4th quarter results February 2012

Transcription

1 4th quarter results February 2012

2 KVÆRNER ASA FOURTH QUARTER RESULTS 2011 HIGHLIGHTS Longview achieved substantial completion Kollsnes project completed Sakhalin-1 GBS project reached Mechanical Completion High bidding activity o Luno jacket of NOK 1.1 billion awarded (Q1) o Hild jacket of NOK 1.2 billion awarded (Q1) Dividend proposal of NOK 1.0 per share FINANCIALS Revenues of NOK million EBITDA of NOK 249 million with an EBITDA margin of 8.3% Non-cash, one-off currency loss of NOK 107 million Net cash of NOK million Liquidity buffer totalling NOK 4.9 billion Order backlog of NOK 10.0 billion Revenues NOK million EBITDA NOK million Net current operating assets NOK million Order backlog NOK million Q4'10 Q1'11 Q2'11 Q3'11 Q4'11 Q4'10 Q1'11 Q2'11 Q3'11 Q4' Q4'10 Q1'11 Q2'11 Q3'11 Q4'11 0 Q4'10 Q1'11 Q2'11 Q3'11 Q4' Kværner ASA 1 4th quarter 2011 report

3 Sakhalin-1 GBS in the flooded dock, Nakhodka, Russia FINANCIAL KEY FIGURES NOK million Q Q Operating revenues EBITDA EBITDA margin 8.3% 3.7% 8.1% 3.7% EBIT Net profit (loss) 81 (141) Earnings per share (EPS) (0.52) Order intake Order backlog Net current operating assets (NCOA) (1 235) (1 064) (1 235) (1 064) Net cash ¹ EBITDA definition: Earnings before Interest, Taxes, Depreciation and Amortisation 2 Basic and diluted EPS FINANCIAL REVIEW Income statement Operating revenues in the fourth quarter 2011 amounted to NOK million, compared with NOK million for the fourth quarter This represents a decrease of 24 percent, or NOK 928 million. The decrease in operating revenues compared to last year is a reflection of a lower activity level within parts of the business during the quarter. Full year operating revenues totalled NOK million, on the same level as the NOK million in Earnings before Interest, Taxes, Depreciation and Amortisation (EBITDA) for the fourth quarter 2011 ended at NOK 249 million, an increase of NOK 104 million compared to NOK 145 million in the same quarter last year. The EBITDA for the quarter was positively influenced by release of contingencies and completion of projects in 2012 Kværner ASA 2 4th quarter 2011 report

4 the Upstream segment. The EBITDA margin for the fourth quarter 2011 was 8.3 percent to 3.7 percent in the corresponding period in Full year EBITDA ended at NOK million with an EBITDA margin of 8.1 percent compared with an EBITDA of NOK 488 million with an EBITDA margin of 3.7 percent for the full year The increase in EBITDA is mainly due to contributions from projects being completed and release of contingencies during Net financial expense for the fourth quarter was NOK 106 million, comprising interest income of NOK 29 million, interest expense of NOK 21 million, loss on foreign currency forward contracts of NOK 7 million and non-cash, one-off foreign exchange losses of NOK 107 million from prior periods. Net financial income for the same period in 2010 amounted to NOK 8 million. Profit before tax for the fourth quarter was NOK 119 million, a decrease of NOK 14 million compared to NOK 133 million for the same period last year. The total income tax expense in the fourth quarter 2011 was NOK 38 million, giving an effective tax rate of 32 percent. Normally the income tax expenses reflect the tax rate in Norway (28 percent) and the tax rate in the US (approximately 40 percent), thus the effective tax rate is normally representing the segments relative share of the profit before tax in the period. The net profit in the fourth quarter 2011 was NOK 81 million, an increase of NOK 222 million from negative NOK 141 million in the fourth quarter last year. The basic and diluted earnings per share for the fourth quarter 2011 were NOK 0.30, an increase of NOK 0.82 from negative NOK 0.52 in the same quarter last year. Full year 2011 net profit ended at NOK 559 million with basic and diluted earnings per share of NOK Cash flow Net cash flow from operating activities was NOK 322 million in the fourth quarter compared to negative NOK 49 million in the third quarter Kvaerner recorded a decrease of NOK 207 million in net current operating assets (NCOA) during the quarter, compared to an increase of NOK 236 million in third quarter The decrease is due to phasing of the projects in the Upstream segment. As previously communicated, the NCOA is expected to vary between negative NOK 500 million and negative NOK million with quarterly fluctuations. Net cash outflow from investing activities in the fourth quarter 2011 was NOK 77 million, compared to a net cash outflow from investing activities of NOK 48 million for the previous quarter. Capital expenditures in the fourth quarter 2011 were NOK 45 million compared to NOK 43 million in the third quarter this year. The capital expenditures for the full year amounted to NOK 163 million and are mainly related to the facility upgrades at the Kvaerner Verdal yard to be completed during first quarter Net cash flow from financing activities was zero, down from NOK 425 million in the third quarter 2011, a quarter where the NOK 500 million term loan was drawn. Balance sheet At the end of fourth quarter 2011 net cash amounted to NOK million, compared to NOK million reported at the end of the third quarter Net current operating assets (NCOA) of negative NOK million as of 31 December 2011 is reflecting NCOA of negative NOK million in the Upstream segment and NOK 619 million in the Downstream & Industrials segment. The unusually high NCOA in Downstream & Industrials segment is mainly a result of capital tied up in the Longview project. The equity ratio at the end of the fourth quarter was 35.8 percent compared to 33.3 percent at the end of third quarter The NOK 500 million three-year term loan has a margin of 1.5 percent above NIBOR. Kvaerner s loan facilities was established in order to provide the company with a robust financial position to handle unexpected negative fluctuations in the working capital, secure necessary financial guarantees for new, large projects and finance future expansion. Cash and bank deposits at the end of fourth quarter amounted to NOK million. Undrawn committed longterm credit facilities amounted to NOK 2.5 billion, giving access to capital totalling NOK 4.9 billion. Order activity The order intake in the fourth quarter totalled NOK million compared to NOK million in the fourth quarter A contract for fabrication and construction with Statoil for upgrading of the Delayed Coker Revamp unit at Statoil's facilities at Mongstad of NOK 220 million was booked during the quarter. At 31 December 2011, the order backlog amounted to NOK million, a decrease of NOK million from 30 September There is high tendering activity in both segments, and new EPC projects are expected to be awarded in the first half of Kværner ASA 3 4th quarter 2011 report

5 OPERATIONAL REVIEW Health, Safety and Environment In Kvaerner, concern for health, safety and the environment (HSE) is a core value. This HSE mind-set, symbolised by Just Care, is founded on the belief that all incidents can be prevented. Kvaerner has established a systematic approach to improvement towards a common set of HSE expectations. Efficient HSE interfaces, internally and externally. Measurements of HSE compliance and culture. Tools for increasing employee engagement and achieving an HSE culture where zero is sustainable. HSE performance Defining and reporting carefully selected Key HSE Performance Indicators (KPIs) is an important part of the improvement process. By documenting and reporting these indicators, the information can be used to initiate corrective adjustments and improvements to the HSE programmes. Benefits of utilising the leading indicators are further improvement of the lagging indicators. The use of leading indicators can provide an accurate and continuous picture of the control measures needed to prevent major incidents. The carefully selected indicators assist Kvaerner in detecting potential declines in the quality of HSE control measures at an early stage and thereby provide sufficient time to remedy the situation. Kvaerner has chosen to focus on inspections, task risk analyses and risk observations as the HSE leading indicators, all showing a positive development throughout In fourth quarter, a total of one lost time incident and 11 recordable incidents were reported from 0.28 to 0.30 and 1.95 to 3.26 respectively. Kvaerner recorded a slight increase in the LTI and TRI frequencies in the quarter due to a reduction in the number of worked hours, whilst the reduction in recorded injuries in the same period is not equally large. The table below sets forth details of the injury frequency: (per million worked hours, including Q Q Q Q subcontractors) Lost time incident 1 frequency (LTIF) Total recordable incidents 2 (TRIF) Million worked hours Lost Time Incident (LTI) is defined as a work-related injury or illness where a doctor or other health care professional recommend that the employee stay home from work as a result of his/her injuries or illness, beginning the first work day after the incident 2 Total recordable incidents (TRI) is defined as fatalities, LTI s, Restricted Work Cases and Medical Treatment not including first aid 2012 Kværner ASA 4 4th quarter 2011 report

6 Segments The business of Kvaerner is for reporting purposes organised in two segments: Upstream and Downstream & Industrials. The Upstream segment includes four different business areas: North Sea, Jackets, Concrete Solutions, and International. The Downstream & Industrials segment comprises the business area Engineering & Construction (E&C) Americas. The Upstream segment Amounts in NOK million Q Q Operating revenues EBITDA EBITDA margin 13.2% 13.8% 14.4% 10.1% Net current operating assets (1 837) (1 373) (1 837) (1 373) Order intake Order backlog Employees Financials Operating revenues from the Upstream segment totalled NOK million, a decrease of NOK 937 compared to NOK million in the same period last year. The fourth quarter EBITDA amounted to NOK 287 million compared to NOK 431 million in the fourth quarter This resulted in an EBITDA margin for the quarter of 13.2 percent compared to 13.8 percent for the corresponding period last year. Operating revenues for the full year 2011 totalled NOK million compared to NOK million for The increase in revenues reflects high activity within the segment, especially the first half of the year. Full year EBITDA ended at NOK million with an EBITDA margin of 14.4 percent compared to an EBITDA of NOK 928 million with an EBITDA margin of 10.1 percent for the full year The increase in EBITDA is mainly due to positive influence by projects in the North Sea and International business areas that were winding down over the summer Both the EBITDA and the EBITDA margin will fluctuate with the phasing of projects and the project portfolio mix. The net current operating assets were negative NOK million at the end of fourth quarter 2011, compared to negative NOK in the previous quarter. Order intake The order intake in the fourth quarter was 446 million compared to NOK 755 million in the fourth quarter The order intake includes the fabrication and construction contract with Statoil for upgrading of the Delayed Coker Revamp unit at Statoil's facilities at Mongstad of NOK 220 million, and some growth in existing contracts. Operations The Concrete Solutions business area reached mechanical completion for the construction phase on the Sakhalin-1 project in December and the dock has been flooded to prepare for bund wall removal. The FEED work and site preparation for the Hebron Gravity Based Structure (GBS) project is continuing. In the Jackets business area there is high activity on the Clair Ridge project for BP. The first batch of wind jackets for the Nordsee Ost project have been completed and loaded out for delivery. Final preparation for load out of the jacket and bridge support for the Ekofisk 2/4L project is on-going. The North Sea business area is going through a period with lower activity and temporary lay-offs at the Stord yard. The temporary lay offs will continue until third quarter when multidiscipline fabrication on the Eldfisk increases. The onshore project for Statoil to modify and develop the gas plant at Kollsnes was completed and demobilised during the fourth quarter. The Mongstad Delayed Coker Revamp (DCR) upgrade job for Statoil is progressing in pre-fabrication and on site Kværner ASA 5 4th quarter 2011 report

7 In the International business area, close down activities continued on the Kashagan Hook-up project during the fourth quarter, and will continue throughout first half of The project will gradually demobilise all onshore personnel throughout the next few months. The invitation to tender for Woodside s Browse project was received in December and the tender process is on-going. Other Plans for developing a yard in Kazakhstan in cooperation with the local partner KGNT for the International business area is also progressing with different options for a stepwise investment under evaluation. In the Jackets business area, upgrades of the Verdal yard are progressing according to plan and will be completed during first quarter Within the North Sea business, alternatives for upgrades of the 50 year old crane are under evaluation at the Stord yard. Market The development of the upstream EPC (engineering, procurement and construction) market is fuelled by a strong underlying growth in the demand for energy which requires and justifies an increased capital spending on the development of oil and gas fields. The increased complexity of the new field developments is another factor which adds to the capital spending. The market is sensitive to the oil and gas companies activities and spending on exploration and production and hence the price of oil and gas. New development projects are expected to be awarded during the year, both in the North Sea and internationally. The Norwegian Continental Shelf is considered mature, and the major fields developed in the 1970 s are in decline. The smaller fields that are put into production are unable to offset this decline, but there are significant exploration potential and drive in the region which has led to recent successful discoveries in the North Sea and the Barents Sea. Kvaerner is well positioned to take part in developing these new discoveries. Within concrete solutions, there is demand due to more oil and gas developments in Arctic areas and harsh environments. Kvaerner holds a unique position within this market on a global level. Kvaerner also see many opportunities for jackets ahead with several prospects both in the North Sea and internationally. The Downstream & Industrials segment Amounts in NOK million Q Q Operating revenues EBITDA (15) (286) (351) (440) EBITDA margin (1.8)% (34.8)% (14.5)% (10.9)% Net current operating assets Order intake Order backlog Employees Financials Downstream & Industrials had operating revenues of NOK 850 million in the fourth quarter, on the same level as the NOK 822 million in the same quarter last year. The EPC Centre in Houston continued to experience low activity levels in the quarter due to completion of the Gulf LNG project in the third quarter and limited work on other projects. The business will continue on a low activity level until they are awarded new EPC projects. Union Construction is moving back to a normalised activity level working on small and medium sized projects. Fourth quarter 2011 EBITDA was negative NOK 15 million compared to negative NOK 286 million in the fourth quarter This resulted in an EBITDA margin for the quarter of negative 1.8 percent compared to a negative EBITDA margin of 34.8 percent for the corresponding period last year. The EBITDA in the quarter reflects legal costs on disputed projects. The negative EBITDA for the fourth quarter 2010 was a result of losses on the Longview and Hitachi projects Kværner ASA 6 4th quarter 2011 report

8 Operating revenues for the full year 2011 totalled NOK million compared to NOK million for the full year The decrease in revenues reflects lower activity within the segment with major projects being in the final phases and very limited intake of new, larger projects during the year. Full year 2011 EBITDA ended at negative NOK 351 million with an EBITDA margin of negative 14.5 percent compared to an EBITDA of negative NOK 440 million with an EBITDA margin of negative 10.9 percent for the full year The full year EBITDA reflects reversal of USD 50 million in previously recognised revenues on the Longview project. The net current operating assets (NCOA) were NOK 619 million at the end of fourth quarter 2011, an increase of NOK 85 million from the previous quarter. The unusually high NCOA level is mainly a result of capital tied up in the Longview project. Order intake The order intake in the fourth quarter was NOK 716 million compared with NOK 531 million in the same quarter last year. The order intake reflects growth in existing contracts, smaller steel maintenance jobs and studies. Operations The V&M Structural project for fabrication and erection of structural steel, siding and roofing of the pipe mill building reached substantial completion in December. The mechanical, electrical and installation contract for the V&M seamless pipe mill in Youngstown, Ohio, US is progressing with installation of mechanical equipment and piping. In fourth quarter, Kvaerner's subsidiary Kvaerner North American Construction Inc. ("Kvaerner NAC"), along with its other consortium member, Siemens Energy Inc., achieved Substantial Completion of the 695 megawatt (net) supercritical pulverized coal Longview Power Plant. The Plant, located in Maidsville, West Virginia, was turned over to the owner, Longview Power, LLC. The final completion on the Gulf LNG re-gasification project was reached in December. Other smaller studies and FEEDs are on-going in the downstream and alternative fuel markets. Other Kvaerner North American Construction Inc. has initiated arbitration against both Longview and Foster Wheeler North America Corp., the supplier of the boiler for the Longview project. Kvaerner North American Construction Inc. experienced an increase in the cost of construction of the project from a number of causes, including force majeure events, changes to the project, and fourth party actions in furnishing engineering services, equipment and materials, all of which have directly and adversely impacted North American Construction Inc.'s project work. The arbitration is intended to recover excess construction costs and other damages incurred by Kvaerner North American Construction Inc. in execution of the project. There are still substantial uncertainties with respect to the final financial outcome of the project. Market The Downstream and Industrials segment of Kvaerner will continue to develop sustainable niches and further leverage its current strengths in front-end engineering and design (FEED) as well as its engineering, procurement and construction (EPC) expertise in LNG, chemical, petrochemical, oil and gas segments. The Union Construction business providing services such as general construction, maintenance and renovation services to power, steel and industrial markets throughout North America also see major North American steel producers planning several upgrades in the years to come and hence good opportunities. The Marcellous Shale Gas value chain is key elements in the current backlog and is creating good future opportunities. Unallocated costs Unallocated costs, which are net corporate costs not directly attributable to the individual segments amounted to NOK 24 million in fourth quarter The reduction of NOK 21 million from the previous quarter is mainly due to allocation of central costs to the underlying segments in the quarter. For 2011, unallocated costs totalled NOK 146 million. Some of these costs are associated with the listing of Kværner ASA on Oslo Børs in July. It is expected that the recurring level of net corporate costs will be around NOK million annually Kværner ASA 7 4th quarter 2011 report

9 OTHER On 19 January 2012, Lundin Norway AS awarded Kvaerner an EPC contract of approximately NOK 1.1 billion for delivery of a steel jacket to be located at the Luno field, production license PL338, offshore the Norwegian North Sea. The contract will be executed by Kvaerner's yard in Verdal, and includes engineering, procurement, construction, load-out and sea-fastening of the jacket and associated piles. The jacket will have a total weight of approximately tonnes. Detailed engineering started immediately, while fabrication in Verdal will commence in fourth quarter The project will reach its peak manpower of more than 400 peoples in first quarter The Luno jacket will be delivered in the spring of 2014, and will then become number 41 in the series of jackets delivered by Kvaerner. On 13 February 2012, Total E&P Norge AS awarded Kvaerner an EPSC-contract (Engineering, Procurement, Supply and Construction) of close to NOK 1.2 billion for delivery of a steel jacket to be located at the Hild Field offshore the Norwegian North Sea. The contract will be executed by Kvaerner's yard in Verdal, and includes engineering, procurement, supply, construction, load-out and sea-fastening of the jacket and associated piles. The jacket ( tonnes) and piles will have a total weight of approximately tonnes. Detailed engineering starts immediately, while fabrication in Verdal will commence in fourth quarter The project will reach its peak manpower of more than 400 persons in third quarter The Hild jacket will be delivered in the spring of 2014, and becomes number 42 in the series of jackets delivered by Kvaerner since PRINCIPAL RISKS AND UNCERTAINTIES The Board of Directors would like to emphasise that 2012 will be a year of uncertainty with regards to the final financial outcome. The results will be influenced by uncertainty connected to the closing of major projects - representing both a potential upside as well as a downside. In addition there is uncertainty with regards to legacy projects, projects that are being managed tightly. In addition, new projects being awarded during the first half of the year will most likely not reach 20 percent completion before year-end, and will therefore not contribute to the results in All in all, this reflects that the EPC business is lumpy, and that fluctuations will have to be expected from quarter to quarter. Based on these factors, it is uncertain whether the full year 2012 results will be within the normalised EBITDA margin of 5-10 percent in the Upstream segment. Operational risk is the ability to deliver existing contracts at the agreed time, quality, functionality and cost. Delivering projects and equipment in accordance with the contract terms and the anticipated cost framework represents a substantial risk element, which will be the most significant factor affecting Kvaerner s financial performance. Results also depend on costs, both Kvaerner s own and those charged by suppliers, and on interest expenses, exchange rates and customers ability to pay. For a description of the major current legal disputes, please see the notes to the condensed consolidated interim accounts. Kvaerner has established guidelines and systems to manage its exposure in the financial markets. These systems cover currency, interest rate, counterparty and liquidity risks. Kvaerner works systematically with risk management in all its business areas, and has extensive systems and procedures in place. Fornebu, 13 February 2012 The Board of Directors and President & CEO Kværner ASA 2012 Kværner ASA 8 4th quarter 2011 report

10 KVAERNER GROUP IN FIGURES CONDENSED CONSOLIDATED INCOME STATEMENT Group summary: Q1 Q2 Q3 Q4 Q Amounts in NOK million Note Operating revenues 3,722 3,947 2,623 3,004 3,932 13,295 13,209 Operating expenses (3,258) (3,755) (2,454) (2,755) (3,787) (12,222) (12,721) EBITDA , Depreciation, amortisation and impairment (12) (12) (12) (18) (15) (54) (54) Operating profit , Financial income Financial expenses (12) (19) (7) (128) (8) (166) (60) Profit from associated companies and jointly controlled entities (1) - 1 (6) (5) (6) (11) Profit (+) / loss (-) on foreign currency forward contracts 1 2 (7) (7) 1 (11) (6) Profit / loss before tax Income tax benefit (expense) (130) (155) (22) (38) (274) (344) (330) Net profit (141) Attributable to: Equity holders of Kværner ASA (141) Basic and diluted earnings per share (NOK) (0.52) CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Q1 Q2 Q3 Q4 Q Amounts in NOK million Net profit / loss for the period (141) Other comprehensive income: Cash flow hedges, net of tax (1) (5) 3 4 (6) 1 (8) Translation differences 57 (109) (22) Total comprehensive income 377 (92) (116) Kværner ASA 9 4th quarter 2011 report

11 CONDENSED CONSOLIDATED BALANCE SHEET Amounts in NOK million ASSETS Non-current assets Property, plant and equipment Deferred tax assets Intangible assets 1,185 1,184 1,189 1,186 1,189 Other non-current assets Interest-bearing non-current receivables Total non-current assets Current assets Current tax receivables Trade and other receivables 4,217 3,578 2,544 2,135 3,641 Trade and other receivables related parties Non interest-bearing receivables 1, ,120 Interest-bearing receivables related parties Cash and cash equivalents 3,527 1,776 2,118 2,418 2,677 Total current assets Total assets LIABILITIES AND SHAREHOLDERS' EQUITY Equity Total equity attributable to the equity holders of the parent com Liabilities Non-current interest-bearing liabilities Non-current interest-bearing liabilities related parties Employee benefits Deferred tax liabilities Total non-current liabilities Current liabilities Current interest-bearing liabilities Current tax payables Provisions Trade and other payables 5,156 4,425 3,171 2,962 4,137 Trade and other payables related parties Non interest bearing liabilities related parties 2, ,261 Total current liabilities Total liabilities Total liabilities and shareholders' equity CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW Q1 Q2 Q3 Q4 Q Amounts in NOK million Net cash flow from operating activities 831 (35) (49) ,069 (645) Net cash flow from investing activities (42) (64) (48) (77) 2 (231) (26) Net cash flow from financing activities 4 (1,533) (164) (1,105) 349 Translation adjustments 57 (119) Net decrease (-) / increase (+) in cash and bank deposits 850 (1,751) (259) (269) Cash and bank deposits as at the beginning of the period 2,677 3,527 1,776 2,118 2,054 2,677 2,946 Cash and bank deposits as at the end of the period 3,527 1,776 2,118 2,418 2,677 2,418 2,677 CONDENSED CONSOLIDATED STATEMENT OF CHANGE IN EQUITY Q1 Q2 Q3 Q4 Q Amounts in NOK million Equity as of the beginning of the period 2,459 2,858 2,120 2,271 3,839 2,459 3,483 Total comprehensive income 377 (92) (116) Dividends / Group contribution (1,385) - (1,424) Pro forma adjustments 22 (646) (589) 312 Equity contribution Equity as of the end of the period 2,858 2,120 2,271 2,445 2,459 2,445 2, Kværner ASA 10 4th quarter 2011 report

12 Segments: REVENUE BY SEGMENT Q1 Q2 Q3 Q4 Q Amounts in NOK million Upstream 3,059 3,600 2,052 2,176 3,113 10,887 9,192 Downstream & Industrials ,417 4,049 Total operating segments 3,732 3,945 2,601 3,027 3,935 13,305 13,241 Other/eliminations (10) (23) - (3) - (9) - (32) Total 3,722 3,947 2,623 3,004 3,932 13,295 13,209 EBITDA BY SEGMENT Q1 Q2 Q3 Q4 Q Amounts in NOK million Upstream , Downstream & Industrials 3 (300) (39) (15) (286) (351) (440) Total operating segments , Other (15) (62) (45) (24) - (146) - Total , EBIT BY SEGMENT Q1 Q2 Q3 Q4 Q Amounts in NOK million Upstream , Downstream & Industrials - (303) (41) (17) (292) (360) (452) Total operating segments , Other (15) (62) (45) (24) - (146) - Total , NET CURRENT OPERATING ASSETS BY SEGMENT Amounts in NOK million Upstream (1,821) (1,704) (1,697) (1,837) (1,373) Downstream & Industrials Total operating segments (1,322) (1,241) (1,163) (1,218) (1,064) Other (14) (23) 135 (17) - Total (1,336) (1,264) (1,028) (1,235) (1,064) NOTES Note 1 General Kværner ASA (the company) is a company domiciled in Norway. The Kvaerner group consists of Kværner ASA and its subsidiaries. For further details, reference is made to note 1 to the full year combined financial statements. Note 2 Basis for preparation Statement of compliance The condensed consolidated interim financial statements have been prepared in accordance with the International Financing Reporting Standard ("IFRS") IAS 34 Interim Financial Reporting for interim reporting as adopted by the European Union and additional Norwegian regulations. Accounting principles The interim financial statements are condensed and do not include all the information required by IFRS for a complete set of financial statements and should be read in conjunction with the full year combined financial statements for Kværner ASA. The full year combined financial statements were made publicly available in the listing prospectus of 16 June The listing prospectus can be downloaded from The basis for preparation of these condensed consolidated interim financial statements is described in Note 2 to the full year combined financial statements. The same methods and accounting principles have been used for these interim statements. The interim financial statements are unaudited. On 1 January 2011, Kvaerner Group adopted revised IAS 24 Related Party disclosures. The adoption has not had any significant effects on the accounts Kværner ASA 11 4th quarter 2011 report

13 The condensed consolidated interim financial statements reflect all adjustments, consisting only of normal, recurring adjustments that, in the opinion of Kvaerner s management, are necessary for a fair presentation of the results of operations for the periods presented. Operating results for the periods presented are not necessarily indicative of the results that may be expected for any subsequent interim period or annual accounts. Several transactions required in the steps to reorganise the Kvaerner businesses under the ownership of Kværner ASA occurred in the first six months of The transactions primarily involved transfers of shares in subsidiaries from Aker Solutions AS to Kværner AS. The majority of transactions were settled through inter-company loans and receivables. The demerger from Aker Solutions ASA took place on 7 July 2011 and shortly thereafter, Kværner ASA was listed on the Oslo Stock Exchange.. The functional currency of the entities within Kvaerner is determined based on the nature of the economic environment in which it operates. The functional currency and presentation currency of Kværner ASA is NOK. Note 3 Judgments, estimates and assumptions In applying the accounting policies, management makes judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. The estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revision to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the group's accounting policies and the key sources of uncertainty in the estimates were consistent with those applied to the full year combined financial statements. Note 4 Share capital and equity Kværner ASA was founded in January 2011 with a nominal share capital. The share capital of Kværner ASA after the demerger completed 7 July 2011is NOK Kværner ASA has shares each with a nominal value of NOK Basic and diluted earnings per share has been calculated based on shares outstanding for all periods presented. Kvaerner currently has no share-based compensation that results in a dilutive effect on earnings per share. Note 5 Contingent events Given the scope of the group s worldwide operations, group companies are inevitably involved in legal disputes in the course of their activities. Provisions have been recognised to cover the expected outcome of any disputes and litigation proceedings in accordance with applicable accounting rules. Such provisions will be based on the management's best evaluations and estimates of a likely outcome of the dispute and will be subject for review by in-house or external legal advisors. However, the final outcome of such disputes and litigation proceedings will always be subject to uncertainties, and resulting liabilities may exceed recorded provisions. The disputes and litigation proceedings are continuously monitored and reviewed, and recognised provisions are adjusted to reflect management s best estimates of most recent facts and circumstances. Litigation and arbitration costs are recognised as they occur. Although some uncertainty surrounds the final outcome of these events, the expectation is that it will not have a material impact on Kvaerner's financial position or results. Due to uncertainties related to these events and to avoid prejudicing Kvaerner's position, no estimate of the expected final outcome is disclosed. Longview Kvaerner North American Construction Inc. has initiated arbitration against both Longview and Foster Wheeler North America Corp., the supplier of the boiler for the Longview project. Kvaerner North American Construction Inc. experienced an increase in the cost of construction of the project from a number of causes, including force majeure events, changes to the project, and third party actions in furnishing engineering services, equipment and materials, all of which have directly and adversely impacted North American Construction Inc.'s project work. The arbitration is intended to recover excess construction costs and other damages incurred by Kvaerner North American Construction Inc. in execution of the project. There are still substantial uncertainties with respect to the final financial outcome of the project. Nordsee Ost In 2010, a subsidiary of Kvaerner entered into a contract with RWEI for the delivery of 48 jackets for windmill turbines and one jacket for trafo station for the Nordsee Ost Windmill Farm. The Kvaerner subsidiary has requested to be compensated for additional costs and schedule impacts of various changes to the scope of work and associated matters. The parties are 2012 Kværner ASA 12 4th quarter 2011 report

14 in disagreement on the scope of these changes and the related consequences or the financial and schedule consequences associated therewith. The dispute is being prepared for arbitration. Note 6 Related party The group has several related party relationships between parents, associates and joint ventures and with its directors and and executive officers and directors. The largest shareholder of Kvaerner, Aker Kværner Holding AS, is controlled by Aker ASA (70 percent) which in turn is controlled by Kjell Inge Røkke and his familiy through TRG Holding AS and The Resource Group AS. All entities which Kjell Inge Røkke controls or has significant influence over are considered related parties to Kvaerner, including Aker Solutions. Kvaerner believes that all transactions with related parties have been based on arm's length terms. Below is a description of the most significant transactions and balances with related parties in third quarter Related parties with Aker ASA Aker Solutions Group Aker Solutions is both an acquirer and a supplier of both goods and services to Kvaerner. Ordinary business operations with Aker Solutions normally include sub-contracting and hire of personnel. In fourth quarter 2011 approximately NOK 500 million in revenue and NOK 330 million in operating expenses were recognised related to transactions with Aker Solutions. In addition to ordinary business operations, the services listed below have been provided from Aker Solutions. Pricing models vary between types of services, however Kvaerner believes that all models are based on arms-length terms. Type of service: - Transitional services (administration, HR, finance and accounting, treasury, IT, legal support) - Recruitment and supply of technical and project administrative personnel - Insurance services For further information, please contact: Investor relations: Ingrid Aarsnes, SVP Investor Relations, Kvaerner, Tel: , Mob: Media: Mariken Holter, SVP Communications, Kvaerner, Tel: , Mob: About Kvaerner: With more than HSE-focused and experienced employees, Kvaerner is a specialised provider of engineering, procurement and construction (EPC) services for offshore platforms and onshore plants. Kværner ASA, through its subsidiaries and affiliates ("Kvaerner"), is an international contractor that plans and realises some of the world's most demanding projects as a preferred partner for upstream and downstream oil and gas operators, industrial companies and other engineering and fabrication contractors. In 2011, the Kvaerner group had aggregated annual revenues of more than NOK 13 billion and the company had an order backlog at 31 December 2011 of more than NOK 10 billion. Kvaerner was publicly listed with the ticker "KVAER" at the Oslo Stock Exchange on 8 July For further information, please visit Kværner ASA 13 4th quarter 2011 report