segments are reported without recognizing gains or losses. Results of activities not considered part of Sea1 Offshore Inc.'s main operations as well as unallocated revenues, expenses, liabilities and assets are reported under the caption "Other".
The following tables include information about the Company's operating segments.
CONSOLIDATED
(Amounts in USD 1,000) | 2025 | 2024 |
Operating revenue by segments | ||
Subsea Vessels | 117,991 | 139,097 |
Anchor Handling Tug Supply Vessels | 102,841 | 97,190 |
Platform Supply Vessels | 26,867 | 19,056 |
Fast Crew & Oil Spill Recovery Vessels | 14,986 | 12,171 |
Other | 8,865 | 73,311 |
Total operating revenue | 271,549 | 340,825 |
Operating margin by segments | ||
Subsea Vessels | 90,200 | 95,144 |
Anchor Handling Tug Supply Vessels | 53,321 | 50,458 |
Platform Supply Vessels | 18,211 | 9,595 |
Fast Crew & Oil Spill Recovery Vessels | 6,560 | 2,447 |
Other | 7,984 | 32,312 |
Total operating margin from segments | 176,275 | 189,956 |
Administrative expenses | -26,711 | -24,276 |
Total EBITDA | 149,564 | 165,680 |
CONSOLIDATED | ||
(Amounts in USD 1,000) | 2025 | 2024 |
Depreciation and amortization by segments | ||
Subsea Vessels | 25,164 | 29,622 |
Anchor Handling Tug Supply Vessels | 19,107 | 15,878 |
Platform Supply Vessels | 4,448 | 3,368 |
Fast Crew & Oil Spill Recovery Vessels | 1,982 | 2,207 |
Other | 629 | 6,705 |
Total Depreciation and amortization by segments | 51,330 | 57,780 |
Reversal of Impairments/ (Impairment) by segments | ||
Subsea Vessels | - | 13,678 |
Anchor Handling Tug Supply Vessels | - | 88,056 |
Platform Supply Vessels | - | 7,098 |
Fast Crew & Oil Spill Recovery Vessels | - | 9,169 |
Other | - | 41,116 |
Total Reversal of Impairments/ (Impairment) by segments | - | 159,116 |
Operating profit by segments | ||
Subsea Vessels | 65,036 | 79,199 |
Anchor Handling Tug Supply Vessels | 34,215 | 122,637 |
Platform Supply Vessels | 13,763 | 13,325 |
Fast Crew & Oil Spill Recovery Vessels | 4,577 | 9,409 |
Other | 7,355 | 66,723 |
Total operating profit from segments | 124,945 | 291,293 |
Administrative expenses | -26,711 | -24,276 |
Other Gain / (Loss) | 42,900 | -25,587 |
Total Operating profit | 141,134 | 241,430 |
Capital expenditures by business area for tangible assets | ||
Subsea Vessels | 11,537 | 15,518 |
Anchor Handling Tug Supply Vessels | 15,155 | 2,618 |
Platform Supply Vessels | 2,441 | 3,117 |
Fast Crew & Oil Spill Recovery Vessels | 2,318 | 975 |
Assets under construction | 54,667 | 19,310 |
Other | 301 | 11,326 |
Total capital expenditures | 86,419 | 52,864 |
Book value by business area for tangible assets | ||
Subsea Vessels | 276,593 | 361,803 |
Anchor Handling Tug Supply Vessels | 206,467 | 208,240 |
Platform Supply Vessels | 32,480 | 30,710 |
Fast Crew & Oil Spill Recovery Vessels | 14,313 | 12,199 |
Assets under construction | 73,972 | 19,310 |
Other | 4,767 | 5,174 |
Total book value | 608,594 | 637,437 |
Vessels, Equipment and Capitalized Project Cost
Tangible assets CONSOLIDATED | ||||||
Vessels | ||||||
Land and | under con- | Vessels and | Dry- | Capitalized | ||
(Amounts in USD 1,000) | buildings | struction | equipment | docking | project cost | Total |
Purchase cost on 1 January 2024 | 7,778 | - | 2,131,575 | 63,432 | 8,170 | 2,210,954 |
Capital expenditure | - | 19,310 | 25,376 | 8,178 | - | 52,864 |
Movement between groups | -43 | - | -4,080 | -4,911 | - | -9,035 |
The year's disposal at cost | -1,933 | - | -718,513 | -26,411 | -8,045 | -754,902 |
Effect of exchange rate differences | -385 | - | -38,041 | -2,247 | -125 | -40,798 |
Purchase cost on 31 December 2024 | 5,417 | 19,310 | 1,396,317 | 38,039 | - | 1,459,084 |
Accumulated depreciation on 1 January 2024 | -3,408 | - | -842,601 | -39,143 | -6,637 | -891,790 |
Accumulated impairment on 1 January 2024 | - | - | -472,484 | - | - | -472,484 |
Movement between groups | 43 | - | 4,080 | 4,894 | - | 9,017 |
The year's depreciation | -508 | - | -48,759 | -8,479 | -35 | -57,780 |
Impairment of vessel | - | - | -16,018 | - | - | -16,018 |
The year's reversal of impairment | - | - | 175,134 | - | - | 175,134 |
The year's disposal of accumulated depreciation | 1,922 | - | 253,187 | 19,571 | 6,547 | 281,227 |
The year's disposal of accumulated impairment | - | - | 124,946 | - | - | 124,946 |
Effect of exchange rate differences | 240 | - | 24,482 | 1,254 | 125 | 26,101 |
Accumulated depreciation and impairment on 31 December 2024 | -1,711 | - | -798,033 | -21,903 | - | -821,647 |
Net book value on 31 December 2024 | 3,706 | 19,310 | 598,284 | 16,136 | - | 637,437 |
Purchase cost on 1 January 2025 | 5,417 | 19,310 | 1,396,317 | 38,039 | - | 1,459,084 |
Capital expenditure | - | 54,662 | 22,031 | 9,726 | - | 86,419 |
Movement between groups | - | - | 1,066 | -13 | - | 1,054 |
The year's disposal at cost | - | - | -228,074 | -9,192 | - | -237,266 |
Effect of exchange rate differences | 169 | - | 17,350 | 1,338 | - | 18,857 |
Purchase cost on 31 December 2025 | 5,586 | 73,972 | 1,208,691 | 39,898 | - | 1,328,147 |
Accumulated depreciation on 1 January 2025 | -1,711 | - | -622,335 | -21,903 | - | -645,949 |
Accumulated impairment on 1 January 2025 | - | - | -175,699 | - | - | -175,699 |
Movement between groups | - | - | -1,095 | - | - | -1,095 |
The year's depreciation | -451 | - | -43,855 | -7,024 | - | -51,330 |
The year's disposal of accumulated depreciation | - | - | 153,184 | 7,828 | - | 161,012 |
The year's disposal of accumulated impairment | - | - | 4,774 | - | - | 4,774 |
Effect of exchange rate differences | -114 | - | -10,493 | -660 | - | -11,267 |
Accumulated impairment on 31 December 2025 | - | - | -173,058 | - | - | -173,058 |
Accumulated depreciation on 31 December 2025 | -2,275 | - | -522,461 | -21,759 | - | -546,495 |
Net book value on 31 December 2025 3,311 73,972 513,172 18,139 - 608,594
The balance of capitalized project costs relates to specific contracts. The costs are amortized over the term of the specific charter contracts.
The vessels are divided into the following components and economical lives: Component | Percentage of total | Economic life |
Hull | 27% | 30 years |
Cargo equipment | 17% | 30 years |
Marine equipment | 10% | 15 years |
Crew equipment | 9% | 15 years |
Engine | 18% | 30 years |
Engine system | 6% | 30 years |
Combined sewerage system | 13% | 30 years |
Docking and class renewals Equipment | 5 years 3 years |
Impairment/Reversal of impairment vessels
The Book value on 31 December 2025 of tangible and intangible assets with finite lives is tested for impairment/reversal of impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable or understated. If such indicators exist and the book value exceeds the recoverable amount, the fixed asset's residual value is the higher of net selling price and value in use. Net selling price is normally obtained by valuations from independent shipbrokers. Brokers' estimates assume the vessels are without charter contracts, immediately available for sale in the market and that a willing seller and a willing buyer exist. The value in use is calculated by discounting future cash flows to present value at the balance sheet date. The same approach has been applied for testing if impairments that were recognized in previous periods could be reversed for certain vessels.
On 31 December 2025, the Company identified indicators of potential reversal of past impairments for the AHTS-segment. The indicators were increased charter rates and cash flows.
Based on such indicators, a value in use calculation was made per 31 December 2025 for all the AHTS vessels in the fleet. In addition to value in use calculations, management has obtained brokers' estimates from several independent and reputable shipbrokers on 31 December 2025. The obtained broker estimates were primarily used to compare and test the reasonableness of management's value in use calculations. The Company concluded to base its vessel valuations on a value in use model.
Based on the results from the value in use testing, the Company concluded to not recognize any impairment nor any reversal of past impairments
Value-in-use (VIU)
VIU is based on the present value of discounted cash flows for each separate Cash Generating Unit (CGU). Remaining firm charter hire periods are considered. The first five years are based on the Company's market view. A terminal value is calculated by assuming that the applicable market view for the fifth year applies to the remaining years of the vessel's lifetime. Three scenarios have been considered, and a weighted average of the scenarios has been calculated.
Discount rate
The discount rate used in the value-in-use calculation per 31 December 2025 is a weighted average cost of capital (WACC) after tax was 9.75% (2024: 10.21%).
Operating expenses
Operational expenses that are directly attributable to the CGU are based on budget and forecasts with an annual escalation as applicable. Dry-docking cost related to class renewals and periodic maintenance costs are included at estimated cost.
Climate risk
Management has considered the potential impacts of climate risk and whether this will have an adverse impact on the future use of the Company's vessels. The Company operates world-wide within the offshore oil and gas sector and the offshore renewable sector. It's expected that demand for the Group's services could increase due to climate related opportunities. Management does not consider there is a significant risk that the Company's vessels will become obsolete due to climate considerations as they form a key part in the transition to the provision of sustainable energy. The Company has assumed that its vessels can be utilized in their assumed technical lifetime. In a process of transition from oil and gas energy sources, the Company assumes that these markets may reduce its demand for the vessels owned and operated by the Company. However, the Company assumes that a shortfall in vessel demand from oil and gas related industries will be adequately compensated by increase in demand from the offshore renewable energy industry. This relates to vessel utilization and vessels' charter rates.
Sensitivities
The VIU calculation is affected by changes in the WACC and freight rate assumptions. As some of the vessels have been impaired in past periods, variances in the assumptions in the value in use model may have significant effects on vessel valuation estimates. The WACC used per 31 December 2025 was 9.75% (31 December 2024:
10.21%).
A reduction of freight rate assumption of USD 1,000 per day for each vessel would reduce the net present value of the AHTS vessels by approximately USD 17 million in total. An increase in freight rate assumption of USD 1,000 per day would increase the net present value of the AHTS vessels by approximately USD 17 million in total.
An increase in WACC of 0.5% would reduce the total value of the AHTS vessels by approximately USD 5 million. A decrease in WACC of 0.5% would increase the total value of the AHTS vessels by approximately USD 5 million.
Note 6 Investment in Subsidiaries | ||||
Company | Registered office | Ownership and voting share | Revenue | Net profit |
(Amounts in USD 1,000) | ||||
Sea1 Offshore AS | Kristiansand, Norway | 100% | 17,682 | -317 |
Sea1 Offshore Invest AS | Kristiansand, Norway | 100% | 2,420 | -2,840 |
Sea1 Offshore Rederi AS | Kristiansand, Norway | 100% | 106,246 | 92,541 |
Sea1 Offshore OSCV AS | Kristiansand, Norway | 100% | - | -64,345 |
Sea1 Offshore do Brasil S.A. | Rio de Janeiro, Brazil | 100% | 43,868 | 18,081 |
Sea1 AHTS Pool AS | Kristiansand, Norway | 100% | 48,969 | 14,400 |
Sea1 Offshore Management (US) Inc. | Texas, USA | 100% | 129 | 15 |
Sea1 Offshore US Holding AS | Kristiansand, Norway | 100% | - | 5,145 |
ODL AS | Kristiansand, Norway | 100% | 80 | 1,327 |
DSND Subsea Ltd | London, England | 100% | - | - |
Company | Share capital | Book equity | Cost price | Book value | Impairment/ (reversal of impairment) 2025 |
(Amounts in USD 1,000) | |||||
Sea1 Offshore AS | 35 | 8,801 | 17,518 | 5,918 | - |
Sea1 Offshore Invest AS | 898 | 52,054 | 48,369 | 48,369 | - |
Sea1 Offshore Rederi AS | 6,175 | 301,240 | 420,774 | 420,774 | - |
Sea1 Offshore OSCV AS | 102 | 47,330 | 47,403 | 47,403 | - |
Sea1 Offshore do Brasil S.A. | 83,838 | -42,013 | 135,978 | - | - |
Sea1 AHTS Pool AS | 163 | 129,186 | 475,230 | 122,001 | - |
Sea1 Offshore Management (US) Inc. | 1 | 608 | 1 | 1 | - |
Sea1 Offshore US Holding AS | 5 | 5,295 | 961 | 961 | 774 |
ODL AS | 4 | 9,675 | 12,672 | 9,672 | -3,000 |
DSND Subsea Ltd | - | -202 | - | - | - |
Total value recorded in the statement of financial position of
the Parent Company
511,975 1,158,907 655,100
-2,226
The above companies are owned by the Parent. In addition, the subsidiaries own the following companies:
Company | Registered office | Share and voting rights |
Sea1 Offshore Crewing AS | Kristiansand, Norway | 100% |
Sea1 Offshore Maritime Personnel AS | Kristiansand, Norway | 100% |
Aracaju Serviços Auxiliares Ltda | Rio de Janeiro, Brazil | 100% |
Overseas Drilling Ltd | Groningen, The Netherlands | 100% |
Sea1 Offshore Canada Inc | Dartmouth, Canada | 100% |
Secunda Holdings LP | St. John's, Canada | 100% |
Sea1 Offshore Canada LP | Dartmouth, Canada | 100% |
Sea1 Offshore Australia Pty Ltd | Perth, Australia | 100% |
Sea1 AHTS Pool Australia PTY LTD | Perth, Australia | 100% |
Sea1 Offshore Crewing Australia PTY Ltd | Perth, Australia | 100% |
Sea1 Offshore LLC | Delaware, USA | 100% |
Siem Real Estate GmbH | Leer, Germany | 100% |
Sea1 Offshore Servicos Maritimos and Siem Pilot DA were dissolved in 2024.
Note 7Pension Costs and Obligations
CONSOLIDATED
(Amounts in USD 1,000) | 2025 | 2024 |
Pension cost recognized in the income statement | ||
Present value of current years benefit earned | 449 | 667 |
Interest expense | 169 | 192 |
Expected return on plan assets | -182 | -260 |
Administration cost | 18 | 16 |
Social contribution | 61 | 66 |
Impact of curtailment/settlement | -24 | -1,251 |
Net periodic pension cost (see Note 16) | 492 | -569 |
The development in the defined benefit obligation | ||
At 1 January | 5,152 | 9,787 |
Present value of current years benefit earned | 449 | 667 |
Interest expense | 169 | 192 |
Partly change of pension plan | - | -4,279 |
Payroll tax of employer contribution, assets | -134 | -166 |
Benefits paid | -67 | -65 |
Remeasurements loss/(gain) | 543 | -386 |
Exchange differences | 773 | -598 |
At 31 December | 6,885 | 5,152 |
The development in the fair value of plan assets | ||
At 1 January | 5,575 | 8,439 |
Expected return on plan assets | 182 | 260 |
Partly change of pension plan | - | -3,045 |
Employer's contribution | 1,080 | 1,347 |
Payroll tax of employer contribution, assets | -134 | -166 |
Benefits paid | -67 | -65 |
Remeasurements loss/(gain) | 8 | -547 |
Exchange differences | 840 | -647 |
At 31 December | 7,485 | 5,575 |
Net pension liability | -600 | -423 |
Pension liability CONSOLIDATED
(Amounts in USD 1,000) | 2025 | 2024 |
Present value of funded obligations | 6,885 | 5,152 |
Fair value of plan assets | -7,485 | -5,575 |
Present value of funded obligations | -600 | -423 |
Financial assumptions | ||
Discount rate | 4.00% | 3.30% |
Expected return on funds | 4.00% | 3.30% |
Expected wage adjustment | 4.00% | 3.50% |
Adjustment of the basic National Insurance amount | 3.75% | 3.25% |
Expected pension increase | 2.70% | 1.90% |
Number of employees in defined benefit scheme | 21 | 22 |
The amounts above are only related to the defined benefit plan. Details regarding the defined contribution scheme can be found in note 16.
Note 8 Receivables
PARENT COMPANY CONSOLIDATED
12/31/2025 | 12/31/2024 | (Amounts in USD 1,000) | 12/31/2025 | 12/31/2024 |
Long-term receivables | ||||
- | - | Deposit related to legal dispute in Brazil | 2,134 | 2,622 |
19,667 | 7,741 | Intercompany receivables | - | - |
- | - | Prepaid guarantee commission (1) | - | 5,108 |
- | - | Other long-term receivables | 1,010 | 573 |
19,667 | 7,741 | Total long-term receivables | 3,144 | 8,303 |
12/31/2025 | 12/31/2024 | Other short-term receivables | 12/31/2025 | 12/31/2024 |
- | - | Prepaid expenses | 4,847 | 5,122 |
- | - | Unbilled revenue | 7,165 | 5,672 |
- | - | Outstanding insurance claims (2) | 4,500 | 4,353 |
- | - | Prepaid income taxes and other taxes | 2,243 | 1,295 |
- | - | VAT | -1,714 | 600 |
19,599 | 117,586 | Intercompany receivables | - | - |
96 | 82 | Other short-term receivables | 4,769 | 6,822 |
19,695 | 117,668 | Total other short-term receivables | 21,809 | 23,863 |
Prepaid guarantee commission relates to Helix vessels credit facilities.
Outstanding insurance claims refer to vessel breakdown expenses qualifying for insurance reclaim. The amount is net of own deductibles.
Restricted Cash
USD 4.4 million of the Company's cash balance at year-end were restricted funds of which USD 1.6 million was for tax withholdings and USD
2.8 million represented deposits for bank guarantees and secured loans.
Note 10 | |||
Taxes | |||
CONSOLIDATED | |||
(Amounts in USD 1,000) | 2025 | 2024 | |
Temporary differences | |||
Deferred tax | Time frame | ||
Participation in limited liability companies | Long | - | 9,671 |
Operating assets | Long | 216,800 | 184,509 |
Pension funds/obligations | Long | 477 | -1,208 |
Other long-term differences | Long | -567 | 15,086 |
Tax loss carried forward | Long | -711,776 | -780,876 |
Net temporary differences as of December 31 | -495,066 | -572,818 | |
Temporary differences not included in basis for deferred tax calculation | -356,062 | -447,132 | |
Basis for deferred tax (tax asset) | -139,004 | -125,686 | |
Net deferred tax (tax asset) Norway 22% | -29,865 | -27,651 | |
Deferred tax (tax asset) Australia 30% | -977 | - | |
Deferred tax (tax asset) | -30,841 | -27,651 | |
Deferred tax (asset) recognized in statement of financial position as of 31 December | |||
Deferred tax asset | -30,841 | -27,651 | |
Net deferred tax (tax asset) | -30,841 | -27,651 | |
Deferred tax assets are recognized as non-current assets as it is probable through prospective earnings that it can be utilized. The Company is subject to taxes in several jurisdictions, where significant judgment is required in calculating the tax provision for the Company. There are several transactions for which the ultimate tax cost is uncertain and for which the Company makes provisions based on an assessment of internal estimates, tax treaties and tax regulations in countries of operation and appropriate external advice. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such difference will impact the tax charge in the period in which the outcome is determined. The Company seeks to optimize its tax structure to minimize withholding taxes when operating vessels abroad, avoiding double taxation, and minimizing corporate tax paid by making optimal use of the shipping taxation rules that apply. It is, however, a challenging task to optimize taxation.
Total tax liabilities | CONSOLIDATED | |
(Amounts in USD 1,000) | 12/31/2025 | 12/31/2024 |
Non-current tax liabilities falling due after 1 year | - | - |
Payable taxes falling due within 1 year | 2,309 | 1,999 |
Tax liabilities | 2,309 | 1,999 |
Tax expense | CONSOLIDATED | |
(Amounts in USD 1,000) | 2025 | 2024 |
Taxes payable | 5,399 | 1,371 |
Change in deferred tax asset /liability | -3,259 | 17 |
Total | 2,140 | 1,388 |
There is no tax amount related to the items under Other Comprehensive Income. |
Tax expense PARENT COMPANY
(Amounts in USD 1,000) | 2025 | 2024 |
Change in deferred tax asset/liabilities | -4,093 | 578 |
Tax effect from group contribution | 8,233 | 2,458 |
Tax expense on ordinary result | 2 | 11,137 |
Total | 4,143 | 14,173 |
Tax expense PARENT COMPANY
(Amounts in USD 1,000) | 2025 | 2024 |
Temporary differences | ||
Deferred tax | ||
Profit and loss account sold assets | -270 | -59 |
Long-term receivables and liabilities in foreign currency | 1,647 | -22,812 |
Receivables | -1,367 | 41,598 |
Interest carried forward | -1,892 | -1,942 |
Net temporary differences as of December 31 | -1,883 | 16,785 |
Temporary differences not included in basis for deferred tax calculation | -65 | - |
Basis for deferred tax (tax asset) | -1,818 | 16,785 |
Net deferred tax (tax asset) Norway 22% | -400 | 3,693 |
Deferred tax (tax asset) | -400 | 3,693 |
Note 11 | ||||||
Borrowings | ||||||
Carrying amount - excluding CIRR | CONSOLIDATED | |||||
(Amounts in USD 1,000) | 12/31/2025 | 12/31/2024 | ||||
Secured | Current | Non-current | Total | Current | Non-current | Total |
Fixed rates bank loans | 11,273 | 74,779 | 86,052 | 18,986 | 78,922 | 97,908 |
Floating rates bank Loans | 50,575 | 161,686 | 212,261 | 47,732 | 195,417 | 243,149 |
Total secured borrowings | 61,849 | 236,464 | 298,313 | 66,718 | 274,338 | 341,056 |
Total borrowings | 61,849 | 236,464 | 298,313 | 66,718 | 274,338 | 341,056 |
Fees and expenses | -912 | -2,538 | -3,450 | -978 | -1,063 | -2,041 |
Total borrowings incl. fees | 60,937 | 233,926 | 294,863 | 65,740 | 273,275 | 339,015 |
Fair value - excluding CIRR | CONSOLIDATED | |||||
(Amounts in USD 1,000) | 12/31/2025 | 12/31/2024 | ||||
Secured | Current | Non-current | Total | Current | Non-current | Total |
Fixed rates bank loans | 11,273 | 70,630 | 81,903 | 18,986 | 72,599 | 91,585 |
Floating rates bank Loans | 50,575 | 161,686 | 212,261 | 47,732 | 195,417 | 243,149 |
Total secured borrowings | 61,849 | 232,315 | 294,164 | 66,718 | 268,016 | 334,734 |
Total borrowings | 61,849 | 232,315 | 294,164 | 66,718 | 268,016 | 334,734 |
Fees and expenses | -912 | -2,538 | -3,450 | -978 | -1,063 | -2,041 |
Total | 60,937 | 229,777 | 290,714 | 65,740 | 266,952 | 332,693 |
The Company has a portfolio of credit facilities secured by vessel mortgages. Financial covenants include, on a consolidated level, minimum free cash of the higher of USD 35m and 10% of net interest bearing debt, minimum book equity ratio of 20%, minimum fleet adjusted equity ratio of 30% and positive working capital.
In January 2026 the Company signed a loan agreement for financing related to its four newbuilds. A new credit facility from a leading direct lending provider in a total amount of USD 315 million was entered into. Parts of the facility will be available pre-delivery to finance yard installments. The remaining part will be drawn at the time of delivery of the four vessels.
Sea1 Offshore Inc. Annual Report 2025