SBM Annual Report 2023 Part

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2023 ANNUAL REPORT

4 - SBM OFFSHORE ANNUAL REPORT 2023


SBM OFFSHORE ANNUAL REPORT 2023 - 5
1 BUSINESS ENVIRONMENT

1.1 AT A GLANCE
1.1.1 MESSAGE FROM THE CEO

Reducing emissions requires resourcefulness,


demanding that we align our efforts to the evolving
needs of the market with efficient solutions.
This approach ensures that our resources are allocated
across the lifecycle of our products, aligning our core
competencies to our overall growth.

Bruno Chabas
Chief Executive Officer

In 2023, at SBM Offshore, we delivered value to our efforts to the evolving needs of the market with efficient
stakeholders, adapted the organization to serve the energy solutions. This approach ensures that our resources are
transition in a pragmatic way, and remained on track to allocated across the lifecycle of our products, aligning our
meet our 2050 net zero target. We take a holistic view of core competencies to our overall growth.
the energy trilemma and understand the benefits of
strategic partnering in this complex world energy The slow progression of the floating offshore wind market,
environment. for example, does not minimize the innovation we are
undertaking and the things we are learning in order to
Our expertise in traditional oil and gas deepwater floating open new horizons for floating wind and sustainable energy
systems can be applied to alternative energies, such as solutions. The Provence Grand Large pilot windfarm, where
floating offshore wind, hydrogen and three floating wind units were successfully hooked up in
ammonia. Nevertheless, we remain selective in project October, is a testament to our thoughtful advancement of
pursuit, targeting the ones bringing value to all involved. the offshore energy transition, our capacity to make
We see the importance of prudent decision-making, innovative ideas come true and our EPCI capabilities.
focusing not just on immediate outcomes but on the long-
term value each project brings. Reducing emissions The transition also includes transforming our conventional
requires resourcefulness, demanding that we align our business of Floating Production Storage and Offloading

6 - SBM OFFSHORE ANNUAL REPORT 2023


(FPSO) assets. Through our emissionZERO® program, our offered opportunities for lessons learned to be directly
new FPSOs are operating with reduced carbon intensity – applied to concurrent projects under execution across our
achieving between 8-12 kg of CO2/barrel of oil equivalent network of yards. Specifically on our Target Excellence
(boe) by reducing carbon emissions. Likewise, the commitments, we will never become complacent in
Mitsubishi Heavy Industries partnership signed in protecting our people or the environment. Even though we
September permits FPSO carbon capture technology had strong safety performance in 2023, we continue to
developments to be onboarded to our future units focus on any incidents with potential for serious injury or
estimated to bring a further direct reduction in carbon fatality.
emissions of up to 70%. These new-generation solutions
will take us and the industry to the next level of In our Operations, we celebrated the first oil of both FPSO
decarbonization, reducing greenhouse gas emissions and Prosperity and FPSO Sepetiba. As demonstrated by FPSO
minimizing the impact our activities have on the climate. Prosperity's gas system commissioning less than a month
after first oil, the product vision of Fast4Ward® has proven
Active in both alternative energy developments and to be best-in-class, accelerating our time-to-market abilities
decarbonization efforts, SBM Offshore is on track to meet and incorporating industry-leading environmental
our 2030 targets, cutting our CO2 emissions intensity/bopd management systems. The overall performance of the fleet
by 50%. These ambitions are founded upon the challenges continues to be good from an efficiency, uptime and
set out in the Paris Agreement for decarbonization of the emissions standpoint, drawing on our digital know-how and
world economy. When considering energy security, fossil reaping the rewards of our digital journey, with our recently
fuels are needed and new investments are essential to launched data platform, SBM+. I am especially proud of the
offset production decline in aging assets. It is not a success of our Guyanese operations, with production levels
question of what kind of energy sources we develop, but above nameplate capacity, the progress of our forth unit
how – especially when looking at new oil supply. FPSO ONE GUYANA, the sale of FPSO Liza Unity and the
FEED award for the Whiptail development project. It is a
Within the oil and gas industry, deepwater developments privilege to accompany the growth there and the
are both economical and environmentally resilient. integrated operations ambition shared with our client,
Offshore deepwater developments are considered the ExxonMobil Guyana, and other industry partners.
lowest in average GHG intensity, at 10 kg/boe, and
amongst the most competitive, at an average breakeven There are numerous complexities and perspectives on the
price of US$40 per barrel. As such, deepwater field challenges and the appropriate solutions to address the
developments should be the preferred future supply of oil energy transition. By sharing our experience, SBM Offshore
going forward. Project financing remains challenging, but is achieving visible progress in our industry, executing
we secured the full US$3.2 billion required for pacesetting projects through our expertise and innovation.
FPSOs Almirante Tamandaré and Alexandre de Gusmão, Our resolve is to navigate these challenges with integrity
de-risking their execution and paving the way for new and transparency, demonstrating responsible stewardship
financing models to emerge. In short, there is a strong in our operations and reporting. With the trust and
market for FPSOs, the core product of our company’s own confidence of our stakeholders, and the steadfast
transition, because this is where energy demand meets commitment of our people, I am confident that
reliability and greenhouse gas efficiency, evidenced by a SBM Offshore will continue to build a future of sustained
strong Pro-forma Directional backlog of US$30.3 billion at success, providing responsible energy solutions for
year end. generations to come.

We navigated several challenges in 2023, such as supply It has been a huge privilege to serve the company as CEO
chain disruptions, cost overruns caused by delays, and for the last 12 years. I have had the honor of leading a team
lingering COVID-19 impacts. I thank our teams for their of dedicated people who supported me in transforming
many actions to mitigate these challenges, demonstrating this organization. Today, the Group has a well-established
our company value of ownership to keep us on track to vision, purpose and structure, with a leading market
deliver. A new, centralized multi-disciplinary Corporate & position and strong growth prospects in the industry. I am
Business Solutions Center (CBSC) was launched to improve especially proud that SBM Offshore has a leadership team
synergies, reduce costs and reinforce innovation and which makes an internal succession possible, and am
continuous improvement. Rightsizing our organization has extremely pleased to hand over my responsibilities to
led to sustained efforts in knowledge transfer and has Øivind Tangen, who, I am sure, will successfully guide the
demonstrated our agility as our support functions adopted company to achieve its ambitious energy transition targets.
new ways of working. Continuous improvements in Turnkey

SBM OFFSHORE ANNUAL REPORT 2023 - 7


1 BUSINESS ENVIRONMENT

COMPANY HIGHLIGHTS COMPANY HIGHLIGHTS

16 0.08
ASSETS LEASED TOTAL RECORDABLE
AND/OR OPERATED INJURY FREQUENCY RATE
(per 200,000 hours)

95.6% 7,416
FLEET PRODUCTION PEOPLE
UPTIME

40 91%
TRAINING HOURS COMPLETION OF COMPULSORY
PER EMPLOYEE COMPLIANCE TASKS (ONSHORE)

DIRECTIONAL TOTAL ASSETS MARKET CAPITALIZATION


US$11.2 billion US$2.49 billion

DIRECTIONAL EBITDA PROPOSED CASH RETURN


TO SHAREHOLDERS
US$1,319 million
c. US$220 million

DIRECTIONAL NET PROFIT EBITDA BASED ON


IFRS ACCOUNTING POLICY
US$524 million
US$1,239 million

PRO-FORMA IFRS NET PROFIT ATTRIBUTABLE


DIRECTIONAL BACKLOG TO SHAREHOLDERS

US$30.3 billion US$491 million

8 - SBM OFFSHORE ANNUAL REPORT 2023


2023 IN BRIEF

FIRST QUARTER THIRD QUARTER


• Full Year 2022 Earnings: Directional revenue was • Half-Year 2023 Earnings: pro-forma Directional backlog
US$3,288 million. Directional EBITDA was US$1,010 increased to a new record level of US$32.2 billion.
million, in line with guidance. Backlog was at a record • Directional revenue was US$1,491million.
year-end level of US$30.5 billion. A dividend of US$1.10 Directional EBITDA was at US$457 million. 2023
per share was proposed, a 10% increase compared to the Directional revenue and EBITDA guidance maintained.
dividend paid in 2022. Over US$3.2 billion project financing secured.
• Completed project financing of FPSO Almirante • Signed partnership agreement with MHI that will offer a
Tamandaré for a total of US$1.63 billion. The project CO2 capture solution for FPSO vessels.
financing is provided by a consortium of 13 international
banks with insurance cover from four international Export
Credit Agencies (ECA). FOURTH QUARTER
• Awarded contracts to perform a FEED for an FPSO for
SECOND QUARTER the Whiptail development project in Guyana.
• During the Annual General Meeting, Allard Castelein was • Third Quarter Trading Update: Directional revenue was
appointed as member of the Supervisory Board. US$2,247 million. Directional EBITDA guidance increased
to around US$1.3 billion compared to US$1 billion
• Signed a 10-year Operations and Maintenance Enabling previous guidance. Directional revenue guidance
Agreement with Esso Exploration & Production Guyana increased to around US$4.4 billion above US$2.9 billion
Ltd (aka 'ExxonMobil Guyana') for the Operations and compared to previous guidance. Increased guidance in
Maintenance of FPSOs Liza Destiny, Liza 2023 from client purchase of FPSO Liza Unity.
Unity, Prosperity and ONE GUYANA. This framework
agreement establishes the new terms related to the • MSCI upgraded the ESG rating of SBM Offshore from A
operations of the Guyana FPSO fleet for a period of to AA (with scores ranging from AAA to CCC),
10 years up to 2033. recognizing SBM Offshore’s environmental management
systems and its industry leadership in managing carbon
• First Quarter 2023 Trading Update: Year-to-date emissions.
Directional revenue of US$742 million, in line with
expectations and full year 2023 Directional Revenue and • Successful installation of three floaters for the Provence
Directional EBITDA guidance on track. ~US$3 billion pro- Grand Large offshore wind project.
forma Directional backlog increase following 10-year • ExxonMobil Guyana Limited, an affiliate of ExxonMobil
Operations and Maintenance Enabling Agreement Corporation, commenced and completed the purchase
signed with ExxonMobil Guyana. Eight Fast4Ward® MPF of FPSO Liza Unity.
hull ordered. Cash dividend of US$1.10 per ordinary
share paid. • FPSO Prosperity delivered and first oil produced in
Guyana.
• Completed project financing of FPSO Alexandre de
Gusmão for a total of US$1.615 billion. The project • Secured a US$210 million Revolving Credit Facility (RCF)
financing is provided by a consortium for the financing of the construction of Fast4Ward® Multi-
of 12 international banks with insurance cover from three Purpose Floater (MPF) hulls.
international Export Credit Agencies (ECA). • FPSO Sepetiba delivered and first oil produced in Brazil.
The FPSO was formally on hire as of January 2, 2024.

SBM OFFSHORE ANNUAL REPORT 2023 - 9


1 BUSINESS ENVIRONMENT

1.1.3 OVERALL VIEW stakeholders, with whom SBM Offshore works on the
energy transition − teaming up on areas important to them,
SBM Offshore believes the oceans will provide the world
called material topics. These topics are the basis for
with safe, sustainable and affordable energy for
SBM Offshore’s objectives and strategy, and are the criteria
generations to come. SBM Offshore shares its experience
against which it measures its performance. The table below
to make it happen.
shows the connection between these elements and where
they are explained in the rest of the Annual Report.
The challenge in delivering safe, sustainable and affordable
energy is well recognized, particularly by SBM Offshore’s

CONNECTIVITY TABLE
SBM Offshore believes the oceans will provide the world with safe, sustainable and affordable energy for generations to come.
We share our experience to make it happen.
Business Context (section 1.2) Strategy and Value Creation (section 1.3) Performance Review and Impact (sections 2.1 & 2.2)
Management Approach &
Material Topics Key Objectives Key Strategic Elements Key Outputs Key Outcomes SDGs
1. Ethics and • Zero tolerance for Internal Risk and • 91% completion of • No negative 8
Compliance bribery, corruption, Control System and compulsory impact to
fraud or any other Compliance Program, compliance tasks SBM Offshore’s
form of misconduct with focus on data- (onshore) license to operate
• 2023: >92% driven compliance • 7,613 of compliance • Credibility and
completion of training reputation for
compulsory • 194 reports trustworthiness
compliance tasks received under
SBM Offshore’s
Speak Up Policy
• 0 confirmed cases
of corruption
2. Employee Health, • No Harm, No HSSE and Process • TRIFR: 0.08 • 6 Tier 1 and 2 3, 8
Safety and Security Defects, Safety Management • LTIFR: 0.02 incidents with
No Leaks system, Target • SIF: 0 follow-up actions
• 2023: Total Excellence; adopting • Tier 1: 1 in progress
Recordable Injury industry best practices • Tier 2: 5 • 0 Fatalities
Frequency Rate and leading standards • Actions for
(TRIFR) <0.12 continuous
improvement
3. Human Rights • Fully embed Execution and • 90.4% of suppliers • Action plans in 8
human rights and improvement of due screened on human progress on
social diligence cycle and rights human rights −
performance taking action through • 100% of new including salient
within human rights program suppliers qualified issues of forced
SBM Offshore governance signed supply chain labor,
to achieve no charter accommodation,
harm • 8 yards have overtime and
• 2023: Deliver two completed desktop mental health and
human rights/ screening wellbeing
worker welfare • 0 new worker • Over two remedy
initiatives per welfare audits initiatives per
region that • 91% e-Learning region.
contribute to completion • 9 ESG audits.
remedy
4. Operational • No Harm, No Target Excellence • 95.6% uptime • Safe, predictable 8
Excellence and Defects, program, Quality • Maintained ISO operations
Quality No Leaks Management System certifications • Compliance with
• 2023: Uptime at or and Process Safety • 1 significant regulations
above 99% Management approach operational fine • Project delivery
• 0 oil spills

10 - SBM OFFSHORE ANNUAL REPORT 2023


CONNECTIVITY TABLE
SBM Offshore believes the oceans will provide the world with safe, sustainable and affordable energy for generations to come.
We share our experience to make it happen.
Business Context (section 1.2) Strategy and Value Creation (section 1.3) Performance Review and Impact (sections 2.1 & 2.2)
Management Approach &
Material Topics Key Objectives Key Strategic Elements Key Outputs Key Outcomes SDGs
5. Employee • Hire, retain and HR learning and • 1,178 new hires • A diverse, learning 4, 8
Wellbeing develop a diverse development process, • 13% employee and developing
workforce with systems and teams turnover rate workforce able to
a wide range of • 40 average training deliver energy-
competencies hours per employee supply-related
• 2023: People • 99% of projects and
Development performance activities
Cycle appraisals • Taking action on
completion employee
• 0.96 gender pay wellbeing and
gap engagement in
• 75% under time of high
collective workload
bargaining
• 81% engagement
score and 82%
satisfaction score
6. Economic Impact • Ambition: grow Backlog and cash • EBITDA • Resilient returns in 8, 9
free cash flow preservation and grow US$1,319 million volatile times
• 2023: Directional in line with FPSO and • Proposed cash • Long-term viability
EBITDA > US$1 FOW growth ambitions return to • Investment
billion shareholders capability for
c. US$220 million innovation
7. Emissions • Ambition: net zero • Operational • 1.18 MMSCF/D • Emission 7, 9,
by 2050 and excellence to reduce average flaring reduction trend 13,
intermediate flare emissions in • Scope 1, 2, 3 • Industry 14
targets for 2030 Scope 3 emissions: 5.9 benchmark
• 2023: • Implementation of million tonnes performance
◦ 1.48 MMSCF/D emissionZERO® • GHG intensity 98.95 • New business
average Program tonnes of CO2 Eq/ • Addressing
operational • Managing targets 1,000 tonnes HC climate change-
excellence with a science-based Production related risk
flaring; approach • 64.3 million GJ • Carbon capture
◦ Carbon Capture energy use – Scope solution
Module 1, 2 and 3 development
readiness; • Oil-in-water
◦ Manage oil-in- discharge to 66%
water discharge below IOGP
to 50% below average
IOGP average • Other significant air
◦ Validated emissions (non-
Investment for GHG emissions):
Climate Neutral 17.6k tonnes
office Energy
8. Digitalization • Leveraging data Digital Transformation • 56% increase in • Business 8, 9
and digital program data signals continuity
technology to • Improved
increase lifecycle efficiencies
value • Key milestones
• 2023: digitalization delivered
milestones – e.g. • New business
ERP, project opportunities
management,
operations tooling

SBM OFFSHORE ANNUAL REPORT 2023 - 11


1 BUSINESS ENVIRONMENT

CONNECTIVITY TABLE
SBM Offshore believes the oceans will provide the world with safe, sustainable and affordable energy for generations to come.
We share our experience to make it happen.
Business Context (section 1.2) Strategy and Value Creation (section 1.3) Performance Review and Impact (sections 2.1 & 2.2)
Management Approach &
Material Topics Key Objectives Key Strategic Elements Key Outputs Key Outcomes SDGs
9. Innovation • Develop and Technology • 22 TRL • Contribute to the 7, 9,
introduce new development, open qualifications energy transition 13,
technologies in innovation • 9 innovations • Long-term 14
line with net zero reached TRL 4 sustainability
and energy
transition
ambitions of
SBM Offshore
• 2023: 26
Technology
Readiness Level
(TRL) qualifications
10. Energy Transition • Ambition: net zero New Energies and • 52.3% of R&D • FOW project 7, 9,
by 2050 and Services development, budget allocated to progress 13
intermediate emissionZERO® EU Taxonomy • Support climate
targets for 2030 eligible activities change mitigation,
• 2023: in line with 2050
◦ 50% of R&D ambitions
budget allocated
to EU Taxonomy
eligible activities;
◦ Deliver on FOW
growth
11. Market • FPSO business FPSO competitiveness • 5 FPSO projects • Business growth 3, 4,
Positioning growth through Fast4Ward®, under construction • Progress on local 7, 8,
• 2023: sustainability Digitalization, • 16 assets in the content and 9,
performance (SDG emissionZERO® fleet impact 13,
score card) • US$30.3 billion • SDG related 14
• 2023: participation Embedding SDG directional pro- performance
in key ESG ratings targets in the business forma backlog
1
and participation in key • 95th percentile
ESG ratings S&P Global ESG
rating
12. Decommissioning2 • Recovery of metals Recycling policy • Completion of • Ensuring safe and 8,
and re-use of Deep Panuke sustainable 13,
machinery – and SBM operations decommissioning recycling of asset 14
application of EU decommissioning and recycling
Ship Recycling processes and teams
Regulation (or
equivalent)
• 2023: Progress of
Deep Panuke
recycling, yard
selection for FPSO
Capixaba
Overall Impact
Alongside climate change, one of the major challenges of our time, geopolitical events continued and intensified. This led to
continued higher energy prices after periods of strong inflation, impacting the world at large. SBM Offshore’s material topics
reflect SBM Offshore’s impacts − both positive and adverse − and the effects SBM Offshore’s business has on the economy,
the environment and society. SBM Offshore’s vision, mission and strategy are framed by climate change mitigation − with net
zero commitments and a mission to reduce carbon intensity and increase alternative energy. This business brings value to its
stakeholders, whilst minimizing potentially adverse impacts to people and the environment.

SBM Offshore has been able to balance ’business as usual’ against a back-drop of a continued turbulent geopolitical
environment, making progress on safe, sustainable and affordable energy for generations to come.
SBM Offshore takes pride in being able to leverage SBM Offshore’s people capabilities to deal with complexity, develop
technologies for the energy transition, deliver projects on time and within budget and operate assets safely and sustainably.
1 As per January 22, 2024.
2 New Material topic as per August 2023. Details can be found in section 2.1.12.

12 - SBM OFFSHORE ANNUAL REPORT 2023


1.2 BUSINESS CONTEXT SBM Offshore always takes a disciplined and selective
approach to market opportunities, focusing on the main
1.2.1 MARKETS AND ACTIVITIES FPSO markets of South America and West Africa that
provide both relatively low break-even prices and low GHG-
SBM Offshore is committed to a strategy that is compatible
emission intensity. SBM Offshore is also looking to develop
with the transition to net zero by 2050. SBM Offshore
business in other adjacent regions.
provides floating production solutions to the offshore
energy industry, both in hydrocarbon and renewable
Key to sustainable growth, enabling affordable and
market segments. SBM Offshore’s main activities to date
sustainable hydrocarbon energy, are SBM Offshore’s
are the design, supply, installation, operation and life
Fast4Ward® and emissionZERO® programs, of which further
extension of Floating Production Storage and Offloading
detail is provided in sections 2.1.4 and 2.1.7.
(FPSO) vessels. These are either leased to clients or
supplied on a turnkey sale basis. SBM Offshore is also
Other Products and Services
active in the alternative energy market and the research
SBM Offshore delivers tailored solutions for the mooring of
and development of products for future energy markets.
floating assets: flexible flowline and subsea structure
installation works. SBM Offshore, together with its joint
In order to maintain its leading position in its core markets,
venture partner, owns and operates a dedicated multi-
SBM Offshore focuses on:
purpose deepwater construction vessel, the Normand
• Leveraging SBM Offshore’s experience and business
Installer. SBM Offshore also has dedicated product lines to
model to manage sustainable business and address
provide specific floating equipment and products, such as
material topics.
Turret Mooring Systems (TMS) and offshore (off)loading
• Transformation programs to increase return for
terminals.
customers: emissionZERO®, focusing on the
decarbonization of products; and Digital Transformation,
Turrets and Mooring Systems
to optimize SBM Offshore’s ways of working and create
SBM Offshoreis the recognized technology provider for
new services.
Turrets and Mooring Systems (TMS). SBM Offshore
• Innovation in line with energy transition ambitions:
provides the offshore industry with a complete range and
renewable energy, ammonia, hydrogen, carbon capture
variety of solutions delivered through a full EPCI product
and sustainable energy storage.
lifecycle.

MARKET SEGMENTATION
Terminals
Hydrocarbon Energy The Catenary Anchor Leg Mooring (CALM) or Single Point
Mooring (SPM) terminal is a floating buoy that performs the
FPSO
dual function of keeping a tanker moored and transferring
SBM Offshore delivers FPSOs that process well fluids into
fluids while allowing the ship to weathervane.
stabilized crude oil for temporary storage on board, before
SBM Offshore provides full lifecycle solutions for terminals,
being transferred to a shuttle tanker for export from the
including design, engineering, construction, installation
field. Oil and gas enhanced recovery systems − such as
and aftersales services.
water injection, gas injection, chemical injection and gas lift
systems − are used to improve efficiency and production
levels. SBM Offshore’s latest FPSO designs include CO2
removal from gas streams for reinjection into the well
offshore.

SBM OFFSHORE ANNUAL REPORT 2023 - 13


1 BUSINESS ENVIRONMENT

DEEPWATER EXPERIENCE BY WATER DEPTH

bpd

475m FPSO Serpentina 110k Equatorial Guinea

720m FPSO Saxi Batuque 100k Angola


728m FPSO Mondo 100k Angola
960m FPSO Aseng 80k Equatorial Guinea
1,221m FPSOCidade de Anchieta 100k Brazil
1,250m N’Goma FPSO 100k Angola
1,365m FPSO Kikeh 120k Malaysia
1,485m FPSO Capixaba 100k Brazil
1,525m FPSO Liza Destiny 126k Guyana
1,600m FPSO Liza Unity 220k Guyana
1,780m FPSO Espirito Santo 100k Brazil
1,790m FPSO ONE GUYANA* 250k Guyana
1,850m Thunder Hawk 60k USA
1,900m FPSO Prosperity 220k Guyana
1,900m FPSO Alexandre de Gusmão* 180k Brazil
2,000m FPSO Sepetiba* 180k Brazil
2,000m FPSO Almirante Tamandaré* 225k Brazil
2,100m FPSO Cidade de Paraty 120k Brazil
2,120m FPSO Cidade de Maricá 150k Brazil
2,130m FPSO Cidade de Saquarema 150k Brazil
2,140m FPSO Cidade de Ilhabela 150k Brazil
* under construction

SHALLOW WATER DEEP WATER ULTRA DEEP WATER


< 500m 500m to 1,500m >1,500m

14 - SBM OFFSHORE ANNUAL REPORT 2023


New Energies Future Energy Markets
New technologies are developing to facilitate the energy
Floating Offshore Wind (FOW)
transition. Solar PV, wind energy, hydrogen-based
Floating Offshore Wind provides for new possibilities for
technology, bio-fuels and Carbon Capture Utilization and
wind power production locations. Floating offshore wind
Storage (CCUS) are recognized and envisioned as the
turbines enable access to deeper water than conventional
frontiers of development. SBM Offshore is investing in the
fixed-bottom wind turbines. This reduces visibility from
research and development of products within selected
shore and expands the viable area for wind energy
segments that support the energy transition. For example,
development, potentially to areas with higher and steadier
SBM Offshore is working on providing offloading solutions
wind characteristics. The FOW market is developing
for carbon dioxide and the development of terminals to
worldwide, in anticipation of future commercial projects.
adapt for future fluids such as ammonia.
SBM Offshore has successfully delivered Provence Grand
Large, its first pilot project in 2023, leveraging its
SBM Offshore has continued the development of its wave
experience in EPCI for floating solutions and mooring
energy conversion technology. The technology has been
systems. SBM Offshore is also co-developing floating
developed and tested in SBM Offshore’s own R&D
offshore wind projects and securing seabed rights and
Laboratory in France. The next step is to identify
relevant permits, together with partners.
opportunities to commercialize the technology.

SEGMENTATION OF OFFSHORE
WIND ENERGYOFSOLUTIONS
SEGMENTATION OFFSHORE
WIND ENERGY SOLUTIONS

SHALLOW WATER TRANSITIONAL DEEP WATER


<30m WATER >50m
30m to 50m

FIXED BOTTOM FIXED BOTTOM SBM OFFSHORE’S


SOLUTION

SBM OFFSHORE ACTIVITIES

FPSO CALM BUOY


TMS CALM Buoy
Catenary Anchor Leg Mooring Buoy
FOW
Floating Offshore Wind
FPSO
Floating Production Storage and
INSTALLATION TLU FOW WEC
TLU
Tower Loading Unit
TMS
Turret Mooring System
WEC
Wave Energy Converter

SBM OFFSHORE ANNUAL REPORT 2023 - 15


1 BUSINESS ENVIRONMENT

AMSTERDAM SHANGHAI
SBM Offshore Head Office
NANTONG
HOUSTON SCHIEDAM QIDONG
THUNDER HAWK
MONACO YANTAI
DeepDraftSemi®
CARROS TIANJIN
QINGDAO
MARLY

PORTO

SHANGHAI

FOS SUR MER

LUANDA BANGALORE
GEORGETOWN FPSO MONDO
SHOREBASE FPSO SAXI BATUQUE
FPSO LIZA DESTINY N’GOMA FPSO
FPSO LIZA UNITY SINGAPORE
MALABO
FPSO PROSPERITY
VITÓRIA FPSO SERPENTINA
FPSO CAPIXABA FPSO ASENG
FPSO CIDADE DE ANCHIETA
RIO DE JANEIRO KUALA LUMPUR
SHOREBASE SHOREBASE
SÃO JOSÉ DO NORTE FPSO ESPIRITO SANTO FPSO KIKEH
FPSO SEPETIBA
ANGRA DOS REIS

SANTOS
FPSO CIDADE DE PARATY
FPSO CIDADE DE ILHABELA
FPSO CIDADE DE MARICÁ
FPSO CIDADE DE SAQUAREMA

OFFICES SHOREBASES UNITS CONSTRUCTION YARDS R&D LABORATORY

16 - SBM OFFSHORE ANNUAL REPORT 2023


SBM OFFSHORE – PART OF THE ENERGY geopolitical tensions on the rise. Amidst geopolitical strife
INDUSTRY AND LOCAL COMMUNITY and rapid technological advancement, the energy transition
SBM Offshore aims to be an energy transition company, and the demand for lower-emission solutions have been
reducing carbon in its operations and developing accelerating. More and more countries are focusing on
alternative energy solutions. SBM Offshore embraces the energy source diversification and self-sufficiency. Many
Paris Agreement and strives to be a leader in transparency. structural measures are being taken, especially in the EU, to
Along the way, there are many questions that SBM Offshore accelerate renewable development. For floating offshore
cannot answer on its own, thus it is working with, and wind, up to 2023, the installed capacity is around 275MW
listening to, others. globally. The forecast for the cumulative installed capacity
by 2030 is in the range of 6-12GW. Given the most intensive
SBM Offshore has been actively involved in technology construction activities will mainly come in the last three
development in the energy industry by cooperating with its years of the decade, the lower part of the range is the most
value chain business partners and working with other likely scenario at this stage.
companies, universities, class societies, etc. For instance,
SBM Offshore is among the 24 participants in the Joint In addition, there is an increasing focus across most sectors
Industry Projects (JIP) for Anchoring and Mooring Design of on Environmental, Social and Governance (ESG) targets.
Floating Photovoltaics. Companies are repositioning and adjusting their strategies
towards operating in a carbon-neutral environment, using
Moreover, SBM Offshore is seeking to understand and the ESG framework.
contribute to the mitigation of the challenges faced by
local communities and has carried out social activities in the Moreover, the importance of energy availability, security
respective regions where it operates, (see section 2.2). and affordability came to the forefront during the recent
energy crisis, highlighting the need to maintain the supply
CURRENT, NEAR-TERM AND FUTURE IMPACTS of hydrocarbons. During 2023, there were seven FPSO
ON SBM OFFSHORE’S ACTIVITIES awards in the market, four of which were in SBM Offshore’s
In 2023, the global macro-economic fundamentals remain key regions of South America and West Africa.
challenging, with core inflationary pressures and

OUTLOOKOF
OUTLOOK OFWORLD
WORLD ENERGY
ENERGY DEMAND
DEMAND

POPULATION URBANIZATION BIG CITIES GLOBAL ENERGY DEMAND


7.9 billion (2022) 68% of population living >20% (2050)
9.7 billion (2050) in big cities by 2050 Led by China & India

OIL ENERGY DEMAND GAS ELECTRICITY RENEWABLES


>25% (2050) ~20% (2050) >75% Growth (2050) >30% (2050)
of energy mix in energy mix of energy mix

Sources: STEPS Scenario, IEA World Energy Outlook, 2023


United Nations World Urbanization Prospects, worldometers.info

SBM OFFSHORE ANNUAL REPORT 2023 - 17


1 BUSINESS ENVIRONMENT
MACRO TRENDS SBM Offshore’s success will depend on partnering with
According to the United Nations’ world population other companies similarly committed to its energy
projection, by 2050, world population will surpass 9.7 billion transition strategy and activities, with a focus on the
people, with around 68% of the total population living in lifecycle value of projects, from early client engagement to
big cities close to the oceans. Global energy demand is set the end of field recycling phases.
to grow in the coming decades. While oil and natural gas
will still play a key role in the primary energy mix, renewable 1.2.2 STAKEHOLDERS AND MATERIAL
energy is increasing its share and governments are raising TOPICS
their decarbonization targets. The demand for new oil and
natural gas projects is expected to continue to grow until SBM Offshore takes an inclusive approach to stakeholder
the end of the decade, as geopolitical tensions have engagement, as per its stakeholder engagement policy. It
underlined fragilities and dependencies in the energy recognizes its main stakeholders as: employees, clients,
system, after which it should slightly decline until 2050. suppliers, shareholders and lenders (banks), regulators,
Geopolitical events make energy supply and demand class society organisations, yards, partners, local
inherently volatile. Section 1.4.3 presents climate change communities and non-governmental organizations (NGOs).
scenarios which provide insight into various possible
developments relating to decelerated and accelerated Conscious of the importance of a consistent and effective
energy transition paths. Section 1.4.2 provides further detail interaction with its stakeholders, SBM Offshore engages
on geopolitical risks. and listens to their feedback. Example engagements and
outcomes are mentioned in the table below. In order to
SBM Offshore expects that, in the coming years, there will provide a comprehensive identification, evaluation and
be a need for its capabilities to deliver sizeable deepwater management of SBM Offshore’s material impacts,
projects across the energy mix. GHG emissions of deep stakeholder engagement is a key part of its due diligence
water is highly competitive compared to the rest of the oil and its materiality assessment.
supply. As such deepwater oil should be part of the energy
transition set of solutions.

Example engagements during 2023

Stakeholder Group Engagement

Clients Key Account meetings


Suppliers Strategic Sourcing meetings. Vendor Days
Employees Pulse Survey, Wellbeing Survey, Management Calls and Townhalls
Shareholders Annual General Meeting. Engagement with representative groups – e.g. VBDO (Dutch Association
of Investors for Sustainable Development)
Lenders Ongoing environmental and social due diligence during project financing and the definition of
actions for further improvement. 2023 Sustainability Day
NGOs Engagement with representatives regarding business transparency and social impact projects
Peers Discussion session about new European regulations and best practices
Class Society Engagement on further development of Sustainability notations for FPSOs
Yards Human Rights Day 2023, Emissions Management monitoring and Human Rights action tracking

18 - SBM OFFSHORE ANNUAL REPORT 2023


MATERIALITY ANALYSIS geographical location (compliance). Ethics and
In 2023, SBM Offshore updated the materiality assessment Compliance and Employee Health, Safety and
in compliance with the GRI Standard and ran a double Security are therefore material and are prerequisites to
materiality assessment to anticipate the European being in business. Process Safety Management and
Sustainability Reporting Standard (ESRS) requirements, Occupational Safety Management are critical topics in
mandatory for Annual Report 2024. ensuring high safety standards and mitigating the risk of
hazardous accidents.
In this assessment, two dimensions of materiality were
considered. Firstly, the Impact Materiality in accordance Human Rights are considered material to SBM Offshore
with GRI Standard, in which the actual, potential, positive considering its global presence, including in countries with
and adverse impacts of SBM Offshore’s business on people potential exposure to Human Rights risks.
and the environment were assessed to determine material
topics. Secondly, the Financial Materiality, i.e. assessing When it comes to Economic Impact, SBM Offshore’s
how environmental, social and governance topics generate integrated business model is seen as a strength. At the
risks or opportunities with (potential) material financial same time, it allows SBM Offshore to fund a responsible
effects for SBM Offshore. energy transition and impact projects in countries of
operation.
Management and supervisory board members are
consulted on the outcomes of this process, with the Operational Excellence and Quality drive predictability,
management board validating the outcomes of the which is especially sought after in CAPEX- and resource-
materiality assessment and using them as the basis for intensive projects with a global footprint. The same applies
SBM Offshore’s strategy and performance management. for fleet operation services and managing a global supply
Furthermore, the topics are addressed in the risk chain.
management approach of SBM Offshore, with information
on significant risks to the business explained in section Employee Wellbeing is a material topic because large
1.4.2. Definition of the impacts are described in chapter 2 resource-intense projects such as offshore field
and the materiality process and topic definitions are developments rely heavily on employee engagement and
explained in section 5.1.2. experience. Experienced staff increase efficiency and
reduce risk in projects. In times of high work-load, during
The impact materiality brought changes compared to 2022: the execution of several large energy infrastructure projects
the material topic ’Decommissioning’ was simultaneously, attention must be paid to employees’
added; ’Retaining & Developing Employees’ changed physical and mental health, as well as work-life balance.
into ’Employee Wellbeing’ and ’Economic Performance’
into ’Economic Impact’, reflecting the broader stakeholder Market Positioning is seen as a driver for future economic
approach and the focus on impact that SBM Offshore has performance and is a key enabler in attracting and retaining
taken. Definitions of the Material Topics are mentioned in talent. Strong ranking in ESG ratings are supportive of this.
section 5.1.2.
Innovation matters as a source of future value-enabling
The Energy Transition is critical in the light of climate alternative energy transition technologies. Digitalization
change. At the same time, it can provide a source of future brings efficiency, new businesses and ways of working and
economic value. Emissions, both air and ocean-related, mitigates the challenge of attracting talent to the industry.
and particularly greenhouse gas (GHG) emissions,
dominate concerns on this topic. In this report, any content Decommissioning is about the safe and sustainable
related to Energy Transition and Emission material topics shutting down of end-of-life assets and responsible
cover Climate Change-related disclosures. SBM Offshore recycling. The associated waste streams and potential
considers these topics as foundational in its strategy and financial impacts of responsible recycling make this a new
business model. There are further explanations in the material topic as per August 2023. SBM Offshore expects
strategy and climate sections of this report. disclosures to grow in the coming period.

The industry has inherent safety and compliance risks The financial materiality assessment confirmed the topics
owing to the physical nature of the business (safety) and that were material from an impact perspective.

SBM OFFSHORE ANNUAL REPORT 2023 - 19


1 BUSINESS ENVIRONMENT
DETERMINING ‘DOUBLE’ MATERIALITY OF TOPICS

LIST OF TOPICS ASSESSED

E S G
• Energy transition • Employee wellbeing • Ethics & compliance
• Emissions • Health, safety & security • Operational excellence & quality
• Innovation • Human rights • Economic impact
• Climate change • Market positioning • Digitalization
• Pollution • Diversity & inclusion • Organizational change management
• Water and marine resources • Equal treatment in the value chain • Tax
• Biodiversity and ecosystems • Local communities
• Waste management and circularity • Rights of indigenous
• Decommissioning

DOUBLE MATERIALITY APPROACH

IMPACT FINANCIAL
MATERIALITY MATERIALITY

CONCLUSION CONCLUSION
Actual, Potential, Positive Risks & Opportunities
and Adverse impacts and Capitals impacts

Ranking of Impact Ranking of Financial


Material Topics Material Topics

OVERALL RESULT

20 - SBM OFFSHORE ANNUAL REPORT 2023


SBM OFFSHORE’S MATERIAL TOPICS

E S G
ENERGY TRANSITION SAFE & INCLUSIVE VALUE BASED ACTION,
TOWARDS NET ZERO PEOPLE ENVIRONMENT HIGH ETHICAL STANDARD

• Energy transition • Health, safety & security • Ethics & compliance


• Emissions • Human rights • Economic impact
• Innovation • Employee wellbeing • Digitalization
• Decommissioning • Market positioning • Operational excellence & quality

Influencing 8. Membership of the International Chamber of


SBM Offshore applies – where appropriate – its influence in Commerce (ICC) Netherlands, contributing to the
line with its vision and mission, to advance on safe, program design of the Closing Conference of the
sustainable and affordable energy, navigating through the Week of Integrity and providing input on guidelines
energy transition, as explained in section 1.3. The following issued by the ICC (membership contribution
engagement took place during the year: EUR3,916.50).
1. Co-chairing the IOGP FPSO Decommissioning Expert 9. Taking part in the IOGP Process Safety Sub-
Group on Responsible Recycling (no cost or coverage). Committee, providing input into implementing Process
2. Participation in the consultation process for the ESRS Safety Fundamentals, and Process Safety Indicators
to drive the harmonization of various standards and Guidelines (no cost or coverage).
regulations (no cost or coverage). 10. Chairing revision of IOGP guidelines for Process Safety
3. Advocacy on Human Rights through Building Barrier definition and involvement in a new guideline
Responsibly – such as co-development of Worker for Process Safety in Design, to be delivered next year
Welfare Principles to serve as the global standard on (no cost or coverage).
worker welfare for the engineering and construction 11. Participant in the Joint Industry Projects (JIP) for
industry and development of supply chain screening Anchoring and Mooring Design of Floating
tools (associate membership contribution US$10,000). Photovoltaics (no cost or coverage).
4. Provided input to guidelines issued by the IOGP
Energy Transition Committee (no cost or coverage). As per its Anti-Bribery and Corruption Policy, SBM Offshore
5. Provided input to IOGP Guidelines for design & prohibits company political contributions. SBM Offshore
operation to minimize/avoid flaring sources (no cost or does not participate in party political activity nor will it
coverage). make political contributions of anything of value.
6. Membership of IMCA Environmental Sustainability
Committee, with recommendations made to the code
of practice on Environmental Sustainability and input
into the self-assessment tool (membership contribution
GBP27,500).
7. Membership of Transparency International,
contributing to its research on ’Whistleblowing
Frameworks 2023’ as well as input into the anti-
corruption working group (membership contribution
EUR5,000).

SBM OFFSHORE ANNUAL REPORT 2023 - 21


1 BUSINESS ENVIRONMENT

1.3 STRATEGY AND VALUE interrupting the essential supply of energy needed to
support societies. The contribution and participation of
CREATION
global energy companies and service providers such as
1.3.1 VISION AND VALUES SBM Offshore are essential to achieving a responsible
energy transition. Many people, especially in less
OUR VISION developed economies, depend on the experience and
Safe, sustainable and affordable energy for generations to resources of those companies. This is where SBM Offshore’s
come will require renewable energy and cleaner forms of products can play a role. SBM Offshore is partnering with
fossil energy. SBM Offshore is committed to this, by others for this purpose, sharing experience to make it
embedding climate-change-related actions without happen.

SBM Offshore believes the oceans will provide the world with
safe, sustainable and affordable energy for generations to come.

We share our experience to make it happen.

OUR VALUES 1.3.2 MISSION AND STRATEGY


SBM Offshore’s core values reflect its long history of
industry leadership. They are the essence of SBM Offshore, SBM Offshore underpins its mission and strategy framework
defining who each SBMer is and how SBM Offshore works. by an understanding of mega trends and associated
The values create the company culture, which guides each scenario-planning.
employee to help achieve SBM Offshore’s vision wherever
SBM Offshore operates around the world. SBM Offshore’s mission is to enable the energy transition
by leveraging SBM Offshore’s unique capabilities in floating
Integrity solutions, thus contributing to the growth and creation of
SBMers act professionally and in an ethical, honest and sustainable, long-term value for its stakeholders.
reliable manner. Transparency, doing the right thing and SBM Offshore is committed to a responsible energy
consistency are essential to the way SBM Offshore behaves transition, reducing emissions of oil and gas while
towards all of its stakeholders. developing cleaner solutions from alternative energies.

Care In order to do so, it has set targets and indicators in three


SBMers respect and care for each other and for the main areas: grow free cashflow over the period, ensure a
community. Employees value teamwork and diversity. steady flow of new contracts within SBM Offshore’s core
SBM Offshore listens to all its stakeholders. Health, safety, business and position SBM Offshore in the alternative
security and the environment are paramount in everything energy market.
SBM Offshore does.
In line with its vision and mission, SBM Offshore’s strategy
Entrepreneurship aims to enable the energy transition, addressing material
SBMers have an entrepreneurial mindset in everything they impacts:
do. They deliver innovative and fit-for-purpose solutions • Environmental – focusing on energy transition towards
with passion. In doing so, SBM Offshore aims to exceed its net zero.
clients’ expectations and proactively achieve sustainable • Social – creating a safe and inclusive environment where
growth through balancing risks and rewards. people inspire and empower each other.
• Governance – carrying out values-based actions to
Ownership achieve high ethical standards.
SBMers are all accountable for delivering on their
commitments and pursuing SBM Offshore’s objectives with SBM Offshore manages its performance through a
energy and determination. Quality is of the essence. balanced scorecard framework – aligned with long-term (>6
SBMers say what they do and do what they say. years), medium-term (2-6 years) and short-term (1 year)
planning cycles. It is funded and resourced, as explained in
this report, and is approved by the Management Board and
the Supervisory Board.

22 - SBM OFFSHORE ANNUAL REPORT 2023


THE ENERGYTRILEMMA

ENERGY SECURITY

ENERGY ENERGY
SUSTAINABILITY AFFORDABILITY

1.3.3 VALUE CREATION efficient, with a lower carbon footprint, and a leading
uptime and safety track record. This platform is based
Supplying safe, sustainable and affordable energy from the
around the contractual backlog, which provides cash-
oceans is the basis for long-term stakeholder value, which is
flow visibility up to 2050. It is evolving, with new
supported by the 12 material topics, forming the basis for
generations of lower emission products set to be added.
sustained value creation. Value is defined by the results
• The Transition value platform is dedicated to further
achieved on the material topics, the associated benefits for
enablement of the energy transition and business
SBM Offshore’s stakeholders and the impact. The value is
transformation. SBM Offshore seeks to be a leading
delivered through SBM Offshore’s value platforms, defined
supplier and operator of floating energy solutions with a
below, and by assigning resources to activities along the
focus on competitiveness through Fast4Ward® and
project lifecycle (business model). The outputs from the
reducing the carbon footprint of future assets through
business model create value for stakeholders and have
emissionZERO®. This platform aims to deliver new and
SDG contributions. For detail on the value created and
improved value propositions to market. As such,
preserved, and the impacts potentially leading to value
SBM Offshore is investing in alternative energy
erosion, refer to sections 1.4.2, 1.4.3 and chapter 2.
technology development, especially in floating offshore
wind, energy storage, alternative energy sources (e.g.
VALUE PLATFORMS hydrogen, ammonia) and in facilitating the Carbon
At SBM Offshore, there is a belief that there is a value-
Capture and Storage value chain. Transition also covers
premium for investing in the future. Business activities are
activities that leverage SBM Offshore’s operational data,
organized to maximize financial and societal value,
digital solutions, and expertise to continue to deliver
benefiting SBM Offshore’s stakeholders.
value to its customers.

SBM Offshore sustains value through value


SBM Offshore’s business model is structured around the
platforms. SBM Offshore has simplified its approach by
above value platforms to ensure safety, cost optimization,
consolidating two former platforms ’Transition the Core’
product transformation and growth.
and ’New Energies’ into one, ’Transition’, to facilitate a
singular focus on the energy transition. This leaves two
platforms, Ocean Infrastructure and Transition.
• The Ocean Infrastructure value platform covers
SBM Offshore’s existing operations and assets under
construction. Supported by lifecycle learning and digital
tools, the operating fleet has become increasingly

SBM OFFSHORE ANNUAL REPORT 2023 - 23


1 BUSINESS ENVIRONMENT
Operations
ORGANIZATION MODEL AIMED SBM Offshore provides operation and maintenance
AT VALUE CREATION services for its clients. This activity creates value for clients,
as the uptime performance of the facility directly impacts
OCEAN INFRASTRUCTURE TRANSITION the amount of energy produced. For FPSOs, these services
can be based on fixed-lump-sum or reimbursable contracts.
FLEET OPERATIONS EMISSIONZERO

NEW PROJECTS NEW ENERGIES Decommissioning and Recycling


At the end of the lifecycle, facilities are decommissioned
DIGITAL
and recycled. For FPSOs, SBM Offshore applies the Hong
GLOBAL RESOURCES & SERVICES
Kong Convention rules and the principles of the EU Ship
ENABLING FUNCTIONS Recycling Regulation − or equivalent standards should EU
Ship Recycling Regulation not be applicable − to recycle its
units, using certified and regularly audited recycling yards.
LIFECYCLE VALUE
SBM Offshore adds value along the full lifecycle of clients’ Financing
ocean infrastructure projects, including operations and SBM Offshore ensures optimum results for clients by
maintenance services. SBM Offshore also provides energy offering various financing models:
distribution solutions, such as CALM terminals and digital • Under a Lease and Operate contract, the facility is sold
solutions, through its Smart Digital Services offering. to asset-specific companies to charter the asset for the
client throughout its lifecycle. The project debt-financing
R&D and Business Development is arranged at the asset-specific company level, based
SBM Offshore engages in Research and Development on the facility’s contract and value (which is based on
(R&D). Business Development works on early market construction costs and a margin). SBM Offshore’s
opportunities and Product Development on further Revolving Credit Facility is generally used to cover
improvement of SBM Offshore’s solutions and the working capital requirements during construction, in
commercial management of prospects. After commercial addition to periodic drawdowns under the project debt-
success, the Project Execution phase begins, during which financing. SBM Offshore tends to optimize debt-
SBM Offshore executes Engineering, Procurement, financing in asset-specific companies on a ’non-recourse’
Construction and Installation (EPCI). Specific to the basis, in order to optimize return on equity and achieve
renewable energy business is the co-development of an appropriate balance of risk allocation. Upon
Floating Offshore Wind projects and securing seabed acceptance of the facility by the client, generally upon
rights and relevant permits in cooperation with the client. start of production, the parent guarantee is released and
the project debt becomes non-recourse to the parent.
EPCI • Under a direct sale, the construction is financed by the
Engineering and design delivers conceptual studies, basic client, and a margin is generated from the turnkey sale.
design and detailed design through in-house resources. • Under a hybrid of the two above, such as the build-
Procurement of equipment and services represents a transfer-operate (BTO) model, SBM Offshore builds and
substantial part of the total cost of constructing a floating commissions the unit and operates it during a defined
production system. SBM Offshore has an integrated supply period (the crucial start-up phase). The transfer of
chain, in line with its Fast4Ward® principles, partnering with ownership to the client then occurs at the end of the
suppliers to execute projects. construction period.

While maintaining responsibility for delivery and project


management, SBM Offshore outsources most construction
activities and has agreements in place with yards that allow
delivery of floating production systems through different
execution models and local content requirements. The
installation of floating facilities is carried out using
specialized installation vessels and requires specific
engineering expertise and project management skills.

24 - SBM OFFSHORE ANNUAL REPORT 2023


SBM OFFSHORE’S
SBM OFFSHORE’S BUSINESS MODEL
BUSINESS MODEL

BUSINESS DEVELOPMENT
Co-development in renewables
Early engagement with FPSO clients
for low emission solutions

EVALUATION

EXECUTION
EXPLORATION
EPCI
Engineering & Design
Procurement
Financing
Construction
Installation

ABANDONMENT PRODUCTION

DECOMMISSIONING OPERATIONS
& MAINTENANCE

SBM OFFSHORE ANNUAL REPORT 2023 - 25


VALUE CREATION MODEL
1 BUSINESS ENVIRONMENT
SBM OFFSHORE
KEY INPUT BUSINESS MODEL KEY OUTPUT OUTCOME SDG IMPACT

ENERGY TRANSITION
52.3% EU Taxonomy
eligible R&D

EMISSIONS
MANUFACTURED 5.9 million tonnes of
5 FPSO projects scope 1, 2, 3 emissions
16 assets in fleet
An all-electric drive FPSO
in the emissionZERO®
portfolio
BUSINESS DEVELOPMENT
NATURAL INNOVATION
9 innovations

E
Iron
BUSINESS DEVELOPMENT reached TRL 4
64.3 million GJ BUSINESS DEVELOPMENT
energy use Energy transition

E
EMPLOYEE WELLBEING towards net zero
13% employee
turnover rate
EPCI
HUMAN
BUSINESS DEVELOPMENT EMPLOYEE HEALTH,
E
7,416 SBMers
EPCI SAFETY & SECURITY

EPCI
0.08 TRIFR

E
S S
HUMAN RIGHTS
SOCIAL
Partners
OPERATIONS
& MAINTENANCE
100% of new suppliers
qualified signed supply
S S
Suppliers
Clients
EPCI
OPERATIONS
chain charter
S
& MAINTENANCE MARKET POSITIONING A safe and inclusive
Stakeholders 95th S&P Global ESG environment where
people inspire and
G
Rating
OPERATIONS
& MAINTENANCE OPERATIONAL
empower each

S
other
G S
G
DECOMMISSIONING EXCELLENCE &
INTELLECTUAL QUALITY

G G
OPERATIONS 95.6% Uptime
122 patent families & MAINTENANCE
DECOMMISSIONING
388 cumulative years
of experience ECONOMIC IMPACT
Standards US$1,319 million EBITDA

G
Systems
DECOMMISSIONING
Processses

DECOMMISSIONING
ETHICS & COMPLIANCE
0 confirmed cases of G
corruption
FINANCIAL Values-based
actions to achieve
2023: DIGITALIZATION high ethical
US$30.3 billion 56% increase of standards
directional data signals
pro-forma backlog

DECOMMISSIONING
DPK/CPX recycling
26 - SBM OFFSHORE ANNUAL REPORT 2023 projects
1.4 IMPACT, RISK AND pursuit of its strategic objectives, aligned with its material
topics. It provides guidelines in terms of the amount of risk
OPPORTUNITY MANAGEMENT
that SBM Offshore is willing to accept in protection or
SBM Offshore seeks business opportunities, whilst pursuit of value. In line with the Dutch Corporate
managing risks and adverse impacts. Sections 1.2 and 2.1 Governance Code, the Management Board reviews the Risk
describe the impacts and section 1.3 provides detail on Appetite Statement annually to ensure that SBM Offshore
business activities and associated opportunities. This maintains the balance between risk and opportunity while
chapter describes the risk appetite and approach of creating value for its stakeholders. Each Risk Appetite
SBM Offshore to understand and act on potential adverse Statement has underlying metrics which are measured on a
impacts. quarterly basis and results are presented to the Audit
Committee.
1.4.1 RISK APPETITE
The significant parts of SBM Offshore’s Risk Appetite
The Risk Appetite Statement 2023 sets the guidance and Statement, and their mapping against Material Topics, are
boundaries for the activities conducted by SBM Offshore in displayed below.

Material Topic Guidance Activities guided by Risk Appetite, i.e. activities …


Zero tolerance non-compliant with the Code of Conduct and related laws and
regulations
Ethics and Compliance Zero tolerance in sanctioned jurisdictions and/or with sanctioned persons/entities or
companies whose decision-makers do not share the same compliance
principles
Employee Health, Safety No appetite causing harm to people, damage to assets or the environment
and Security
Human Rights No appetite non-compliant with SBM Offshore’s human rights standards
No appetite extending the life of a unit beyond its design life if it does not align with
SBM Offshore’s Life Cycle gates, sustainability and strategic ambitions
Operational Excellence and with regard to customers and JV partners
Quality
Limited appetite with suppliers that do not align with SBM Offshore’s strategic
commercial and execution performance and standards
Employee Wellbeing Limited appetite impacting the retention, development and health of SBM Offshore’s
employees
No appetite resulting in balance sheet or liquidity risk as a result of commercial
Economic Impact opportunities for which the bankability cannot be reasonably confirmed
Limited appetite severely impacting profitability of SBM Offshore
Emissions No appetite deviating from SBM Offshore’s 2030 Intensity Targets on its path to
achieve Net Zero by 2050
Digitalization No appetite exposing SBM Offshore to cybersecurity risks
Innovation Limited appetite exposing SBM Offshore to damage due to application of unproven
technologies
Energy Transition Limited appetite exposing SBM Offshore to unproven commercial models
Market Positioning No appetite resulting in M&A activities with high process safety risks and/or higher
emissions
Decommissioning No appetite deviating from SBM Offshore’s Responsible Recycling Policy

Explanation of Guidance
Activities for which there is zero Activities with risks for which SBM Offshore Activities with risks with a limited
tolerance has no appetite appetite
Refusal to purposely conduct any Risks within activities to be avoided with Risks within activities to be mitigated
activity breaching this risk appetite appropriate actions and monitored

SBM OFFSHORE ANNUAL REPORT 2023 - 27


1 BUSINESS ENVIRONMENT

1.4.2 SIGNIFICANT IMPACTS, RISKS AND The key processes to manage impacts, risks and
OPPORTUNITIES TO THE BUSINESS opportunites are:
• Internal Risk Management and Control System (see
As SBM Offshore delivers on its opportunities and manages section 3.5.1).
its risk appetite, it faces business risks with potential • HSSE risk identification.
financial consequences, described in the table below. • Human Rights Due Diligence, as part of supplier and
These risks are linked with SBM Offshore’s material topics, yard qualifications.
as per its risk breakdown structure and the risk appetite • Environmental and Social Due Diligence, as part of
mentioned above. The outcomes of risk management project financing.
processes and tooling are used in the double materiality • Alignment with clients' Environmental Impact
assessment explained in section 1.2.2. Assessments.
• Client Relationship and Opportunity Management
Key opportunities for the business are related to the energy Process.
transition and flow from the reduction of emissions, the
growth of alternative energies, innovation and For further details on the approach to impacts, risks and
decommissioning of aging assets. These opportunities are opportunities, please refer to sections 2.1 and 3.5.1.
incorporated in SBM Offshore’s strategy and explained
under section 1.3.2. The financial performance resulting
from this strategy is detailed in chapter 4.

SIGNIFICANT RISKS TO THE BUSINESS


Assessed and mapped based on risk management processes and reports
RISK OVERVIEW 2023
STRATEGIC FINANCIAL

Climate change Funding

Geopolitical events COMPLIANCE RISKS

Technological developments Changes in laws and regulations

Portfolio Governance, transparency and integrity

Competitiveness

Third parties

OPERATIONAL RISK EXPOSURE *

Process safety events

Project execution
RISK IS RISK IS
INCREASING DIMINISHING RISK IS STABLE
Transformation
* Management assessment of how the inherent risk
Cybersecurity and data protection exposure (i.e. excluding SBM Offshore’s mitigating
measures) is expected to develop in the coming 3 years.
Human capital

Supply Chain constraints

Decommissioning

28 - SBM OFFSHORE ANNUAL REPORT 2023


RISK DEFINITION POTENTIAL IMPACT MANAGEMENT OF IMPACT

Strategic Risks
Climate change Impact of an Miss opportunities if SBM Offshore continuously updates its offerings in light
accelerated energy not succeeding (i) to of the changing energy landscape. It is enhancing
transition driven by market competitive products from its New Energies and Services (NES)
climate change. technologies and/or portfolio through investments. In addition, SBM Offshore
(ii) enhance the aims to decarbonize its existing and new units through
energy efficiency of emissionZERO®.
existing offerings. See sections 1.4.3 and 2.1.10
Geopolitical Impact of geopolitical Events impacting the SBM Offshore actively monitors worldwide situations and
events events on activities of successful completion acts to reduce potential negative consequences. This
SBM Offshore of SBM Offshore’s includes pursuing diversification strategies, monitoring
globally. projects and/or sanctions and incorporating suitable contract clauses for
impact the safe, risk mitigation.
affordable and
sustainable
operations of
SBM Offshore’s fleet.
Technological Deployment of Impact on safety, SBM Offshore employs Technology Readiness Level (TRL)
developments immature new quality and/or assessments of new technologies, which are verified at
technologies or schedule, business several stages during the development phase before
implementing proven reputation or financial being adopted on projects. A technical assurance
technologies results. function ensures compliance with internal and external
incorrectly. technical standards, regulations and guidelines.
See section 2.1.9.
Portfolio Concentration of Impact from changes SBM Offshore continues to achieve a more balanced
fossil-fuel related in local legislative and portfolio by developing low emission products and
business activities in business diversifying into new markets, with different products,
Brazil and Guyana. environment, such as alternative energies. SBM Offshore conducts risk
affecting business assessments before any new country entry and actively
results. engages with its clients to monitor and mitigate the
respective country-related regulatory, commercial and
technical risks.
See section 1.2.1.
Competitiveness SBM Offshore Impact to deliver To drive better performance, delivered faster,
Product Lines are in − projects in an SBM Offshore has taken various initiatives in relation to
or could be facing − affordable manner, digitalization and standardization, which are the basis for
harsh market leading to SBM Offshore’s Fast4Ward® approach.
conditions. deterioration of See section 2.1.
financial results.
Third parties Activities of financial, Impact on safety, Through robust processes, executed by subject-matter
strategic and/or environment, people, experts within the relevant functions of SBM Offshore,
operational partners quality and/or SBM Offshore aims to select appropriate parties to work
impact schedule, business with. Examples of functions involved are Supply Chain,
SBM Offshore’s ability reputation or financial Construction, Compliance and Human Rights.
to build new business results. See sections 2.1.4.3 and 2.1.3.
and execute projects.
Operational Risks
Process safety Potential acute or Impact on people, the SBM Offshore aims to reduce major accident hazard
events chronic exposure to environment or exposure through the application of a Process Safety
hazards during assets. This can have Management (PSM) framework to manage the risk under
SBM Offshore’s further impact on the pillars of People, Process and Plant. These are
product life cycle. other risks (such as underpinned by a culture built on SBM Offshore’s values
human capital and of Care and Ownership, and supported by assurance and
funding). continuous improvement practices through the product
lifecycle.
See section 2.1.2.
Project execution Inherent project risks Impact on people, the Proper business-case analysis, suitable project
exist, owing to a environment, management capabilities and capacities, combined with
combination of reputation, cost and SBM Offshore’s ways of working, processes and
potential effects of schedule. procedures, mitigate project execution risk. Additional
geo-political, risk-mitigating measures are in place related to the
regulatory, technical knowledge and understanding of the countries in which
and third-party risks. project execution and delivery take place.
See section 2.1.4.

SBM OFFSHORE ANNUAL REPORT 2023 - 29


1 BUSINESS ENVIRONMENT

RISK DEFINITION POTENTIAL IMPACT MANAGEMENT OF IMPACT

Transformation Benefits of Impact on Change management is a key success factor of the main
SBM Offshore’s SBM Offshore’s programs. Change management ambassadors have been
Fast4Ward®, competitiveness. appointed and are working closely with the business in
Float4Wind®, the journey towards the new ways of working.
emissionZERO® and See sections 2.1.8 and 2.1.9.
Digitalization
programs are not
realized.
Cybersecurity Intrusion into Business interruption, The evolving nature of cybersecurity threats requires
and data SBM Offshore’s data loss of data and ongoing attention. There is continuous improvement to
protection systems affecting financial impact, such reduce risks through investment in hardware, software,
onshore and offshore as recovery costs monitoring and awareness training. The ability of the IT
activities as well as and/or fines. architecture and controls to withstand cyber-attacks and
secondary risks such follow recognized standards is subject to 24/7 monitoring,
as theft of cash independent testing and audits.
and/or confidential
info.
Human capital Inability to attract and Impact on SBM Offshore remains focused on the health and
retain the correct SBM Offshore’s wellbeing of employees. To maintain capacity and
capacity and operations and capabilities, SBM Offshore has streamlined its operating
capabilities of human quality of execution model and engages in partnerships. A talent
resources to support of projects. development program is in place to engage and retain
projects, as well as to key personnel, thereby ensuring a sustainable future.
maintain the fleet. See section 2.1.5.
Supply Chain Fluctuating energy Increased prices To mitigate exposure from supply chain risks,
constraints prices and market charged by SBM Offshore is working across functions to set a good
constraints can put SBM Offshore’ssuppli foundation encompassing organizational structure, new
increased pressure on ers and vendors with ways of working and skills development.
SBM Offshore’s an inability to transfer See section 2.1.4.3.
supply chain. these costs.
Decommissioning Impacts arising from Decommissioning SBM Offshore has gained significant experience in
complex dismantling aging offshore oil and decommissioning assets after their useful life and it will
operations of ageing gas structures carries continue to mature processes and competencies,
assets. multifaceted impacts. including knowledge of applicable laws and regulations
Underestimation of and selection of suitable partners for dismantling
dismantling costs in operations.
line with applicable
laws and regulations
may lead to
significant financial
liability and cost
overruns.
Environmentally, it
raises concerns about
the disposal of
materials which can
cause significant
environmental and
reputational damage.
Compliance with
regulations and
addressing safety
risks are crucial, while
stakeholder
engagement is vital
to manage differing
perspectives and
potential social
impacts within
communities.

30 - SBM OFFSHORE ANNUAL REPORT 2023


RISK DEFINITION POTENTIAL IMPACT MANAGEMENT OF IMPACT

Financial Risks
Funding Increasing constraints Impact on SBM Offshore actively monitors its short and long-term
from financial SBM Offshore’s liquidity position, including the Revolving Credit Facility
institutions being growth and ability to (RCF) and cash in hand. SBM Offshore aims to have
exposed to fossil fuel- take on new Lease & sufficient headroom within the financial ratios agreed with
related projects. Operate projects. RCF lenders. Adequate access to funding is secured
through using existing liquidity, entering into bridge loans
Impact to and long-term project financing, and by selling equity to
SBM Offshore’s ability third-parties. Debt funding is sourced from international
to finance its ongoing banks, capital markets and Export Credit Agencies.
activities. Opportunities are monitored to recycle capital through
refinancing in the bond markets and executed if
favorable.
Compliance Risks
Changes in laws Adverse changes in Fines, sanctions or SBM Offshore takes great care to carry out its activities in
and regulations tax and regulatory penalties. compliance with laws and regulations, including
frameworks, for international protocols and conventions. SBM Offshore
example the values public perception and good relationships with
implementation of authorities and is committed to acting as a good
the Global Anti-Base corporate citizen. The close monitoring of laws and
Erosion Proposal regulations is carried out continuously and substantive
(GloBE) – Pillar Two, changes are escalated.
or laws that require The final assessment on Pillar Two legislation will be
certain levels of local known only when final legislation, including all
content. administrative guidance, will be enacted in the domestic
law of the relevant jurisdictions.
The OECD has finalized its additional guidance but
further discussions and consultations are taking place and
will continue in 2024 which means that SBM Offshore has
to continue with the efforts to assess and understand
requirements accordingly. The financial risk of change in
laws and regulations is mitigated as much as possible in
contracts. Refer to section 3.7.
Governance, Fraud, bribery or Financial penalties, SBM Offshore’s Compliance Program provides policy,
transparency and corruption harming reputational damage training, guidance and risk-based oversight and control of
integrity SBM Offshore’s and other negative compliance, to ensure ethical decision-making. The use
reputation and consequences. of digital tools supports the continuous development of
business results. SBM Offshore’s Compliance Program. SBM Offshore’s
Core Values, Code of Conduct and Anti-Bribery and
Corruption Policy provide guidance to employees and
business partners on responsible business conduct in line
with SBM Offshore’s principles, which are further
reinforced by contractual obligations where applicable.
See section 2.1.1 and 3.5.2.

1.4.3 CLIMATE CHANGE IMPACT, RISK and emissions material topics. At regular performance
AND OPPORTUNITY management meetings, the performance of New Energies
and the emissionZERO® transformation program is
SBM Offshore’s ambitions as an energy transition company reviewed. On a quarterly basis, progress on the UN SDGs
are founded on the physical and transitional challenges that are discussed, including climate-change-related company
climate change brings. SBM Offshore is committed to a targets. Climate change risk and opportunities are also
responsible transition in which energy stays affordable to discussed as per the risk-management cycle described in
society, while addressing climate change impacts from section 3.5. Outcomes of these meetings are, for example,
greenhouse gas emissions from more traditional forms of the risk appetite statement mentioned in section 1.4.1, the
energy. SBM Offshore applies these insights to its strategy long-term goals described in section 2.2 and the climate
development and actions as part of its Enterprise Risk change ambitions and scenarios described in this
Management process. The sections below cover the paragraph. Furthermore, climate change mitigation
mitigation of significant risks relating to climate change and measures and KPI’s, including GHG emission targets, are
portfolio risk, as explained in section 1.4.2. embedded in the remuneration of the management
bodies, as can be read in section 3.3.2.
Climate change management is discussed at Management
Board level, in particular as part of the energy transition

SBM OFFSHORE ANNUAL REPORT 2023 - 31


1 BUSINESS ENVIRONMENT
During 2023, SBM Offshore started to deploy climate SBM Offshore targets net zero scope 1 and 2 emissions1,
change awareness workshops: Climate Fresk. To date, and for scope 3 – downstream leased assets; a 50%
approximately 200 employees have participated in Climate reduction of GHG intensity2 and zero routine flaring3 (2.1.7).
Fresk workshops, including SBM Offshore’s Management This strategy has been approved by SBM Offshore’s
Board and Executive Committee. In December, Management Board and Supervisory Board.
9 Sustainability Ambassadors were trained to be Climate 1
Aiming for 100% sourcing of green energy by 2030 and considering
investments in certified projects to balance any residual GHG emissions
Fresk workshop facilitators, extending the potential reach from scope 1 and 2, reaching a ‘net zero’ level on total GHG emissions – all
for climate change awareness within SBM Offshore. related to the scope of office and shorebase-related emissions.
SBM Offshore monitors development versus 2016. For 2016 GHG volumes
please see here.
AMBITIONS AND TRANSITION PATH 2
Reduce GHG intensity of scope 3 downstream leased assets by 50% by
2030, compared to 2016 as a base year. The base year is a representative
SBM Offshore is committed to a strategy and actions year for SBM Offshore’s business and follows base year selection guidance
by the Science Based Target initiative. For 2016 GHG volumes please see
compatible with its ambition to achieve net zero by no later here.
than 2050, including emissions in scope 1, scope 2 and 3
Routine flaring of gas considered as flaring during normal oil production
operations in the absence of sufficient facilities or amenable geology to re-
scope 3 – downstream leased assets. SBM Offshore has inject the produced gas, utilize it on-site, or dispatch it to a
established the following intermediate targets: by 2030, market. Applies to GHG emissions from scope 3 downstream leased
assets.

OUR NET ZERO AMBITIONS

SCOPE 1 & 2 SCOPE 3


Downstream Leased Assets

NEAR ZERO EMISSION FPSO


2025 CLIMATE NEUTRAL1
available to the market by 2025

3
50% GHG INTENSITY REDUCTION
2030 100% GREEN ENERGY 2 ZERO ROUTINE FLARING 4

2050 NET ZERO BY 2050

1. Balancing emissions associated with market-based office-related emissions.


2. Aiming for 100% sourcing of green energy by 2030 and considering investments in certified projects to offset
against any residual GHG emissions from Scope 1 & 2.
3. Reduce GHG-intensity of Scope 3 – Downstream Leased Assets with 50% by 2030, compared to 2016 as a base year.
4. Routine flaring of gas is flaring during normal oil production operations in the absence of sufficient facilities or amenable
geology to re-inject the produced gas, utilize it on-site, or dispatch it to a market. Applies to GHG emissions from
Scope 3 – Downstream Leased Assets.

SBM Offshore envisages applying a science-based 4. Disclose performance, leveraging above standards to
approach, using key frameworks, such as below, or disclose in this report and the CDP Benchmark.
equivalent:
1. Assess the impact on the business using frameworks The transition path towards its net zero ambitions is
from the Task Force on Climate-Related Financial supported by:
Disclosures (TCFD). 1. SBM Offshore’s emissionZERO® program.
2. Set targets, using guidance from the Science Based 2. Development of new technologies and projects
Targets initiative.4 targeting new energies.
3. Measure performance, based on guidance from the 3. The optimization of energy use and emissions of
Greenhouse Gas Protocol and the EU Taxonomy. downstream leased assets (FPSO) up to end of
4
In March 2022, SBTi released its policy to pause target commitments and contract.
validations for fossil fuel companies while development of the framework 4. Deployment of green energy in SBM Offshore office
continues. As such, SBM Offshore awaits further updates to consider
submission of targets for validation. Untill that point, SBM Offshore uses locations.
SBTi's generic net zero target setting guidance.

32 - SBM OFFSHORE ANNUAL REPORT 2023


5. Balancing residual emissions in office locations without be done through, for instance, carbon capture and storage
access to green energy. or nature-based solutions. The timing and required means
6. Continuous engagement with value chain partners to for balancing scope 3 emissions in particular are dependent
co-create solutions. on the reduction and balancing measures SBM Offshore’s
value chain partners will take, which will require industry-
Furthermore, the decommissioning of downstream leased wide commitments and collaboration. SBM Offshore is
assets at end-of-contract will affect the transition path. ready to engage and provide solutions for a net zero future.

Information on ambitions, achievements and future With regard to financial resources allocated to the above
developments that support the above path can be found in path and associated actions − OPEX and CAPEX − the EU
sections 2.1.7 , 2.1.9 and 2.2. Taxonomy disclosure in section 5.1.5 provides further detail,
explaining investments in new energies and related
The above actions mainly relate to the time-frame up to technology. Non-eligible activities relate mainly to the oil
2030, due to the pressure-build on global climate goals. As and gas business. R&D OPEX related to this business is
per explanation under section 1.2.1, the demand for energy largely allocated to initiatives that increase energy
continues to grow. The composition of the energy mix, in efficiency and lower emissions. More significant CAPEX will
particular beyond 2030, is uncertain. Even scenarios aligned be needed, from the readiness of the emissionZERO® FPSO
with a well-below 2 degrees and 1.5 degrees global onwards (targeted 2025). For this to materialize,
warming future still seem to require fossil energy to fulfill SBM Offshore is dependent on investment decisions taken
global energy demand towards and beyond 2050. Although by its clients.
a global mediation mechanism to allow for selection of the
lowest emission energy sources does not yet exist, The above approach supports SBM Offshore in the framing
SBM Offshore − supported by external views − sees of targets and actions in light of the global guidance from
deepwater oil and gas projects as an affordable, low carbon the Paris Agreement. These ambitions reflect the current
intensity source of energy going forward. Any residual understanding of the business and are subject to further
emissions − after avoidance and reduction of emissions − development in the future.
would have to be balanced for a net-zero future. This can

2009 2016 2020 2022 2025 2050


Publication Signing of 1st 2050 commitment Launch of Ambition of Net zero ambition
of emissions Floating Offshore and launch of emissionZERO® balancing of scope
Wind contract emissionZERO® all-electric drive 1 and 2
program FPSO
Readiness of
Management near zero FPSO
of engagement
targets

2015 2017 2021 2023 2030


Launch of CO2 Fleet wide flare Intermediate Signing of Ambition of 100%
Challenge, target setting targets released partnership referring green energy in
implementation of started to CCS with MHI scope 2
flaring monitoring
and analysis 55% reduction in Ambition of 50%
flaring since 2016 GHG intensity
reduction in
38% green energy downstrem leased
in offices assets

SBM OFFSHORE ANNUAL REPORT 2023 - 33


1 BUSINESS ENVIRONMENT
FUTURE-PROOFING: CLIMATE CHANGE Climate change impact assessments are also undertaken
SCENARIOS for client projects, in close co-operation with project
SBM Offshore looks at various climate-change scenarios to lenders and external consultants, and provide insight into
future-proof its ambition and transition path. The scenarios the physical and transitional risks of these projects.
are based on International Energy Agency (IEA) and Examples of the physical risk metrics used are the exposure
Intergovernmental Panel on Climate Change (IPCC) data, to flooding in yards under different climate scenarios and
as explained in section 5.1.4. In order to cover transitional the number of storms in offshore locations. Transitional risk
and physical risks, the below scenarios are relevant: metrics examine the exposure to oil and gas supply/
1. The IEA Stated Policies Scenario (STEPS), a climate demand changes under various scenarios and the potential
change scenario that falls short of meeting the Paris impact of carbon pricing.
Agreement goals − i.e. a >2 degrees scenario.
2. The IEA Net Zero Emissions (NZE) scenario, a climate CLIMATE CHANGE SCENARIO IMPACTS
action scenario providing for strong commitment
Present world
towards targets, as per the Paris Agreement, i.e. a
Today the world seems to be moving away from the NZE
1.5 degrees scenario.
scenario by IEA − where meeting a 1.5-degree path is
becoming increasingly challenging, global demand for
STEPS scenario
• Key risks are: mainly physical in nature with potential hydrocarbons is still firm and renewable energy projects are
weather-related disruptions to the construction and facing headwinds. This challenges the emission reduction
operation of FPSOs and renewable energy projects. path required for a 1.5-degree-aligned future, with the UN
Even if the demand for hydrocarbons stays almost flat currently projecting above 2.5 degrees warming should
compared to current levels, funding these projects might there be no further mitigation.
become more challenging.
• Key opportunities are: the need for resilient ocean Related to the risks described below, SBM Offshore sees
energy solutions owing to increased weather events and changes in the financing landscape. For instance, the
a continued demand for FPSOs. Export Credit Agencies (ECA's) in Europe are decreasing
their support for the oil and gas industry, potentially
The bottom-line impact of the scenario is an improvement increasing the cost of capital for energy supply. As per the
in revenue potential through a stronger FPSO demand below mitigation, SBM Offshore has engaged with clients
outlook and an opportunity for resilient energy production on alternative commercial models and with potential
solutions and projects. lenders on the appetite for future projects.

NZE scenario SBM Offshore also sees the risk of delay in product
• Key risks are: the decrease in demand and access to development materializing, mostly in offshore wind. Some
funding for FPSOs with a traditional emissions profile; companies in the industry have faced financial setbacks due
insufficient internal resources to address the energy to price inflation and countries’ lower appetite for
transition; and increasing carbon taxes. subsidies. SBM Offshore is keeping a selective approach to
• Key opportunities are: the development of new, cleaner its New Energies pillar and future offshore wind business,
solutions that address the energy transition and the focusing on viable projects with a scale that drives the
ability to attract new investors supporting affordability of renewable energy.
SBM Offshore’s sustainability agenda. A carbon price
would also lead to a more favorable business case for The graph and tables below provide further detail. Any
emissionZERO® products. financial risks are described further in section 4.3.27.
Scenarios are part of an ongoing process to challenge
The bottom-line impact of the scenario for SBM Offshore’s perspectives on future business environment, rather than to
traditional markets could be significant if unmitigated and, predict outcomes.
as such, it is covered by scenario planning under
SBM Offshore’s Group Strategy Development and
Performance Management approach.

34 - SBM OFFSHORE ANNUAL REPORT 2023


Risk type
(relevant
scenario) Risks Operational impact Financial Impact Management of Impact
Heat/warmer Increased work strain Increased cost of
climate for construction and construction
offshore workers −
decreased
productivity and
delays
Increased delays in Increased cost of
steel production due construction, water SBM Offshore mitigates risks from climate
Drought to water scarcity expense change impact to people and the
extremes environment for specific scenarios in each
Unhealthy work Higher cost of safe water location. Examples are the preparation
conditions supply to people and execution of Health and Safety plans
Bad weather Increased disruption Increased financial costs during the execution of SBM Offshore’s
window for to schedule due to standby/ projects and readily available Emergency
Physical installation unproductive time for Response plans. Associated financial
(STEPS) personnel on board impacts are mitigated in contingencies for
additional schedule impacts, adequate
Heavy rains Flooding of onshore Damage to materials and safety measurements and cover through
and floods bases and machinery, increased insurance.
construction sites insurance premium, delay
penalties, contingencies
and office closing
Typhoons Physical damage to Increased cost of
during infrastructure construction and repair
construction costs for damage,
insurance, contingency
Peak winds Technical and physical Repair costs for damage, Design specifications of units take into
and waves damage to assets and insurance premiums and account the latest metocean simulations of
during materials downtime cost/ penalties extreme weather events.
operations

Oil Demand & Supply Outlook in Various Scenarios


110
OIL DEMAND & SUPPLY OUTLOOK IN VARIOUS SCENARIOS

100

90
Million barrels per day (Mbpd)

80

70

60
55
50

40

30 29
24
20
2020 2025 2030 2035 2040 2045 2050

Announced Pledges Scenario Net Zero Emission Scenario Decline Rate of Actual Global Produc�on

SOURCES: IEA, RYSTAD

SBM OFFSHORE ANNUAL REPORT 2023 - 35


1 BUSINESS ENVIRONMENT
Risk type
(relevant
scenario) Risks Operational impact Financial Impact Management of Impact
Inability to Decreased Increased cost due to use SBM Offshore remains focused on being
attract development in of contractors rather than an attractive employer, with interesting
employees/ renewable product attracting in-house talent, opportunities in the energy industry.
resources market, FPSO potential cost of non- Moreover, working at SBM Offshore puts
projects quality its employees at the centre of the energy
understaffed, net- transition.
zero targets at risk
See also the risk ’Human capital’ in section
1.4.2.
Clients not Reduced direct Increased costs for Early engagement with clients on net zero
supporting income from net- SBM Offshore when clients paths, whilst continuing to develop
low emission zero aligned are not committed to low emissionZERO® and achieve
effort technologies, net- emission efforts. SBM Offshore’s net zero targets.
zero targets at risk SBM Offshore to cover for
CAPEX/OPEX See also the risk ’Climate Change’ in
section 1.4.2.
Reduced Reduced operational Decline in future revenues SBM Offshore has a compensation
demand for activities and and earlier than expected structure for contract termination.
oil and gas alignment of decommissioning costs, SBM Offshore continuously updates its
leads to organizational managed through contract offer in light of the changing energy
clients capability termination compensation landscape and aims to decarbonize its
terminating existing and new units through
contracts emissionZERO®.

See also the risk ’Climate Change’ in


section 1.4.2.
Financing Alternative financing Increased cost of Adequate access to debt and equity
constraint for arrangements financing, change in funding is secured through use of
Transitional hydrocarbon- economic distributions, SBM Offshore’s existing liquidity, by selling
(NZE) related lower margins equity to third parties, the use of bridging
projects loans and long-term project financing.
Debt funding is sourced from multiple
markets, such as international project
finance banks, capital markets transactions
and Export Credit Agencies. Engagement
with clients to develop alternative
commercial models which mitigate
financing risk for SBM Offshore.

See also the risk ’Funding’ in section 1.4.2.


More Increased liabilities Increased cost of
stringent or provisions, and production, limits to field
social and assessments of development The close monitoring of laws and
environment contingent liabilities regulations is carried out continuously, and
al laws substantive changes are escalated. This
includes for liability from an emergence of
Introduction Decrease in total Increased environmental carbon tax and its mitigation through
of carbon primary fuel tax and carbon pricing appropriate clauses in contracts.
pricing consumption and
total energy input
Delay in Deviation from Decreased potential for SBM Offshore focuses its project
product company net zero revenues from renewables development efforts in light of the
development path associated with 2030 changing energy landscape. It is
ambitions enhancing products from its New Energies
& Services (NES) portfolio through
investment.

See also the risk ’Climate change’ in


section 1.4.2 and project updates in
section 2.1.4.

36 - SBM OFFSHORE ANNUAL REPORT 2023


SBM OFFSHORE ANNUAL REPORT 2023 - 37
38 - SBM OFFSHORE ANNUAL REPORT 2023
SBM OFFSHORE ANNUAL REPORT 2023 - 39
2 PERFORMANCE REVIEW AND IMPACT

OVERALL IMPACT
SBM Offshore is making progress on its ambitions and
longer-term objectives explained in section 1.1.3. Examples
are the milestones reached in net zero product
development (explained in detail in sections 2.1.7 and
2.1.10), the achievement of Human Rights initiatives in key
regions, living up to its zero tolerance commitment on
misconduct and its ability to finance new projects.

SBM Offshore faces dilemmas on topics material to the


business (1.2.2) and significant risks to the business (1.4.2).
A key dilemma is balancing the need for affordable energy
against global ambitions on climate change. The trade-offs
are carefully balanced, while taking a course compatible
with net zero (1.4.3). SBM Offshore is well aware of its
responsibility to work with its value chain partners to
address emissions.

Other challenges include Human Rights, the safety of


employees, ensuring a diverse workforce, risks of fraud and
bribery and impacts through potential events harming the
environment. The strain on people, associated with
resource-intense, high-stakes projects, have a risk of
inducing physical and mental fatigue in employees in this
industry.

This chapter explains SBM Offshore’s approach to the


above dilemmas and outcomes over the past year and the
steps planned for the future.

40 - SBM OFFSHORE ANNUAL REPORT 2023


2.1 PERFORMANCE REVIEW Management Board and Executive Committee, are
required to complete their assigned compliance tasks. The
This section explains how SBM Offshore has dealt with platform is continuously improved and uses data to predict
potential and actual impacts on the environment and and avoid compliance risks. It allows SBM Offshore to
society, focusing on Material Topics. Impacts on the UN standardize and automate processes where possible,
Sustainable Development Goals and local impacts are aiming for a high level of quality, effectiveness and
explained in section 2.2. efficiency.

The execution of this work is delegated to the business and The compliance platform includes the following tools:
functions as mentioned in this section, with performance • Compliance e-Learning, with training hours and
management supervised by the Management Board, completion ratio data available by employee target
explained in chapter 3. An overview of policies and key group.
processes governing each material topic is provided in • Automated continuous monitoring of third parties (due
section 5.1.2. diligence process).
• Registration and approval of charitable contributions
Going forward, SBM Offshore will further enhance the and sponsorships.
relevance, transparency, comprehensiveness and • Gifts, hospitality and entertainment registration and
comparability of information disclosed about its material approval.
impacts, risks and opportunities, in accordance with the • Annual compliance statements of designated staff.
Corporate Sustainability Reporting Directive (CSRD) and
the European Sustainability Reporting Standards (ESRS) As part of performance management processes,
requirements, which are due to be complied with in the SBM Offshore sets, monitors and reports on compliance
2024 Annual Report. The ESG table in section 5.4 contains KPIs. Quarterly compliance reports − including follow-up to
references to ESRS, whilst GRI remains the reporting action for improvement − are discussed with the
framework applied over 2023. Management Board and the Audit Committee of the
Supervisory Board.
2.1.1 ETHICS AND COMPLIANCE
2023 PERFORMANCE
MANAGEMENT APPROACH In 2023, SBM Offshore continued to promote a speak-up
In all the communities in which it operates, SBM Offshore is
culture and adherence to the Code of Conduct through:
committed to conducting its business honestly, ethically
• Code of Conduct e-Learning for all staff (including
and lawfully. Integrity is vital to maintaining the trust and
Management Board), including speak up and non-
confidence of stakeholders in SBM Offshore’s long-term
retaliation.
value creation. SBM Offshore does not tolerate bribery,
• Tailored speak up and investigation training for HR
corruption, fraud, or violations of trade sanctions, anti-
leaders.
money laundering or anti-competition laws, or any other
• Psychological safety part of the Executive Leadership
illegal or unethical conduct in any form.
Program.
• Tailored training for functions with higher exposure to
SBM Offshore’s aim is to enable its employees and business
compliance risks, such as Supply Chain Management.
partners to make the right decisions, with commitment to
integrity at all levels. Therefore, all employees, and those Other notable developments and achievements in 2023
working for or on behalf of SBM Offshore, must embrace • Improvement of global geographical presence of the
and act in accordance with the Core Values of compliance team.
SBM Offshore (see section 1.3.1), the Code of Conduct and • Organization and focus on business needs and priorities.
SBM Offshore’s compliance policies and procedures. The • Expanded reach offshore through the Compliance
Code of Conduct, which builds on SBM Offshore’s Core Ambassadors Program.
Values, is a guide for behavior and reflects the commitment • No confirmed instances of corruption occurred during
of SBMers to lead the business responsibly, beyond 2023.
compliance with rules.
More on how SBM Offshore manages ethics and
For further details on SBM Offshore’s management compliance can be found on its website and for further
approach, its purpose and its assessment, refer to sections information about its performance, refer to section 5.2.5.
1.4.1, 3.5.2 and 5.2.5.

SBM Offshore uses a single and integrated platform to


manage compliance tasks. All staff, including the

SBM OFFSHORE ANNUAL REPORT 2023 - 41


2 PERFORMANCE REVIEW AND IMPACT
Metrics • Applying a risk-based approach to third-party due
The number of employees eligible to file the Annual diligence and monitoring.
Compliance Statement in 2023 was lower than in 2022
(4,625 employees in 2023 versus 4,936 in 2022). The number 2.1.2 EMPLOYEE HEALTH, SAFETY AND
of compliance training courses completed in 2023
SECURITY
decreased comparing with 2022, due to less face-to-face
trainings was done (7,613 training courses in 2023 versus MANAGEMENT APPROACH
11,960 in 2022). Due to the nature of its business, SBM Offshore is
committed to safeguarding the health, safety and security
Designated of its employees, contractors, subcontractors and assets, as
Annual Compliance Statements Staff1
well as minimizing the impact of SBM Offshore’s activities
Number of employees per year-end 4,625
on local ecosystems and proactively protecting the
Onshore Completion ratio 89% environment.
Offshore Completion ratio 87%
1 Designated Staff reflects all onshore staff and offshore leadership. In line with SBM Offshore’s HSSE Human Rights and
Process Safety Policy statement endorsed by the
Compulsory Compliance Task Completion1 All Staff
Management Board, SBM Offshore defines its HSSE
Number of employees per year-end 6,911 requirements related to its hazard exposure in compliance
Onshore Completion ratio 91% with applicable legal requirements and ISO standards, as
Offshore Leadership Completion ratio 70% well as international oil and gas practices.
Offshore non-Leadership Completion ratio 71%
1 Including Code of Conduct, theme based e-Learning courses and annual SBM Offshore is continuing the journey towards ’Target
compliance statements.
Excellence’, with the objectives of No Harm, No Defects,
No Leaks. For the No Harm goal, SBM Offshore expects
Overall number of Compliance Trainings Training
conducted in 2023 worldwide Trainings hours employees and contractors to intervene in unsafe acts,
Face-to-face trainings1 1,229 1,172 unsafe conditions and non-compliance with the Life Saving
e-Learnings2 6,384 4,749 Rules, to stop work if they feel anything is unsafe and report
any interventions and incidents.
Total 7,613 5,921
1 An employee can have attended multiple face-to-face trainings.
2 An employee can have completed multiple Compliance e-Learning To manage, prevent and mitigate potential negative health
courses. and safety impacts, SBM Offshore applies controls and
safeguards based on a lifecycle hazard management
Training
Face-to-face training categories Trainings hours process and an integrated management system, the Global
Annual Code of Conduct training 34 51 Enterprise Management System (GEMS). The hazard
management process applicable to all SBM Offshore
Targeted Compliance topic training1 1,195 1,121
projects consists in, first, working in the hazard
Training of third parties 0 0
identification, then selecting and conducting actions to
Total 1,229 1,172
eliminate the hazard or, if elimination is not reasonably
1 Training on relevant Compliance topics for risk based target audiences.
practicable, reducing risks to acceptable levels following
the hierarchy of controls approach and, later, monitoring,
Speak Up Line reports Total
reviewing and recording the lessons learned. SBM Offshore
Reports received under SBM Offshore’s Speak
Up Policy 194 delivers specialized training to ensure process
effectiveness.
FUTURE
In 2024, SBM Offshore aims to continue to drive initiatives Promoting and supporting employee health and wellbeing
to establish, develop and promote a compliance culture as is at the heart of SBM Offshore, being part of one of
well as policies and procedures with respect to business SBM Offshore’s core values, ’Care’. At SBM Offshore,
conduct matters. Health and Wellbeing is managed as a Group function,
• Promoting a speak-up culture and responsible business reporting directly to the Group HSSEQ & Sustainability
conduct. Director. This ensures the embedding of the topic in day-
• Updating compliance policies and processes. to-day operations and culture. More on employee
• Upgrading digital tools. wellbeing is explained in section 2.1.5.
• Increase monitoring and reporting capabilities by
progressing to data-driven compliance.

42 - SBM OFFSHORE ANNUAL REPORT 2023


2023 PERFORMANCE
SBM Offshore assesses company HSSE performance
through a set of indicators. The following table provides
the targets set for 2023 and the performance achieved:

Indicator 2023 Target 2023 Performance Details


Total Recordable Injury Frequency Rate (TRIFR) <0.14 0.081 section 5.3
Significant Injuries and Fatalities (SIF) na 01 section 5.3
Tier 1 PSE with more than 3 severity weight points as per API 754 < or equal to 3 1 section 5.3
Occupational Illness Frequency Rate (OIFR)2 na 0.01 section 5.3
Security incidents na 9 na
1 In November 2023 a fatality happened on FPSO KIKEH. Until the disclosure of this annual report, the incident was still under investigation to define the work
or non-work relatedness. As such, the TRIFR results presented in this report do not include this event. Regardless of the outcome of the investigation, interim
actions and recommendations were defined and implemented.
2 For employees.

SBM Offshore continued to expand HSSE initiatives in Following the 2022 Health and Wellbeing Survey that
2023, including: served to understand baseline wellbeing levels and risks,
• Implemented the Serious Injuries and Fatalities (SIF) SBM Offshore kicked off the Wellbeing Matters Program.
Prevention program and its related initiatives. The program addresses feedback from the survey and is
• Continued rolling out the Hazards and Effects focused around mental health, presentism, work-life
Management Process (HEMP) in operation and balance, job stress and workplace injury/illness. The
execution scopes. The HEMP is the name of Wellbeing Matters Program offers various sources of
SBM Offshore’s approach to managing the risk of Major support for employees’ physical and mental health and
Accident Hazards (MAHs) and their associated potential wellbeing, such as Employee Assistance Program (EAP),
Major Accident Events (MAEs) associated with the occupational health services and company instructions and
operations of the fleet. The HEMP runs throughout the training in fatigue management and mental health.
lifecycle of an asset.
• Completed the roll-out of the Incident Management/ In the journey to Target Excellence, SBM Offshore has
Corrective Action Preventive Action (IM/CAPA) module engaged with workers and representatives to improve
in the new Company ERP system, to upgrade the HSSE standards and ways of working – through Inherent
existing system. Safety Design, a solid Permit to Work system and the Safety
• Maintained security controls on SBM Offshore’s Leadership program across SBM Offshore.
activities.
• Maintained compliance with certification requirements The following graph shows that SBM Offshore’s Total
on shore bases and offshore units. Recordable Injury Frequency Rate has remained below the
Organized the company-wide Life Day. International Association of Oil and Gas Producers’ (IOGP)
• Continued the implementation of the MedFit Program, a average since 20185. This is part of SBM Offshore’s journey
medical examination program administered by towards its aim to be top 10% in the IOGP benchmark by
SBM Offshore in partnership with International SOS. 2030.
• Increased health and wellbeing awareness, training and
5
For this graph normalized per 1 million exposure hours; includes IOGP
health programs, including on preventable diseases. Contributing Members (maximum, average, minimum).

SBM OFFSHORE ANNUAL REPORT 2023 - 43


2 PERFORMANCE REVIEW AND IMPACT

TOTAL RECORDABLE INJURY FREQUENCY RATE


(normalized per 1 million exposure hours)
7

5
SBM Offshore
4
IOGP Average
3 IOGP Max

2 IOGP Min

0
2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023

FUTURE 2.1.3 HUMAN RIGHTS


SBM Offshore has defined the following 2024 targets:
• Zero serious injuries or fatalities. MANAGEMENT APPROACH
• TRIFR < 0.12. SBM Offshore uses United Nations Guiding Principles on
• Number of PSE Tier 1 with more then 3 severity points Business and Human Rights (UNGPs), International Labour
equal or below 2. Organization (ILO) Conventions and best practices as a
guide to embed human rights within SBM Offshore to
SBM Offshore has planned the following key initiatives achieve no harm to its own workforce and workers in the
for 2024: value chain.
• Progress in Occupational Safety with the SIF prevention
program and its related initiatives. Human Rights targets and performance align with
• Drive improvements on Process Safety tools, procedures SBM Offshore’s adoption of the United Nations Sustainable
and practices. Development Goals (SDGs) and are in line with
• Maintain security controls on SBM Offshore’s activities. SBM Offshore’s risk appetite (section 1.4.1). Potential
• Maintain compliance with certification requirements on human rights risks are captured in SBM Offshore’s risk
shore bases and offshore units. management system.
• Organize the company-wide Life Day.
• Continue increasing health and wellbeing awareness, SBM Offshore has published Human Rights Standards and
training and related programs, with a special focus on a Modern Slavery Statement since 2020, in which
supporting employee mental health and addressing SBM Offshore expresses its commitment on issues such as
workplace stress. – amongst others – forced labor, working and living
conditions, living wage and freedom of association. In 2023,
As part of the Wellbeing Matters Program, SBM Offshore SBM Offshore updated its Human Rights Standards, further
will focus in 2024 on: strengthening commitments on access to grievance
• Establishing wellbeing champions in each company mechanisms and subsequent grievance resolution.
location, and train and communicate to support
employees and the wellbeing agenda. The above commitments and standards are embedded in
• Developing training material (e-Learning) on fatigue SBM Offshore’s corporate values, Code of Conduct, Health
management and mental health. Safety, Security and Environment (HSSE), Human Rights and
• Roll out the Wellbeing Survey to continuously improve in Process Safety policy, and its Supply Chain Charter. Policies
supporting employees’ health and wellbeing. and standards set out the principles that SBM Offshore
expects to be upheld by its employees, contracted workers,
suppliers of any tier and business partners wherever in the
world SBM Offshore operates.

44 - SBM OFFSHORE ANNUAL REPORT 2023


During 2023, governance of human rights fell under the standard, especially in places where local regulations differ
Group HSSEQ & Sustainability Director, part of the from international standards. To uncover and remedy such
Executive Committee. The functional ownership of human activities, SBM Offshore conducts human rights
rights sits within the group sustainability team, which is assessments and due diligence in its own operations and
responsible for the: within its supply chain, aligning with its risk appetite.
• Continuous improvement of internal procedures and
guidelines;
• Engagement with internal and external stakeholders;
SBM OFFSHORE’S HUMAN RIGHTS SALIENT ISSUES
• Assessment and addressing of human rights risks in the
operations, yards and supply chain;
• Planning, implementation and monitoring of response
actions; FORCED LABOR
• Setting of targets and assessment of the effectiveness of
the results.
OVERTIME, PAY AND FINES
Key to SBM Offshore’s approach to human rights is the due
dilligence process, as shown in the illustration below, which
is supported by a performance management process with ACCOMMODATION
action trackers, dashboards and reporting to senior
management.
Human rights actions and targets aim to address the
MENTAL HEALTH & WELLBEING
impacts, risks and opportunities identified, in accordance
with SBM Offshore’s human rights risk appetite defined in
section 1.4.1. Regular assessments, due diligence and
reports of potential human rights violations are the main
sources of impacts, risks and opportunities identification.
SBM Offshore’s due diligence approach on human rights
These are captured in SBM Offshore’s risk management
leads to an understanding of salient issues and their
system. In its regular assessment and due diligence
recording in a company-wide tool for risk management,
processes SBM Offshore strives to include direct
mitigation and prevention. As part of human rights
consultations with own workers and workers in the value
assessments, SBM Offshore tracks progress on corrective
chain.
actions of the identified human rights issues through
PERFORMANCE specific action plans. SBM Offshore has identified and
maintained its four salient issues: forced labor; overtime,
Due diligence outcomes pay and fines; accommodation; mental health and
SBM Offshore acknowledges that, despite having firm
wellbeing.
human rights policies, some activities carried out by some
of its subcontractors have sometimes not met the desired

HUMAN RIGHTS PROGRAM: DUE DILIGENCE


MAKING ANan
Making IMPACT
impactON
on HUMAN RIGHTS
human rights ISSUES
issues

ENGAGE ASSESS ACT CLOSE OUT

DUE DILIGENCE IDENTIFICATION PREVENTION,


OF RISK MITIGATION AND REMEDY

SBM OFFSHORE ANNUAL REPORT 2023 - 45


2 PERFORMANCE REVIEW AND IMPACT
Due diligence screening, as part of significant investments yard now translates all offer letters and contracts in a
in its construction and supply chain activities, resulted in language understable to workers;
the following key outcomes in 2023. ◦ some subcontractors retained passports of the
workers. The yards now ensure that all workers
Construction: including workers in their supply chain possess their
• 8 yards, with whom SBM Offshore is considering personal ID and passports.
pursuing commercial activities , underwent desktop due
diligence screening. Supply Chain:
• 9 ESG audits against the IFC Performance Standards During 2023, 100% of suppliers signed the SBM Offshore
were conducted by a third-party assessment consultancy Supply Chain Charter. As part of embedding human rights
related to the financing of several projects. The resulting into business, SBM Offshore developed qualification
social action was merged with the ongoing worker questionnaires in four languages (English, French,
welfare action plans. Portuguese and Chinese).
• SBM Offshore is currently monitoring worker welfare SBM Offshore performs a desktop human rights risk
action plans for 5 yards with ongoing construction assessment for all new suppliers from criticality D and
activities and no new worker welfare due diligence above, based on SBM Offshore’s Human Rights Standards.
assessments were completed this year. The findings from Based on the outcome, SBM Offshore engages with
the assessment were aligned with SBM Offshore’s Salient suppliers for understanding, to raise awareness, aiming for
Issues and Human Rights Standards including: improvement. In case of potential risks, identified during
◦ indicators of forced labor (as defined by ILO) mostly qualification, SBM Offshore reaches out to individual
in relation to payment of recruitment fees, excessive suppliers. Non-qualification will be a result of continued
overtime, and limited rest periods; potential high risk to and if it considers there is a continued
◦ substandard living conditions. potential high risk to human rights.
• Following the assessments and audits, SBM Offshore In 2023, 90.4% of new suppliers underwent screening based
worked collaboratively with the yards to develop action on forementioned procedures. 460 new suppliers were
plans related to prevention, mitigation and remedy, to assessed, using the desktop human rights questionnaire, of
close out on issues. Some examples of topics identified which:
and closed out include: • 83% were categorized as potential low-risk;
◦ identification of recruitment fees in the Asia-Pacific • 14% were categorized as potential medium-risk;
area of SBM Offshore’s supply chain. As a result, • 3% were categorized as potential high-risk;
corresponding action plans have been developed in • 0% were confirmed as actual high risk, and therefore 0
collaboration with construction yards with the aim of terminated agreements.
preventing or eliminating the risks of this type of
forced labor; After detailed assessment and engagement took place, two
◦ identification that yard workers had to pay for their suppliers remain categorized as potential high risk
own medical checks, as a result the yard agreed to temporarily. SBM Offshore is engaging with them on the
cover the initial health check for all workers on the implementation of an action plan.
yard; Furthermore, SBM Offshore undertook an impact
◦ findings that workers’ contracts and offer letters were assessment for Guyana (see textbox).
not provided in the workers’ native language: the

Practice example – Human Rights Impact Assessment (Guyana)

SBM Offshore executed a Human Rights Impact Assessment on operations in Guyana, in association with an independent
third party. SBM Offshore’s own workforce and suppliers – including their workers and subcontractors – local communities,
and indigenous groups were consulted.
SBM Offshore contributes to direct job creation and workforce upskilling, with opportunities available for local recruits to
access supervisory or managerial positions through developmental programmes such as the graduate engineering
programme and the trainee technician programme. SBM Offshore is directly employing over 120 Guyanese employees,
including workers at the shore base, and through subcontractors. Indirect jobs have also been created, providing economic
benefits. SBM Offshore has developed a training centre, enabling a Guyanese workforce to operate and maintain its FPSOs
in Guyana.
Adverse impacts caused, contributed, or are directly linked to SBM Offshore’s subcontractor contracts’ terms and conditions
and a lack of gender diversity in offshore supervisory roles. Local community members expressed concerns about pollution
related to emissons, wastewater, storage of waste on land and risks of oil spills. Follow up actions from this assessment are
ongoing.

46 - SBM OFFSHORE ANNUAL REPORT 2023


Grievance Mechanism provision of paid health checks in China; and improved
SBM Offshore’s Speak Up Line, managed by an personal protection equipment distribution in Singapore.
independent third party, is available 24 hours a day, 365
days a year, supports multiple languages and allows Capacity Building and Training
anonymous and confidential reporting and any appropriate SBM Offshore actively promotes human rights training and
follow-up. This process is foundational to SBM Offshore’s awareness through classroom sessions, webinars, and
grievance mechanism. SBM Offshore tracks and monitors safety moments. In 2023, SBM Offshore provided a
progress on corrective actions through specific action specialized awareness session on human rights as part of
plans. Furthermore, SBM Offshore tracks the awareness, Life Day, with 1,695 SBMers attending this online session
trust and effectiveness of its measures and grievance worldwide. Additionally, 91% of target employees have
mechanisms based on progress and the feedback that completed online training on business and human rights. In
SBM Offshore receives from stakeholders. December, 348 own workforce, value chain workers
attended the Worker Welfare Day training.
One of the actions taken, based on feedback, was the
improvement of the accessibility of grievance mechanisms Industry Collaboration
to subcontracted workers, who may not use or distrust SBM Offshore teams up with others to make a meaningful
conventional channels. In 2023, SBM Offshore continues to contribution, with the following initiatives being key:
use alternative channels at a yard site, such as hotlines, • Active member of Building Responsibly, to raise the bar
available to all workers. in promoting the rights and welfare of workers across the
industry.
Another issue raised through the grievance mechanism at a • Continuous dialogue with its customers, other
yard was related to workers paying fees to a third party to contractors, and suppliers to ask for collaboration and
procure visas for their relatives. The visas, however, were support in addressing human rights issues.
not procured. After engagement by SBM Offshore, the • In 2023, SBM Offshore worked with other companies to
yard's management intervened and ensured repayment to improve the rights and welfare of migrant workers in its
the workers. supply chains, which is central to responsible business
conduct and a just transition. As a first step, the
Remedy companies drafted a set of principles and guidelines in
In early 2021, SBM Offshore took action when a third-party consultation with suppliers and civil society
assessment of one of its suppliers in South America organizations. The aim is to improve accommodation
revealed issues related to indicators of forced labor. As part and transport for migrant workers, drive the ’employer
of the due diligence process, SBM Offshore engaged with pays’ principle and implement effective grievance
the supplier, and a third-party human rights expert. The mechanisms. The next step is to pilot the principles and
team communicates regularly to guide and oversee the guidelines in fabrication yards in Singapore.
implementation of a remediation plan.
FUTURE
By mid 2023, most remediation activities were completed. SBM Offshore continues to progress on its human rights
This included assisting the supplier in establishing journey and the need to strengthen certain parts of its
competence and training procedures, implementing internal work processes. This includes performing further
scheduling policies, digital time recording, and payment due diligence on medium-risk suppliers, in-depth analysis
systems to ensure both wellbeing and training for regional suppliers and developing professionals within
opportunities for their workers. To close the assessment, a different disciplines that have the competency and
close-out audit was conducted to gather feedback from the confidence to communicate SBM Offshore’s human rights
workers. This project provided valuable insight into expectations in a compelling way.
SBM Offshore’s supply chain and demonstrated its
approach of effective remediation practices. SBM Offshore will prepare for any requirements in the light
of the Corporate Sustainability Due Diligence Directive
SBM Offshore set a target for 2023 to deliver two worker (CSDDD) which is expected to become effective in 2026.
welfare initiatives per region that contribute to remedying
human rights impacts aligned with SBM Offshore’s Human 2.1.4 OPERATIONAL EXCELLENCE AND
Rights Standards, including current salient issues. QUALITY
SBM Offshore is pleased to report that it was able to
achieve the target. Some examples of results include: SBM Offshore recognizes that in order to be a high-
removal of abusive termination procedures in Brazil; performance company, it must strive for excellence.
SBM Offshore maintains a dedicated Operational
Excellence organization at Group level, incorporating

SBM OFFSHORE ANNUAL REPORT 2023 - 47


2 PERFORMANCE REVIEW AND IMPACT
resources with diverse expertise in operational, technical performance of the supply chain, costs of non-quality and
and process fields. certifications.

Key performance indicators for Operational Excellence and


Quality include: uptime of the fleet, delivery of projects,

PROJECTS SUPPLY FLEET


CHAIN

Win and Sourcing and Safe,


deliver performance reliable,
projects delivery efficient
operations

OPERATIONAL EXCELLENCE
Assure and improve

2.1.4.1 OPERATIONAL EXCELLENCE AND with the Product Lines, Global Resources and Services and
QUALITY Operations organizations – for instance on the analysis of
Operational Excellence and Quality includes themes such past performance and definition of lessons learned. These
as ’Operational Governance’ (section 3.7) and ’Target feed improvement of business processes and tools within
Excellence’ focusing on ’No Harm, No Defects, No Leaks’. the organization.
This creates an environment to share SBM Offshore’s
experiences by leveraging collective knowledge, improving Through the above, SBM Offshore mitigates risks related to
organizational learning and fostering collaboration. project execution, process safety, human capital, changes
in laws and regulations and operational risks such as loss of
MANAGEMENT APPROACH integrity of aging assets, loss of certificate of class and
The topic of Operational Excellence is embedded in disruption to the supply chain.
SBM Offshore’s projects, supply chain and fleet operations,
and supported by the Operational Excellence Function and 2023 PERFORMANCE
the Quality and Regulatory Function. During 2023, all SBM Offshore’s offshore facilities were
accepted by all relevant authorities and regulators, with all
SBM Offshore remains committed to full compliance with related permits, licenses, authorizations, notifications and
all applicable laws and regulations. SBM Offshore delivers certificates duly granted and maintained. Offshore facilities
products and services meeting regulatory requirements and have also remained in Class at all times, as required from
applicable specifications and requirements imposed by both statutory and insurance perspectives. SBM Offshore
relevant stakeholders, by: incurred one operational fine that exceeded the threshold
• Promoting a quality and compliance culture. for the category of fines considered ‘significant’ (see
• Maintaining SBM Offshore’s certification to the ISO section 5.2.5).
9001:2015 Standard.
• Providing systematic identification of applicable Furthermore, SBM Offshore actively promoted ’Target
regulatory requirements and ensuring their Excellence’ through – amongst others – workfront
implementation. engagements, stand downs at yards, vessels and offices.
• Achievement and maintenance of conformity, SBM Offshore is proud of:
compliance and acceptance of SBM Offshore’s products • Renewal of SBM Offshore’s ISO 9001:2015 certification.
and services. • Effective use of independent third parties for inspection,
• Supporting continuous improvement of business verification and assurance services related to Execute
processes and ways of working. and Operate activities.
• Development and launch of the ’Quality Journey’
A key aim of the Operational Excellence function is to program.
create a culture of continuous improvement within • Organization of a global ’World Quality Week’.
SBM Offshore. The function works in close collaboration

48 - SBM OFFSHORE ANNUAL REPORT 2023


• The further improvement of the Learning from lease the FPSO for 22.5 years, under a contract signed
Performance process within Projects, and Fleet in 2019.
Operations. • FPSO Prosperity – The vessel is the first
• Implementation of applicable lessons learned in the that SBM Offshore is delivering under the long-
tendering and the set-up for future FPSO projects. term FPSO supply agreement signed with ExxonMobil in
• Further digitalization of project and function 2019. The FPSO safely started production in November
performance dashboards. 2023 with gas-injection start-up in an industry record
time. Awarded the SUSTAIN-1 notation by the American
The outcomes in SBM Offshore’s projects, supply chain and Bureau of Shipping.
fleet are described in the following sections. In 2024, • FPSO Almirante Tamandaré – The topsides modules
SBM Offshore will build on this and put focus on the lifting campaign is progressing along with their
delivery of the ’Quality Journey’ program. integration. The FPSO delivery continues to be on track
for 2024 and the client is expecting first oil from the field
2.1.4.2 PROJECTS in early 2025.
• FPSO Alexandre de Gusmão – Detailed engineering and
MANAGEMENT APPROACH
supply chain activities are almost complete. The hull has
SBM Offshore continues to focus on the development of its
been outfitted with riser balconies and mooring porches
portfolio of floating solutions to deliver the best projects
and left drydock end-June 2023 for final outfitting and
aligned with customer needs, building on SBM Offshore’s
topsides integration. Topsides fabrication in Brazil is
technology expertise and track record. The success of
complete and under completion in China. First oil is
projects is determined by performance against a budgeted
expected in 2025.
schedule, cost and quality within the HSSE and Target
• FPSO ONE GUYANA – Detailed engineering and supply
Excellence approaches mentioned in sections 2.1.2
chain activities are under completion in the Schiedam
and 2.1.4. KPIs are set accordingly and managed
office. The hull has been outfitted with riser balconies
through SBM Offshore’s Project Directorate and Project
and mooring porches and will leave drydock
Dashboards.
beginning-2024 for final outfitting and topsides
integration. Topsides fabrication in Singapore and China
The management approach remains based on (i) an early
is on-going and will be completed by mid-2024.
engagement with customers; (ii) standardization in product
• FPSO Jaguar – SBM Offshore started the Front-End
design and execution in order to improve competitiveness,
Engineering Design (FEED) phase for ExxonMobil
quality and time to market and to reduce emissions; and (iii)
Guyana on the Whiptail development project,
an increasing focus on the energy transition, using
ExxonMobil Guyana’s sixth FPSO. This project is subject
SBM Offshore’s core competencies to develop affordable,
to Guyana government approvals and project sanction
low-carbon solutions in the FPSO as well as in the
and release of the second phase of work by the client.
renewable and other alternative energy markets.
SBM Offshore will design and construct the FPSO using
its industry-leading Fast4Ward® program, allocating
2023 PERFORMANCE
SBM Offshore’s seventh new-build MPF hull combined
In early 2023, the COVID-19 pandemic situation improved,
with several standardized topsides modules. The FPSO
with the lifting of all restrictions in China.
will be designed to produce 250,000 barrels of oil per
day, will have associated gas treatment capacity of 540
The main challenges in 2023 for SBM Offshore were the
million cubic feet per day and water injection capacity of
high workload of the main vendors (equipment and bulk)
300,000 barrels per day. First oil is expected in 2027.
and construction yards leading to increased schedule
pressure from the yards. Project teams maintained their
Fast4Ward® MPF hulls
focus on project delivery and safe operations, while
• In 2023, two Fast4Ward® MPF hulls were delivered: MPF
working together, across time zones, with customers, yards
B in CMHI for FPSO Almirante Tamandaré and MPF 4 at
and suppliers, to limit delivery delays. SBM Offshore is
SWS for FPSO Alexandre de Gusmão.
grateful to all the project stakeholders for making this
• Two MPF hulls are under fabrication: MPF 5 at SWS for
happen.
FPSO Jaguar and MPF C in CMHI for a future potential
FPSO project.
FPSOs
• FPSO Sepetiba – The FPSO safely produced first oil at
Turret Mooring Systems
the end of 2023 with a zero-flaring target in less than 60
Following successful installation of the Turret Mooring
days, which has still to be achieved. The FPSO was
System (TMS) modules on to the Johan Castberg FPSO,
formally on hire as of January 2, 2024. Petrobras will
SBM Offshore has been supporting its client Equinor to

SBM OFFSHORE ANNUAL REPORT 2023 - 49


2 PERFORMANCE REVIEW AND IMPACT
progress the turret integration activities in Norway, and this operations. The Supply Chain department’s ambition is to
year has seen the successful installation of the swivel stack, provide the best value to SBM Offshore’s overall goals and
a specialized product developed by SBM Offshore to objectives. SBM Offshore expects its suppliers to act
transfer fluids from the wells to the production facility responsibly, in line with the Code of Conduct and its Supply
onboard. Chain Charter. The latter provides expectations and
guidance to address environmental, social and governance
In addition to supporting SBM Offshore’s own FPSO related impacts – in line with SBM Offshore’s material
Projects, providing expertise on mooring system designs, topics. The supplier qualification process adopts a risk-
the TMS product line also started a FEED for a turret based approach in assessing suppliers for SBM Offshore’s
moored FSO for the Trion project. business needs as well as screening for environment and
social risks such as climate targets and human rights.
New Energies
In order to achieve these ambitions and standards,
Provence Grand Large
SBM Offshore has set the following targets for its supply
SBM Offshore has installed its first pilot project in floating
chain activities.
offshore wind. The three floaters for the Provence Grand
• Strengthen the performance of the Supply Chain
Large project, jointly owned by EDF Renewables and Maple
function on a global scale to include all areas of
Power, will account for approximately 10% of the globally
business.
installed floating wind electricity generation capacity in
• Incorporate a strategic mindset into tendering activities.
2023. This is the first floating offshore wind project installed
• Optimize resource management and include regional
in France and the first project worldwide using tension leg
talent to retain a Product Lifecyle approach.
mooring technology, which has minimal motion and seabed
• Continually seek environmentally sound solutions.
footprint. This technology enhances electricity generation
• Digitize and modernize ways of working using current
and reduces maintenance costs. It is also the first floating
tools/systems.
wind project financed by commercial banks. Lessons
learned have been integrated into SBM Offshore’s
To address the above, SBM Offshore defined six pillars in
Float4Wind® concept, which is optimized for mass
2022 that enable Supply Chain to continue to address the
production and competitiveness for large offshore floating
above topics. The supply chain organization contributes to
wind farms.
SBM Offshore’s strategy as described in section 1.3.2 and is
part of the Global Resources and Services organization
Installation
As part of its offshore installation services, SBM Offshore explained in section 1.3.3.
successfully and safely concluded several offshore
operations, including the Coral FLNG hook-up, the 2023 PERFORMANCE
The supply chain organization has continued developing
mooring installation campaign for FPSO Prosperity for
further around six strategic pillars described below to
ExxonMobil Guyana, the installation three floaters for the
enhance the resilience of the function as a whole.
Provence Grand Large project and other projects.

Supply Chain Excellence


FUTURE
Strengthened the performance of the function on a global
SBM Offshore will continue to standardize its products in
scale to include Projects, Operations and non-Project-
line with the Fast4Ward® program while seeking to produce
related business with the following activities:
environmentally friendlier solutions in line with its
• Implemented a new inspections process for main and
emissionZERO® program. In addition, SBM Offshore will
sub-suppliers on projects for effective quality control to
continue to fine-tune its product offering to offer
minimize non-conformity and carry-over work in the
competitive and industrialized solutions to the floating
construction yards.
offshore wind and other alternative energy markets.
• Implemented new global supplier qualification process
SBM Offshore is in the energy transition business and will
to reduce time taken to qualify while adopting a global
continue to develop new products to serve its mission by
risk-based approach towards the qualification of new
leveraging SBM Offshore’s unique capabilities in floating
suppliers.
solutions.
• Diagnosis of a global supplier performance assessment
methodology and process which will drive SBM Offshore
2.1.4.3 SUPPLY CHAIN
towards a more automated and efficient solution.
MANAGEMENT APPROACH • Implemented revamped post-order management
SBM Offshore’s supply chain activities are a key contributor processes to remove inefficiencies and address the three
to Quality and Operational Excellence in its projects and key aspects of cost, quality and schedule.

50 - SBM OFFSHORE ANNUAL REPORT 2023


• Driven key global issues such as data capabilities, human Product and Lifecycle Focus
rights and sustainability goals within the Supply Chain • Optimized resource management on SBM Offshore’s
community. projects to maximize utilization of skill-sets, for example
by using its piping procurement hub in India and
Strategic Sourcing incorporating in-house quality control personnel into
• Strategic early engagement with suppliers combined project organization.
with development and implementation of new ways of • Further alignment with the Product Line organization
working during the proposal phase of SBM Offshore’s with dedicated capabilities for FPSOs, and renewable
projects to enable a structured, transparent and strategic projects, and strengthening post-order management
approach to Supply Chain inputs into its tenders. capabilities.
• Joint product workshops with key suppliers on supply • Partnership with an industry leader in predictive
chain efficiencies, new technology and energy transition inventory management to achieve >90% inventory
initiatives. accuracy in warehouses supporting SBM Offshore’s
operating fleet.

SUPPLY CHAIN ORGANIZATION PRINCIPLES

Supply Chain Excellence Strategic sourcing


Continuing to strengthen performance of the function on a global Strategic early engagement with suppliers combined with
scale to include Projects, Operations and non-Project related development and implementation of new ways of working during
business by implementing new processes for inspections, supplier proposal phase of SBM Offshore’s projects.
qualification, supplier performance assessment, post order
management.

Product & Lifecycle focus Energy transition


Optimizing resource management to maximize utilization of internal Assessing current scope 3 emission levels from product
and external skill sets for effective post order execution and manufacturers to set basis for collaborative work towards
inventory management. development of new designs and technologies to reduce GHG
emissions whilst continuing to support renewable energy projects.

Regional Supply Chain Development Digital transformation


Diversifying and developing the supply chain talent pool across all Modernizing data management and reporting tools to increase
SBM Offshore’s centers to integrate regional skills and expertise reporting accuracy for effective performance monitoring along with
into SBM Offshore’s core business activities. migration to the new ERP system.

Energy Transition Regional Development


• Worked with key suppliers to co-develop technologies • Utilized regional supply chain skills and market
for carbon capture. knowledge by continuing to develop local talent in
• Analyzed scope 3 emissions disclosures from product Bangalore (India), Rio de Janeiro (Brazil) and Shanghai
manufacturers for SBM Offshore’s FPSOs and worked (China).
with them to explore avenues to reduce GHG emissions.
• Supported renewable product focus for development of Digital Transformation
new energy projects. • Major contribution to the design and implementation of
• Tracked CO2 emissions for international freight SBM Offshore’s global ERP system.
shipments for SBM Offshore’s operating fleet. • Worked with the external supply chain community to
support digital-twin objectives.

SBM OFFSHORE ANNUAL REPORT 2023 - 51


2 PERFORMANCE REVIEW AND IMPACT
• Modernized data management and reporting tools to • 388.4 cumulative contract years of operational
increase reporting accuracy and monitor performance experience6.
across all aspects of Supply Chain’s support to the
business. SBM Offshore employs a proactive, risk-based approach to
asset management, leveraging digital reliability and
Performance Measurements: integrity solutions to automate surveillance, enabling a
• 884 new suppliers were qualified in 2023 of which 100% more optimized deployment of resources and increased
have signed SBM Offshore’s Supply Chain Charter. efficiency and availability of safety, production and marine
• 90.4% of the new suppliers qualified were screened for systems. To ensure that SBM Offshore’s activities have a
Human Rights. positive and sustainable impact on the local communities in
• Approximately 68% of reduction in supplier qualification which SBM Offshore is present, the fleet has several
duration since October 2022 using the new supplier programs, aligned to the UN Sustainable Development
qualification process and modernized digital tools. Goals, focused on wellbeing and personnel development,
emission reduction and protecting the environment.
FUTURE
Supply Chain will continue its evolution towards a value- FLEET PERFORMANCE
added globalized function to achieve and maintain high
standards of performance across all areas of its business HSSE and Process Safety Performance
including, but not limited to, supporting human rights, There has been an exceptionally high volume of activity in
climate change measures, digitalization, quality assurance 2023 due to a number of integrity campaigns performed
and quality control, resource and talent management across the fleet. These campaigns leveraged a large
across all SBM Offshore’s centers, enterprise management external workforce and this, combined with the type of
systems, supplier performance and qualification activities performed, has, in part, led to higher incident
assessments, and energy transition measures. rates in the fleet this year.

2.1.4.4 FLEET The majority of these incidents have been relatively minor
in nature and the number of events with potential for
MANAGEMENT APPROACH significant injury or Process Safety consequence have
The ‘Ocean Infrastructure’ value platform encompasses reduced as a result of ongoing focus on leading activities
a fleet of 15 FPSOs and 1 semi-submersible unit, targeting areas of most risk.
geographically distributed across the globe. To support the
energy transition, the fleet aims to provide traditional Initiatives and developments to enhance operational safety,
hydrocarbon energy with the lowest possible carbon process safety, quality and efficiency were progressed
emissions during the production phase. The fleet adheres throughout the year:
to, and applies, the management approach of the wider • Ongoing deployment of the health and wellbeing
SBM Offshore organization. Key to this are policies, program.
commitments and mechanisms described in sections 2.1.2 • Maintained focus on Process Safety Management,
and 2.1.4. There is a sharp focus on continuous barrier management and enhanced Marine Safety.
improvement. This is achieved by identifying learning • Development and piloting of an enhanced Operational
opportunities and embedding the resultant lessons into Assurance Program.
SBM Offshore’s corporate memory; the Group Enterprise • Implementation of a revised online Competence
Management System (GEMS) and Group Technical Assurance System.
Standards (GTS).
Development of Operations
An experienced workforce comprising of more than 3,600 • In 2023, two new units were delivered:
personnel ensures the safe, reliable and efficient operation ◦ FPSO Prosperity joined the fleet in Guyana, achieving
of SBM Offshore’s offshore assets, generating predictable first oil on November 14, 2023.
and sustainable revenue and operating cash-flows for the ◦ FPSO Sepetiba joined the fleet on January 2, 2024,
business. achieving first oil on December 31, 2023.
• In Brazil, decommissioning of FPSO Capixaba
The SBM Offshore fleet had the following historic continued, the unit is scheduled to depart Brazilian
performance: waters early in 2024.
• Over 7.2 billion barrels of production cumulatively to
date.
6
The cumulative contract years of operational experience is calculated
• 10,840 oil offloads cumulatively to date. based on the number of days in operations from first oil for each unit until
the last day that SBM Offshore has operated and continue to operate,
divided by 365.

52 - SBM OFFSHORE ANNUAL REPORT 2023


• In Angola, SBM Offshore signed two Share Purchase • The deployment of SBM Offshore’s new ERP system
Agreements with its partner Sonangol EP for the continued in Guyana. The system is now generating
acquisition of Sonangol’s equity shares in the lease and structured data that is used to identify further efficiency
operating entities related to FPSOs N’goma, Saxi and performance improvement opportunities.
Batuque and Mondo. • SBM Offshore’s 5-year Robotics Program, initiated in
• In Guyana, SBM Offshore and ExxonMobil Guyana 2022, now has a dedicated team that has worked on
implemented a new integrated operating model: three initiatives this year, of which one is in co-
◦ On May 2, 2023, SBM Offshore announced it has development with its client. The program aims to create
signed a 10-year Operations and Maintenance a new technical discipline that will develop and deploy
Enabling Agreement with Esso Exploration & robotics technology in the fleet, following three key
Production Guyana Ltd. for the operation and objectives: improve human safety, optimize working
maintenance of the fleet of FPSOs in Guyana. practices and enhance asset integrity.
◦ A transformation program was established to develop • A new Brownfield Project Services (BPS) product line was
and implement an integrated operating model formed to provide the following services in support of
supported by fully defined and sustainable SBM Offshore’s and its clients’ fleets:
organization construct, processes and tools. ◦ Brownfield project execution
◦ This strategy supports SBM Offshore’s long-term ◦ Fleet support services
business vision in Guyana, enabling SBM Offshore to ◦ Production optimization feasibility studies
perform local and sustainable investments in people ◦ Shutdown management and planning
and infrastructure as well as to deploy its digital and ◦ Decommissioning and responsible recycling services
operational technologies to the Guyana fleet.
• In Porto, the Operations tactical center, implemented in BPS will leverage SBM Offshore’s project execution
2022, became more established in 2023 with continued expertise to serve the needs of its growing fleet. Benefits
growth and increased remote support capabilities. already realized include significant production increases on
• The Digital Function has been consolidated to facilitate FPSOs Liza Destiny and Liza Unity through debottlenecking
development of digital solutions and to unlock synergies assessments and upgrades. BPS is also conducting tank
in IT and Digital Ecosystem across the full product life- repair works onboard FPSO Cidade de Anchieta.
cycle.

SBM OFFSHORE ANNUAL REPORT 2023 - 53


2 PERFORMANCE REVIEW AND IMPACT
OPERATIONS FLEET

VESSEL NAME CLIENT COUNTRY 1ST OIL/GAS DATE

FPSO Serpentina(1) MEGI E.GUINEA 2003

FPSO Capixaba (2) PETROBRAS BRAZIL 2006

FPSO Kikeh(3) PTTEP MALAYSIA 2007

FPSO Mondo EXXONMOBIL ANGOLA 2008

FPSO Saxi Batuque EXXONMOBIL ANGOLA 2008

FPSO Espirito Santo SHELL BRAZIL 2009

Thunder Hawk QUARTERNORTH/DAA USA 2009

FPSO Aseng(4) CHEVRON E.GUINEA 2011

FPSO Cidade de Anchieta PETROBRAS BRAZIL 2012

FPSO Cidade de Paraty PETROBRAS BRAZIL 2013

FPSO Cidade de Ilhabela PETROBRAS BRAZIL 2014

N’Goma FPSO(5) AZULE ENERGY ANGOLA 2014

FPSO Cidade de Maricá PETROBRAS BRAZIL 2016

FPSO Cidade de Saquarema PETROBRAS BRAZIL 2016

FPSO Liza Destiny EXXONMOBIL GUYANA 2019

FPSO Liza Unity EXXONMOBIL GUYANA 2022

FPSO Sepetiba* PETROBRAS BRAZIL 2024

FPSO Prosperity EXXONMOBIL GUYANA 2023

FPSO Almirante Tamandaré* PETROBRAS BRAZIL 2025

FPSO Alexandre de Gusmão* PETROBRAS BRAZIL 2025

FPSO ONE GUYANA* EXXONMOBIL GUYANA 2025

54 - SBM OFFSHORE ANNUAL REPORT 2023


Operations &
Initial Lease Period Contractual Extension Option Confirmed Extension Conversion
Maintenance only

2006 2018 2030 2042 2054 2066

VESSEL NAME 2023

07/2023 11/2005 05/2024


FPSO Serpentina(1)

05/2006 06/2008 04/2010 06/2022 12/2023


FPSO Capixaba(2)

08/2007 01/2016 01/2028 01/2031


FPSO Kikeh(3)

01/2008 12/2022 12/2024 12/2027


FPSO Mondo

07/2008 06/2023 06/2025 10/2028


FPSO Saxi Batuque
01/2009 12/2023 12/2028 12/2033
FPSO Espirito Santo

12/2009 10/2025 10/2028


Thunder Hawk

11/2011 11/2026 11/2031


FPSO Aseng(4)

06/2012 05/2031 05/2033


FPSO Cidade de Anchieta

06/2013 06/2033
FPSO Cidade de Paraty
11/2014 11/2034
FPSO Cidade de Ilhabela

11/2014 11/2026 11/2029


N’Goma FPSO(5)

02/2016 02/2036
FPSO Cidade de Maricá

FPSO Cidade de Saquarema 07/2016 07/2036

12/2019 12/2029 2033 12/2039


FPSO Liza Destiny
02/2022 10/2023 2033
FPSO Liza Unity
01/2024 12/2045
FPSO Sepetiba*

FPSO Prosperity 11/2023 11/2025 2033

2025 2050
FPSO Almirante Tamandaré*
2025 2047
FPSO Alexandre de Gusmão*
2025 2027 2033
FPSO ONE GUYANA*
2023
2006 2018 2030 2042 2054 2066
* Under construction. (4) Noble Energy EG Limited is now a wholly-owned indirect subsidiary
(1) FPSO Serpentina is owned by the client and is operated by Gepsing – of Chevron Corporation.
a subsidiary between SBM Offshore (60%) and GEPetrol (40%). (5) ENI Angola SpA merged with BP to form a new Incorporated Joint Venture in
(2) Decommissioning of FPSO Capixaba continued in 2023 and the unit is Angola (‘Azule Energy’).
scheduled to depart Brazilian waters early in 2024.
(3) Conditional contractual extension options until 2031. SBM OFFSHORE ANNUAL REPORT 2023 - 55
2 PERFORMANCE REVIEW AND IMPACT
SBM Offshore is implementing the Pro-active Integrity
Program for the fleet to avoid reoccurrence and to instill a
FLEET OIL PRODUCTION CAPACITY
strong integrity culture in which SBM Offshore prioritizes
(bopd)
compliance with inspection schedules, implementation of
2,200,000 new technologies and corrosion prevention.
2,000,000
The new Asset Management Philosophy introduced in 2022
1,800,000 * was further developed in 2023 based on initial feedback.
1,600,000 The main purpose is defined as providing maximum
availability of the Production, Marine and Safety systems on
1,400,000 SBM Offshore's assets, by ensuring reliability and integrity
1,200,000 through the lines of defense model as follows:
1. Predict: leveraging digital and artificial intelligence
1,000,000 solutions to perform surveillance and early
800,000 identification of potential anomalies.
2. Prevent: enriched asset management tools to improve
600,000 the quality and efficiency of maintenance and
400,000 inspection activities.
3. Recover: robust anomaly management and response to
200,000 ensure that recovery from events is addressed and in
0 the shortest possible time.
2019 2020 2021 2022 2023 4. Improve: continuous improvement through feedback of
The fleet capacity of oil production per day operational experience into the design process for new
in 2023 was 2,019,000 barrels of oil. builds and the operating fleet.
* including FPSO Capixaba 100,000 bopd
The main strategic focus in 2023 was to optimize the
maintenance and inspection workload offshore in order to
free up resources to perform hull and piping integrity
FLEET UPTIME DATA inspection and fabric maintenance campaigns on all assets.
FOR PERIOD 2018 – 2022
The optimization resulted in a 30% reduction in
maintenance work orders and a positive trend of
2019 2021 20233 compliance with the class hull inspection program can be
99.4% 99.1% 20221 98.2% observed.
97.2%
Responsible Recycling
SBM Offshore commits to the safe and environmentally
sound recycling of assets at the end of their lifecycle,
performed in full compliance with SBM Offshore’s
Responsible Recycling Policy, applying – amongst others –
2020 20222 20232 the principles of the EU Ship Recycling Regulation
99.0% 91.1% 95.6% 1257/2013 or equivalent.

1. Fleet uptime without FPSO Cidade de Anchieta


2. Actual combined fleet uptime During 2023, two projects were in progress; the
3. Fleet uptime without FPSO Mondo decommissioning and preparing for recycling of FPSO
Capixaba and the recycling of the Deep Panuke MOPU
Asset Management PFC. Details on these projects and the management
As offshore installations age, the original coating systems approach to decommissioning are provided in section
become less effective, leading to an increase in the 2.1.12.
integrity scope over time. Capacity to accommodate
resources onboard is limited and maintaining the integrity FUTURE
of aging assets is a major challenge for the industry. New Fast4Ward® assets will join the fleets in Brazil and
Production on FPSO Mondo was shut in for 5 months to Guyana, leading to growth offshore and onshore:
perform integrity inspections and repair scope that had • In Guyana, FPSO Prosperity has arrived and preparations
accumulated through the COVID-19 period. are ongoing for the arrival of FPSO ONE GUYANA in
2025. SBM Offshore continues to expand and embed its

56 - SBM OFFSHORE ANNUAL REPORT 2023


presence in-country, working with the local community 2.1.5 EMPLOYEE WELLBEING
on several social and environmental projects.
• In Brazil, the three new assets (FPSO Sepetiba, FPSO MANAGEMENT APPROACH
Almirante Tamandaré and FPSO Alexandre de Gusmão) SBM Offshore sees the wellbeing of its workforce as a core
will be supported from the Rio office and preparations driver for personal growth and business performance. Skill
are already in place for FPSO Sepetiba in 2023. retention and the professional growth of employees are
required to deliver against the energy transition. At the
SBM Offshore will continue to develop digital solutions to same time, SBM Offshore is aware that its activity has
enhance its surveillance and predictive capabilities. These inherent risks and impacts on health, safety and wellbeing.
digital solutions are being utilized to reduce the scope Moreover, in times of uncertainty and volatility, it is key to
required to maintain the reliability of SBM Offshore’s assets. ensure the competitiveness of SBM Offshore’s workforce
This will enable more resources to be deployed on integrity through efficient management of its geographical footprint.
inspection, fabric maintenance and repair scopes. In SBM Offshore strives to understand and manage its
parallel, proactive actions are being taken to reduce impacts – both positive and adverse – on SBM Offshore’s
corrosion on SBM Offshore’s assets and consequently employees’ wellbeing through the application of the
reduce the overall fabric maintenance and repair scopes. following key levers:
• The HR cycle.
SBM Offshore has set long-term targets for emission • Strategic workforce planning.
reduction in downstream leased assets that will support • Measuring employee engagement and perception
SBM Offshore’s contributions to climate change mitigation through employee surveys.
and path to net zero, as explained in sections 1.4.3 and • HSSE management.
2.1.7. One of the commitments is to engage with clients • Running a diversity and inclusion (D&I) program.
and joint venture partners to ensure the fleet is aligned with • Participation in a health check program and actions
a path towards net zero, as per SDG 7 commitment taken for mental health and wellbeing.
explained in section 2.2.

HR CYCLE

CONTINUOUS FEEDBACK
& ACHIEVEMENTS
All year long

PERFORMANCE REVIEW
& OBJECTIVE SETTING
Mid-October to end-February

REWARD CAMPAIGN
Mid-January to mid-April

PEOPLE REVIEW
Mid-June to mid-October

In 2023, SBM Offshore focused on talent acquisition and Committed to training its leaders, SBM Offshore is
continuous employee development. With its mission to preparing employees for the challenges ahead and
decarbonize oil and gas production and develop new ensuring their skills match the competencies needed to
technologies for future solutions, SBM Offshore is working fulfil ambitions through functional and leadership training
hard to attract, retain and develop employees who are programs. With an emphasis on managing capacity,
motivated to contribute to the energy transition. through both permanent employment and an increasing

SBM OFFSHORE ANNUAL REPORT 2023 - 57


2 PERFORMANCE REVIEW AND IMPACT
percentage of flexible workforce, SBM Offshore is adopting SBM Offshore is explicitly committed to providing equal
an agile way to adapt to business needs. The Corporate opportunities for all and does not tolerate discrimination.
Business Solutions Center (CBSC) opened in 2023 to SBM Offshore views and experiences its diverse workforce
increase the efficiency and productivity of part of the as a competitive advantage, enabling SBM Offshore to
enabling functions. attract the best talent and integrate different views into its
global operations. In this regard, SBM Offshore recruits,
SBM Offshore recognizes that a company’s working employs and promotes people solely on the basis of their
environment and culture contribute to organizational qualifications and competence for the position. In 2023,
success and has included employee wellbeing as a SBM Offshore developed and piloted an initiative to
materiality topic in 2023. The Wellbeing Matters Program, promote women in engineering disciplines and to
also deployed in 2023, is a holistic framework to support encourage younger generations to take an interest in the
employees’ physical and mental health and wellbeing, energy transition business, as part of SBM Offshore’s SDG
further explained in section 2.1.2. 10, Reducing Inequalities for All. SBM Offshore will scale up
this initiative in 2024 and will continue to prioritize the
SBM Offshore listens to the voice of its employees through Diversity and Inclusion (D&I) program, dedicated to
the enablement of continuous feedback and the building of cultivating an inclusive workplace.
follow-up plans throughout the employment lifecycle on
topics such as wellbeing, diversity and inclusion, career Key Highlights
perspective and personal development. • Workforce increased by 5% to 7,416.
• 158,227 online applications for jobs reviewed: 8,709
2023 PERFORMANCE retained for the recruitment process.
SBM Offshore was able to recruit 1,178 new staff, • Proportion of flexible workers in the workforce at 23%
particularly in Brazil, Guyana, and Portugal. New joiners are in 2023.
successfully prepared for their jobs through local • 40 average training hours per employee.
onboarding. Digital and in-person leadership training • SBM Offshore had a turnover rate of 13%.
courses were held to improve management skills, based on • SBMers achieved an overall engagement score of 81% in
SBM Offshore’s ’RISE’ leadership program. Further learning the engagement survey 2023. 82% of SBM Offshore’s
programs were developed and introduced, focused on own workforce that responded to the survey expressed
increasing functional competencies in key business satisfaction in their job.
functions. Sustainability programs continued to be a focus • The gender pay gap SBM Offshore achieved is 0.96
area, in line with SBM Offshore’s commitment to globally in 2023.
sustainability and providing valuable insights into climate • 112 people engaged in local Unconscious Biases
action. Awareness sessions.

FUTURE
The creation of the CBSC resulted in a total decrease of
With the continuing digitalization of people management
around 120 supporting positions in Monaco, the
systems, the aim will be to reinforce workforce planning
Netherlands and Switzerland. SBM Offshore made sure
and better anticipate and prepare for future demands.
both the severance package and the psychological support
Digital tools will be further rolled out to support virtual
given to the affected individuals would minimize as much
reality and e-Learning training programs, leveling up
as possible the impact it had on their wellbeing.
SBM Offshore’s approach to both onshore and offshore
employees, and garnering employee experience insights to
SBM Offshore’s global community of Diversity and Inclusion
further aid recruitment and retention efforts. SBM Offshore
Ambassadors organized a number of events, both specific
will further its ambitions to gather the voice of employees
to the context of their location and as part of the quarterly
to strengthen feedback processes, in particular from
global campaigns, driving awareness on topics such as
candidates, recently onboarded staff and personnel exiting
gender equity, sexual orientation (LGBTQIA+) and cultural
the organization.
celebrations. The Diversity and Inclusion Policy was
promoted throughout the employee experience, as

58 - SBM OFFSHORE ANNUAL REPORT 2023


2023 HR HIGHLIGHTS (direct hires)

GLOBAL HEADCOUNT GLOBAL HEADCOUNT GLOBAL HEADCOUNT


BY AGE RANGE BY SENIORITY RANGE PER GENDER

AGE AVERAGE SENIORITY AVERAGE FEMALE RATIO

41.6 6.4 20%


2.7% 3.9%
9% 7.2% 20%
20.6% 30.8%

24.5% 15.2%

16.9% 80%
26%
43.2%
female male
<25 25 - 35 35 - 45 45 -55 >55 <2 2-5 5 - 10 10 - 15 15 - 20 >20

GLOBAL HEADCOUNT BY NATIONALITY

23.3% 48
OF EMPLOYEES WORK LANGUAGES SPOKEN
IN A FOREIGN COUNTRY (self-declared)

NATIONALITIES

Romania
Angola
Poland
China
Italy
South Africa
Equatorial Guinea
United Kingdom
Guyana
Portugal
Netherlands
Malaysia
Angola
other
India
France
Brazil

0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% 35.0%

SBM OFFSHORE ANNUAL REPORT 2023 - 59


2 PERFORMANCE REVIEW AND IMPACT

2.1.6 ECONOMIC IMPACT • (i) some prior-period positive one-off impacts;


• (ii) the completion of FPSO Liza Unity project in February
MANAGEMENT APPROACH 2022;
SBM Offshore’s primary business segments are: Lease and • (iii) a reduced level of progress on FPSO Almirante
Operate; and Turnkey. Although financial results are Tamandaré and FPSO Alexandre de Gusmão during the
presented per segment, activities between business current year, consistent with the commencement of
segments are closely related. In addition to reporting under topsides’ integration; and
International Financial Reporting Standards (IFRS) • (iv) impacts linked to pressure on the global supply chain
guidelines, SBM Offshore’s Directional reporting and the consequences of the pandemic.
methodology was introduced to reflect Management’s view
of SBM Offshore and how it monitors and assesses financial As a result, Directional Turnkey EBITDA increased from
performance. This chapter of the Annual Report presents US$7 million in the year-ago period to US$296 million in the
numbers based on directional reporting. current year

SBM Offshore provides Directional Revenue and Directional Lease and Operate EBITDA increased from
Directional EBITDA guidance, which is updated in the US$1,080 million in 2022 to US$1,124 million in 2023 mostly
event of material change, if any. Economic performance is a explained by the same drivers as for the Directional Lease
result of all company activities, governed as per sections and Operate revenue, partially offset by additional non-
3.1 and executed as per the Management Approach recurring maintenance costs on the fleet under operation
sections in chapter 2. and some prior-period positive one-off impacts including
some insurance recoveries.
2023 PERFORMANCE
Economic performance is measured through profitability,
The other non-allocated costs charged to Directional
cashflow, backlog and the financial position of
EBITDA amounted to US$(101) million in 2023, a US$(24)
SBM Offshore.
million increase compared with the US$(77) million in the
year-ago period, which is mainly explained by the
Profitability – Directional
implementation of an optimization plan related to the
Directional revenue for full-year 2023 came in at US$4,532
SBM Offshore’s support functions’ activities (including
million, an increase of 38% compared with 2022. This
US$11 million of restructuring costs), and continuing
increase is mainly driven by the Turnkey segment increasing
investment in the SBM Offshore’s digital initiatives.
to US$2,578 million (US$1,525 million in 2022) mostly due to
the sale of FPSO Liza Unity, completed in November 2023
2023 Directional net income attributable to shareholders
and the start of FPSO FEED work for the Whiptail
stood at US$524 million, an increase compared with US$115
development project partially offset by the partial
million in the previous year mainly driven by the strong
divestment on two projects at the beginning of 2022 (FPSO
operating performance translated in the increase of
Almirante Tamandaré and FPSO Alexandre de Gusmão),
Directional EBITDA.
which allowed SBM Offshore to recognize Directional
revenue for all the EPCI related work performed on these
Directional Cash Flow/Liquidities
projects up to divestment date in the year 2022 to the
Thanks to the strong contribution of the fleet and the
extent of the partners' ownership in lessor related SPVs and
proceeds received from FPSO Liza Unity sale,
the completion of FPSO Liza Unity project in February 2022.
SBM Offshore generated US$1,616 million of Directional
Directional Lease and Operate revenue was US$1,954
net cash flows from operating activities over 2023.
million an increase versus US$1,763 million in the prior
period. This reflects mainly FPSO Prosperity joining the
These operating cash flows, drawdowns on project
fleet upon successful delivery of the EPCI project during
financing, the RCF, the MPF RCF hull financing, the
the last quarter 2023, an increase in reimbursable scopes
settlements of interest rate swaps related to the financing
and an improved performance of the fleet, partially offset
of FPSO Almirante Tamandaré and FPSO Alexandre de
by FPSO Capixaba, which finished production in 2022.
Gusmão, the funding loan agreement received from CMFL
in relation to FPSO Cidade de Ilhabela, together with some
Directional EBITDA amounted to US$1,319 million in 2023
of the SBM Offshore’s existing cash was primarily used to: (i)
compared with US$1,010 million in 2022. This increase is
invest in the five FPSOs under construction over the period,
driven by the Turnkey segment with the sale of FPSO Liza
and some initial scope for the FPSO for the Whiptail
Unity (completed in November 2023 with recognition of
development project and the two Fast4Ward® new build
associated margin on the asset sale) partially offset by:
multi-purpose hulls, (ii) repay the project loan following the
FPSO Liza Unity sale, (iii) pay dividends to shareholders;

60 - SBM OFFSHORE ANNUAL REPORT 2023


and (iv) service the SBM Offshore’s non-recourse debt and on-going construction of four FPSOs, which will become
interest in accordance with the respective repayment non-recourse following project execution finalization and
schedules. release of the Parent Company Guarantee, (ii)
SBM Offshore’s Revolving Credit Facility (RCF) which was
As a result, Directional cash and cash equivalents drawn for c.US$550 million as at December 31, 2023, and
decreased from US$615 million at year-end 2022 to US$563 (iii) the new US$210 million Revolving Credit Facility for
million at year-end 2023. MPF hull financing, completed and fully drawn in
December 2023. Cash and undrawn committed credit
Pro-forma Directional Backlog facilities amount to US$2,276 million at December 31, 2023.
The Pro-forma Directional backlog, which is presented on a
pro-forma basis in section 4.1.4, slightly decreased to To diversify its sources of debt and equity funding and to
US$30.3 billion at December 31, 2023, compared with accelerate equity cash flow from the backlog, the Company
US$30.5 billion at year-end 2022. finalized the funding loan agreement with CMFL and
received US$125 million in relation to FPSO Cidade de
This slight decrease was mainly the result of (i) the signed Ilhabela.
10-year OMEA for the Guyana FPSO fleet and (ii) the
awarded initial scope to begin FEED activities and secure a For a total overview of SBM Offshore’s financials under
Fast4Ward® hull for the FPSO for the Whiptail development IFRS, please refer to section 4.2 Consolidated Financial
project partially offset by the turnover for the period, which Statements of the Annual Report.
consumed US$4.5 billion of backlog. SBM Offshore’s pro-
forma Directional backlog provides cash flow visibility of 27 2.1.7 EMISSIONS
years, up to 2050.
MANAGEMENT APPROACH
Statement of Financial Position – Directional SBM Offshore is committed to a strategy and actions
SBM Offshore’s Directional financial position has remained compatible with its ambition to achieve net zero by no later
strong as a result of the cash flow generated by the fleet than 2050, including emissions in scope 1, scope 2 and
and the successful adaptation of the Turnkey segment to a scope 3 – downstream leased assets. SBM Offshore’s
more competitive and unpredictable market. Sustainability Policy is explicit about a path towards zero
emissions. Associated targets and transition levers are
Directional shareholders equity increased from US$1,078 explained in section 1.4.3.
million at year-end 2022 to US$1,448 million at year-end
2023. This was primarily due to (i) a positive net result of The topic of emissions is dealt with in various parts of the
US$524 million in 2023; (ii) an increase of the hedging organization, as explained under the HSSE and
reserves; partially offset by (iii) dividends distributed to the Environmental Reporting approaches in sections 2.1.2, 5.2.1
shareholders decreasing equity by US$197 million. and 5.2.2.

It should be noted that under Directional policy, the Emissions management and the mission to structurally
contribution to profit and equity of the substantial FPSO bring emissions down builds on years of action. For
program under construction will largely materialize in the example, gas flaring intensity in 2023 is 14% lower than in
coming years, subject to project execution performance, in 2019, mainly due to target-setting and increased
line with the generation of associated operating cash flows. production efficiency and 55% lower compared to 2016. As
in previous years, in 2023 SBM Offshore set annual targets
Directional net debt increased to US$6,654 million from to reduce flare emissions on its activities, continue to
US$6,082 million at year-end 2022. While the Lease and develop low- and non-carbon solutions and aim to have
Operate segment continues to generate strong operating zero oil spills.
cash flow together with the net cash proceeds from the sale
of FPSO Liza Unity, SBM Offshore drew on project
financing, the Revolving Credit Facility RCF, and the new
Revolving Credit Facility for MPF hull financing to fund
continued investments in growth.

Almost half of SBM Offshore’s debt as of December 31,


2023 consisted of non-recourse project financing (US$3.3
billion) in special purpose investees. The remainder (US$3.8
billion) mainly comprised of (i) borrowings to support the

SBM OFFSHORE ANNUAL REPORT 2023 - 61


2 PERFORMANCE REVIEW AND IMPACT
The table below shows the status on greenhouse gas
emissions versus baseline and targets, as per end of 2023.

Baseline (2016) Actual (2023) Ambition Status 2023


Scope 1 222 489 100% Green energy by 20301 Solar panels installed in Guyana;
38% of energy is purchased under
Scope 2 3,582 1,257 100% Green energy by 20301 green contracts
Scope 3 Downstream Leased
202.11 98.95 50% reduction by 2030 51% lower compared to baseline
Assets – GHG Intensity
1 Applicable to emissions related to offices, and subject to availablity of green energy for the scope.

SBM Offshore reports on CDP and uses IOGP statistics to and non-GHG emissions. Further information can be found
steer its ambitions, effectiveness of actions and in sections 2.2 and 5.3.2. No emissions in this report are
performance. SBM Offshore strives to outperform industry subject to regulated trading schemes and no carbon credits
benchmarks on the following indicators: have been applied during 2023.
• GHG emissions7, gas flare8, energy consumption9.
• Oil in produced water10, oil spill per production11. The above supports the management risks in the light of
climate change and social license to operate, as mentioned
SBM Offshore focuses on GHG emissions while also in section 1.4.2.
addressing other emissions − such as emissions to water
7
128 tonnes of GHG emissions per thousand tonnes of hydrocarbon 2023 PERFORMANCE
produced as reported by companies participating in the 2022 IOGP During 2023 a total of 5.9 million tonnes of GHG emissions
environmental performance indicators, Report p.16.
8
8.4 tonnes of gas flared per thousand tonnes of hydrocarbon produced as are reported, 99% of this being scope 3 emissions. The
reported by companies participating in the 2022 IOGP environmental
performance indicators, Report p.26. total is 1.7% lower than in 2022, mainly due to lower
9
1.5 gigajoules of energy for every tonne of hydrocarbon produced as emissions in Scope 3 – Purchased Goods and Services.
reported by companies participating in the 2022 IOGP environmental
performance indicators, Report p.24. During 2023, around 1 million tonnes of CO2 was removed
10
9.5 tonnes of oil discharged to sea per million tonnes of hydrocarbon
produced as reported by companies participating in the 2022 IOGP
from fuel gas and export gas streams.
environmental performance indicators, Report p.28.
11
0.4 oil spills greater than one barrel per million tonnes of hydrocarbon
produced as reported by companies participating in the 2022 IOGP
environmental performance indicators, Report p.38.

GHG EMISSIONS
(MILLION TONNES CO2 EQUIVALENT)

SCOPE 1 SCOPE 2 SCOPE 3


All Direct Emissions Indirect Emissions from All other Indirect Emissions
from the activities of electricity purchased from activities of an
an organization. and used by an organization.
organization. (ie: occurring up and/or
down the value chain)

GAS CONSUMPTION PURCHASED ELECTRICITY Purchased Goods &


& GENERATORS Services: 0.18
0.002 (location based)
0.0005 0.001 (market based) Business Travel: 0.03
Downstream Leased
Assets: 5.7

SBM OFFSHORE TOTAL EMISSIONS 5.9

62 - SBM OFFSHORE ANNUAL REPORT 2023


Scope 1 – Direct Emissions Emissions from downstream leased assets account for the
Compared to 2022, reported Scope 1 emissions have been majority of the carbon footprint reported by SBM Offshore.
expanded with emissions in SBM Offshore’s laboratory and 5.7 million tonnes of GHG were emitted by downstream
the use of generators deployed as electricity back-up. leased assets. This volume is 1% higher compared with
Therefore, Scope 1 emissions in 2023 represented a total of 2022, due to the start-up of FPSO Prosperity. The carbon
489 tonnes of CO2e, a decrease of 8.9% compared to the intensity of downstream leased assets is 98.95 tonnes of
same scope in 2022 – considered to be due to lower gas GHG emissions per thousand tonnes of hydrocarbon
use in the Netherlands due to better steering on data and a produced, which is 25% below the industry benchmark7 and
milder winter in 2023. 9% lower than last year.

The intensity, tonnes GHG CO2e per employee is 0.07. Compared to SBM Offshore's ambition to see emission
intensity reduced by 50% in 2030 compared to 2016, during
Scope 2 – Purchased Electricity 2023 these were already 51% lower. 2023, however, could
Purchased electricity in offices accounts for 1,811 tonnes of be an outlier as start-up emissions were lower, production
GHG CO2 equivalent, based on the average energy mix of levels were higher than expected and there was a
each location, which is 11.2% lower compared to 2022. shutdown of an asset with a relatively high carbon intensity.
There has been consolidation of office space in the USA SBM Offshore is learning lessons and is continuously
and Monaco, leading to lower levels of energy use and tracking performance against 2030 ambitions on this key
maintenance to elevators for a longer period. The effects of category of scope 3 emissions.
this was higher than the effect of business activity growth in
Portugal and Guyana. Accounting for the electricity actually SBM Offshore Reported Emissions 2023 − based on
purchased through green contracts, the amount is 1,257 CO2e volumes
tonnes, a decrease of 6.9% mainly driven by consolidation
of office space in the USA.

SCOPE 3 SCOPE 3
The intensity, tonnes GHG CO2e per employee is 0.17.
PURCHASED GOODS BUSINESS TRAVEL
& SERVICES SCOPE 1
In 2023, 38% of energy was purchased through green
SCOPE 2
contracts, whereas the target is to achieve 100% by 2030.
From 2025 onwards SBM Offshore commits to balance
office-related emissions, both scope 1 and 2, with offsets.

Scope 3 – Purchased Goods and Services


The emissions of purchased goods and services are from
the FPSO project stage, considering MPF construction and
topside equipment and bulks.
SCOPE 3
DOWNSTREAM
In 2023, SBM Offshore had two MPF under completion and
LEASED ASSETS
one construction ongoing. Additionally, SBM Offshore had
advanced in six topside projects, finishing one in 2023. The
volume of GHG emissions associated with this activity
amounted to 179,822 thousand tonnes. Compared with
2022, the level of associated emissions is 49.5% lower,
explained by the fact that projects have moved from hull- For 2023, SBM Offshore set a target to further optimize
related purchases to topsides-related purchases, which are operational excellence on the FPSOs for which it provides
typically less carbon intense from a purchased goods operations and maintenance services. SBM Offshore
perspective. targeted an absolute volume of gas flared below 1.48
million standard cubic feet per day (mmscft/d) as an overall
Scope 3 – Downstream Leased Assets FPSO fleet average during the year. This was set for a
SBM Offshore provides operation and maintenance specific part of the volume over which SBM Offshore
services for FPSOs on behalf of clients across the globe, on expects to have the largest control, despite it being a
a finance-lease basis. Emissions from downstream leased scope 3 category. SBM Offshore outperformed on this
assets mainly relate to the required production profile of overall target, the actual being 1.18 million scft/d, which is
the oil field and the subsequent energy production, e.g. 17% lower compared with 2022. This performance is mainly
from gas turbines (70%). The other key contributor is attributed to a reduced number of unplanned events on
flaring (30%). some FPSOs and historical issues having been fixed on

SBM OFFSHORE ANNUAL REPORT 2023 - 63


2 PERFORMANCE REVIEW AND IMPACT
some of the Guyana FPSOs. Overall, flaring ratio on EMISSIONZERO®
downstream leased assets was 4% lower than the industry In early 2020, SBM Offshore announced the emissionZERO®
benchmark8. program targeting near-zero emissions. The development
of a near zero FPSO is the first milestone and a key pillar of
To further reduce emissions from the power generation the emission zero road map. Proposing a near zero FPSO to
aspect of downstream leased assets in operation, the market requires a suite of systems at a high technology-
SBM Offshore is dependent on investments by clients and readiness level, aiming for improved energy efficiency and
partners in co-owned entities. This leads to risk of lock-in emissions reduction. In 2023, the catalogues of available
emissions and challenges on emissions set for this category. solutions has continued to grow to be able to produce
SBM Offshore is ready to lead, co-develop and deliver on lifecycle emissions projections for long-term operations and
such client requirements. have a solution ready for the market in 2025.

Scope 3 – Business Travel SBM Offshore is actively developing solutions and working
Total air travel-related emissions were 30.6K tonnes in 2023, with its stakeholders to drive down emissions from
an increase of 33% over 2022 as a result of a higher number downstream leased assets on a continuous basis. This is, for
of employees and business activities. example, done with customers during the project lifecycle,
with financers of projects and with suppliers during
Other performance items relating to emissions: qualification processes.
• In 2023, SBM Offshore achieved a B rating in CDP.
Further climate change management disclosures are Key achievements on the emissionZERO® FPSO have been:
provided in section 1.4.3. • The engagement with strategic and key client accounts
• SBM Offshore’s energy intensity on downstream and suppliers during the year.
leased assets is 26% lower than the industry benchmark9. • The collaboration agreement with Mitsubishi Heavy
Energy consumption volumes can be found in section Industries on carbon capture and the statement of
5.3.2. qualified technology.
• The quantity of oil discharged to sea per hydrocarbon • The qualification of a deep water suction system for the
production on downstream leased assets was 3.74 use of colder water on the topside.
tonnes per million tonnes of hydrocarbon produced, • The use of digital technologies (advanced analytics and
66%12 below the IOGP benchmark10 (see also section predictive maintenance) to optimize energy
2.2). consumption, reduce equipment trips and associated
• Downstream leased assets had 0 spills as per IOGP flaring.
definition11. Further detail is given in section 2.1.4.4. • The establishment of a portfolio of ideas and projects to
• SBM Offshore engaged in various projects that resulted further reduce the carbon footprint of SBM Offshore’s
in lower emissions. In Guyana, a local agricultural project activities.
leads to lower emissions from food logistics. More
information can be found in section 2.2.
12
Excluding Thunder Hawk, as SBM Offshore does not provide operational
services.

ROADMAP TO NEAR ZERO FPSO

2020 2021 2022 2023 2024 2025


Launch of Closed flare in 14% reduction
Market ready
EmissionZERO® project tender flaring since 2019
near zero FPSO

Smart Combined All-electric Carbon Deep seawater


Operations Cycle drive capture intake

64 - SBM OFFSHORE ANNUAL REPORT 2023


This builds on progress in the past, such as the low-carbon realized by the introduction of optimized work processes,
modules delivery in 2021. Further planned milestones and the reduction of costs and emissions, the transformation of
achievements can be read in sections 1.4.3 and 2.2. The SBM Offshore’s core products and ways of working and the
success of the program and the impact on the above stated creation of new digital services.
ambitions is highly dependent on market acceptance.
SBM Offshore is therefore open for business on SBM Offshore organizes its IT and digital ecosystem
emissionZERO® and welcomes engagement with its value through a more consolidated structure, leveraging four
chain. main pillars: Smart Enterprise, Smart Win and Execution,
Smart Operations and Smart Services. The four pillars rely
FUTURE on a solid Information Technology infrastructure and
SBM Offshore remains committed to the ramp-up of dynamic Enterprise and Product Lifecycle Data
emissionZERO® in the coming years and to keep setting Management.
targets to reduce emissions, as explained in section 2.2.
Digitalization gives new skills to employees, new services to
For 2024, and in line with the ambition to reduce carbon clients and new business for suppliers. New functions within
intensity in its value chain, SBM Offshore has set a target to the organization are filled by new hires and experienced
achieve 1.57 million standard cubic feet per day of flaring, SBMers receive education and on-the-job training.
for scope 3 downstream leased assets. This target factors in Management of any impacts associated with cyber security
uncertainties in flaring due to two FPSOs that will still be in is described in section 1.4.2.
early phase of production. For scope 1 and 2 emissions,
SBM Offshore will define an approach to balance emissions 2023 PERFORMANCE
from office energy, which means SBM Offshore will prepare Smart Enterprise: A resilient and responsive organization
for investments into meaningful projects that offset operates efficiently while providing better customer and
emissions in scope 1 and 2. business services using the latest enterprise applications. It
enables better workplace productivity and enables a
SBM Offshore remains committed to achieve better workforce to respond promptly to changes. In 2023, the
environmental performance than the 2022 IOGP industry main achievements under this pillar were:
benchmark for energy consumption and oil spills per • Continued the deployment of the new ERP system in
production; and 50% better than the 2022 IOGP industry Brazil.
benchmark for oil produced in water. • Initiated progressive deployment of new ERP modules
for Project Management to ongoing FPSO projects.
From 2024, SBM Offshore will investigate data regarding
purchased goods and services during Operations and Smart Win and Execution: Increased Win and Execution
Decommissioning phases, so it can engage and influence data availability, quality and continuity from structured data
suppliers to reduce their carbon footprint in the future. and integrated digital solutions. The main achievements
Also, energy consumption could be positively impacted by under this pillar in 2023 were:
application of thermal film in office windows, stabilizing • eConstruction program continued with 3D construction
temperatures in the buildings. and workfront management now well deployed at
construction yards for ongoing FPSO projects.
In the coming period, SBM Offshore will keep monitoring • Engineering collaborative environment continued with
its performance against long-term and intermediate climate further developments to improve engineering
targets. SBM Offshore is aware that some of its clients’ productivity as well as data and deliverables quality.
current assets will potentially be in service in 2050, with • Cost-estimating solution optimizing Win phase and
associated emissions. For that purpose, engagement ensuring consistency through end-to-end processes with
with clients and joint ventures – on investments and Execute phase now deployed on ongoing proposals.
potential offsets – is performed as part of SBM Offshore’s
engagement targets. Smart Operations: An Operational Intelligence and
Performance Optimization Center staffed with industry
2.1.8 DIGITALIZATION experts. Digital surveillance as the first line of defense to
reinforce operational excellence and contribute to net zero
MANAGEMENT APPROACH objectives. Remote monitoring, abnormal behavior
The purpose of digitalization in SBM Offshore remains detection, predictive operations and maintenance based
focused on improving the efficiency of the organization and on SBM Offshore-developed applications as well as
leveraging data to learn from events. The related value industry standard solutions. The main achievements under
creation is carefully monitored, and the benefits are this pillar in 2023 were:

SBM OFFSHORE ANNUAL REPORT 2023 - 65


2 PERFORMANCE REVIEW AND IMPACT
• In addition to ongoing continuous improvement, the 2.1.9 INNOVATION
number of intelligent digital solutions (so-called
Intelligent ’Agents’) that have been deployed by end MANAGEMENT APPROACH
2023 reaches a total of 16. The primary goal of fostering innovation at SBM Offshore is
• Installation of integrated Operations Center at to introduce valuable new solutions to the market that align
SBM Offshore Guyana offices. with the company's energy transition strategy. All segments
of the organization are encouraged to contribute to
Smart Services: the New Energy and Services Product Line innovations within their respective areas of expertise,
has a portfolio of services maximizing the reliability, spanning conceptualization to final implementation.
integrity and performances of offshore assets. Those
services, such as ex-integrity services, are tested on the The management of new technology development falls
SBM Offshore fleet to demonstrate their value before being under the responsibility of Group Technology. All
commercialized. The 2023 main achievements under this innovation programs are aligned with the long-term
pillar were: strategies of the Product Lines, as well as key programs like
• Launched SBM Offshore’s own digital solution platform, emissionZERO®, Fast4Ward®, and Float4Wind®.
SBM+, designed for offshore asset management and Development roadmaps are regularly updated to
which empowers clients to optimize the reliability and incorporate technical and market advancements through
performance of their own assets. systematic reviews.

SBM Offshore has also consolidated the transformational SBM Offshore follows a structured stage-gate process to
digital development functions and innovation activities into bring new technology to market, ensuring thorough
a Digital Factory, encompassing competencies such as validation before deployment. This Technology Readiness
artificial intelligence, data science and digital solutions Level (TRL) process, rooted in American Petroleum Institute
development. The growth of data science potential is standards (API RP17N), involves prototype testing and
demonstrated by the increased number of data signals comprehensive FEED-level definition of new systems as
below. This is mainly due to the addition of FPSO part of the qualification requirements.
Prosperity as well as subsea data in Guyana.
SBM Offshore oversees its intellectual property (IP)
holdings by engaging in the registration of patents and
NUMBER OF DATA SIGNALS
(CUMULATIVE – ‘000) trademarks, along with the protection of trade secrets and
know-how. Upholding the integrity of its IP, SBM Offshore
300,000 takes charge of document classification and establishes
267,202 non-disclosure agreements with partners to limit access to
250,000 documents containing sensitive technology. Rigorous
freedom-to-operate checks are conducted to respect the
rights of third parties.
200,000
171,216 This strategic management approach stimulates innovation
149,826
150,000 while simultaneously minimizing risks associated with the
deployment of new technology (see section 1.4.2).

100,000 98,546
2023 PERFORMANCE
In 2023, SBM Offshore accelerated its development efforts
50,000 towards emerging technologies associated with
decarbonization and renewable energies, allocating 52.3%
of the Group Technology R&D budget to EU-Taxonomy-
0 eligible activities, based on eligibility KPI definitions
2020 2021 2022 2023
explained in section 5.1.5.

FUTURE
SBM Offshore continues to build on its internal innovation
New technologies are rapidly evolving. SBM Offshore will
platform, which has been visited by almost 40% of
benefit from these new technologies and will develop the
SBM Offshore’s employees. SBM Offshore’s innovation
skills and capacity necessary to adopt them. SBM Offshore
management processes have been further matured and
aims to further embed ownership in the business to realize
two new corporate functions have been included in the
value from investments in digitalization.
innovation ecosystem. SBM Offshore also continued to

66 - SBM OFFSHORE ANNUAL REPORT 2023


expand is collaboration with open innovation providers and
explore new avenues of growth and innovation.

OPEN INNOVATION
SAFETY, QUALITY &
EFFICIENCY IMPROVEMENTS

ALTERNATIVE FUELS
AND ELECTRIFICATION

INTERNAL
CROWDSOURCING

DECARBONIZATION
RENEWABLE ENERGY

SBM Offshore filed 36 new patent applications to • The development of new facilities in SBM Offshore’s
strengthen its existing portfolio of 122 patent families: in R&D Laboratory to build and test the key components of
particular in the areas of renewables and electrification. the S3® Wave Energy Converter at full scale.
Over the course of 2023, the TRL of 22 technology • Completion of market studies and low TRL
development projects has been increased, 9 of which developments in the areas of offshore ammonia transfer
reached TRL 4. This level demonstrates that reliability, and production, lithium extraction and deepwater
function and performance criteria are met in the intended mooring solutions for offshore photovoltaic concepts.
operating condition and the technology can be deployed.
FUTURE
Some of the main development projects undertaken in SBM Offshore is committed to directing a minimum of 70%
2023 include: of its development budgets towards decarbonization and
• Progression of the SBM Offshore robotics initiatives to renewable initiatives, as part of its focus on technology
reduce high-risk human activities and to improve the development for the energy transition.
efficiency of inspection and maintenance activities on
the fleet. In total, four missions have been successfully This allocation aims to advance technologies that
executed during the year, taking place in several significantly decrease the carbon intensity of offshore oil
locations in the world (Brazil, France, Guyana). and gas production, supporting the emissionZERO®
• Bringing the post-combustion carbon capture module to program. Included in these efforts are investments in the
TRL 3 with SBM Offshore’s partner MHI as well as early stages of offshore hydrogen, ammonia, and lithium
obtaining DNV’s Statement of Qualified Technology. The production studies. Moreover, ongoing investments in
technology can now be proposed and customized for robotics will enhance safety and efficiency within
specific projects and clients. SBM Offshore’s operational fleet.
• Continued qualification of components and
technologies under SBM Offshore’s emissionZERO® A minimum of 50% of the research and development
program, demonstrating the potential for further investment will be designated for EU-Taxonomy-eligible
carbon-intensity reduction based on near-market ready activities. SBM Offshore will persist in exploring alternative
technologies. offshore renewable technologies, continuing to invest in its
• The continued development of components in Float4Wind® program and seek to commercialize its Wave
SBM Offshore’s floating offshore wind technology Energy Converter technology. Going forward,
(Float4Wind®) to better adapt to market requirements. SBM Offshore focuses on co-development of new
technologies, in collaboration with clients and other value
chain partners.

SBM OFFSHORE ANNUAL REPORT 2023 - 67


2 PERFORMANCE REVIEW AND IMPACT

2.1.10 ENERGY TRANSITION 400MW Nova East Wind project offshore Canada. In
addition to Nova East Wind, the portfolio of projects
MANAGEMENT APPROACH under development by SBM Offshore also includes 2 x
Key elements that enable SBM Offshore’s success in the 100MW Llŷr, 60MW Cademo and 1,000MW North
energy transition area are: Channel Wind projects, with further development
• The emissionZERO® program, explained in section 2.1.7. opportunities under investigation.
• Product development for floating offshore wind, wave • The seawater intake riser program, bringing cold water
and other alternative energies. from deep in the ocean to the FPSO to cool FPSO
• Technology development supporting these product systems and reduce energy use, moved to phase 3 of
developments, (see more detail in section 2.1.9). project development with a client.
• SBM Offshore has invested 52.3% of the total 2023
Product development for new products to support the Group Technology R&D budget in EU-Taxonomy-
energy transition is addressed through SBM Offshore’s eligible13 renewable energy technology and product
Floating Production Systems and New Energies and development. This includes further development of the
Services business units, in collaboration with the next generation of Tension-Leg Platform (TLP) floater
Technology Department. An important step in this process design, Wave Energy Converter products as well as
is the development of concepts, prototypes and pilot studies in floating solar, energy storage and hydrogen
projects, which can also be undertaken as co-development and ammonia for offshore applications.
projects with partners and/or customers. SBM Offshore • WEC S3® achieved a major milestone with the start of
monitors its commercial pipeline to allow it to achieve its fabrication of its first full-scale section. Once completed,
2030 ambition. it will be tested in the WEC test facility at SBM Offshore’s
R&D Laboratory in Carros, France.
With this management approach to energy transition, • SBM Offshore continues to work on projects that
SBM Offshore is addressing the significant risks of oil price address emissions reduction along the lifecycle of its
dependency, portfolio risks and climate change, described business, as part of its emissionZERO® portfolio (see
in section 1.4.2. section 2.1.7).

SBM Offshore reports in line with the EU taxonomy The revenues, CAPEX and OPEX associated with these
regulation and leverages the framework to set targets for, projects and initiatives add to EU-Taxonomy-eligible
and report on, the energy transition. Disclosures are found business, as reported in section 5.1.5. SBM Offshore’s
in section 5.1.2. commitments should lead to higher revenues from eligible
business in the future, with 2023 R&D investment already
2023 PERFORMANCE reflected in the EU-Taxonomy-eligible OPEX KPI stated.
SBM Offshore has made the following achievements in
Above-mentioned R&D investments are visible in the OPEX
2023:
KPI reported. These activities support the mitigation of
• The three Provence Grand Large floating foundations
and/or adaptation to climate change impacts.
were successfully installed. These units stand tall as
global pioneers, utilizing SBM Offshore’s tension leg
FUTURE
floater, developed in collaboration with IFP Energies SBM Offshore will continue to build upon these
Nouvelles. achievements and is looking to develop from renewable
• SBM Offshore signed a Partnership Agreement with energy pilots to commercial scale energy infrastructure, as
Mitsubishi Heavy Industries Ltd. (MHI) that will offer a well as increasing its role in the supply chain, with the aim
CO2 capture solution for FPSOs. The agreement follows of creating more value. Floating Offshore Wind will remain
a successful engineering and design study conducted by a market that is going to take time to mature.
both companies demonstrating the technical feasibility
and commercial readiness of CO2 capture technology
2.1.11 MARKET POSITIONING
offshore. The technology can reduce CO2 emissions
from overall FPSO operations by an estimated 70%, by MANAGEMENT APPROACH
capturing CO2 from onboard gas turbines. The solution Market positioning is about having a global presence,
is being developed as part of SBM Offshore’s adapting to market developments and engaging in
emissionZERO® program using Fast4Ward® principles. emerging markets.The size of the business, new business
• SBM Offshore has made partnerships to pursue FOW development and sustainability benchmarks are seen as
opportunities globally. The Renewables Project strong indicators of a successful management approach.
Development organization formalized a new joint Examples of metrics are the performance of the fleet, the
venture with DP Energy to develop the 300MW to revenue backlog, the number of projects won, the new
13
Based on 2023 eligibility KPI definitions explained in section 5.1.5.

68 - SBM OFFSHORE ANNUAL REPORT 2023


developments in the renewables market and FUTURE
SBM Offshore’s ESG ratings performance. The effectiveness In 2024, SBM Offshore’s focus remains the safe and reliable
of actions related to these metrics is monitored through the execution of its ongoing projects and operation of its fleet.
regular business reporting cycle involving the Management SBM Offshore also continues to engage early with clients
Board. and vendors to make further progress on the
emissionZERO® program and enable the energy transition
SBM Offshore’s strategy addresses material topics, aiming by leveraging SBM Offshore’s unique capabilities in floating
for a leadership position, from an economic, environmental solutions. To further advance the energy transition and
and societal stand point. Through market positioning, SBM Offshore’s role in this, SBM Offshore will continue to
SBM Offshore addresses the competitiveness risks seek innovation in line with stakeholders' needs and offer
mentioned in section 1.4.2. digital solutions to the market.

2023 PERFORMANCE 2.1.12 DECOMMISSIONING


Performance is detailed in subsections of 2.1. The following
achievements were made in 2023: MANAGEMENT APPROACH
• FEED contract award for FSO project: Trion. SBM Offshore is committed to the safe and environmentally
• FEED contract award for FPSO project: Whiptail. sound recycling of assets at the end of their lifecycle,
• The FPSO Liza Unity purchase option was exercised by performed in compliance with SBM Offshore’s Responsible
ExxonMobil Guyana. Recycling Policy, applying the Hong Kong Convention rules
• A 10-year agreement with ExxonMobil Guyana for the and the principles of the EU Ship Recycling Regulation
operations and maintenance of the Guyana FPSO fleet. 1257/2013 or equivalent.
The lease terms and durations remain the same for all
units. SBM Offshore will operate the units through an The processes surrounding the end-of-life recycling of
Integrated Operation Model, which encompasses an products are vital to sustainability and SBM Offshore works
organization model including seconding ExxonMobil to ensure that responsible recycling is carried out and that
Guyana employees in some key onshore and offshore internationally-recognized regulations are followed.
positions. This model will combine both companies’ SBM Offshore has a ’Vessel Decommissioning and
experience and resources to increase team efficiency Recycling Process’, which details the key steps in
and foster synergies. conducting the responsible recycling of an offshore
• Fleet size of 16: 15 FPSOs and 1 Semi-submersible. production facility.
(Including FPSO Prosperity).
• 388.4 years of cumulative operating experience. SBM Offshore works with recycling facilities that have
• Five FPSO projects under construction and two suitable infrastructure, an adequate management system,
Fast4Ward® multi-purpose floaters, including MPF #7 including health and safety procedures in place, and
allocated to the Whiptail development project. trained staff. SBM Offshore’s process includes inspecting all
• Contract award for the marine installation for both Trion vessels for hazardous materials identification and ensuring
projects, the semisubmersible-based Floating a controlled removal and disposal of such materials as part
Production Unit and the FSO, which will be of the decommissioning and recycling of the vessel.
SBM Offshore’s largest ever installation scope. SBM Offshore considers the environmental and social
• Launch of digital solution platform, SBM+, designed for impacts related to the decommissioning and recycling
offshore asset management. SBM+ delivers services activities of each vessel, with the objective of minimizing
based on solutions currently deployed and tested on adverse impact while pursuing maximization of the circular
SBM Offshore’s fleet. It unlocks the full potential of data economy.
to transform offshore asset operations by empowering
clients to optimize their assets’ performance and 2023 PERFORMANCE
During 2023, two projects were in progress; the
leverages SBM Offshore’s proven track record, industry
decommissioning and preparing for recycling of FPSO
expertise, operational framework and innovative digital
Capixaba and the recycling of the Deep Panuke MOPU
solutions.
PFC.
• Solid sustainability rankings – most notably in S&P
Global, CDP and Sustainalytics (section 2.2).
The recycling of Deep Panuke is being performed locally in
• Part of Euronext’s AEX® ESG Index, an index of shares of
Nova Scotia, Canada. Recycling is progressing as per plan
Dutch-listed companies with a strong ESG performance
and nearing 100% by end of 2023. Of the total mass of the
(25 best-in-class performer).
Deep Panuke facility, 97% has been recycled, reused, or
repurposed. The remaining 3% consists of waste, which
was safely disposed of, meeting the environmental

SBM OFFSHORE ANNUAL REPORT 2023 - 69


2 PERFORMANCE REVIEW AND IMPACT
regulations of the local jurisdictions of Nova Scotia and 2.2 SUSTAINABLE DEVELOPMENT
Canada. Furthermore, this project contributed to
AND LOCAL IMPACT
Sustainable Development Goals by promoting local
economic development, establishing traceable waste MANAGEMENT APPROACH
management streams and supporting habitat creation for a Environmental, social and governance-related topics are
variety of marine species including the endangered Atlantic foundational to SBM Offshore's business and consequently
salmon through deployment of reef balls, built by the local drive its strategy development and performance
Mi’kmaq community that were placed at several locations management process. It is the role of every SBMer to
in the harbor. contribute positively to this. SBM Offshore is further
embedding sustainability in the business by, for example,
The FPSO Capixaba offshore decommissioning scope is in increasing low-carbon products and promoting local
its final phase. The unit has been disconnected from subsea voluntary projects for positive impact.
production systems infrastructure and remains moored until
it is transported to the recycling yard. For this purpose, SBM Offshore leverages the UN SDG framework to steer
SBM Offshore has signed a contract with Modern American on positive impact. It has identified nine SDGs to which it
Recycling Services Europe for the safe and environmentally can contribute with the most impact, and which are most
sound recycling of the unit at its recycling facility in material to its business. SBM Offshore strives to embed the
Denmark. selected SDG topics within the organization and targets are
built with inputs and commitments from different business
SBM Offshore is participating as a co-chair of the expert entities, such as business development, HSSE and
group of IOGP to promote responsible FPSO recycling. operations, as part of business plans and budgets.
Areas of attention for this group are:
• Sharing of best practices and lessons, using experience A sustainability team is providing guidance to drive positive
from IOGP members. local impacts aligned with the SDG framework and impacts
• Developing good practice guidelines for FPSO mentioned in chapter 2. The team reports into the portfolio
decommissioning including for safe and environmentally of the Chief Executive Officer (CEO). SBM Offshore has
responsible recycling in compliance with international sustainability ambassadors in various countries working with
and local regulations. local colleagues and communities.
• Enabling supply chain availability and readiness by
compiling forecast data on FPSO recycling demand. SBM Offshore is committed to alignment with the
• Engaging with external expert groups, NGOs, and other Organization for Economic Co-operation and Development
relevant stakeholders to learn about expectations and (OECD) Guidelines for Multinational Enterprises (MNE). As
identifying common standards and best practices. part of Projects, SBM Offshore applies guidance by the
World Bank and works within Environmental Impact
FUTURE Assessments and Stakeholder Engagement outcomes
During 2024, SBM Offshore expects to begin dismantling conducted by its clients.
and recycling FPSO Capixaba in Denmark. After the close
out of the recycling of Deep Panuke, SBM Offshore remains 2023 PERFORMANCE
committed to related sustainability projects. At the same SBM Offshore has built on previous years’ efforts and
time, SBM Offshore is supporting economic development commitments to increase its positive impact on selected
in the region through commercial activities for floating SDG targets. This performance program is linked to
offshore wind, together with its partners. SBM Offshore’s Short-Term Incentive (STI) scheme. An
overview of SBM Offshore’s contribution towards the SDGs
is provided in the SDG table.

Overall SBM Offshore is pleased with meeting the


performance on 13 out of the 14 SDG-linked targets set in
2023. Although SBM Offshore aims for completion of all
targets, challenges are part of the journey for improvement
and sustainability. On SDG 4 – completing climate change
& energy transition awareness program – SBM Offshore
achieved 93% completion instead of the targeted 100%.
For a small part of the targeted offshore community,
operational priorities inhibited completion.

70 - SBM OFFSHORE ANNUAL REPORT 2023


Detail on the performance against SDG-linked targets is to reef restoration with postive impact based on monitoring
provided in the table found at the end of the section. Three during 2023. The target for 2023 related to ’Life Below
examples of targets SBM Offshore has achieved are: Water’ has been achieved, as described in the SDG-linked
1. SBM Offshore had set the target for validated targets table.
investment for climate neutral office energy, as part of
SDG 7, for which SBM Offshore has committed the SBM Offshore takes pride in its continuous improvement
required budget for 2024. approach and will apply the knowledge gained from its
2. To contribute to SDG 10 ‘Reduced Inequalities’, performance in future target setting. This has led to solid
SBM Offshore organized school outreach programs for ratings in sustainability benchmarks, as per the following
different locations. Guyana ran a STEM program that table.
caters for indigenous women, with awardees pursuing
their studies at the University of Guyana. In Monaco, Ranking of SBM Offshore in Sustainability Benchmarks
SBM Offshore developed and piloted the first school
Benchmark 2023 2022 Comment
outreach program with partner, Elles Bougent. The
CDP B1 A- ’Taking climate
program encourages young female students to actions’
undertake scientific and technical academic training (A to D-)
and aims to strengthen gender diversity in enterprises
S&P Global, score 562 75 Top 5% in
in the industrial and technology sectors. Women in Industry
engineering or technical roles at SBM Offshore (out of 100)
volunteer to share their career passion through Sustainalytics, ESG risk 15.3 14.5 'Low ESG risk'
workshops, presentations, and demonstrations to and ESG Industry
middle school and high school students. (0-40+, lower scores Top Rated
3. In the construction phase of FPSOs, further progress indicate better
performance)
has been made on monitoring of GHG emissions at all
1 As per the new policy by CDP, 'B' is the maximum possible score for
nine yards in which FPSOs are being built by companies not disclosing the detailed CDP survey responses. As per this
SBM Offshore and are included as part of SDG 13 report SBM Offshore discloses publicly its emissions performance,
climate change impacts, ambitions and GHG data in sections 1.4.3, 2.1.7.
Climate Action. and 5.3.2.
2 Ranking as per January 22, 2024. SBM Offshore has engaged with S&P
Global on a re-assessment to understand the differences versus 2022.
A key topic to SBM Offshore’s business is biodiversity,
reflected in actions taken in the light of SDG 14. During Local impact
2023, SBM Offshore has further familiarized itself with SBM Offshore has sustainability ambassadors and
guidance from the Taskforce for Nature-related Financial professionals in Brazil, Guyana, Malaysia, China, India, the
Disclosure (TNFD) – reflecting on nature-related Netherlands, Monaco, USA, Switzerland, Angola and
dependencies and impacts. Nature-based dependencies Portugal. They engage with local employees, organize
are present in all parts of the business, within particular SDG-related activities for positive impact and are part of
downstream leased assets (FPSOs) offshore – mainly being SBM Offshore’s effort to embed sustainability in the
weather conditions, food supply and the impact to business with local initiatives. A few examples of the actions
stakeholders such as local fisheries. taken are highlighted below.

A key input for dealing with nature-related impacts are Guyana


clients’ environmental impact assessments, which include SBM Offshore further continued its technical, financial and
impacts to life below water and impacts to communities advisory support, with Plympton Farms in light of SDG
that depend on this life. As part of its materiality 3 ’Good Health and Wellbeing’. This agricultural project is
assessment – described in section 1.2.2 – SBM Offshore has the largest hydroponics farm in the country, turning barren
assessed impacts related to biodiversity. During project earth into lucrative farmland and creating stable jobs for
financing, biodiversity is a topic for due diligence, typically residents in remote areas of the country. SBM Offshore
based on IFC Performance Standards. In that light, based aided in constructing three acres of greenhouses. This
on critical habitat assessments carried out in Brazil, project supports national targets of reducing food
SBM Offshore confirmed that, using Rio de Janeiro as the importation by 25% by 2025 as well as helping to reduce
port base for installation activity, no risks of crossing critical SBM Offshore’senvironmental footprint associated with
habitats exist. At this point, targets related to life below food production and imports by providing FPSOs with
water concern water discharge indicators and quality, fresh, locally grown food. The farm supplied
SBM Offshore’s approach to ocean data sharing, including approximately 2,500kg of fresh farm produce in 2023 to
fauna observation in operations. Furthermore, as part of the FPSOs Liza Unity, Liza Destiny and Prosperity.
Deep Panuke recycling project, SBM Offshore contributed

SBM OFFSHORE ANNUAL REPORT 2023 - 71


2 PERFORMANCE REVIEW AND IMPACT
On SDG 4 ’Quality Education’, SBM Offshore, in Culture from the Guyana National Bureau of Standards;
partnership with the Guyana Marine Conservation Society, secondly, for SBM Offshore’s Catalyst of Change Award
launched the Education and Awareness Programme on the from AMCHAM for its social investment initiatives; thirdly,
Barima-Mora Passage, a wildlife hub in Mabaruma which is from the ’Guyana Manufacturing and Services Association
home to an extensive spread of mangroves, several IUCN (GMSA)’ a Corporate Social Responsibility Award ’in
red list species and incredible indigenous culture. Through recognition of SBM Offshore’s substantial contribution in
this program, 10 schools will increase their knowledge and Corporate Social Responsibility’.
appreciation of the mangroves and the biodiversity of the
area, whilst fueling their drive to protect and conserve the Brazil
wildlife hub. As part of the initiative, the inaugural Wildlife In Brazil, SBM Offshore organized internal initiatives for
Festival was launched in Mabaruma on July 26, the day more than 800 employees associated with SDG 10, to raise
declared as International Day for the Conservation of the awareness of issues relevant in the local context, such as
Mangrove Ecosystem, which saw schools in the Mabaruma prejudice, racism and harassment and inaugurated the first
sub-district participating in a range of educational and D&I Employee Library with a collection of titles on diverse
cultural activities. topics, including race, gender, LGBTQIA+, disabilities,
children's literature, and titles related to personal
In addition to contributing to SDG 4 and SDG 10, development, leadership, and empowerment. For SDG 14,
SBM Offshore Guyana has partnered with the National on Ocean Day, SBM Offshore Brazil promoted various
Coordinating Coalition to implement a literacy program environmental education initiatives by organizing an
with 35 students aged 6 to 16. The program aims to exhibition on the main marine species in the area of
address the existing educational and social gaps within SBM Offshore operations.
Sophia D&E Fields and Cummings Park communities. This
program completed its first year in June 2023 with 32 Furthermore, SBM Offshore Brazil implemented the first
students graduating and the second year began in July phase of a zero-landfill project, applying a circular economy
2023. approach to identify opportunities for improvement in
processes that affect waste generation. The project aims to
In addition, the Sherriff Street location of SBM Offshore reduce, reuse and recycle at source, minimizing the waste
Guyana has been equipped with a solar panel system that that ends up in landfills or non-energy incinerators to the
has been operational since March 2023, and has reduced technical limit. This assessment was carried out on site on
SBM Offshore’s emissions by approximately 38 tonnes CO2 two vessels, FPSO Cidade de Anchieta and FPSO Cidade
equivalent (SDG 7 and SDG 13). de Saquarema, and in a logistics warehouse that supports
operations, and included a detailed analysis of supply-chain
To further support local economic growth, as per SDG processes and contracts.
8 ’Decent Work and Economic Growth’, and act on the
need for sustainable income generation and the Malaysia
diversification of Guyana’s economy, SBM Offshore In Malaysia SBM Offshore partnered with JA Malaysia on
provided support to Hubu Aquafarm to boost production SDG 4 to support and mentor a group of students from
of shrimp and prawns. SMK Seafield to create their company where they used
recycled items to make fashionable products and exhibit
To contribute to SDG 10 ‘Reduced Inequalities’, them. Various SBM Offshore employees, including senior
SBM Offshore organized a school outreach program for management, were involved in coaching.
different locations. Guyana ran a STEM program that caters
for indigenous women, with awardees pursuing their Various initiatives were taken in relation to SDG 14 ’Life
studies at the University of Guyana. Below Water’. SBM Offshore Malaysia raised awareness
about the importance of protecting the marine
For SDG 12 ’Responsible Production and Consumption’, environment, with 17 SBM Offshore volunteers and 15
SBM Offshore Brazil has spent time, in partnership with underprivileged children. It featured engaging talks on the
Earthwake, to innovate and develop a machine which impact of plastic pollution on marine ecosystems and the
transforms plastic waste into fuel through the combination crucial role of coral reefs in supporting marine life. The day
of pyrolysis technology and precision distillation. included a visit to the solar-powered floating rubbish
Subsequently, the produced fuels will be donated to collection barge.
remote communities offgrid to provide electricity.
China
Further, SBM Offshore Guyana received three awards this In China, more than 95% of local staff in SBM Offshore
year: firstly, for its Quality, Health, Safety and Environment China have received first aid training this year and are now

72 - SBM OFFSHORE ANNUAL REPORT 2023


certified first aiders, associated with SDG 3. Associated with research, to the development of clean energy, as
SDG 8, SBM Offshore China continued initiatives for the highlighted in SDG 7 ’Affordable and Clean Energy’. The
human rights program in the yards. For details on the office hosted teams from six schools in Guyana, who
activities and progress on human rights see section 2.1.3. participated in a local qualifier event for the Monaco
For SDG 4 and SDG 14, SBM Offshore globally organized Mousetrap Cars Grand Prix, which encourages students to
beach clean-up activities. Additionally, SBM Offshore China learn and apply the laws of physics, associated with SDG 4
organized workshops on reducing the plastic footprint and and SDG 9.
a biodiversity ’Protect Black-faced Spoonbill’ campaign was
organized, focused on raising the awareness of employees Colleagues in the Netherlands teamed up on a beach clean
on protecting ocean health and threatened species. up in Hoek van Holland, supporting Stichting Noordzee, an
association that supports a clean and healthy North Sea. In
Angola the USA, initiatives around plastic consumption reduction
Related to climate action, in Angola, a partnership was and a preventive health campaign were deployed.
formed with the Otchiva Association to protect and restore
mangrove ecosystems by planting seeds. Furthermore, In Porto, awareness sessions about the SDG’s, particularly
SBM Offshore organized cancer awareness for its SDG 13 and SDG 8 were organized for employees.
employees, visited a cancer institute and made donations Associated with SDG 3, to raise awareness on breast and
of supplies for hospitalized children. There was a donation prostate cancer, the Portuguese League Against Cancer
campaign of essential goods organized for over 200 socially and Portuguese Association for Prostate Patients was
vulnerable families living in poverty in the Lupupa invited. A donation campaign and volunteering was
community in Angola. organized to support local institutions on their mission to
help homeless people and children at risk.
India
There have been several health and wellbeing initiatives, Worldwide, close to 30 charitable donations were made
such as first aid training and healthy mind toolkit for across the various locations where SBM Offshore is active.
colleagues, associated with SDG 3. Multiple competitions These include contributions to local education, literacy
for SBM Offshore colleagues in India were organized projects, sustainable fishing and an ocean protection
including on health and recycling. Celebrations were also expedition.
held for International Women’s day to empower women
and embrace equity. FUTURE
SBM Offshore has formulated SDG-linked targets as part of
Other its Material Topics for 2024, hence taking an integrated
The Monaco office took part again in the annual Monaco approach and further embedding ESG in its perfomance-
Energy Boat Challenge, competing in the Energy Class. management processes. SBM Offshore will continue its
SBM Offshore runs a green hydrogen-powered boat and efforts to structure local projects in line with its Material
continues to develop this and aims to contribute, with its Topics and SDG-linked actions.

SBM OFFSHORE ANNUAL REPORT 2023 - 73


2 PERFORMANCE REVIEW AND IMPACT

SUSTAINABLE DEVELOPMENT GOALS: LONG-TERM TARGETS, 2023 TARGETS AND RESULTS

LONG-TERM COMPANY
SDG TARGET AREA 2023 COMPANY TARGETS 2023 RESULTS TAR
TARGETS1

• Health & • A leader on Employee • 70% participation health check • He


Wellbeing Health & Wellbeing programs 79% W

• Education for • Co-develop climate • Complete climate change & • Ed


Sustainable change & energy transition energy transition awareness Su
Development awareness program for program for targeted 93% De
developing regions operations community

• Access to • Approved investment • Operational excellence on gas • Ac


Energy plans in support of net flared: 1.48 mmscf/d average 1.18 En
zero by no later than 2050
• Energy (Downstream Leased • Validated investment for • En
Efficiency Assets installed base) climate neutral office energy Ef
• Project offices consume
Completed
100% of green energy

• Human Rights • Fully embed human rights • Deliver 2 human rights/worker • Hu


& social performance welfare initiatives per region >2
• Occupational within SBM Offshore to that contribute to remedy of •O
Safety & Process achieve no harm human rights impacts aligned Sa
Safety with SBM Offshore Human Pr
• Top 10% performer in Rights Standards, including
Occupational Safety & current salient issues
0.08
Process Safety Events
• TRIFR: 0.14
• T1 Process Safety Events with 1
> 3 in severity score

• Energy • >2GW FOW installed or • 50% of R&D budget allocated • En


Transition & under construction by to EU Taxonomy eligible 52.3% Tr
Decarbonization 2030 technologies De
• Carbon Capture Module
• Offer the market with near readiness for Pre-FEED 100%
zero emissions FPSO

• Diversity & • Reduce inequality within • Develop & pilot a school • Di


Inclusion and among countries outreach to promote women In
in engineering and encourage Completed
younger generations to take
interest in the energy transition
business

• Circularity • Ensure sustainable • Launch ZEROLandfill project in • Ci


consumption and Brazil, action plan for one pilot
production patterns vessel approved 2

• Climate Change • Run a strategy and action • Launch GHG-emissions • Cl


Management plan compatible with a monitoring for construction M
transition to net zero by phase 100%
no later than 2050

• Ensure Ocean • Reduce Oil in Water • Manage oil in water discharge • En


Health & Protect Discharge Intensity to zero to 50% below industry average 66% He
Ecosystems Pr
• Develop Marine • Deliver ocean data sharing Ec
Diversity Intelligence & project, including fauna
Improvement Framework, surveillance 100%
including target
management

1. By 2030 unless specified otherwise.

74 - SBM OFFSHORE ANNUAL REPORT 2023


SBM OFFSHORE ANNUAL REPORT 2023 - 75
76 - SBM OFFSHORE ANNUAL REPORT 2023
SBM OFFSHORE ANNUAL REPORT 2023 - 77
3 GOVERNANCE

3.1 CORPORATE GOVERNANCE 3.1.1 CORPORATE GOVERNANCE


STATEMENT STRUCTURE
This section gives a broad outline of SBM Offshore’s SBM Offshore N.V. is a public company with limited liability
corporate governance structure by describing the roles of (Naamloze Vennootschap) incorporated under the laws of
the corporate bodies, the external independent auditor, the Netherlands with its corporate seat in Amsterdam. Its
the internal auditor, the General Meeting and of the shares are listed on Euronext Amsterdam. The Company
foundation Stichting Continuïteit SBM Offshore. has a two-tier board consisting of a Supervisory Board and
a Management Board. Each board has its specific roles and
On December 20, 2022 the Corporate Governance Code tasks regulated by laws, the articles of association, the
Monitoring Committee published the updated Dutch Corporate Governance Code, the Supervisory Board rules
Corporate Governance Code (Corporate Governance and Management Board rules. The Management Board
Code). Dutch listed companies are required to report in rules and Supervisory Board rules contain details on the
2024 on compliance with the Corporate Governance Code ways of working of the Management Board and the
in the 2023 financial year. One of the main changes Supervisory Board and minor updates in view of the
compared to the 2016 Dutch Corporate Governance Code, Corporate Governance Code were made on November 8,
is the focus on sustainable long-term value creation as one 2023. All documents referred to in this paragraph can be
of the guiding principles. Amongst others, section 1.3 and found on SBM Offshore’s website (ESG/Governance
1.2.2 describe SBM Offshore’s strategy to realize section).
sustainable long-term value creation, including the social,
environmental and economic aspects hereof. Furthermore,
it is explained what effects the Company have had on
people and the environment and how the interests of
stakeholders have been considered (section 1.2.2).

Further to the Corporate Governance Code, the Company


has made minor updates to its Management Board and
Supervisory Board rules, Diversity & Inclusion Policies for
the Management Board, Senior Management and
Supervisory Board, its Shareholder Contact and Dialogue
Policy (best practice 4.2.2) and published its Stakeholder
Engagement Policy (best practice 1.1.5). Reporting on the
Diversity targets can be found in section 3.1.9.

This section includes further information to what extent


SBM Offshore applies the principles and best practice
provisions hereof. The details on compliance with the
Corporate Governance Code and the documents referred
to above can (also) be found on SBM Offshore’s website
(ESG/Governance section). The full text of the Corporate
Governance Code can be found on www.mccg.nl.

78 - SBM OFFSHORE ANNUAL REPORT 2023


3.1.2 MANAGEMENT BOARD term value creation for the Company. These values are
Integrity, Care, Entrepreneurship and Ownership and are
The Management Board consists of three members: the
regularly discussed with the Supervisory Board. The
Chief Executive Officer, the Chief Financial Officer and the
Management Board encourages behavior that is in keeping
Chief Operating Officer. The Management Board manages
with the values and propagates these values through
the Company and is responsible for the continuity of the
leading by example. The Management Board is responsible
Company and its business. In fulfilling its responsibilities,
for the incorporation and maintenance of the values. The
the Management Board focuses on sustainable long-term
Management Board has drawn up a Code of Conduct and
value creation and takes into account the relevant
monitors its effectiveness as well as compliance with this
stakeholders’ interests. Attention is paid to the effects on
Code. Findings and observations in this context are shared
people and the environment, as well as the impact of new
with the Supervisory Board. More information about the
technologies and changing business models. The
ways of working of the Management Board can be found in
Management Board divides duties among its members,
the Management Board rules, as available on the
charging individual members with specific primary
Company's website.
responsibilities. However, the Management Board remains
collectively responsible for the management, the business COMPOSITION OF THE MANAGEMENT BOARD
and general affairs of SBM Offshore. The Management Management Board members are appointed and can be
Board is accountable to the Supervisory Board and the suspended or dismissed by the General Meeting. Further
General Meeting for the performance of its management information about the appointment and dismissal of
tasks. Management Board members can be found in
SBM Offshore’s articles of association.
Each year, the Management Board presents to the
Supervisory Board the long-term strategy of the Company Management Board members are to inform the Supervisory
and the operational plan for the following financial year. Board before accepting positions outside the Company
The strategy of the Company is built around the ESG and shall not accept such positions prior to the approval of
themes that have priority for the Company (sections 1.2.2 the Supervisory Board. Mandates are discussed annually in
and 1.3). For each of these themes, material topics have the Supervisory Board meeting. The positions cannot be in
been identified following stakeholder engagement. The conflict with the Company’s interests. Members of the
related objectives that allow quantification and progress Management Board may also be appointed to the statutory
measurement of the strategy implementation are regularly board of the Company’s operational entities. The Company
reviewed. Both the long-term strategy and the operational is compliant with best practice 2.4.2 of the Corporate
plan are adopted after the Supervisory Board’s approval. Governance Code.

The Management Board is responsible for determining the


Company’s risk profile and policy, which are designed to
realize the Company’s objectives, to assess and manage
the Company’s risks and to ensure that sound internal risk
management and control systems are in place. The
Management Board monitors the design and operation of
the internal risk management and control systems and
carries out a systematic assessment of their design and
operation at least once a year and reports on this to the
Audit Committee and the Supervisory Board. This
monitoring covers all material control measures relating to
strategic, operational, financial, compliance and reporting
risks. Among other considerations, attention is given to
observed weaknesses, instances of misconduct and
irregularities and indications from whistle blowers. In
addition the Management Board discusses the Company’s
annual risk appetite with the Audit Committee and
Supervisory Board. A quarterly risk report is provided to the
Audit Committee.

The Management Board adopted corporate core values


that contribute to a culture focused on sustainable long-

SBM OFFSHORE ANNUAL REPORT 2023 - 79


3 GOVERNANCE

BRUNO CHABAS day-to-day commercial and operational activity


Chief Executive Officer, Swiss and French worldwide. From June 1999 through October
nationality, 1964, male 2002, he served as Chief Financial Officer.
Between 1992 and 2002, Bruno Chabas held
Initial appointment in 2011 various management positions within
preceding companies in the United Kingdom,
Bruno Chabas joined SBM Offshore as Chief France and the United States.
Operating Officer and Member of the
Management Board in May 2011 and became Bruno Chabas holds an MBA from Babson
CEO in January 2012. Prior to joining, he College, Massachusetts.
worked for 19 years with Acergy S.A. (now
Subsea 7 SA). From November 2002 until Other mandates: Non-Executive Director of
January 2011, he served as the Chief Operating FORACO International S.A.
Officer of Acergy S.A., responsible for all the

ØIVIND TANGEN subsequently Director of Group Execution


Chief Operating Officer, Norwegian Functions. In December 2016, he was
nationality, 1973, male appointed as Managing Director Operations.
Øivind Tangen began his career in offshore
Initial appointment in 2022 engineering with ABB Offshore Systems in
Oslo.
Øivind Tangen was appointed as member of
the Management Board and Chief Operating Øivind Tangen holds an MSc in Naval
Officer at the 2022 Annual General Meeting. Architecture from Trondheim University in
He joined SBM Offshore in 2002, as operations Norway and a Master’s Degree in MEDEA
readiness engineer. He has subsequently (Energy, Environmental Management &
acquired a rich background of international Economics) from ENI Corporate University in
projects and operational management, from Milan.
Nigeria to Angola and Nova Scotia, Canada.
Returning to Monaco in 2014, he held the No other mandates.
position of Group Strategy Director and

DOUGLAS WOOD positions, most recently as CFO and Director of


Chief Financial Officer, British nationality, Showa Shell Sekiyu K.K. in Japan. His other
1971, male roles included Vice President Finance &
Planning Exploration (Shell Upstream
Initial appointment in 2016 International) and Head of Business
Performance Reporting & Financial Planning
Douglas Wood joined SBM Offshore as Group (for Shell Exploration & Production).
Financial Director in October 2016. During the
Company’s Extraordinary General Meeting of Douglas Wood is a Fellow of the Chartered
November 30, 2016 he was appointed as a Institute of Management Accountants since
member of the Management Board and took 2006 and in 1993 obtained a degree in Classics
over the role of CFO. Prior to joining at Oxford University.
SBM Offshore, Douglas Wood worked for Shell
for 23 years in various financial management No other mandates.

80 - SBM OFFSHORE ANNUAL REPORT 2023


3.1.3 SUPERVISORY BOARD AND others, expertise, experience, competencies and (cultural)
COMMITTEES background, in line with best practice provision 2.1.4 and
2.1.5 of the Corporate Governance Code. The Supervisory
The Supervisory Board consists of six members. The Board appoints one of its members as Chair and one as
Supervisory Board supervises the policies, the management Vice-Chair. Further information about the appointment and
of the Company and its businesses, the effectiveness and dismissal of Supervisory Board members can be found in
the integrity of the internal risk management and control SBM Offshore’s articles of association. The Supervisory
systems and procedures implemented by the Management Board has drawn up a retirement schedule for its members,
Board, as well as the general conduct of affairs of the which is available on the Company’s website (ESG/
Company and its businesses. The Supervisory Board also Corporate Governance section).
supervises how the Management Board determines its
position on the sustainable long-term value creation Supervisory Board members shall inform the Supervisory
strategy and how the Management Board implements that Board before accepting positions outside the Company.
strategy, taking into account the effect on people and the Positions may not be accepted without the Supervisory
environment. The Supervisory Board regularly discusses the Board’s prior approval. The positions cannot be in conflict
strategy, the implementation of the strategy and the risks with the Company’s interests. Mandates are reviewed and
associated with it. Furthermore, the Supervisory Board discussed annually at the Supervisory Board meeting. The
assists the Management Board with advice. In the Company is compliant with best practice 2.4.2 of the
performance of its duties, the Supervisory Board is guided Corporate Governance Code.
by the interests of the Company and its business as well as
the Company’s relevant stakeholders. In addition, certain
(material) decisions of the Management Board, as
stipulated in the Dutch Civil Code, articles of association or
the Supervisory Board and Management Board rules,
require the Supervisory Board’s prior approval.

The Supervisory Board has three subcommittees: the Audit


Committee, the Appointment and Remuneration
Committee and the Technical and Commercial Committee.
The Appointment and Remuneration Committee is a joint
committee with two separate chairs and tasks: i) the
selection and appointment preparation of Management
Board and Supervisory Board members and ii) the
preparation of decision-making regarding remuneration
matters. The task of each subcommittee is to assist and
advise the Supervisory Board in fulfilling its responsibilities.
More information about the ways of working of the
Supervisory Board and its committees can be found in the
Supervisory Board and Committee rules, as available on the
Company’s website (ESG/Corporate Governance section).

COMPOSITION OF THE SUPERVISORY BOARD


Members of the Supervisory Board are appointed by the
General Meeting following nomination by the Supervisory
Board. A Supervisory Board member is appointed for a
period of four years and may then be re-appointed once for
another four-year period. A Supervisory Board member
may subsequently be re-appointed again for a third period
of two years, which may be extended by at most two years.
In case of nominations, the competencies and background
of members already in function, as well as the Supervisory
Board Diversity & Inclusion policy and Supervisory Board
Profile will be observed. The guiding principle is that the
Supervisory Board is composed in such a way as to ensure
an appropriate degree of diversity with regard to, among

SBM OFFSHORE ANNUAL REPORT 2023 - 81


3 GOVERNANCE

ROELAND BAAN Recycling, SHV Gas, Mittal Steel and Arcelor


Dutch nationality, 1957, male Mittal. Roeland Baan was Executive Vice
Chair of the Supervisory Board, Chair of the President and CEO at Aleris until 2015. From
Appointment and Remuneration Committee April 2016 until June 2020 he was President and
dealing with appointment and selection CEO at Outokumpu Oyj.
matters. Education: Roeland Baan has a Master in
First appointment in 2018, expiry current term Economics from the VU University in
in 2026. Amsterdam (Netherlands).
Profession: CEO of Haldor Topsoe A/S. Expertise: Roeland Baan has significant
Background: Roeland Baan started his career management and CEO experience at
at Royal Dutch Shell where he fulfilled various multinational companies in the Energy industry.
(senior) management roles. As of 1996, he Other mandates14: independent board
worked consecutively at Thyssen Sonnenberg member at Syensqo SA

BERNARD BAJOLET Education: Bernard Bajolet studied political


French nationality, 1949, male sciences at Sciences Po in Paris and obtained
Vice-Chair of the Supervisory Board, member his degree at the Ecole Nationale
of the Technical and Commercial Committee d’Administration in Paris. He was also a fellow
and the Appointment and Remuneration at the Center for International Affairs of the
Committee. Harvard University, Cambridge, Massachusetts.
First appointment in 2018, expiry current term Expertise: Bernard Bajolet has vast
in 2026. international experience in complex
Profession: Consultant of Amarante environments as well as specific expertise in
International/member of the Strategic security.
Orientation Board. Other mandates14: consultant of Amarante
Background: During his career, Bernard Bajolet International/member of the Strategic
held various roles as French diplomat and civil Orientation Board.
servant.

INGELISE ARNTSEN responsible for project development,


Danish nationality, 1966, female construction execution and O&M for power
Member of the Supervisory Board, member of production plants within hydropower, wind
the Audit Committee and the Technical and power and gas-fired power as member of the
Commercial Committee. Management Board of Statkraft, Europe’s
First appointed in 2021, expiry current term in largest producer of renewable energy. Arntsen
2025. has served on the Management Board of major
Profession: Non-Executive Director. solar power equipment supplier REC,
Background: Ingelise Arntsen has held responsible for its silicon wafer division, and
executive top management positions within has led technology development efforts within
companies such as, Statkraft AS, REC ASA and floating offshore wind.
Aibel AS. She has also spent seven years within Other mandates14: member of the Supervisory
the shipbuilding industry, working for Kværner Board of Statkraft AS, Chair of the Supervisory
Fjellstrand in Singapore and Norway. Board of Asplan Viak AS15, member of the
Education: Ingelise Arntsen holds a Bachelor’s Supervisory Board of Exportfinans Norge,
degree in Economics from the University of member of the Supervisory Board of Corvus
Southern Denmark. Energy AS, member of the Supervisory Board
Expertise: Ingelise Arntsen has extensive of Fred. Olsen Windcarier ASA, member of the
international experience from the shipbuilding Supervisory Board of Synera Renewable
industry and from various parts of the Energy.
renewable energy industry. She has been

14
This section includes other mandates that may be relevant for the performance of the duties of the Supervisory Board.
15
Ended February 1, 2024.

82 - SBM OFFSHORE ANNUAL REPORT 2023


ALLARD CASTELEIN Education: Allard Castelein obtained a Master
Dutch nationality, 1958, male degree in Medicine from the Erasmus
Member of the Supervisory Board, Chair of the University of Rotterdam.
Appointment and Remuneration Committee Expertise: Allard Castelein has significant CEO
dealing with remuneration matters. and management experience in the Energy
First appointment in 2023, expiry current term Industry, with skills, amongst others, in
in 2027. sustainable development and the environment.
Profession: Non-Executive Director. Other mandates14: non-executive director at
Background: Allard Castelein started his career Renewi plc, non-executive director at Heijmans
as a medical doctor, before pursuing an N.V., non-executive director at Associated
international career in the energy sector. He British Ports, member of the Supervisory Board
joined Royal Dutch Shell in 1987, where he of the International Architecture Biennale
fulfilled several (senior) management positions. Rotterdam, chairman of the board of the
His last position was President Environment for Ronald McDonal Huis Sophia Rotterdam.
Royal Dutch Shell (2009-2013). From 2014 till
2023, Allard Castelein was President and CEO
of the Port of Rotterdam (Netherlands).

HILARY MERCER Iraq, Qatar and the USA and global project
British nationality, 1964, female portfolio management.
Member of the Supervisory Board, Chair of the Education: Hilary Mercer has a degree in
Technical and Commercial Committee, Engineering Science from Oxford University
member of the Audit Committee. (Great Britain) and is a Fellow of the Institution
First appointment in 2022, expiry current term of Mechanical Engineers and a Fellow of the
in 2026. Royal Academy of Engineering.
Profession: Executive Vice President Projects & Expertise: Hilary Mercer adds knowledge and
Engineering at Shell16. experience in engineering, project
Background: Hilary Mercer has 36 years of management and HSSE to the Supervisory
experience within Shell in various technical and Board.
management roles, including mega project Other mandates: –
development and delivery in Oman, Russia,

JAAP VAN WIECHEN Expertise: Jaap van Wiechen has management


Dutch nationality, 1972, male expertise at various (international) companies.
Member of the Supervisory Board, Chair of the Other mandates14: member of the Executive
Audit Committee. Board of HAL Holding N.V./director of HAL
First appointment in 2020, expiry current term Investments B.V., Chairman of the Supervisory
in 2024. Board of Mondhoekie B.V. (Coolblue), member
Profession: Member of the Executive Board of of the Supervisory Board of Royal Boskalis
HAL Holding N.V./director HAL Investments B.V Westminster N.V.
(Netherlands).
Education: Jaap van Wiechen studied
Econometrics at the University of Groningen
(Netherlands).

16
Effective January 1, 2024.

SBM OFFSHORE ANNUAL REPORT 2023 - 83


3 GOVERNANCE

3.1.4 SHARE CAPITAL least EUR50 million. Proposals of persons who are entitled
to attend the shareholders meetings will only be included
The authorized share capital of the Company amounts to
in the agenda if such proposals are made in writing to the
EUR200 million and is divided into 400,000,000 ordinary
Management Board not later than sixty days before that
shares with a nominal value of EUR0.25 and 400,000,000
meeting.
protective preference shares, also with a nominal value of
EUR0.25. The preference shares can be issued as a
With reference to the articles of association, all
protective measure, as explained in the section on the
shareholders are entitled, either personally or by proxy
Stichting Continuïteit SBM Offshore. As per December 31,
authorized in writing, to attend the General Meeting, to
2023, 180,671,305 (2022: 180,671,305) ordinary shares are
address the General Meeting and to vote. The articles of
issued. No protective preference shares have been issued.
association do not provide for any limitation of the
transferability of the ordinary shares and the voting rights of
Bearer shares
shareholders are not subject to any limitation.
As per the Dutch Act on Conversion of bearer shares (Wet
omzetting aandelen aan toonder), all bearer shares still
At the General Meeting, each ordinary share with a nominal
outstanding at December 31, 2020 have been converted
value of EUR0.25 each shall confer the right to cast one (1)
into registered shares (31,840) held in the name of the
vote. Each protective preference share with a nominal value
Company as per January 1, 2021. A shareholder who hands
of EUR0.25 each shall confer the right to cast one (1) vote,
in a bearer share certificate to the Company before January
when issued. None of the protective preference shares
2, 2026 is entitled to receive from the Company a
have been issued to date. Unless otherwise required by law
replacement registered share. A shareholder may not
or the articles of association of the Company, all resolutions
exercise the rights vested in a share until the shareholder
shall be adopted by an absolute majority of votes. The
has handed in the corresponding bearer share certificate(s)
General Meeting may adopt a resolution to amend the
to the Company.
articles of association of the Company by an absolute
majority of votes cast, but solely upon the proposal of the
3.1.5 GENERAL MEETING Management Board, subject to the approval of the
Within six months after the end of the financial year, the Supervisory Board. The articles of association are reviewed
Annual General Meeting (AGM) is held. The agenda for this on a regular basis and were last amended on April 7, 2022.
meeting generally includes the following standard items:
The 2023 AGM was held physically and shareholders could
cast their votes prior to and during the meeting.
130,899,638 ordinary shares participated in the voting,
• The report of the Management Board concerning the equal to 72.45% (2021: 72.82%) of the then total
Company’s affairs and the management as conducted outstanding share capital of 180,671,305 ordinary shares. All
during the previous financial year. proposed resolutions were adopted. The outcome of the
• The report of the Supervisory Board and its committees. voting of the meeting was posted on the Company’s
• The remuneration report(s) for an advisory vote. website on the day following the 2023 AGM and draft
• The adoption of the Company’s financial statements, the minutes were made available to the shareholders via the
allocation of profits and the approval of the dividend. Company's website within three months after the meeting.
• The discharge of the Management Board and of the
Supervisory Board.
Finally, SBM Offshore’s policy on shareholder contacts and
• Corporate Governance. dialogue can be found on the Company website (ESG/
• The delegation of authority to issue shares and to restrict Governance section) as per best practice 4.2.2 of the
or exclude pre-emptive rights.
Corporate Governance Code.
• The delegation of authority to purchase own shares.
• The composition of the Supervisory Board and of the 3.1.6 ISSUE, REPURCHASE AND
Management Board.
• Any other topics proposed by the Supervisory Board or
CANCELLATION OF SHARES
shareholders in accordance with Dutch law and the The General Meeting or the Management Board, if
articles of association.
authorized by the General Meeting and with the approval
of the Supervisory Board, may resolve to issue shares.

Proposals to the agenda of General Meetings can be made


The General Meeting or the Management Board, subject to
by persons who are entitled to attend General Meetings,
the approval of the Supervisory Board, shall set the price
solely or jointly representing shares amounting to at least
and further conditions of issue, with due observance of the
1% of the issued share capital, or with a market value of at

84 - SBM OFFSHORE ANNUAL REPORT 2023


provisions contained in the articles of association. Shares results and is given the opportunity to comment and
shall never be issued below par, except in the case as respond to this information. Pursuant to the Auditors
referred to in article 2:80 (2) Dutch Civil Code. At the 2023 Profession Act, the auditors are prohibited from providing
AGM, the shareholders have delegated to the the Company with services in the Netherlands other
Management Board for a period of eighteen months and, than ’audit services aimed to provide reliability concerning
subject to the approval of the Supervisory Board, the the information supplied by the audited client for the
authority to issue ordinary shares up to 10% of the issued benefit of external users of this information and also for the
share capital at that time. In addition, authorization was benefit of the Supervisory Board, as referred to in the
granted to restrict or to exclude pre-emption rights for a reports mentioned’. During 2023, a minor number of
period of eighteen months and subject to the approval of limited-scope non-audit services were provided by foreign
the Supervisory Board. member firms of the PricewaterhouseCoopers global
network, taking into account the external auditor’s
The Management Board may, with the authorization of the independence rules and SBM Offshore’s policy in this
General Meeting and the Supervisory Board and without regard.
prejudice to the provisions of article 2:98 Dutch Civil Code
and the articles of association, cause the Company to INTERNAL AUDITOR
acquire fully paid-up shares in its own capital for valuable The task of the Internal Audit department is to assess the
consideration. The Management Board may resolve, design and the operation of the internal risk management
subject to the approval of the Supervisory Board, to and control systems. It assists the Company in
dispose of shares acquired by the Company in its own accomplishing its objectives by bringing a systematic and
capital. No pre-emption right shall exist in respect of such disciplined approach to evaluate and improve the
disposal. At the 2023 AGM, the shareholders have effectiveness of the organization’s governance, risk
delegated the authority to the Management Board for a management, and internal controls. The Management
period of eighteen months, as from April 13, 2023 and Board is responsible for the Internal Audit function. The
subject to approval of the Supervisory Board, to repurchase Supervisory Board oversees the Internal Audit function and,
up to 10% of the issued share capital at that time. through the Audit Committee, maintains regular contact
with the Group Internal Audit Director. Administratively the
3.1.7 EXTERNAL INDEPENDENT Group Internal Audit Director reports to the CFO. An
AUDITOR AND INTERNAL AUDITOR Internal Audit Plan, based on a risk-based prioritization of
the audit universe, is submitted annually to the
EXTERNAL INDEPENDENT AUDITOR Management Board and then to the Audit Committee and
The external independent auditor of SBM Offshore is Supervisory Board for approval. The Internal Audit
appointed by the General Meeting on the proposal of the department reports the results of the internal audit
Supervisory Board upon the selection process and activities and progress compared to plan to the
recommendation of the Audit Committee and the advice of Management Board, Audit Committee and the external
the Management Board. independent auditor. The Internal Audit department is
PricewaterhouseCoopers Accountants N.V. governed by adherence to the Corporate Governance
(’PricewaterhouseCoopers’) was first appointed during the Code and the International Professional Practices
2014 AGM. Pursuant to the Dutch Auditors Profession Act Framework (IPPF) of the Institute of Internal Auditors. Every
(Wet op het accountantsberoep), the audit firm of a so- five years, the Internal Audit department is subject to an
called public interest entity (such as a listed company) is external quality assurance review against the standards as
required to be replaced if the audit firm has performed the set out in the IPPF.
statutory audits of the company for a period of ten
consecutive years. This means that the term for 3.1.8 STICHTING CONTINUÏTEIT
PricewaterhouseCoopers ends with the audit of the
SBM OFFSHORE
financial year 2023. On April 13, 2023 the General Meeting
appointed Deloitte Accountants B.V. as external In this section, SBM Offshore’s takeover protection
independent auditor for a period of four years from the measures are described, as well as the circumstances under
audit of the financial years 2024 up to and including 2027. which it is expected that these measures may be used.

The external independent auditor attends all meetings of A foundation ‘Stichting Continuïteit SBM Offshore’ (the
the Audit Committee, as well as the meeting of the Foundation), was established on March 15, 1988. In
Supervisory Board at which the financial statements are summary, the objectives of the Foundation are to represent
approved. The external independent auditor receives the the interests of SBM Offshore in such a way that the
financial information and underlying reports of the quarterly interests of the Company and of all parties involved in this

SBM OFFSHORE ANNUAL REPORT 2023 - 85


3 GOVERNANCE
are safeguarded, and that influences which could affect the Management Board and Supervisory Board reported that
independence, continuity and/or the identity of the were of material significance to the Company. For an
Company in breach of those interests are deterred. The overview of remuneration granted to the Management and
Foundation will perform its role, and take all actions Supervisory Board, reference is made to the remuneration
required, at its sole discretion. In the exercise of its report. The Company is compliant with best practice 2.7.3
functions it will, however, be guided by the interests of the to 2.7.4 of the Corporate Governance Code.
Company and the business enterprises connected with it,
and all other stakeholders, including shareholders and In 2023, SBM Offshore did not enter into transactions with
employees. legal or natural persons who held at least 10% of the shares
in the Company. The Company is compliant with best
The Foundation is managed by a Board, the composition of practice 2.7.5 of the Corporate Governance Code.
which is intended to ensure that an independent judgment
may be made as to the interests of the Company. The REGULATIONS CONCERNING OWNERSHIP OF
Board consists of a number of experienced (former) senior AND TRANSACTIONS IN SHARES
executives of multinational companies: Mr. A.W. Veenman, In addition to the Company’s Insider Trading Rules, the
Chair, Mr. B. Vree, Vice-Chair, Mr. R.H. Berkvens, Supervisory Board and Management Board rules contain a
Ms. H.F.M. Defesche and Mr. J.O. van Klinken. In order to provision stipulating that Supervisory Board and
inform the Board about the business and interests of the Management Board members will not trade in Company
Company, the Chair of the Supervisory Board, the CEO and shares or other shares issued by entities other than the
the CFO are invited to attend the Foundation Board Company on the basis of share-price-sensitive information
meetings. if this information has been obtained in the course of
managing or supervising the Company’s business. For
The Management Board, with the approval of the information about the shares (or other financial instruments)
Supervisory Board, has granted a call option to the held in SBM Offshore N.V. by members of the Management
Foundation to acquire a number of protective preference Board, reference is made to section 4.3.6 of the notes to
shares in the Company’s share capital, carrying voting the consolidated financial statements.
rights, equal to one half of the voting rights carried by the
ordinary shares outstanding immediately prior to the CHANGE OF CONTROL
exercise of the option, enabling it effectively to perform its The Company is not a party to any material agreement that
functions, at its sole discretion and responsibility, as it takes effect, alters or terminates upon a change of control
deems useful or desirable. of the Company following a public takeover bid as referred
to in section 5:70 of the Dutch Financial Markets
The option agreement between SBM Offshore and the Supervision Act, other than as mentioned in this paragraph.
Foundation was last amended and restated in 2011, to SBM Offshore N.V. has a revolving credit facility agreement
reflect a waiver by the Company of its put option and the under which the approval of the participating lenders must
alignment of the nominal value of the protective preference be obtained in the event of a change of control of the
shares with the nominal value of ordinary shares by Company due to a public takeover bid. Certain shareholder
reducing the nominal value of EUR1 to EUR0.25 and the agreements, vessel charter, EPC and O&M contracts that
related increase in the number of protective preference subsidiaries of the Company entered into contain clauses
shares, as per the amended articles of association of the that are triggered in case of a change of control of the
Company. The Foundation is independent, as stipulated in Company following a public takeover bid, providing
article 5:71 (1) (c) Financial Markets Supervision Act. contracting parties with certain rights, such as the right to
terminate the relevant agreement. In addition, local
3.1.9 OTHER REGULATORY MATTERS bidding rules and regulations (e.g. in Brazil for Petrobras)
may require client approval for changes of control. A
CONFLICTS OF INTEREST change of control clause is included in the services contract
The members of the Management Board have a services between the Company and each of the members of the
contract with SBM Offshore N.V. These contracts stipulate Management Board.
that members of the Management Board may not compete
with the Company. Conflict of interest procedures are EXECUTIVE COMMITTEE
included in the Management Board and Supervisory Board Since the end of 2012, an Executive Committee has been in
rules and the Company’s Code of Conduct, and reflect place. The Executive Committee facilitates decision-making
Dutch law and the principle and best practices of the without detracting from the exercise of statutory
Corporate Governance Code. In 2023, there were no responsibilities by the members of the Management Board.
conflicts of interest in relation to the members of the At year-end 2023, the Executive Committee is comprised of

86 - SBM OFFSHORE ANNUAL REPORT 2023


the Management Board members, the Managing Directors diversity will be taken into consideration when there are
of Floating Production Solutions, Global Resources & vacancies in the Supervisory Board, Management Board
Services, Operations, and New Energies & Services, as well and Senior Management positions. For example, the
as the Group HR Director, the Group HSSEQ & leadership program (RISE) is designed to ensure that both
Sustainability Director and the Group General Counsel. In men and women can advance into senior management and
principle, the Executive Committee meets every three executive positions. Another example to reach the target is
months, with ongoing interaction in the interim. In the collaborating with technical schools, whereby it is noted
meetings strategic, operational, financial and that for this action it will take longer to see the results in the
organizational topics are discussed. organization.

DIVERSITY The same targets for the Supervisory Board, Management


SBM Offshore has a Diversity & Inclusion Policy in place for Board and Senior Management will be applied for 2024.
the Group which can be found on the Company website. Additionally, in terms of the broader organization, the
Furthermore, in 2023 and with the approval of the target is that 25% of the broader group of senior
Supervisory Board, the Diversity & Inclusion policies for the management consists of females.
Supervisory Board and for the Management Board
including Senior Management were updated and can also CODE OF CONDUCT AND SPEAK UP LINE
be found on the Company website (ESG/Governance The Company has a Code of Conduct which is built on the
section). Diversity and inclusion targets found to be Company’s four core values Integrity, Care,
relevant for the Supervisory Board and Management Board Entrepreneurship and Ownership. Reporting channels and
including Senior Management are i) nationality/cultural a Speak Up Line are in place and enable SBM Offshore to
background with a due and fair representation of the carefully listen to its employees and partners in the value
geographic regions in which the Company operates and ii) chain about concerns related to potential violations against
gender. the Code of Conduct, Core Values, or the law. The Speak
Up Line, managed by an independent third party, is
At year-end 2023, the members of the Management Board available 24 hours a day, 365 days a year, supports multiple
represented four and the members of the Supervisory languages, and allows for anonymous and confidential
Board represented four nationalities of which two are reporting. For more details on SBM Offshore’s compliance
different from the Management Board. Two additional program reference is made to section 3.5.2. The Code of
nationalities were represented in the Executive Committee. Conduct can be found on the Company website.
A broad range of experience in the geographic regions the
Company operates is seen, or in case of new regions, COMPLIANCE WITH THE CODE
experience is being build up. Employee development plans SBM Offshore complies with the principles and best
are aimed to contribute further to this target. practices of the Corporate Governance Code.

For 2023, the Company maintained the following gender


diversity targets: i) Supervisory Board: males and females
each hold at least one third of the seats; ii) Management
Board: to have at least one female; and iii) Senior
Management: to have at least one third of each of males
and females.

As at December 31, 2023, 33.33% of the Supervisory Board


members was female (at target). Senior Management met
the target as 42.86% of the Executive Committee
(excluding Management Board) was female. The
Management Board consisted of 100% males, which means
the set target was not met. In 2023 there were no vacancies
in the Management Board.

In general, more than for re-appointments, whereby


experience and good performance are weighing heavily on
the decision, new appointments offer opportunity to re-
balance the composition in view of fair and equal gender
representation when needed. The targets set for (gender)

SBM OFFSHORE ANNUAL REPORT 2023 - 87


3 GOVERNANCE

3.2 REPORT OF THE SUPERVISORY Tenure (in years to 2024 AGM date)

BOARD 0-2 years 33.33%


3-5 years 33.33%
SUPERVISORY BOARD COMPOSITION AND +6 years 33.33%
INDEPENDENCE
In 2023, Cheryl Richard and Sietze Hepkema stepped down Independence
after the 2023 AGM after eight years of service. The As per year-end, five out of six Supervisory Board members
Supervisory Board is grateful for their insights, knowledge are independent from the Company within the meaning of
and contributions. The Supervisory Board welcomed Allard best practice provisions 2.1.7 to 2.1.9 inclusive of the
Castelein who was newly appointed at the 2023 AGM for a Corporate Governance Code. The exception is Jaap van
period of four years, until the 2027 AGM. In accordance Wiechen in view of his position as member of the Executive
with best practice 2.2.2 of the Corporate Governance Board of HAL Holding N.V./director HAL Investments B.V.
Code, the competencies and background of the
Supervisory Board members already in function, as well as Independence
the Diversity & Inclusion Policy and the Profile for the Independent 83.33%
Supervisory Board, were closely observed for nominations
Non-Independent 16.67%
made.

SUPERVISORY BOARD MEETINGS AND


Nationality
ATTENDANCE
Dutch 50% In 2023, the Supervisory Board met seven times for its
French 16.67% scheduled meetings including a two-day Strategy Session
Danish 16.67% in August, and some ad hoc calls. The Supervisory Board
British 16.67% assessed that its members have adequate time available to
give sufficient attention to the Company. The attendance
Gender percentage of the Supervisory Board meetings was 97.73%.
Male 66.67% The table below shows the overview of the attendance in
Female 33.33% 2023 at meetings for the individual members out of the
number eligible to attend.

2023 Supervisory Board meeting attendance overview


Technical and Commercial Appointment and Remuneration
Members1 Supervisory Board Audit Committee Committee Committee
Roeland Baan (Chair) 7/7 - - 5/5
Bernard Bajolet (Vice-Chair) 7/7 - 6/6 3/3
Ingelise Arntsen 7/7 3/3 6/6 -
Allard Castelein 5/5 - - 3/3
Sietze Hepkema 2/2 2/2 - 2/2
Hilary Mercer 7/7 4/5 6/6 -
Cheryl Richard 2/2 - - 2/2
Jaap van Wiechen 6/7 5/5 - -
1 Where a Supervisory Board member retired from or was appointed to the Supervisory Board, stepped down from a Committee or was appointed throughout
the year, only meetings during his/her tenure were taken into account

The Management Board prepared detailed supporting Supervisory Board met outside the presence of the
documents as preparation for all meetings and several Management Board to reflect on agenda items and discuss
representatives of senior management were invited to potential items requiring attention during the meeting. The
discuss specific topics within their area of responsibility. The Supervisory Board also received regular updates from the
Supervisory Board and Committee meetings were usually Management Board outside meetings on relevant
held over two days to ensure sufficient time for review and developments within the Company.
discussion. The Management Board attended all regular
meetings of the Supervisory Board. Whenever possible The Supervisory Board discussed a wide range of topics
informal pre-board dinners were held. Several informal during the year. In its deliberations, the Supervisory Board
meetings and contacts among Supervisory Board members considered the interests of the Company and its business
and/or Management Board members outside the Board as well as the relevant stakeholders from the Company.
meetings also took place. Prior to the regular meetings, the Among others, recurring standard items on the agenda of

88 - SBM OFFSHORE ANNUAL REPORT 2023


the Supervisory Board meetings were the Company Governance, for each of which material topics have been
strategy, the commercial activities/projects and the market identified following stakeholder engagement. In this
environment, the operational performance, project session, the macro trends impacting the world, the risks
execution and performance, the financial performance and related to the strategy and the impact on the ESG pillars
liquidity position, tax including notably OECD Pillar Two were discussed. Hereafter the long-term strategic plan was
developments and impact, treasury topics, investor approved. On various occasions during the year, the
relations topics, compliance, risk management and internal progress on the implementation of the strategy was
controls, internal audit plan, SBM Offshore organization reviewed and discussed, also via KPI's set. Monitoring
and culture including diversity and inclusion, corporate whether targets are reached also takes place via the Group
governance, composition and succession planning of the Balanced Scorecard for the Management Board as well as
Management Board, Supervisory Board and senior the organization. The Supervisory Board annually reviews
management of the Company, remuneration for the and discusses the Company’s risk appetite. Finally, time was
Management Board, Supervisory Board and senior spent on talent management and leadership development.
management, and ESG/sustainability matters in relation to
the strategy and embedding in the organization. SUPERVISORY BOARD COMMITTEE ACTIVITIES
IN 2023
In February 2023 the Supervisory Board approved the 2022 The Supervisory Board has appointed three committees
financial statements and the proposal to the General which are formed from among its members. These
Meeting of an all cash dividend distribution. In the same committees have advisory powers, share the main
meeting, the 2023 operating plan was approved in its final considerations and conclusions of their meetings in the
form. In August 2023 the Supervisory Board reviewed Supervisory Board meeting and provide recommendations
SBM Offshore’s long-term strategic plan including mission, for decision by the Supervisory Board. The committee
goals, vision and values. The Company strategy is built composition changed in 2023 due to changes in the
around the strategic pillars Environment, Social and Supervisory Board.

Committee composition as at December 31, 2023

Appointment and Remuneration Committee


Members Audit Committee Technical and Commercial Committee Appointment matters Remuneration matters

Roeland Baan (Chair) Chair √


Bernard Bajolet (Vice-Chair) √ √
Ingelise Arntsen √ √
Allard Castelein1 √ Chair
Hilary Mercer √ Chair
Jaap van Wiechen Chair
1 Appointed as per April 13, 2023

There is an open invitation to join committee meetings the principal issues discussed, on actions arising and the
for those Supervisory Board members who are not a follow-up of such actions and made recommendations on
member of specific committee. This invitation is regularly those matters requiring a decision by the Supervisory
made use of. Board. The Management Board, the Group Internal Audit
Director, the Group Controller and the external
Audit Committee independent auditor attended the meetings. After each
The Audit Committee has seen changes in 2023: following meeting, the Audit Committee met with the external
the departure of Sietze Hepkema as of April 13, 2023, independent auditor outside the presence of the
Ingelise Arntsen joined as member. The Audit Committee Management Board. The Chair of the Audit Committee
convened five times in 2023. The attendance percentage of regularly held meetings with the CFO, and separately with
the Audit Committee meetings was 93.33%. The Chair of SBM Offshore’s Group Internal Audit Director and again
the Audit Committee reported to the Supervisory Board on separately with PricewaterhouseCoopers.

SBM OFFSHORE ANNUAL REPORT 2023 - 89


3 GOVERNANCE

Responsibility: Recurring agenda topics:


The Audit Committee supports the Supervisory Board’s • Financial report, (interim) financial statements.
decision-making regarding the supervision of the integrity • Observations external independent auditor.
and quality of the Company’s financial reporting and the • IT report (including cybersecurity).
operation of the Company’s internal risk management and • Internal Audit report.
control systems. • Risk report.
• Legal, Compliance and Insurance report.
• Funding, Financing and Liquidity report.
• Sustainability matters (reporting).
Main other items discussed:
• Dividend proposal.
• 2023 Operating plan and objectives (Group Balanced
Scorecard).
• AGM preparation.
• Risk management and internal controls.
• Internal Audit Plan.
• Functioning of and relationship with external
independent auditor.
• Approach to Tax policy and tax developments including
OECD Pillar Two.
• ESG/CSRD readiness update.
• Material topics assessment.

The external independent auditor participated in all Bernard Bajolet became member. The Appointment and
meetings of the Audit Committee. Discussions were held Remuneration Committee had five scheduled meetings in
with PricewaterhouseCoopers about the audit plan, interim 2023. The attendance rate of the Appointment and
audit findings report, board report, audit report and Remuneration Committee meetings was 100%. The
financial statements including managerial judgments and Appointment and Remuneration Committee consists of two
key accounting estimates. Additionally, the Audit parts as prescribed by the Corporate Governance Code: a
Committee formally evaluated the external independent part for selection and appointment matters and a part for
auditor. remuneration matters. During the Supervisory Board
meetings, the respective Chair reported on the selection
Appointment and Remuneration Committee and appointment matters and on the remuneration matters
The Appointment and Remuneration Committee saw reviewed by the Committee, on actions arising and the
changes in 2023: following the departure of Cheryl Richard follow-up of such actions. They made recommendations on
and Sietze Hepkema, Allard Castelein was appointed as those matters that require a decision from the Supervisory
Chair of the Committee for remuneration matters, and Board.

90 - SBM OFFSHORE ANNUAL REPORT 2023


Responsibility: Recurring agenda topics:
The Appointment Committee supports the Supervisory Appointment matters
Board’s decision-making regarding composition and • Management Board and Supervisory Board composition,
functioning of the Management Board and Supervisory functioning and succession planning.
Board. The Remuneration Committee prepares the
Supervisory Board’s decision-making regarding the Remuneration matters
determination of the remuneration of individual Managing • Management Board remuneration including target
Directors and of the Supervisory Board. realization and setting and award Award Value Creation
Stake.
• Remuneration report.
Main other items discussed:
Appointment matters
• SBM Offshore organizational structure.
• Employee well-being and culture including Diversity &
Inclusion update.
Remuneration matters
• Annual General Meeting preparation.
• Management Board remuneration.
• Remuneration senior management.
• Supervisory Board remuneration and policy.

The meetings were attended by the Management Board Commercial Committee for these meetings was 100%. The
and the Group HR Director, except where the Appointment Chair of the Technical and Commercial Committee
and Remuneration Committee chose to discuss matters in reported to the Supervisory Board on the principal issues
private. discussed, on actions arising and the follow-up of such
actions and made recommendations on those matters
Technical and Commercial Committee requiring a decision.
The Technical and Commercial Committee convened six
times in 2023. The attendance rate of the Technical and

Responsibility: Recurring agenda topics:


The Technical and Commercial Committee supports the • HSSEQ/Quality control/Process safety performance.
Supervisory Board’s decision-making regarding HSSEQ • Operational performance and strategy.
matters and related improvement plans, operational • Project performance.
performance, project execution, sales, marketing and • Project execution including project planning.
tending activities, technology and innovation • Sales, marketing and tender activities.
developments, risks associated with the foregoing.
Main other items discussed:
• Country mission deep dives.
• Detention of crew-members in Equatorial Guinea.
• Client relationships.
• Technology and innovation developments.

The meetings were attended by the Management Board, of which they are not a member. In 2023, SBM Offshore
and at times relevant senior management representatives welcomed one new member to the Supervisory Board. The
to discuss topics within the remit of the Technical and induction program took place in the form of sessions with
Commercial Committee. the Management Board and senior management where
operational, commercial, financial, social, legal and
INDUCTION, TRAINING AND PERFORMANCE sustainability matters regarding SBM Offshore were
ASSESSMENT discussed, and included a site visit to the Schiedam office.
New members of the Supervisory Board receive a
comprehensive induction tailored to their needs. Both the Management Board and the Supervisory Board
Furthermore, during the first year of appointment, new spent time on deep dives on various relevant subjects, for
members often are present at the meetings of committees example the energy transition and the role of the Company

SBM OFFSHORE ANNUAL REPORT 2023 - 91


3 GOVERNANCE
herein. The Boards expanded their knowledge on what is The members of the Management Board have signed the
expected from each of them in terms of sustainability 2023 Financial Statements pursuant to their statutory
governance. obligations under article 2:101(2) of the Dutch Civil Code
and article 5:25c (2) (c) of the Financial Markets Supervision
In August 2023, the Supervisory Board assessed the profiles Act. The Supervisory Board of SBM Offshore N.V.
and the competencies of the individual Supervisory Board recommends that the General Meeting adopts the
members. Annually, an assessment on the functioning of Financial Statements for the year 2023.
the Supervisory Board, its committees and its members is
performed. For 2023, the assessment was done informally Supervisory Board
during an off-site session in Summer 2023, and continued Roeland Baan, Chair
with a process with the support of an external advisor. The Bernard Bajolet, Vice-Chair
latter was kicked off in Q4 2023 with a survey to be Ingelise Arntsen
completed by the members of the Management Board, Allard Castelein
Supervisory Board and Company Secretary, followed by Hilary Mercer
interviews and a feedback and review session with the Jaap van Wiechen
Supervisory Board. Topics discussed throughout the year
are around what went well and where there is room for Schiphol, the Netherlands
improvement, which included, for instance, a review of February 28, 2024
items to be discussed at Committee meetings and at
Supervisory Board level. This has led to some adjustments
to the planning for 2024. Furthermore having an off-site
session was much appreciated as it was an informal way to
spend time together outside the meetings. This will be
continued in 2024.

The Chair of the Supervisory Board frequently spoke with


the CEO, and the Committee Chairs spoke with other
Management Board members outside the meetings. The
Supervisory Board also evaluated the functioning of the
Management Board and its members. Overall, it was
concluded that both the Supervisory Board and the
Management Board function properly and effectively and
that the relationship is constructive.

The Management Board reviewed its own functioning as a


whole and that of the individual Management Board
members on various occasions throughout the year. During
these sessions, its role and responsibilities, meeting
efficiency and the relationship with the Supervisory Board
and senior management was also discussed. In addition
there has been continuous attention to diversity and
inclusion within the organization.

CONCLUSION
The Financial Statements have been audited by the
external independent auditor, PricewaterhouseCoopers
Accountants N.V. Their findings have been discussed with
the Audit Committee and the Supervisory Board in the
presence of the Management Board. The external
independent auditor has expressed an unqualified opinion
on the Financial Statements.

The members of the Supervisory Board have signed the


2023 Financial Statements pursuant to their statutory
obligations under article 2:101 (2) of the Dutch Civil Code.

92 - SBM OFFSHORE ANNUAL REPORT 2023


3.3 REMUNERATION REPORT

Letter from the Chair of the Appointment and Remuneration Committee for remuneration matters

Dear shareholder,
The Company delivered a good business performance in terms of Profitability, Growth and Sustainability. As a consequence,
the Management Board variable compensation (STI) has been awarded accordingly.
Bruno Chabas (CEO) announced his end of term resignation early 2024. The Supervisory Board has appointed as his
successor the current COO, Øivind Tangen, who has proven himself and knows the Company well. His base salary has been
increased but is set lower than his predecessor and well within the benchmark and the Management Board Remuneration
Policy. With the succession, the number of Management Board members goes from three to two.
In the accounting of our implementation of the Management Board Remuneration Policy, we have made some
improvements in information and presentation in this report. The presentation on STI targets and performance is more
detailed and other tables have been made more concise and accessible. In an outlook paragraph at the end of the report we
set out the adjustments in base salaries.
We engage with our shareholders and listen to their input. Our remuneration policies have their full support. We have
reviewed the Supervisory Board Remuneration Policy that was approved by the AGM in 2020 with over 99% of the vote. We
conclude that the Policy serves its purpose in full and propose only minor changes in our submission to the AGM in 2024.
Pursuant to Dutch law, our Management Board Remuneration Policy must be approved by shareholders every four years and
is therefore subject to renewal at the AGM in 2025. In this context, the base salary of Douglas Wood (CFO) will be
benchmarked this year. We will seek input from our shareholders on the Remuneration Policy during the course of 2024.
Below you find a full account of our remuneration policies and how we implemented them in 2023. We look forward to
engage on this report with you and thank you for your support.
On behalf of the Appointment and Remuneration Committee,
Allard Castelein, Chair for remuneration matters

3.3.1 MANAGEMENT BOARD experience to make it happen. We enable the energy


REMUNERATION POLICY transition, leveraging our unique capabilities in floating
solutions. In executing our strategy we are guided by our
Introduction Core Values: Integrity, Care, Entrepreneurship and
The Remuneration Policy 2022 (RP 2022) became effective Ownership.
January 1, 2022 after being approved by shareholders with
91% of the votes on April 7, 2021. Full details and the The underlying principles of the remuneration policy of the
principles and rationale for the RP 2022 are available on Management Board of SBM Offshore N.V. support the
SBM Offshore’s website (ESG/Governance section). vision and ambition and aim for sustainable long-term
value creation for the Company through the Value Creation
The Company remunerates members of the Management Stake balanced with pay for performance through the
Board for long-term value creation. RP 2022 is based on Short-Term Incentive (STI) .
competitive remuneration aligned with the long-term
performance of SBM Offshore. It is built on six reward The Company’s strategy revolves around the pillars
principles: simplicity, flexibility, predictability, Environmental, Social and Governance in order to grow in
competitiveness, alignment and, most importantly, driving size and create sustainable long-term value. In RP 2022, this
the right results. is reflected in the STI performance areas of Profitability,
Growth and Sustainability performance. Through the STI
This remuneration report has been written in accordance performance areas, Management Board remuneration is
with the EU Shareholder Rights’ Directive (SRD II) as directly linked to the success of the Company and the value
implemented in the Netherlands. delivered to shareholders. Sustainability is an integral part
of our strategy, and is explicitly expressed through the
Explanation of RP 2022
Sustainability performance area and also through the
SBM Offshore believes the oceans will provide the world
underpin test (if applicable) for the Value Creation Stake.
with safe, sustainable and affordable energy for
generations to come. Our mission is to share our

SBM OFFSHORE ANNUAL REPORT 2023 - 93


3 GOVERNANCE

REMUNERATION POLICY STRUCTURE MANAGEMENT BOARD


REMUNERATION POLICY DETAILS

Level set based on both


Base Salary Fixed component
internal and external benchmarks

Percentage of Base Salary as


Identical targets for all Management
short term cash incentive (100% at
STI Board members (based on profitability,
target for CEO and 75% for other
growth and sustainability performance)
Management Board members)

Value This award is conditional upon


Award of locked-in shares:
Creation Supervisory Board approval – Immediate
175% of Base Salary
Stake vesting plus 5-year holding requirement
Management Board members
Pension allowance equal
Pension are responsible for their
to 25% of Base Salary
own pension arrangements
Other benefits depend on
Benefits include car allowance
Benefits individual circumstances and may
and health/life insurance
include a housing allowance

Employment conditions and pay of the Company’s


employees within SBM Offshore are taken into account STI
when formulating the remuneration policy, for instance
through the internal pay-ratio analysis. Employment PERFORMANCE
WEIGHTING
conditions for Management Board members may differ MEASURES
from those applicable to employees, also because
Management Board members have a service contract
rather than an employment relationship. The principles of PROFITABILITY 40 - 60%
the remuneration policy are used as a guideline for
employment conditions at SBM Offshore as a whole.
GROWTH 20 - 40%
The four components of the remuneration package of
Management Board members under RP 2022 are: (1) base
salary, (2) STI, (3) Value Creation Stake and (4) Pension and SUSTAINABILITY
15 - 25%
PERFORMANCE
Benefits.

1. BASE SALARY
TOTAL 100%
The base salary is set by the Supervisory Board and is a
fixed component paid in cash. Depending on internal and
external developments such as market movements, the DISCRETIONARY
Supervisory Board may adjust base salary levels. JUDGEMENT - 10%
SUPERVISORY BOARD

2. SHORT-TERM INCENTIVE
The objective of the STI is to provide a direct alignment of The Supervisory Board will inform the shareholders in the
pay with short-term operational performance. Under RP remuneration report of the performance indicators it
2022, the STI key performance indicators focus on three applies in each financial year. Performance measures will
performance areas: (i) Profitability, (ii) Growth and (iii) never be adjusted retrospectively.
Sustainability Performance. The Supervisory Board, upon
the recommendation of the A&RC, determines for each of Performance ranges – threshold, target and maximum – are
the performance measures the specific performance targets set for each of the key performance indicators. The STI is
and their relative weighting at the beginning of the set at a target level of 100% of the base salary for the CEO
financial year within the following margins for each area: and 75% of the base salary for any other member of the

94 - SBM OFFSHORE ANNUAL REPORT 2023


Management Board. The threshold pay-out is at 0.5 times • Compliance issue resulting in the Company being
target and maximum pay-out will not exceed 1.5 times unable to operate in one or more of its primary markets;
target. A linear pay-out line applies between threshold and and/or
maximum. Below threshold, the pay-out is zero. The • Significant project impairment due to insufficient
Supervisory Board may adjust the outcome of the STI down oversight or gross negligence or deliberate omissions.
by up to 10%, which adjustment will be reported on in the This relates to large projects with a value exceeding
remuneration report. US$1 billion.

At the end of the performance year, the performance is All members of the Management Board are required to
reviewed by the Supervisory Board and the pay-out level is build up Company stock of at least 350% of base salary. The
determined. Target setting and realization are published ex value of the share ownership is determined at the date of
post in this remuneration report. For order intake and grant.
project performance that are commercially very sensitive a
qualitative appraisal will be presented. The STI is payable in 4. PENSION AND BENEFITS
cash after the publication of the Annual Report for the In principle, the Management Board members are
performance year. responsible for their own pension arrangements and
receive a pension allowance equal to 25% of their base
3. VALUE CREATION STAKE salary for this purpose.
The Value Creation Stake is an award of restricted shares to
create direct alignment with long-term shareholder value. The Management Board members are entitled to
The awarded shares must be held for at least five years. additional benefits, such as a company car allowance,
After retirement or termination, the holding period will not medical and life insurance and (dependent on the personal
be longer than two years. The gross annual grant value for situation of the Management Board member) a housing
each of the Management Board members is 175% of base allowance and school fees.
salary. The number of shares is determined by a four-year
average share price (volume-weighted). The Value Creation KEY ELEMENTS EMPLOYMENT AGREEMENTS
Stake has a variable element to the extent that the share Each of the Management Board members has entered into
price develops during the holding period. The Supervisory a four-year service contract with the Company, the terms of
Board retains the discretion not to award the Value which have been disclosed in the explanatory notice of the
Creation Stake in case of an underpin event. RP 2022 General Meeting at which the Management Board member
introduces a clearly defined and observable underpin. The was (re-)appointed. Next to his service contract,
underpin serves as a mechanism to ensure an acceptable Bruno Chabas has an employment contract with Offshore
threshold level of performance and avoid vesting in case of Energy Development Corporation S.A.M., in relation to a
circumstances as defined as underpin event. The underpin split pay-out of his remuneration.
is evaluated each year at moment of vesting and in case the
criteria are not met, the entitlement to the Value Creation Adjustment of remuneration and claw-back
Stake grant at that time will forfeit. The service contracts with the Management Board
members contain an adjustment clause giving discretionary
Two pillars have been defined when Supervisory Board is authority to the Supervisory Board to adjust the payment of
considering withholding the Value Creation Stake – in full the STI , if a lack of adjustment would produce an unfair or
or in part: unintended result as a consequence of extraordinary
• Event(s) that threaten long-term continuity of the circumstances during the period in which the performance
Company; and criteria have been, or should have been achieved. However,
• Where circumstances of the event(s) are/were within the Supervisory Board has determined that upward
control of the incumbent Management Board. adjustments will not be considered based on earlier
shareholder feedback.
These two pillars are the umbrella criteria: in case an event
does not qualify under these pillars, the underpin test does A claw-back provision is included in the service contracts
not come into play. Underpins shall be assessed in enabling the Company to recover the Value Creation Stake,
determining the amount of Value Creation Stake vesting in STI and/or LTI (as granted under RP 2015) on account of
a year: incorrect financial data.
• Safety event resulting in the loss of multiple lives and/or
significant oil damage to the environment and/or loss of Severance Arrangements
The Supervisory Board will determine the appropriate
an FPSO; and/or
severance payment for Management Board members in
accordance with the relevant service contracts and

SBM OFFSHORE ANNUAL REPORT 2023 - 95


3 GOVERNANCE
Corporate Governance Code. The Corporate Governance with Dutch and international peer companies, as well as
Code provides that the severance payment will not exceed internal pay ratios across the Company.
a sum equivalent to one times annual base salary. This also
applies in a situation of a change in control. REFERENCE GROUP
In order to determine a competitive base salary level and to
Loans monitor total remuneration levels of the Management
SBM Offshore does not grant loans, advance payments or Board, a reference group of relevant companies in the
guarantees to its Management Board members. industry (the ‘Reference Group‘) has been defined. Pay
levels of the Management Board members are bench-
3.3.2 2023 MANAGEMENT BOARD marked to the Reference Group. In the event a position
REMUNERATION cannot be bench-marked within the Reference Group, the
Supervisory Board may benchmark a position to similar
The Supervisory Board is responsible for ensuring that the companies. For 2023, the Reference Group consisted of:17
remuneration policy is appropriately applied and aligned
with the Company’s objectives. The remuneration level is 17
Compared to RP 2022 the reference group has changed. Due to changes
such as bankruptcy and delisting, Boskalis, Superior Energy Services and
determined by the Supervisory Board using a comparison RPS Group are no longer part of the reference group.

Aker BP ASA IMI Plc RPC, Inc.

Aker Solutions ASA John Wood Group Plc Tecnicas Reunidas SA

Arcadis NV Noble Corp. Plc Transocean Ltd.

CGG Oceaneering International, Inc. Tullow Oil Plc

Fugro NV Orron Energy AB Vallourec SA

Helmerich & Payne, Inc. Petrofac Ltd.

Hunting Plc Royal Vopak NV

In 2023, there were no changes in the base salary of the


Management Board members.

PAY RATIO
The pay ratio shows the developments in the annual total
remuneration of the Management Board members and the
average remuneration on a full-time-equivalent basis of
employees of the company.18 The average total employee
and contractor costs per FTE in 2023 was EUR136 thousand.

The pay ratios of each of the Management Board members


over the period of 2019 to 2023 are displayed in the
following graph.
18
The pay ratio is calculated as the total accounting costs of remuneration
for each of the Management Board members expressed as a multiple of
the average overall employee benefit and contractor expenses for a given
year (excluding employees working for non consolidated JVs and
associates).

96 - SBM OFFSHORE ANNUAL REPORT 2023


PAY RATIO
Pay Ra�o
Pay Ra�o
2023 2022 2021 2020 2019
2023 2022 2021 2020 2019
16
15 16
Øivind Tangen 15
Øivind Tangen

16
15 16
Douglas Wood 15 21
Douglas Wood 21 21
21 21
21
33
31 33
Bruno Chabas 31 44
Bruno Chabas 44 44
36 44
36
- 5 10 15 20 25 30 35 40 45 50
- 5 10 15 20 25 30 35 40 45 50

TOTAL REMUNERATION OVERVIEW (based on RP 2022) and presents an overview of the


The table below provides insight into the costs for remuneration of the Management Board members who
SBM Offshore for Management Board reward in 2023 were in office in 2023.

Remuneration of the Management Board

in thousands of EUR Fixed remuneration Variable remuneration


Proportion of
Value fixed and
Other Creation Pension Total variable
Name of Director, Position Year Base salary benefits STI1 Stake expense remuneration remuneration
Bruno Chabas, CEO 2023 960 241 1,152 1,697 276 4,327 34%/66%
2022 960 231 816 1,512 297 3,815 39%/61%
2021 960 250 1,279 1,797 294 4,580 33%/67%
2020 960 213 1,176 1,965 296 6,721 22%/78%
2019 800 165 916 1,372 245 6,293 19%/81%
Douglas Wood, CFO 2023 544 36 490 962 136 2,167 33%/67%
2022 537 42 342 850 134 1,906 37%/63%
2021 518 50 517 968 129 2,182 32%/68%
2020 518 44 475 1,071 129 3,293 21%/79%
2019 484 41 415 845 121 3,422 19%/81%
Øivind Tangen, COO 2023 518 145 466 916 130 2,175 36%/64%
2022 5582 346 256 695 121 1,975 52%/48%
1 STI based on accrual accounting, taking into consideration that this reflects the STI to be paid over the performance of that year.
2 Including unwinding of rights as employee prior to the Management Board nomination.

1. BASE SALARY 2. SHORT-TERM INCENTIVE


The 2023 and 2022 base salary levels of the Management RP 2022 indicates that for the STI, the performance areas
Board members are shown in the table above: are Profitability, Growth and Sustainability. As the Company
Remuneration of the Management Board. now revolves its strategy around the strategic pillars
Environment, Social and Governance, the Supervisory
Board deemed it appropriate that the STI performance
measures can also be linked to these pillars.

The Supervisory Board set the metrics and the detailed


targets (reflected as Threshold/Target/Max) for each of
these performance areas at the beginning of the financial
year. For each of these targets a scenario analysis takes

SBM OFFSHORE ANNUAL REPORT 2023 - 97


3 GOVERNANCE
place to ensure that the targets are suitable, supportive to updates are also taken into consideration in the scenario
the strategy and challenging. When conducting scenario analyses when establishing the targets and detailed metrics
analyses and establishing the metrics and detailed targets, at the beginning of the following year.
the Supervisory Board identifies critical variables and
factors that could impact the Company’s performance in The following two tables show an overview of the 2023
the relevant performance areas and could influence pay target realization and the related 2023 STI for the individual
outcomes. Additionally, regular updates are given on the Management Board members.
forecasted target realization throughout the year. These

Performance Relative Actual Actual in %


Performance indicator Threshold Target Max
area weight performance of target
Underlying 55.4%
directional EBITA 1,020 1,050 1,080 1,0751
(USD mln)
Profitability 50%
Between
Project Execution
Commercially sensitive Threshold
performance
and Target
30% Commercially sensitive Between
Order intake,
Growth Target and 36.0%
Energy transition
Max
T1 Process Safety Incidents with > 3 in severity 1
Safety
score=3
Operational
Excellence on gas average MMscft/day per unit=1.48 1.18
Sustainability flared 20% 28.3%
Injury frequency
TRIFR<0.14 0.08
rate
SDG #3, #4; #7; #8; #9, #10; #12; #13; #14
SDG contribution 110%
completion 100%
Weighted performance on all
100% 119.7%
indicators
1 Underlying EBITDA reflects the following adjustments: i. impact of the sale of Liza Destiny earlier than planned; ii. implementation costs of an optimization
plan related to the Company's support functions; and iii. impact of the delay in commencement of a charter by a client notwithstanding the on-target
delivery of the vessel by the Company.

2023 STI Performance

Actual
Base salary Actual Performance
Name of Director Position in EUR Threshold STI On Target STI Maximum STI Performance in % in EUR
Bruno Chabas CEO 960,000 50.0% 100% 150.0% 120% 1,152,000
Douglas Wood CFO 544,000 37.5% 75% 112.5% 90% 489,600
Øivind Tangen COO 518,000 37.5% 75% 112.5% 90% 466,200

3. VALUE CREATION STAKE


The Supervisory Board decided to grant the Value Creation
Stake for 2024 to the Management Board members in
accordance with RP 2022. The underpin test as explained in
section 3.3.1 was applied to this grant. As per RP 2022, the
granted Value Creation Stake vests immediately. The gross
annual value for each of the Management Board members
is 175% of base salary. The number of shares was based on
the four-year average share price (volume weighted) at the
date of the respective grant. The cost of the granted Value
Creation Stake is included in the table at the beginning of
this section 3.3.2. The number of shares vested under the
Value Creation Stake can be found in section 3.3.3 of this
remuneration report under Conditions of and information
regarding share plans.

98 - SBM OFFSHORE ANNUAL REPORT 2023


4. SHAREHOLDING REQUIREMENT
MANAGEMENT BOARD
The following table contains an overview of shares held in
SBM Offshore N.V. by members of the Management Board
at December 31, 2023.

Shares held by members of the Management Board

Shares subject to conditional Total shares at Total shares at


holding requirement Other shares 31 December 2023 31 December 2022
Bruno Chabas 330,965 987,740 1,318,705 1,254,864
Douglas Wood 176,470 123,716 300,186 264,009
Øivind Tangen1 78,250 94,854 173,104 129,792
Total 585,685 1,206,310 1,791,995 1,648,665
1 Management Board member since April 6, 2022.

All Management Board members met the share ownership


requirement, which is set at an equivalent of 350% of their
base salary. Section 3.3.3 contains more information about
the (historical) share plans for the Management Board.

5. PENSIONS AND BENEFITS


Management Board members received a pension
allowance equal to 25% of their base salary. In case these
payments are not made to a qualifying pension fund,
Management Board members are individually responsible
for the contribution received and SBM Offshore withholds
wage tax on these amounts. For the CEO, two pension
arrangements (defined contribution) are in place and its
costs are included in the table at the beginning of this
section 3.3.2.

The Management Board members received several


allowances in 2023, including a car allowance, a housing
allowance as well as school fees. The value of these
elements is included in the table in section 3.3.2 under item
Other Benefits.

SBM OFFSHORE ANNUAL REPORT 2023 - 99


3 GOVERNANCE

3.3.3 OTHER REMUNERATION shareholders, potential investors and other stakeholders to


INFORMATION better assess Management Board remuneration.

In compliance with the implemented EU Shareholder The following table includes further details regarding the
Rights’ Directive into Dutch law, this section provides various (historical) share plans, including the changes
further information to increase transparency and throughout 2023.
accountability for the execution of RP 2022 and aim to allow

Conditions of and information regarding share plans

The main conditions of share award plans Information regarding the reported financial year
Opening balance1 During the year Closing balance2
Grant and End of retention Shares held at the Shares granted Shares vested Shares subject to a
Specification of plan vesting dates period beginning of the year (# / EUR x 1,000)3 (# / EUR x 1,000)4 retention period
Bruno Chabas,
CEO
Value Creation 01-01-2018 01-01-2023 77,402 0/0 0/0 -
Stake 2018
Value Creation 01-01-2019 01-01-2024 74,043 0/0 0/0 74,043
Stake 2019
Value Creation 01-01-2020 01-01-2025 65,821 0/0 0/0 65,821
Stake 20205
Value Creation 01-01-2021 01-01-2026 63,466 0/0 0/0 63,466
Stake 2021
Value Creation 01-01-2022 01-01-2027 63,794 0/0 63,794
Stake 2022
Value Creation 01-01-2023 01-01-2028 - 115,074 / 1,697 115,074 / 1,697 63,841
Stake 2023
Douglas Wood,
CFO
Value Creation 01-01-2018 01-01-2023 33,924 0/0 0/0 -
Stake 2018
Value Creation 01-01-2019 01-01-2024 32,511 0/0 0/0 32,511
Stake 2019
Additional Value 01-07-2019 01-07-2024 2,323 0/0 0/0 2,323
Creation Stake
2019
Value Creation 01-01-2020 01-01-2025 35,554 0/0 0/0 35,554
Stake 2020
Value Creation 01-01-2021 01-01-2026 34,212 0/0 0/0 34,212
Stake 2021
Value Creation 01-01-2022 01-01-2027 34,389 0/0 0/0 34,389
Stake 2022
Additional Value 06-04-2022 06-04-2027 1,304 0/0 0/0 1,304
Creation Stake
20226
Value Creation 01-01-2023 01-01-2028 65,209 / 962 65,209 / 962 36,177
Stake 2023
1 Opening balance consists of both shares held and unvested grants for conditional plans at assumed maximum target.
2 Closing balance consists of the full grant and vesting of the relevant plan, including any sell-to-cover performed to compensate a wage tax impact.
3 Converted at the share price at the date of grant.
4 Converted at the share price at the date of vesting.
5 Includes additional Value Creation Stake granted due to salary increase.
6 Additional Value Creation Stake granted due to salary increase.

100 - SBM OFFSHORE ANNUAL REPORT 2023


The main conditions of share award plans Information regarding the reported financial year
Opening balance1 During the year Closing balance2
Grant and End of retention Shares held at the Shares granted Shares vested Shares subject to a
Specification of plan vesting dates period beginning of the year (# / EUR x 1,000)3 (# / EUR x 1,000)4 retention period
Øivind Tangen,
COO
Ownership 01-01-2021 01-01-2024 1,293 0/0 0/0 1,293
Shares 2021
Ownership 01-01-2022 01-01-2025 1,572 0/0 0/0 1,572
Shares 2022
Value Creation 06-04-2022 06-04-2027 32,073 0/0 0/0 32,073
Stake 20225
Value Creation 01-01-2023 01-01-2028 62,092 / 916 62,092 / 916 43,312
Stake 2023
1 Opening balance consists of both shares held and unvested grants for conditional plans at assumed maximum target.
2 Closing balance consists of the full grant and vesting of the relevant plan, including any sell-to-cover performed to compensate a wage tax impact.
3 Converted at the share price at the date of grant.
4 Converted at the share price at the date of vesting.
5 Pro-rata VCS following appointment to Management Board per April 6, 2022.

In the table below, information on the annual change of Directional Underlying EBITDA and TRIFR) is displayed as
remuneration of each individual Management Board well as the average remuneration on a full-time equivalent
member is set out over the five most recent financial years. basis of employees of the Company (calculated in the same
In addition, the performance of the Company (measured in manner as the internal pay ratio in this section).

Comparative table on the change of remuneration and Company performance over the last five reported financial
years

in thousands of EUR, except Company's performance


Annual Change1 20182 20192 20202 2021 2022 2023
Bruno Chabas, CEO 6,037 4% / 6,293 6% / 6,721 (47%) / 4,580 (20%) / 3,815 13% / 4,327
Douglas Wood, CFO 1,941 43% / 3,422 (4%) / 3,293 (51%) / 2,182 (15%) / 1,906 14% / 2,167
Øivind Tangen, COO - - - - 1,975 10% / 2,175
Company´s performance
Underlying Directional
EBITDA in million US$ 784 6% / 832 19% / 992 (7%) / 931 8% / 1,010 6% / 1,0753
TRIFR4 0.18 (38%) / 0.13 (30%) / 0.10 (67%) / 0.06 50% / 0.12 (50%) / 0.08
Average employee
expenses on a full-time
equivalent basis
Average employee
expenses of the
Company5 113 3% / 117 (3%) / 114 (11%) / 102 8% / 111 2% / 113
1 Annual change in percentage is calculated comparative to the amount of the current year.
2 2018 – 2020 impacted by transition from RP15 (delayed LTI vesting) to RP18 (immediate VCS vesting and a holding period).
3 Underlying EBITDA reflects the following adjustments: i. impact of the sale of Liza Destiny earlier than planned; ii. implementation costs of an optimization
plan related to the Company's support functions; and iii. impact of the delay in commencement of a charter by a client notwithstanding the on-target
delivery of the vessel by the Company.
4 Total recordable injury frequency rate trends are positive when downwards.
5 The average employee expenses of the company are based on the IFRS expenses including share based payments. The average employee expenses are
influenced by both the composition of the population both in function as well as geographical location and the related foreign currency impacts. This
calculation has a different basis than the pay-ratio calculation in accordance with the Dutch corporate governance code.

SBM OFFSHORE ANNUAL REPORT 2023 - 101


3 GOVERNANCE

3.3.4 SUPERVISORY BOARD FEE LEVEL AND STRUCTURE


REMUNERATION POLICY The fee level and structure for the Supervisory Board
remuneration is currently as follows:
The Supervisory Board Remuneration Policy became
effective April 8, 2020 after being approved by Position Fee in EUR
shareholders with 99% of the votes on the same date. The Chair Supervisory Board 120,000
full version of the Remuneration Policy is available on Vice-Chair Supervisory Board 80,000
SBM Offshore’s website (ESG/Governance section).
Member Supervisory Board 75,000
Chair Audit Committee 10,000
The Supervisory Board Remuneration Policy encourages a
Member of the Audit Committee 8,000
culture of long-term value creation and a focus on the long-
term sustainability of the Company. The remuneration of Chair of the Appointment and Remuneration
Committee dealing with appointment matters 9,000
the Supervisory Board members is not dependent on the
Chair of the Appointment and Remuneration
results of the Company, which allows an unmitigated focus Committee dealing with remuneration matters 9,000
on long-term value creation for all stakeholders.
Member of the Appointment and Remuneration
Committee 8,000
The Company’s strategy revolves around the pillars Chair of the Technical and Commercial
Environmental, Social and Governance. The Social pillar is Committee 10,000
reflected in the competitiveness of the remuneration policy, Member of the Technical and Commercial
which is in line with global peer companies that may Committee 8,000
compete with SBM Offshore for business opportunities
and/or talent. The remuneration should enable retaining All fees above are on an annual basis and are not
and recruiting Supervisory Board members with the right dependent on the number of meetings. Supervisory Board
balance of experience and competencies while observing members also receive an annual amount of EUR500 for
the Supervisory Board Profile and Diversity & Inclusion expenses, and a lump sum of EUR5,000 per meeting when
Policy, to oversee the execution of the strategy and the intercontinental travel is involved. No share-based
performance of the Company. The remuneration intends to remuneration is granted to the members of the Supervisory
promote an adequate performance of their role. The Board.
strategic pillars are reflected in the focus of the Supervisory
Board on long-term value creation. PENSIONS
The Supervisory Board members do not receive a pension
Considering the nature of the role and responsibility of the allowance.
Supervisory Board, the pay and employment conditions of
employees are not taken into account when formulating the ARRANGEMENTS WITH SUPERVISORY BOARD
Remuneration Policy. MEMBERS
Members of the Supervisory Board are appointed by the
General Meeting for a maximum term of four years. Re-
appointment can take place as per the law, articles of
association and the Supervisory Board rules of the
Company. The term of the Supervisory Board members
terminates at the end of their term, in case of resignation or
dismissal by the General Meeting.

LOANS
SBM Offshore does not provide loans, advances or
guarantees (and/or securities) to the members of the
Supervisory Board.

102 - SBM OFFSHORE ANNUAL REPORT 2023


3.3.5 SUPERVISORY BOARD in 2023 is as per below. Supervisory Board members do not
REMUNERATION IN 2023 receive variable remuneration.

In accordance with the Supervisory Board Remuneration


Policy, the remuneration paid out to the Supervisory Board

Remuneration of the Supervisory Board by member in thousands of EUR

Name of Supervisory Board Member, Position Year Fees Committee fees Other benefits1 Total remuneration
Roeland Baan, Chair 2023 120 9 1 130
2022 120 9 1 130
Bernard Bajolet, Vice-Chair 2023 80 14 1 95
2022 80 8 1 89
Ingelise Arntsen, Member 2023 75 14 1 90
2022 75 8 1 84
Allard Castelein, Member2 2023 54 6 - 60
2022 - - - -
Hilary Mercer, Member3 2023 75 18 31 124
2022 55 13 - 69
Jaap van Wiechen, Member 2023 75 10 1 86
2022 75 12 1 88
Sietze Hepkema, former Member4 2023 21 5 - 26
2022 75 16 1 92
Cheryl Richard, former Member4 2023 21 3 10 34
2022 75 9 - 85
Francis Gugen, former Vice-Chair5 2023 - - - -
2022 22 3 - 24
1 Other benefits items for the supervisory board consist mainly of the lump sum for intercontinental travel at EUR 5,000 each and a yearly expense allowance of
EUR 500.
2 As per April 13, 2023.
3 As per April 6, 2022.
4 Until April 13, 2023.
5 Until April 6, 2022.

SBM OFFSHORE ANNUAL REPORT 2023 - 103


3 GOVERNANCE
In the table below, information on the annual change of
remuneration of each individual Supervisory Board member
is set out over the five most recent financial years.

Comparative table on the change of remuneration over the last five reported financial years in thousands of EUR

Annual Change1 2018 2019 2020 2021 2022 2023


Roeland Baan, Chair 66 28% / 92 23% / 119 8% / 130 0% / 130 (0%) / 130
Bernard Bajolet, Vice-
Chair 60 28% / 84 0% / 84 0% / 84 6% / 89 6% / 95
Ingelise Arntsen, Member - - - 61 27% / 84 7% / 90
Allard Castelein, Member - - - - - 60
Hilary Mercer, Member - - - - 69 44% / 124
Jaap van Wiechen,
Member - - 61 34% / 93 (6%) / 88 (2)% /86
Sietze Hepkema, Member 83 1% / 84 0% / 84 7% / 89 2% / 92 (254)% /26
Cheryl Richard, Member 99 14% / 115 (28%) / 90 (6%) / 85 0% / 85 (150%) / 34
Francis Gugen, former
Vice-Chair 85 1% / 86 0% / 86 5% / 90 (270)% /24 (100%) / 0
Laurence Mulliez, former
Member 85 7% / 92 0% / 92 (275%) / 24 - -
Floris Deckers, former
Chair 124 10% / 138 (268%) / 37 - - -
Thomas Ehret, former
Vice-Chair 90 1% / 91 (300%) / 23 - - -
Frans Cremers, former
Chair 39 - - - - -
Lynda Armstrong, former
member 30 - - - - -
1 Annual change in percentage is calculated comparative to the amount of the current year.

None of the Supervisory Board members receives Pursuant to Dutch law, the Management Board
remuneration that is dependent on the financial Remuneration Policy must be approved by shareholders
performance of the Company, as per best practice 3.3. every four years and is therefore subject to renewal at the
of the Corporate Governance Code. AGM in 2025. In this context the base salary of Douglas
Wood will be benchmarked this year. We will seek input
SBM Offshore does not provide loans, advances or from our shareholders on the Remuneration Policy during
guarantees (and/or securities) to the members of the the course of 2024.
Supervisory Board.

3.3.6 OUTLOOK FOR 2024


In 2023, the base salary for the Management Board
members stayed the same. Bruno Chabas has served the
Company for 12 years and will step down as CEO at the
end of the 2024 AGM. The Management Board will
continue after April 12, 2024 as a two-person board
consisting of Øivind Tangen (CEO) and Douglas Wood
(CFO). The Supervisory Board resolved to increase the base
salary of Øivind Tangen to EUR775 thousand as of that
date.

The Supervisory Board Remuneration Policy was approved


in 2020. In 2023, the Supervisory Board reviewed its own
Remuneration Policy and concluded that the Policy serves
its purpose in full and therefore minor changes are
proposed in our submission to the 2024 AGM.

104 - SBM OFFSHORE ANNUAL REPORT 2023


3.4 SHAREHOLDER INFORMATION DIVIDEND POLICY & CAPITAL ALLOCATION
The Company is evolving its shareholder return policy as
LISTING follows: “The Company’s shareholder return policy is to
SBM Offshore has been listed on Euronext Amsterdam maintain a stable annual cash return to shareholders which
since 1965. The market capitalization as at year-end 2023 grows over time, with flexibility for the Company to make
was US$2.49 billion. The majority of the Company’s such cash return in the form of a cash dividend and the
shareholders are institutional long-term investors. repurchase of shares. Determination of the annual cash
return is based on the Company’s assessment of its
FINANCIAL DISCLOSURES underlying cash flow position. The Company prioritizes a
SBM Offshore publishes audited full-year earnings results stable cash distribution to shareholders and funding of
and unaudited half-year earnings results, which include growth projects, with the option to apply surplus capital
financials, within sixty days after the close of the reporting towards incremental cash returns to shareholders.” The
period. For the first and third quarters, SBM Offshore policy will be presented for discussion at the Annual
publishes a trading update, which includes important General Meeting on April 12, 2024.
Company news and financial highlights. The Company
conducts a conference call and webcast for all earnings As a result, following review of its cash flow position and
releases and a conference call only for all trading updates forecast, the Company intends to pay a total cash return to
during which the Management Board presents the results shareholders of US$220 million in 2024. This represents an
and answers questions. All earnings-related information, increase of 12% compared with the dividend paid in 2023.
including press releases, presentations and conference call The cash return is to be composed of a proposed dividend
16 details are available on the SBM Offshore website. Please of US$150 million (equivalent to c. US$0.83 per share19)
see the Financial Calendar at the end of this section for the combined with a EUR65 million (US$70 million equivalent )
20

timing of publication of financial disclosures for the share repurchase program. Shares repurchased as part of
remainder of 2024. The Company reports a ’Directional’ the cash return will be cancelled. The share repurchase
income statement, balance sheet and cash flow statement. program will be launched on March 1, 2024, and the
Directional reporting aims to increase transparency in dividend will be proposed at the Annual General Meeting
relation to SBM Offshore’s cash flow generating capacity on April 12, 2024. Going forward, the Company intends to
and to facilitate investor and analyst review and financial maintain a material level of dividend as part of the annual
modeling. Furthermore, it also reflects how Management cash return with US$150 million as a base level.
monitors and assesses financial performance of the 19
Based on the number of shares outstanding at December 31, 2023.
Company. Directional reporting is included in the audited Dividend amount per share depends on number of shares entitled to
dividend. The proposed ex-dividend date is April 16, 2024.
Consolidated Financial Statements in section 4.3.2. 20
Based on the foreign exchange rate on February 22, 2024.

1
SHAREHOLDER RETURNS
$1.22
$1.10
$1.00
70

197
178
150

2022 2023 2024

Dividend Buyback Cash return US$/share

1. Presents dividends and share repurchase amounts per year of payout.

SBM OFFSHORE ANNUAL REPORT 2023 - 105


3 GOVERNANCE
SHARE PRICE DEVELOPMENT Year-end price EUR12.45 December 29, 2023
Highest closing price EUR15.09 February 16, 2023
Lowest closing price EUR11.28 October 26, 2023
Share price development in 2023 (in EUR)
24 2,600k
23 2,400k
22 2,200k
SBM Offshore Closing Prices

21 2,000k
20 1,800k
19 1,600k

Volume
18 1,400k
17 1,200k
16 1,000k
15 800k
14 600k
13 400k
12 200k
11 0
10. Jan 21. Feb 4. Apr 16. May 27. Jun 8. Aug 19. Sep 31. Oct 12. Dec

SBM Offshore Closing Prices Volume

SHARE PRICE DEVELOPMENT 2012 – 2023 (MAX, MIN, YEAR-END PRICE)


0 2 4 6 8 10 12 14 16 18 20

2023
2022
2021
2020
2019
2018
2017
2016
2015
2014
2013
2012
Source: Euronext Closing share price range in EUR Year-end price in EUR

106 - SBM OFFSHORE ANNUAL REPORT 2023


For 2023 the press releases covering the key news items are listed below:

Date Subject Press Release


23-02-23 SBM Offshore Full Year 2022 Earnings
01-03-23 SBM Offshore to nominate Supervisory Board member
02-03-23 Annual General Meeting announcement
31-03-23 SBM Offshore completes US$1.63 billion financing of FPSO Almirante Tamandaré
13-04-23 Annual General Meeting 2023 Resolutions
02-05-23 SBM Offshore signed a 10-year Operations and Maintenance Enabling Agreement for its Guyana FPSO fleet
with ExxonMobil Guyana
11-05-23 SBM Offshore First Quarter 2023 Trading Update
20-06-23 SBM Offshore completes US$1.615 billion financing of FPSO Alexandre de Gusmão
10-08-23 SBM Offshore Half Year 2023 Earnings
15-09-23 SBM Offshore and MHI sign Partnership Agreement for FPSO CO2 Capture Solution
13-10-23 SBM Offshore awarded FEED contracts for Whiptail project in Guyana
09-11-23 SBM Offshore Third Quarter 2023 Trading Update
09-11-23 Company share-plan-related repurchase of 350,000 shares
09-11-23 FPSO Liza Unity Purchase by ExxonMobil Guyana Completed
14-11-23 FPSO Prosperity producing and on hire
21-11-23 Completion Company share-plan-related repurchase of 350,000 shares
15-12-23 SBM Offshore successfully raises a new US$210 million Revolving Credit Facility for MPF hull financing

MAJOR SHAREHOLDERS FINANCIAL CALENDAR


As at December 31, 2023, the following investors holding
Event Day Year
ordinary shares had notified an interest of 3% or more of
Full Year 2023 Earnings February 29 2024
the Company’s issued share capital to the Autoriteit
Financiële Markten (AFM) (only notifications after July 1, Annual General Meeting April 12 2024
2013 are included): First Quarter 2024 Trading Update May 8 2024
% of Half Year 2024 Earnings August 8 2024
share
Date Investor capital Third Quarter 2024 Trading Update November 14 2024
February 28, 2020 HAL Trust 20.35%
June 9, 2023 Parvus Asset Management 10.00%
Europe Limited
November 9, 2015 Dimensional Fund 3.18%
Advisors LP
September 6, 2022 Templeton Investment 3.02%
Counsel

INVESTOR RELATIONS
The Company maintains open and active engagement with
its shareholders and aims to provide information to the
market which is consistent, accurate and timely. Information
is provided among other means through press releases,
presentations, conference calls, investor conferences,
meetings with investors and research analysts and the
Company website. The website provides a constantly
updated source of information about SBM Offshore’s core
activities and latest developments. Press releases,
presentations and information on shareholder
communication can be found there under the Investors
section.

SBM OFFSHORE ANNUAL REPORT 2023 - 107


3 GOVERNANCE

3.5 RISK & COMPLIANCE Group Compliance Manager, has a leadership role in
proactively advising the Management Board and
GOVERNANCE Management on acting with integrity and in a compliant
The Management Board is responsible for: manner, both from a strategic and an operational
• determining the Company’s risk profile and policy, which perspective.
are designed to achieve the Company’s objectives, to
assess and manage the Company’s risks and to ensure The Compliance Function comprises a globally diverse
that sound internal risk management and control team of experienced compliance professionals located
systems are in place, and within the Company’s most prominent locations worldwide.
• ensuring that the entire SBM Offshore organization Business leadership has accountability and responsibility to
operates within its clearly defined Compliance Program. manage compliance and integrity risks within their fields of
management control.
The Management Board monitors the operation of the
Compliance Program and the internal risk management 3.5.1 DESIGN AND OPERATION OF THE
and control systems and performs an annual systematic
INTERNAL RISK MANAGEMENT AND
assessment of their design and effectiveness. The results
are discussed with the Supervisory Board. This monitoring
CONTROL SYSTEM
covers all material control measures relating to strategic, MANAGEMENT APPROACH
operational, financial, compliance and reporting risks. Group Risk & Control facilitates the business in identifying
Among other considerations, attention is given to observed and managing risks, thereby ensuring the risks are
weaknesses, instances of misconduct and irregularities and managed within the Risk Appetite (see section 1.4.1) in
indications from whistle blowers. order for the Company to achieve its strategic goals and
objectives. The Risk Assurance Committee (RAC) brings
MANAGEMENT APPROACH together the heads of assurance functions and reviews the
The Group General Counsel & Chief Compliance Officer significant risks faced by the Company and its relevant
has managerial responsibility for compliance, insurance and control measures. It also oversees the integrated risk
legal matters. The Compliance Function, headed by the management approach.

108 - SBM OFFSHORE ANNUAL REPORT 2023


2023 PERFORMANCE

DESIGN AND OPERATION OF THE INTERNAL RISK MANAGEMENT AND CONTROL SYSTEM

The Management Board reviewed and assessed its Internal Risk Management & Control System
framework and discussed it with the Supervisory Board. This is performed against five related
components which are derived from COSO’s framework ‘Enterprise Risk Management – Integrating
with Strategy and Performance’*. Its relevance to SBM Offshore is explained in Key features,
Achievements in 2023, Maturity assessment and the Company’s Future ambitions.

MATURITY
ACHIEVEMENTS ASSESSMENT FUTURE
COMPONENT KEY FEATURES
IN 2023 according to AMBITIONS
Management Board

• Management takes • Re-organized Group • Management decision- • Build on business


GOVERNANCE responsibility of its risks, Risk and Control in making is performed ownership of risks
& CULTURE mitigation and controls Corporate & Business with risk- and internal and focus on group
• Internal Control Solutions Center (CBSC) control-based mindset integrated mitigation
Framework is • Restarted the Peer • Reinforce awareness
independently tested by Review program for IC and accountability
Group Internal Audit champions to visit other for risks and actions
locations for review and implementation
cross-location learning
opportunities
• Raised risk awareness
through delivery of
several Project Risk
Training to key positions

• Risk Appetite is set by • Internal Control • Strategy and its • Support the Corporate
STRATEGY & Management Board addresses new topics Material Topics are Sustainability Reporting
OBJECTIVE- (MB) and is endorsed by in area of ESG (e.g. well integrated in Directive (CSRD)
SETTING the Supervisory Board Emissions and Human the Company’s Risk requirements through
(SB) Rights) Management and compliance with Double
• Financial- and Non- • Risk Appetite has been Internal Control Materiality
Financial risk bearing revised in 2023 Framework • Further integrate Risk
processes are identified and Internal control
and reflected in the interaction at strategic
Internal Control and operational level
Framework

• Business achieve its • Performed Taskforce for • Risk Management and • Expand benefits of
PERFORMANCE objectives through Climate related Financial Internal Control are ERP and End-2-End
adequate Risk and Disclosures (TCFD) adequately performed, processes to further
Internal Control support assessment providing information improve Internal Control
• Activities are performed • Updated Risk Control for discussion and environment
according to the annual Matrices in line with new prioritization of
Strategy Cycle and ERP assurance
disclosure requirements

• The Risk Assurance • Policies and tooling were • Risk Management and • Continue to improve
REVIEW & Committee (RAC) meets regularly reviewed and Internal Control policies activities based on
REVISION monthly to ensure an improved with the RAC and procedures and internal review and
integrated assurance • Integrating risk tooling are annually external feedback
approach mitigation with business discussed and reviewed • Continue to adapt Risk
• Company’s Risk objectives with the SB and Internal control
Management & Control • Applications mapping framework based on
Systems are reviewed on exercise completed to company strategy
a quarterly basis by the anticipate changes as
MB and SB. result of new ERP

• The Company keeps • Quarterly Risk Report • Disclosure of • Enhance existing digital
INFORMATION, track of their risks, of Company’s Risk information, internal and solutions (e.g. embed
COMMUNICATION controls, and actions Appetite measurement external, through digital contingency calculation
& REPORTING in appropriate digital and main risks and support and solutions and analyze its content
solutions related mitigating operates adequately for trends)
• Results are disclosed actions • Consider adoption of
according to relevant • Improved disclosure of digital tool aiming to
regulatory frameworks Climate Change related improve risk and control
Risks & Opportunities efficiency

* Committee of Sponsoring Organizations of the Treadway Commission (COSO)


COSO is dedicated to providing thought leadership through the development of frameworks and guidance on ERM designed to improve
organizational performance, oversight and to reduce the extent of fraud.

SBM OFFSHORE ANNUAL REPORT 2023 - 109


3 GOVERNANCE

3.5.2 COMPLIANCE PROGRAM • Confidential reporting procedures, including a Speak Up


Line and internal investigations.
STRATEGY • Annual compliance statements for designated staff to
SBM Offshore aims to enable its employees and business monitor adherence to the Code and policies.
partners to make the right decisions, with commitment to • Business conduct related questions part of the annual
integrity at all levels. In recognition of this commitment, the employee engagement survey.
Company has implemented a comprehensive Compliance
Program applicable to the SBM Offshore group.

SBM Offshore’s Compliance Program aims to promote an TONE AT


ethical culture throughout SBM Offshore and guides the THE TOP

Company’s Management and employees in making value-


CULTURE AND
led decisions, as well as strengthening the management EMPLOYEE
BEHAVIOR
control system to prevent, detect and respond to
compliance risks and potential violations of the Code of
Conduct, the law and other wrongdoing. The leaders of SYSTEMS
SBM Offshore are responsible for ensuring that the & CONTROLS

Company fulfils this commitment. They provide direction to


employees to make decisions in line with our Core Values
and Code of Conduct and foster and encourage a safe
space for employees to speak up. To support leaders in this
Speak Up
role, the Compliance function provides guidance and offers
SBM Offshore’s reporting channels and Speak Up Line
various training and communication tools such as
enable leadership to carefully listen to employees and
newsletters and tailored e-Learning.
partners in the value chain about their compliance
concerns. SBM Offshore is committed to investigate these
Key elements of the Compliance Program:
concerns promptly, independently and objectively.
• Commitment of the Management Board and the
SBM Offshore’s focus is on the prevention of misconduct
Supervisory Board.
and to protect the rights of the reporting person and
• Oversight and autonomy of the Group Compliance
SBM Offshore does not tolerate any form of retaliation
Manager and adequate, qualified resources in the
against the reporting person. SBM Offshore takes claims of
department.
retaliation very seriously and deals with them directly.
• Code of Conduct, compliance policies and procedures
• The Speak Up Line is managed by an independent third
(incl. Anti-Bribery and Corruption Policy that is, amongst
party, available 24 hours a day, allowing for anonymous
others, consistent with the UN Convention against
and confidential reporting for both internal and external
corruption).
stakeholders.
• Regular communication, training and continued
• Once a report is made through the Speak Up Line, the
guidance and advice.
below steps will be taken.
• Regular monitoring of compliance risks, mitigating
• SBM Offshore’s Integrity Panel oversees and investigates
measures and incident and action reporting.
reports of (potential) misconduct.
• A thorough third-party management process, including
• Reporting persons will receive a confirmation of their
an internal Validation Committee, which reviews the due
report within 7 days and will receive feedback within a
diligence outcome on high-risk third parties prior to
reasonable timeframe, usually not exceeding three
engagement.
months after receiving the report, except in cases where
• Independent verification (e.g. compliance audits).
the nature or complexity of the report requires a longer
• Compliance-related internal financial controls, following
timeframe.
ICOFR principles.
• A revised version of the Speak Up Policy was drafted in
• SBM Offshore only engages with third parties who share
2021, in line with the requirements set in the EU
the same principles of conduct, communicated to all
Whistleblowing Directive, and is available on
third parties prior to any contractual engagement.
SBM Offshore’s website.

REPORT INITIAL PLANNING CONCLUDING REPORTING AND


RECEIPT ASSESSMENT THE INVESTIGATION THE INVESTIGATION LESSONS LEARNED

110 - SBM OFFSHORE ANNUAL REPORT 2023


3.6 COMPANY TAX POLICY • Makes use of the availability of international tax treaties
to avoid double taxation.
SBM Offshore’s tax policy is summarized as follows: • Does not use intellectual property as a means to shift
• The Company aims to be a good corporate citizen in the profits, nor does it use digital sales. Furthermore, the
countries where it operates, by complying with the law Company does not apply aggressive intra-company
and by contributing to countries’ progress and financing structures such as hybrids. In 2023, the
prosperity through employment, training and Company reported a current corporate income tax
development, local spending and through payment of charge of US$130 million under IFRS (compared to
the various taxes it is subject to, including wage tax, US$86 million in 2022).
personal income tax, withholding tax, sales tax and other • Endorsed the B Team Responsible Tax Principles in
state and national taxes as appropriate. August 2021, the VNO-NCW Tax Governance Code in
• The Company aims to be tax-efficient in order to be 2023, and published the SBM Offshore Approach to Tax
cost-competitive, while fully complying with local and on its website. This explains the key principles applied to
international tax laws. tax matters and the associated governance as well as
• The Company operates in a global context, with describing the Company’s global tax footprint.
competitors, clients, suppliers and a workforce based • Regarding the OECD initiative to address the Tax
around the world. A typical FPSO Engineering, Challenges Arising from the Digitalization of the
Procurement and Construction (’EPC’) project sees a hull Economy and its two-pillar solution aiming to reform the
construction or conversion in Asia, topsides construction international tax system, the Company acknowledges
in Asia or South America, engineering in Europe or Asia that the implementation of Pillar Two may have some
and large-scale procurement from dozens of companies impacts on its income tax charge. However the final
in many countries across the globe. Depending on the assessment on Pillar Two legislation will be known only
particulars of the client contract, the EPC phase may be when final legislation, including all administrative
followed by a lease-and-operate phase involving the guidance, will be enacted in the domestic law of the
country of operations but also support centers of the relevant jurisdictions. The OECD has released its
Company located around the world. In each of these additional guidance but further discussions and
countries, the Company complies with local regulations consultations are taking place and will continue in 2024.
and pays direct and indirect taxes on local value-added, SBM Offshore will continue to asses the impact of Pillar
labor and profits and in some cases pays a revenue- Two legislation accordingly.
based tax. To coordinate the international nature of its
operations and its value flows and to consolidate its
global maritime and EPC activities, in 1969 the Company
created Single Buoy Moorings Inc, followed in 1986 by
SBM Production Contractors Inc. S.A., which continue to
perform their functions today from their offices in Marly,
Switzerland.

The Company:
• Complies with the OECD transfer-pricing guidelines.
• Supports the OECD’s commitment to enhance tax
transparency and is committed to full compliance with
applicable laws in countries where it operates.
Consistent with this approach, the Company supports
the initiatives on base erosion and profit shifting,
including, but not limited to, Anti Tax Avoidance
Directive 2 (ATAD 2), as well as the Directive
implementing the minimum taxation (OECD Pillar Two)
at EU level. The Company is required to file detailed
reports and transfer-pricing documentation in
accordance with Base Erosion and Profit Shifting’s (BEPS)
action 13, as is now implemented in Dutch tax law. The
disclosures contained in the country-by-country
reporting (‘CbCR‘) have been prepared to meet the
OECD requirements and have been filed with the Dutch
tax authorities for the year 2022.

SBM OFFSHORE ANNUAL REPORT 2023 - 111


3 GOVERNANCE

3.7 OPERATIONAL GOVERNANCE practices. GEMS is the core of a broader ecosystem,


including software solutions (e.g. LUCY, SBM Offshore’s
Operational Governance of the Company is managed Human Capital Management System) and other elements
through: such as SharePoint microsites and Group Technical
• GEMS, as introduced in section 3.7.1. Standards (GTS) as introduced in section 3.7.2. The Group’s
• GTS, as introduced in section 3.7.2. Vision, Values (section 1.3.1) and Policies are embedded in
GEMS to support the correct governance of SBM Offshore’s
A detailed certification and classification table is provided organization and business activities. These form the
in section 5.5, mapping compliance of SBM Offshore foundation processes that are consistently applied
entities and sites with international certification standards throughout all offices and fleet operations (in-country
and codes. offices and vessels).

Note: for complementary details on SBM Offshore’s GEMS is structured around three main process domains:
approach to Operational Excellence, refer also to section executive processes, core processes and support
2.1.4. processes. The core processes have been modelled to
show where the company generates value from its
3.7.1 GLOBAL ENTERPRISE activities. GEMS is represented as shown in the illustration.
MANAGEMENT SYSTEM GEMS gives clear and formal ownership of end-to-end
processes and clear identification of key controls. It
The Management System is one of the key enablers for the
provides a cohesive framework for quality and regulatory
Company to perform its business activities in a consistent,
compliance, health and safety, security of personnel and
reliable and sustainable manner, meeting client
assets, protection of the environment, as well as risk and
expectations, adapting to new challenges and continuously
opportunity management throughout the product lifecycle,
improving ways of working.
ensuring the Company’s sustainability. GEMS can be
accessed in its entirety via the Company's intranet which
The Management System of SBM Offshore is called the
ensures easy access to all employees.
Global Enterprise Management System (GEMS) and is
based on several international standards and other good

112 - SBM OFFSHORE ANNUAL REPORT 2023


GEMS

EXECUTIVE PROCESSES
MANAGE GROUP STRATEGY MANAGE ENTERPRISE RISK

MANAGE STRATEGIC ALLIANCES MANAGE HSSE, QRM & OPERATIONAL EXCELLENCE

MANAGE SUPPLIERS & STRATEGIC SOURCING MANAGE TECHNOLOGY & INNOVATION

ENSURE SUSTAINABILITY MANAGE CLIENT & OPPORTUNITY

MANAGE LEGAL & COMPLIANCE MANAGE GROUP PRODUCT STANDARD

CORE PROCESSES

TENDER TO CASH

SERVICE TO CASH

PROCURE TO PAY

FORECAST TO CONTROL

RECORD TO REPORT

INVEST TO DIVEST

CONCEPT TO NEW PRODUCT AND SERVICES

HIRE TO RELEASE

SUPPORT PROCESSES & SERVICES

MANAGE DATA & INFORMATION SYSTEM MANAGE COMMUNICATION

MANAGE INFORMATION TECHNOLOGY MANAGE DOCUMENTATION

SBM OFFSHORE ANNUAL REPORT 2023 - 113


3 GOVERNANCE

3.7.2 GROUP TECHNICAL STANDARDS


A key driver for the cost of new projects is the technical
standards to be applied in addition to the local regulatory
requirements. Typically, these standards fall into three
categories – customer standards, contractor standards or a
hybrid set of customized standards. In the current climate
of severe cost-pressure, there is a logical push in the
industry towards wider acceptance of contractor standards.
By leveraging its expertise – notably through its Fast4Ward®
program – SBM Offshore can minimize project
customization and efficiently deliver more standard
products, with significant cost and schedule savings.

To support this approach, the Company has, over the years,


established its own Group Technical Standards (GTS) by
integrating key elements of its accumulated project
execution and fleet operational experience. The GTS
consist of a set of minimum technical requirements
applicable to Company products provided to customers on
a Lease and Operate basis. They ensure a consistent
design approach, optimized from a lifecycle-cost
perspective and integrating the Company’s policies and
standards with respect to personnel safety, environmental
protection and asset integrity. Additionally, all GTS
documents are formally reviewed and approved by
Classification Societies acting as independent third parties.

To date, the Company has executed over 24 major projects


using its GTS as the basis of design since they were
established in 2003. GTS are now digital and available
through a Requirement Management Software since Q1
2022, providing new features for GTS users and the team in
charge of GTS development. The main benefits are time-
saving, enhanced search and filtering functionalities, data
re-use capacity, improved overall quality and multi-support
availability.

The GTS are maintained by a team of internal technical


authorities and experts covering all key technical aspects of
Company products, providing assurance over GTS
application during project execution and integrating
operational feedback as part of GTS continuous
improvement.

In 2023 SBM Offshore started the development of the GTS


for its renewable product line and will continue in 2024. The
main benefit will be the standardization of requirements for
the development of wind farms.

In 2024 SBM Offshore will start improving the quality of the


GTS’ requirements using Artificial Intelligence, benefits
being clearer requirements that are easier to implement for
project teams and vendors.

114 - SBM OFFSHORE ANNUAL REPORT 2023


3.8 IN CONTROL STATEMENT available throughout the year and the Company makes a
conscious effort at all times to weigh the potential impact
INTRODUCTION of risk and the cost of control in a balanced manner.
The Management Board is responsible for establishing and
maintaining adequate internal risk management and With reference to section 5.25c paragraph 2, sub c of the
control systems. The implementation of the internal risk Financial Markets Supervision Act (Wet op het financieel
management and control framework at SBM Offshore toezicht), the Management Board states that, to the best of
focuses on managing strategic, financial, compliance and its knowledge:
operational risks, as described in section 3.5.1 of the • The financial statements for 2023 give a true and fair
Management Report. As a key part of its scope, the Risk view of the assets, liabilities, financial position and profit
Management function is responsible for the design and or loss of SBM Offshore and its consolidated companies.
monitoring of, and reporting on, the internal control • The Management Report gives a true and fair view of
framework. the position as per December 31, 2023 and that of
SBM Offshore’s and its affiliated companies
During 2023, various aspects of risk management were development during 2023. Furthermore, the
discussed by the Management Board, including the Management Report includes a description of the
consolidated quarterly Risk Report, Risk Appetite principal risks facing SBM Offshore.
Statement review and the result of the yearly testing
Internal Control Over Financial Reporting (ICOFR) Schiphol, the Netherlands
campaign. The responsibilities concerning risk February 28, 2024
management, as well as the lines of defense, were also
discussed with the senior management of the Company. Management Board
There were no major failings in the internal risk Bruno Chabas, CEO
management and control systems observed over the Øivind Tangen, COO
period. In addition, the result of the yearly ICOFR testing Douglas Wood, CFO
campaign was reviewed by the Audit Committee and
Supervisory Board. This testing campaign did not highlight
any major control deficiency and concluded with a
consistent level of conformity rate around the organization.

SBM Offshore prepared the In Control Statement 2023 in


accordance with the best practice provision 1.4.3 of the
Dutch Corporate Governance Code. With due
consideration to the above, the Company believes that:
• The Management Report provides sufficient insights into
the Company’s internal risk management and control
systems.
• Its internal risk management and control systems
provide reasonable assurance that the financial reporting
over 2023 does not contain any errors of material
importance.
• Based on the current state of affairs, the Management
Board states that it is justified that the financial reporting
over 2023 is prepared on a going concern basis; and
• The material risks and uncertainties that are relevant to
the expectation of the Company’s continuity for the
period of 12 months after the preparation of the report
have been included in the Management Report.

However, the Company cannot provide certainty that its


business and financial strategic objectives will be realized
or that its approach to internal control over financial
reporting can prevent or detect all misstatements, errors,
fraud or violation of law or regulations. Financial reporting
over 2023 was based upon the best operational information

SBM OFFSHORE ANNUAL REPORT 2023 - 115


116 - SBM OFFSHORE ANNUAL REPORT 2023
SBM OFFSHORE ANNUAL REPORT 2023 - 117
4 FINANCIAL INFORMATION 2023
4.1 Financial Review.....................................................................................................................................................................120
4.1.1 Financial Overview.................................................................................................................................................................120
4.1.2 Financial Highlights............................................................................................................................................................... 121
4.1.3 Financial Review IFRS............................................................................................................................................................ 121
4.1.4 Financial Review Directional................................................................................................................................................. 124
4.1.5 Outlook and Guidance..........................................................................................................................................................132

4.2 Consolidated Financial Statements..................................................................................................................................... 133


4.2.1 Consolidated Income Statement......................................................................................................................................... 133
4.2.2 Consolidated Statement of Comprehensive Income......................................................................................................... 134
4.2.3 Consolidated Statement of Financial Position.................................................................................................................... 135
4.2.4 Consolidated Statement of Changes in Equity...................................................................................................................136
4.2.5 Consolidated Cash Flow Statement.....................................................................................................................................137
4.2.6 General Information.............................................................................................................................................................. 138
4.2.7 Accounting Principles............................................................................................................................................................138
A. Accounting Framework.....................................................................................................................................................138
B. Critical Accounting Policies.............................................................................................................................................. 140
C. Other Material Accounting Policies.................................................................................................................................146

4.3 Notes to the Consolidated Financial Statements............................................................................................................... 154


4.3.1 Financial Highlights............................................................................................................................................................... 154
4.3.2 Operating Segments and Directional Reporting................................................................................................................ 158
4.3.3 Revenue.................................................................................................................................................................................. 169
4.3.4 Other Operating Income and Expense............................................................................................................................... 171
4.3.5 Expenses by Nature...............................................................................................................................................................171
4.3.6 Employee Benefit Expenses................................................................................................................................................. 172
4.3.7 Research and Development Expenses................................................................................................................................ 177
4.3.8 Net Impairment Gains/(Losses) on Financial and Contract Assets....................................................................................177
4.3.9 Net Financing Costs.............................................................................................................................................................. 178
4.3.10 Income Tax Expense.............................................................................................................................................................. 178
4.3.11 Earnings/(Loss) Per Share......................................................................................................................................................181
4.3.12 Dividends Paid and Proposed and Share repurchase program.........................................................................................182
4.3.13 Property, Plant and Equipment.............................................................................................................................................182
4.3.14 Intangible Assets....................................................................................................................................................................186
4.3.15 Finance Lease Receivables................................................................................................................................................... 187
4.3.16 Other Financial Assets...........................................................................................................................................................188
4.3.17 Deferred Tax Assets and Liabilities.......................................................................................................................................189
4.3.18 Inventories.............................................................................................................................................................................. 191
4.3.19 Trade and Other Receivables............................................................................................................................................... 191
4.3.20 Derivative Financial Instruments...........................................................................................................................................193
4.3.21 Net Cash and Cash Equivalents........................................................................................................................................... 193
4.3.22 Equity Attributable to Shareholders.....................................................................................................................................194
4.3.23 Borrowings and Lease Liabilities.......................................................................................................................................... 196
4.3.24 Provisions................................................................................................................................................................................202
4.3.25 Trade and Other Payables.....................................................................................................................................................203
4.3.26 Commitments and Contingencies....................................................................................................................................... 204
4.3.27 Financial Instruments − Fair Values and Risk Management............................................................................................... 205
4.3.28 List of Group Companies...................................................................................................................................................... 217
4.3.29 Investment in Associates and Joint Ventures...................................................................................................................... 218
4.3.30 Information on Non-controlling Interests............................................................................................................................ 220
4.3.31 Related Party Transactions.................................................................................................................................................... 224
4.3.32 Independent Auditor’s Fees and Services........................................................................................................................... 225
4.3.33 Events After End of Reporting Period..................................................................................................................................225

4.4 Company Financial Statements............................................................................................................................................ 226


4.4.1 Company Balance Sheet....................................................................................................................................................... 226
4.4.2 Company Income Statement................................................................................................................................................227
4.4.3 General................................................................................................................................................................................... 228

4.5 Notes to the Company Financial Statements..................................................................................................................... 229

118 - SBM OFFSHORE ANNUAL REPORT 2023


4.5.1 Financial Fixed Assets........................................................................................................................................................... 229
4.5.2 Receivables.............................................................................................................................................................................229
4.5.3 Cash and Cash Equivalents...................................................................................................................................................230
4.5.4 Shareholders’ Equity..............................................................................................................................................................230
4.5.5 Provisions................................................................................................................................................................................232
4.5.6 Current Liabilities................................................................................................................................................................... 232
4.5.7 Revenue.................................................................................................................................................................................. 232
4.5.8 General and Administrative Expenses................................................................................................................................. 232
4.5.9 Financial Income and Expenses........................................................................................................................................... 232
4.5.10 Income tax expense...............................................................................................................................................................233
4.5.11 Commitments and Contingencies....................................................................................................................................... 233
4.5.12 Directors’ Remuneration....................................................................................................................................................... 233
4.5.13 Number of Employees.......................................................................................................................................................... 233
4.5.14 Independent Audit Fees....................................................................................................................................................... 233
4.5.15 Events After End of Reporting Period..................................................................................................................................234

4.6 Independent auditor’s report................................................................................................................................................235

4.7 Other information.................................................................................................................................................................. 247


4.7.1 Appropriation of Result......................................................................................................................................................... 247
4.7.2 Call option granted to Stichting Continuïteit SBM Offshore (the Foundation)................................................................247

4.8 Key Figures............................................................................................................................................................................. 248

SBM OFFSHORE ANNUAL REPORT 2023 - 119


4 FINANCIAL INFORMATION 2023

4.1 FINANCIAL REVIEW


4.1.1 FINANCIAL OVERVIEW
in US$ million FY 2023 FY 2022
IFRS figures
Revenue 4,963 4,913
Lease and Operate revenue 1,563 1,414
Turnkey revenue 3,400 3,499
EBITDA1 1,239 1,209
Lease and Operate EBITDA 695 719
Turnkey EBITDA 646 569
Other (101) (80)
Profit/(loss) attributable to shareholders 491 450

Directional figures
Directional Revenue 4,532 3,288
Directional Lease and Operate revenue 1,954 1,763
Directional Turnkey revenue 2,578 1,525
Directional EBITDA2 1,319 1,010
Directional Lease and Operate EBITDA 1,124 1,080
Directional Turnkey EBITDA 296 7
Other (101) (77)
Directional Profit/(loss) attributable to shareholders 524 115
1 EBITDA - Profit/(loss) excluding net financing costs, income tax expense, depreciation, amortization and impairment as well as share of profit/(loss) of equity-
accounted investees. For a reconciliation to the consolidated income statement, refer to section 4.1.3 Financial Review IFRS.
2 Directional EBITDA - Directional Profit/(loss) excluding Directional net financing costs, Directional income tax expense, Directional depreciation, amortization
and impairment as well as Directional share of profit/(loss) of equity-accounted investees. For a reconciliation to IFRS figures, refer to section 4.3.2 Operating
segments and Directional reporting.

General
The Company’s primary business segments are ’Lease and Operate’ and ’Turnkey’. Additionally, the Company discloses
separately non-allocated corporate income and expense items presented in the category ’Other’. Revenue and EBITDA are
analyzed by segment, but it should be recognized that business activities are closely related.

During recent years, the Company’s awarded lease contracts were systematically classified under IFRS as finance leases for
accounting purposes, whereby the fair value of the leased asset is recorded as a Turnkey ‘sale’ during construction. For the
Turnkey segment, this accounting treatment results in the acceleration of recognition of lease revenues and profits into the
construction phase of the asset, whereas the asset generates the cash mainly only after construction and commissioning
activities have been completed, as that is the moment the Company is entitled to start receiving the lease payments. In the
case of an operating lease, lease revenues and profits are recognized during the lease period, in effect more closely tracking
cash receipts. Following the implementation of accounting standards IFRS 10 and 11 starting January 1, 2014, it has also
become challenging to extract the Company’s proportionate share of results. To address these accounting issues, the
Company discloses Directional reporting in addition to its IFRS reporting. Directional reporting treats all lease contracts as
operating leases and consolidates all co-owned investees related to lease contracts on a percentage of ownership basis.
Under Directional, the accounting results more closely track cash-flow generation and this is the basis used by the
Management Board of the Company to monitor performance and for business planning. Reference is made to 4.3.2
Operating Segments and Directional Reporting for further detail on the main principles of Directional reporting.

The Management Board, as chief operating decision maker, monitors the operating results of the Company primarily based
on Directional reporting. The financial information in this section 4.1 Financial Review is presented both under Directional
and IFRS while the financial information presented in note 4.3.2 Operating Segments and Directional Reporting is presented
under Directional with a reconciliation to IFRS. For clarity, the remainder of the financial statements are presented solely
under IFRS, except where expressly stated otherwise.

120 - SBM OFFSHORE ANNUAL REPORT 2023


4.1.2 FINANCIAL HIGHLIGHTS
The main financial highlights of the year and their associated financial impact are reported in note 4.3.1 Financial Highlights.

4.1.3 FINANCIAL REVIEW IFRS


IFRS
in US$ million FY 2023 FY 2022
Revenue 4,963 4,913
Lease and Operate 1,563 1,414
Turnkey 3,400 3,499
EBITDA 1,239 1,209
Lease and Operate 695 719
Turnkey 646 569
Other (101) (80)
Profit/(loss) attributable to shareholders 491 450

PROFITABILITY
Accounting treatment of projects under construction
As stated, Directional reporting differs from IFRS. Under IFRS, the construction of FPSO ONE GUYANA and finalized EPC
works on FPSO Prosperity contributed to both Turnkey revenue and gross margin over the period. This is because these
contracts are classified as finance leases as per IFRS 16 and are therefore accounted for as a direct sale under IFRS.

The same treatment applied to the construction of FPSO Almirante Tamandaré, FPSO Alexandre de Gusmão and FPSO
Sepetiba, which fully contributed to both Turnkey revenue and gross margin over the period, given these contracts are
classified as finance leases. Under Directional, the contribution to Turnkey revenue and gross margin for these projects is
limited to the portion of the sale to partners in the special purpose entity owning the units (i.e. respectively 35.5%, 45% and
45%).

With regards to the FPSO for the Whiptail development project and expected award of construction and installation
agreements (subject to necessary government approvals and final work order to be received from the client), these align with
Directional. As such, the full revenue and margin will be recognized during the construction period as the FPSO’s ownership
is expected to be transferred to the client at the end of the construction period and before start of operations in Guyana. It
will be recognized as a construction contract falling in the scope of IFRS 15.

Finally, contrary to Directional, the FPSO Liza Unity sale did not contribute to revenue and margin in the current year as
finance lease arrangements are treated as direct sales under IFRS and therefore revenue and margin are recognized over
time during the construction period for the present value of the future lease payments, which include the contractual sale
price.

Revenue
Total revenue increased by 1% to US$4,963 million compared with US$4,913 million in 2022.

This increase has driven the Lease and Operate segment. Lease and Operate revenue increased by 11% to US$1,563 million,
compared with US$1,414 million in the year-ago period. This reflects mainly the following events: (i) FPSO Prosperity joining
the fleet upon successful delivery of the EPCI project during the last quarter of 2023 and (ii) an increase in reimbursable
scopes and an improved performance of the fleet, partially offset by (iii) FPSO Capixaba, which finished production in 2022
(no contribution to revenue in 2023, in the decommissioning phase), (iv) the remeasurement of future demobilization costs in
finance lease contracts leading to the recognition of a reduction of revenue, for the present value of the change and (v) a
regular declining profile of interest revenue from finance leases.

Turnkey revenue decreased by 3% to US$3,400 million, compared with US$3,499 million in the year-ago period, mainly
explained by (i) the completion of the FPSO Liza Unity project during the first quarter of 2022, (ii) a reduced level of progress
on FPSO Almirante Tamandaré and FPSO Alexandre de Gusmão during 2023 compared to the prior-year period, consistent
with the commencement of topsides integration, and (iii) reduced level of activity on FPSO Prosperity, which was in a

SBM OFFSHORE ANNUAL REPORT 2023 - 121


4 FINANCIAL INFORMATION 2023
preparation phase for its first oil in November 2023. This was partially offset by (iv) the higher level of activity on FPSO ONE
GUYANA during the period and the start of FPSO FEED work for the Whiptail development project and (v) additional
variation orders on FPSO Prosperity (including the variation orders for the compensation of costs incurred by the Company
after topside readiness, before the commencement of the charter at first-oil).

EBITDA
EBITDA based on IFRS accounting policies amounted to US$1,239 million, representing a 2% increase compared with
US$1,209 million in the year-ago period.
• Turnkey EBITDA increased to US$646 million in the current year, compared with US$569 million, as a result of (i) the
successful close-out of the construction activities of FPSO Prosperity, delivered over the last quarter of 2023 and (ii)
increase in margin contribution from FPSO ONE GUYANA, given that the project only reached the requisite ’stage of
completion’ to allow margin recognition at the very end of 2022. These positive impacts were partially offset by the same
elements impacting the decrease in IFRS Turnkey revenue.
• The Turnkey EBITDA margin was at a robust level of 19% of Turnkey revenue, despite some impacts from macro-
environment and associated inflation impacts.
• Lease and Operate EBITDA for the current period decreased by 3% to US$695 million versus US$719 million in the same
period prior year. The positive impact from the same drivers as the increase in IFRS Lease and Operate Revenue was
offset by additional non-recurring maintenance costs for the fleet under operation and the comparative impact of a
number of prior-period positive one-offs, including some insurance recoveries. In relation to FPSO Cidade de Anchieta,
repair costs of the asset incurred in 2023 did not impact the Lease and Operate EBITDA as they met the criteria of
capitalization under IAS 16 and therefore have been recognized as an increase in the property, plant and equipment value
of FPSO Cidade de Anchieta.

The other non-allocated costs charged to EBITDA amounted to US$(101) million in 2023, a US$(21) million increase,
compared with the US$(80) million in the year-ago period, which is mainly explained by the implementation of an
optimization plan related to the Company’s support functions’ activities (including US$11 million of restructuring costs), and
continuing investment in the Company’s digital initiatives.

EBITDA is reconciled to the consolidated income statement as follows:

in US$ million Notes FY 2023 FY 2022


Profit/(loss) 614 555
Add: Income tax expense 4.3.10 (25) 104
Less: Share of profit/(loss) of equity accounted investees 4.3.29 (19) (12)
Add: Net financing costs 4.3.9 575 373
Operating profit/(loss) (EBIT) 1,145 1,020
Add: Depreciation, amortization and impairment 4.3.5 94 189
EBITDA 1,239 1,209

Net income
Depreciation, amortization and impairment decreased by US$95 million year-on-year, primarily due to: (i) the US$92 million
FPSO Cidade de Anchieta impairment booked in the prior year, following the shutdown of the vessel and the capitalization
of associated tank repair costs (refer to section 4.3.13 Property Plant and equipment) and (ii) FPSO Capixaba, which finished
production in 2022.

Net financing costs totalled US$(575) million in 2023, compared with US$(373) million in the year-ago period, an increase of
54% compared with the prior year period, mostly explained by (i) increased project financing to fund continued investment in
growth of the five FPSOs under construction during the period, (ii) additional interest expense on FPSO Liza Destiny and
FPSO Liza Unity project loans and (iii) interest on the US$125 million funding loan agreement secured in 2023 with CMFL in
relation to FPSO Cidade de Ilhabela, in line with the Company aim to diversify its sources of debt and equity funding and to
accelerate equity cash flow from the backlog, partially offset by (iv) the scheduled amortization of project loans.

The effective tax rate over 2023 decreased to (4)%, compared with 16% for the prior year period. The decrease is primarily
driven in 2023 by the recognition of a deferred tax asset on a tax goodwill in Switzerland (absent this deferred tax asset, the
effective tax rate would stand at 20%).

122 - SBM OFFSHORE ANNUAL REPORT 2023


As a result, 2023 consolidated net income attributable to shareholders stood at US$491million, an increase of US$41 million
from the previous year.

STATEMENT OF FINANCIAL POSITION


in millions of US$ 2023 2022 2021 2020 2019
Total equity 5,531 4,914 3,537 3,462 3,613
Net debt1 8,748 7,881 6,681 5,209 4,416
Cash and cash equivalents 543 683 1,021 414 506
Total assets 17,176 15,889 13,211 11,085 10,287
1 Net debt is calculated as total borrowings (including lease liabilities) less cash and cash equivalents.

Total equity increased from US$4,914 million at December 31, 2022 to US$5,531 million. Notwithstanding the dividend
distributed to the shareholders of US$197 million, this increase mainly resulted from (i) the positive result over the current
period, (ii) capital contributions from non-controlling interests in special purpose entities and (iii) the increase of the hedging
reserves. The movement in hedging reserve is mainly caused by (i) the increase in marked-to-market value of forward
currency contracts, mainly driven by the depreciation of the US$ exchange rate versus the hedged currencies (especially
EUR and BRL), partially offset by (ii) the decrease in marked-to-market value of the interest rate swaps, due to decreasing
US$ market interest rates during the year.

Net debt increased by US$867 million to US$8,748 million at year-end 2023. While the Company’s net debt was positively
impacted by (i) the amount of the net cash proceeds of the sale of FPSO Liza Unity (with a cash consideration of US$1,259
million received, primarily used for the full repayment of the US$1,140 million project financing), (ii) the settlements of
interest rate swaps related to the financing of FPSO Almirante Tamandaré and FPSO Alexandre de Gusmão of US$154
million and (iii) the Lease and Operate segment's strong operating cash flow, as, in order to fund continued investment
growth, the Company drew on project finance facilities for FPSO Prosperity, FPSO ONE GUYANA, FPSO Almirante
Tamandaré, FPSO Alexandre de Gusmão, the Revolving Credit Facility RCF and the new Revolving Credit Facility for MPF
hull financing.

In line with its aim to diversify its sources of debt and equity funding and to accelerate equity cash flow from the backlog, in
2023, the Company finalized the funding loan agreement and received US$125 million from CMFL in relation to FPSO
Cidade de Ilhabela.

Almost half of the Company’s debt, as of December 31, 2023, consisted of non-recourse project financing (US$4 billion) in
special purpose investees. The remainder (US$5.2 billion) comprised (i) borrowings to support the on-going construction of
FPSO ONE GUYANA, FPSO Almirante Tamandaré, FPSO Alexandre de Gusmão, which will become non-recourse following
project execution finalization and release of the related parent company guarantee, (ii) a project loan on FPSO Sepetiba (the
Company is currently going through the process of releasing the corporate guarantee, after which this project loan will
become non-recourse), (iii) the Company’s RCF,which was drawn for US$550 million as at December 31, 2023, and (iv) the
new US$210 million Revolving Credit Facility for MPF hull financing, completed and fully drawn in December 2023. Cash and
cash equivalents amounted to US$543 million (December 31, 2022: US$683 million). Lease liabilities totaled US$85 million as
of December 31, 2023.

Total assets increased to US$17.2 billion as of December 31, 2023, compared with US$15.9 billion at year end 2022. This
primarily resulted from (i) the increase of contract assets related to the FPSO projects under construction at the end of the
year, (ii) the increase in inventory balance for the new multipurpose hull for use on a future FPSO project and (iii) the increase
of finance lease receivables following first oil of FPSO Prosperity during the current period partially offset by (iv) the decrease
of finance lease receivables following the sale of FPSO Liza Unity during the current period and (v) a reduction of the gross
amount of the finance lease receivables, in line with the repayment schedules.

Return On Average Equity


Return on average equity (ROAE) measures the performance of the Company based on the average equity attributable to
the shareholders of the parent company. ROAE is calculated as (underlying) profit attributable to shareholders divided by the
annual average of equity attributable to shareholders of the parent company.

SBM OFFSHORE ANNUAL REPORT 2023 - 123


4 FINANCIAL INFORMATION 2023

13.8 15.1 15.8


10.5

2023 2022 2021 2020

Return on average equity

2023 ROAE stood at 13.8%, in line with the past three-year average of 13.8%.

4.1.4 FINANCIAL REVIEW DIRECTIONAL


Directional
in US$ million FY 2023 FY 2022
Directional Revenue 4,532 3,288
Directional Lease and Operate revenue 1,954 1,763
Directional Turnkey revenue 2,578 1,525
Directional EBITDA 1,319 1,010
Directional Lease and Operate EBITDA 1,124 1,080
Directional Turnkey EBITDA 296 7
Other (101) (77)
Directional Profit/(loss) attributable to shareholders 524 115

Directional
in US$ billion FY 2023 FY 2022
Pro-forma Directional backlog 30.3 30.5

BACKLOG − DIRECTIONAL
Change in ownership scenarios and lease contract duration have the potential to significantly impact the Company’s future
cash flows, net debt balance as well as the profit and loss statement. The Company therefore provides a pro-forma
Directional backlog based on the best available information regarding ownership scenarios and lease contract duration for
the various projects.

The pro-forma Directional backlog at the end of 2023 reflects the following key assumptions:
• The FPSO Liza Destiny contract covers the basic contractual term of 10 years of lease.
• The FPSOs Prosperity and ONE GUYANA contracts covers a maximum period of lease of two years, within which the
FPSO ownership will transfer to the client.
• 10 years of operations and maintenance is considered for FPSOs Liza Destiny, Liza Unity, Prosperity and ONE GUYANA
following signature of the Operations and Maintenance Enabling Agreement (‘OMEA‘) in 2023.
• The impact of the subsequent sale of FPSOs Prosperity and ONE GUYANA is reflected in the Turnkey backlog at the end
of the maximum two-year period.
• With respect to FPSO for the Whiptail development project, for which the full construction, installation and operations
contracts award is subject to necessary government approvals and final work order to be received from the client, the
amount included in the pro-forma backlog is limited to the value of the initial limited release of funds to the Company to
begin FEED activities and secure a Fast4Ward® hull.
• The 13.5% equity divestment in FPSO Sepetiba to CMFL has not yet been reflected in the backlog as the transaction
remains subject to various approvals, which include the consent from co-owners, lenders and export credit agencies.

The pro-forma Directional backlog at the end of December 2023 slightly decreased by US$0.2 billion to a total of US$30.3
billion. This was mainly the result of (i) the signed 10-year OMEA for the Guyana FPSO fleet and (ii) the awarded initial scope
to begin FEED activities and secure a Fast4Ward® hull for the FPSO for the Whiptail development project, offset by turnover
for the period which consumed approximately US$4.5 billion of backlog (including the sale of FPSO Liza Unity completed in

124 - SBM OFFSHORE ANNUAL REPORT 2023


November 2023, a few months ahead of the end of the maximum lease term in February 2024). The Company’s backlog
provides cash flow visibility up to 2050.

in billions of US$ Turnkey Lease & Operate Total


2024 0.5 2.2 2.7
2025 1.3 2.5 3.8
2026 0.1 2.6 2.7
Beyond 2026 2.1 19.0 21.1
Total pro-forma Directional backlog 4.0 26.3 30.3

Pro-forma Directional backlog (in billions of US$)

30.3 30.5

2023 2022

Lease & Operate Turnkey

PROFITABILITY − DIRECTIONAL
Accounting treatment of projects under construction
It should be noted that the ongoing EPC works on the FPSO ONE GUYANA and finalized EPC works on FPSO Prosperity did
not contribute to Directional net income over the period. This is because the contracts were 100% owned by the Company
as of December 31, 2023 and are classified as operating leases as per Directional accounting principles.

The Company has determined that it is optimal from an operational and financial perspective to retain full ownership of the
FPSO-owning entity as opposed to partnering on these projects. Therefore, under the Company’s Directional accounting
policy, the revenue and margin recognition on these two FPSO projects is as follows:
• The Company does not recognize any revenue and margin during the Turnkey phase of the project unless defined
invoicing (if any) to the client occurred during the construction phase to cover specific construction work and/or services
performed before the commencement of the lease. The upfront payments and variation orders directly paid by the clients
are recognized as revenues and the cost of sales associated with the related construction work and/or services are
recognized as costs with no margin during construction.
• The Company will book all revenue and margin associated with the lease and operate contracts related to its 100% share
during the lease phase, in line with the cash flows.
• Upon transfer of the FPSO to the client, after reaching the end of the lease period or upon an early exercise of the
purchase option by the client, the Company will book all revenue and margin associated with the transfer in the Turnkey
segment.

Therefore, the contribution of the FPSO ONE GUYANA project to the Directional profit and loss will largely materialize in the
coming years following start of production, in line with the operating cash flows. This has been the case for FPSO Liza Unity
and FPSO Prosperity, which started contributing to Directional net income under the Lease and Operate segment following

SBM OFFSHORE ANNUAL REPORT 2023 - 125


4 FINANCIAL INFORMATION 2023
their start of production in 2022 and November 14, 2023 respectively. With regards to the sale of FPSO Liza Unity, completed
in November 2023, all associated revenue and margin was recognized over the period under the Turnkey segment.

With regards to the FPSO for the Whiptail development project and expected award of construction and installation
agreements (subject to necessary government approvals and final work order to be received from the client), the full revenue
and margin will be recognized during the construction period. Contrary to other FPSOs in Guyana, the contracts will not be
classified as operating leases as per Directional accounting principles as the FPSO’s ownership is expected to be transferred
to the client at the end of the construction period and before start of operations in Guyana. It will be recognized as a
construction contract falling in the scope of IFRS 15.

Directional Revenue
Total Directional revenue increased by 38% to US$4,532 million compared with US$3,288 million in 2022, with the increase
primarily attributable to the Turnkey segment.

Directional Revenue (in millions of US$)


4,532

3,288

2023 2022

Lease & Operate Turnkey

This variance of the Directional revenue is further detailed by segment as follows:

Directional Lease and Operate revenue came in at US$1,954 million, an increase versus US$1,763 million in the prior period.
This reflects mainly the following items: (i) FPSO Prosperity joining the fleet upon successful delivery of the EPCI project
during the last quarter 2023 and (ii) an increase in reimbursable scopes and an improved performance of the fleet, partially
offset by (iii) FPSO Capixaba, which finished production in 2022 (no contribution to Directional revenue in 2023, vessel now in
the decommissioning phase).

Directional Turnkey revenue increased to US$2,578 million, representing 57% of total 2023 Directional revenue. This
compares with US$1,525 million, or 46% of total Directional revenue in 2022. This increase was mainly driven by the sale of
FPSO Liza Unity, completed in November 2023. Turnkey revenue was additionally positively impacted by (i) the start of FPSO
FEED work for the Whiptail development project and (ii) additional variation orders on FPSO Prosperity (including the
variation orders for the compensation of costs incurred by the Company after topside readiness, before the commencement
of the charter at first-oil). The increase in Directional turnkey revenue was partially offset by (i) the partial divestment on two
projects at the beginning of 2022 (FPSO Almirante Tamandaré and FPSO Alexandre de Gusmão), which allowed the
Company to recognize revenue for all the EPCI related work performed on these projects up to divestment date in the year
2022 to the extent of the partners’ ownership in lessor related SPVs, (ii) the completion of FPSO Liza Unity project in February
2022 and (iii) a reduced level of progress during the period compared with the year-ago period on FPSO Almirante
Tamandaré and FPSO Alexandre de Gusmão, consistent with the commencement of topsides’ integration.

126 - SBM OFFSHORE ANNUAL REPORT 2023


Directional EBITDA
Directional EBITDA amounted to US$1,319 million, representing a 31% increase compared with US$1,010 million in 2022 with
the increase mostly attributable to the Turnkey segment.

Directional EBITDA (in millions of US$)

1,319

1,010

2023 2022

Lease & Operate Turnkey


Other

The variance of Directional EBITDA is further detailed by segment as follows:


• Directional Turnkey EBITDA increased from US$7 million in the year-ago period to US$296 million in the current year,
mainly driven by the sale of FPSO Liza Unity (completed in November 2023 with recognition of associated margin on the
asset sale). This increase was partially offset by:
◦ (i) some prior-period positive one-off impacts, including a US$9 million gain recognized in the year-ago period from the
disposal of the SBM Installer;
◦ (ii) the completion of FPSO Liza Unity project in February 2022;
◦ (iii) A reduced level of progress on FPSO Almirante Tamandaré and FPSO Alexandre de Gusmão during the current
year, consistent with the commencement of topsides' integration; and
◦ (iv) impacts linked to pressure on the global supply chain and the consequences of the pandemic.

It should be noted that, although the Company recorded a significant decrease in revenue linked to the partial divestment of
a 45% interest in FPSO Alexandre de Gusmão and FPSO Almirante Tamandaré in 2022, there was no comparative impact on
Directional EBITDA related to the divestment. This is because the projects had not reached the requisite ’stage of
completion’ to allow margin to be booked at the time of divestment. With respect to the awarded limited scope for the
FPSO for the Whiptail development project that contributed to the revenue during the period, no contribution to Directional
EBITDA was recognized as the projects had not reached the requisite ’stage of completion’ to allow margin to be recognized
at the end of the current year.

Finally, FPSO Prosperity and FPSO ONE GUYANA are 100% owned by the Company. Despite the increase of activity it has a
limited impact on the Directional EBITDA performance on those projects as, during the current period, the direct payments
received during construction and before first oil of these units are recognized as revenue but without contribution to gross
margin, in accordance with the Company policy for Directional reporting.

• Directional Lease and Operate EBITDA moved from US$1,080 million in the year-ago period to US$1,124 million in the
current year period. This increase resulted from the same drivers as for the Lease and Operate revenue, partially offset by
additional non-recurring maintenance costs on the fleet under operation and some prior-period positive one-off impacts
including some insurance recoveries. In relation to FPSO Cidade de Anchieta, repair costs of the asset incurred in 2023
did not impact the Directional Lease and Operate EBITDA as they met the criteria for capitalization under IAS 16 and
therefore have been recognized as an increase in the Property, Plant and equipment value of the FPSO Cidade de
Anchieta.

SBM OFFSHORE ANNUAL REPORT 2023 - 127


4 FINANCIAL INFORMATION 2023
• Regarding the FPSO Liza Unity sale, whereas the sale of the asset has ended the associated charter agreement
contribution to Directional EBITDA, the vessel will continue to be operated and to contribute to Directional L&O EBITDA
in the future through the OMEA signed with ExxonMobil Guyana in 2023.

The other non-allocated costs charged to Directional EBITDA amounted to US$(101) million in 2023, a US$(24) million
increase compared with the US$(77) million in the year-ago period, which is mainly explained by the implementation of an
optimization plan related to the Company’s support functions’ activities (including US$11 million of restructuring costs), and
continuing investment in the Company’s digital initiatives.

Directional Net income


Directional Net income (in millions of US$)

524

115

2023 2022

Weighted Average Earnings Per Share Directional (in US$)

2.92

0.65

2023 2022

Directional depreciation, amortization and impairment decreased by US$(96) million year-on-year. This primarily resulted
from (i) US$92 million FPSO Cidade de Anchieta impairment booked in the prior year following the shutdown of the vessel
and the capitalization of associated tank repair costs (refer to section 4.3.13 Property Plant and equipment), (ii) FPSO
Capixaba, which finished production in 2022, partially offset by (iii) FPSO Prosperity joining the operating fleet in the last
quarter of 2023, which marked the beginning of the depreciation of the unit.

Directional net financing costs totaled US$(238) million in 2023, compared with US$(188) million in the year-ago period, an
increase of 27% compared with the prior year period, mainly reflecting (i) additional interest expense on FPSO Liza Destiny
and FPSO Liza Unity project loans, (ii) interest expense on FPSO Prosperity joining the operating fleet in November 2023 and
(iii) interest expense on the US$125 million funding loan agreement secured in 2023 with China Merchant Financial Leasing
Ltd (‘CMFL‘) in relation to FPSO Cidade de Ilhabela, in line with the Company aim to diversify its sources of debt and equity
funding and to accelerate equity cash flow from the backlog, partially offset by (iv) the scheduled amortization of project
loans.

128 - SBM OFFSHORE ANNUAL REPORT 2023


The Directional effective tax rate decreased to 5% versus 45% in the year-ago period, primarily driven in 2023 by the
recognition of a deferred tax asset on a tax goodwill in Switzerland (absent this deferred tax asset, the effective tax rate
would stand at 22%).

As a result, the Company recorded a Directional net profit of US$524 million, or US$2.92 per share, a 355% and 351%
increase respectively when compared with the Directional net profit of US$115 million, or US$0.65 per share, in the year-ago
period.

STATEMENT OF FINANCIAL POSITION − DIRECTIONAL


in millions of US$ 2023 2022
Directional total equity 1,448 1,078
Directional net debt1 6,654 6,082
Directional cash and cash equivalents 563 615
Directional total assets 11,214 10,769
Solvency ratio2 29.9 29.6
1 Directional net debt is calculated as Directional total borrowings (including lease liabilities) less Directional cash and cash equivalents.
2 Solvency ratio is calculated in accordance with the definition provided in section 4.3.23 Borrowings and lease liabilities - Covenants

Directional shareholders’ equity increased by US$370 million from US$1,078 million at year-end 2022 to US$1,448 million at
year-end 2023, mostly due to the following items:
• A positive Directional net income of US$524 million in 2023;
• An increase of the hedging reserve net of deferred tax of US$23 million; and
• Partially offset by dividends distributed to the shareholders, decreasing equity by US$197 million.

The movement in the hedging reserve is mainly caused by (i) the increase in marked-to-market value of forward currency
contracts, mainly driven by the depreciation of the US$ exchange rate versus the hedged currencies (especially
EUR and BRL), partially offset by (ii) the decrease in marked-to-market value of the interest rate swaps, due to decreasing
US$ market interest rates during the year.

It should be noted that, under Directional policy, given the Company’s substantial aggregate ownership share in the FPSOs
under construction, the contribution to profit and equity from these will largely materialize in the coming years at the
Company’s ownership share in lessor-related SPVs, subject to project execution performance, in line with the generation of
associated operating cash flows.

Directional net debt increased by US$572 million to US$6,654 million at year-end 2023. While the Company’s net debt was
positively impacted by (i) the amount of net cash proceeds from the sale of FPSO Liza Unity (with a cash consideration of
US$1,259 million received primarily used for the full repayment of the US$1,140 million project financing), (ii) the settlements
of interest rate swaps related to the financing of FPSO Almirante Tamandaré and FPSO Alexandre de Gusmão of US$154
million and (iii) the Lease and Operate segment’s strong operating cash flow, as, in order to fund continued investment
growth, the Company drew on project finance facilities for FPSO Prosperity, FPSO ONE GUYANA, FPSO Almirante
Tamandaré, FPSO Alexandre de Gusmão, the Revolving Credit Facility (RCF) and the new Revolving Credit Facility for MPF
hull financing.

In line with its aim to diversify its sources of debt and equity funding and to accelerate equity cash flow from the backlog, in
2023, the Company finalized the funding loan agreement and received US$125 million from CMFL in relation to FPSO
Cidade de Ilhabela.

Almost half of the Company’s debt, as at December 31, 2023, consisted of non-recourse project financing (US$3.3 billion) in
special purpose investees. The remainder of the Company’s debt (US$3.8 billion) comprised (i) borrowings to support the
ongoing construction of FPSO ONE GUYANA, FPSO Almirante Tamandaré, FPSO Alexandre de Gusmão, which will become
non-recourse following project execution finalization and release of the related parent company guarantee, (ii) project loan
on FPSO Sepetiba (the Company is currently going through the process of releasing the corporate guarantee, after which
this project loan will become non-recourse), (iii) the Company’s RCF, which was drawn for US$550 million as at December 31,
2023, and (iv) the new US$210 million Revolving Credit Facility for MPF hull financing, completed and fully drawn in

SBM OFFSHORE ANNUAL REPORT 2023 - 129


4 FINANCIAL INFORMATION 2023
December 2023. The cash and cash equivalents aounted to US$563 million (December 31, 2022: US$615 million) and lease
liabilities totaled US$85 million (December 31, 2022: US$47 million).

Directional net debt is reconciled to IFRS figures as follows:

31 December
Notes 2023 31 December 2022
Total borrowings and lease liabilities 4.3.23 9,291 8,564
Less: Cash and cash equivalents 4.3.21 (543) (683)
Net debt 4.3.27 8,748 7,881
Impact of lease accounting treatment 4.3.2 - -
Impact of consolidation methods 4.3.2 (2,094) (1,799)
Directional net debt 6,654 6,082

Directional total assets increased to US$11.2 billion as at December 31, 2023, compared with US$10.8 billion at year-end
2022. This resulted from the substantial investments in property, plant and equipment (mainly FPSO Prosperity, FPSO
Sepetiba, FPSO Almirante Tamandaré, FPSO Alexandre de Gusmão, FPSO ONE GUYANA and awarded limited scope for
the FPSO for the Whiptail development project).

The relevant covenants (solvency ratio and interest cover ratio) applicable for the Company’s RCF, drawn for c.US$550 million
as at year-end 2023, and the new Revolving Credit Facility for MPF hull financing, drawn for c. US$210 million as at year-end
2023, were all met at December 31, 2023. For more detailed information on convenants, please refer to section 4.3.23
Borrowings and Lease Liabilities. In line with previous years, the Company had no off-balance sheet financing.

The Company’s Directional financial position has remained strong as a result of the cash flow generated by the fleet, as well
as the positive contribution of the turnkey activities.

Directional Return On Average Equity


Directional return on average equity measures the performance of the Company based on the average directional equity
attributable to the shareholders of the parent company. Directional retun on average is equity is calculated as directional
(underlying) profit attributable to shareholders divided by the annual average of directional equity attributable to
shareholders of the parent company.

41.4

13.7 17.3 12.3

2023 2022 2021 2020

Directional return on average equity

2023 Directional return on average equity stood at 41.4%, above the past three-year average of 14.4%. This is mainly the
result of the sale of FPSO Liza Unity.

130 - SBM OFFSHORE ANNUAL REPORT 2023


CASH FLOW / LIQUIDITIES − DIRECTIONAL
Directional cash and undrawn committed credit facilities amount to US$2,276 million at December 31, 2023, of which
US$1,208 million is considered as pledged to specific project debt servicing related to FPSO ONE GUYANA, FPSO Almirante
Tamandaré and FPSO Alexandre de Gusmão, or otherwise restricted in its utilization.

The consolidated cash flow statement under Directional reporting is as follows:

in millions of US$ 2023 2022


Directional EBITDA 1,319 1,010
Adjustments for non-cash and investing items
Directional Addition/(release) provision 51 46
Directional Effect of disposal of property, plant and equipment 902 (9)
Directional (Gain) / loss on acquisition of shares in investees (0) (2)
Directional Share-based payments 20 19
Changes in operating assets and liabilities
Directional (Increase)/Decrease in operating receivables (211) (156)
Directional Movement in contract assets (153) (115)
Directional (Increase)/Decrease in inventories (124) (10)
Directional Increase/(Decrease) in operating liabilities (84) 117
Directional Income taxes paid (104) (100)
Directional Net cash flows from (used in) operating activities 1,616 799
Directional Capital expenditures (1,658) (1,342)
Directional (Addition) / repayments of funding loans (4) 6
Directional Cash flows from changes in interests of subsidiaries 0 (307)
Directional Cash receipts from sale of investments in joint ventures (0) 0
Directional Other investing activities 23 44
Directional Net cash flows from (used in) investing activities (1,639) (1,600)
Directional Additions and repayments of borrowings and lease liabilities 287 717
Directional Dividends paid to shareholders (197) (178)
Directional Share repurchase program (5) -
Directional Payments from/to non-controlling interests for change in
ownership (21) -
Directional Proceeds from settlement of interest rate swaps 154 -
Directional Interest paid (248) (181)
Directional Net cash flows from (used in) financing activities (29) 359
Directional Foreign currency variations 0 (3)
Directional Net increase/(decrease) in cash and cash equivalents (52) (444)

The Company generated strong Directional operating cash flows mainly as a result of the cash flow from the fleet under
operations and the proceeds received from FPSO Liza Unity sale.

Cash generated from the strong Directional operating cash flows, drawdowns on project financings, the RCF, the Revolving
Credit Facility for MPF hull financing, the settlements of interest rate swaps related to the financing of FPSO Almirante
Tamandaré and FPSO Alexandre de Gusmão of US$154 million, the US$125 million funding loan agreement received from
CMFL in relation to FPSO Cidade de Ilhabela, together with some of the Company's existing cash was primarily used to:
• Invest in the five FPSOs under construction over the period, and some initial scope for the FPSO for the Whiptail
development project and the two Fast4Ward® new build multi-purpose hulls.
• Repayment of the project loan following the FPSO Liza Unity sale;
• Pay dividends to shareholders; and
• Service the Company’s non-recourse debt and interest in accordance with the respective repayment schedules.

As a result, Directional cash and cash equivalents decreased from US$615 million at year-end 2022 to US$563 million at year-
end 2023.

SBM OFFSHORE ANNUAL REPORT 2023 - 131


4 FINANCIAL INFORMATION 2023

4.1.5 OUTLOOK AND GUIDANCE


The Company’s 2024 Directional revenue guidance is around US$3.5 billion, of which around US$2.2 billion is expected from
the Lease and Operate segment and around US$1.3 billion from the Turnkey segment.

2024 Directional EBITDA guidance is around US$1.2 billion for the Company.

132 - SBM OFFSHORE ANNUAL REPORT 2023


4.2 CONSOLIDATED FINANCIAL STATEMENTS
4.2.1 CONSOLIDATED INCOME STATEMENT
in millions of US$ Notes 2023 2022
Revenue from contracts with customers 4,452 4,383
Interest revenue from finance lease calculated using the effective
interest method 510 530
Total revenue 4.3.2/4.3.3 4,963 4,913
Cost of sales 4.3.5 (3,543) (3,731)
Gross margin 1,420 1,182
Other operating income/(expense) 4.3.4/4.3.5 (11) 28
Selling and marketing expenses 4.3.5 (22) (16)
General and administrative expenses 4.3.5 (183) (154)
Research and development expenses 4.3.5/4.3.7 (37) (35)
Net impairment gains/(losses) on financial and contract assets 4.3.5/4.3.8 (21) 15
Operating profit/(loss) (EBIT) 1,145 1,020
Financial income 4.3.9 25 12
Financial expenses 4.3.9 (601) (385)
Net financing costs (575) (373)
Share of profit/(loss) of equity-accounted investees 4.3.29 19 12
Profit/(loss) before income tax 589 660
Income tax expense 4.3.10 25 (104)
Profit/(loss) 614 555

Attributable to shareholders of the parent company 491 450


Attributable to non-controlling interests 4.3.30 123 105
Profit/(loss) 614 555

Earnings/(loss) per share

Notes 2023 2022


Weighted average number of shares outstanding 4.3.11 179,235,116 177,906,466
Basic earnings/(loss) per share in US$ 4.3.11 2.74 2.53
Fully diluted earnings/(loss) per share in US$ 4.3.11 2.70 2.50

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4 FINANCIAL INFORMATION 2023

4.2.2 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME


in millions of US$ 2023 2022
Profit/(loss) for the period 614 555
Cash flow hedges 62 654
Deferred tax on cash flow hedges (57) -
Foreign currency variations (2) 2
Items that are or may be reclassified to profit or loss 4 656
Remeasurements of defined benefit liabilities (4) 7
Items that will never be reclassified to profit or loss (4) 7
Other comprehensive income/(expense) for the period, net of tax 1 664
Total comprehensive income/(expense) for the period, net of tax 615 1,219
Of which
- on controlled entities 599 1,197
- on equity-accounted entities 15 22

Attributable to shareholders of the parent company 509 976


Attributable to non-controlling interests 106 243
Total comprehensive income/(expense) for the period, net of tax 615 1,219

134 - SBM OFFSHORE ANNUAL REPORT 2023


4.2.3 CONSOLIDATED STATEMENT OF FINANCIAL POSITION
in millions of US$ Notes 31 December 2023 31 December 2022
ASSETS
Property, plant and equipment 4.3.13 384 314
Intangible assets 4.3.14 153 117
Investment in associates and joint ventures 4.3.29 288 290
Finance lease receivables 4.3.15 6,276 5,468
Other financial assets 4.3.16 151 151
Deferred tax assets 4.3.17 247 12
Derivative financial instruments 4.3.20 258 465
Total non-current assets 7,757 6,818
Inventories 4.3.18 149 25
Finance lease receivables 4.3.15 526 1,725
Trade and other receivables 4.3.19 901 795
Income tax receivables 7 18
Contract assets 4.3.3 7,134 5,681
Derivative financial instruments 4.3.20 158 145
Cash and cash equivalents 4.3.21 543 683
Total current assets 9,419 9,071
TOTAL ASSETS 17,176 15,889
EQUITY AND LIABILITIES
Issued share capital 50 48
Share premium reserve 1,007 1,007
Treasury shares (26) (42)
Retained earnings 2,478 2,179
Other reserves 224 204
Equity attributable to shareholders of the parent company 4.3.22 3,733 3,397
Non-controlling interests 4.3.30 1,797 1,517
Total Equity 5,531 4,914
Borrowings and lease liabilities 4.3.23 8,186 6,873
Provisions 4.3.24 383 309
Deferred tax liabilities 4.3.17 173 38
Derivative financial instruments 4.3.20 8 25
Other non-current liabilities 4.3.25 95 127
Total non-current liabilities 8,845 7,371
Borrowings and lease liabilities 4.3.23 1,105 1,691
Provisions 4.3.24 203 178
Trade and other payables 4.3.25 1,347 1,501
Income tax payables 57 41
Derivative financial instruments 4.3.20 89 192
Total current liabilities 2,800 3,603
TOTAL EQUITY AND LIABILITIES 17,176 15,889

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4 FINANCIAL INFORMATION 2023

4.2.4 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY


Issued Share Attributable Non-
share premium Treasury Retained Other to controlling Total
in millions of US$ Notes capital reserve shares earnings reserves shareholders interests Equity
At 1 January 2023 48 1,007 (42) 2,179 204 3,397 1,517 4,914
Profit/(loss) for the period - - - 491 - 491 123 614
Foreign currency translation 2 - (1) - (2) (1) (1) (2)
Remeasurements of defined benefit
provisions - - - - (4) (4) - (4)
Cash flow hedges - - - - 23 23 (17) 6
Total comprehensive income for the
period 2 - (1) 491 17 509 106 615
IFRS 2 vesting cost of share based
payments - - - - 20 20 - 20
Re-issuance treasury shares on the
share based scheme - - 21 (2) (16) 4 - 4
Purchase of treasury shares - - (5) - - (5) - (5)
Cash dividend - - - (197) - (197) (81) (278)
Transaction with non-controlling 4.3.25 /
interests 4.3.30 - - - 6 - 6 255 261
At 31 December 2023 50 1,007 (26) 2,478 224 3,733 1,797 5,531

Issued Share Attributable Non-


share premium Treasury Retained Other to controlling Total
in millions of US$ Notes capital reserve shares earnings reserves shareholders interests Equity
At 1 January 2022 51 1,034 (69) 1,910 (347) 2,579 957 3,537
Profit/(loss) for the period - - - 450 - 450 105 555
Foreign currency translation (3) - 4 - 1 2 (0) 2
Remeasurements of defined benefit
provisions - - - - 7 7 - 7
Cash flow hedges - - - - 516 516 139 654
Total comprehensive income for the
period (3) - 4 450 524 976 243 1,219
IFRS 2 vesting cost of share based
payments - - - - 19 19 - 19
Re-issuance treasury shares on the
share based scheme (0) - 22 1 (19) 4 - 4
Purchase of treasury shares - - - - - - - -
Cash dividend - - - (178) - (178) (40) (218)
Transaction with non-controlling
interests 4.3.30 - - - (4) - (4) 357 353
Other 4.3.22 - (26) - - 26 - - -
At 31 December 2022 48 1,007 (42) 2,179 204 3,397 1,517 4,914

136 - SBM OFFSHORE ANNUAL REPORT 2023


4.2.5 CONSOLIDATED CASH FLOW STATEMENT
in millions of US$ Notes 2023 2022
Cash flow from operating activities
Profit/(loss) before income tax 589 660
Adjustments to reconcile profit before taxation to net cash flows:
Depreciation and amortization 65 85
Impairment 31 105
Net financing costs 573 373
Share net income of associates and joint ventures (19) (12)
Share based compensation 20 19
Net gain on sale of Property, Plant and Equipment (0) (9)
(Increase)/Decrease in working capital:
- (Increase)/Decrease Trade and other receivables (58) (25)
- (Increase)/Decrease Contract assets (2,774) (3,023)
- (Increase)/Decrease Inventories (124) (10)
- Increase/(Decrease) Trade and other payables (226) 303
Increase/(Decrease) Other provisions 112 142
Reimbursement finance lease assets 1,743 439
Income taxes paid (101) (96)
Net cash flows from (used in) operating activities (169) (1,049)
Cash flow from investing activities
Investment in property, plant and equipment (128) (41)
Investment in intangible assets 4.3.14 (45) (41)
Additions to funding loans 4.3.16 (11) (13)
Redemption of funding loans 4.3.16 1 27
Interest received 24 9
Dividends received from equity-accounted investees 17 92
Proceeds from disposal of property, plant and equipment 4.3.13 0 34
Purchase of interests in equity-accounted investees (1) (0)
Net cash flows from (used in) investing activities (142) 67
Cash flow from financing activities
Equity funding from/repayment to non-controlling interests 4.3.30 235 357
Additions to borrowings and loans 4.3.23 3,440 1,536
Repayments of borrowings and lease liabilities 4.3.23 (2,988) (779)
Dividends paid to shareholders and non-controlling interests (279) (217)
Payments from/to non-controlling interests for change in ownership 4.3.30 (21) 0
Share repurchase program (5) -
Proceeds from settlement of interest rate swaps 4.3.20 154 -
Interest paid (366) (252)
Net cash flows from (used in) financing activities 170 646
Net increase/(decrease) in cash and cash equivalents (141) (335)

Net cash and cash equivalents as at 1 January 683 1,021


Net increase/(decrease) in net cash and cash equivalents (141) (335)
Foreign currency variations 1 (3)
Net cash and cash equivalents as at 31 December 543 683

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4 FINANCIAL INFORMATION 2023
The reconciliation of the net cash and cash equivalents as at December 31, 2023, with the corresponding amounts in the
statement of financial position, is as follows:

Reconciliation of net cash and cash equivalents as at 31 December

in millions of US$ 31 December 2023 31 December 2022


Cash and cash equivalents 543 683
Net cash and cash equivalents 543 683

4.2.6 GENERAL INFORMATION


SBM Offshore N.V. has its registered office in Amsterdam, the Netherlands, and is located at Evert van de Beekstraat 1-77,
1118 CL, Schiphol, the Netherlands. SBM Offshore N.V. is the holding company of a group of international marine
technology-oriented companies. The Company globally provides services in the offshore oil and gas industry and alternative
energy sources.

The Company is registered at the Dutch Chamber of Commerce under number 24233482 and is listed on the Euronext
Amsterdam stock exchange.

The consolidated financial statements for the year ended December 31, 2023 comprise the financial statements of
SBM Offshore N.V., its subsidiaries and interests in associates and joint ventures (together referred to as ‘the Company’).
They are presented in millions of US dollars, except when otherwise indicated. Figures may not add up due to rounding.

The consolidated financial statements were authorized for issue by the Supervisory Board on February 28, 2024.

4.2.7 ACCOUNTING PRINCIPLES


A. ACCOUNTING FRAMEWORK
The consolidated financial statements of the Company have been prepared in accordance with, and comply with,
International Financial Reporting Standards (’IFRS’) and interpretations adopted by the European Union, which were effective
for the financial year beginning January 1, 2023, and also comply with the financial reporting requirements included in Part 9
of Book 2 of the Dutch Civil Code.

The Company financial statements included in section 4.4 are part of the 2023 financial statements of SBM Offshore N.V.

New Standards, Amendments and Interpretations applicable as of January 1, 2023


The Company has adopted the following new standards as of January 1, 2023:
• IFRS 17 – ‘Insurance Contracts’;
• Amendments to IAS 8 – ‘Definition of Accounting Estimates’;
• Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting Policies’;
• Amendments to IAS 12 – ‘Deferred Tax related to Assets and Liabilities arising from a Single Transaction’; and
• Amendments to IAS 12 – ‘International Tax Reform – Pillar Two Model Rules’.

IFRS 17 Insurance Contracts


IFRS 17 is the new accounting standard for insurance contracts covering recognition and measurement, presentation, and
disclosure. This standard applies to all types of insurance contracts, regardless of the type of entities that issue them, as well
as to certain guarantees and financial instruments with discretionary participation features.

In contrast to the requirements in IFRS 4, which are largely based on grandfathering previous local accounting policies, IFRS
17 provides a comprehensive model for insurance contracts, covering all relevant accounting aspects.

The Company has made a thorough assessment of its transactions against the scope of IFRS 17 and concluded that, despite
the fact it does have some transactions that may fall within the scope of IFRS 17, those transactions are either scoped out
(such as warranties provided to its customers) or an accounting policy choice is available (e.g., fixed-fee service contracts).
The Company has decided to apply the accounting policy option to not apply IFRS 17 where permitted.

138 - SBM OFFSHORE ANNUAL REPORT 2023


Therefore, this new standard had no impact on the consolidated financial statements of the Company.

Definition of Accounting Estimates – Amendments to IAS 8


This amendment clarifies the distinction between changes in accounting estimates and changes in accounting policies and
the correction of errors in IAS 8. They also clarify how entities use measurement techniques and inputs to develop
accounting estimates.

The amendment had no impact on the consolidated financial statements of the Company.

Disclosure of Accounting Policies – Amendments to IAS 1 and IFRS Practice Statement 2


These amendments provide guidance and examples to help entities applying materiality judgements to accounting policy
disclosures. The amendments aim to help entities provide accounting policy disclosures that are more useful, by replacing
the requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’
accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about
accounting policy disclosures.

The amendments had a minor impact on the consolidated financial statements of the Company. The Company has
performed a reassessment of its accounting policy disclosures against the amended guidance, which resulted in minor
changes to the section on accounting policies.

Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to IAS 12
This amendment aims to narrow the scope of the initial recognition exception (’IRE’) provided in IAS 12, so that it no longer
applies to transactions that give rise to equal taxable and deductible temporary differences, such as leases and
decommissioning liabilities.

The impact of the application of this amendment to IAS 12 relates to lease transactions in which the Company is the lessee,
and for which the Company applied the initial recognition exemption.

This amendment resulted in the recognition of additional deferred tax assets and deferred tax liabilities on the balance sheet
at January 1, 2023, of US$11 million and US$10 million respectively, with an insignificant net impact of less than US$1 million.
Considering the materiality, the Company has recognized the impact fully in 2023.

Amendments to IAS 12 – ‘International Tax Reform – Pillar Two Model Rules’


With regards to the amendments to IAS 12 on International Tax Reform – Pillar Two Model Rules the amendment:
• Provide a mandatory temporary exception to the requirements in IAS 12 to recognize and disclose information about
deferred tax assets and liabilities arising from Pillar Two Model Rules.

The Company has been monitoring the accounting discussion around the recognition of deferred taxes arising from Pillar
Two Model Rules and, following the amendment requirements, the Company did not recognize any deferred taxes in its
financial statements 2023 related to potential impacts of top-up taxes arising from such legislation. The mandatory
temporary exception applies immediately.
• Introduce new disclosure requirements, which are only applicable to annual financial statements commencing on or after
January 1, 2023.

As the Company is within the scope of the Pillar Two legislation, the Company is in the process of assessing the applicable
regulations and understanding the requirements. The EU has published the Directive (EU) 2022/2523, in the Official Journal
of the EU, on December 22, 2022, aiming to ensure a global minimum level of taxation for multinational enterprise groups
and large-scale domestic groups in the EU, based on a system of two interlocked rules, together referred to also as the
‘GloBE rules’, through which an additional amount of tax (so-called ‘Top-up Tax’) should be collected when the effective tax
rate in a given jurisdiction is below 15%. Following the EU Directive, the Dutch government issued its draft proposal of the
Minimum Taxation Act 2024 in October 2022 for consultation, while on December 15, 2022, the Council of the European
Union formally adopted the directive implementing the minimum taxation at EU level. On December 19, 2023 the Dutch
Senate approved the Minimum Tax Act 2024. The measures are considered to be substantively enacted for financial
statements ending after 19 December 2023. The main rule of the Minimum Tax Act 2024 (so-called Income Inclusion Rule or
IIR) will become effective on or after December 31, 2023 with the backstop rule (so-called Undertaxed Profits Rule or UTPR)

SBM OFFSHORE ANNUAL REPORT 2023 - 139


4 FINANCIAL INFORMATION 2023
becoming effective on or after December 31, 2024. On top of the IIR and UTPR, the jurisdictions that will implement an IIR
are generally expected to also implement a Qualifying Domestic Minimum Top-up Tax or QDMTT.

The Company will be impacted by the GloBE rules, the result of the assessment of the expected impact is disclosed under
4.3.10 Income Tax Expense as per requirements of the issued IAS 12 amendment.

Standards and Interpretations not mandatorily applicable to the Company as of January 1, 2023

Standards and amendments published by the IASB and endorsed by the European Union
The following standards and amendments published by the IASB and endorsed by the European Union are not mandatorily
applicable as of January 1, 2023:
• Amendments to IFRS 16 – ‘Lease Liability in a Sale and Leaseback’; and
• Amendments to IAS 1 – ‘Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants’.

The Company is currently assessing the impact of amendments issued, however the Company does not expect a material
impact on the financial statements due to their future adoption.

Standards and amendments published by the IASB and not yet endorsed by the European Union
Other new standards and amendments have been published by the IASB but have not been endorsed yet by the European
Commission. Early adoption is not possible until European Commission endorsement. Those which may be relevant to the
Company are set out below:
• Amendments to IAS 7 and IFRS 7 – ‘Disclosures: Supplier Finance Arrangements’; and
• Amendments to IAS 21 - Lack of exchangeability.

The Company does not expect a significant effect on the financial statements due to the adoption of the remaining
amendments. Other standards and amendments are not relevant to the Company.

B. CRITICAL ACCOUNTING POLICIES


Critical accounting policies that involve a high degree of judgment or complexity, or areas where assumptions and estimates
are material, are disclosed in the paragraphs below.

(a) Use of estimates and judgment


When preparing the financial statements, it is necessary for the Management of the Company to make estimates and certain
assumptions that can influence the valuation of the assets and liabilities and the outcome in the income statement. The
actual outcome may differ from these estimates and assumptions due to changes in facts and circumstances. 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.

Estimates:
Significant areas of estimation and uncertainty in applying accounting policies that have the most significant impact on
amounts recognized in the financial statements are:

The measurement and recognition of revenues on construction contracts based on the input method:
Revenue of the Company is measured and recognized, based on the input method (i.e. costs incurred). Costs and revenue at
completion are reviewed periodically throughout the life of the contract. This requires a large number of estimates,
especially of the total expected costs at completion, due to the complex nature of the Company’s construction contracts.
Judgment is also required for the accounting of contract modifications and claims from clients where negotiations or
discussions are at a sufficiently advanced stage. Costs and revenue (and the resulting gross margin) at completion reflect, at
each reporting period, the Management’s current best estimate of the probable future benefits and obligations associated
with the contract. The policy for measurement of transaction price, including variable considerations (i.e. claims,
performance-based incentives), is included below in the point (d) Revenue.

In case a contract meets the definition of an onerous contract as per IAS 37, provisions for anticipated losses are made in full
in the period in which they become known.

140 - SBM OFFSHORE ANNUAL REPORT 2023


Impairments:
Assumptions and estimates used in the discounted cash flow model and the adjusted net present value model to determine
the value in use of assets or group of assets (e.g. discount rates, residual values and business plans) are subject to
uncertainty. There is a possibility that changes in circumstances or in market conditions could impact the recoverable amount
of the asset or group of assets.

The anticipated useful life of the leased facilities under an operating lease:
Management uses its experience to estimate the remaining useful life of an asset. The actual useful life of an asset may be
impacted by an unexpected event that may result in an adjustment to the carrying amount of the asset.

Uncertain income tax treatment:


The Company is subject to income taxes in multiple jurisdictions. Significant judgment is required in determining the
Company’s overall income tax liability. There are many transactions and calculations for which the ultimate tax determination
is uncertain during the ordinary course of business. The Company takes into account the following considerations when
determining the liabilities related to uncertain income tax treatment:
• When necessary, the Company engages with local tax advisers, which provide advice on the expected view of tax
authorities on the treatment of judgmental areas of income tax;
• The Company considers any changes in tax legislation, and knowledge built based on prior cases, to make an estimate/
judgment on whether or not to provide for any tax payable; and
• The Company takes into account any dispute resolutions, case law and discussions between peer companies and the tax
authorities on similar cases over an uncertain tax treatment.

The Company consistently monitors each issue around uncertain income tax treatments across the group in order to ensure
that the Company applies sufficient judgment to the resolution of tax disputes that might arise from examination of the
Company’s tax position by relevant tax authorities.

The Company recognizes liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be
due. The income tax liabilities include any penalties and interest that could be associated with a tax audit issue. Where the
final tax outcome of these matters is different from the amounts that were initially recorded, such differences will influence
the income tax and deferred tax provisions in the period in which such determination is made.

The Company’s exposure to litigation and non-compliance:


The Company identifies and provides analysis on a regular basis of current litigation and measures, when necessary,
provisions based on its best estimate of the expenditure required to settle the obligations, taking into account information
available and different possible outcomes at the reporting date.

The warranty provision:


A warranty provision is accrued during the construction phase of projects, based on historical warranty expenditure per
product type. At the completion of a project, a warranty provision (depending on the nature of the project) is therefore
provided for and reported as provision in the statement of financial position. Following the acceptance of a project, the
warranty provision is released over the warranty period. For some specific claims formally notified by the customer and which
can be reliably estimated, an amount is provided in full and without discounting. An overall review of the warranty provision
is performed by Management at each reporting date. Nevertheless, considering the specificity of each asset, actual warranty
expenditures could vary significantly from one project to another and therefore differ materially from initial statistical
warranty provision provided at the completion of a said project.

The timing and estimated cost of demobilization:


The estimated future costs of demobilization are reviewed on a regular basis and adjusted when appropriate. Nevertheless,
considering the long-term expiry date of the obligations, these costs are subject to uncertainty. Cost estimates can vary in
response to many factors, including, for example, new demobilization techniques, the Company’s own experience on
demobilization operations, future changes in laws and regulations, and the timing of demobilization operations.

Estimates and assumptions made in determining these obligations can therefore lead to significant adjustments to the future
financial results. Nevertheless, the cost of demobilization obligations at the reporting date represents Management’s best
estimate of the present value of the future costs required.

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4 FINANCIAL INFORMATION 2023
Significant estimates and judgments in the context of current economic and geopolitical environment
During the 2023 financial year, there was significant commodity price volatility, high inflation, rising interest rates and
increasing energy prices that increased the current economic and geopolitical uncertainty. Accordingly, the Company
reassessed its significant estimates and judgments. The following main areas identified by the Company as potentially
affected by the current global circumstances are:
• Key assumptions used in the impairment test of assets, or group of assets;
• Expected credit losses; and
• Additional costs in order to satisfy the performance obligations on some of the construction contracts, mainly due to
expected delay in the project delivery following lockdown periods in China, international travel restrictions, remote
working, pressure on the supply chain and a general increase in global inflation.

The impact of the current economic and geopolitical environment on the impairment of the tangible assets is disclosed in
note 4.3.13 Property, Plant and Equipment. Regarding the Company’s considerations for estimation of expected credit
losses, refer to note 4.3.8 Net Impairment Gains/(Losses) on Financial and Contract Assets. In relation to the impact of
additional costs incurred due to these current macroeconomic circumstances when satisfying the Company’s performance
obligations, refer to note 4.3.3 Revenue.

Following the assessments, the Company does not expect any significant impact in other areas.

Judgments:
In addition to the above estimates, the Management exercises the following judgments:

Lease classification as Lessor:


When the Company enters into a new lease arrangement, the terms and conditions of the contract are analyzed in order to
assess whether or not the Company retains the significant risks and rewards of ownership of the asset subject of the lease
contract. To identify whether risks and rewards are retained, the Company systematically considers, among others, all the
examples and indicators listed by IFRS 16.63, on a contract-by-contract basis. By performing such an analysis, the Company
makes a significant judgment to determine whether the arrangement results in a finance lease or an operating lease. This
judgment can have a significant effect on the amounts recognized in the consolidated financial statements and its
recognition of profits in the future. The most important judgment areas assessed by the Company are (i) determination of the
fair value, (ii) determination of the useful life of the asset, (iii) the highly specialized nature of an FPSO constructed on behalf
of the client and (iv) the probability of the client exercising the purchase or termination option (if relevant).

(b) Leases: accounting by lessor


A lease is an agreement whereby the lessor conveys to the lessee, in return for a payment, or series of payments, the right to
use an asset for an agreed period of time.

Leases in which a significant portion of the risk and rewards of ownership are retained by the lessor are classified as
operating leases. Under an operating lease, the asset is included in the statement of financial position as property, plant and
equipment. Lease income is recognized over the term of the lease on a straight-line basis. This implies the recognition of
deferred income when the contractual day rates are not constant during the initial term of the lease contract.

When assets are leased under a finance lease, the present value of the lease payments is recognized as a finance lease
receivable. Under a finance lease, the difference between the gross receivable and the present value of the receivable is
recognized as revenue during the lease phase. Lease income is, as of the commencement date of the lease contract,
recognized over the term of the lease using the net investment method, which reflects a constant periodic rate of return. The
discount rate used to measure the net investment in the lease is the interest rate implicit in the lease. During the
construction phase, revenue is recognized over time, as per IFRS 15, due to the fact the Company is acting as manufacturer
lessor (refer to accounting policy (d) Revenue).

(c) Impairment of non-financial assets


Under certain circumstances, impairment tests must be performed. Assets that are subject to amortization or depreciation
are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be
recoverable.

142 - SBM OFFSHORE ANNUAL REPORT 2023


The recoverable amount is the higher of an asset’s Cash Generating Unit’s (’CGU’) fair value, less costs of disposal and its
value-in-use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows
that are largely independent of those from other assets or group of assets. An impairment loss is recognized for the amount
by which the assets, or CGU’s carrying amount, exceeds its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate
that reflects current market assessments of the time value of money and risks specific to the asset. The Company bases its
future cash flows on detailed budgets and forecasts.

Non-financial assets, other than goodwill, that have been impaired are reviewed for possible reversal at financial position
date, when circumstances which caused the initial impairment have improved or no longer exist.

(d) Revenue
The Company provides design, supply, installation, operation, life extension and demobilization of Floating Production,
Storage and Offloading (FPSO) vessels. The vessels are either owned and operated by SBM Offshore and leased to its clients
(Lease and Operate arrangements) or supplied on a Turnkey sale basis (construction contracts). Even in the latter case, the
vessels can be operated by the Company, under a separate operating and maintenance agreement, after transfer to the
clients.

Other products of the Company include: Turret Mooring Systems (’TMS’), Floating Offshore Wind (’FOW’) and brownfield
and offshore (off)loading terminals. These products are mostly delivered as construction, lease or service type agreements.

Some contracts include multiple deliverables (such as Front-End Engineering Design (’FEED’), engineering, construction,
procurement, installation, maintenance, operating services, demobilization). The Company assesses the level of integration
between different deliverables and the ability of the deliverable to be performed by another party. Based on this assessment,
the Company ascertains whether the multiple deliverables are one, or separate, performance obligation(s).

The Company determines the transaction price for its performance obligations based on contractually agreed prices. The
Company has various arrangements with its customers in terms of pricing, but, in principle (i) the construction contracts have
agreed fixed pricing terms, including fixed lump sums and reimbursable type of contracts, (ii) the majority of the Company’s
lease arrangements have fixed lease rates and (iii) the operating and service type of contracts can be based on fixed lump
sums or reimbursable type of contracts. The Lease and Operate contracts generally include a variable component for which
the treatment is described below under ’Lease and Operate contracts’. In rare cases when the transaction prices are not
directly observable from the contract, they are estimated based on expected cost plus margin (e.g. based on an operating
service component in a lease arrangement).

The Company assesses, for each performance obligation, whether the revenue should be recognized over time or at a point
in time. This is explained more in detail under the below sections ’Construction contracts’ and ’Lease and Operate
contracts’.

The Company can agree on various payment arrangements that generally reflect the progress of delivered performance
obligations. However, if the Company‘s delivered performance obligation exceeds installments invoiced to the client, a
contract asset is recognized (see note 4.3.3 Revenue). If the installments invoiced to the client exceed the work performed, a
contract liability is recognized (see note 4.3.25 Trade and Other Payables).

Revenue policies related to specific arrangements with customers are described below.

Construction contracts:
The Company, under its construction contracts, usually provides Engineering, Procurement, Construction and Installation
(’EPCI’) of vessels. The Company assesses the contracts on an individual basis as per the policy described above. Based on
the analysis performed for existing contracts:
• The construction contracts generally include one performance obligation due to significant integration of the activities
involved; and
• Revenue is recognized over time as the Company has an enforceable right to payment for performance completed to
date and the assets created have no direct alternative use.

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4 FINANCIAL INFORMATION 2023
Based on these requirements, the Company concludes that, in principle, construction contracts meet the criteria of revenue
to be recognized over time. Revenue is recognized at each period based upon the advancement of the work, using the input
method. The input method is based on the ratio of costs incurred to date to total estimated costs. Up to the moment that
the Company can reasonably measure the outcome of the performance obligation, revenue is recognized to the extent of
cost incurred.

Complex projects that present a high-risk profile due to technical novelty, complexity or pricing arrangements agreed with
the client are subject to independent project reviews at advanced degrees of completion in engineering. An independent
project review is an internal, but independent, review of the status of a project, based upon an assessment of a range of
project management and company factors. Until this point, and when other significant uncertainties related to the cost at
completion are mitigated, revenue is recognized to the extent of cost incurred.

Due to the nature of the services performed, variation orders and claims are commonly billed to clients in the normal course
of business. The variation orders and claims are modifications of contracts that are usually not distinct and are therefore
normally considered as part of the existing performance obligation. When the contract modification (including claims) is
initially approved by oral agreement or implied by customary business practice, the Company recognizes revenue only to the
extent of contract costs incurred. Once contract modifications and claims are approved, the revenue is no longer capped at
the level of costs and is recognized based on the input method.

Generally, the payments related to the construction contracts (under EPCI arrangements) are corresponding to the work
completed to date, therefore the Company does not adjust any of the transaction prices for the time value of money.
However the time value of money is assessed on a contract-by-contract basis and in case the period between the transfer of
the promised goods or services to the customer and payment by the customer exceeds one year, the transaction price is
adjusted for the identified and quantified financing component.

Furthermore, finance lease arrangements under which the Company delivers a unit to a client are treated as direct sales (see
also point (b) above), therefore revenue is recognized over time during the construction period as the present value of the
lease payments accruing to the lessor, discounted using a market rate of interest. In order to determine the revenue to be
recognized, based on this policy, the Company determines the applicable discount rate using a market rate of interest that
takes into account, among others: time value of money, financing structure and risk profile of a client and project.

Lease and Operate contracts:


The Company provides, to its customers, possibilities to lease the units under charter contracts. Charter contracts are multi-
year contracts and some of them contain options to extend the term of the lease or terminate the lease earlier. Some of the
contracts also contain purchase options that are exercisable throughout the lease term.

Charter rates
Charter rates received on long-term operating lease contracts are reported on a straight-line basis over the period of the
contract once the facility has been brought into service. The difference between straight-line revenue and the contractual
day-rates, which may not be constant throughout the charter, is accounted for as deferred income.

Revenue from finance lease contracts is, as of the commencement date of the lease contract, recognized over the term of
the lease using the amortized cost method, which reflects a constant periodic rate of return.

Operating fees
Operating fees are received by the Company for facilitating receipt, processing and storage of petroleum services on board
the facilities which occur continuously through the term of the contract. As such, they are a series of services that are
substantially the same and that have the same pattern of transfer to the customer. Revenue is recognized over time, based
on input methods by reference to the stage of completion of the service rendered, either on a straight-line basis for lump
sum contracts or in line with cost incurred on reimbursable contracts.

Bonuses/penalties
On some contracts, the Company is entitled to receive bonuses (incentives) or incurs penalties, depending on the level of
interruption of production or processing of oil. Bonuses are recognized as revenue once it is highly probable that no
significant reversal of revenue recognized will occur, which is generally the case only once the performance bonus is earned.

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Penalties are recognized as a deduction of revenue when they become probable. For estimation of bonuses and penalties,
the Company applies the ‘most likely’ method, where the Company assesses which single amount is the most likely in a
range of possible outcomes.

Contract costs
The incremental costs of obtaining a contract with a customer are recognized as an asset when the costs are expected to be
recovered. The Company uses a practical expedient that permits the costs to be expensed to obtain a contract as incurred
when the expected amortization period is one year or less. The costs of obtaining a contract that are not incremental are
expensed as incurred, unless those costs are explicitly chargeable to the customer. Bid, proposal, and selling and marketing
costs, as well as legal costs incurred in connection with the pursuit of the contract, are not incremental, as the Company
would have incurred those costs even if it did not obtain the contract.

If the costs incurred in fulfilling a contract with a customer are not within the scope of another IFRS standard (e.g. IAS 2
Inventories, IAS 16 Property, Plant and Equipment or IAS 38 Intangible Assets), the Company recognizes an asset for the
costs incurred to fulfill a contract only if those costs meet all of the following criteria:
• The costs relate directly to a contract or to an anticipated contract that the Company can specifically identify (for example,
costs relating to services to be provided under renewal of an existing contract or costs of designing an asset to be
transferred under a specific contract that has not yet been approved);
• The costs generate or enhance resources of the entity that will be used in satisfying (or in continuing to satisfy)
performance obligations in the future; and
• The costs are expected to be recovered.

An asset recognized for contract costs is amortized on a systematic basis that is consistent with the transfer to the customer
of the goods or services to which the asset relates.

Contract assets
Contract assets, as defined in IFRS 15, represent the Company’s construction work-in-progress. Construction work-in-
progress is the Company‘s right to consideration in exchange for goods and services that the Company has transferred to
the customer. The Company‘s contract assets are measured as accumulated revenue, recognized over time, based on
progress of the project, net of installments invoiced to date. The invoiced installments represent the contractually agreed
unconditional milestone payments during the construction period and these amounts are classified as trade receivables until
the amount is paid. The Company recognizes any losses from onerous contracts under provisions, in line with IAS 37. Further,
the impairment of contract assets is measured, presented and disclosed on the same basis as financial assets that are within
the scope of IFRS 9. The Company applies the simplified approach in measuring expected credit losses for contract assets.
In case of contract asset balances relating to the finance lease contracts, the Company applies the low credit risk
simplification of IFRS 9 for the computation of the expected credit loss. The simplification is applied as the credit risk profile
of these balances has been assessed as low.

In prior consolidated financial statements, the Company has presented contract assets as Construction work-in-progress in
the consolidated statement of financial position, as well as the notes to the consolidated financial statements.

Contract liabilities
The Company recognizes a contract liability (see note 4.3.25 Trade and Other Payables) where installments are received in
advance of satisfying the performance obligation towards the customer.

(e) Operating segment information


As per IFRS 8, an operating segment is a component of an entity that engages in business activities from which it may earn
revenues and incur expenses, whose segmental operating results are regularly reviewed by the entity’s chief operating
decision maker, and for which distinct financial information is available.

The Management Board, as chief operating decision maker, monitors the operating results of its operating segments
separately for the purpose of making decisions about resource allocation and performance assessment. Segment
performance is evaluated based on revenue, gross margin, EBIT and EBITDA, and prepared in accordance with Directional
reporting. The Company has two reportable segments:
• The Lease and Operate segment includes all earned day-rates on operating lease and operate contracts.

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• The Turnkey segment includes revenues from Turnkey supply contracts and after-sales services, which consist mainly of
large production systems, large mooring systems, deepwater export systems, fluid transfer systems, tanker loading and
discharge terminals, design services and supply of special components and proprietary designs and equipment. The new
energy business, which mainly relates to floating offshore wind solutions, also forms part of the Turnkey segment.

No operating segments have been aggregated to form the above reportable segments.

The Company’s corporate overhead functions do not constitute an operating segment as defined by IFRS 8 ’Operating
segments’ and are reported under the ’Other’ section in note 4.3.2 Operating Segments and Directional Reporting.

Operating segment information is prepared and evaluated based on Directional reporting, for which the main principles are
explained in note 4.3.2 Operating Segments and Directional Reporting.

(f) Demobilization obligations


The demobilization obligations of the Company are either stated in the lease contract or derived from the international
conventions and the specific legislation applied in the countries where the Company operates assets. Demobilization costs
will be incurred by the Company at the end of the operating life of the Company’s facilities.

For operating leases, the net present value of the future obligations is included in property, plant and equipment, with a
corresponding amount included in the provision for demobilization. As the remaining duration of each lease reduces, and
the discounting effect on the provision unwinds, accrued interest is recognized as part of financial expenses and added to
the provision. The subsequent updates of the measurement of the demobilization costs are recognized, both impacting the
provision and the asset.

In some cases, when the contract includes a demobilization bareboat fee that the Company invoices to the client during the
demobilization phase, a receivable is recognized at the beginning of the lease phase for the discounted value of the fee.
When the receivable is recognized, it is limited to the amount of the corresponding demobilization obligation. These
receivables are subject to expected credit loss impairment, which are analyzed together with the finance lease receivable
using the same methodology.

For finance leases, demobilization obligations are analyzed as a component of the sale recognized under IFRS 15. It is
determined whether the demobilization obligation should be defined as a separate performance obligation. In that case,
because the demobilization operation is performed at a later stage, the related revenue is deferred until the demobilization
operations occur. Subsequent updates of the measurement of the demobilization costs are recognized immediately through
the contract liability, for the present value of the change.

C. OTHER MATERIAL ACCOUNTING POLICIES


The consolidated financial statements of the Company have been prepared on the historical cost basis, except for the
revaluation of certain financial instruments.

(a) Distinction between current and non-current assets and liabilities


The Company classifies its assets as current when it expects to realize the asset, or intends to sell or consume it, in its normal
operating cycle. Inventory and contract balances are classified as current while the time when these assets are sold or
consumed might be longer than twelve months. In the context of Company’s operations it is considered that its operating
cycle begins with the construction of the vessels up to the moment of sale or transfer to finance lease receivable. Financial
assets are classified as current when they are realized within twelve months. Liabilities are classified as current when they are
expected to be settled within less than twelve months and the Company does not have an unconditional right to defer
settlement of the liability for at least 12 months after the reporting period. All other assets and liabilities are classified as non-
current.

(b) Consolidation
The Company’s consolidated financial statements include the financial statements of all controlled subsidiaries.

In determining, under IFRS 10, whether the Company controls an investee, the Company assesses whether it has (i) power
over the investee, (ii) exposure or rights to variable returns from its involvement, and (iii) the ability to use power over
investees to affect the amount of return. To determine whether the Company has power over the investee, multiple

146 - SBM OFFSHORE ANNUAL REPORT 2023


contractual elements are analyzed, among which (i) voting rights of the Company at the General Meeting, (ii) voting rights of
the Company at Board level and (iii) the power of the Company to appoint, reassign or remove other key management
personnel.

For investees, whereby such contractual elements are not conclusive because all decisions about the relevant activities are
taken on a mutual consent basis, the main deciding feature resides then in the deadlock clause existing in shareholders’
agreements. In case a deadlock situation arises at the Board of Directors of an entity, whereby the Board is unable to
conclude a decision, the deadlock clause of the shareholders’ agreements generally stipulates whether a substantive right is
granted to the Company or to all the partners in the entity to buy its shares through a compensation mechanism that is fair
enough for the Company or one of the partners to acquire these shares. In case such a substantive right resides with the
Company, the entity will be defined under IFRS 10 as controlled by the Company. In case no such substantive right is held by
any of the shareholders through the deadlock clause, the entity will be defined as a joint arrangement.

Subsidiaries:
Subsidiaries are all entities over which the group has control. The group controls an entity when the group is exposed to, or
has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power
over the entity. Subsidiaries are consolidated using the full consolidation method.

All reciprocal transactions between two controlled subsidiaries, with no profit or loss impact at consolidation level, are fully
eliminated for the preparation of the consolidated financial statements.

Interests in joint ventures:


The Company has applied IFRS 11 ’Joint Arrangements’ to all joint arrangements. Under IFRS 11, investments in joint
arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations
of each investor. In determining, under IFRS 11, the classification of a joint arrangement, the Company assesses that all joint
arrangements are structured through private limited liability companies incorporated in various jurisdictions. As a result,
assets and liabilities held in these separate vehicles are those of the separate vehicles and not those of the shareholders of
these limited liability companies. Shareholders have no direct rights to the assets, nor primary obligations for liabilities of
these vehicles. As a result, the Company classifies its joint arrangements to be joint ventures. Joint ventures are accounted
for using the equity method.

Investments in associates:
Associates are all entities over which the Company has significant influence. Significant influence is the power to participate
in the financial and operating policy decisions of the investee, but it is not control over those policies. Investments in
associates are accounted for using the equity method.

When losses of an equity-accounted entity are greater than the value of the Company’s net investment in that entity, these
losses are not recognized unless the Company has a constructive obligation to fund the entity. The share of the negative net
equity of these is first accounted for against the loans held by the owner towards the equity-accounted company that forms
part of the net investment. Any excess is accounted for under provisions.

Reciprocal transactions carried out between a subsidiary and an equity-accounted entity are not eliminated for the
preparation of the consolidated financial statements. Only transactions leading to an internal profit (e.g. for dividends or
internal margin on asset sale) are eliminated, applying the percentage owned in the equity-accounted entity.

The financial statements of the subsidiaries, associates and joint ventures are prepared for the same reporting period as the
Company and the accounting policies are in line with those of the Company.

(c) Non-derivative financial assets


The Company’s financial assets consist of finance lease receivables, loans to joint ventures and associates and trade and
other receivables. The accounting policy on trade and other receivables is described separately.

Finance lease receivables are non-derivative financial assets with fixed or determined payments that are not quoted in an
active market.

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Loans to joint ventures and associates relate primarily to interest-bearing loans to joint ventures. These financial assets are
initially measured at fair value plus transaction costs (if any) and subsequently measured at amortized cost.

The Company classifies its financial assets at amortized cost only if both of the following criteria are met:
• The asset is held within a business model whose objective is to collect the contractual cash flows; and
• The contractual terms give rise to cash flows that are solely payments of principal and interest.

Financial assets are derecognized when the contractual rights to the cash flows from the financial asset expire or have been
transferred and the Company has transferred substantially all the risks and rewards of ownership.

(d) Borrowings (bank and other loans) and lease liabilities


Borrowings are recognized on settlement date, being the date on which cash is paid or received. They are initially
recognized at fair value, net of transaction costs incurred (transaction price), subsequently measured at amortized cost and
classified as current liabilities, unless the Company has an unconditional right to defer settlement of the liability for at least
twelve months after the statement of financial position date.

Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are
capitalized into the cost of the asset in the period in which they are incurred. Otherwise, borrowing costs are recognized as
an expense in the period in which they are incurred.

Borrowings are derecognized when the Company either discharges the borrowing by paying the creditor or is legally
released from primary responsibility for the borrowing, either by process of law or by the creditor.

Lease liabilities, arising from lease contracts in which the Company is the lessee, are initially measured at the net present
value of the following:
• Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
• Variable lease payments that are based on an index or a rate;
• Amounts expected to be payable under residual value guarantees;
• The exercise price of a purchase option, if the Company is reasonably certain to exercise that option; and
• Payments of penalties for terminating the lease, if the lease term reflects the Company exercising that option.

The lease payments are discounted using the interest rate implicit in the lease, if that rate can be determined, or the
Company’s incremental borrowing rate.

Each lease payment is allocated between the lease liability and finance cost. Finance cost is charged to the consolidated
income statement over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the
liability for each period.

(e) Foreign currency transactions and derivative financial instruments


Foreign currency transactions are translated into the functional currency, the US dollar, at the exchange rate applicable on
the transaction date. At the closing date, monetary assets and liabilities stated in foreign currencies are translated into the
functional currency at the exchange rate prevailing on that date. Resulting exchange gains or losses are directly recorded in
the income statement. At the closing date, non-monetary assets and liabilities stated in foreign currency remain translated
into the functional currency using the exchange rate at the date of the transaction.

Translation of foreign currency income statements of foreign operations (except for foreign operations in hyper-inflationary
economies) into US dollars is converted at the average exchange rate prevailing during the year. Statements of financial
position are translated at the exchange rate at the closing date. Differences arising in the translation of financial statements
of foreign operations are recorded in other comprehensive income as foreign currency translation reserve. On consolidation,
exchange differences arising from the translation of the net investment in foreign entities, and borrowings of such
investments, are taken to Company equity. On disposal or partial disposal of a foreign operation, any corresponding
cumulative exchange differences are transferred from equity to profit or loss.

Derivative financial instruments held by the Company are aimed at hedging risks associated with market risk fluctuations. The
Company uses primarily forward currency contracts, interest rate swaps and commodity contracts to hedge foreign currency

148 - SBM OFFSHORE ANNUAL REPORT 2023


risk, interest rate risk and commodity price risk. Further information about the financial risk management objectives and
policies is included in note 4.3.27 Financial Instruments − Fair Values and Risk Management.

A derivative instrument (cash-flow hedge) qualifies for hedge accounting when all relevant criteria are met. A cash-flow
hedge aims at reducing risks incurred by variations in the value of future cash flows that may impact net income. In order for
a derivative to be eligible for hedge accounting, the following criteria must be met:
• There is an economic relationship between the hedging instrument and the hedged item.
• The effect of credit risk does not dominate the value changes resulting from that economic relationship.
• The hedge ratio of the hedging relationship is the same as that used for risk management purposes.

All derivative instruments are recorded and disclosed in the statement of financial position at fair value. Purchases and sales
of derivatives are accounted for at trade date. Where a portion of a financial derivative is expected to be realized within
twelve months of the reporting date, that portion is presented as current; the remainder of the financial derivative as non-
current.

Changes in fair value of derivatives designated as cash-flow hedge relationships are recognized as follows:
• The effective portion of the gain or loss of the hedging instrument is recorded directly in other comprehensive income,
and the ineffective portion of the gain or loss on the hedging instrument is recorded in the income statement. The gain or
loss which is deferred in equity, is reclassified to the net income in the period(s) in which the specified hedged transaction
affects the income statement.
• The changes in fair value of derivative financial instruments that do not qualify as hedging in accounting standards are
directly recorded in the income statement.

The sources of hedge ineffectiveness are:


• The non-occurrence of the hedged item;
• The change in the principal terms of the hedged item;
• The severe change of the credit risk of the Company and, or the derivative counterparty.

When measuring the fair value of a financial instrument, the Company uses market observable data as much as possible. Fair
values are categorized into different levels in a fair value hierarchy, based on the inputs used in the valuation techniques.
Further information about the fair value measurement of financial derivatives is included in note 4.3.27 Financial Instruments
− Fair Values and Risk Management.

(f) Provisions
Provisions are recognized if, and only if, the following criteria are simultaneously met:
• The Company has an ongoing obligation (legal or constructive) as a result of a past event.
• It is probable that an outflow of resources embodying economic benefits will be required to settle the obligation.
• The amount of the obligation can be reliably estimated; provisions are measured according to the risk assessment or the
exposed charge, based upon best-known facts.

Demobilization provisions relate to estimated costs for demobilization of leased facilities at the end of the respective lease
period or operating life.

Warranty provisions relate to the Company’s obligations to replace or repair defective items that become apparent within an
agreed period, starting from final acceptance of the delivered system. These assurance-type warranties are provided to
customers on most Turnkey sales. These provisions are estimated on a statistical basis regarding the Company’s past
experience or on an individual basis in the case of any warranty claim already identified. These provisions are classified as
current by nature as it coincides with the production cycle of the Company.

Other provisions include provisions like commercial claims, regulatory fines related to operations and local content penalty.
In relation to local content penalty, Brazilian oil and gas contracts typically include local content requirements. These
requirements are issued by the Agência Nacional do Petróleo, Gás Natural e Biocombustíveis (ANP) to the winning
concessionaire/consortia of auctioned Brazilian exploratory blocks or areas at the end of the bidding round, with the
intention to strengthen the domestic Brazilian market and expand local employment. The owning concessionaire/consortia
normally contractually passes such requirements on to, among other suppliers, the company delivering the FPSO. For the

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Company’s Brazilian contracts, the Company assesses the execution strategy and may decide that execution of the project in
locations other than Brazil is more beneficial. Such a decision takes into account factors such as optimization of overall cost
of delivery, quality and timeliness. As a result, following the chosen execution strategy, the Company may expect to not meet
entirely the agreed local content requirements. In such circumstances, the expected penalty to be paid, as a result of not
meeting the local content requirements, is determined, based on management’s best estimate and recognized as provision
during the construction period. The corresponding cost is expensed over the construction period of the asset.

(g) Property, plant and equipment


Property, plant and equipment are stated at cost, less accumulated depreciation and accumulated impairment losses.
Historical cost includes expenditure that is directly attributable to the acquisition of such items. The capital value of a facility
to be leased and operated for a client is the sum of external costs (such as shipyards, subcontractors and suppliers), internal
costs (design, engineering, construction supervision, etc.), third-party financial costs including interest paid during
construction and attributable overhead.

Subsequent costs are included in an asset’s carrying amount or recognized as a separate asset, as appropriate, only when it
is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be
measured reliably. The costs of assets include the initial estimate of costs of demobilization of the asset net of
reimbursement expected to be received by the client.

Costs related to major overhaul, which meet the criteria for capitalization, are included in the asset’s carrying amount. All
other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

When significant parts of an item of property, plant and equipment have different useful lives, those components are
accounted for as separate line items of property, plant and equipment. The depreciation charge is calculated, based on
future anticipated economic benefits, e.g. based on the unit of production method or on a straight-line basis as follows:
• New build Fast4Ward® FPSO up to 30 years (included in vessels and floating equipment);
• Converted tankers FPSO 10-20 years (included in vessels and floating equipment);
• Floating equipment 3-15 years (included in vessels and floating equipment);
• Buildings 30-50 years;
• Other assets 2-20 years;
• Land is not depreciated.

Regarding useful lives for vessels in operation, they are usually aligned with the lease period. Useful lives and methods of
depreciation are reviewed at least annually and adjusted if appropriate.

The assets’ residual values are reviewed and adjusted, if appropriate, at each statement of financial position date. An asset’s
carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is higher than its
estimated recoverable amount.

Gains and losses arising on disposals or retirement of assets are determined by comparing any sales proceeds and the
carrying amount of the asset. These are reflected in the income statement in the period that the asset is disposed of or
retired.

Right-of-use assets related to the Company’s lease contracts in which the Company is a lessee are included in Property, plant
and equipment. Right-of-use assets and corresponding liabilities are recognized when the leased asset is available for use by
the Company. Right-of-use assets are measured at cost comprising the following:
• The amount of the initial measurement of the lease liability;
• Any lease payments made at or before the commencement date;
• Any initial direct costs; and
• Restoration costs.

The right-of-use asset is depreciated over the shorter of the asset‘s useful life and the lease term, on a straight-line basis.

Payments associated with short-term leases and leases of low-value assets are recognized, on a straight-line basis, as an
expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.

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(h) Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible
assets are carried at cost, less any accumulated amortization and accumulated impairment losses.

Software is recognized at historical cost and is amortized, on a straight-line basis, over its useful life. The useful life of
software is generally between 3 and 5 years, dependent on the type of software.

Research costs are expensed when incurred. In compliance with IAS 38, development costs are capitalized if all of the
following criteria are met:
• The projects are clearly defined.
• The Company is able to reliably measure expenditures incurred by each project during its development.
• The Company is able to demonstrate the technical feasibility of the project.
• The Company has the financial and technical resources available to achieve the project.
• The Company can demonstrate its intention to complete, to use or to commercialize products resulting from the project.
• The Company is able to demonstrate the existence of a market for the output of the intangible asset, or, if it is used
internally, the usefulness of the intangible asset.

When capitalized, development costs are carried at cost, less any accumulated amortization and impairment losses.
Amortization begins when the project is complete and available for use. It is amortized over the period of expected future
benefit, which is generally between 3 and 5 years.

(i) Inventories
Inventories are valued at the lower of cost and net realizable value. Cost is determined using the first-in first-out method. Net
realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and
selling expenses. Inventories comprise semi-finished, finished products and the Company’s Fast4Ward® Multi Purpose
Floater (’MPF’) valued at cost, including attributable overheads and spare parts stated at the lower of purchase price or
market value. MPFs under construction are accounted for as inventories until they are allocated to awarded projects and
then reclassified from inventories to contract assets.

(j) Trade and other receivables


Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business.
They are generally due for settlement within a maximum of 90 days and are therefore all classified as current. Trade
receivables are recognized initially at fair value. The Company holds the trade receivables with the objective to collect the
contractual cash flows and therefore measures them subsequently at amortized cost, using the effective interest method. The
Company applies the simplified approach in measuring expected credit losses for trade receivables.

Other receivables are recognized initially at fair value and subsequently measured at amortized cost, using the effective
interest rate method. Interest income, together with gains and losses when the receivables are derecognized or impaired, is
recognized in the income statement.

(k) Impairment of finance lease receivables


For finance lease receivables, the Company assumes that the credit risk has not increased significantly since the initial
recognition if the finance lease receivable is determined to have a low credit risk at the reporting date (i.e. the Company
applies the low credit risk simplification). As a result, if the finance lease receivable is determined to have a low credit risk at
the reporting date, the Company recognizes a 12-month expected credit loss.

(l) Cash and cash equivalents


Cash and cash equivalents consist of cash in bank and in hand fulfilling the following criteria: a maturity of usually less than
three months, highly liquid, a fixed exchange value and an extremely low risk of loss of value.

(m) Share capital


Ordinary shares and protective preference shares are classified as equity. Incremental costs directly attributable to the issue
of new shares are shown in equity as a deduction, net of tax, from the proceeds.

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(n) Income tax
The tax expense for the period comprises current and deferred tax. Tax is recognized in the income statement, except to the
extent that it relates to items recognized in other comprehensive income or directly in equity. In this case, the associated tax
is also recognized in other comprehensive income or directly in equity.

Income tax expenses comprise corporate income tax due in countries of incorporation of the Company’s main subsidiaries
and levied on actual profits. Income tax expense also includes the corporate income taxes which are levied on a deemed
profit basis and revenue basis (withholding taxes in the scope of IAS 12). This presentation adequately reflects the
Company’s global tax burden.

(o) Deferred tax


Deferred tax is recognized using the liability method, on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. Deferred tax is determined using tax rates and laws that
have been enacted or substantially enacted by the statement of financial position date and are expected to apply when the
related deferred tax asset is realized or the deferred tax liability is settled.

Deferred tax assets are recognized only to the extent that it is probable that future taxable profit will be available against
which the temporary differences can be utilized. Deferred tax is provided for on temporary differences arising on investments
in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the
Company and it is probable that the temporary difference will not reverse in the foreseeable future.

(p) Employee benefits


Pension obligations: the Company operates various pension schemes that are generally funded through payments
determined by periodic actuarial calculations to insurance companies or are defined as multi-employer plans. The Company
has both defined benefit and defined contribution plans:
• A defined benefit plan is a pension plan that defines an amount of pension benefit that an employee will receive on
retirement, usually dependent on one or more factors such as age, years of service and compensation.
• A defined contribution plan is a pension plan under which the Company pays fixed contributions to public or private
pension insurance plans on a mandatory, contractual or voluntary basis. The Company has no legal or constructive
obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating
to employee service in the current and prior periods. The contributions to defined contribution plans and multi-employer
plans are recognized as an expense in the income statement as incurred.

The liability recognized in the statement of financial position in respect of defined benefit pension plans is the present value
of the defined benefit obligation at the statement of financial position date, less the fair value of the plan assets, together
with adjustments for unrecognized actuarial gains and losses and past service costs. The defined benefit obligation is
calculated periodically by independent actuaries using the projected unit credit method. The present value of the defined
benefit obligation is determined by discounting the estimated future cash outflows using interest rates on high-quality
corporate bonds that have maturity dates approximating to the terms of the Company’s obligations.

The expense recognized within the EBIT comprises the current service cost and the effects of any change, reduction or
winding up of the plan. The accretion impact on actuarial debt and interest income on plan assets are recognized under the
net financing cost.

Cumulative actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are
recognized immediately in comprehensive income.

Share-based payments: within the Company there are four types of share-based payment plans that qualify as equity settled:
• Restricted Share Unit (RSU);
• Short-term Incentive Program of Bonus Shares and Matching Shares;
• Value Creation Stake (VCS); and
• Ownership Shares.

The estimated total amount to be expensed over the vesting period related to share-based payments is determined by
(i) reference to the fair value of the instruments determined at the grant date, and (ii) non-market vesting conditions included
in assumptions about the number of shares that the employee will ultimately receive. Main assumptions for estimates are

152 - SBM OFFSHORE ANNUAL REPORT 2023


revised at statement of financial position date. Total cost for the period is charged or credited to the income statement, with
a corresponding adjustment to equity.

When equity instruments vest, the Company issues new shares, unless the Company has Treasury shares in stock.

Any cancellation of matching shares will lead to an accelerated expense recognition of the total fair value, with a
corresponding adjustment to equity.

(q) Trade payables


Trade payables are amounts due to suppliers for goods sold or services received in the ordinary course of business. They are
generally due for settlement within a maximum of 90 days and are therefore classified as current. Trade payables are initially
recognized at fair value and subsequently measured at amortized cost using the effective interest method.

SBM OFFSHORE ANNUAL REPORT 2023 - 153


4 FINANCIAL INFORMATION 2023

4.3 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS


4.3.1 FINANCIAL HIGHLIGHTS
Impact of current economic and geopolitical environment
During 2023, uncertainty and volatility in geopolitics and markets has continued.

Construction activities for the Company’s major projects were impacted in early 2023 by the effects of the COVID-19
pandemic and, in particular, response measures in China during the first months of 2023. Since then, the impact of the
COVID-19 pandemic has normalized.

Despite the fact that the Company does not have any significant business activity in Ukraine or Russia, the Russia-Ukraine war
has added pressure on price inflation and the global supply chain, notably from (i) rising prices and/or shortage of certain
materials and services and (ii) delays in logistics.

Further, in 2023, U.S.-China tensions, and latterly the Israel-Gaza war, have accelerated geopolitical pressures that have
adversely impacted the macroeconomic environment, in terms of high inflation, energy market pressure and increasing
interest rates. While the Company does not have any material business activity in the Middle East region, it has significant
activities in China related to construction projects. In that context, the Company is closely monitoring and assessing those
macroeconomic and geopolitical risks on a regular basis, especially in regards to potential exposure with its Chinese
suppliers. So far, the Company assessment is that the current risk is considered as moderate.

In order to mitigate the impact of the above events, project teams are working closely, with both client teams and suppliers,
to mitigate any impact on project execution. The degree to which these challenges can be mitigated varies from project to
project. The Company has demonstrated its ability, and agility, to navigate through this challenging environment with FPSO
Prosperity and FPSO Sepetiba producing and on hire, respectively in November 2023 and early January 2024. As at the date
of the 2023 consolidated financial statement, the ultimate delivery of major projects still under construction is not considered
at risk, based on currently known circumstances.

Regarding the operation of the fleet, challenges brought by the pandemic have been properly handled, thanks to specific
measures implemented over the last three years, which have so far demonstrated their efficacy. The Company achieved a
solid performance and the fleet uptime stood at 98.2%1, in line with historical performance.

Due to the pandemic and the current economic and geopolitical environment, the Company incurred additional costs in
satisfying its performance obligations on some of its Turnkey projects. This was mainly due to the overall pressure on the
global supply chain, delay in projects following lock-down periods in China, subsequent acceleration programs negotiated
with sub-contractors, international travel restrictions and remote working and a general increase in commodity prices. The
costs contributed to the progress of the transfer of control of the construction asset to the client over the construction
period. When the costs are partially recharged to the Company’s clients, it is considered as part of the total consideration for
the project, which is recognized as revenue over time.

For the operational costs, incremental costs from the implementation of specific measures linked to the safe management of
the impacts from the COVID-19 pandemic have been minimal during 2023. The Company, to a large extent, has inflation
adjustment clauses in its Lease & Operate contracts, which additionally mitigate the costs linked to overall cost inflation.

In order to mitigate the impact of increasing interest rates on its financing, the Company manages its exposure through
upfront interest rate swaps upon contract award or through reimbursed contract clauses with its clients. The hedge ratio of
the floating-rate debt and the associated interest rate swaps is above 90%.

SBM Offshore, given its involvement in Guyana, maintains a regular oversight of the evolving geopolitical landscape in the
region in collaboration with its partners, clients and local authorities. The company operations were not impacted in 2023
and no disruptions to the ongoing operations are expected. However, based on the current situation, SBM Offshore is
continuously evaluating risk factors and potential evolution of the geopolitical situation which could impact its current or
future operations in the region.

1
Fleet uptime without FPSO Mondo.

154 - SBM OFFSHORE ANNUAL REPORT 2023


Completion of US$1.63 billion financing of FPSO Almirante Tamandaré
On March 31, 2023, the Company announced the completion of the project financing of FPSO Almirante Tamandaré for a
total of US$1.63 billion.

The project financing is provided by a consortium of 13 international banks, with insurance cover from four international
Export Credit Agencies (ECA). The financing is composed of five separate facilities with a c. 6.3% weighted average cost of
debt and a 14-year post-completion maturity for both the ECA-covered facilities and the uncovered facility.

The FPSO's design incorporates SBM Offshore’s industry-leading Fast4Ward® new build, multi-purpose hull. It will be the
largest oil-producing unit in Brazil, with a processing capacity of 225,000 barrels of oil and 12 million m3 of gas per day. The
FPSO will have an estimated greenhouse gas (GHG) emission intensity below 10 kgCO2e/boe and will benefit from emission-
reduction technologies, such as closed-flare technology which increases gas utilization, preventing it from being burnt into
the atmosphere.

FPSO Almirante Tamandaré is owned and operated by a special-purpose company owned by affiliated companies of
SBM Offshore (55%) and its partners (45%). The FPSO will be deployed at the Búzios field in the Santos Basin, approximately
180 kilometers offshore Rio de Janeiro in Brazil, under a 26.25-year lease-and-operate contract with Petróleo Brasileiro S.A.
(Petrobras). Petrobras is operating the Búzios field in partnership with CNODC and CNOOC.

Signing of 10-year Operations and Maintenance Enabling Agreement for Guyana FPSO fleet with ExxonMobil Guyana
On May 2, 2023, the Company announced it had signed a 10-year Operations and Maintenance Enabling Agreement with
Esso Exploration & Production Guyana Ltd (‘ExxonMobil Guyana‘) for the Operations and Maintenance of FPSOs Liza
Destiny, Liza Unity, Prosperity and ONE GUYANA. This framework agreement establishes new terms related to the
operations of the Guyana FPSO fleet for a period of 10 years up to 2033. The lease terms and durations remain the same for
all units, with a 10-year lease for FPSO Liza Destiny and up to two years lease for FPSOs Prosperity and ONE GUYANA, after
which the FPSOs’ ownership will transfer to the client. This contract supports SBM Offshore’s long-term business vision in
Guyana, enabling the Company to perform local and sustainable investments in people and infrastructure, as well as to
deploy its digital and operational technologies to the Guyana fleet. The estimated impact on the revenue backlog is around
US$3 billion, based on various operating and maintenance assumptions.

SBM Offshore will operate the units through an Integrated Operation Model, which encompasses an organization model
including seconding ExxonMobil Guyana employees in some key onshore and offshore positions. This model will combine
SBM Offshore and ExxonMobil Guyana’s experience and resources to increase team efficiency and foster synergies between
the two companies.

Completion of US$1.615 billion financing of FPSO Alexandre de Gusmão


On June 20, 2023, the Company announced the completion of the project financing of FPSO Alexandre de Gusmão for a
total of US$1.615 billion.

The project financing is provided by a consortium of 12 international banks with insurance cover from three international
Export Credit Agencies (ECA). The financing is composed of four separate facilities with a ca. 6.6% weighted average cost of
debt and a 14-year post-completion maturity for both the ECA-covered facilities and the uncovered facility.

The FPSO's design incorporates SBM Offshore’s industry-leading Fast4Ward® new build, multi-purpose hull. It will
have a processing capacity of 180,000 barrels of oil and 12 million m3 of gas per day. The FPSO will have an estimated
greenhouse gas (GHG) emission intensity within the range of 8-12 kgCO2e/boe for the Company’s new build FPSOs,
benefiting from proprietary emission reduction technologies.

FPSO Alexandre de Gusmão is owned and operated by special-purpose companies owned by affiliated companies of
SBM Offshore (55%) and its partners (45%). The FPSO will be deployed at the Mero unitized field, located in the Santos Basin
approximately 160 kilometers offshore Rio de Janeiro in Brazil, under a 22.5-year lease-and-operate contract with Petróleo
Brasileiro S.A. (Petrobras). The Mero unitized field is operated by Petrobras (38.6%), in partnership with Shell Brasil (19.3%),
TotalEnergies (19.3%), CNPC (9.65%), CNOOC (9.65%) and Pré-sal Petróleo S.A. – PPSA (3.5%), representing the Government
in the non-contracted area.

SBM OFFSHORE ANNUAL REPORT 2023 - 155


4 FINANCIAL INFORMATION 2023
Partnership Agreement for FPSO CO2-Capture Solution
On September 15, 2023, the Company and Mitsubishi Heavy Industries Ltd. (MHI) announced the signing of a Partnership
Agreement that will offer a CO2-capture solution for Floating Production Storage and Offloading vessels (FPSO) as they are
producing oil and gas from offshore reservoirs. The agreement follows a successful engineering and design study between
the companies, demonstrating the technical feasibility and commercial readiness of CO2-capture technology offshore.
• The CO2-capture solution will apply MHI’s proprietary ‘Advanced KM CDR ProcessTM‘ technology, jointly developed with
The Kansai Electric Power Co., Inc.
• The technology enables significant greenhouse gas emissions reductions from FPSOs, by capturing CO2 from onboard
gas turbines.
• It is estimated that the CO2-capture technology can reduce CO2 emissions from overall FPSO operations by up to 70%.
• The solution is being developed as part of SBM Offshore’s emissionZERO® program and is based on a combination of
MHI’s proprietary CO2-capture technology and SBM Offshore’s industry-leading Fast4Ward® principles.
• Demand for decarbonization of FPSO operations is expected to increase rapidly. Through this collaboration, the
companies will aim to open the door to development of offshore CO2 capture and storage, making a concrete
contribution to carbon neutrality efforts.

Award of FEED contracts for Whiptail project in Guyana


On October 13, 2023, the Company announced it had been awarded contracts to perform Front End Engineering and
Design (FEED) for a Floating Production, Storage and Offloading vessel (FPSO) for the Whiptail development project in
Guyana.

Following FEED and subject to government approvals in Guyana of the development plan, project sanction, including final
investment decision by ExxonMobil Guyana Limited, an affiliate of ExxonMobil Corporation, to release the second phase of
work, SBM Offshore will construct and install the FPSO. The FEED contract award triggers the initial release of funds by
ExxonMobil Guyana Limited to begin FEED activities, and commits a Fast4Ward® hull for the execution of the Whiptail
development project in Guyana.

Under the contracts, the FPSO’s ownership is expected to be transferred to the client at the end of the construction period
and before start of operations in Guyana. The construction costs are expected to be partially funded by senior loans which
will be repaid at the time of the FPSO’s transfer to the client.

SBM Offshore is expected to operate the FPSO through its integrated operations and maintenance model, combining
SBM Offshore and ExxonMobil’s expertise and experience, leveraging key learning and the operational excellence of the
units currently deployed in Guyana.

The contract is classified as a construction contract falling in the scope of IFRS 15.

FPSO Liza Unity Purchase by ExxonMobil Completed


On November 9, the Company announced that it and ExxonMobil Guyana Limited, an affiliate of ExxonMobil Corporation,
have completed the transaction related to the purchase of FPSO Liza Unity, a few months ahead of the end of the maximum
lease term, in February 2024. The purchase allows ExxonMobil Guyana to assume ownership of the unit while SBM Offshore
will continue to operate and maintain the FPSO up to 2033.

The transaction comprises a total cash consideration of US$1,259 million. The net cash proceeds will primarily be used for
the full repayment of the US$1.14 billion project financing and as such will decrease SBM Offshore’s net debt position.

The FPSO Liza Unity has been on hire since February 2022 and, since 2023, has been operated through the integrated
operations and maintenance model, combining SBM Offshore and ExxonMobil’s expertise and experience delivering
outstanding operational performance.

Under IFRS reporting, the exercise of the purchase option received from ExxonMobil, in the amount of US$1,259 million,
which was included in the finance lease receivable, led to a derecognition of the finance lease receivable against the
payment received by the Company, with no impact on the net result.

156 - SBM OFFSHORE ANNUAL REPORT 2023


Under Directional reporting, the net book value of the FPSO Liza Unity, at US$902 million, was derecognized as cost of sales,
and the consideration received of US$1,259 million was recognized as Revenue, with a positive impact in profit or loss, of
US$357 million.

FPSO Prosperity producing and on hire


On November 14, the Company announced that FPSO Prosperity produced first oil as of November 14, 2023, and is formally
on hire.

The FPSO Prosperity utilizes a design that largely replicates the design of the FPSO Liza Unity. As such, the design is based
on SBM Offshore’s industry-leading Fast4Ward® program that incorporates the Company’s new build, multi-purpose hull
combined with several standardized topsides modules. The FPSO is designed to produce 220,000 barrels of oil per day, will
have associated gas treatment capacity of 400 million cubic feet per day and water injection capacity of 250,000 barrels per
day. The FPSO is spread-moored in a water depth of about 1,900 meters and will be able to store around 2 million barrels of
crude oil.

The FPSO is part of the Payara development, which is the third development in the Stabroek block, circa 200 kilometers
offshore Guyana. ExxonMobil Guyana Limited, an affiliate of ExxonMobil Corporation, is the operator and holds a 45 percent
interest in the Stabroek block, Hess Guyana Exploration Ltd. holds a 30 percent interest and CNOOC Petroleum Guyana
Limited holds a 25 percent interest.

Raising of new US$210 million Revolving Credit Facility for MPF hull financing
On December 15, 2023, the company announced to have secured a US$210 million Revolving Credit Facility for the financing
of the construction of Fast4Ward® Multi-Purpose Floater (MPF) hulls. The tenor of the Revolving Credit Facility is eighteen
months, with an extension option for another six months. Repayment is expected to take place upon sale of the MPF hulls or
upon drawdown of the relevant project loan.

Under the Company’s industry-leading Fast4Ward® program, eight standardized MPF hulls have been ordered to date, with
seven allocated to projects and one supporting tendering activities.

Impact of business re-alignment on deferred taxes and future impact of Pillar Two on financial statement disclosures
As part of various business developments including the effects of Pillar Two, a business re-alignment under the existing Swiss
tax regime applicable to Swiss companies of the Company took place. This notably has had a positive impact in respect of
Pillar Two, based on the implementing measures as they currently stand (refer to 4.3.10 Income Tax Expense). The re-
alignments resulted in the recognition of a deferred tax asset for a net amount of US$141 million in relation to a tax goodwill
in Switzerland (refer to note 4.3.17 Deferred Tax Assets and Liabilities and 4.3.10 Income Tax Expense).

The SBM Offshore group is within the scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in the
Netherlands, the jurisdiction in which the company is incorporated, and will come into effect from January 1, 2024. Since the
Pillar Two legislation was not effective at the reporting date, the group has no related current tax exposure (refer to 4.2.7
Accounting Principles). The Company will be impacted by the GloBE rules, and the result of the assessment of the expected
impact is disclosed under 4.3.10 Income Tax Expense as per the requirements of the issued IAS 12 amendment.

SBM OFFSHORE ANNUAL REPORT 2023 - 157


4 FINANCIAL INFORMATION 2023

4.3.2 OPERATING SEGMENTS AND DIRECTIONAL REPORTING


OPERATING SEGMENTS
The Company’s reportable operating segments as defined by IFRS 8 ‘Operating segments’ are:
• Lease and Operate;
• Turnkey;
• Other.

DIRECTIONAL REPORTING
Strictly for the purposes of this note, the operating segments are measured under Directional reporting, which in essence
follows IFRS, but with two main exceptions:
• All lease contracts are classified and accounted for as if they were operating lease contracts under IFRS 16. Some lease
and operate contracts may provide for defined invoicing (‘upfront payments’) to the client occurring during the
construction phase or at first-oil (beginning of the lease phase), to cover specific construction work and/or services
performed during the construction phase. These ’upfront payments’ are recognized as revenues and the costs associated
with the construction work and/or services are recognized as ’Cost of sales’ with no margin during the construction. As a
consequence, these costs are not capitalized in the gross value of the assets under construction.
• All investees related to Lease and Operate contracts are accounted for at the Company’s share as if they were classified as
joint operations under IFRS 11, whereby all lines of the income statement, statement of financial position and cash flow
statement are consolidated, based on the Company’s percentage of ownership (hereafter referred to as ’percentage of
ownership consolidation’). All joint ventures and associates within the Turnkey segment (such as yards and installation
vessel) remain equity accounted. Therefore, when the Company has partners in the lessor-related SPV owning the lease
contract with the client, the Company recognizes revenue as well as margin associated with the EPC works to the extent
of the partners’ shares in the lessor SPV. In situations where the Company reduces its percentage of ownership after award
date of the contract, due to a disposal of shares to a partner, the relevant portion of the assets and liabilities already
accounted at transaction date are derecognized. This derecognition is accounted against (i) the recognition of the fair
value of any consideration received and associated revenue and (ii) the recognition of cost of sales, from contract award to
transaction date and to the extent of the ownership divested.
• All deferred tax impacts generated by intragroup elimination are not recognized.
In 2023, all other accounting principles remain unchanged compared with applicable IFRS standards.

The above differences to the consolidated financial statements between Directional reporting and IFRS are highlighted in
the reconciliations provided in this note on revenue, gross margin, EBIT and EBITDA as required by IFRS 8 ’Operating
segments’. The Company also provides the reconciliation of the statement of financial position and cash flow statement
under IFRS and Directional reporting. The statement of financial position and the cash flow statement under Directional
reporting are evaluated regularly by the Management Board in assessing the financial position and cash generation of the
Company. The Company believes that these disclosures should enable users of its financial statements to better evaluate the
nature and financial effects of the business activities in which it engages, while facilitating the understanding of the
Directional reporting by providing a straightforward reconciliation with IFRS for all key financial metrics.

SEGMENT HIGHLIGHTS
The Directional Lease and Operate Revenue and Directional EBITDA increased versus the year-ago period, mainly driven by
(i) FPSO Prosperity joining the fleet upon successful delivery of the EPCI project during the last quarter 2023 (ii) an increase in
reimbursable scopes and an improved performance of the fleet, partially offset by (iii) FPSO Capixaba, which finished
production in 2022 (no contribution to Directional revenue in 2023, now in the decommissioning phase).

The Directional Turnkey Revenue and Directional EBITDA increased versus the year-ago period. This increase was mainly
driven by the sale of FPSO Liza Unity in 2023. Directional Turnkey revenue was additionally positively impacted by (i) the
awarded limited scope for the FPSO for the Whiptail development project and (ii) additional variation orders on FPSO
Prosperity (including the variation orders for the compensation of costs incurred by the Company after topside readiness,
before the commencement of the charter at first-oil). The increase in Directional Turnkey revenue was partially offset by (i) the
partial divestment on FPSO Almirante Tamandaré and FPSO Alexandre de Gusmão in 2022, which allowed the Company to
recognize revenue for all the EPCI related work performed on these projects up to divestment date, to the extent of the
partners’ ownership in lessor-related SPVs, (ii) the completion of FPSO Liza Unity project in February 2022, and (iii) a reduced
level of progress during the period, compared with the year-ago period, on FPSO Almirante Tamandaré and FPSO
Alexandre de Gusmão, consistent with the commencement of topsides’ integration.

158 - SBM OFFSHORE ANNUAL REPORT 2023


2023 operating segments (Directional)

Lease and Reported Total Directional


Operate Turnkey segments Other reporting
Directional revenue 1,954 2,578 4,532 - 4,532
Directional Cost of sales (1,285) (2,185) (3,469) - (3,469)
Directional Gross margin 669 394 1,063 - 1,062
Directional Other operating income/
expense 0 0 0 (11) (11)
Directional Selling and marketing
expenses (0) (22) (22) (0) (22)
Directional General and administrative
expenses (30) (62) (92) (91) (183)
Directional Research and development
expenses (7) (30) (37) (0) (37)
Directional Net impairment gains/(losses)
on financial and contract assets 1 (21) (20) (2) (22)
Directional Operating profit/(loss) (EBIT) 633 259 892 (104) 788
Directional Net financing costs (238)
Directional Share of profit of equity-
accounted investees 4
Directional Income tax expense (30)
Directional Profit/(Loss) 524

Directional Operating profit/(loss) (EBIT) 633 259 892 (104) 788


Directional Depreciation, amortization and
impairment 492 37 529 3 532
Directional EBITDA 1,124 296 1,421 (101) 1,319

Other segment information :


Directional Impairment charge/(reversal) 6 - 6 - 6

SBM OFFSHORE ANNUAL REPORT 2023 - 159


4 FINANCIAL INFORMATION 2023
Reconciliation of 2023 operating segments (Directional to IFRS)

Reported
segments under Impact of lease Impact of
Directional accounting consolidation Total Consolidated
reporting treatment methods IFRS
Revenue
Lease and Operate 1,954 (529) 139 1,563
Turnkey 2,578 707 115 3,400
Total revenue 4,532 177 253 4,963
Gross margin
Lease and Operate 669 (94) 97 671
Turnkey 394 290 64 748
Total gross margin 1,063 196 161 1,420

EBITDA
Lease and Operate 1,124 (527) 98 695
Turnkey 296 284 65 646
Other (101) - (0) (101)
Total EBITDA 1,319 (243) 163 1,239

EBIT
Lease and Operate 633 (91) 96 638
Turnkey 259 287 66 612
Other (104) - 0 (104)
Total EBIT 788 196 162 1,145
Net financing costs (238) (218) (119) (575)
Share of profit of equity-accounted investees 4 - 15 19
Income tax expense (30) (2) 57 25
Profit/(loss) 524 (24) 114 614

Impairment charge/(reversal) 6 0 2 8

The reconciliation from Directional reporting to IFRS comprises two main steps:
• In the first step, those lease contracts that are classified and accounted for as finance lease contracts under IFRS are
restated from an operating lease accounting treatment to a finance lease accounting treatment.
• In the second step, the consolidation method is changed (i) from percentage of ownership consolidation to full
consolidation for those Lease and Operate-related subsidiaries over which the Company has control, and (ii) from
percentage of ownership consolidation to the equity method for those Lease and Operate-related investees that are
classified as joint ventures, in accordance with IFRS 11.

Impact of lease accounting treatment


For the Lease and Operate segment, the restatement from an operating to a finance lease accounting treatment has the
main following impacts for the 2023 period:
• Revenue reduced by US$(529) million. During the lease period, under IFRS, the revenue from finance leases is limited to
that portion of charter rates that is recognized as interest, using the interest effective method. Under Directional
reporting, in accordance with the operating lease treatment, the full charter rate is recognized as revenue, on a straight-
line basis. Directional Lease and Operate EBITDA is similarly impacted (reduction of US$(527) million) for the same
reasons.
• Gross margin is reduced by US$(94) million. Under IFRS, gross margin and EBIT from finance leases equal the recognized
revenue, following the declining profile of the interest recognized using the effective interest method. On the other side,
under the operating lease treatment applied under Directional, the gross margin and the EBIT correspond to the revenue,
less depreciation of the recognized property, plant and equipment, both accounted for on a straight-line basis over the
lease period.

160 - SBM OFFSHORE ANNUAL REPORT 2023


For the Turnkey segment, the restatement from operating to finance lease accounting treatment had the following impacts
over the 2023 period:
• Revenue and gross margin increased by US$707 million and US$290 million respectively. This primarily resulted from the
two following opposite effects:
◦ An increase, mainly due to the accounting treatment of the Company’s FPSOs, which were under construction during
the period (FPSO Prosperity, FPSO Sepetiba, FPSO Almirante Tamandaré, FPSO Alexandre de Gusmão, FPSO ONE
GUYANA) and accounted for as finance leases under IFRS. Under IFRS, a finance lease is considered as if it were a sale
of the asset, leading to recognition of revenue during the construction of the asset corresponding to the present value
of the future lease payments. This (mostly not-yet-cash) revenue is recognized within the Turnkey segment.
◦ Partially offset by the FPSO Liza Unity sale, where the consideration received in the amount of US$1,259 million was
recognized as Directional Revenue and the net book value in the amount of US$902 million was derecognized as
Directional cost of sales, generating a positive impact in Directional profit or loss in the amount of US$357 million
under Directional reporting. Under IFRS reporting, the consideration received was already included in the finance lease
receivable and led to a derecognition of the finance lease receivable against the payment received by the Company,
with no impact on the net result.
• The impact on Turnkey EBIT and EBITDA is largely in line with the impact on gross margin.

Net financing costs increased by US$(218) million. During construction, interest on project loans are expensed under IFRS
while they are capitalized in the vessel under construction under Directional. As a result of the above elements, restatement
from operating to finance lease accounting treatment results in an aggregate decrease of net profit of US$(24) million under
IFRS when compared with Directional reporting.

Impact of consolidation methods


The impact of consolidation methods in the above table describes the net impact from:
• Percentage of ownership consolidation to full consolidation for those Lease and Operate-related subsidiaries over which
the Company has control, resulting in an increase of revenue, gross margin, EBIT and EBITDA;
• Percentage of ownership consolidation to the equity accounting method for those Lease and Operate-related investees
that are classified as joint ventures, in accordance with IFRS 11, resulting in a decrease of revenue, gross margin, EBIT and
EBITDA.

For the Lease and Operate segment, the impact of the changes in consolidation methods results in a net increase of
revenue, gross margin, EBIT, EBITDA and net profit under IFRS when compared with Directional reporting. This reflects the
fact that the majority of the Company’s FPSOs that are leased under finance lease contracts, are owned by subsidiaries over
which the Company has control and which are consolidated using the full consolidation method under IFRS.

For the Turnkey segment, the impact of the changes in consolidation methods results in a net increase of revenue, gross
margin, EBIT and EBITDA. This reflects the fact that under IFRS reporting the Company recognizes the full revenue, gross
margin, EBIT and EBITDA in the subsidiaries that are not totally owned by the Company, but over which the Company has
the control.

As a result of the above elements, the restatement of the impact of consolidation methods results in an aggregate increase
of net profit of US$114 million under IFRS when compared with Directional reporting.

SBM OFFSHORE ANNUAL REPORT 2023 - 161


4 FINANCIAL INFORMATION 2023
2022 operating segments (Directional)

Lease and Reported Total Directional


Operate Turnkey segments Other reporting
Directional revenue 1,763 1,525 3,288 - 3,288
Directional Cost of sales (1,272) (1,452) (2,723) - (2,724)
Directional Gross margin 492 73 565 - 564
Directional Other operating income/
expense 16 8 24 (3) 20
Directional Selling and marketing
expenses 0 (16) (16) (0) (16)
Directional General and administrative
expenses (28) (50) (78) (75) (154)
Directional Research and development
expenses (5) (30) (35) - (35)
Directional Net impairment gains/(losses)
on financial and contract assets 11 2 13 (1) 12
Directional Operating profit/(loss) (EBIT) 484 (12) 471 (80) 392
Directional Net financing costs (188)
Directional Share of profit of equity-
accounted investees 0
Directional Income tax expense (88)
Directional Profit/(Loss) 115

Directional Operating profit/(loss) (EBIT) 484 (12) 471 (80) 392


Directional Depreciation, amortization and
impairment 596 19 615 3 618
Directional EBITDA 1,080 7 1,087 (77) 1,010

Other segment information


Directional Impairment charge/(reversal) 109 1 110 0 110

162 - SBM OFFSHORE ANNUAL REPORT 2023


Reconciliation of 2022 operating segments (Directional to IFRS)

Reported
segments under Impact of lease Impact of
Directional accounting consolidation Total Consolidated
reporting treatment methods IFRS
Revenue
Lease and Operate 1,763 (482) 133 1,414
Turnkey 1,525 1,854 120 3,499
Total revenue 3,288 1,372 253 4,913
Gross margin
Lease and Operate 492 (52) 111 551
Turnkey 73 500 59 632
Total gross margin 565 449 169 1,182

EBITDA
Lease and Operate 1,080 (479) 118 719
Turnkey 7 506 57 569
Other (77) - (2) (80)
Total EBITDA 1,010 26 173 1,209

EBIT
Lease and Operate 484 (42) 120 562
Turnkey (12) 494 59 540
Other (80) - (2) (82)
Total EBIT 392 451 177 1,020
Net financing costs (188) (91) (93) (373)
Share of profit of equity-accounted investees 0 (0) 12 12
Income tax expense (88) (14) (2) (104)
Profit/(loss) 115 346 94 555

Impairment charge/(reversal) 110 12 (3) 119

SBM OFFSHORE ANNUAL REPORT 2023 - 163


4 FINANCIAL INFORMATION 2023
Reconciliation of 2023 statement of financial position (Directional to IFRS)

Reported under Impact of lease Impact of


Directional accounting consolidation Total Consolidated
reporting treatment methods IFRS
ASSETS
Property, plant and equipment and Intangible assets1 8,5152 (7,977) (0) 538
Investment in associates and joint ventures 10 - 278 288
Finance lease receivables 0 5,373 1,428 6,801
Other financial assets 2443 (167) 18 95
Contract assets 282 4,706 2,146 7,134
Trade receivables and other assets 1,275 40 46 1,361
Derivative financial instruments 326 - 90 416
Cash and cash equivalents 563 - (20) 543
Assets held for sale 0 - - 0
Total Assets 11,214 1,975 3,986 17,176
EQUITY AND LIABILITIES
Equity attributable to parent company 1,450 2,280 3 3,733
Non-controlling interests (2) 13 1,786 1,797
Equity 1,448 2,293 1,790 5,530
Borrowings and lease liabilities 7,2184 - 2,072 9,290
Provisions 682 (188) 92 586
Trade payable and other liabilities 1,570 56 19 1,646
Deferred income 211 (187) 2 27
Derivative financial instruments 86 - 11 97
Total Equity and Liabilities 11,214 1,975 3,986 17,176
1 Under Directional, the cost related to the Brazilian local content penalty is capitalized in line with construction progress of related assets and presented in
the Directional statement of financial position under 'Property, plant and equipment and Intangible assets'. Under IFRS the same cost is directly recognized
as cost of sales in the IFRS consolidated income statement
2 Includes US$4,346 million related to units under construction (i.e. FPSOs Sepetiba, Almirante Tamandaré, ONE GUYANA and Alexandre de Gusmao).
3 Includes US$220 million related to demobilization receivable
4 Includes US$3.3 billion non-recourse debt and US$85 million lease liability.

Consistent with the reconciliation of the key income statement line items, the above table details:
• The restatement from the operating lease accounting treatment to the finance lease accounting treatment for those lease
contracts that are classified and accounted for as finance lease contracts under IFRS; and
• The change from percentage of ownership consolidation to either full consolidation or equity, accounting for investees
related to Lease and Operate contracts.

Impact of lease accounting treatment


For the statement of financial position, the main adjustments from Directional reporting to IFRS as of December 31, 2023 are:
• For those lease contracts that are classified and accounted for as finance lease contracts under IFRS, derecognition of
property, plant and equipment recognized under Directional reporting (US$(7,977) million) and subsequent recognition of
(i) finance lease receivables (US$5,373 million) and (ii) contract assets (US$4,706 million) for those assets still under
construction.
• For operating lease contracts with non-linear bareboat day rates, a deferred income provision is recognized to show linear
revenues under Directional reporting. The part of the balance (US$(187) million) is derecognized for the contracts that are
classified and accounted for as finance lease contracts under IFRS.
• Restatement of the provisions for demobilization and associated non-current receivable assets, mainly impacting other
financial assets (US$(167) million) and provisions (US$(188) million).

As a result, the restatement from operating to finance lease accounting treatment gives rise to an aggregate increase of
equity of US$2,293 million under IFRS when compared with Directional reporting. This primarily reflects the earlier margin
recognition on finance lease contracts under IFRS when compared with Directional reporting.

164 - SBM OFFSHORE ANNUAL REPORT 2023


Impact of consolidation methods
The above table of statement of financial position also describes the net impact of moving from percentage of ownership
consolidation to either full consolidation, for those lease related investees in which the Company has control, or equity
accounting, for those investees that are classified as joint ventures under IFRS 11. The two main impacts are:
• Full consolidation of asset-specific entities that mainly comprise finance lease receivables (representing the net present
value of the future lease payments to be received) and non-recourse project debts.
• Derecognition of the individual line items from the statement of financial positions for those entities that are equity-
accounted under IFRS, rolling up in the line item ’Investment in associates and joint ventures’.

As a result, the restatement of the impact of consolidation methods gives rise to an aggregate increase of equity of US$1,790
million under IFRS when compared with Directional reporting.

Reconciliation of 2023 cash flow statement (Directional to IFRS)

Reported under Impact of lease Impact of


Directional accounting consolidation Total Consolidated
reporting treatment methods IFRS
EBITDA 1,319 (243) 163 1,239
Adjustments for non-cash and investing items 972 (859) 29 142
Changes in operating assets and liabilities (571) (2,050) (572) (3,193)
Reimbursement finance lease assets 0 1,718 24 1,743
Income taxes paid (104) (0) 4 (101)
Net cash flows from (used in) operating activities 1,616 (1,433) (352) (169)
Capital expenditures (1,658) 1,486 (1) (173)
Other investing activities 19 1 11 31
Net cash flows from (used in) investing activities (1,639) 1,487 10 (142)
Equity payment from/(repayment to) partners - - 235 235
Additions and repayments of borrowings and lease
liabilities 287 0 165 452
Dividends paid to shareholders and non-controlling
interests (197) - (82) (279)
Interest paid (248) (54) (64) (366)
Share repurchase program (5) - - (5)
Proceeds from settlement of interest rate swaps 155 - 0 155
Net cash flows from (used in) financing activities (29) (54) 254 171

Net cash and cash equivalents as at 1 January 615 - 68 683


Net increase/(decrease) in net cash and cash equivalents (52) (0) (89) (141)
Foreign currency variations 0 0 0 1
Net cash and cash equivalents as at 31 December 563 - (20) 543

Impact of lease accounting treatment


At net cash level, the difference in lease accounting treatment is neutral. The impact of the different lease accounting
treatment under Directional reporting versus IFRS is limited to reclassifications between cash-flow activities.

Following the announcement that ExxonMobil Guyana Limited exercised the purchase option for FPSO Liza Unity (refer to
note 4.3.1 Financial Highlights), the Company received the proceeds of the purchase in the amount of US$1,259 million,
which is presented under IFRS reporting as inflow within cash flows from operating activities in the line ‘Reimbursement
finance lease assets’. Under Directional, the proceeds are also presented within cash flows from operating activities under
EBITDA which should be considered together with ’Adjustments for non-cash and investing items’ where the net book value
of the FPSO Liza Unity in the amount of US$902 million recognized as cost of sales was cancelled.

A large part of the capital expenditures (US$1,486 million) are reclassified from investing activities under Directional to net
cash flows from operating activity under IFRS, where finance lease contracts are accounted for as construction contracts.
Furthermore, the financing costs incurred during the construction of the FPSOs, which are capitalized under Directional as

SBM OFFSHORE ANNUAL REPORT 2023 - 165


4 FINANCIAL INFORMATION 2023
part of asset under construction (and therefore presented in investing activities), are reclassified to financing activities under
IFRS.

The impact of the change of lease accounting treatment at EBITDA level is described in further detail in the earlier
reconciliation of the Company’s income statement.

Impact of consolidation methods


The impact of the consolidation method on the cash flow statement is in line with the impact described for the statement of
financial position. The full consolidation of asset specific entities, mainly comprising finance lease receivables and the related
non-recourse project debts, results in increased additions and repayments of borrowings under IFRS versus Directional.

Reconciliation of 2022 statement of financial position (Directional to IFRS)

Reported under Impact of lease Impact of


Directional accounting consolidation Total Consolidated
reporting treatment methods IFRS
ASSETS
Property, plant and equipment and Intangible assets1 8,1962 (7,763) (2) 432
Investment in associates and joint ventures 6 0 284 289
Finance lease receivables 0 5,739 1,454 7,193
Other financial assets 2943 (217) 13 90
Contract assets 170 3,927 1,583 5,681
Trade receivables and other assets 964 (1) (52) 912
Derivative financial instruments 524 - 86 610
Cash and cash equivalents 615 - 68 683
Assets held for sale 0 0 (0) 0
Total Assets 10,769 1,685 3,434 15,889
EQUITY AND LIABILITIES
Equity attributable to parent company 1,080 2,313 4 3,397
Non-controlling interests (2) 4 1,515 1,517
Equity 1,078 2,317 1,519 4,914
Borrowings and lease liabilities 6,6974 - 1,867 8,564
Provisions 644 (219) 62 487
Trade payable and other liabilities 1,868 (155) (11) 1,703
Deferred income 265 (258) (3) 4
Derivative financial instruments 217 - 0 217
Total Equity and Liabilities 10,769 1,685 3,434 15,889
1 Under Directional, the cost related to the Brazilian local content penalty is capitalized in line with construction progress of related assets and presented in
the Directional statement of financial position under 'Property, plant and equipment and Intangible assets'. Under IFRS the same cost is directly recognized
as cost of sales in the IFRS consolidated income statement
2 Includes US$3,650 million related to units under construction (i.e. FPSOs, Prosperity, Sepetiba, Almirante Tamandaré, ONE GUYANA and Alexandre de
Gusmao).
3 Includes US$254 million related to demobilization receivable
4 Includes US$3,706 million non-recourse debt and US$47 million lease liability.

166 - SBM OFFSHORE ANNUAL REPORT 2023


Reconciliation of 2022 cash flow statement (Directional to IFRS)

Reported under Impact of lease Impact of


Directional accounting consolidation Total Consolidated
reporting treatment methods IFRS
EBITDA 1,010 26 173 1,209
Adjustments for non-cash and investing items 54 67 43 163
Changes in operating assets and liabilities (164) (1,755) (846) (2,764)
Reimbursement finance lease assets (0) 421 18 439
Income taxes paid (100) 0 4 (96)
Net cash flows from (used in) operating activities 799 (1,242) (607) (1,049)
Capital expenditures (1,342) 1,260 (0) (82)
Other investing activities (257) 1 406 149
Net cash flows from (used in) investing activities (1,600) 1,261 406 67
Equity payment from/repayment to partners - - 358 358
Additions and repayments of borrowings and lease
liabilities 717 (0) 40 757
Dividends paid to shareholders and non-controlling
interests (178) - (39) (217)
Interest paid (181) (20) (52) (252)
Share repurchase program - - - -
Payments to non-controlling interests for change in
ownership 0 0 (1) (0)
Net cash flows from (used in) financing activities 359 (20) 306 646

Net cash and cash equivalents as at 1 January 1,059 - (38) 1,021


Net increase/(decrease) in net cash and cash equivalents (441) 0 106 (335)
Foreign currency variations (3) (0) 0 (3)
Net cash and cash equivalents as at 31 December 615 - 68 683

Deferred income (Directional)

31 December 2023 31 December 2022


Within one year 52 61
Between 1 and 2 years 44 46
Between 2 and 5 years 59 87
More than 5 years 56 70
Balance at 31 December 211 265

The Directional deferred income is mainly related to the revenue of those lease contracts, which include a decreasing day-
rate schedule. As revenue from lease contract with customers is recognized in the income statement on a straight-line basis
with reference to IFRS 16 ‘Leases’, the difference between the yearly straight-line revenue and the contractual day rates is
included as deferred income. The deferral will be released through the income statement over the remaining duration of the
relevant lease contracts.

SBM OFFSHORE ANNUAL REPORT 2023 - 167


4 FINANCIAL INFORMATION 2023
GEOGRAPHICAL INFORMATION
The classification by country is determined by the final destination of the product for both revenues and non-current assets.

The revenue by country is analyzed as follows:

2023 geographical information (revenue by country and segment)

Directional IFRS
Lease and Reported Lease and Reported
Operate Turnkey segments Operate Turnkey segments
Brazil 832 572 1,405 940 1,505 2,445
Guyana 688 1,826 2,514 485 1,694 2,179
Angola 247 19 266 4 38 43
Equatorial Guinea 108 1 109 104 0 104
Malaysia 49 3 51 0 5 6
The United States of America 28 2 30 28 2 30
France - 43 43 - 43 43
Nigeria - 22 22 - 22 22
Norway - 25 25 - 25 25
Other 2 65 67 2 65 67
Total revenue 1,954 2,578 4,532 1,563 3,400 4,963

2022 geographical information (revenue by country and segment)

Directional IFRS
Lease and Reported Lease and Reported
Operate Turnkey segments Operate Turnkey segments
Brazil 807 1,063 1,871 922 2,113 3,035
Guyana 541 338 878 360 1,256 1,615
Angola 230 6 236 3 9 12
Equatorial Guinea 101 1 101 92 (0) 92
Malaysia 47 3 50 0 5 5
The United States of America 33 1 34 33 1 34
France - 25 25 - 25 25
Mozambique - 19 19 - 19 19
Nigeria - 14 14 - 14 14
Norway - 18 18 - 18 18
Other 4 39 43 4 39 43
Total revenue 1,763 1,525 3,288 1,414 3,499 4,913

168 - SBM OFFSHORE ANNUAL REPORT 2023


The non-current assets by country are analyzed as follows:

Geographical information (non-current assets by country)

31 December 2023 31 December 2022


IFRS DIR IFRS DIR
Brazil 5,276 6,115 5,331 5,351
Guyana 1,753 2,468 628 2,857
Angola 252 132 242 178
Switzerland 93 93 264 270
Monaco 77 77 25 25
Malaysia 64 13 79 9
Equatorial Guinea 41 70 57 93
The United States of America 19 19 27 27
France 12 12 12 12
Netherlands 6 6 13 13
Other 163 138 140 115
Total 7,757 9,143 6,818 8,951

RELIANCE ON MAJOR CUSTOMERS


Under Directional, two customers each represent more than 10% of the consolidated revenue. Total revenue from these two
major customers amounts to US$3,979 million (US$2,643 million and US$1,335 million, respectively). In 2022, the revenue
related to the two major customers was US$2,825 million (US$1,823 million and US$1,002 million, respectively). In both 2023
and 2022, the revenue of these major customers were mainly related to the Lease and Operate segment.

Under IFRS, two customers each represent more than 10% of the consolidated revenue. Total revenue from these major
customers amounts to US$4,598 million (US$2,213 million and US$2,386 million respectively). In 2022, two customers
accounted for more than 10% of the consolidated revenue (US$4,635 million), US$2,988 and US$1,647 million respectively.

4.3.3 REVENUE
The Company’s revenue mainly originates from construction contracts and lease and operate contracts. Revenue originating
from construction contracts is presented in the Turnkey segment while revenue from lease and operate contracts is
presented in the Lease and Operate segment. Around 46% of the Company’s 2023 Lease and Operate revenue is made of
charter rates related to lease contracts, while the remaining amount originates from operating contracts. The Company
recognizes most of its revenue (i.e. more than 97%) over time.

The Company’s policy regarding revenue recognition is described in further detail in note 4.2.7 B. Critical Accounting Policies
− (d) Revenue. For the disaggregation of total revenue by country and by segment, please refer to Geographical Information
under note 4.3.2 Operating Segments and Directional Reporting.

The Company’s construction contracts can last for several years, depending on the type of product, scope and complexity of
the project, while the Company’s Lease and Operate contracts are generally multiple-year contracts. As a result, the
Company has (partially) outstanding performance obligations to its clients (unsatisfied performance obligations) at
December 31, 2023. These unsatisfied performance obligations relate to:
• Ongoing construction contracts, including the construction of vessels under finance leases that still need to be
completed;
• Ongoing multiple-year operating contracts. Note that for this specific disclosure on unsatisfied performance obligations,
the lease component of the Lease and Operate contracts is excluded (this component being described in further detail in
notes 4.3.13 Property, Plant and Equipment and 4.3.15 Finance Lease Receivables). As noted, some contracts include
(performance) bonuses when earned or penalties incurred under the Company’s Lease and Operate contracts. The net
amount of performance-related payments for 2023 increased to US$132 million (2022: US$(3) million). This increase is
mostly related to the shutdown of FPSO Cidade de Anchieta in the year-ago period.

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4 FINANCIAL INFORMATION 2023
The following table presents the unsatisfied performance obligations as at December 31, 2023 (in billions of US$):

Unsatisfied performance obligations related to: 2023 2022


- constructions contracts including finance leases 2.4 5.8
- operating contracts 13.4 10.6
Total 15.8 16.4

The unsatisfied performance obligations for the committed construction contracts mostly relate to four major construction
FPSO contracts. Revenue related to these construction contracts is expected to be recognized over the coming two years in
line with the construction progress on these projects.

The unsatisfied performance obligations for the operating contracts relate to i) the Company’s vessels leased to clients
where the Company is the operator (both operating and finance lease contracts) and ii) one operating contract for operating
services on a vessel that is owned by the client. The operating contracts end between 2024 and 2050. The Company will
recognize the unsatisfied performance obligation over this period in line with the work performed.

The Company can agree on various payment arrangements which generally reflect the progress of delivered performance
obligations. However, if the Company’s delivered performance obligation exceeds installments invoiced to the client, a
contract asset is recognized. If the installments invoiced to the client exceed the work performed, a contract liability is
recognized.

As a result of various commercial discussions with clients, the Company recognized revenue amounting to US$7 million in
2023 (2022: US$27 million) originating from performance obligations satisfied in previous periods.

Lease revenue recognized for leases where the Company is the lessor, for both operating and finance leases, relates to fixed
and variable lease payments. Most of the Company’s revenue from lease contracts is based on fixed day-rates. To the extent
that lease payments are dependent on an index or a rate, they are excluded from the initial recognition of the lease
payments receivable. The impact related to a change in index or a rate is recognized in the consolidated income statement
when a change occurs.

CONTRACT BALANCES
The table below sets out the contract balances for the years 2023 and 2022:

31 December
Notes 2023 31 December 2022
Current contract liability 4.3.25 74 42
Non-current contract liability 4.3.25 22 -
Total contract liabilities 97 42
Current contract assets 7,134 5,681
Total contract assets 7,134 5,681

Contract assets
During the period ended December 31, 2023, the Company completed construction of FPSO Prosperity, marking first oil
date on November 14, 2023. As of this date, the lease of FPSO Prosperity commenced and the contract asset related to this
unit was reclassified to finance lease receivables (refer to notes 4.3.1 Financial Highlights and 4.3.15 Finance Lease
Receivables).

As a result, the contract asset balance as at December 31, 2023 of US$7,134 million (2022: US$5,681 million) increased in
relation to progress made during the period on the construction of FPSO Almirante Tamandaré, FPSO Alexandre de
Gusmão, FPSO Sepetiba, FPSO ONE GUYANA and initial limited scope for the FPSO for the Whiptail development project,
partly offset by the finalization of the FPSO Prosperity construction.

Regarding information about expected credit losses recognized for contract assets, refer to note 4.3.27 Financial Instruments
– Fair Values and Risk Management.

170 - SBM OFFSHORE ANNUAL REPORT 2023


Contract liabilities
Current contract liabilities of US$74 million (2022: US$42 million) comprise the amounts of those individual contracts for
which the total installments invoiced exceed the revenue recognized over time. Contract liabilities are reported in trade an
other payables (see note 4.3.25 Trade and Other Payables).

As at December 31, 2023, current contract liabilities relate to one of the Company’s renewable projects and other minor
construction projects.

Non-current contract liabilities of US$22 million (2022: nil) have been recognized as at December 31, 2023, following the
reassessment of the demobilization performance obligations and associated remeasurement of future demobilization costs
in finance lease contracts. This reassessment triggered an increase in the contract liability for demobilization costs.
Therefore, as explained in B. Critical Accounting Policies – (f) Demobilization obligations, these future obligations have been
recognized during the period through contract liability, for the present value of the change.

The Company recognized revenue of US$31 million during the period, which was included in the contract liabilities as per
December 31, 2022.

4.3.4 OTHER OPERATING INCOME AND EXPENSE


2023 2022
Gains from sale of financial participations, property, plant and
equipment 0 9
Other operating income 3 28
Total other operating income 3 37
Other operating expenses (2) (6)
Impairment of other assets and onerous contracts - (2)
Restructuring expenses (11) 0
Total other operating expense (13) (8)
Total (10) 28

In 2023, the total other operating income and expense mainly includes a restructuring expense in the amount of US$11
million corresponding to severance costs relating to the implementation of an optimization plan for the Company’s support
functions’ activities, aiming to improve the global performance and cost efficiency. The restructuring impacted approximately
106 employees.

For comparison, in 2022, the total other operating income and expense mainly included US$9 million gain realized from the
disposal of the SBM Installer and an insurance recovery of US$27 million in respect of one of the Brazilian units.

4.3.5 EXPENSES BY NATURE


The table below sets out expenses by nature for all items included in EBIT for the years 2023 and 2022:

Note 2023 2022


Expenses on construction contracts (2,130) (2,367)
Employee benefit expenses 4.3.6 (842) (740)
Vessels operating costs (512) (412)
Depreciation, amortization and impairment (94) (189)
Selling expenses (10) (4)
Other costs (232) (218)
Total expenses (3,820) (3,930)

In 2023 ’Expenses on construction contracts’ slightly decreased compared to the previous year. Despite having five FPSO’s
under construction during the period and the start of FPSO FEED work for the Whiptail development project (compared to
five FPSO’s in 2022), the reduction is a result of lower progress on Turnkey Brazilian projects and the completion of FPSO

SBM OFFSHORE ANNUAL REPORT 2023 - 171


4 FINANCIAL INFORMATION 2023
Prosperity partially offset by the higher progress of FPSO ONE GUYANA and newly awarded FPSO FEED work for the
Whiptail development project.

’Employee benefit expenses’ increased due to higher man-hour-related activities in Turnkey projects and the ramp-up of
operations on the fleet in operation.

’Vessel operating costs’ increased, mainly as a result of a higher scope of work in several vessels and the operational start of
FPSO Prosperity during the last quarter of 2023, which was partially offset by the impact of FPSO Capixaba leaving the fleet.
FPSO Liza Unity, despite the sale of the unit during 2023, continues to be operated by the Company through the OMEA
signed with the client in 2023.

The decrease of ’Depreciation, amortization and impairment’ mainly relates to the prior year impairment of US$92 million on
FPSO Cidade de Anchieta due to the additional costs required for tank repairs, following the shutdown in 2022 and the
capitalization of associated tank repair costs, and FPSO Capixaba, which finished production in 2022.

Expenses related to short-term leases and leases of low-value assets amounted to US$6 million (2022: US$1 million).

The increase of ’Other costs’ is mainly driven by the overall ramp-up of digital activities, with impact on consultancy and
software fees, business travel costs and currency exchange differences.

4.3.6 EMPLOYEE BENEFIT EXPENSES


Information with respect to employee benefits expenses are detailed as follows:

Note 2023 2022


Wages and salaries (420) (370)
Social security costs (57) (48)
Contributions to defined contribution plans (39) (33)
Contributions to defined benefit plans (2) 1
Share-based payment cost (26) (24)
Contractors' costs (197) (178)
Other employee benefits (100) (88)
Total employee benefits 4.3.5 (842) (740)

Wages and salaries increased, due to FPSO Prosperity joining the fleet, full ramp-up on FPSO Sepetiba before producing
and on hire on January 2, 2024, and the increased activity in projects under construction. This was partially offset by FPSO
Capixaba leaving the fleet (now under decommissioning).

Contractors’ costs include expenses related to contractor staff not on the Company’s payroll, linked to the Company’s
strategy of aiming to maintain flexibility in its workforce management. Other employee benefits mainly include commuting,
training, expatriate and other non-wage compensation costs.

DEFINED CONTRIBUTION PLAN


The contributions to defined contribution plans includes Company participation in the Merchant Navy Officers Pension Fund
(MNOPF). The MNOPF is a defined benefit multi-employer plan, which is closed to new members. The fund is managed by a
corporate Trustee, MNOPF Trustees Limited, and provides defined benefits for nearly 21,936 (2022: 22,440) Merchant Navy
Officers and their dependents, out of which approximately 29 (2022: 29) are SBM Offshore former employees.

The Trustee apportions its funding deficit between Participating Employers, based on the portions of the Fund’s liabilities,
which were originally accrued by members in service with each employer. When the Trustee determines that contributions
are unlikely to be recovered from a Participating Employer, it can re-apportion the deficit contributions to other Participating
Employers.

Entities participating in the MNOPF are exposed to the actuarial risk associated with the current and former employees of
other entities through exposure to their share of the deficit of those other entities’ default. As there is only a notional

172 - SBM OFFSHORE ANNUAL REPORT 2023


allocation of assets and liabilities to any employer, the Company is accounting for the MNOPF in its financial statements as if
it was a defined contribution scheme. There are no contributions to the plan agreed at present.

DEFINED BENEFIT PLANS AND OTHER LONG-TERM BENEFITS


The employee benefits provisions recognized relate to:

Note 2023 2022


Pension plan (0) (3)
Lump sums on retirement 8 6
Defined benefit plans 7 3
Long-service awards 14 12
Other long-term benefits 14 12
Employee benefits provisions 4.3.24 21 15

The defined benefit plan provision is partially funded as follows:

Benefit asset/liability included in the statement of financial position

31 December 2023 31 December 2022


Lump sums on Lump sums on
Pension plans retirement Total Pension plans retirement Total
Defined benefit obligation 22 8 30 22 6 29
Fair value of plan assets (22) - (22) (25) - (25)
Benefit (asset)/liability (0) 8 7 (3) 6 3

The main assumptions used in determining employee benefit obligations for the Company’s plans are shown below:

Main assumptions used in determining employee benefit obligations

in % 2023 2022
Discount rate 1.50 - 3.40 2.50 - 4.25
Inflation rate 2.00 2.00
Discount rate of return on plan assets during financial year 1.50 2.50
Future salary increases 1.00 - 3.00 1.00 - 3.00
Future pension increases 0 - 2.00 -

The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to
the period over which the obligation is to be settled.

REMUNERATION OF THE KEY MANAGEMENT PERSONNEL OF THE COMPANY


The remuneration of the key management personnel of the Company paid during the year, including pension costs and
performance-related Short-Term Incentives (STI), amounted to US$14 million (2022: US$15 million). There are no
loans outstanding to members of the key management or guarantees given on behalf of members of the key management.

The performance-related part of the remuneration of the Management Board, comprising Value Creation Stake and STI
components, was 66% (2022: 60%). The Management Board’s remuneration decreased in 2023 versus 2022, mainly explained
by the decrease to three members in the overall year-by-year comparison.

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4 FINANCIAL INFORMATION 2023
The total remuneration and associated costs of the Management Board and other key management personnel (members of
the Executive Committee) is specified as follows:

Remuneration key management personnel

Share-based Total
in thousands of US$ Base salary STI1 compensation2 Other3 Pensions4 remuneration
Management Board Members
2023 2,186 2,279 3,866 457 585 9,373
2022 3,036 1,864 4,634 546 728 10,808
Other key personnel5
2023 2,021 562 1,292 442 442 4,759
2022 2,124 517 1,075 379 336 4,430
Total 2023 4,207 2,841 5,158 899 1,027 14,132
Total 2022 5,159 2,382 5,709 925 1,064 15,238
1 For the Management Board this represents the actual STI approved by the Supervisory Board, which has been accrued over the calendar year, payment of
which will be made in the following year.
2 This share-based compensation represents the period expense of share-based payments in accordance with IFRS 2.
3 Consisting of social charges, lease car expenses, and other allowances.
4 This represents company contributions to defined contribution pension plans; in case of absence of a qualifying pension scheme such contribution is paid
gross, withholding wage tax at source borne by the individuals.
5 The definition of 'Other key personnel' is aligned with the Executive Committee, as disclosed on the Company's website.

The table above represents the total remuneration in US dollars, being the reporting currency of the Company.

As at December 31, 2023, there are no unvested shares of current and former Management Board members. The total
number of vested shares held by current Management Board members are reported in note 4.3.22 Equity Attributable to
Shareholders.

SHORT-TERM INCENTIVE PROGRAM OF THE MANAGEMENT BOARD


The Short-Term Incentive Program is based upon short-term operational performance, which includes three sets of
performance indicators, as noted below:
• Profitability;
• Growth;
• Sustainability.

The Supervisory Board may adjust the outcome of the STI down by 10%. Any such adjustment would be reported in the
Remuneration Report. No such reduction has been made for 2023 or 2022.

For 2023 (equal to 2022), the Supervisory Board concluded that the Company’s performance indicators had outcomes
ranging from threshold to maximum. For the year 2023, a total of ten performance indicators were established (2022: seven).
The Company’s performance resulted in performance of 120% (2022: 85%) of salary for the CEO and 90% (2022: 64%) for the
other Management Board members.

VALUE CREATION STAKE SHARES OF THE MANAGEMENT BOARD


Under the Remuneration Policy 2022, the members of the Management Board are entitled to a Value Creation Stake, being a
number of shares determined by a four-year average share price (volume weighted). These shares vest immediately upon the
award date, and must be retained for five years from the vesting date, or, in the event of retirement or termination, two years.

Number of issued shares 2023 2022


Total 242,375 317,510

The number of shares granted is based upon 175% of the individual’s base salary and determined by the 4-year average
volume-weighed share price (VWAP) over the years 2019 through 2022 (2022: 2018 through 2021), being EUR14.60 (2022:
EUR14.61). The grant date fair value of these shares upon issue was EUR14.75, being the opening share price of January 2,
2023 (2022: EUR13.15).

174 - SBM OFFSHORE ANNUAL REPORT 2023


RESTRICTED SHARE UNIT (RSU) PLANS
The number of shares granted under the RSU plan in 2023 was 812,950 (2022: 803,320), with the three-year employment
period starting on January 1, 2023 (2022: January 1, 2022).

The annual RSU award is based on individual potential. The RSU plans themselves have no performance condition, only a
service condition, and will vest at the end of three years’ continuing service. The fair value is determined based on the share
price at the grant dates, with an adjustment for the present value of the expected dividends during the vesting period.

2023 2022
RSU grant date fair value per share € 10.85 € 11.44

For RSUs, a vesting probability (based on expectations on, for example, the number of employees leaving the Company
before the vesting date of their respective RSU plan) of 5% is assumed. The Company periodically reviews this estimate and
aligns to the actual forfeitures.

OWNERSHIP SHARES
Ownership Shares is an annual award in shares to compensate the overall STI target reduction of 3-6% of annualized gross
salary under the Company’s 2019 STI plan awarded to employees based on seniority. The Ownership Shares have no
performance conditions, only a service condition. The Ownership Shares are subject to a three-year holding requirement
after the grant date. This means that a fixed population of onshore employees, based on seniority in the Company, are
eligible to the Ownership Shares equal to 4-8% of annualized gross salary.

The total number of Ownership Shares that vested during 2023 was 76,485 shares (2022: 96,333). The fair value of the
Ownership Shares is measured at the opening share price of January 2, 2023.

2023 2022
Ownership Shares grant date fair value per share € 14.75 € 13.15

MATCHING SHARES
Under the STI plans for the management and staff of the Company, 20% of the STI is or can be paid in shares. Subject to a
vesting period of three years, an identical number of shares (matching shares) will be issued to participants, assuming a
probability of 95%. The Company periodically reviews this estimate and aligns to the actual forfeitures. The grant date fair
value is measured indirectly, based on the grant date price of the equity instrument, with an adjustment for the present value
of the expected dividends during the vesting period.

The assumptions included in the calculation for the matching shares are:

2023 2022
Matching shares grant date fair value per share € 10.74 € 11.75

TOTAL SHARE-BASED PAYMENT COSTS


The amounts recognized in operating profit for all share-based payment transactions have been summarized by taking into
account both the provisional awards for the current year and the additional awards related to prior years. Total share-based
compensation has slightly increased in comparison to 2022.

Performance shares and Matching


2023 (in thousands of US$) RSU/Value Creation Stake shares Total
Instruments granted 14,424 5,087 19,511
Total expenses 2023 14,424 5,087 19,511

Performance shares and Matching


2022 (in thousands of US$) RSU/Value Creation Stake shares Total
Instruments granted 13,327 5,840 19,167
Total expenses 2022 13,327 5,840 19,167

SBM OFFSHORE ANNUAL REPORT 2023 - 175


4 FINANCIAL INFORMATION 2023
Rules of conduct with regard to inside information are in place to ensure compliance with the Act on Financial Supervision.
For example, these rules forbid the exercise of options or other financial instruments during certain periods, more specifically
when an employee is in possession of price-sensitive information.

The movement in the outstanding number of shares which could potentially vest at a point in time under the Company
share-based payment plans is illustrated in the following table.

in number of shares 2023 2022


Outstanding at 1 January 3,064,079 2,910,725
Granted 1,686,474 1,629,422
Vested (1,064,211) (1,125,632)
True-up at vesting - -
Cancelled or forfeited (350,106) (350,436)
Total movements 272,157 153,354
Outstanding at 31 December 3,336,236 3,064,079

REMUNERATION OF THE SUPERVISORY BOARD


The remuneration of the Supervisory Board amounted to EUR601 thousand (2022: EUR658 thousand) and can be specified as
follows:

2023 2022
in thousands of EUR Basic remuneration Committees Total Basic remuneration Committees Total
Total 521 78 599 580 78 658

There are no share-based incentives granted to the members of the Supervisory Board. Nor are there any loans outstanding
to the members of the Supervisory Board or guarantees given on behalf of members of the Supervisory Board. In 2023, the
number of Supervisory Board members decreased from 7 to 6.

NUMBER OF EMPLOYEES
Number of employees (by operating segment)

2023 2022
By operating segment: Average Year-end Average Year-end
Lease and Operate 2,420 2,667 2,072 2,172
Turnkey 2,129 2,036 2,110 2,221
Other 639 701 549 576
Total excluding employees working for JVs and
associates 5,187 5,404 4,731 4,969
Employees working for JVs and associates 531 531 529 530
Total 5,717 5,935 5,259 5,499

Number of employees (by geographical area)

2023 2022
By geographical area: Average Year-end Average Year-end
the Netherlands 507 496 471 518
Worldwide 4,680 4,908 4,260 4,451
Total excluding employees working for JVs and
associates 5,187 5,404 4,731 4,969
Employees working for JVs and associates 531 531 529 530
Total 5,717 5,935 5,259 5,499

The figures exclude fleet personnel hired through crewing agencies as well as other agency and freelance staff for whom
expenses are included within 'other employee benefits'. The increase of Lease and Operate average headcount is primarily
due to FPSO Prosperity joining the fleet during the current year and full ramp up on FPSO Sepetiba before producing and

176 - SBM OFFSHORE ANNUAL REPORT 2023


on hire on January 2nd, 2024, resulting as well in the reduction of the Turnkey segment at year end. The increase in 'Other' is
mainly due to temporary headcount transition following the implementation of an optimization plan related to the
Company's support functions' activities and a continuing investment in the Company’s digital initiatives.

4.3.7 RESEARCH AND DEVELOPMENT EXPENSES


Research and development expenses amounted to US$37 million (2022: US$35 million) and mainly relate to the internal
projects for Renewables development costs and energy transition costs related to emissionZERO® and ’Digital FPSO’.

The amortization of development costs recognized in the statement of financial position is allocated to cost of sales when
the developed technology is used through one or several projects. Otherwise, it is allocated to research and development
expenses.

4.3.8 NET IMPAIRMENT GAINS/(LOSSES) ON FINANCIAL AND CONTRACT ASSETS


In the context of the current economic and geopolitical environment, during 2023, the Company anticipated a range of
possible impacts that could arise from the general economic downturn, the pressure on price inflation, the energy market
pressure, increasing interest rates and other governmental actions as a consequence of the geopolitical environment. In
response to these effects, the Company (i) reassessed whether there is a significant increase in credit risk related to its
financial assets as of December 31, 2023, and (ii) updated estimates in terms of ’probability of default’ and ’loss given
default’ in order to determine the expected credit losses.

Finance Lease Receivables


There was no payment default on any finance lease contract over the period. In addition, despite the overall economic
downturn, the Company concluded that the counterparties of the finance lease receivables still have a strong capacity to
meet their contractual cash flow obligations, based on existing contractual arrangements, which include parent company
guarantees. Based on the available forward-looking information related to the oil price, it is also assumed that none of the
assets leased under the Company’s finance lease contracts would become uneconomical to operate for clients.

Therefore, the Company concludes that (i) the credit risk has not increased significantly since the initial recognition of the
finance lease receivable, and (ii) the finance lease receivables still have a low credit risk as of December 31, 2023. As a result,
the Company recognizes a 12-month expected credit loss.

Contract assets and Trade Receivables


As for the finance leases, there was no payment default (including overdue of more than 90 days) on any significant trade
receivables over the period. The Company performed, as usual, a detailed analysis of the credit risks associated with
significant trade receivables balances as at the reporting date. This did not result in any specific significant increase in credit
risks related to its outstanding contract assets and trade receivables.

Other Financial Assets


Overall, the reassessment of the expected credit losses of other financial assets resulted in a limited impact.

During the year, the following gains/(losses) related to credit risks were recognized:
2023 2022
Impairment losses
- Movement in loss allowance for trade receivables (1) 1
- Movement in loss allowance for contract assets 0 0
- Movement in loss allowance for finance lease receivables 0 (0)
(Impairment)/impairment reversal losses on financial lease receivables - -
(Impairment)/impairment reversal losses on other financial assets (20) 14
Net impairment gains/(losses) on financial and contract assets (21) 15

During the year 2023, the Company recognized a US$(21) million net impairment loss on financial and contract assets
(December 31, 2022: gain of US$15 million attributable to the reversal of an impairment which was previously recognized for
a funding loan provided to an equity accounted entity).

SBM OFFSHORE ANNUAL REPORT 2023 - 177


4 FINANCIAL INFORMATION 2023

4.3.9 NET FINANCING COSTS


2023 2022
Interest income on loans & receivables 3 0
Interest income on investments 21 10
Net foreign exchange gain - -
Other financial income 1 2
Financial income 25 12
Interest expenses on financial liabilities at amortized cost (731) (352)
Interest income / (expenses) on hedging derivatives 139 (28)
Interest expenses on lease liabilities (5) (2)
Interest addition to provisions (1) (1)
Net cash flow hedges ineffectiveness - (1)
Net foreign exchange loss (3) (1)
Financial expenses (601) (385)
Net financing costs (575) (373)

The Company has increased its debt (see note 4.3.23 Borrowings and Lease Liabilities) in order to finance its ongoing
construction program of five FPSOs during the period.

The increase in net financing costs is mainly due to (i) increased project financing to fund continued investment in growth on
the five FPSOs under construction during the period, (ii) additional interest expense on FPSO Liza Destiny and FPSO Liza
Unity variable rate project loans and (iii) interest expense on the US$125 million funding loan agreement secured in 2023 with
CMFL in relation to FPSO Cidade de Ilhabela, in line with the Company aim to diversify its sources of debt funding and to
accelerate equity cash flow from the backlog, partially offset by (iv) the scheduled amortization of project loans.

4.3.10 INCOME TAX EXPENSE


The relationship between the Company’s income tax expense and profit before income tax (referred to as ’effective tax rate’)
can vary significantly from period to period considering among other factors: (i) changes in the blend of income that is taxed
based on revenues versus profit, (ii) the different statutory tax rates in the location of the Company’s operations and (iii) the
possibility to recognize deferred tax assets on tax losses to the extent that suitable future taxable profits will be available.

Some of the taxes are withholding taxes (paid on revenues). The assessment of whether the withholding tax is in scope of
IAS 12 is judgmental; the Company has performed this assessment in the past and some of the withholding taxes that the
Company pays in certain countries qualify as income taxes, as it creates an income tax credit or it is considered as deemed
profit taxation.

Consequently, income tax expense does not change proportionally with profit before income taxes. Significant decreases in
profit before income tax typically lead to a higher effective tax rate, while significant increases in profit before income taxes
can lead to a lower effective tax rate, subject to the other factors impacting income tax expense, noted above. Additionally,
where a deferred tax asset is not recognized on a loss carry forward, the effective tax rate is impacted by the unrecognized
tax loss.

178 - SBM OFFSHORE ANNUAL REPORT 2023


The components of the Company’s income taxes are:

Income tax recognized in the consolidated Income Statement

Note 2023 2022


Corporation tax on profits for the year (129) (85)
Adjustments in respect of prior years (1) (1)
Movements in uncertain tax positions (2) 3
Total current income tax (131) (83)
Deferred tax 4.3.17 156 (20)
Total 25 (104)

The Company’s operational activities are subject to taxation at rates which range up to 35% (2022: 35%).

For the year ended December 31, 2023, the respective tax rates, the change in the blend of income tax based on income
withholding tax and deemed profit assessment versus income tax based on net profit, the unrecognized deferred tax asset
on certain tax losses, tax-exempt profits and non-deductible costs resulted in an effective tax on continuing operations of
(4)% (2022: 16%).

The reconciliation of the effective tax rate is as follows:

Reconciliation of total income tax charge

2023 2022
% %
Profit/(Loss) before income tax 589 660
Share of profit of equity-accounted investees 19 12
Profit/(Loss) before income tax and share of profit of equity-
accounted investees 570 648
Income tax using the domestic corporation tax rate (25,8% for the
Netherlands) 25,8% (147) 25,8% (167)
Tax effects of :
Different statutory taxes related to subsidiaries operating in other
jurisdictions (5%) 29 (9%) 57
Withholding taxes and taxes based on deemed profits 8% (46) 5% (33)
Non-deductible expenses 10% (55) 10% (64)
Non-taxable income (17%) 98 (19%) 125
Adjustments related to prior years 0% (1) 0% (1)
Tax effect originating from current year timing differences and unused tax
losses for which no deferred tax is recognized (26%) 150 4% (24)
Movements in uncertain tax positions 0% (2) (0%) 3
Total tax effects (30%) 172 (10%) 63
Total of tax charge on the Consolidated Income Statement (4%) 25 16% (104)

The effective tax rate was impacted in 2023 by the recognition of a deferred tax asset on a tax goodwill in Switzerland for a
net amount of US$141 million (absent this deferred tax asset, the effective tax rate would stand at 20%), for more detailed
information refer to note 4.3.17 Deferred Tax Assets and Liabilities.

Similar to last year, the effective tax was also impacted by unrecognized deferred tax assets concerning Brazil, USA,
Switzerland, Luxembourg, Monaco and the Netherlands.

SBM OFFSHORE ANNUAL REPORT 2023 - 179


4 FINANCIAL INFORMATION 2023
Details of the withholding taxes and other taxes are as follows:

Withholding taxes per country

2023 2022
Withholding Tax and Overseas Taxes
(per location) Withholding tax Withholding tax
Brazil (22) (20)
Guyana (22) (12)
Other (2) (1)
Total withholding and overseas taxes (46) (33)

Guyana and other withholding tax


The Company’s construction and lease activities related to Guyana are subject to Guyanese withholding tax.

TAX RETURNS AND TAX CONTINGENCIES


The Company files federal and local tax returns in several jurisdictions throughout the world. Tax returns in the major
jurisdictions in which the Company operates are generally subject to examination for periods ranging from three to six years.
Tax authorities in certain jurisdictions are examining tax returns and in some cases have issued assessments. The Company
believes there is a sound basis for its tax positions in those jurisdictions. The Company provides for taxes that it considers
probable of being payable as a result of these audits and for which a reasonable estimate may be made. While the Company
cannot predict or provide assurance as to the final outcome of these proceedings, the Company does not expect the
ultimate liability to have a material effect on its consolidated statement of financial position or results of operations, although
it could have a significant adverse effect on its consolidated cash flows.

Each year management completes a detailed review of uncertain tax positions across the Company and makes provisions
based on the probability of the liability arising. The principal risks that arise for the Company are in respect of permanent
establishment, transfer pricing and other similar international tax issues. In common with other international groups, the
difference in alignment between the Company’s global operating model and the jurisdictional approach of tax authorities
often leads to uncertainty on tax positions.

As a result of the above, in the period, the Company recorded a net tax decrease of US$5 million in respect of ongoing
tax audits and in respect of the Company’s review of its uncertain tax positions. This decrease is primarily in relation to
uncertain tax positions on tax other than corporate income tax. However it is possible that the ultimate resolution of the tax
exposures could result in tax charges that are materially higher or lower than the amount provided.

The Company has recognized a deferred tax asset for a gross amount of US$2,184 million in relation to a tax goodwill in
Switzerland (refer to note 4.3.17 Deferred Tax Assets and Liabilities). In determining the taxable profits, the Company
performed an extensive assessment and modeling to determine that an amount of US$2,043 million could possibly be
unrecoverable, which is driven by the assessment of profitability and commercial uncertainties (i.e. future awards) impacting
future profits. Based on the uncertainty of recovering this tax asset in future years, in light of applicable enacted Swiss tax
regulations, the Company determined the expected value based on a range of possible outcomes. As a result, the Company
as of December 31, 2023, recognized a deferred tax asset related to the tax goodwill in Switzerland net of US$141 million in
accordance with IAS 12 and IFRIC23.

The Company conducts operations through its various subsidiaries in a number of countries throughout the world. Each
country has its own tax regimes with varying nominal rates, deductions and tax attributes. From time to time, the Company
may identify changes to previously evaluated tax positions that could result in adjustments to its recorded assets and
liabilities. Although the Company is unable to predict the outcome of these changes, it does not expect the effect, if any,
resulting from these adjustments to have a material effect on its consolidated statement of financial position, results of
operations or cash flows.

IMPACT OF THE GLOBE PILLAR TWO MODEL RULES


In December 2021, the OECD released the GloBE Pillar Two model rules, also referred to as the ‘Global Anti-Base Erosion’ or
‘GloBE’ rules, which subsequently led to the issuance of the draft proposal for a GloBE Directive by the European
Commission. These rules aim to ensure large multinational enterprises (MNEs) pay a minimum amount of tax on income

180 - SBM OFFSHORE ANNUAL REPORT 2023


arising in each jurisdiction in which they operate through introducing a global minimum corporate income tax rate set at
15%. The GloBE rules are intended to be implemented as part of an agreed-upon common approach, introduced via
domestic tax law and expected to be effective as from January 1, 2024.

The Company is assessing its exposure to Pillar Two legislation in the jurisdictions in which it operates and acknowledges
that:
• Pillar Two represents a significant additional layer of tax calculation and reporting to what is already a very complex tax
compliance process for most MNEs. It will ultimately require a new global tax calculation in every jurisdiction in which the
Company operates.
• There will likely be divergence in rules as countries adopt slightly different versions in domestic legislation, which will add
to the complexity of these calculations.
• The tax base that Pillar Two is determined upon is entirely new and calculations will need to be based, in part, on data
that the Company currently does not structurally gather within its tax compliance processes.

As indicated above, the assessment process is complex and is based on legislation which is in various degrees of enactment
and subject to further interpretation. Taking this into account, the Company has performed a preliminary assessment which
uses assumptions on the specific adjustments envisaged in the Pillar Two legislation. Based on the results for the year 2023,
the Company estimated that the potential impact would represent between 0.4% and 0.6% on the effective tax rate. For
2023 this impact primarily concerns entities within the jurisdictions of Bermuda and the Cayman Islands. The Company
highlights that the disclosed impact is on the basis of certain assumptions, which eventually might deviate from the actual
impact due to differences in interpretation, divergence in rules between jurisdictions and further guidance to be issued.

As the situation is still evolving, it leads to uncertainties of the financial impact in periods in which legislation will be in effect.
The Company has been reviewing Pillar Two features providing for simplification and/or relief for multinational enterprises
that have genuine economic activities in different jurisdictions. The 2021 transition in Swiss tax regimes applicable to Swiss
companies of the Company notably has a positive impact in respect of Pillar Two, as bringing those companies firmly within
the scope of Swiss taxation. Therefore, the Company continues to monitor the implementation of the Pillar Two model rules
in each jurisdiction’s legislation and will implement processes and governance for reporting on the financial impact related to
Pillar Two in 2024.

4.3.11 EARNINGS/(LOSS) PER SHARE


The basic earnings per share for the year amounts to US$2.74 (2022: US$2.53), and the fully diluted earnings per share
amounts to US$2.70 (2022: US$2.50). Basic earnings/(loss) per share amounts are calculated by dividing net profit/(loss) for
the year attributable to shareholders of the Company by the weighted average number of shares outstanding during the
year.

Diluted earnings/(loss) per share amounts are calculated by dividing the net profit/loss attributable to shareholders of the
Company by the weighted average number of shares outstanding during the year plus the weighted average number of
shares that would be issued on the conversion of all the potential dilutive shares into ordinary shares.

SBM OFFSHORE ANNUAL REPORT 2023 - 181


4 FINANCIAL INFORMATION 2023
The following reflects the share data used in the basic and diluted earnings per share computations:

Earnings per share

2023 2022
Earnings attributable to shareholders (in thousands of US$) 490,821 450,137
Number of shares outstanding at January 1 (excluding treasury shares) 178,054,655 176,622,557
Average number of treasury shares transferred to employee share programs 1,225,505 1,283,909
Average number of shares repurchased / cancelled (45,044) -
Weighted average number of shares outstanding 179,235,116 177,906,466
Impact shares to be issued - -
Weighted average number of shares (for calculations basic earnings per share) 179,235,116 177,906,466
Potential dilutive shares from stock option scheme and other share-based payments 2,269,314 1,965,043
Weighted average number of shares (diluted) 181,504,430 179,871,509
Basic earnings per share in US$ 2.74 2.53
Fully diluted earnings per share in US$ 2.70 2.50

There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and
the date of completion of these financial statements, except for the issuance of Value Creation Stake shares for the
Management Board, Ownership Shares for the Company’s senior management and the Matching Shares and RSUs that have
vested on January 1, 2024 (see note 4.3.6 Employee Benefit Expenses).

4.3.12 DIVIDENDS PAID AND PROPOSED AND SHARE REPURCHASE PROGRAM


The Company is evolving its shareholder return policy as follows: ”The Company’s shareholders return policy is to maintain a
stable annual cash return to shareholders which grows over time, with flexibility for the Company to make such cash return in
the form of a cash dividend and the repurchase of shares. Determination of the annual cash return is based on the
Company’s assessment of its underlying cash flow position. The Company prioritizes a stable cash distribution to
shareholders and funding of growth projects, with the option to apply surplus capital towards incremental cash returns to
shareholders.” The policy will be presented for discussion at the Annual General Meeting on April 12, 2024.

As a result, following review of its cash flow position and forecast, the Company intends to pay a total cash return to
shareholders of US$220 million in 2024. This represents an increase of 12% compared with the dividend paid in 2023. The
cash return is to be composed of a proposed dividend of US$150 million (equivalent to c. US$0.83 per share2) combined with
a EUR65 million (US$70 million equivalent3) share repurchase program. Shares repurchased as part of the cash return will be
cancelled. The share repurchase program will be launched on March 1, 2024 and the dividend will be proposed at the Annual
General Meeting on April 12, 2024. Going forward, the Company intends to maintain a material level of dividend as part of
the annual cash return with US$150 million as a base level.

4.3.13 PROPERTY, PLANT AND EQUIPMENT


The line item ’Property, plant and equipment’ consists of property, plant and equipment owned by the Company and right-
of-use assets:

Property, plant and equipment (summary)

31 December 2023 31 December 2022


Property, plant and equipment excluding leases 308 274
Right-of-use assets 77 40
Total 384 314

2
Based on the number of shares outstanding at December 31, 2023. Dividend amount per share depends on number of shares entitled to dividend. The
proposed ex-dividend date is April 16, 2024.
3
Based on the foreign exchange rate on February 22, 2024.

182 - SBM OFFSHORE ANNUAL REPORT 2023


PROPERTY, PLANT AND EQUIPMENT OWNED BY THE COMPANY
The movement of the Property, plant and equipment during the year 2023 is summarized as follows:

2023

Vessels and
Land and floating Other fixed Assets under
buildings equipment assets construction Total
Cost 60 1,813 78 16 1,967
Accumulated depreciation and impairment (41) (1,596) (56) - (1,693)
Book value at 1 January 19 217 23 16 274
Additions 0 3 6 70 79
Disposals (0) - (0) - (0)
Depreciation (2) (30) (9) - (41)
Impairment - (6) - - (6)
Foreign currency variations 0 (0) 1 0 1
Other movements 5 (0) 1 (6) 0
Total movements 3 (32) (2) 65 34
Cost 67 1,821 82 81 2,051
Accumulated depreciation and impairment (45) (1,637) (62) - (1,744)
Book value at 31 December 22 185 21 81 308

2022

Vessels and
Land and floating Other fixed Assets under
buildings equipment assets construction Total
Cost 63 1,741 83 4 1,891
Accumulated depreciation and impairment (38) (1,446) (55) - (1,540)
Book value at 1 January 25 295 28 4 351
Additions 0 13 5 79 97
Disposals - (0) (0) (0) (0)
Depreciation (5) (47) (11) - (63)
Impairment - (108) - - (108)
Foreign currency variations (1) 0 (1) (0) (2)
Other movements 0 65 2 (67) (0)
Total movements (6) (78) (5) 12 (77)
Cost 60 1,813 78 16 1,967
Accumulated depreciation and impairment (41) (1,596) (56) - (1,693)
Book value at 31 December 19 217 23 16 274

During the 2023 period, the following main events occurred regarding owned property, plant and equipment:
• US$41 million of annual depreciation charges, following the normal depreciation schedule;
• US$79 million additions mainly related to capitalized major overhaul costs related to repair work performed on FPSO
Cidade de Anchieta.
• US$(6) million impairment of FPSO Capixaba residual value due to the reassessment of the expected towing and green
recycling costs of the unit following the final selection of a scrapping yard in Denmark.

Property, plant and equipment at year-end comprises of:


• One (2022: one) integrated floating production, storage and offloading system (FPSO) (namely FPSO Cidade de Anchieta)
consisting of a converted tanker, a processing plant and one mooring system. This FPSO is leased to third parties under
an operating lease contract;
• One semi-submersible production platform, the Thunder Hawk (2022: one), leased to third parties under an operating
lease contract.

SBM OFFSHORE ANNUAL REPORT 2023 - 183


4 FINANCIAL INFORMATION 2023
The depreciation charge for the semi-submersible production facility Thunder Hawk is calculated based on its future
anticipated economic benefits, resulting in a depreciation plan based on the unit of production method. All other property,
plant and equipment is depreciated on a straight-line basis.

Company-owned property, plant and equipment with a carrying amount of US$178 million (2022: US$195 million) has been
pledged as security for liabilities, mainly for external financing.

No interest has been capitalized during the financial year as part of the additions to property, plant and equipment
(2022: nil).

FPSO Cidade de Anchieta


FPSO Cidade de Anchieta was shut down from January 22, 2022, following observation of oil near the vessel. Adequate anti-
pollution measures were immediately deployed and were effective and inspections quickly identified oil leaks from two
tanks. A repair program has been implemented to repair the four tanks required for the safe restart of the vessel in
agreement with the client and approved by Class and local authorities as well as for the repair of other tanks for which works
progressed as planned during the current year and which will continue over the coming years. This enabled a safe restart at
full production on December 17, 2022. In prior year, the total expected net cost of repairs resulted in an adverse cash flow
and an impairment of US$92 million.

In the current year, an impairment assessment of FPSO Cidade de Anchieta was performed. No additional impairment was
recognised in the year 2023.

The recoverable amount of the vessel was determined using its value in use. Significant estimates are part of the impairment
calculation:
• If the discount rate (7.4%) used in the impairment test were to vary by +/- 1%, the impairment would change by +/- US$10
million;
• If the cash outflow were to vary by +/- US$20 million, the impairment would change by +/- US$19 million;
• If the cash inflow were to vary by +/- US$20 million, the impairment would change by -/+ US$19 million;
• If the timing of some cash inflow would vary by one year, the impairment would change by + US$7 million.

RIGHT-OF-USE ASSETS
As of December 31, 2023, the Company leases buildings and cars. The movement of the right-of-use assets during the year
2023 is summarized as follows:

2023

Buildings Other fixed assets Total


Book value at 1 January 39 1 40
Additions 54 1 55
Disposals (5) - (5)
Depreciation (14) (1) (14)
Impairment - - -
Foreign currency variations 2 0 2
Other movements (1) (0) (1)
Total movements 36 1 37
Cost 104 4 108
Accumulated depreciation and impairment (29) (2) (31)
Book value at 31 December 75 2 77

184 - SBM OFFSHORE ANNUAL REPORT 2023


2022

Buildings Other fixed assets Total


Book value at 1 January 44 1 45
Additions 12 1 13
Disposals - (0) (0)
Depreciation (14) (1) (15)
(Impairment)/impairment reversal - - -
Foreign currency variations (2) (0) (2)
Other movements (1) (0) (1)
Total movements (5) 0 (4)
Cost 72 3 75
Accumulated depreciation and impairment (33) (2) (35)
Book value at 31 December 39 1 40

During the year 2023, the main movements regarding right-of-use assets related to US$55 million of capitalization of lease
extensions and new lease office contracts, partially offset by US$14 million of depreciation charges. In March 2023, the
Company extended the lease agreement of one of its office buildings until 2037. This resulted in an increase of US$43 million
to right-of-use assets and a similar increase in lease liabilities (refer to note 4.3.23 Borrowings and Lease Liabilities).

Office leases
Significant contracts under buildings relate to the lease of offices. The remaining contract periods of the Company’s office
rentals vary between one and ten years and most of the contracts include extension options between three and fourteen
years. The extension options have been taken into account in the measurement of lease liabilities when the Company is
reasonably certain to exercise these options. The lease agreements do not impose any covenants.

OPERATING LEASES AS A LESSOR


The category ’Vessels and floating equipment’ mainly relates to facilities leased to third parties under various operating lease
agreements which terminate between 2025 and 2031. Leased facilities included in the ’Vessels and floating equipment’
amount to:

Leased facilities included in the vessels and floating equipment

31 December 2023 31 December 2022


Cost 1,821 1,813
Accumulated depreciation and impairment (1,637) (1,596)
Book value at 31 December 185 217

As of December 31, 2023, the units included under leased facilities are FPSO Cidade de Anchieta and the semi-submersible
production facility Thunder Hawk. The book value of the leased facilities included in the vessels and floating equipment has
decreased by US$32 million, mainly due to depreciation.

SBM OFFSHORE ANNUAL REPORT 2023 - 185


4 FINANCIAL INFORMATION 2023
The nominal values of the future expected bareboat receipts (undiscounted lease payments) in respect of the remaining
operating lease contracts are:

Nominal values of the future expected bareboat receipts

31 December 2023 31 December 2022


Within 1 year 105 113
2 years 99 111
3 years 91 104
4 years 91 91
5 years 91 91
After 5 years 214 306
Total 693 816

A number of agreements have extension options, which have not been included in the above table.

Outstanding purchase and termination options in operating lease contracts


The operating lease contract of semi-submersible Thunder Hawk includes a call option for the client to purchase the
underlying asset. The exercise of this call option would have resulted in a gain for the Company as at December 31, 2023.

4.3.14 INTANGIBLE ASSETS


2023

Development Intangible assets


costs Software under construction Patents Total
Cost 38 28 100 19 185
Accumulated amortization and impairment (29) (20) - (19) (68)
Book value at 1 January 9 8 100 0 117
Additions 6 7 31 - 45
Amortization (5) (4) - - (9)
(Impairment)/impairment reversal - - - - -
Total movements 1 3 31 - 36
Cost 44 29 132 19 224
Accumulated amortization and impairment (33) (18) - (19) (71)
Book value at 31 December 11 11 132 0 153

2022

Development Intangible assets


costs Software under construction Patents Total
Cost 34 25 67 19 145
Accumulated amortization and impairment (25) (15) - (19) (59)
Book value at 1 January 9 11 67 0 86
Additions 4 3 34 - 41
Amortization (3) (4) - - (7)
(Impairment)/impairment reversal - (2) - - (2)
Total movements 1 (3) 34 - 31
Cost 38 28 100 19 185
Accumulated amortization and impairment (29) (20) - (19) (68)
Book value at 31 December 9 8 100 0 117

The increase in ’Intangible assets under construction’ mainly relates to costs capitalized relating to the design and
implementation of the new global ERP system, the capitalization of software licenses and other capital expenditures related
to the IT infrastructure upgrade project.

186 - SBM OFFSHORE ANNUAL REPORT 2023


Amortization of development costs is included in ’Research and development expenses’ in the income statement in 2023 for
US$5 million (2022: US$3 million).

Amortization of software is included in ’General and administrative expenses’ in the income statement in 2023 for US$4
million (2022: US$4 million).

4.3.15 FINANCE LEASE RECEIVABLES


The reconciliation between the total gross investment in the lease and the net investment in the lease at the statement of
financial position date is as follows:

Finance lease receivables (reconciliation gross/net investment)

31 December 2023 31 December 2022


Gross receivable 9,576 10,330
Less: unearned finance income (2,775) (3,137)
Total 6,801 7,193
Of which
Current portion 526 1,725
Non-current portion 6,276 5,468

As of December 31, 2023, finance lease receivables relate to the finance lease of:
• FPSO Prosperity, which started production in November 2023 for a charter of 2 years;
• FPSO Liza Destiny, which started production in December 2019 for a charter of 10 years;
• FPSO Cidade de Marica, which started production in February 2016 for a charter of 20 years;
• FPSO Cidade de Saquarema, which started production in July 2016 for a charter of 20 years;
• FPSO Cidade de Ilhabela, which started production in November 2014 for a charter of 20 years;
• FPSO Cidade de Paraty, which started production in June 2013 for a charter of 20 years;
• FPSO Aseng, which started production in November 2011 for a charter of 15 years;
• FPSO Espirito Santo, which started production in January 2009 for a charter of 15 years until December 2023, and which
was extended in December 2020 until December 2028.

The decrease in finance lease receivable is driven by (i) the client exercise of the purchase option for FPSO Liza Unity on
November 9, 2023, for the amount of US$1,259 million, which was included in the finance lease receivable. As a result, the
finance lease receivable was derecognized against the payment made by the client with no impact on the net result, (ii)
redemptions as per the payment plans of lease contracts partially offset by (iii) FPSO Prosperity, which started production in
November 2023.

Unguaranteed residual values


Included in the gross receivable is an amount related to unguaranteed residual values (i.e. scrap value of units). The total
amount of unguaranteed residual values at the end of the lease term amounts to US$50 million, as of December 31, 2023,
(2022: US$53 million). The 2023 reassessment of unguaranteed residual values resulted in an impairment of US$2 million due
to the decrease of scrap value of units.

As per the contractual terms, gross receivables should be invoiced to the lessee within the following periods:

Finance lease receivables (gross receivables invoiced to the lessee within the following periods)

31 December 2023 31 December 2022


Less than 1 year 1,026 2,221
Between 1 and 2 years 2,060 804
Between 2 and 5 years 2,345 2,389
More than 5 years 4,146 4,916
Total Gross receivable 9,576 10,330

SBM OFFSHORE ANNUAL REPORT 2023 - 187


4 FINANCIAL INFORMATION 2023
The significant decrease in the gross receivable ’Less than 1 year’ mainly relates to the anticipated exercising of an FPSO Liza
Unity purchase option which was materialised during the current year. The increase of the gross finance lease receivable
in ’Between 1 and 2 years’ is mainly explained by FPSO Prosperity following first oil in November 2023.

The following part of the net investment in the lease is included as part of the current assets within the statement of financial
position:

Finance lease receivables (part of the net investment included as part of the current assets)

31 December 2023 31 December 2022


Gross receivable 1,026 2,221
Less: unearned finance income (500) (496)
Current portion of finance lease receivable 526 1,725

The maximum exposure to credit risk at the reporting date is the carrying amount of the finance lease receivables, taking
into account the risk of recoverability. The Company performed an assessment, which concluded that the credit risk for these
receivables has not increased significantly since the initial recognition. The Company does not hold any collateral as security.

Outstanding purchase and termination options


The finance lease contracts of FPSO Aseng, FPSO Liza Destiny and FPSO Prosperity, where the Company is the lessor,
include call options for the client to purchase the underlying asset or to terminate the contract early. If the client had
exercised the purchase option for FPSO Aseng as of December 31, 2023, this would have resulted in a gain for the Company.
The exercise of the early termination option, under which the Company would retain the vessel, would have resulted in a
near breakeven result. If the client had exercised the purchase option for FPSO Liza Destiny as of December 31, 2023, this
would have resulted in a near breakeven result for the Company while the exercise of the early termination option under
which the Company would retain the vessels would have resulted in a gain. If the client had exercised the purchase option or
early termination option for FPSO Prosperity as of December 31, 2023, this would have resulted in a gain for the Company.

The finance lease contract of FPSO Espirito Santo includes a call option for the client to terminate the contract early without
obtaining the underlying asset. The exercise of the early termination option would have resulted in a loss for the Company as
of December 31, 2023.

The finance lease contracts of FPSO ONE GUYANA (under construction as per December 31, 2023) contain options for the
client to purchase the underlying asset or terminate the contract early. These options are exercisable at any time starting
from the delivery date of the vessel.

4.3.16 OTHER FINANCIAL ASSETS


The breakdown of the non-current portion of other financial assets is as follows:

31 December 2023 31 December 2022


Non-current portion of other receivables 113 106
Sublease receivables - -
Non-current portion of loans to joint ventures and associates 38 45
Total 151 151

The increase in non-current portion of other receivables relates to the increase of the demobilization receivables, partially
offset by the recognition of the linearized revenue for FPSO Cidade de Anchieta.

The current portion of (i) other receivables and sublease receivables, and (ii) loans to joint ventures and associates, is
included within ‘Trade and other receivables’ in the statement of financial position.

In relation to the exposure to credit risk at the reporting date on the carrying amount of the interest-bearing loans, non-
current portion of other receivables and sublease receivable, please refer to note 4.3.8 Net Impairment Gains/(Losses) on

188 - SBM OFFSHORE ANNUAL REPORT 2023


Financial and Contract Assets and note 4.3.27 Financial Instruments − Fair Values and Risk Management for the risk of
recoverability (i.e. for expected credit losses). The Company does not hold any collateral as security.

The breakdown of loans to joint ventures and associates is presented below.

LOANS TO JOINT VENTURES AND ASSOCIATES


Notes 31 December 2023 31 December 2022
Current portion of loans to joint ventures and associates 4.3.19 3 7
Non-current portion of loans to joint ventures and associates 38 45
Total 4.3.31 41 52

The balance of loans to joint ventures and associates has decreased compared with the year-ago period due to the
impairment of a funding loan provided to some equity accounted entities.

The maximum exposure to credit risk at the reporting date is the carrying amount of the loans to joint ventures and
associates, taking into account the risk of recoverability. The Company does not hold any collateral as security.

4.3.17 DEFERRED TAX ASSETS AND LIABILITIES


The deferred tax assets and liabilities and associated net positions are summarized as follows:

Deferred tax positions (summary)

31 December 2023 31 December 2022


Assets Liabilities Net Assets Liabilities Net
Property, plant and equipment 0 - 0 0 - 0
Tax losses 2 - 2 6 - 6
Other 245 173 72 6 38 (32)
Book value at 31 December 247 173 74 12 38 (26)

Deferred tax assets increased by US$234 million during the year of 2023, mainly due to deferred tax recognized in relation to
a tax goodwill in Switzerland. Within the frame of the Company’s periodical review of its tax positions, the Company had
previously identified the need for an evolution of its Swiss structure to bring it in line with shifts in tax paradigms that
occurred over the past decade. Accordingly, the Company ceased to apply its decade's-old Swiss tax rulings, initiating a
transition process under Swiss law which has resulted in a tax goodwill for a transitory period of time.

The increase in deferred tax liabilities is mainly due to the recognition of tax for the Brazilian and Guyana units under
construction in 2023 and on unrealized profits on hedging instruments booked in other comprehensive income for which a
total deferred tax liability was recognized in 2023 for an amount of US$59 million (without impact in the income tax charge).

As explained in note 4.3.10 Income Tax Expense, no deferred taxes were recognized for the year ended in December 31,
2023, in relation to the potential impacts of top-up taxes arising from Pillar Two Model Rules.

Movements in net deferred tax positions

2023 2022
Note Net Net
Deferred tax at 1 January (26) (5)
Deferred tax recognized in the income statement 4.3.10 156 (20)
Deferred tax recognized in other comprehensive income (57) -
Other - -
Foreign currency variations - (1)
Total movements 100 (21)
Deferred tax at 31 December 74 (26)

SBM OFFSHORE ANNUAL REPORT 2023 - 189


4 FINANCIAL INFORMATION 2023
Expected realization and settlement of deferred tax positions is within 20 years. The current portion of the net deferred tax
position as of December 31, 2023 amounts to US$70 million. The deferred tax losses are expected to be recovered, based on
the anticipated profit in the applicable jurisdiction. The Company has US$48 million (2022: US$27 million) of deferred tax
assets unrecognized in 2023, due to current tax losses not valued. The term in which these unrecognized deferred tax assets
could be settled depends on the respective tax jurisdiction and ranges from five years to an unlimited period of time.

The non-current portion of deferred tax assets amounts to US$157 million (2022: US$9 million). On a cumulative basis, a total
amount of US$2,307 million at the end of 2023 (2022: US$220 million) corresponds to deferred tax assets basis unrecognized
on temporary differences, unused tax losses and tax credits.

Deferred tax in connection with unused tax losses carried forward, temporary differences and tax credits:

31 December 2023 31 December 2022


Unused tax losses carried forward, temporary differences and tax credits not
recognized as a deferred tax asset 2,306 220
Unused tax losses carried forward, temporary differences and tax credits recognized as
a deferred tax asset 247 12
Total 2,553 232

The material increase of ‘Unused tax losses carried forward, temporary differences and tax credit not recognized as a
deferred tax asset’ is primarily related to the recognition of tax goodwill in Switzerland.

The Company has recognized a deferred tax asset for a gross amount of US$2,184 million in relation to a tax goodwill in
Switzerland. In determining the taxable profits, the Company performed an extensive assessment and modeling to
determine that an amount of US$2,043 million could possibly be unrecoverable, which is driven by the assessment of
profitability and commercial uncertainties (i.e. future awards) impacting future profits. Based on the uncertainty of recovering
this tax asset in future years in light of applicable enacted Swiss tax regulations, the Company determined the expected
value based on a range of possible outcomes. As a result, the Company as of December 31, 2023, recognized a deferred tax
asset related to the tax goodwill in Switzerland net of US$141 million in accordance with IAS 12 and IFRIC 23.

Expiry date on deferred tax assets unrecognized on temporary differences, unused tax losses and tax credits:
31 December 2023 31 December 2022
Within one year 12 24
More than a year but less than 5 years 17 11
More than 5 years but less than 10 years 38 8
More than 10 years but less than 20 years 2,079 22
Unlimited period of time 160 156
Total 2,306 220

Deferred tax assets per location are as follows:

Deferred tax positions per location

31 December 2023 31 December 2022


Assets Liabilities Net Assets Liabilities Net
Guyana 2 70 (69) - 36 (36)
Monaco 14 12 2 2 - 2
Switzerland 221 84 136 7 - 7
the Netherlands 0 1 (0) 3 - 3
Other 9 5 4 0 2 (2)
Book value at 31 December 247 173 74 12 38 (26)

190 - SBM OFFSHORE ANNUAL REPORT 2023


4.3.18 INVENTORIES
31 December 2023 31 December 2022
Materials and consumables 13 9
Goods for resale 0 4
Multi-purpose floaters under construction 135 13
Total 149 25

Multi-purpose floaters (’MPFs’) under construction relate to the ongoing EPC phase of any Fast4Ward® new-build hulls.
Fast4Ward® hulls remain in inventory until they are allocated to a specific FPSO contract.

The increase of the inventory balance at year-end 2023 relates to the new multi-purpose hull for use on a future FPSO
project. As per December 31, 2023, the Company has one MPF under construction for use on a future FPSO project.

4.3.19 TRADE AND OTHER RECEIVABLES


Trade and other receivables (summary)

Note 31 December 2023 31 December 2022


Trade debtors 200 308
Other accrued income 258 198
Prepayments 126 149
Accrued income in respect of delivered orders 74 0
Other receivables 147 75
Taxes and social security 92 57
Current portion of loan to joint ventures and associates 4.3.16 3 7
Total 901 795

The decrease in ’Trade debtors’ of US$(108) million is mainly due to the collection of upfront payment for FPSO Prosperity.

The increase in ’Other accrued income’ is mainly due to FPSO Prosperity joining the fleet and additional accrued income on
FPSO Cidade de Anchieta not yet invoiced after the re-start of operations.

The decrease in prepayments of US$(23) million is mainly related to advance payments to yards related to the new multi-
purpose floater hull (MPF).

The increase in accrued income in respect of delivered orders relates to FPSO Prosperity’s finalization project, including
variation orders.

The increase in ’Other receivables’ mainly relates to advance payments made in relation to the Brazilian and Guyana fleet.

SBM OFFSHORE ANNUAL REPORT 2023 - 191


4 FINANCIAL INFORMATION 2023
The carrying amounts of the Company’s trade debtors are distributed in the following countries:

Trade debtors (countries where Company’s trade debtors are distributed)

31 December 2023 31 December 2022


Angola 66 48
Brazil 36 17
Guyana 45 208
Equatorial Guinea 8 11
The United States of America 4 3
Australia 1 1
Nigeria 10 4
Canada 10 2
France 6 0
Other 14 14
Total 200 308

The trade debtors balance is the nominal value less an allowance for estimated impairment losses as follows:

Trade debtors (trade debtors balance)

31 December 2023 31 December 2022


Nominal amount 204 312
Impairment allowance (4) (4)
Total 200 308

The allowance for impairment represents the Company’s estimate of losses in respect of trade debtors. The allowance
related to credit risk for significant trade debtors is built on specific expected loss components that relate to individual
exposures. Furthermore, the Company uses historical credit loss experience as well as forward-looking information to
determine a 1% expected credit loss rate on individually insignificant trade receivable balances. The creation and release for
impaired trade debtors due to credit risk are reported in the line item ’Net impairment losses on financial and contract
assets’ of the consolidated income statement. Amounts charged to the allowance account are generally written off when
there is no expectation of recovery.

The aging of the nominal amounts of the trade debtors are:

Trade debtors (aging of the nominal amounts of the trade debtors)

31 December 2023 31 December 2022


Nominal Impairment Nominal Impairment
Not past due 82 (1) 236 (3)
Past due 0-30 days 40 (0) 9 (0)
Past due 31-120 days 25 (0) 6 (0)
Past due 121- 365 days 21 (0) 33 (0)
More than one year 36 (2) 27 (0)
Total 204 (4) 312 (4)

Not past due are those receivables for which either the contractual or ’normal’ payment date has not yet elapsed. Past due
are those amounts for which either the contractual or the ’normal’ payment date has passed. Amounts that are past due but
not impaired relate to a number of Company joint ventures and independent customers for whom there is no recent history
of default, or the receivable amount can be offset by amounts included in current liabilities.

For the closing balance and movements during the year of allowances on trade receivables, please refer to note 4.3.27
Financial Instruments − Fair Values and Risk Management.

192 - SBM OFFSHORE ANNUAL REPORT 2023


4.3.20 DERIVATIVE FINANCIAL INSTRUMENTS
Further information about the financial risk management objectives and policies, the fair value measurement and hedge
accounting of financial derivative instruments is included in note 4.3.27 Financial Instruments − Fair Values and Risk
Management.

In the ordinary course of business and in accordance with its hedging policies as of December 31, 2023, the Company held
multiple forward exchange contracts designated as hedges of expected future transactions for which the Company has firm
commitments or forecasts. Furthermore, the Company held several interest rate swap contracts designated as hedges of
interest rate financing exposure. The most important floating rate is the US$ 3-month SOFR (2022: US$ 3-month LIBOR).
Details of interest percentages of the long-term debt are included in note 4.3.23 Borrowings and Lease Liabilities. Lastly, the
Company held commodity contracts in order to hedge against the fluctuation of operating cash flows and future earnings
resulting from movement in commodity prices.

The fair value of the derivative financial instruments included in the statement of financial position is summarized as follows:

Derivative financial instruments

31 December 2023 31 December 2022


Assets Liabilities Net Assets Liabilities Net
Interest rate swaps cash flow hedge 279 31 248 490 28 463
Forward currency contracts cash flow hedge 86 17 68 50 103 (53)
Forward currency contracts fair value
through profit and loss 48 44 4 69 85 (15)
Commodity contracts cash flow hedge 3 4 (1) - 2 (2)
Total 416 97 319 610 217 393
Non-current portion 258 8 250 465 25 440
Current portion 158 89 69 145 192 (47)

The movement in the net balance of derivative assets and liabilities of US$(74) million over the period is mostly related to (i)
the settlements of interest rate swaps related to the financing of FPSO Almirante Tamandaré and FPSO Alexandre de
Gusmão of US$154 million, (ii) the increase in marked-to-market value of forward currency contracts, which is mainly driven
by the depreciation of the US$ exchange rate versus the hedged currencies (especially EUR and BRL) and (iii) the decrease in
marked-to-market value of interest rate swaps, which mainly arises from decreasing US$ market interest rates.

No ineffective portion arising from cash-flow hedges was recognized in the income statement in 2023 (2022: US$1 million).
The maximum exposure to credit risk at the reporting date is the fair value of the derivative assets in the statement of
financial position.

No ineffectiveness was recognized due to the IBOR transition, refer to note 4.3.27 Financial Instruments − Fair Values and
Risk Management.

4.3.21 NET CASH AND CASH EQUIVALENTS


31 December 2023 31 December 2022
Cash and bank balances 196 109
Short-term investments 347 573
Cash and cash equivalent 543 683
Net cash and cash equivalent 543 683

The decrease of the cash and bank balances mainly relates to the significant progress in the projects under construction and
the Fast4Ward® new build multi-purpose hulls, partially covered by the additional project financing granted for FPSO
Almirante Tamandaré, FPSO Alexandre de Gusmão, FPSO ONE GUYANA, drawdowns on the Company’s RCF and on the
new Revolving Credit Facility for MPF hull financing, the net cash proceeds of the sale of FPSO Liza Unity and the cash
generated by the Lease and Operate business segment.

SBM OFFSHORE ANNUAL REPORT 2023 - 193


4 FINANCIAL INFORMATION 2023
The cash and cash equivalents dedicated to debt and interest payments (and therefore restricted) amounted to US$193
million as per December 31, 2023 (2022: US$235 million). Short-term investment deposits are made for varying periods of up
to one year, usually less than three months, depending on the immediate cash requirements of the Company, and earn
interest at the respective short-term deposit rates.

The cash and cash equivalents held in countries with restrictions on currency outflow (Angola, Brazil, China, Equatorial
Guinea, Ghana and Nigeria) amounted to US$26 million (2022: US$21 million). These restrictions do not limit the liquidity of
the cash balances.

Further disclosure about the fair value measurement is included in note 4.3.27 Financial Instruments − Fair Values and Risk
Management.

4.3.22 EQUITY ATTRIBUTABLE TO SHAREHOLDERS


For a consolidated overview of changes in equity reference is made to the Consolidated Statement of Changes in Equity.

ISSUED SHARE CAPITAL


The authorized share capital of the Company is two hundred million euros (EUR200,000,000). This share capital is divided into
four hundred million (400,000,000) ordinary shares with a nominal value of twenty-five euro cents (EUR0.25) each and four
hundred million (400,000,000) protective preference shares, with a nominal value of twenty-five euro cents (EUR0.25) each.
The protective preference shares can be issued as a protective measure as described in note 3.1.8 Stichting Continuïteit SBM
Offshore.

During the financial year the movements in the outstanding number of ordinary shares are as follows:

number of shares 2023 2022

Outstanding at 1 January 180,671,305 180,671,305


Treasury shares cancelled - -
Outstanding 31 December 180,671,305 180,671,305

All outstanding shares have been fully paid.

TREASURY SHARES
The Company completed its share repurchase program under authorization granted by the AGM of the Company held on
April 13, 2023. In the period between November 9, 2023 and November 21, 2023 a total number of 350,000 shares totaling
circa EUR4.3 million (circa US$4.6 million) were repurchased. A total number of 1,652,0784 treasury shares are still reported in
the outstanding ordinary shares as at December 31, 2023 (2022: 2,616,650) and are held predominantly for employee share
programs. During 2023, a total of 1,314,575 shares (2022: 1,400,258) were transferred to employee share programs.

ORDINARY SHARES
In terms of ordinary shares, 1,791,995 shares were held by members of Management Board, in office as at December 31,
2023 (December 31, 2022: 1,648,665) as detailed below:

Ordinary shares held in the Company by the Management Board

Shares subject to
conditional holding Total shares at Total shares at
requirement Other shares 31 December 2023 31 December 2022
Bruno Chabas 330,965 987,740 1,318,705 1,254,864
Douglas Wood 176,470 123,716 300,186 264,009
Øivind Tangen 78,250 94,854 173,104 129,792
Total 585,685 1,206,310 1,791,995 1,648,665

4
As per the Dutch Act on Conversion of bearer shares, all bearer shares still outstanding at December 31, 2020 have been converted into registered shares held
by the Company as per January 1, 2021 and accordingly the aforementioned shares are currently reported as part of the Treasury shares. A shareholder who
hands in a bearer share certificate to the Company before January 2, 2026 is entitled to receive from the Company a replacement registered share. A
shareholder may not exercise the rights vested in a share until the shareholder has handed in the corresponding bearer share certificate(s) to the Company.

194 - SBM OFFSHORE ANNUAL REPORT 2023


OTHER RESERVES
The other reserves comprises the hedging reserve, actuarial gains/losses, the foreign currency translation reserve and IFRS 2
reserves. The movement and breakdown of the other reserves can be stated as follows (all amounts are expressed net of
deferred taxes):

Hedging Actuarial
reserve Hedging gain/(loss) on Foreign
Forward reserve defined currency
currency Interest rate benefit translation IFRS 2 Protective Total other
contracts swaps provisions reserve Reserves share reserve reserves
Balance at 1 January 2022 (104) (167) 7 (105) 22 - (347)
Cash flow hedges
Change in fair value (78) 473 - - - - 394
Transfer to financial income and
expenses 1 12 - - - - 12
Transfer to construction contracts
and property, plant and equipment 62 - - - - - 62
Transfer to operating profit and loss 48 - - - - - 48
IFRS 2 share-based payments
IFRS 2 vesting costs for the year - - - - 19 - 19
IFRS 2 vested share-based payments - - - - (19) - (19)
Actuarial gain/(loss) on defined
benefit provision
Change in defined benefit provision
due to changes in actuarial
assumptions - - 7 - - - 7
Foreign currency variations
Foreign currency variations - - - 2 (1) - 1
Mergers and acquisitions - - - (0) - (0)
Other movements
Reclassification 26 26
Balance at 31 December 2022 (72) 317 15 (103) 21 26 204
Cash flow hedges
Change in fair value 85 (53) - - - - 32
Deferred tax on cash flow hedges - (45) - - - - (45)
Transfer to financial income and
expenses - 4 - - - - 4
Transfer to construction contracts
and property, plant and equipment 24 - - - - - 24
Transfer to operating profit and loss 8 - - - - - 8
IFRS 2 share-based payments
IFRS 2 vesting costs for the year - - - - 20 - 20
IFRS 2 vested share-based payments - - - - (16) - (16)
Actuarial gain/(loss) on defined
benefit provision
Change in defined benefit provision
due to changes in actuarial
assumptions - - (4) - - - (4)
Foreign currency variations
Foreign currency variations - - - (2) 1 - (2)
Mergers and acquisitions - - - 0 - 0
Other movements
Reclassification - -
Balance at 31 December 2023 44 224 11 (105) 25 26 224

SBM OFFSHORE ANNUAL REPORT 2023 - 195


4 FINANCIAL INFORMATION 2023
The hedging reserve consists of the effective portion of cash-flow hedging instruments related to hedged transactions that
have not yet occurred, net of deferred taxes. The decreased fair value of interest rate swaps mainly arises from decreasing
US$ market interest rates whereas the increased fair value of forward currency contracts is mainly driven by the depreciation
of the US$ exchange rate versus the hedged currencies (especially EUR and BRL).

Actuarial gain/(loss) on defined benefits provisions includes the impact of the remeasurement of defined benefit provisions.

The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial
statements of foreign subsidiaries.

The Management Board, with the approval of the Supervisory Board, has granted a call option to Stichting Continuïteit
SBM Offshore to acquire a number of preference shares. As of October 1, 2022, and with reference to articles 5.5 and 5.6 of
the Articles of Association of the Company, a ’Protective Preference Shares’ reserve amounting to US$26 million (2022: US$26
million) was created at the expense of the share premium reserve at the level of the Company. If and when Stichting
Continuiteït SBM Offshore would exercise the call option to acquire preference shares, these preference shares may also be
paid-up from the reserve of the Company. In addition to the legal reserves, distributions to the Company’s shareholders are
restricted to the amount of the statutory reserves.

The Company’s total equity as at December 31, 2023 is US$3,733 million, out of which US$2,052 million relates to legal
reserves and US$26 million relates to the statutory reserves (December 31, 2022: Total equity of US$3,397 million out of which
US$1,860 million relates to legal reserves and US$26 million to the statutory reserves). For more information, reference is
made to note 4.5.4 Shareholders’ Equity.

4.3.23 BORROWINGS AND LEASE LIABILITIES


The line item ’Borrowings and lease liabilities’ in the consolidated statement of financial position is further detailed as
follows:

Borrowings and lease liabilities (summary)

31 December 2023 31 December 2022


Borrowings 8,112 6,839
Lease liabilities 74 33
Total Non-current portion of Borrowings and lease liabilities 8,186 6,873
Borrowings 1,093 1,678
Lease liabilities 11 13
Total Current portion of Borrowings and lease liabilities 1,105 1,691

196 - SBM OFFSHORE ANNUAL REPORT 2023


BORROWINGS
The movement in bank interest bearing borrowings is as follows:

2023 2022
Non-current portion 6,839 5,891
Add: current portion 1,678 1,754
Remaining principal at 1 January 8,517 7,645
Additions 3,943 1,642
Redemptions (2,999) (759)
Transaction and amortized costs (255) (10)
Total movements 688 872
Remaining principal at 31 December 9,206 8,517
Less: Current portion (1,093) (1,678)
Non-current portion 8,112 6,839

Transaction and amortized costs 472 216


Remaining principal at 31 December (excluding transaction and
amortized costs) 9,677 8,734
Less: Current portion (1,142) (1,710)
Non-current portion 8,535 7,023

The additions in borrowings of US$3,943 million relate mainly to drawdowns on (i) project finance facilities for FPSO ONE
GUYANA, FPSO Prosperity, and FPSO Sepetiba, (ii) the new loans achieved for FPSO Almirante Tamandaré and FPSO
Alexandre de Gusmão, (iii) the Company’s RCF and SCF, (iv) a funding loan of US$125 million from CMFL in relation to FPSO
Cidade de Ilhabela and the new Revolving Credit Facility for MPF hull financing of US$210 million.

In the context of FPSO Cidade de Ilhabela, during 2023, the Company has created a new entity, Guara Norte Swiss Holding
SA, and subsequently transferred 15% non-voting shares to CMFL which, in turn, granted the US$125 million funding loan.
The terms of the agreement set out a call and put options that can be exercised at nominal amount of the non-voting shares.
Therefore the Company assessed that IAS 32 takes precedence over IFRS 10 and will therefore not recognize a non-
controlling interest but rather recognize the liability. This transaction is in line with the Company’s aim to diversify its sources
of debt funding and to accelerate equity cashflow from the backlog.

As announced on March 31, 2023, the Company has secured the project financing of FPSO Almirante Tamandaré for a total
of US$1.63 billion. As of December 31, 2023, the Company has drawdown US$1,053 million from the project financing and
fully repaid the bridge loan of US$635 million.

As announced on June 20, 2023, the Company has secured the project financing of FPSO Alexandre de Gusmão for a total
of US$1.615 billion. As of December 31, 2023, the Company has drawdown US$1,165 million from the project financing and
fully repaid the bridge loan of US$620 million.

As announced on December 15, 2023, the Company has secured the new Revolving Credit Facility for MPF hull financing for
a total of US$210 million. As of December 31, 2023, the Company has fully drawn down this financing.

The redemptions are mostly related to (i) the repayment of the bridge loan facility of FPSO Almirante Tamandaré and FPSO
Alexandre de Gusmão following the completion of the project financings, the repayment of the FPSO Liza Unity loan of
US$1,140 million following the sale of the unit to the client (ii) the non-recourse debt repayment schedules.

For further disclosures about fair value measurement, we refer to note 4.3.27 Financial Instruments − Fair Values and Risk
Management.

The Company has no ’off-balance sheet’ financing through special purpose entities. All long-term debt is included in the
consolidated statement of financial position.

SBM OFFSHORE ANNUAL REPORT 2023 - 197


4 FINANCIAL INFORMATION 2023
The borrowings, excluding the amount of transaction and amortized costs, have the following forecast repayment schedule:

31 December 2023 31 December 2022


Within one year 1,142 1,710
Between 1 and 2 years 1,877 1,657
Between 2 and 5 years 3,237 3,010
More than 5 years 3,421 2,357
Balance at 31 December 9,677 8,734

198 - SBM OFFSHORE ANNUAL REPORT 2023


The borrowings by entity are as follows:

Loans and borrowings per entity

Net book value at Net book value at


31 December 2023 31 December 2022
Project name or % Non- Non-
Entity name nature of loan Ownership % Interest1 Maturity current Current Total current Current Total
Project Finance facilities drawn
Tupi Nordeste Sarl FPSO Cidade
de Paraty 63.13 5.50% 15-Jun-23 - - - - 72 72
SBM Baleia Azul Sarl FPSO Cidade
de Anchieta 100.00 5.50% 15-Sep-27 122 41 163 163 39 202
Alfa Lula Alto Sarl FPSO Cidade
de Marica 61.00 5.60% 17-Dec-29 544 128 672 672 121 793
Beta Lula Central Sarl FPSO Cidade
de Saquarema 61.00 4.20% 15-Jun-30 712 108 820 820 102 922
Guyana Deep Water FPSO Liza SOFR +
UK Limited Destiny 100.00 1.91% 18-Dec-29 405 70 474 474 67 541
Guyana Deep Water II FPSO Liza Unity SOFR +
UK Limited 100.00 1.76% 09-Nov-23 - - - 1,140 (4) 1,136
Guyana Deep Water III FPSO Prosperity SOFR +
UK Limited 100.00 1.86% 29-Aug-25 951 87 1,038 965 (4) 960
Senior secured notes
FPSO Cidade
Guara Norte Sarl de Ilhabela 75.00 5.20% 15-Jun-34 672 48 720 720 44 764
Guaranteed project finance facilities
drawn
Mero 2 Owning B.V. FPSO Sepetiba 64.50 4.30% 15-Jun-38 1,370 56 1,425 1,410 (14) 1,397
Guyana Deep Water FPSO ONE
IV UK Limited GUYANA 100.00 5.20% 31-Jul-27 1,077 (4) 1,073 426 - 426
Tamandare Owning FPSO Almirante
B.V. Tamandaré 55.00 5.90% 15-Dec-38 920 (10) 911 (3) 635 632
Mero 4 Owning B.V. FPSO Alexandre
de Gusmão 55.00 6.40% 15-May-39 1,022 (5) 1,017 (2) 620 618
Bridge loan facility
Tamandare Owning FPSO Almirante Libor +
B.V. Tamandaré 55.00 0.6% 26-May-23 - - - (3) 635 632
Mero 4 Owning B.V. FPSO Alexandre Libor +
de Gusmão 55.00 0.75% 20-Jul-23 - - - (2) 620 618
Revolving credit facility
SBM Holding Inc Corporate
Facility 100.00 Variable 13-Feb-26 - 550 550 (0) (1) (1)
SBM Holding Inc Fast4Ward® hull SOFR +
financing 100.00 1.9% 20-Jun-25 209 (1) 208 (0) (1) (1)
Other
Guara Norte Swiss FPSO Cidade
Holding SA de Ilhabela 100.00 7.90% 31-Dec-27 75 25 100 - - -
Brazilian Deepwater FPSO Espirito SOFR +
Production B.V. Santo 51.00 1.05% 31-Jan-29 25 - 25 47 - 47
Brazilian Deepwater FPSO Espirito 51.00 3.00% 31-Dec-28 8 - 8 5 - 5
Production Santo
Contractors Ltd.
Other 100.00 0 - 0 2 - 2
Net book value of loans and borrowings 8,112 1,093 9,206 6,839 1,678 8,517
1 % interest per annum on the remaining loan balance.

SBM OFFSHORE ANNUAL REPORT 2023 - 199


4 FINANCIAL INFORMATION 2023
For the project finance facilities, the respective vessels are mortgaged to the banks or to note holders.

The Company has available facilities resulting from (i) the undrawn RCF, (ii) the undrawn portion of FPSO ONE GUYANA,
FPSO Almirante Tamandaré and FPSO Alexandre de Gusmão project facilities, and (iii) short-term credit lines.

Expiry date of the undrawn facilities and unused credit lines

2023 2022
Expiring within one year 274 274
Expiring beyond one year 2,174 2,452
Total 2,448 2,726

REVOLVING CREDIT FACILITY (RCF)


The RCF in place as of December 31, 2023, has a maturity date of February 13, 2026. The US$1 billion facility was secured
with a selected group of 12 core relationship banks and has an uncommitted option to increase the RCF by an additional
US$500 million. The Company does not have any other extension option remaining.

When needed, the RCF allows the Company to finance EPC activities/working capital, bridge any long-term financing needs,
and/or finance general corporate purposes. On December 23, 2021, the RCF was amended by means of an amendment and
restatement agreement to reflect a dedicated green funding tranche. By creating this green tranche, US$50 million of the
RCF may only be used to fund activities that comply with the Green Loan Principles (primarily activities related to renewable
energy projects) and the remaining US$950 million can be used in the following proportions:
• EPC activities/working capital – 100% of the facility;
• General Corporate Purposes – up to 50% of the facility;
• Refinancing project debt – 100% of the facility but limited to a period of 18 months.

The pricing of the RCF is currently based on SOFR. The margin is adjusted in accordance with the applicable leverage ratio,
ranging from a minimum level of 0.50% p.a. (0.40% for the green tranche) to a maximum of 1.50% p.a. (1.40% for the green
tranche). The margin also includes a Sustainability Adjustment Mechanism whereby the margin may increase or decrease by
0.05% based on the absolute change in the Company performance as measured and reported by Sustainalytics5. The
Company’s Sustainability performance in 2023 allows the 0.05% margin decrease to remain applicable for 2023.

REVOLVING CREDIT FACILITY FOR MPF HULL FINANCING


The Company has secured a US$210 million revolving credit facility for the financing of the construction of Fast4Ward® Multi-
Purpose Floater (MPF) hulls, as announced on December 15, 2023. The tenor of the MPF facility is eighteen months, with an
uncommitted extension option for another six months. Repayment is expected to take place upon sale of the MPF hulls or
upon drawdown of the relevant project loan. The pricing is based on SOFR and a margin, which is 1.90% per annum for the
first 12 months and thereafter 2.10% per annum. The Company has fully drawn this facility as of December 31, 2023.

COVENANTS
The following key financial covenants apply to the RCF, as agreed with the respective lenders on February 13, 2019, and to
the new Revolving Credit Facility for MPF hull financing, and, unless stated otherwise, relate to the Company’s consolidated
financial statements:
• Solvency: Consolidated IFRS Tangible Net Worth divided by Consolidated IFRS Tangible Assets must be > 25%;
• Interest Cover Ratio: Consolidated Directional Underlying EBITDA divided by Consolidated Directional Net Interest
Payable must be > 4.0.

The Lease Backlog Cover Ratio (LBCR) is used to determine the maximum funding availability under the RCF. The
maximum funding availability is determined by calculating the net present value of the future contracted net cash after debt
service of a defined portfolio of operational offshore units in the directional backlog. The maximum theoretical amount
available under the RCF is then determined by dividing this net present value by 1.5. The actual availability under the RCF
will be the lower of this amount and the applicable Facility Amount. As at December 31, 2023 additional headroom above
the US$1 billion capacity under the RCF exceeded US$870 million.

5
Sustainalytics is a provider of Environmental, Social and Governance and Corporate Governance research and ratings.

200 - SBM OFFSHORE ANNUAL REPORT 2023


For the purpose of covenants calculations, the following simplified definitions apply:
• IFRS Tangible Net Worth: Total equity (including non-controlling interests) of the Company in accordance with IFRS,
excluding the marked-to-market valuation of currency and interest derivatives undertaken for hedging purposes by the
Company through other comprehensive income, dividends declared, value of intangible assets and deferred taxes.
• Consolidated IFRS Tangible Assets: The Company’s total assets (excluding intangible assets) in accordance with the IFRS
consolidated statement of financial position less the marked-to-market valuation of currency and interest derivatives
undertaken for hedging purposes by the Company through other comprehensive income.
• Consolidated Directional Underlying EBITDA: Consolidated profit of the Company adjusted for net interest payable, tax
and depreciation of assets and impairments, any exceptional or extraordinary items, and by adding back (i) the annualized
production EBITDA for units which started operations during the financial year, and (ii) the acquisition annualized EBITDA
for units acquired during the financial year.
• Consolidated Directional Net Interest Payable: All interest and other financing charges paid up, payable (other than
capitalized interest during a construction period and interest paid or payable between wholly owned members of the
Company) or incurred by the Company, less all interest and other financing charges received or receivable by the
Company, as per Directional reporting.

Covenants
2023 2022

IFRS Tangible Net Worth 4,968 4,494


Consolidated IFRS Tangible Assets 16,606 15,161
Solvency ratio 29.9% 29.6%
Adjusted (Directional) Underlying EBITDA 1,6091 1,0362
Consolidated Directional Net Interest Payable 234 190
Interest cover ratio 6.9 5.5
1 No exceptional items impact 2023 EBITDA. Adjusted Directional Underlying EBITDA includes the annualized production EBITDA for FPSO Liza Prosperity
2 No exceptional items impact 2022 EBITDA. Adjusted Directional Underlying EBITDA includes the annualized production EBITDA for FPSO Liza Unity

The Leverage ratio based on reported Directional figures, is used to determine the pricing only.

The Company monitors its financial and non-financial covenants for borrowings, which are included in the consolidated
financial statement continuously throughout the year. None of the borrowings in the statement of financial position were in
default as at the reporting date or at any time during the period.

SUPPLY CHAIN FINANCING


Starting April 2023, the Company has secured short-term funds in the form of a Supply chain financing facility of EUR50
million (or USD equivalent). The pricing of the Supply Chain Financing facility (SCF) is based on a reference rate, depending
on the tenor and currency (such as term SOFR for USD) of the individual utilizations. The margin is adjusted in accordance
with the currency of the utilization, 0.85% p.a. for payables denominated in EUR and 0.95% p.a. in USD. The Company has
utilized the SCF during the year with no outstanding balance as of December 31, 2023.

SBM OFFSHORE ANNUAL REPORT 2023 - 201


4 FINANCIAL INFORMATION 2023
LEASE LIABILITIES
The lease liabilities mostly relate to the leasing of office buildings as of December 31, 2023.

The movement in the lease liabilities is as follows:

2023 2022
Principal recognized at 1 January 46 56
Additions 55 13
Redemptions (18) (20)
Foreign currency variations 2 (3)
Other - -
Total movements 39 (10)
Remaining principal at 31 December 85 46
Of which
Current portion 11 13
Non-current portion 74 33

The movements in lease liabilities over the period were mainly related to an increase due to the extension of some lease
contracts for offices and the regular redemptions and foreign currency translations.

The maturity of the lease liabilities is analyzed in section 4.3.27 financial instruments - fair values and risk management
(liquidity risk).

The total cash outflow for leases in 2023 was US$22 million, which includes redemptions of principal and interest payments.
Total interest for the period amounted to US$4 million.

4.3.24 PROVISIONS
The movement and type of provisions during the year 2023 are summarized as follows:

Provisions (movements)

Employee
Demobilisation Warranty Restructuring benefits Other Total
Balance at 1 January
2023 119 86 2 15 264 487
Arising during the year 40 44 11 4 72 170
Unwinding of interest 1 - - 1 - 2
Utilized (31) (5) (1) (1) (5) (43)
Released to profit (0) (20) - (1) (7) (30)
Other movement (0) - (5) 4 0 (1)
Balance at 31 December
2023 129 104 7 21 324 586
of which :
Non-current portion 97 - - 21 265 383
Current portion 32 104 7 - 59 203

Demobilization
The provision for demobilization relates to the costs for demobilization of the vessels and floating equipment at the end of
the respective operating lease periods. The obligations are valued at net present value, and a yearly basis interest is added
to this provision. The recognized interest is included in the line item ’Financial expenses’ of the consolidated income
statement (refer to note 4.3.9 Net Financing Costs).

The increase in the provision for demobilization mainly relates to an increase following the reassessment of the expected
decommissioning and green recycling costs of FPSO Capixaba, following the final selection of a scrapping yard in Denmark,

202 - SBM OFFSHORE ANNUAL REPORT 2023


and the reassessment for FPSO Cidade de Anchieta, partially offset by utilization in relation to the progress of the
decommissioning activities on FPSO Capixaba. In addition, the reassessment of the demobilization obligations and
associated future demobilization costs in operating lease contracts triggered an increase of US$3 million in net present value
of demobilization costs. Therefore, as explained in B. Critical Accounting Policies − (f) Demobilization obligations, this
increase has been recognized both impacting the provision and the asset.

Expected outflows within one year are US$32 million, between one and five years is US$48 million and US$49 million after
five years.

Warranty
For most Turnkey sales, the Company gives warranties to its clients. Under the terms of the contracts, the Company
undertakes to make good, by repair or replacement, defective items that become apparent within an agreed period, starting
from the final acceptance by the client. The increase of the warranty provision consists of new provisions accrued on projects
under construction over the period or still under warranty period, which was partially offset by the regular consumption of
existing warranty provisions over the applicable warranty period.

Restructuring
During the 2023 financial year, the Company announced the implementation of an optimization plan for its support
functions’ activities, aiming to improve global performance and cost efficiency. As a result, the Company has recognized a
provision in the amount of US$11 million against cost in the income statement (amount included in line ’Other operating
income/(expense)’. The restructuring of the Company will impact approximately 106 employees.

Other
Other provisions mainly relate to claims, regulatory fines related to operations, onerous contracts and planned local content
penalty on construction projects. The latter was the main driver of the increase in Other provisions during 2023.

On June 21, 2022, the district court in Rotterdam delivered its decision in the case between the Company and the AFM
(Dutch Authority for the Financial Markets) relating to certain public disclosures made by the Company in the period from
2012-2014. The court has honored the position of the Company in relation to two disclosures and reduced the fine to US$1
million.

On August 1, 2022, the AFM filed an appeal with the Trade and Industry Appeals Tribunal (College van Beroep voor het
bedrijfsleven, CBB) against the Rotterdam District Court’s ruling in respect of alleged violations 1 and 2 (the principal
appeal). On January 5, 2023, SBM Offshore filed its response to the AFM’s appeal and additionally, filed an appeal with the
Trade and Industry Appeals Tribunal against the Rotterdam District Court’s ruling in respect of alleged violations 3 and 4 (the
incidental appeal). On May 25, 2023, the AFM has filed its reply to SBM Offshore’s appeal. SBM Offshore is currently awaiting
the listing of the hearing, which SBM Offshore’s lawyers expect to happen during the 3rd quarter of 2024.

4.3.25 TRADE AND OTHER PAYABLES


Trade and other payables (summary)

Notes 31 December 2023 31 December 2022


Trade payables 254 204
Accruals on projects 590 933
Accruals regarding delivered orders 76 15
Other payables 101 88
Contract liability 4.3.3 74 42
Pension taxation 10 9
Taxation and social security costs 89 81
Current portion of deferred income 4 3
Other non-trade payables 148 125
Total 4.3.27 1,347 1,501

SBM OFFSHORE ANNUAL REPORT 2023 - 203


4 FINANCIAL INFORMATION 2023
’Trade payables’ and ’Accruals on projects’ together decreased as a result of lower accrued expenses on ongoing projects
and increased payments to suppliers. At the end of the year there were still four FPSOs under construction, two MPF hulls
under construction and the awarded initial scope to begin FEED activities for the FPSO for the Whiptail development
project.

The increase in ‘Accruals regarding delivered orders’ mainly relates to FPSO Prosperity's finalization project.

For ’Contract liability’ refer to note 4.3.3. Revenue where the movement in current and non-current contract liabilities is
explained.

Payables related to ’Taxation and social security’ concerns uncertain tax positions related mainly to various taxes other than
corporate income tax.

’Other non-trade payables’ include a prepayment of US$52 million relating to the future potential participation of partners to
charter contracts, which was presented in ’Other non-current liabilities’ in 2022, and interest payable and the short-term
portion of the outstanding payments related to the Leniency Agreement and the settlement with Brazilian Federal
Prosecutor’s Office (Ministério Público Federal – ’MPF’). The long-term portion of the outstanding payments related to these
agreements is presented in the line item ’Other non-current liabilities’ in the Company’s statement of financial position.

The line item ’Other non-current liabilities’ in the consolidated statement of financial position (refer to 4.2.3 Consolidated
Statement of Financial Position) includes non-current contract liabilities of US$22 million as detailed in note 4.3.3 Revenue.

The contractual maturity of the trade payables is analyzed in the liquidity risk section in 4.3.27 Financial Instruments − Fair
Values and Risk Management.

During 2023, the Company acquired an additional stake of 49%, through the exercise of a put option in SBM Nauvata
Engineering Private Limited (SBM Nauvata), thereby increasing its ownership to 100%. The put option over the interests held
by non-controlling shareholders was initially recognized in 2019, when the Company acquired control of SBM Nauvata, as a
financial liability. In accordance with IFRS 10 Consolidated Financial Statements, the acquisition of an additional ownership
interest in a subsidiary without a change of control is accounted for as an equity transaction, with any excess or deficit of
consideration paid over the carrying amount of the non-controlling interests being recognized in equity. As of December 31,
2022, the ‘Trade and Other Payables’ included an amount of US$22.8 million related to the put option, which was
derecognized following the exercise of the put option and the cash consideration of US$21 million paid to the non-
controlling shareholders. The carrying value of the net assets of SBM Nauvata attributable to non-controlling interests was
US$4.3 million, which has been reattributed to retained earnings.

4.3.26 COMMITMENTS AND CONTINGENCIES


PARENT COMPANY GUARANTEES
SBM Offshore N.V., as the parent company, is committed to fulfill various types of obligations arising from customer
contracts, such as full performance and warranty obligations.

In the past, the parent company has issued guarantees for contractual obligations in respect of several Group companies,
including equity-accounted joint ventures, with respect to long-term lease-and-operate contracts. The few remaining
guarantees still active as of December 31, 2023, relate to the Deep Panuke MOPU unit, Thunder Hawk semi-submersible
platform, FPSO Mondo and FPSO Saxi Batuque. These were signed prior to 2010.

BANK GUARANTEES
As of December 31, 2023, the Company has provided bank guarantees to unrelated third parties for an amount of
US$361million (2022: US$327 million). No liability is expected to arise under these guarantees.

The Company holds in its favor US$654 million of bank guarantees from unrelated third parties. No withdrawal under these
guarantees is expected to occur.

204 - SBM OFFSHORE ANNUAL REPORT 2023


COMMITMENTS
As at December 31, 2023, the remaining contractual commitments for acquisition of intangible assets, property, plant and
equipment and investment in leases amounted to US$859 million (December 31, 2022: US$2,201million). Investment
commitments have decreased principally on the construction of FPSO Almirante Tamandaré and FPSO ONE GUYANA.

CONTINGENT LIABILITY
As at December 31, 2023 the Company did not identify any contingent liabilities.

4.3.27 FINANCIAL INSTRUMENTS − FAIR VALUES AND RISK MANAGEMENT


This note presents information about the Company’s exposure to risk resulting from its use of financial instruments, the
Company’s objectives, policies and processes for measuring and managing risk, and the Company’s management of capital.
Further qualitative disclosures are included throughout these consolidated financial statements.

ACCOUNTING CLASSIFICATIONS AND FAIR VALUES


The Company uses the following fair value hierarchy for financial instruments that are measured at fair value in the statement
of financial position, which require disclosure of fair value measurements by level:
• Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1);
• Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is,
as prices) or indirectly (that is, derived from prices) (Level 2);
• Inputs for the asset or liability that are not based on observable market data (that is unobservable inputs) (Level 3).

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their
levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not
measured at fair value if the carrying amount is a reasonable approximation of fair value.

Accounting classification and fair values


31 December 2023 31 December 2022
Fair
Total book Total fair Total book Total fair
value
Notes value value value value
level
Financial assets measured at amortized cost
Finance lease receivables 4.3.15 3 6,801 7,053 7,193 7,219
Loans to joint ventures and associates 4.3.16 3 41 42 52 51
Total 6,842 7,095 7,244 7,270
Financial liabilities measured at amortized cost
US$ project finance facilities drawn 4.3.23 2 9,543 9,604 8,679 8,678
Lease liabilities 3 85 85 46 46
Other debt 4.3.23 2 134 133 54 54
Total 9,762 9,822 8,780 8,778

Additional information
• In the above table, the Company has disclosed the fair value of each class of financial assets and financial liabilities for
which the book value is different than fair value in a way that permits the information to be compared with the carrying
amounts.
• There are financial assets and financial liabilities measured at fair value, namely the interest rate swaps, forward currency
contracts and commodity contracts which are classified at a Level 2 on the fair value hierarchy. Level 2 is based on inputs
other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as
prices) or indirectly (that is, derived from prices). The carrying amount for these financial assets and liabilities
approximates the fair value as at December 31, 2023.
• The Company has not disclosed the fair values for financial instruments such as short-term trade receivables and payables,
because their carrying amounts are a reasonable approximation of fair values as the impact of discounting is insignificant.
• Classes of financial instruments that are not used are not disclosed.
• No instruments were transferred between Level 1 and Level 2.
• No instruments were transferred between Level 2 and Level 3.
• None of the instruments of the Level 3 hierarchy are carried at fair value in the statement of financial position.

SBM OFFSHORE ANNUAL REPORT 2023 - 205


4 FINANCIAL INFORMATION 2023
• No financial instruments were subject to offsetting as of December 31, 2023 and December 31, 2022.

The effects of the foreign-currency-related hedging instruments on the Company’s financial position and performance
including related information are included in the table below:

Effect of the foreign currency, interest swaps and commodity contracts related hedging instruments

2023 2022
Foreign currency forwards
Carrying amount 68 (53)
Notional amount (2,774) (3,343)
Maturity date 14-8-2024 30-8-2023
Hedge ratio 100% 100%
Change in discounted spot value of outstanding hedging instruments since 1 January 121 27
Change in value hedged rate for the year (including forward points) (121) (27)
Interest rate swaps
Carrying amount 248 463
Notional amount 8,043 7,253
Maturity date 24-3-2033 22-5-2031
Hedge ratio 95% 94%
Change in discounted spot value of outstanding hedging instruments since 1 January (214) 606
Change in value hedged rate for the year (including forward points) 214 (606)
Commodity contracts
Carrying amount (1) (2)
Notional amount 62 59
Maturity date 5-9-2024 22-12-2023
Hedge ratio 100% 100%
Change in discounted spot value of outstanding hedging instruments since 1 January 1 (2)
Change in value hedged rate for the year (including forward points) (1) 2

206 - SBM OFFSHORE ANNUAL REPORT 2023


MEASUREMENT OF FAIR VALUES
The following table shows the valuation techniques used in measuring Level 2 and Level 3 fair values, as well as the
significant unobservable inputs used.

Level 2 and level 3


instruments Level 3 instruments
Inter-relationship between significant unobservable inputs
Type Valuation technique Significant unobservable inputs and fair value measurement
Financial instrument
measured at fair value
Interest rate swaps Income approach − Not applicable Not applicable
Present value
technique
Commodity contracts Income approach − Not applicable Not applicable
Present value
technique
Forward currency Income approach − Not applicable Not applicable
contracts Present value
technique
Financial instrument not
measured at fair value
Loans to joint ventures Income approach − • Forecast revenues The estimated fair value would increase
and associates Present value • Risk-adjusted discount (decrease) if:
technique rate (5%-11%) • the revenue was higher (lower)
• the risk-adjusted discount rate was lower
(higher)
Finance lease Income approach − • Forecast revenues The estimated fair value would increase
receivables Present value • Risk-adjusted discount (decrease) if:
technique rate (4%-9%) • the revenue was higher (lower)
• the risk-adjusted discount rate was lower
(higher)
Loans and borrowings Income approach − Not applicable Not applicable
Present value
technique
Other long-term debt Income approach − Not applicable Not applicable
Present value
technique

SBM OFFSHORE ANNUAL REPORT 2023 - 207


4 FINANCIAL INFORMATION 2023
DERIVATIVE ASSETS AND LIABILITIES DESIGNATED AS CASH FLOW HEDGES
The following table indicates the period in which the cash flows associated with the cash-flow hedges are expected to occur
and the carrying amounts of the related hedging instruments. The amounts disclosed in the table are the contractual
undiscounted cash flows. The future interest cash flows for interest rate swaps are estimated using the forward rates as at the
reporting date.

Cash flows

Less than Between More than


Carrying amount 1 year 1 and 5 years 5 years Total
31 December 2023
Interest rate swaps (USD SOFR 3 Months) 248 22 104 129 255
Forward currency contracts 68 48 14 - 62
Commodity contracts (1) (1) - - (1)
31 December 2022
Interest rate swaps (USD LIBOR 3 Months) 463 19 254 212 486
Forward currency contracts (53) (58) (9) - (67)
Commodity contracts (2) (1) (1) - (2)

The following table indicates the period in which the cash-flow hedges are expected to impact profit or loss and the carrying
amounts of the related hedging instruments.

Expected profit or loss impact

Less than Between More than


Carrying amount 1 year 1 and 5 years 5 years Total
31 December 2023
Interest rate swaps (USD SOFR 3 Months) 248 22 104 129 255
Forward currency contracts 68 48 14 - 62
Commodity contracts (1) (1) - - (1)
31 December 2022
Interest rate swaps (USD LIBOR 3 Months) 463 19 254 212 486
Forward currency contracts (53) (58) (9) - (67)
Commodity contracts (2) (1) (1) - (2)

Interest rate swaps


Gains and losses recognized in the hedging reserve in equity on interest rate swap contracts will be continuously released to
the income statement until the final repayment of the hedged items (please refer to note 4.3.22 Equity Attributable to
Shareholders).

Forward currency contracts


Gains and losses recognized in the hedging reserve on forward currency contracts are recognized in the income statement in
the period or periods during which the hedged transaction affects the income statement. This is mainly within twelve months
from the statement of financial position date, unless the gain or loss is included in the initial amount recognized in the
carrying amount of fixed assets, in which case recognition is over the lifetime of the asset. If the gain or loss is included in the
initial amount recognized in the carrying amount of the cost incurred on construction contracts, the recognition is over time.

Commodities
Gains and losses recognized in the hedging reserve on commodity contracts are recognized in the income statement in the
period or periods during which the hedged transaction affects the income statement. If the hedged transaction
subsequently results in the recognition of non-financial assets (such as inventory, asset under construction) or non-financial
liability, the gain or loss is included in the initial cost or other carrying amount of the asset. In such case, this amount is
recognized in profit or loss at the same time as the hedged item affects profit or loss.

208 - SBM OFFSHORE ANNUAL REPORT 2023


LOSS ALLOWANCE ON FINANCIAL ASSETS AND CONTRACT ASSETS
The movement of loss allowance during the year 2023 is summarized as follows:

Finance lease receivable Contract assets Trade receivables Other financial assets
2023 2022 2023 2022 2023 2022 2023 2022
Opening loss allowance as
at 1 January (0) (0) (1) (1) (2) (3) (95) (108)
Increase in loss allowance
recognized in profit or loss
during the year - (0) (1) (1) (3) (1) (28) -
Receivables written off
during the year as
uncollectible - - - - - - - -
Unused amount reversed 0 0 1 1 1 2 0 14
At 31 December (0) (0) (1) (1) (5) (2) (123) (95)

FINANCIAL RISK MANAGEMENT


The Company’s activities expose it to a variety of financial risks, market risks (including currency risk, interest rate risk and
commodity risk), credit risk and liquidity risk. The Company’s overall risk management program focuses on the
unpredictability of financial markets and seeks to minimize potential adverse effects on the Company’s financial performance.
The Company uses derivative financial instruments to hedge certain risk exposures. The Company buys and sells derivatives
in the ordinary course of business and also incurs financial liabilities in order to manage market risks. All such transactions are
carried out within the guidelines set in the Company policy. Generally, the Company seeks to apply hedge accounting in
order to manage volatility in the income statement and statement of comprehensive income. The purpose is to manage the
interest rate, currency and commodity price risk arising from the Company’s operations and its sources of finance. Derivatives
are only used to hedge closely correlated underlying business transactions.

The Company’s principal financial instruments, other than derivatives, comprise trade debtors and creditors, bank loans,
short-term facilities and overdrafts, cash and cash equivalents (including short-term deposits) and financial guarantees. The
main purpose of these financial instruments is to finance the Company’s operations. Trade debtors and creditors result
directly from the business operations of the Company.

Financial risk management is carried out by a central treasury department under policies approved by the Management
Board. Treasury identifies, evaluates and hedges financial risks in close co-operation with the subsidiaries and the Chief
Financial Officer (CFO) during the quarterly Asset and Liability Committee. The Management Board provides written
principles for overall risk management, as well as written policies covering specific areas, such as foreign exchange risk,
interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment
of excess liquidity. It is, and has been throughout the year under review, the Company’s policy that no speculation in financial
instruments shall be undertaken. The main risks arising from the Company’s financial instruments are market risk, liquidity risk
and credit risk.

Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and commodity prices, will
affect the Company’s income or the value of its holding of financial instruments. The objective of market risk management is
to manage and control market risk exposures within acceptable parameters, while optimizing the return on risk.

Foreign exchange risk


The Company operates internationally and is exposed to foreign exchange risk arising from transactional currency
exposures, primarily with respect to the euro, Singapore dollar, Chinese Yuan and Brazilian real. Due to the increase of the
activities in China, the Company has included its exposure in Chinese Yuan for the year ended on December 31, 2023. The
exposure arises from sales or purchases in currencies other than the Company’s functional currency. The Company uses
forward currency contracts to eliminate the currency exposure once the Company has entered into a firm commitment of a
project contract.

SBM OFFSHORE ANNUAL REPORT 2023 - 209


4 FINANCIAL INFORMATION 2023
For foreign currency risk, the principal terms of the forward currency contract (notional and settlement date) and the future
expense or revenue (notional and expected cash flow date) are identical. The Company has established a hedge ratio of 1:1
for all its hedging relationships.

The main Company’s exposure to foreign currency risk is as follows based on notional amounts:

Foreign exchange risk (summary)

31 December 2023 31 December 2022


in millions of local currency EUR SGD BRL CNY EUR SGD BRL CNY

Fixed assets 158 - 277 26 133 - 274 24


Current assets 76 7 1,118 32 99 3 606 18
Long-term liabilities (136) (0) (622) (18) (105) - (685) (16)
Current liabilities (198) (26) (1,505) (160) (183) (9) (1,251) (101)
Gross balance sheet
exposure (100) (19) (731) (120) (55) (6) (1,055) (75)
Estimated forecast sales 4 - - - 27 - - -
Estimated forecast
purchases (1,242) (222) (2,617) (1,800) (1,673) (383) (1,779) (1,344)
Gross exposure (1,338) (241) (3,348) (1,920) (1,701) (388) (2,834) (1,419)
Forward exchange
contracts 1,362 240 3,129 1,930 1,831 390 2,799 1,439
Net exposure 24 (1) (219) 10 130 1 (35) 20

The increase of the BRL exposure results from the requirements of the Brazilian operations for the next three years. The
decrease of the EUR and SGD exposure is the result of progress on FPSO Sepetiba, FPSO ONE GUYANA, FPSO Almirante
Tamandaré and FPSO Alexandre de Gusmão. CNY exposure has been added to the foreign exchange risk as a result of the
Company’s increased presence in China for FPSOconstruction and hull preparation.

The estimated forecast purchases relate to project expenditure and overhead expenses for up to three years. The main
currency exposures of overhead expenses and Brazilian operations are hedged at 100% for the coming year, between 66%
and 100% for the year after, and between 33% and 100% for the subsequent year, depending on internal review of the
foreign exchange market conditions.

Foreign exchange risk (exchange rates applied)

2023 2022 2023 2022


Average rate Closing rate

EUR 1 1.0813 1.0530 1.1050 1.0666


SGD 1 0.7445 0.7253 0.7573 0.7459
BRL 1 0.2003 0.1939 0.2061 0.1892
CNY 1 0.1412 0.1488 0.1407 0.1450

The sensitivity on equity and the income statement resulting from a change of 10% of the US dollar’s value against the
following currencies at December 31, would have increased (decreased) profit or loss and equity by the amounts shown
below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on
the same basis as for 2022.

210 - SBM OFFSHORE ANNUAL REPORT 2023


Foreign exchange risk (sensitivity)

Profit or loss Equity


10% increase 10% decrease 10% increase 10% decrease
31 December 2023
EUR (0) 0 (139) 139
SGD (0) 0 (17) 17
BRL (0) 0 (50) 50
CNY (0) 0 (26) 26
31 December 2022
EUR (0) 0 (189) 189
SGD (0) 0 (29) 29
BRL (0) 0 (33) 33
CNY (0) 0 (20) 20

As set out above, by managing foreign currency risk, the Company aims to reduce the impact of short-term market price
fluctuations on the Company’s earnings. Over the long-term however, permanent changes in foreign currency rates would
have an impact on consolidated earnings.

Interest rate risk


The Company’s exposure to risk from changes in market interest rates relates primarily to the Company’s long-term debt
obligations with a floating interest rate. In respect of controlling interest rate risk, the floating interest rates of long-term
loans are hedged by fixed rate swaps for the entire maturity period. The revolving credit facility is intended for the
fluctuating needs of construction financing and bears interest at floating rates, which is also swapped for fixed rates when
exposure is significant.

For interest rate risk, the principal terms of the interest rate swap (notional amortization, rate-set periods) and the financing
(repayment schedule, rate-set periods) are identical. The Company has established a hedge ratio of 1:1, as the hedging layer
component matches the nominal amount of the interest rate swap for all its hedging relationships.

Interest rate benchmark reform


The reform and replacement of benchmark interest rates such as USD LIBOR 3M and other interbank offered rates (‘IBORs’)
has become a priority for global regulators. On March 5, 2021, LIBOR’s administrator (IBA) set out clear end-dates for new
use of USD LIBOR and its cessation as a representative rate:
• December 31, 2021: cessation of USD LIBOR 1W and 2M tenors; deadline for most of new contract to use USD LIBOR as
sole reference;
• June 30, 2023: cessation of remaining USD LIBOR tenors.

To transition existing contracts and agreements that reference USD LIBOR to Secured Overnight Financing Rate (’SOFR’), as
the benchmark for US$ denominated derivatives and loans, adjustments for term differences and credit differences might
need to be applied to SOFR, to enable the two benchmark rates to be economically equivalent on transition.

Relief applied
The Company has applied the following reliefs that were introduced by the amendments made to IFRS 9 Financial
Instruments in September 2019:
• When considering the ‘highly probable’ requirement, the Company has assumed that the USD LIBOR 3M interest rate on
which the Company’s hedged debt is based does not change as a result of IBOR reform.
• In assessing whether the hedge is expected to be highly effective on a forward-looking basis, the Company has assumed
that the USD LIBOR interest rate on which the cash flows of the hedged debt and the interest rate swap that hedges it are
based, is not altered by LIBOR reform.
• The Company has not recycled the cash flow hedge reserve relating to the period after the reforms are expected to take
effect.

SBM OFFSHORE ANNUAL REPORT 2023 - 211


4 FINANCIAL INFORMATION 2023
Reliefs that were introduced by the amendments made to IFRS 9 Financial Instruments in August 2020 are applied once
amendments to financial contracts become effective:
• Changes in the basis for determining contractual cash flows of financial assets and financial liabilities have been reviewed
and reflected in updated effective interest rate, once they become effective.
• The Company amended the formal designation of a hedging relationship to reflect the changes that are required by the
reform. The reform did not result in a discontinuation of the hedge or designation of a new hedging relationship. When
the interest rate benchmark on which the hedged future cash flows had been based is changed, as required by IBOR
reform, for the purpose of determining whether the hedged future cash flows are expected to occur, the Group deems
that the hedging reserve recognized in OCI for that hedging relationship is based on the alternative benchmark rate on
which the hedged future cash flows is based.

In 2021 the Company has started hedging future debt interest rate risk with SOFR interest rate derivatives. For the FPSO
Prosperity financing, IBOR transition to SOFR principles have been agreed with lenders as of March 31, 2023.

For the FPSO ONE GUYANA financing (announced on July 21, 2022), FPSO Almirante Tamandaré financing (announced on
March 31, 2023) and FPSO Alexandre de Gusmão financing (announced on June 20, 2023), the project loans carry a variable
interest rate based on SOFR plus margin. No amendments of loan agreements and hedges due to IBOR reform are required.

The Company’s Treasury department has completed SBM Offshore’s IBOR transition with the support of the Company’s
Legal department. The amendments to the contractual terms of the USD LIBOR-referenced floating-rate debt and the
associated interest rate swaps and the corresponding update of the hedge designation was completed by mid-year 2023.
The result of the negotiations with external banks and the implementation of SOFR did not have material impacts on the
Company’s financial results. The changed reference rate has also been effected in the treasury management system,
processes, risk and valuation models.

At the reporting date, the interest rate profile of the Company’s interest-bearing financial instruments (excluding transaction
costs) was:

Interest rate risk (summary)

2023 2022
Fixed rate instruments
Financial assets 6,856 7,232
Financial liabilities (891) (985)
Total 5,964 6,247
Variable rate instruments (USD LIBOR 3 Months)
Financial assets 12 12
Financial liabilities (USD LIBOR 3 Months) - (6,317)
Financial liabilities (SOFR) (8,777) (1,432)
Financial liabilities (future) (USD LIBOR 3 Months) - (652)
Financial liabilities (future) (SOFR) (1,670) (1,368)
Total (10,435) (9,757)

Interest rate risk (exposure)

2023 2022
Variable rate instruments (USD LIBOR 3 Months) - (6,957)
Variable rate instruments (SOFR) (10,435) (2,800)
Less: Reimbursable items (USD LIBOR 3 Months) - 1,681
Less: Reimbursable items (SOFR) 1,524 321
Less: IRS contracts (USD LIBOR 3 Months) - 4,774
Less: IRS contracts (SOFR) 8,043 2,479
Exposure (867) (502)

212 - SBM OFFSHORE ANNUAL REPORT 2023


Interest rate risk (sensitivity)

Profit or loss Equity


100 bp increase 100 bp decrease 100 bp increase 100 bp decrease
31 December 2023
Variable rate instruments (USD LIBOR 3 Months) (9) 9 - -
Variable rate instruments (SOFR) - - - -
Interest rate swap (USD LIBOR 3 Months) - - - -
Interest rate swap (SOFR) - - 404 (404)
Sensitivity (net) (9) 9 404 (404)
31 December 2022
Variable rate instruments (USD LIBOR 3 Months) (5) 5 - -
Variable rate instruments (SOFR) - - - -
Interest rate swap (USD LIBOR 3 Months) - - 211 (211)
Interest rate swap (SOFR) - - 95 (95)
Sensitivity (net) (5) 5 306 (306)

The exposure of US$867 million is primarily arising from (i) the Company’s RCF being partially hedged; (ii) the new
Fast4Ward® hull financing, which is unhedged, and (iii) the residual exposure on the unhedged portion of project loan
facilities for FPSO Almirante Tamandaré, FPSO Alexandre de Gusmão and FPSO ONE GUYANA. The interest rate exposure
arising from these loans is mainly offset by the Cash and Cash Equivalents at December 31, 2023.

The sensitivity on equity and the income statement resulting from a change of 100 basis points in interest rates at the
reporting date would have increased (decreased) equity and profit or loss by the amounts shown above. This analysis
assumes that all other variables, in particular foreign currency rates, remain constant. The analysis was performed on the
same basis as for 2022.

At December 31, 2023, it is estimated that a general increase of 100 basis points in interest rates would decrease the
Company’s profit before tax for the year by approximately US$8 million (2022: decrease of US$5 million), mainly related to
the residual interest rate exposure.

As set out above, the Company aims to reduce the impact of short-term market price fluctuations on the Company’s
earnings. Over the long-term however, permanent changes in interest rates could have an impact on consolidated earnings.

Commodity risk
Commodity exposure is defined by the Company as the risk of realizing adverse effects on operating cash flows and future
earnings resulting from movement in commodity prices. The Company establishes hedge strategies in order to limit their
commodity risk exposure in the following:
• Oil exposure is mostly associated to transportation fuels connected with the Company’s prospective contract awards,
construction contracts, and future decommissioning.
• Aluminum, steel, copper and iron ore exposures arise from the construction, refurbishment, repair of the products
embedded in the Company’s prospective contract awards, construction contracts and operation contracts.

Incoming lease payments following the Company’s contractual arrangements with its clients are not impacted by the oil
price.

Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and arises principally from the Company’s other financial assets, trade and other receivables
(including committed transactions), derivative financial instruments and cash and cash equivalents.

SBM OFFSHORE ANNUAL REPORT 2023 - 213


4 FINANCIAL INFORMATION 2023
Credit risk

2023 2022
Rating Assets Liabilities Assets Liabilities
AA 32 (9) 55 (34)
AA- 173 (54) 231 (93)
A+ 180 (31) 227 (63)
A 30 (3) 69 -
BBB 1 - 1 -
Non-investment grade - - - -
Derivative financial instruments 416 (97) 583 (190)
AAA 153 - 116 -
AA 6 - 51 -
AA- 343 - 311 -
A+ 23 - 178 -
A 10 - 10 -
A- - - 0 -
Non-investment grade 8 - 16 -
Cash and cash equivalents and bank overdrafts 543 - 683 -

The Company maintains and reviews its policy on cash investments and limits per individual counterparty are set to:
• BBB- to BBB+ rating: US$25 million or 10% of cash available.
• A- to A+ rating: US$75 million or 20% of cash available.
• AA- to AA+ rating: US$100 million or 20% of cash available.
• Above AA+ rating: no limit.

As per December 31, 2023, cash investments above AA+ rating do not exceed US$100 million per individual counterparty.
Cash held in banks rated A+ has been diversified in cash investments above AA+ rating since year-end.

Cash held in banks rated AA- is mainly linked to cash pledged to loan reimbursements to those same banks. Cash held in
banks rated below A- is mainly related to the Company’s activities in Brazil (US$8 million). Cash held in Angola has
significantly decreased since 2021 following cash repatriation.

For trade debtors, the credit quality of each customer is assessed, taking into account its financial position, past experience
and other factors. Bank or parent company guarantees are negotiated with customers. Individual risk limits are set based on
internal or external ratings, in accordance with limits set by the Management Board. At the date of the financial statements,
there are two customers that have an outstanding balance with a percentage over 10% of the total of trade and other
receivables. Reference is made to note 4.3.19 Trade and Other Receivables for information on the distribution of the
receivables by country and an analysis of the ageing of the receivables. Furthermore, limited recourse project financing
removes a significant portion of the credit risk on finance lease receivables.

For other financial assets, the credit quality of each counterpart is assessed, taking into account its credit agency rating when
available or a comparable proxy.

Regarding loans to joint ventures and associates, the maximum exposure to credit risk is the carrying amount of these
instruments. As the counterparties of these instruments are joint ventures, the Company has visibility over the expected cash
flows and can monitor and manage credit risk that mainly arises from the joint venture’s final client.

Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities
when due, under both normal and abnormal conditions, without incurring unacceptable losses or risking damage to the
Company’s reputation.

214 - SBM OFFSHORE ANNUAL REPORT 2023


In 2023, the Company again conducted various liquidity scenarios, financial stress tests and sensitivity analyses. The
conclusion remained that the Company’s lease portfolio and the existing financing facilities and overall financing capacity are
sufficient to ensure that the Company will continue as a going concern in the foreseeable future and it can sustain future
growth plans. Furthermore, under its Lease and Operate contractual arrangements with clients, the Company has
considerable time under charters in which to deal with disruptions from events outside the Company’s control, thus
providing it with considerable financial protection.

Liquidity is monitored using rolling forecasts of the Company’s liquidity reserves, based on expected cash flows. Flexibility is
secured by maintaining availability under committed credit lines.

The table below analyses the Company’s non-derivative financial liabilities, derivative financial liabilities and derivative
financial assets into relevant maturity groupings, based on the remaining period at the statement of financial position date to
the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. The future
interest cash flows for borrowings and derivative financial instruments are based on the USD LIBOR/SOFR 3-month rates as
at the reporting date.

Liquidity risk 2023

Note Less than 1 year Between 1 and 5 years Over 5 years Total
31 December 2023
Borrowings 436 7,327 6,176 13,939
Lease liabilities 11 44 61 116
Derivative financial liabilities 80 10 - 90
Derivative financial assets (302) (539) (468) (1,310)
Trade and other payables 4.3.25 1,347 - - 1,347
Total 1,572 6,841 5,769 14,182

Liquidity risk 2022

Note Less than 1 year Between 1 and 5 years Over 5 years Total
31 December 2022
Borrowings 2,110 5,885 2,908 10,902
Lease liabilities 13 25 8 46
Derivative financial liabilities 201 52 - 253
Derivative financial assets (365) (254) (185) (805)
Trade and other payables 4.3.25 1,501 - - 1,501
Total 3,459 5,708 2,730 11,897

Capital risk management


The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in
order to provide returns for shareholders, benefits for other stakeholders and to maintain a capital structure which optimizes
the Company’s cost of capital while, at the same time, ensuring diversification of sources of external funds.

The Company mainly uses its corporate revolving credit facility (RCF, US$1 billion) and supply-chain financing (SCF, US$54
million) and, going forward, the new revolving credit facility for MPF hulls (US$210 million) to bridge financing requirements
on projects under construction prior to putting a dedicated project finance facility in place. When a project finance facility is
arranged and draw-downs have started, the RCF is repaid and a corporate guarantee from the Company is put in place for
the construction period. When the project facility is drawn in full and the associated FPSO is producing, the corporate
guarantee is recovered and the project finance becomes non-recourse debt.

As per December 31, 2023, all the debt associated with operating FPSOs is non-recourse.

The Company has limited appetite to decrease the existing debt in its structure, as this would involve breakage cost, through
winding down the hedges and it would decrease the Company’s return on equity. From time to time, it may decide to

SBM OFFSHORE ANNUAL REPORT 2023 - 215


4 FINANCIAL INFORMATION 2023
refinance existing facilities in order to increase and/or extend the tenor of leverage subject to sufficient charter tenor and
income.

Given the non-recourse nature of a large part of its debt, the Company monitors its capital risk, based on the Lease Backlog
Cover Ratio, which is also used by the bank consortium supporting the Company’s RCF. Generally, this ratio is calculated as
the net present value of the future contracted net cash, after deducting the project finance debt and interest payments of a
selected group of FPSO owning entities divided by 1.5 (see note 4.3.23 Borrowings and Lease Liabilities).

The gearing ratios at December 31, 2023 and 2022 were as follows:

Capital risk management

2023 2022
Total borrowings and lease liabilities 9,291 8,564
Less: net cash and cash equivalents 543 683
Net debt 8,748 7,881
Total equity 5,531 4,914
Total capital 14,278 12,795
Gearing ratio 61.3% 61.6%

Climate related risks


The Company has adopted three climate change scenarios to future-proof current strategy and take appropriate action. The
scenarios are based on the International Energy Agency (IEA) and the Intergovernmental Panel on Climate Change (IPCC)
data, as explained in section 5.1.4 Taskforce for Climate-related Disclosure (TCFD):
• The Stated Policies Scenario (STEPS) is designed to provide a sense of the prevailing direction of energy system
progression, based on a detailed review of the current policy landscape.
• The Announced Pledges Scenario (APS), illustrates the extent to which announced ambitions and targets can deliver the
emissions reductions needed to achieve net zero emissions by 2050.
• The Net Zero Emissions by 2050 Scenario (NZE) is a normative scenario that shows a pathway for the global energy sector
to achieve net zero CO2 emissions by 2050, as per the Paris Agreement.

Through its strategy process, the Company tests the resilience of its portfolio and business model against each of these
scenarios. The Company factors in upsides and downsides to demand for new projects in its financial planning depending on
various energy transition scenarios. By applying data and these scenarios as included in 1.4.3 Climate Change Risk &
Opportunity, the fleet currently operated for its clients will be contributing to energy demand going forward, also in the low
case scenarios where fossil energy sees a steeper decline in demand (NZE scenario). The Company does consider that oil &
gas supply would be needed in the coming years.

Financial and non-financial information is aligned in order to ensure that the financial impact of climate-related risks is
identified. The Company assessed the physical and transitional risks which are disclosed in 1.4.3 Climate Change Risk &
Opportunity from a financial statement perspective. Based on the reasonable and supportable information available to date
and the outcome of risk assessments, the Company did not identify any circumstances which had an impact on impairment
of non-financial assets, provisions or contingent liabilities and assets in the 2023 consolidated financial statements.

Although climate related risks are key drivers of the Company strategy, budgeting exercise, capital allocation and prospects
selection, the Company did not experience any significant impact on the financial statements of the period.

The risks will however remain key points of attention for areas such as impairment testing, estimation of remaining useful life,
expected credit losses and provisions for future periods.

Other risks
With respect to controlling political risk, the Company has a policy of thoroughly reviewing risks associated with contracts,
whether Turnkey or long-term leases. Where political risk cover is deemed necessary and available in the market, insurance is
obtained.

216 - SBM OFFSHORE ANNUAL REPORT 2023


4.3.28 LIST OF GROUP COMPANIES
In accordance with legal requirements, a list of the Company’s entities that are included in the consolidated financial
statements of SBM Offshore N.V. has been deposited at the Chamber of Commerce in Amsterdam.

SBM OFFSHORE ANNUAL REPORT 2023 - 217


4 FINANCIAL INFORMATION 2023

4.3.29 INVESTMENT IN ASSOCIATES AND JOINT VENTURES


The Company has several joint ventures and associates:
Joint 2023 main
venture/ % of Country reporting
Entity name Partners Associate ownership registration segment Project name
Sonasing Xikomba Ltd. Sociedad Nacional de Joint 50.00 Bermuda Lease & FPSO
Combustiveis de Angola venture Operate N'Goma
Empresa Publica -Sonangol E.P.;
Angola Offshore Services
Limitada
OPS-Serviços de Sociedad Nacional de Joint 50.00 Bermuda Lease & Angola
Produção de Petróleos Combustiveis de Angola venture Operate operations
Ltd. Empresa Publica -Sonangol E.P.
OPS-Serviços de Sociedad Nacional de Joint 50.00 Angola Lease & Angola
Produção de Petróleos Combustiveis de Angola venture Operate operations
Ltd. Branch Empresa Publica -Sonangol E.P.
Sonasing Sanha Ltd. Sociedad Nacional de Joint 50.00 Bermuda Lease & FPSO Sanha
Combustiveis de Angola venture Operate
Empresa Publica -Sonangol E.P.;
Angola Offshore Services
Limitada
Sonasing Kuito Ltd. Sociedad Nacional de Joint 50.00 Bermuda Lease & FPSO Kuito
Combustiveis de Angola venture Operate
Empresa Publica -Sonangol E.P.;
Angola Offshore Services
Limitada
Sonasing Mondo Ltd. Sociedad Nacional de Joint 90.00 Bermuda Lease & FPSO Mondo
Combustiveis de Angola venture Operate
Empresa Publica -Sonangol E.P.
Sonasing Saxi Batuque Sociedad Nacional de Joint 90.00 Bermuda Lease & FPSO Saxi-
Ltd. Combustiveis de Angola venture Operate Batuque
Empresa Publica -Sonangol E.P.;
OPS Production Ltd. Sociedad Nacional de Joint 50.00 Bermuda Lease & Angola
Combustiveis de Angola venture Operate operations
Empresa Publica -Sonangol E.P.
Gas Management Maersk group Joint 49.00 Bahamas Lease & Nkossa II FSO
(Congo) Ltd. venture Operate
Malaysia Deepwater Malaysia International Shipping Joint 49.00 Malaysia Lease & FPSO Kikeh
Floating Terminal Corporation Behard venture Operate
(Kikeh) Ltd.
Malaysia Deepwater Malaysia International Shipping Joint 49.00 Malaysia Lease & FPSO Kikeh
Production Contractors Corporation Behard venture Operate
Sdn Bhd
Floventis Energy CIERCO LTD. Joint 70.00 United Turnkey Cierco
Limited venture Kingdom
Llŷr Floating Wind CIERCO LTD. Joint 70.00 Scotland Turnkey Cierco
Limited venture
CADEMO Corporation CIERCO LTD. Joint 70.00 United states Turnkey Cierco
venture of America
Normand Installer S.A. The Solstad group Joint 49.90 Switzerland Turnkey Normand
venture Installer
SBM Ship Yard Ltd. Sociedad Nacional de Associate 33.33 Bermuda Turnkey Angolan yard
Combustiveis de Angola
Empresa Publica -Sonangol E.P.;
Daewoo Shipbuilding & Marine
Engineering Co. Ltd.
PAENAL - Porto Sociedad Nacional de Associate 30.00 Angola Turnkey Angolan yard
Amboim Estaleiros Combustiveis de Angola
Navais Ltda. Empresa Publica -Sonangol E.P.;
SBM Shipyard

The Company has no joint operation as per definition provided by IFRS 11 ‘Joint arrangements’.

218 - SBM OFFSHORE ANNUAL REPORT 2023


The movements in investments in associates and joint ventures are as follows:
Note 2023 2022
Investments in associates and joint ventures at 1 January 290 361
Share of profit of equity-accounted investees 4.2.1 19 12
Dividends (17) (92)
Cash flow hedges (2) 9
Capital increase/(decrease) (0) -
Foreign currency variations (0) 1
Share in negative net equity reclassification to loans to joint ventures and
associates - (1)
Investments in associates and joint ventures at 31 December 288 290

Share Purchase Agreements signed with Sonangol entities


In July 2023, the Company signed two Share Purchase Agreements with its partner Sonangol EP for (i) the acquisition of
Sonangol's equity shares in the lease and operating entities related to FPSOs N’goma, Saxi Batuque and Mondo; and (ii) the
full divestment to a Sonangol subsidiary of the Company’s equity shares in the parent company of the Angolan based Paenal
Yard. Those agreements remain conditional upon several conditions precedent, including consent from clients, lenders,
partners and approval by various competent authorities. Therefore, there was no impact considered in the current period
from these share purchase agreements.

Outstanding purchase and termination options in finance lease contracts − Joint ventures and associates
The finance lease contract of FPSO N’Goma, where the Company is the lessor, includes a call option for the client to
purchase the underlying asset or to terminate the contract early. The exercise of the purchase option as per December 31,
2023, would have resulted in a gain for the Company. The exercise of the option to terminate the contract early, in which case
the Company retains ownership of the vessel, would result in a gain.

The finance lease contract of FPSO Kikeh, where the Company is the lessor, includes a call option for the client to terminate
the contract early. The exercise of the option to terminate the contract early, in which case the Company retains ownership of
the vessel, would result in a gain.

The following tables present the figures at 100%.

Information on significant joint arrangements and associates – 2023

Non- Non-
Total current current Current Dividends
Project name Place of the business assets assets Cash Loans liabilities liabilities paid Revenue
FPSO N'Goma Angola 668 302 211 190 152 85 - 39
Angola operations Angola 225 2 20 29 27 203 - 291
FPSO Kikeh Malaysia 153 89 4 - 10 28 35 71
Angolan yard Angola 52 (0) 43 588 588 28 - 9
Non material joint
ventures/associates 70 48 8 109 104 15 - 0
Total at 100% 1,167 441 286 917 880 359 35 410

Information on significant joint arrangements and associates – 2022

Non- Non-
Total current current Current Dividends
Project name Place of the business assets assets Cash Loans liabilities liabilities paid Revenue
FPSO N'Goma Angola 722 448 102 259 227 88 155 55
Angola operations Angola 178 4 10 28 7 172 - 236
FPSO Kikeh Malaysia 189 117 6 - 5 36 30 74
Angolan yard Angola 57 (0) 48 556 556 34 (0) 1
Non material joint
ventures/associates 70 49 12 101 67 42 - 0
Total at 100% 1,217 618 178 944 862 372 184 367

SBM OFFSHORE ANNUAL REPORT 2023 - 219


4 FINANCIAL INFORMATION 2023
The bank interest-bearing loans and other borrowings held by joint ventures and associates are as follows:

Information on loans and borrowings of joint ventures and associates

Net book value at Net book value at


31 December 2023 31 December 2022
% Non- Non-
Entity name Ownership % Interest Maturity current Current Total current Current Total
US$ Project Finance facilities drawn:
Sonasing Xikomba Ltd 50.00 4.10% 15-05-2026 117 73 190 190 69 259
Normand Installer SA 49.90 6.00% 15-12-2026 11 6 16 - 22 22
Loans from subsidiaries of
SBM Offshore N.V.1 324 - 324 293 7 300
Loans from other shareholders of the
joint ventures and associates 368 - 368 341 6 346
Loans from other joint ventures2 266 - 266 255 - 255
Net book value of loans and borrowings 1,086 79 1,164 1,079 103 1,182
1 Please refer to note 4.3.16 'Loans to joint-ventures and associates' for presentation of the carrying amount of these loans in the Company's Consolidated
Statement of financial position.
2 Mainly loans from the joint ventures SBM Shipyard Ltd to the JV PAENAL - Porto Amboim Estaleiros Navais Ltda.

Aggregated information on joint ventures and associates

2023 2022
Net result at 100% 2 (18)

Reconciliation equity at 100 % with investment in associates and joint ventures

2023 2022
Equity at 100% (72) (18)
Partner ownership 193 141
Share in negative net equity reclassification to loans to joint ventures
and associates 166 166
Investments in associates and joint ventures 288 290

4.3.30 INFORMATION ON NON-CONTROLLING INTERESTS


The Company has several jointly owned subsidiaries:

2023 main
% of Country reporting
Entity name Partners ownership registration segment Project name
Aseng Production Company Ltd. GE Petrol 60.00 Cayman Lease & FPSO Aseng
island Operate
Gepsing Ltd. GE Petrol 60.00 Cayman Lease & FPSO Aseng /
island Operate FPSO
Serpentina
Gepsing Ltd - Equatorial Guinea GE Petrol 60.00 Equatorial Lease & FPSO Aseng /
Branch Guinea Operate FPSO
Serpentina
Brazilian Deepwater Production Malaysia International Shipping 51.00 Bermuda Lease & FPSO Espirito
Ltd. Corporation Behard Operate Santo
Brazilian Deepwater Production Malaysia International Shipping 51.00 Bermuda Lease & FPSO Espirito
Contractors Ltd. Corporation Behard Operate Santo
Brazilian Deepwater Production Malaysia International Shipping 51.00 The Lease & FPSO Espirito
B.V. Corporation Behard Netherlands Operate Santo
Operações Marítimas em Mar Owned by Brazilian Deepwater 51.00 Brazil Lease & FPSO Espirito
Profundo Brasileiro Ltda Production Contractors (see Operate Santo
information above)
Alfa Lula Alto S.à.r.l. Mitsubishi Corporation; Nippon 61.00 Luxembourg Turnkey FPSO Cidade
Yusen Kabushiki Kaisha de Marica

220 - SBM OFFSHORE ANNUAL REPORT 2023


2023 main
% of Country reporting
Entity name Partners ownership registration segment Project name
Alfa Lula Alto Holding Ltd. Mitsubishi Corporation; Nippon 61.00 Bermuda Lease & FPSO Cidade
Yusen Kabushiki Kaisha Operate de Marica
Alfa Lula Alto Operações Mitsubishi Corporation; Nippon 61.00 Brazil Lease & FPSO Cidade
Marítimas Ltda. Yusen Kabushiki Kaisha Operate de Marica
Alfa Lula Alto S.à r.l. (Brazilian Mitsubishi Corporation; Nippon 61.00 Brazil Lease & FPSO Cidade
branche) Yusen Kabushiki Kaisha Operate de Marica
Beta Lula Central S.à.r.l. Mitsubishi Corporation; Nippon 61.00 Luxembourg Turnkey FPSO Cidade
Yusen Kabushiki Kaisha de
Saquarema
Beta Lula Central Holding Ltd. Mitsubishi Corporation; Nippon 61.00 Bermuda Lease & FPSO Cidade
Yusen Kabushiki Kaisha Operate de
Saquarema
Beta Lula Central Operações Mitsubishi Corporation; Nippon 61.00 Brazil Lease & FPSO Cidade
Marítimas Ltda. Yusen Kabushiki Kaisha Operate de
Saquarema
Beta Lula Central S.à r.l. (Brazilian Mitsubishi Corporation; Nippon 61.00 Brazil Lease & FPSO Cidade
branche) Yusen Kabushiki Kaisha Operate de
Saquarema
Tupi Nordeste S.à.r.l. Nippon Yusen Kabushiki Kaisha; 63.13 Luxembourg Lease & FPSO Cidade
Itochu Corporation Operate de Paraty
Tupi Nordeste Operações Nippon Yusen Kabushiki Kaisha; 63.13 Brazil Lease & FPSO Cidade
Marítimas Ltda. Itochu Corporation Operate de Paraty
Tupi Nordeste Holding Ltd. Nippon Yusen Kabushiki Kaisha; 63.13 Bermuda Lease & FPSO Cidade
Itochu Corporation Operate de Paraty
Tupi Nordeste S.à r.l. (Brazilian Nippon Yusen Kabushiki Kaisha; 63.13 Bermuda Lease & FPSO Cidade
branche) Itochu Corporation Operate de Paraty
Guara Norte S.à.r.l. Mitsubishi Corporation 75.00 Luxembourg Lease & FPSO Cidade
Operate de Ilhabela
Guara Norte Holding Ltd. Mitsubishi Corporation 75.00 Bermuda Lease & FPSO Cidade
Operate de Ilhabela
Guara Norte Operações Marítimas Mitsubishi Corporation 75.00 Brazil Lease & FPSO Cidade
Ltda. Operate de Ilhabela
Guara Norte S.à r.l. (Brazilian Mitsubishi Corporation 75.00 Brazil Lease & FPSO Cidade
branche) Operate de Ilhabela
Mero 2 Operacoes Maritima Ltd. Mitsubishi Corporation; Nippon 64.50 Brazil Lease & FPSO
Yusen Kabushiki Kaisha Operate Sepetiba
Mero 2 Operacoes Holding S.A. Mitsubishi Corporation; Nippon 64.50 Switzerland Lease & FPSO
Yusen Kabushiki Kaisha Operate Sepetiba
Mero 2 Owning B.V. Mitsubishi Corporation; Nippon 64.50 The Lease & FPSO
Yusen Kabushiki Kaisha Netherlands Operate Sepetiba
Mero 2 B.V. Mitsubishi Corporation; Nippon 64.50 The Lease & FPSO
Yusen Kabushiki Kaisha Netherlands Operate Sepetiba
MERO 2 B.V. (Brazilian Branch) Mitsubishi Corporation; Nippon 64.50 The Lease & FPSO
Yusen Kabushiki Kaisha Netherlands Operate Sepetiba
YTSM JV S.A. CB&I Nederland B.V. 70.00 Switzerland Lease & FPSO ONE
Operate GUYANA
Tamandare Owning B.V. Mitsubishi Corporation; Nippon 55.00 The Lease & FPSO
Yusen Kabushiki Kaisha Netherlands Operate Almirante
Tamandaré
Tamandare B.V. Mitsubishi Corporation; Nippon 55.00 The Lease & FPSO
Yusen Kabushiki Kaisha Netherlands Operate Almirante
Tamandaré
Tamandare Operations Holding Mitsubishi Corporation; Nippon 55.00 Switzerland Lease & FPSO
S.A. Yusen Kabushiki Kaisha Operate Almirante
Tamandaré
Tamandaré Operações Marítimas Mitsubishi Corporation; Nippon 55.00 Brazil Lease & FPSO
Ltda. Yusen Kabushiki Kaisha Operate Almirante
Tamandaré

SBM OFFSHORE ANNUAL REPORT 2023 - 221


4 FINANCIAL INFORMATION 2023
2023 main
% of Country reporting
Entity name Partners ownership registration segment Project name
MERO 4 Owning B.V. Mitsubishi Corporation; Nippon 55.00 The Lease & FPSO
Yusen Kabushiki Kaisha Netherlands Operate Alexandre de
Gusmão
MERO 4 B.V. Mitsubishi Corporation; Nippon 55.00 The Lease & FPSO
Yusen Kabushiki Kaisha Netherlands Operate Alexandre de
Gusmão
Mero 4 Operations Holding S.A. Mitsubishi Corporation; Nippon 55.00 Switzerland Lease & FPSO
Yusen Kabushiki Kaisha Operate Alexandre de
Gusmão
Mero 4 Operações Marítimas Ltda. Mitsubishi Corporation; Nippon 55.00 Brazil Lease & FPSO
Yusen Kabushiki Kaisha Operate Alexandre de
Gusmão
NOVA EAST WIND INC. Micantia Wind Inc - DP Global 90.00 Canada Turnkey Atlantic
Energy Limited Canada
Tamandare BV (Brazilian Branch) Mitsubishi Corporation; Nippon 55.00 Brazil Lease & FPSO
Yusen Kabushiki Kaisha Operate Almirante
Tamandaré
MERO 4 BV (Brazilian Branch) Mitsubishi Corporation; Nippon 55.00 Brazil Lease & FPSO
Yusen Kabushiki Kaisha Operate Alexandre de
Gusmão

Transaction with non-controlling interests


The US$255 million reported in 4.2.4 Consolidated Statement of Changes in Equity mainly relates to multiple equity
contributions from the partners in the subsidiaries Mero 2, Mero 4 and Tamandaré, related to respectively FPSO Sepetiba,
FPSO Alexandre de Gusmão and FPSO Almirante Tamandaré, out of which US$235 million were cash transactions.

During 2023, the Company acquired the remaining shareholding in SBM Nauvata Private Limited. The Company already
exercised control over the investees and now has full ownership over the entity. The transaction was directly booked within
equity with a reattribution from non-controlling interests to equity attributable to shareholders. For more information, refer
to note 4.3.25 Trade and Other Payables.

Information on non-controlling interests (NCI)


Included in the consolidated financial statements are the following items that represent the Company’s interest in the
revenues, assets and loans of the partially owned subsidiaries.

Figures are presented at 100% before elimination of intercompany transactions.

222 - SBM OFFSHORE ANNUAL REPORT 2023


2023

Non- Non-
Total current current Current Dividends
Project name Place of business assets assets Cash Loans liabilities liabilities to NCI Revenue
FPSO Aseng / FPSO
Equatorial Guinea
Serpentina 118 41 23 0 0 33 8 104
FPSO Espirito Santo Brazil 151 71 18 97 110 95 - 57
FPSO Cidade de Marica Brazil 1,512 1,311 68 672 544 185 10 210
FPSO Cidade de
Brazil
Saquarema 1,481 1,326 26 820 712 150 16 204
FPSO Cidade de Paraty Brazil 985 826 9 20 3 71 26 168
FPSO Cidade de
Brazil
Ilhabela 1,320 1,122 63 720 672 120 21 203
FPSO Sepetiba Brazil 2,070 154 8 1,425 1,438 218 - 213
FPSO Almirante
Brazil
Tamandaré 1,745 26 23 911 1,005 10 - 513
FPSO Alexandre de
Brazil
Gusmão 1,815 0 27 1,017 1,134 36 - 773
FPSO ONE GUYANA Guyana 237 12 0 - 2 196 - 752
Non material NCI 18 4 2 3 2 5 - 0
Total 100% 11,450 4,895 268 5,685 5,622 1,119 81 3,197

2022

Non- Non-
Total current current Current Dividends
Project name Place of business assets assets Cash Loans liabilities liabilities to NCI Revenue
FPSO Aseng / FPSO
Equatorial Guinea
Serpentina 124 57 16 0 0 30 9 93
FPSO Espirito Santo Brazil 130 66 15 114 114 76 7 45
FPSO Cidade de Marica Brazil 1,577 1,388 71 793 675 174 - 190
FPSO Cidade de
Brazil
Saquarema 1,557 1,405 39 922 820 145 10 202
FPSO Cidade de Paraty Brazil 1,058 901 58 92 0 126 - 156
FPSO Cidade de
Brazil
Ilhabela 1,366 1,201 63 764 720 95 14 185
FPSO Sepetiba Brazil 2,105 170 28 1,397 1,500 151 - 219
FPSO Almirante
Brazil
Tamandaré 1,296 - 41 632 56 663 - 1,019
FPSO Alexandre de
Brazil
Gusmão 1,002 - 15 618 62 652 - 880
FPSO ONE GUYANA Guyana 196 1 0 - 10 190 - 492
Non material NCI 18 4 2 4 3 7 - 0
Total 100% 10,428 5,192 347 5,335 3,959 2,309 40 3,482

Reference is made to note 4.3.23 Borrowings and Lease Liabilities for a description of the bank interest-bearing loans and
other borrowings per entity.

The risks associated with interests in subsidiaries, joint ventures and associates are described in section 4.3.27 Financial
Instruments – Fair Values and Risk Management.The risks identified are deemed to be inherent to the operations of the
Company as a whole and includes the risk profiles of interests in other entities.

SBM OFFSHORE ANNUAL REPORT 2023 - 223


4 FINANCIAL INFORMATION 2023
Included in the consolidated financial statements are the following items that represent the aggregate contribution of the
partially owned subsidiaries to the Company consolidated financial statements:

Interest in non-controlling interest (summary)

2023 2022
Net result 123 105
Accumulated amount of NCI 1,797 1,517

Reconciliation equity at 100 % with Non-controlling interests on partially owned subsidiaries

2023 2022
Equity at 100% 4,709 4,159
Company ownership (2,912) (2,642)
Accumulated amount of NCI 1,797 1,517

4.3.31 RELATED PARTY TRANSACTIONS


During 2023, the Company made equity contributions towards investees, related to FPSO Almirante Tamandaré, FPSO
Sepetiba, FPSO Alexandre de Gusmão and FPSO Espirito Santo (combined US$321 million) projects. There were no other
major related party transactions requiring additional disclosure in the consolidated financial statements.

For relations with Supervisory Board members, Management Board members and other key personnel reference is made to
note 4.3.6 Employee Benefit Expenses.

The Company has transactions with joint ventures and associates which are recognized as follows in the Company’s
consolidated financial statements:

Related party transactions

Note 2023 2022


Revenue 48 16
Cost of sales (17) (17)
Loans to joint ventures and associates 4.3.16 41 52
Trade receivables 125 70
Trade payables 16 12

The Company has provided loans to joint ventures and associates such as shareholder loans and funding loans at rates
comparable to the commercial rates of interest.

During the period, the Company entered into trading transactions with joint ventures and associates on terms equivalent to
those that prevail in arm’s-length transactions.

Additional information regarding the joint ventures and associates is available in note 4.3.29 Investment in Associates and
Joint Ventures.

224 - SBM OFFSHORE ANNUAL REPORT 2023


4.3.32 INDEPENDENT AUDITOR’S FEES AND SERVICES
Fees included in other operating costs related to PwC, the 2023 and 2022 Company’s external independent auditor, are
summarized as follows:

in thousands of US$ 2023 2022


Audit of financial statements 3,789 2,883
Out of which:
- invoiced by PwC Accountants N.V. 2,367 1,849
- invoiced by PwC network firms 1,422 1,034
Tax advisory services by PwC network firms 34 66
Other assurance services 153 165
Total 3,976 3,114

In both 2023 and 2022, the other assurance services were mainly related to the review of the Company sustainability report.
No other non-assurance services were conducted.

4.3.33 EVENTS AFTER END OF REPORTING PERIOD


DIVIDEND AND SHARE REPURCHASE PROGRAM
The Company is evolving its shareholder return policy as follows: “The Company’s shareholder return policy is to maintain a
stable annual cash return to shareholders which grows over time, with flexibility for the Company to make such cash return in
the form of a cash dividend and the repurchase of shares. Determination of the annual cash return is based on the
Company’s assessment of its underlying cash flow position. The Company prioritizes a stable cash distribution to
shareholders and funding of growth projects, with the option to apply surplus capital towards incremental cash returns to
shareholders.” The policy will be presented for discussion at the Annual General Meeting on April 12, 2024.

As a result, following review of its cash flow position and forecast, the Company intends to pay a total cash return to
shareholders of US$220 million in 2024. This represents an increase of 12% compared with the dividend paid in 2023. The
cash return is to be composed of a proposed dividend of US$150 million (equivalent to c. US$0.83 per share6) combined with
a EUR65 million (US$70 million equivalent7) share repurchase program. Shares repurchased as part of the cash return will be
cancelled. The share repurchase program will be launched on March 1, 2024 and the dividend will be proposed at the Annual
General Meeting on April 12, 2024. Going forward, the Company intends to maintain a material level of dividend as part of
the annual cash return with US$150 million as a base level.

FPSO SEPETIBA PRODUCING AND ON HIRE


On January 5, 2024, SBM Offshore announced that FPSO Sepetiba was formally on hire as of January 2, 2024, after achieving
first oil and the completion of a 72-hour continuous production test, leading to Final Acceptance by the customer
(Petrobrás). Accordingly, as from that date, the lease of FPSO Sepetiba will commence and the contract asset related to this
unit will be reclassified to finance lease receivables.

6
Based on the number of shares outstanding at December 31, 2023. Dividend amount per share depends on number of shares entitled to dividend. The
proposed ex-dividend date is April 16, 2024.
7
Based on the foreign exchange rate on February 22, 2024.

SBM OFFSHORE ANNUAL REPORT 2023 - 225


4 FINANCIAL INFORMATION 2023

4.4 COMPANY FINANCIAL STATEMENTS


4.4.1 COMPANY BALANCE SHEET
Company balance sheet

Before appropriation of profit Notes 31 December 2023 31 December 2022


ASSETS
Financial fixed assets 4.5.1 3,701 3,302
Total fixed assets 3,701 3,302
Receivables 4.5.2 44 102
Cash and cash equivalents 4.5.3 1 1
Total current assets 45 103
TOTAL ASSETS 3,746 3,405
EQUITY AND LIABILITIES
Equity attributable to shareholders
Issued share capital 50 48
Share premium reserve 1,007 1,007
Treasury shares (26) (42)
Legal reserves 4.5.4 2,052 1,860
Statutory reserves 4.5.4 26 26
Retained earnings 4.5.4 133 48
Profit of the year 4.4.2 491 450
Shareholders' equity 4.5.4 3,733 3,397
Provisions 4.5.5 1 1
Total non-current liabilities 1 1
Current liabilities 4.5.6 12 7
Total current liabilities 12 7
TOTAL EQUITY AND LIABILITIES 3,746 3,405

226 - SBM OFFSHORE ANNUAL REPORT 2023


4.4.2 COMPANY INCOME STATEMENT
Company income statement

For the years ended 31 December Note 2023 2022


Revenue 4.5.6 4 5
General and administrative expenses 4.5.8 (41) (33)
Operating profit/(loss) (EBIT) (37) (28)
Other operating expense 4.5.5 - (1)
Financial income 4.5.9 2 0
Financial expenses 4.5.9 0 (0)
Profit/(Loss) before income tax (35) (29)
Income tax expense 4.5.10 (3) -
Result of Group companies 4.5.1 529 479
Profit/(Loss) after income tax 491 450

SBM OFFSHORE ANNUAL REPORT 2023 - 227


4 FINANCIAL INFORMATION 2023

4.4.3 GENERAL
The Company financial statements are part of the 2023 financial statements of SBM Offshore N.V. Reference is made to
section 4.2.6 General Information for additional details on the Company.

SBM Offshore N.V. costs mainly comprise of management activities and cost of the headquarters office at Schiphol, of which
part is recharged to Group companies.

PRINCIPLES FOR THE MEASUREMENT OF ASSETS AND LIABILITIES AND THE DETERMINATION OF THE
RESULT
The stand-alone financial statements were prepared in accordance with the statutory provisions of Part 9, Book 2 of the
Dutch Civil Code and the firm pronouncements in the Dutch Accounting Standards, as published by the Dutch Accounting
Standards Board ('Raad voor de Jaarverslaggeving’). SBM Offshore N.V. uses the option provided in section 2:362 (8) of the
Dutch Civil Code in that the principles for the recognition and measurement of assets and liabilities and determination of
result (hereinafter referred to as principles for recognition and measurement) of the separate financial statements of
SBM Offshore N.V. are the same as those applied for the consolidated financial statements. These principles also include the
classification and presentation of financial instruments, being equity instruments or financial liabilities. The consolidated
financial statements are prepared according to the standards set by the International Accounting Standards Board and
adopted by the European Union (referred to as EU-IFRS). Reference is made to the notes to the consolidated financial
statements (‘4.2.7 Accounting Principles’) for a description of these principles.

Investments in group companies, over which control is exercised, are stated on the basis of the net asset value. In the event
that 20% or more of the voting rights can be exercised, it may be assumed there is control.

Results on transactions, involving the transfer of assets and liabilities between SBM Offshore N.V. and its participating
interests or between participating interests themselves, are not incorporated insofar as they are deemed to be unrealized.

The Company recognized income tax expense for financial year 2023, to that extent tax related disclosures are included
whereby the comparative figures are reinstated. Taxation information, including deferred tax assets and income tax expense,
is presented in note 4.5.1.2 Deferred tax assets and 4.5.10 Income tax expense.

228 - SBM OFFSHORE ANNUAL REPORT 2023


4.5 NOTES TO THE COMPANY FINANCIAL STATEMENTS
4.5.1 FINANCIAL FIXED ASSETS
4.5.1.1 INVESTMENT IN GROUP COMPANIES
The movements in the item Investment in Group companies are as follows:

2023 2022
Investments net value at 1 January 3,299 2,582
Result of Group companies 529 479
Capital contributions 0 -
Capital repayments (137) (159)
Dividends received (9) (121)
Other changes1 25 520
Foreign currency variations (7) (2)
Movements 402 717
Investments net value at 31 December 3,701 3,299
1 Mainly relates to Cash flow hedges and transaction with non-controlling interests (please refer to note 4.2.4 'Company's Consolidated Statement of changes
in equity).

An overview of the information on principal subsidiary undertakings required under articles 2: 379 of the Dutch Civil Code is
given below. The subsidiaries of SBM Offshore N.V. are the following (all of which are 100% owned):
• SBM Offshore Holding B.V., Amsterdam, the Netherlands
• SBM Holding Inc. S.A., Marly, Switzerland
• SBM Holding Luxembourg S.à.r.l, Luxembourg, Luxembourg
• SBM Schiedam B.V., Rotterdam, the Netherlands
• SBM Holland B.V., Rotterdam, the Netherlands
• FPSO Capixaba Holding B.V., ’s-Gravenhage, the Netherlands

4.5.1.2 DEFERRED TAX ASSETS


SBM Offshore N.V. is head of a fiscal unity in which all Dutch entities are included, except for the entities that are held by
SBM Holding Inc. S.A. and the joint venture entities. For more details refer to note 4.4.3 General. The movement in deferred
tax assets is as follows:

2023 2022
Deferred tax at 1 January 3 3
Deferred tax effect on unrecognized tax losses for current year 2 -
Deferred tax effect on unrecognized tax losses in respect of prior year(s) (5) -
Foreign currency variations 0 -
Total movements (3) -
Deferred tax at 31 December - 3

As of year-end 2023 the Company has re-assessed its recoverability of the deferred tax asset of the fiscal unity and increased
the valuation allowance to cover the full deferred tax asset. As a result the net deferred tax asset recognized amounts to nil
(2022: US$3 million).

4.5.2 RECEIVABLES
31 December 2023 31 December 2022
Trade receivables 0 0
Amounts owed by Group companies 42 100
Other debtors 2 2
Total 44 102

SBM OFFSHORE ANNUAL REPORT 2023 - 229


4 FINANCIAL INFORMATION 2023
Other receivables fall due in less than one year. The fair value of the receivables reasonably approximates the book value,
due to their short-term character.

As at December 31, 2023, the Company has a receivable due from SBM Holding Inc. S.A. (the cash pool leader of
SBM Offshore group) amounting to US$42 million (2022: receivable amounting to US$100 million). The lending conditions
applied to the outstanding amounts between the cash pool leader and the Company are as follows:
• Fixed fee: The cash pool leader charges a handling fee of 0.075% (2022: 0.075%) to the Company; and
• Interest rate: Any receivable and payable balance that is outstanding for more than 90 days is subject to an interest rate of
3.00% (2022: 0.50%). Depending on whether it is a receivable or a payable balance, it will be either in favor of the
Company or in favor of the cash pool leader.

Intercompany receivable from group companies outside of the cash pool are free of interest. In respect of repayment, no
formal agreements have been made.

4.5.3 CASH AND CASH EQUIVALENTS


Cash and cash equivalents are at SBM Offshore N.V.’s free disposal.

4.5.4 SHAREHOLDERS’ EQUITY


The shareholders’ equity in the parent company financial statements equals the equity attributable to common shareholders
presented in the consolidated financial statements, except for legal and statutory reserves. The currency translation reserve,
cash flow hedging reserve, capitalized development expenditure and investees equity non-distributable reserve are legal
reserves that are required by Dutch law. Furthermore, on the statutory reserves, pursuant to the Company’s Articles of
Association, a ‘Protective Preference Shares‘ reserve is required to be maintained by the Company.

Legal reserve

31 December 2023 31 December 2022


Investees equity non-distributable 1,747 1,609
Capitalized development expenditure 142 109
Translation reserve (105) (102)
Cash flow hedges 268 244
Total 2,052 1,860

The ‘Investees equity non-distributable’ legal reserve relates mainly to non-distributable profits generated by the co-owned
entities (refer to note 4.3.29 Investment in Associates and Joint Ventures and 4.3.30 Information on Non-controlling Interests).
The agreed principle in the applicable shareholders’ agreements is that the shareholders shall procure that any available
reserves are distributable after paying any expenses due and taking into account co-owned entity and applicable legal
requirements. However, as unanimous decision of shareholders agreements in most of the co-owned entities is required to
distribute the profits generated, the equity of these entities is classified as a non-distributable reserve under Dutch
guidelines for financial reporting. On a regular basis, the Company ensures that dividends are approved by the partners and
distributed accordingly to the shareholders.

Legal reserve for investees equity non-distributable

2023 2022
Balance at 1 January 1,609 1,511
Movements in financial year 138 98
Balance at 31 December 1,747 1,609

230 - SBM OFFSHORE ANNUAL REPORT 2023


Legal reserve for capitalized development expenditure

2023 2022
Balance at 1 January 109 75
Additions 38 38
Amortization (5) (3)
Foreign currency variation 0 -
Other movements (0) -
Balance at 31 December 142 109

The legal reserve for ‘investees equity non-distributable‘ and ‘capitalized development expenditure‘ are formed by
withdrawal from the distributable retained earnings. In the event of depreciation or impairment, the capitalized development
expenditure will be reduced by adding it to the retained earnings reserves in the amount of the depreciation or impairment.

If either the currency translation reserve or the cash flow hedging reserve has a negative balance, distributions from the
retained earnings cannot be made to the Company’s shareholders equivalent to the amount of that negative balance.

Statutory reserve
The Management Board, with the approval of the Supervisory Board, has granted a call option to Stichting Continuïteit
SBM Offshore to acquire a number of preference shares. As of October 1, 2022, and with reference to articles 5.5 and 5.6 of
the Articles of Association of the Company, a ‘Protective Preference Shares‘ reserve amounting to US$26 million (2022: US$26
million) was created at the expense of the share premium reserve at the level of the Company. If and when Stichting
Continuiteït SBM Offshore would exercise the call option to acquire preference shares, these preference shares may also be
paid-up from the reserve of the Company. In addition to the legal reserves, distributions to the Company’s shareholders are
restricted to the amount of the statutory reserves.

Retained earnings
The ’Retained earnings’ also includes the ‘IFRS 2 share-based payments’ amounting to US$25 million (2022: US$21 million).
The ’IFRS 2 share-based payments’ granted but still unvested are non-distributable by nature.

The Company’s total equity, as at December 31, 2023, is US$3,733 million, out of which US$2,052 million relates to legal
reserves and US$26 million relates to the statutory reserves (December 31, 2022: Total equity of US$3,397 million, out of
which US$1,860 million relates to legal reserves and US$26 million relates to the statutory reserves). For more information on
the dividends on common shares, reference is made to note 4.3.12 Dividends paid and proposed.

For an explanation of the shareholders’ equity, reference is made to note 4.2.4 Consolidated Statement of Changes in Equity
and note 4.3.22 Equity Attributable to Shareholders.

PROPOSED APPROPRIATION OF RESULT


With the approval of the Supervisory Board, it is proposed that the result shown in SBM Offshore N.V. income statement be
appropriated as follows (in US$):

Appropriation of result

2023
Profit/(Loss) attributable to shareholders 491
In accordance with note 4.7.1 to be transferred to the 'Retained earnings' 491
At the disposal of the General Meeting -

It is proposed that US$150 million of retained earnings is distributed among the shareholders. Please refer to note 4.3.33
Events After End of Reporting Period.

SBM OFFSHORE ANNUAL REPORT 2023 - 231


4 FINANCIAL INFORMATION 2023

4.5.5 PROVISIONS
On June 21, 2022 the district court in Rotterdam delivered its decision in the case between the Company and the AFM
(Dutch Authority for the Financial Markets) relating to certain public disclosures made by the Company in the period from
2012-2014. The court has honored the position of the Company in relation to two disclosures and reduced the fine to US$1
million.

On August 1, 2022, the AFM filed an appeal with the Trade and Industry Appeals Tribunal (College van Beroep voor het
bedrijfsleven, CBB) against the Rotterdam District Court’s ruling in respect of alleged violations 1 and 2 (the principal
appeal). On January 5, 2023, SBM Offshore filed its response to the AFM‘s appeal and additionally, filed an appeal with the
Trade and Industry Appeals Tribunal against the Rotterdam District Court’s ruling in respect of alleged violations 3 and 4 (the
incidental appeal). On May 25, 2023, the AFM has filed its reply to SBM Offshore’s appeal. SBM Offshore is currently awaiting
the listing of the hearing, which SBM Offshore’s lawyers expect to happen during the 3rd quarter of 2024.

4.5.6 CURRENT LIABILITIES


31 December 2023 31 December 2022
Trade payables 0 0
Taxation and social security costs 0 0
Other liabilities 12 7
Total current liabilities 12 7

The other current liabilities fall due in less than one year. The fair value of other current liabilities approximates the book
value, due to their short-term character.

4.5.7 REVENUE
The revenue comprises of management fees charged to Group company Single Buoy Moorings Inc. S.A. which is the main
EPC contractor.

4.5.8 GENERAL AND ADMINISTRATIVE EXPENSES


2023 2022
Employee Benefits (25) (26)
Other costs (16) (7)
Total (41) (33)

The employee benefits include the Management Board remuneration, and recharge of other personnel costs at the
headquarters, as well as share-based payments for the entire Group. For further details on the Management Board
remuneration, reference is made to note 4.3.6 Employee Benefit Expenses.

The other costs include audit fees, legal, compliance, corporate governance and investor relation costs. For the audit fees
reference is made to note 4.3.32 Independent Auditor’s Fees and Services.

4.5.9 FINANCIAL INCOME AND EXPENSES


The financial income and expenses relate mainly to foreign currency results and interest charged to and by Group companies
to SBM Offshore N.V.

232 - SBM OFFSHORE ANNUAL REPORT 2023


4.5.10 INCOME TAX EXPENSE
The numerical reconciliation between the applicable and effective tax rate is as follows:

2023 2022
Result before tax of the Company for current year (35) (29)
Corporate income tax against applicable rate (25.8%) 9 8
Results allocated by the members to the Company for current year (2) (2)
Non-deductible costs (5) (5)
Adjustments in respect of prior year(s) (0) -
Profits from foreign operations (0) -
Deferred tax effect on unrecognized tax losses for current year (2) (1)
Deferred tax effect on unrecognized tax losses in respect of prior year(s) (3) -
Total corporate income tax (3) -
Effective corporate income tax rate (8%) 0%

The Company is the head of the fiscal unity for the Dutch corporate income tax (refer to 4.5.11 Commitments and
Contingencies), where the Company will bear the burden of the corporate income tax charge, based on the taxable income
of the fiscal unity, taking into account the losses available for set-off from the previous financial years, exempt profit
components and after the addition of non-deductible costs that are attributable to the Netherlands.

The applicable Dutch corporate income tax rate for taxable income up to EUR 200 thousand (2022: EUR 395 thousand) is
19% (2022: 15%) and 25.8% (2022: 25.8%) for profits that exceed EUR 200 thousand (2022: EUR 395 thousand). The effective
corporate income tax rate is -8% (2022: 0%).

4.5.11 COMMITMENTS AND CONTINGENCIES


COMPANY GUARANTEES
SBM Offshore N.V. has issued a limited number of parent company guarantees with respect to long-term lease/operate
contracts which have all been signed prior to 2010. Please refer to note 4.3.26 Commitments and Contingencies.

FISCAL UNITY
SBM Offshore N.V. is head of a fiscal unity in which all Dutch entities are included, except for the entities that are held by
SBM Holding Inc. S.A. and the joint venture entities. All tax liabilities and tax assets are transferred to the fiscal unity parent,
however all members of the fiscal unity can be held liable for all tax liabilities concerning the fiscal unity.

Corporate income tax is levied at the head of the fiscal unity, based on the fiscal results allocated by the members to
SBM Offshore N.V., taking into account an allocation of the benefits of the fiscal unity to the different members. The
settlement amount, if any, is equal to the corporate income tax charge included in the Company income statement.

4.5.12 DIRECTORS’ REMUNERATION


For further details on the Directors remuneration, reference is made to note 4.3.6 Employee Benefit Expenses of the
consolidated financial statements.

4.5.13 NUMBER OF EMPLOYEES


There were no employees during the year under review (2022: none).

4.5.14 INDEPENDENT AUDIT FEES


For the audit fees relating to the procedures applied to SBM Offshore N.V. and its consolidated group entities by accounting
firms and an external independent auditor, reference is made to note 4.3.32 Independent Auditor’s Fees and Services of the
consolidated financial statements.

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4 FINANCIAL INFORMATION 2023

4.5.15 EVENTS AFTER END OF REPORTING PERIOD


For information about the subsequent events, reference is made to section 4.3.33 Events After End of Reporting Period of
the notes to the consolidated financial statements.

Schiphol, the Netherlands


February 28, 2024

Management Board
Bruno Chabas, Chief Executive Officer
Øivind Tangen, Chief Operating Officer
Douglas Wood, Chief Financial Officer

Supervisory Board
Roeland Baan, Chair
Bernard Bajolet, Vice-Chair
Ingelise Arntsen
Allard Castelein
Hilary Mercer
Jaap van Wiechen

234 - SBM OFFSHORE ANNUAL REPORT 2023


4.6 INDEPENDENT AUDITOR’S REPORT
To: the general meeting and the supervisory board of SBM Offshore N.V.

Report on the audit of the financial statements 2023

Our opinion
In our opinion:
• the consolidated financial statements of SBM Offshore N.V. together with its subsidiaries (‘the Group’) give a true and fair
view of the financial position of the Group as at 31 December 2023 and of its result and cash flows for the year then ended
in accordance with International Financial Reporting Standards as adopted in the European Union (‘EU-IFRS’) and with Part
9 of Book 2 of the Dutch Civil Code;
• the company financial statements of SBM Offshore N.V. (‘the Company’) give a true and fair view of the financial position of
the Company as at 31 December 2023 and of its result for the year then ended in accordance with Part 9 of Book 2 of the
Dutch Civil Code.

What we have audited


We have audited the accompanying financial statements 2023 of SBM Offshore N.V., Amsterdam as included in sections 4.2
up to and including 4.5 of the annual report. The financial statements comprise the consolidated financial statements of the
Group and the company financial statements.
The consolidated financial statements comprise:
• the consolidated statement of financial position as at 31 December 2023;
• the following statements for 2023: the consolidated income statement, the consolidated statement of comprehensive
income, the consolidated statement of changes in equity, the consolidated cash flow statement; and
• the notes to the consolidated financial statements, including material accounting policy information and other explanatory
information.
The company financial statements comprise:
• the Company balance sheet as at 31 December 2023;
• the Company income statement for the year then ended; and
• the notes, comprising the accounting policies applied and other explanatory information.
The financial reporting framework applied in the preparation of the financial statements is EU-IFRS and the relevant
provisions of Part 9 of Book 2 of the Dutch Civil Code for the consolidated financial statements and Part 9 of Book 2 of the
Dutch Civil Code for the company financial statements.

The basis for our opinion


We conducted our audit in accordance with Dutch law, including the Dutch Standards on Auditing. We have further
described our responsibilities under those standards in the section ‘Our responsibilities for the audit of the financial
statements’ of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence
We are independent of SBM Offshore N.V. in accordance with the European Union Regulation on specific requirements
regarding statutory audit of public-interest entities, the ‘Wet toezicht accountantsorganisaties’ (Wta, Audit firms supervision
act), the ‘Verordening inzake de onafhankelijkheid van accountants bij assuranceopdrachten’ (ViO, Code of Ethics for
Professional Accountants, a regulation with respect to independence) and other relevant independence regulations in the
Netherlands. Furthermore, we have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA, Dutch
Code of Ethics).

Our audit approach


We designed our audit procedures with respect to the key audit matters, fraud and going concern, and the matters resulting
from that, in the context of our audit of the financial statements as a whole and in forming our opinion thereon. The
information in support of our opinion, such as our findings and observations related to individual key audit matters, the audit
approach fraud risks and the audit approach going concern was addressed in this context, and we do not provide separate
opinions or conclusions on these matters.
Overview and context
SBM Offshore N.V. serves the offshore oil and gas industry where the main activity is to design, supply, install, operate and
maintain Floating Production, Storage and Offloading (FPSO) vessels. This includes the construction and the leasing and
operating of large and complex FPSOs. The Group is comprised of several components and, therefore, we considered our

SBM OFFSHORE ANNUAL REPORT 2023 - 235


4 FINANCIAL INFORMATION 2023

group audit scope and approach as set out in the section ‘The scope of our group audit’. We paid specific attention to the
areas of focus driven by the operations of the Group, as set out below.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial
statements. In particular, we considered where the management board made important judgements, for example, in respect
of significant accounting estimates that involved making assumptions and considering future events that are inherently
uncertain. In these considerations, we paid attention to, amongst others, the assumptions underlying the physical and
transition impacts of climate-related risks.
In paragraph 4.2.7 of the financial statements, the Company describes the areas of judgement in applying accounting
policies and the key sources of estimation uncertainty. Given the significant judgements, estimation of uncertainty and the
related higher inherent risks of material misstatement in construction contracts, we considered these matters as a key audit
matter as set out in the section ‘Key audit matters’ of this report.
In paragraph 4.3.10 and 4.3.17 of the financial statements, the Company described the expected impact on the fiscal
position of the GloBE Pillar Two model rules and the business re-alignment on deferred taxes. Given the complexity and
nature of the agreement with the Swiss tax authorities, in relation to the business re-alignment, significant judgements,
estimation of uncertainty and the related higher inherent risks of material misstatement, we considered these matters as a
key audit matter as set out in the section ‘Key audit matters’ of this report.
SBM Offshore N.V. assessed the possible effects of climate change and its plans to meet the emissionZERO® commitments
on its financial position. In paragraph 1.4.2 and 1.4.3 of the annual report and 4.3.27 of the consolidated financial statements,
the management board reflects on climate-related risks and opportunities. The management board concluded that based
on their reasonable and supportable information available to date and the outcome of risk assessments, the Company did
not identify any circumstances which had an impact on impairment of non-financial assets, provisions or contingent liabilities
and assets as of 31 December 2023. It is the management board’s assessment that the climate related risks will however
remain key points of attention for areas such as impairment testing, estimation of remaining useful life, expected credit
losses and provisions. As part of our audit procedures, we discussed management board’s climate change scenarios and
governance thereof and evaluated the potential impact on the financial position. During the audit we involved our
sustainability specialists to assess the climate-related risks. Based on our discussions and evaluation as described above, we
had no indication that climate change is a key audit matter or that it impacted our key audit matters.
Other areas of focus, that were not considered as key audit matters, were the valuation of finance lease receivables and
segment reporting disclosure. There were also internal control matters identified relating to the IT environment and IT
migration to the new ERP system (‘IFS’) that required additional audit effort, but these were not considered key audit
matters.
We ensured that the audit teams at both group and component level included the appropriate skills and competences which
are needed for the audit of a Company providing floating production solutions to the offshore energy industry over the full
product lifecycle. We included members with relevant industry expertise and specialists in the areas of IT, corporate income
tax, valuation, sustainability and employee benefits in our audit team. We also involved forensic specialists in our assessment
of fraud risk factors.
The outline of our audit approach was as follows:

Materiality
Materiality • Overall materiality: US$30 million
Audit scope
• We conducted audit work in four locations on four components.
Audit Scope • We conducted the group audit from the Netherlands and Portugal. Site visits were
conducted in three countries – Monaco, Portugal and Switzerland.
• Audit coverage: 100% of consolidated revenue, 99% of consolidated total assets and
94% of consolidated profit before tax.
Key audit
matters
Key audit matters
• Estimates and judgements in construction contracts.
• Impact of business re-alignment on deferred taxes and future impact of Pillar Two.

Materiality
The scope of our audit was influenced by the application of materiality, which is further explained in the section ‘Our
responsibilities for the audit of the financial statements’.
Based on our professional judgement we determined certain quantitative thresholds for materiality, including the overall
materiality for the financial statements as a whole as set out in the table below. These, together with qualitative
considerations, helped us to determine the nature, timing and extent of our audit procedures on the individual financial
statement line items and disclosures and to evaluate the effect of identified misstatements, both individually and in
aggregate, on the financial statements as a whole and on our opinion.

236 - SBM OFFSHORE ANNUAL REPORT 2023


Overall group materiality US$30 million (2022: US$30 million).
Basis for determining We used our professional judgement to determine overall materiality. As a basis for our
materiality judgement, we used 5% of profit before income tax.
Rationale for benchmark We used this benchmark and the rule of thumb (%), based on our analysis of the common
applied information needs of the users of the financial statements, including factors such as the
headroom on covenants and the financial position of the Group. On this basis, we believe that
profit before tax is an important metric for the financial performance of the Group.
Component materiality Based on our judgement, we allocate materiality to each component in our audit scope that is
less than our overall group materiality. The range of materiality allocated across components was
between US$21 million and US$27 million.
We also take misstatements and/or possible misstatements into account that, in our judgement, are material for qualitative
reasons.
We agreed with the supervisory board that we would report to them any misstatement identified during our audit above
US$10 million (2022: US$10 million) for balance sheet reclassifications and US$3.0 million for profit before tax impact (2022:
US$3.0 million) as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.

The scope of our group audit


SBM Offshore N.V. is the parent company of a group of entities. The financial information of this group is included in the
consolidated financial statements of SBM Offshore N.V.
We tailored the scope of our audit to ensure that we, in aggregate, performed sufficient work on the financial statements to
enable us to provide an opinion on the financial statements as a whole, taking into account the management structure of the
Group, the nature of operations of its components, the accounting processes and controls, and the markets in which the
components of the Group operate. In establishing the overall group audit strategy and plan, we determined the type of work
required to be performed at component level by the group engagement team and by each component auditor.
The group audit is focused on two components in Monaco (Turnkey as well as Operations) and the treasury department in
Marly, Switzerland. Additionally, the Group Corporate Departments located in Amsterdam, the Netherlands and Porto,
Portugal, were part of the group scope. During 2023, the management performed restructuring of the Group Corporate
Department. As part of the restructuring process, SBM Offshore N.V. created a corporate and business solutions center
(“CBSC”) in Porto, Portugal, where a number of significant Group Corporate functions were transferred from Amsterdam, the
Netherlands, to the new location. From the management board’s perspective, the split did not impact the reporting structure
process and therefore, CBSC is part of the Group Corporate function and not considered to be a separate component.
The Turnkey as well as Operations components in Monaco were subject to audits of their complete financial information as
those components are individually financially significant to the Group.
The processes and financial statement line items managed by the treasury department in Marly, Switzerland, were subject to
specified audit procedures
The group engagement team performed audit work on specified balances to achieve appropriate coverage on financial line
items in the consolidated financial statements.
In total, in performing these procedures, we achieved the following coverage on the financial line items:

None of the remaining components represented more than 1% of total group revenue or total group assets. For those
remaining components we performed, among other things, analytical procedures to corroborate our assessment that there
were no significant risks of material misstatements within those components.
For the components in Monaco and the treasury department in Marly, Switzerland, we used component auditors who are
familiar with the local laws and regulations to perform the audit work. The audit was performed both remotely and at client
offices. For the key meetings and audit procedures both the group and component engagement teams visited the client
offices. For remote audit procedures we used video conferencing and digital sharing of screens and documents.
Where component auditors performed the work, we determined the level of involvement we needed to have in their work to
be able to conclude whether we had obtained sufficient and appropriate audit evidence as a basis for our opinion on the
consolidated financial statements as a whole.
We issued instructions to the component audit teams in our audit scope. These instructions included amongst others our risk
analysis, materiality, and the scope of the work. We explained to the component audit teams the structure of the Group, the
main developments that were relevant for the component auditors, the risks identified, the materiality levels to be applied
and our global audit approach. We had individual calls with each of the in-scope component audit teams both during the
year and upon conclusion of their work. During these calls, we discussed the significant accounting and audit issues
identified by the component auditors, their reports, the findings of their procedures and other matters, that could be of
relevance for the consolidated financial statements.

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4 FINANCIAL INFORMATION 2023
The group engagement team visited both the Turnkey as well as Operations components in Monaco given the importance
of these components for the consolidated financial statements as a whole and judgements involved in the estimates in
construction contracts (refer to the respective key audit matter). For the components in Monaco, we reviewed selected
working papers of the respective component auditors. Additionally, the group engagement team also visited the treasury
department in Marly, Switzerland, and reviewed selected working papers of the component auditor.
The audit work on the Group Corporate Departments was performed by the group engagement team. In addition to the
work on the Group Corporate Departments component, the group engagement team performed the audit work on the
group consolidation, financial statement disclosures and a number of complex accounting matters at the headquarters.
These included impairment assessments, accounting implication assessments of new contracts, share-based payments, taxes
including deferred taxes and uncertain tax provisions and directional reporting as part of the segment reporting disclosures.
By performing the procedures outlined above at the components, combined with additional procedures exercised at group
level, we have been able to obtain sufficient and appropriate audit evidence on the Group’s financial information, to provide
a basis for our opinion on the financial statements.

Audit approach fraud risks


We identified and assessed the risks of material misstatements of the financial statements due to fraud. During our audit we
obtained an understanding of SBM Offshore N.V. and its environment and the components of the system of internal control.
This included the management board’s risk assessment process, the management board’s process for responding to the risks
of fraud and monitoring the internal control system and how the supervisory board exercised oversight, as well as the
outcomes.
We evaluated the design and relevant aspects of the system of internal control and in particular the fraud risks assessment,
as well as among others the code of conduct, whistle blower procedures and incident registration. We evaluated the design
and the implementation and, where considered appropriate, tested the operating effectiveness of internal controls designed
to mitigate fraud risks.
We asked members of the management board and the supervisory board whether they are aware of any actual or suspected
fraud.
As part of our process of identifying fraud risks, we, in co-operation with our forensic specialists, evaluated fraud risk factors
with respect to financial reporting fraud, misappropriation of assets and bribery and corruption. We evaluated whether these
factors indicate that a risk of material misstatement due to fraud is present.

We identified the following fraud risks and performed the following specific procedures:

Identified fraud risks Our audit work and observations


Management override of controls
Management is in a unique position to perpetrate Where relevant to our audit, we evaluated the design of the internal
fraud because of management’s ability to manipulate control measures that are intended to mitigate the risk of
accounting records and prepare fraudulent financial management override of controls and assessed the effectiveness of
statements by overriding controls that otherwise the measures in the processes generating journal entries, making
appear to be operating effectively. That is why, in all estimates, and monitoring projects. We also paid specific attention
our audits, we pay attention to the risk of management to the access safeguards in the IT system and the possibility that
override of controls in: these lead to violations of the segregation of duties.
• Journal entries and other adjustments made in the
preparation of the financial statements. We performed journal entry testing procedures on the following
• Estimates. criteria: unexpected account combinations, unusual words, unusual
• Significant transactions, if any, outside the normal times and unexpected users. In addition, we also tested manual
course of business for the Company. consolidation adjustments.

With regard to management’s accounting estimates, we evaluated


key estimates and judgements for bias, including retrospective
reviews of prior year’s estimates. We performed substantive audit
procedures for the estimates in revenue and construction contracts
and deferred taxes. Please refer to key audit matters, sections “Key
audit matters “Estimates and judgements in construction
contracts”, and “Impact of business re-alignment on deferred taxes
and future impact of Pillar Two”.

No significant transactions and neither an indication, outside of the


normal course of business, were identified as part of our audit work.

Our audit procedures did not lead to specific indications of fraud or


suspicions of fraud with respect to management override of
controls.

238 - SBM OFFSHORE ANNUAL REPORT 2023


Identified fraud risks Our audit work and observations
Risk of fraud in revenue recognition – construction
contracts
Given the listed status of SBM Offshore N.V., the Where relevant to our audit, we assessed the design of the internal
significant shareholdings of management in SBM control measures and the effectiveness of these measures in the
Offshore N.V. as a result of share-based payment plans processes for recording costs and revenues relating to construction
and financial targets for management, the complex contracts. This includes project forecasting, measurement of the
nature of the Company’s construction contracts and the progress towards complete satisfaction of the performance
significant judgements and estimates, revenue obligation to determine the timing of revenue recognition and the
recognition of construction contracts was particularly Company’s internal project reviews. We concluded that we, in the
subject to the risk of a material misstatement due to context of our audit, could rely on the internal control procedures
fraud. relevant to this risk.

The determination of the turnkey segment result based With respect to the satisfaction of the performance obligations over
on over time recognition requires significant time and the cut-off and accuracy for individual projects under
judgement and management could use this estimate construction, we examined, discussed, and challenged project
to manipulate the figures to shift between year(s). Due documentation on the status, progress, and forecasts with
to this, we deem the risk significant for the cut-off and management and legal, finance and technical staff of the Company.
accuracy assertion for revenue. We evaluated and substantiated the outcome of these discussions
by examining modifications of contracts, where applicable, such as
claims and variation orders between the Company, subcontractors
and clients and responses thereto.

In addition, we performed substantive procedures such as a


detailed evaluation of forecasts and ongoing assessment of
management’s judgement on issues, evaluation of budget variances
and obtaining corroborating evidence, evaluation of project
contingencies and milestones and recalculation of the progress
towards complete satisfaction of the performance obligation.
Furthermore, we evaluated whether there were indications of
possible management bias and were alert for any contradictory
information.

We performed audit procedures with respect to significant


judgements and accounting estimates. Please refer to section “Key
audit matters” for further details.

At the end of the year, we conducted specific substantive audit


procedures regarding the cut-off of construction contracts to
determine whether there were any shifts in results per individual
project and/or between the current and next financial year.

Finally, we performed journal entry testing procedures focussed on


unexpected account combinations.

Our audit procedures did not lead to specific indications of fraud or


suspicions of fraud with respect to revenue recognition –
construction contracts.

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Identified fraud risks Our audit work and observations


Risk of fraud in revenue recognition – lease and
operate
The lease and operate revenues are well predictable, Where relevant to our audit, we assessed the design of the internal
as a significant part is earned based on agreed specific control measures and the effectiveness of these measures in the
day-rates per vessel and periodic operating fees. processes for recording costs and revenues relating to the lease
However, the contracts can include specific conditions and operate contracts. This includes gaining an understanding of
for maluses that, when these occur, may have a the underlying contracts, malus arrangements and key performance
negative revenue impact for the specific contracts. indicators like up- and downtime to determine the possible impact
When such a condition is not recognised, revenue may on the revenue recognition. We concluded that we, in the context
be overstated. of our audit, could rely on the internal control procedures relevant
to this risk.
We consider accuracy, existence, and occurrence as
assertions relevant for the risk of fraud in revenue With respect to the satisfaction of the performance obligations for
recognition for lease & operate revenues. individual contracts, we examined, discussed, and challenged SBM
Offshore N.V. on the recognition of maluses with management and
legal, finance, and technical staff of the Company. We evaluated
and substantiated the outcome of these discussions by examining
the completeness of recognized claims and maluses by the
Company and responses thereto, performing substantive
procedures such as obtaining corroborating or contradictory
evidence, evaluation of vessel reports. In addition, as part of our
substantive audit procedures we evaluated whether there were
indications of possible management bias.

Finally, we performed journal entry testing procedures focussed on


unexpected account combinations.

Our audit procedures did not lead to specific indications of fraud or


suspicions of fraud with respect to revenue recognition – lease and
operate.

Risk of bribery and corruption


The Company operates in countries with a higher risk Where relevant to our audit, we assessed the design and
of bribery and corruption based on the Corruption effectiveness of the internal control measures with respect to
Perception Index of Transparency International. contracts with clients and third party vendors, including agents. We
Therefore, we determined this a fraud risk due to the concluded that we, in the context of our audit, could rely on the
risk of bribery and corruption. internal control procedures relevant to this risk.

We held various meetings with management and other


SBM Offshore N.V. staff to discuss the risk of bribery and corruption.
Amongst others we spoke to the group general counsel, group
internal audit director, CFO, COO and CEO. We assessed that no
new contracts with agents have been agreed in 2023.

In addition, and amongst others we performed the following


procedures:
• Where applicable, we evaluated minutes of meetings held to
identify potential transactions with agents and by agents
themselves;
• Evaluated internal audit reports and internal reporting’s to the
audit committee;
• Reviewed whistle blower notifications and follow up procedures
by management.

Finally, we selected journal entries based on specific risk criteria and


performed substantive audit procedures.

Our audit procedures did not lead to specific indications of fraud or


suspicions of fraud with respect to the risk of bribery and
corruption.

240 - SBM OFFSHORE ANNUAL REPORT 2023


We reviewed lawyer’s letters, and we incorporated an element of unpredictability in our audit. During the audit, we remained
alert to indications of fraud. Furthermore, we considered the outcome of our other audit procedures and evaluated whether
any findings were indicative of fraud or non-compliance with laws and regulations.

Audit approach going concern


As disclosed in paragraph 4.3.27 in the financial statements, the management board performed their assessment of the
Company’s ability to continue as a going concern for at least 12 months from the date of preparation of the financial
statements and has not identified events or conditions that may cast significant doubt on the Company’s ability to continue
as a going concern (hereafter: going concern risks).
Our procedures to evaluate the management board’s going concern assessment included, amongst others:
• considering whether management board’s going concern assessment included all relevant information of which we were
aware as a result of our audit and inquiring with management regarding management’s most important assumptions
underlying its going concern assessment;
• evaluating the management board’s current operating plan including cash flows for at least 12 months from the date of
preparation of the financial statements, taking into account current developments in the industry and all relevant
information of which we were aware as a result of our audit;
• analysing whether the current and the required financing has been secured to enable the continuation of the entirety of
the Company’s operations, including compliance with relevant covenants;
• performing inquiries of the management board as to its knowledge of going concern risks beyond the period of the
management’s assessment.
Our procedures did not result in outcomes contrary to management board’s assumptions and judgements used in the
application of the going concern assumption.

SBM OFFSHORE ANNUAL REPORT 2023 - 241


4 FINANCIAL INFORMATION 2023
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the
financial statements. We have communicated the key audit matters to the supervisory board. The key audit matters are not a
comprehensive reflection of all matters identified by our audit and that we discussed. In this section, we described the key
audit matters and included a summary of the audit procedures we performed on those matters.

Key audit matter Our audit work and observations


Estimates and judgements in construction contracts
Note 4.2.7 and 4.3.3 to the consolidated financial statements
The accounting for contracts with customers under IFRS 15 We reviewed management’s assessment in respect to
‘Revenue from contracts with customers’ is complex and method of revenue recognition as either point in time or over
dependent on the specific arrangements between the Group time.
and its clients as agreed upon in the contracts.
We performed look-back procedures as part of our risk
Management performed a contract analysis on a case-by- assessment by comparing the estimates included in the
case basis to determine the applicable accounting and current projects with past projects of similar nature and
revenue recognition. Significant judgement is exercised on previous estimates of the same project, as this provides
the following main elements: insight in the ability of management to provide reliable
• identifying the performance obligations and determining estimates. The outcome of these look-back procedures
whether they are distinct; confirmed our understanding and risk assessment related to
• the method of revenue recognition as either point in time project estimates.
or over time;
• contract modifications and variable consideration, are We gained an understanding of processes, evaluated and
complex and subjective. tested the relevant controls the Group designed and
implemented within its process to record costs and revenues
Based on our risk assessment, the most critical and relating to construction contracts. Our procedures included
judgmental estimates to determine satisfaction of the project forecasting, measurement of the progress towards
performance obligations over time are: complete satisfaction of the performance obligation to
• the estimates of the costs to complete the project; determine the timing of revenue recognition and the Group’s
• the measurement of progress towards complete internal project reviews. We found that we, in the context of
satisfaction of the performance obligation; our audit, could rely on these internal control procedure.
• assessment of risks and contingencies that a project is or
could be facing. With respect to the satisfaction of the performance
obligations over time we examined project documentation
During 2023, the Group continued to face global on the status, progress, and forecasts of projects under
macroeconomic turmoil and operational challenges. These construction and discussed and challenged those with
include price inflation of materials and services and supplier management, finance, and technical staff of the Group. We
capacity constraints. The degree to which these challenges evaluated and substantiated the outcome of these
influenced the cost to complete varied from project to discussions by examining modifications of contracts, where
project and can be significant. applicable, such as claims and variation orders between the
Group, subcontractors and clients and responses thereto. In
Given the magnitude of the amounts involved (US$3.4 billion addition, we performed procedures such as a detailed
of turnkey revenue and US$7.1 billion of contract assets), the evaluation of forecasts and ongoing assessment of
complex nature of the Company’s construction contracts and management’s judgement on issues, evaluation of budget
the significant judgements and estimates, these areas were variances and obtaining corroborating or contradictory
particularly subject to the significant risk of misstatement evidence, evaluation of project contingencies and milestones
related to either error or fraud. Based on the above and recalculation of the progress towards complete
considerations we considered this area to be a key audit satisfaction of the performance obligation. In addition, as
matter. part of our substantive audit procedures we evaluated
whether there were indications of possible management bias.

Our audit procedures did not indicate material findings with


respect to the estimates and judgements in construction
contracts.

242 - SBM OFFSHORE ANNUAL REPORT 2023


Key audit matter Our audit work and observations
Impact of business re-alignment on deferred taxes and
future impact of Pillar Two
Note 4.3.10 and 4.3.17 to the consolidated financial
statements
The SBM Offshore group is within the scope of the OECD Management provided us with an extensive impact
Pillar Two model rules. As part of various business assessment consisting of multiple memos prepared by
developments, including the effects of Pillar Two, the experts on the anticipated impact of the OECD Pillar Two
Company initiated a business re-alignment under the existing rules and the business re-alignment under the existing Swiss
Swiss tax regime, applicable to Swiss companies. The re- tax regime, applicable to Swiss companies, resulting in a
alignment resulted in the recognition of a deferred tax asset deferred tax asset relating to tax goodwill.
for a gross amount of US$ 2.2 billion in relation to a tax
goodwill in Switzerland (see note 4.3.17 Deferred Tax Assets We obtained all relevant legal and tax documents, such as
and Liabilities). This notably has a positive impact on the the agreement with Swiss tax authorities, and assessed these
Company in respect of Pillar Two based on the implementing as a basis for the business re-alignment.
measures as they currently stand (see Note 4.3.10 Income tax
expense).
We involved our tax specialists in the Netherlands and
Switzerland to evaluate and test management's overall
Given the complexity and nature of the agreement with Swiss assessment. This involved the evaluation of the positions
tax authorities in relation to the business re-alignment, taken by management and management’s experts on
management performed an extensive assessment, involved corporate tax, the underlying calculations, the agreement
management’s experts and developed a model regarding the with Swiss tax authorities and related disclosures. We
impact on the existing tax strategy. Amongst others, challenged management on their assumptions used and
management applied significant judgement in determining estimates included in their assessment.
the forecasted taxable profits.
In respect to the management’s experts, we performed the
The Company determined that an amount of approximately following work:
US$ 2.0 billion of the deferred tax asset could possibly be • Evaluated the competence, capabilities and objectivity of
unrecoverable which is driven by two main factors. One is the those experts;
assessment of profitability and commercial uncertainties (i.e. • Obtained an understanding of the work performed by
future awards) impacting future profits. The other factor is the management’s experts;
uncertainty of recovering this tax asset in future years in light • Evaluated the appropriateness of the work of
of applicable enacted Swiss tax regulations. The Company management’s experts.
determined the expected value of the uncertainty based on a
range of possible outcomes. As a result, the Company as of
December 31, 2023, recognized a deferred tax asset related We examined the modelling used by management to
to the tax goodwill in Switzerland net of US$ 141 million in determine the deferred tax asset by jurisdiction and assessed
accordance with IAS 12 and IFRIC 23. the recoverability through agreeing the forecasted taxable
profits with approved business plans per Swiss company. We
assessed whether the underlying trends and assumptions in
Pillar Two legislation was enacted in the Netherlands, the the forecasts used were consistent with those used in the
jurisdiction in which the Company is incorporated and will approved budgets and found no inconsistencies. We have
come into effect from 1 January 2024. The OECD Pillar Two challenged the underlying assumptions and forecasted
model rules are complex and the implementation in several revenues, ascertained inclusion of all required elements in the
jurisdictions is still uncertain. forecast and reconciled the taxable profits based on the
applicable tax rules in Switzerland.
Since the Pillar Two legislation was not effective at the
reporting date, there is no current tax impact in 2023. The We challenged management and the audit committee about
Company included the expected impact of the Pillar Two the impact of the tax re-alignment on the implementation,
legislation in the Note 4.3.10 Income tax expense. and, how this relates to the spirit of the Pillar Two reform.

Based on the magnitude of the amounts involved, With the procedures performed above, we determined that
complexity, nature, and tax consequences including on Pillar the methodologies and assumptions used by the group to
Two, the re-alignment of the agreement with Swiss tax assess recoverability of the deferred tax asset related to tax
authorities, the significant judgements and estimates, these goodwill as at 31 December 2023 were within a reasonable
areas were particularly subject to the significant risk of range of outcomes. In addition, we considered the
material misstatement. Based on the above considerations disclosures in respect of Pillar Two legislation, the deferred
we considered this area to be a key audit matter. tax asset on goodwill and the expected implications to the
Company, as sufficient.

SBM OFFSHORE ANNUAL REPORT 2023 - 243


4 FINANCIAL INFORMATION 2023
Report on the other information included in the annual report
The annual report contains other information. This includes all information in the annual report in addition to the financial
statements and our auditor’s report thereon.
Based on the procedures performed as set out below, we conclude that the other information:
• is consistent with the financial statements and does not contain material misstatements; and
• contains all the information regarding the directors’ report and the other information that is required by Part 9 of Book 2
and regarding the remuneration report required by the sections 2:135b and 2:145 subsection 2 of the Dutch Civil Code.
We have read the other information. Based on our knowledge and the understanding obtained in our audit of the financial
statements or otherwise, we have considered whether the other information contains material misstatements.
By performing our procedures, we comply with the requirements of Part 9 of Book 2 and section 2:135b subsection 7 of the
Dutch Civil Code and the Dutch Standard 720. The scope of such procedures was substantially less than the scope of those
procedures performed in our audit of the financial statements.
The management board is responsible for the preparation of the other information, including the directors’ report and the
other information in accordance with Part 9 of Book 2 of the Dutch Civil Code. The management board and the supervisory
board are responsible for ensuring that the remuneration report is drawn up and published in accordance with sections
2:135b and 2:145 subsection 2 of the Dutch Civil Code.

Report on other legal and regulatory requirements and ESEF


Our appointment
We were nominated as auditors of SBM Offshore N.V. on 13 November 2013 by the Supervisory Board and appointed
through the passing of a resolution by the shareholders at the annual meeting held on 17 April 2014. Our appointment has
been renewed on 7 April 2021 for a period of three years by the shareholders. Our appointment represents a total period of
uninterrupted engagement of ten years.
European Single Electronic Format (ESEF)
SBM Offshore N.V. has prepared the annual report, including the financial statements, in ESEF. The requirements for this are
set out in the Delegated Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a
single electronic reporting format (hereinafter: the RTS on ESEF).
In our opinion, the annual report prepared in XHTML format, including the marked-up consolidated financial statements, as
included in the reporting package by SBM Offshore N.V., complies in all material respects with the RTS on ESEF.
The management board is responsible for preparing the annual report, including the financial statements, in accordance with
the RTS on ESEF, whereby the management board combines the various components into a single reporting package.
Our responsibility is to obtain reasonable assurance for our opinion whether the annual report in this reporting package
complies with the RTS on ESEF.
We performed our examination in accordance with Dutch law, including Dutch Standard 3950N ‘Assuranceopdrachten inzake
het voldoen aan de criteria voor het opstellen van een digitaal verantwoordingsdocument’ (assurance engagements relating
to compliance with criteria for digital reporting).
Our examination included amongst others:
• Obtaining an understanding of the Company’s financial reporting process, including the preparation of the reporting
package.
• Identifying and assessing the risks that the annual report does not comply in all material respects with the RTS on ESEF
and designing and performing further assurance procedures responsive to those risks to provide a basis for our opinion,
including:
◦ obtaining the reporting package and performing validations to determine whether the reporting package containing the
Inline XBRL instance document and the XBRL extension taxonomy files have been prepared in accordance with the
technical specifications as included in the RTS on ESEF;
◦ examining the information related to the consolidated financial statements in the reporting package to determine
whether all required mark-ups have been applied and whether these are in accordance with the RTS on ESEF.
No prohibited non-audit services
To the best of our knowledge and belief, we have not provided prohibited non-audit services as referred to in article 5(1) of
the European Regulation on specific requirements regarding statutory audit of public-interest entities.
Services rendered
The services, in addition to the audit, that we have provided to the Company or its controlled entities, for the period to
which our statutory audit relates, are disclosed in note 4.3.32 to the financial statements.

244 - SBM OFFSHORE ANNUAL REPORT 2023


Responsibilities for the financial statements and the audit
Responsibilities of the management board and the supervisory board for the financial statements
The management board is responsible for:
• the preparation and fair presentation of the financial statements in accordance with EU-IFRS and Part 9 of Book 2 of the
Dutch Civil Code; and for
• such internal control as the management board determines is necessary to enable the preparation of the financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the management board is responsible for assessing the Company’s ability to continue
as a going concern. Based on the financial reporting frameworks mentioned, the management board should prepare the
financial statements using the going-concern basis of accounting unless the management board either intends to liquidate
the Company or to cease operations or has no realistic alternative but to do so. The management board should disclose in
the financial statements any event and circumstances that may cast significant doubt on the Company’s ability to continue as
a going concern.
The supervisory board is responsible for overseeing the Company’s financial reporting process.

Our responsibilities for the audit of the financial statements


Our responsibility is to plan and perform an audit engagement in a manner that allows us to obtain sufficient and
appropriate audit evidence to provide a basis for our opinion. Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from material misstatement, whether due to fraud or error and to issue
an auditor’s report that includes our opinion. Reasonable assurance is a high but not absolute level of assurance and is not a
guarantee that an audit conducted in accordance with the Dutch Standards on Auditing will always detect a material
misstatement when it exists. Misstatements may arise due to fraud or error. They are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the
financial statements.
Materiality affects the nature, timing and extent of our audit procedures and the evaluation of the effect of identified
misstatements on our opinion.
A more detailed description of our responsibilities is set out in the appendix to our report.

Rotterdam, 28 February 2024


PricewaterhouseCoopers Accountants N.V.

A.A. Meijer RA

SBM OFFSHORE ANNUAL REPORT 2023 - 245


4 FINANCIAL INFORMATION 2023

Appendix to our auditor’s report on the financial statements 2023 of SBM Offshore N.V.
In addition to what is included in our auditor’s report, we have further set out in this appendix our responsibilities for the
audit of the financial statements and explained what an audit involves.
The auditor’s responsibilities for the audit of the financial statements
We have exercised professional judgement and have maintained professional scepticism throughout the audit in accordance
with Dutch Standards on Auditing, ethical requirements and independence requirements. Our audit consisted, among other
things of the following:

• Identifying and assessing the risks of material misstatement of the financial statements, whether due to fraud or error,
designing and performing audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations,
or the intentional override of internal control.
• Obtaining an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s
internal control.
• Evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the management board.
• Concluding on the appropriateness of the management board’s use of the going-concern basis of accounting, and based
on the audit evidence obtained, concluding whether a material uncertainty exists related to events and/or conditions that
may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial
statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report and are made in the context of our opinion on the financial statements as a
whole. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluating the overall presentation, structure and content of the financial statements, including the disclosures, and
evaluating whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
Considering our ultimate responsibility for the opinion on the consolidated financial statements, we are responsible for the
direction, supervision and performance of the group audit. In this context, we have determined the nature and extent of the
audit procedures for components of the Group to ensure that we performed enough work to be able to give an opinion on
the financial statements as a whole. Determining factors are the geographic structure of the Group, the significance and/or
risk profile of group entities or activities, the accounting processes and controls, and the industry in which the Group
operates. On this basis, we selected group entities for which an audit or review of financial information or specific balances
was considered necessary.
We communicate with the supervisory board regarding, among other matters, the planned scope and timing of the audit
and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. In this
respect, we also issue an additional report to the audit committee in accordance with article 11 of the EU Regulation on
specific requirements regarding statutory audit of public-interest entities. The information included in this additional report is
consistent with our audit opinion in this auditor’s report.
We provide the supervisory board with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, related actions taken to eliminate threats or safeguards applied.
From the matters communicated with the supervisory board, we determine those matters that were of most significance in
the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters
in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.

246 - SBM OFFSHORE ANNUAL REPORT 2023


4.7 OTHER INFORMATION
4.7.1 APPROPRIATION OF RESULT
ARTICLES OF ASSOCIATION GOVERNING PROFIT APPROPRIATION
With regard to the appropriation of result, article 29 of the Articles of Association states:
1. When drawing up the annual accounts, the Management Board shall charge such sums for the depreciation of
SBM Offshore N.V.’s fixed assets and make such provisions for taxes and other purposes as shall be deemed advisable.
2. Any distribution of profits pursuant to the provisions of this article shall be made after the adoption of the annual accounts
from which it appears that the same is permitted. The Company may make distributions to the Shareholders and to other
persons entitled to distributable profits only to the extent that its shareholders' equity exceeds the sum of the amount of
the paid and called up part of the share capital and the reserves which must be maintained under the law. A deficit may
be offset against the statutory reserves only to the extent permitted by law, with the proviso that a deficit shall not be
offset against the Protective Preference Shares Reserve.
3. a. The profit shall, if sufficient, be applied first in payment to the holders of Protective Preference Shares in accordance
with subparagraph b. of this article 29 paragraph 3.
b. For Protective Preference Shares paid-up in accordance with the provisions of article 5 paragraph 6, the payment shall
be one thousand euro (EUR 1,000) for the aggregate outstanding Protective Preference Shares paid-up in accordance
with the provisions of article 5 paragraph 6. In all other instances, the payment shall be a percentage of the compulsory
amount paid on the Protective Preference Shares other than in accordance with article 5 paragraph 6 as at the
commencement of the financial year for which the distribution is made. The percentage referred to above shall be
equal to the average of the Euribor interest charged for loans with a term of twelve (12) months, as published by the
administrator of EURIBOR, the European Money Markets Institute (EMMI) or any other person that takes over the
administration of EURIBOR, or in absence of EURIBOR as benchmark, another interest benchmark that is officially
determined, appointed or recommended as replacement of twelve (12) months EURIBOR by (i) the European Central
Bank, or another supervising authority, or in absence of this, (ii) the EMMI, aforementioned or its legal successor(s) -
weighted by the number of days for which this interest was applicable - during the financial year for which the
distribution is made, increased by at most five hundred (500) basis points.
c. If in the course of the financial year for which the distribution is made the compulsory amount to be paid on the
Protective Preference Shares has been decreased or, pursuant to a resolution for additional payments, increased, then
the distribution shall be decreased or, if possible, increased by an amount equal to the aforementioned percentage of
the amount of the decrease or increase as the case may be, calculated from the date of the decrease or from the day
when the additional payment became compulsory, as the case may be.
d. If in the course of any financial year Protective Preference Shares have been issued, the dividend on Protective
Preference Shares for that financial year shall be decreased proportionately up to the day of issue, with a part of a
month to be regarded as a full month.
e. If the profit for a financial year is being determined and if in that financial year one or more Protective Preference
Shares have been cancelled , the persons who according to the shareholders' register referred to in article 12 at the
time of such cancellation were recorded as the holders of these Protective Preference Shares, shall have an inalienable
right to a distribution of profit as described hereinafter. The profit which, if sufficient, shall be distributed to such a
person shall be equal to the amount of the distribution to which he would be entitled pursuant to the provisions of this
paragraph if at the time of the determination of the profits he had still been the holder of the Protective Preference
Shares referred to above, calculated on a time-proportionate basis for the period during which he held Protective
Preference Shares in that financial year, with a part of a month to be regarded as a full month. In respect of an
amendment of the provisions laid down in this paragraph, the reservation referred to in section 2:122 of the Dutch Civil
Code is hereby explicitly made.
f. If in any one financial year the profit referred to above in subparagraph a. is not sufficient to make the distributions
referred to in this article, then the provisions of this paragraph and those laid down hereinafter in this article shall in the
subsequent financial years not apply until the deficit has been made good.
g. Further payment out of the profits on the Protective Preference Shares shall not take place.
4. The Management Board is authorized, subject to the approval of the Supervisory Board, to determine each year what part
of the profits shall be transferred to the reserves, after the provisions of the preceding paragraph have been applied.
5. The residue of the profit shall be at the disposal of the General Meeting.
6. The General Meeting may only resolve to distribute any reserves, other than the Protective Preference Shares Reserve,
upon the proposal of the Management Board, subject to the approval of the Supervisory Board.

4.7.2 CALL OPTION GRANTED TO STICHTING CONTINUÏTEIT SBM OFFSHORE (THE


FOUNDATION)
The Management Board, with the approval of the Supervisory Board, has granted a call option to the Foundation to acquire
a number of preference shares in the Company’s share capital. The protective preference shares can be issued as a
protective measure as described in note 3.2.8 Stichting Continuïteit SBM Offshore.

SBM OFFSHORE ANNUAL REPORT 2023 - 247


4 FINANCIAL INFORMATION 2023

4.8 KEY FIGURES


Key IFRS financial figures

2023 2022 2021 2020 2019


Turnover (US$ million) 4,963 4,913 3,747 3,496 3,391

Results (US$ million)


Net profit/(loss) (continuing operations) 614 555 472 327 511
Dividend 1501 197 178 165 150
Operating profit (EBIT) 1,145 1,020 734 605 742
EBITDA 1,239 1,209 823 1,043 1,010
(Underlying) Profit attributable to
shareholders2 491 450 405 277 391
Shareholders’ equity at 31 December 3,733 3,397 2,579 2,556 2,748
Capital employed 14,834 13,142 10,470 8,956 8,217
Net debt 8,748 7,881 6,681 5,209 4,416
Capital expenditure 179 151 49 75 68
Depreciation, amortization and impairment 94 189 88 439 268
Number of employees (average) 5,717 5,259 4,797 4,507 4,259
Employee benefits 842 740 669 614 575

Ratios (%)
Shareholders' equity / (total assets -/-
current liabilities) 26 28 26 30 32
Current ratio (current assets / current
liabilities) 336 252 201 149 137
Return on average capital employed 8.2 8.6 7.6 8.1 9.7
Return on average shareholders' equity 13.8 15.1 15.8 10.5 14.5
Operating profit (EBIT) / net turnover 23.1 20.8 19.6 17.3 21.9
Net profit/(loss) / net turnover 12.4 11.3 12.6 9.4 15.1
Net debt / total equity 158 160 189 150 122
Enterprise value / EBITDA 10.5 10.1 12.5 9.3 8.9

Information per Share (US$)


Net profit/(loss)3 2.74 2.53 2.18 1.00 1.84
Dividend 0.834 1.10 1.00 0.89 0.81
Shareholders' equity at 31 December 20.66 18.80 14.28 13.55 13.83

Share price (EUR)5


- 29 December (2022: 30 December) 12.45 14.66 13.10 15.57 16.59
- highest close 15.09 15.65 16.33 17.30 18.35
- lowest close 11.38 12.07 11.85 10.35 12.80
Price / earnings ratio 5.1 6.3 6.7 18.9 10.1
Number of shares outstanding (x 1,000) 180,671 180,671 180,671 188,671 198,671
Market capitalization (US$ million) 2,485 2,825 2,680 3,604 3,703
Volume of traded shares (x 1,000) 123,880 122,922 172,550 231,004 223,570
New shares issued in the year (x 1,000) - - - - -
1 The dividend that will be proposed to the Annual General Meeting to be paid out in 2024.
2 Underlying applicable to 2021 and earlier
3 Calculated based on weighted average shares outstanding
4 Based on the total amount of dividend divided by the number of shares outstanding.
5 Source: Euronext data on share prices, market capitalization and volume of traded shares

248 - SBM OFFSHORE ANNUAL REPORT 2023


Key Directional financial figures

2023 2022 2021 2020 2019


Directional Revenue (US$ million) 4,532 3,288 2,242 2,368 2,171
Directional Lease and Operate revenue 1,954 1,763 1,509 1,699 1,315
Directional Turnkey revenue 2,578 1,525 733 669 856

Directional EBIT (US$ million) 788 392 366 254 418


Directional Lease and Operate EBIT 633 484 452 438 369
Directional Turnkey EBIT 259 (12) (1) (100) 25
Other (104) (80) (85) (83) 23

Directional EBITDA (US$ million) 1,319 1,010 849 1,021 921

Directional Net Profit (US$ million) 524 115 122 39 235

SBM OFFSHORE ANNUAL REPORT 2023 - 249


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5 ESG INFORMATION
5.1 SCOPE OF ESG INFORMATION financial materiality based on ESRS requirements.
SBM Offshore conducted the following steps to assess the
5.1.1 REPORTING ABOUT ESG material topics from both perspectives, in order to ensure
INFORMATION actions for strategy and planning the most relevant issues,
as well as reporting the level of information required by
This annual report has been prepared in accordance with
stakeholders in the Annual Report.
the latest GRI Standards, the revised 2021 Universal
Standards and Oil & Gas Standards. SBM Offshore has
Step 1 − Stakeholder Map and Long Listing of Topics:
used the GRI Standards to determine material aspects for
This step is part of an understanding of SBM Offshore’s
this year’s Annual Report. The Sustainability Statement was
context − as per the strategic planning process, leveraging
developed, based on the methodologies and disclosure
external economic sources and existing guidance on
requirements of the Global Reporting Initiative Standard,
potential environmental and societal impacts inherent to
and organized into chapters that address the most relevant
the industry. Peer and client benchmarking and best
environmental, social and economic matters. In anticipation
practices, as well as different standards and guidelines
of European Sustainability Reporting Standards (ESRS)
(such as GRI, SASB, IPIECA and ESRS), were used for the
requirements, SBM Offshore ran a double materiality
definition of each topic and correlation with their respective
assessment, a gap analysis and included additional
subtopics. The basis for identifying and selecting
disclosures in this report. The Sustainability Statement is
stakeholders for engagement during this process resides in
prepared on a consolidated basis, aligned with the
the importance of these stakeholders to SBM Offshore and
consolidation of SBM Offshore financials. Specific
their interest in SBM Offshore’s activities.
explanations of the scopes can be found in this chapter.
The Sustainability Statement covers impacts within the
Step 2 − Define Impact Materiality with Internal and
upstream and downstream value chain of SBM Offshore,
External Stakeholders: A survey – under internal experts –
explained in the below paragraphs.
where the topics from the long-list were ranked on scope,
scale, irremediability and likelihood for potential impacts.
5.1.2 MATERIALITY METHODOLOGY The ranking methodology was designed based on the risk
SBM Offshore conducts a materiality assessment in order to matrix used in SBM Offshore’s ERM. The ’Impact
include the topics in the Annual Report that can reasonably Materiality’, as defined by ESRS, is considered aligned with
be considered important for reflecting the organization’s the GRI requirement to perform a Materiality Assessment.
economic, environmental and social impacts, or influencing
the decisions of stakeholders. Step 3 − Define Financial Materiality with Strategy, Risk,
Finance and Sustainability professionals: This
For SBM Offshore, it is critical to understand the context of methodology was aligned with the current processes and
the company and the interest of its stakeholders and the thresholds used in risk and financial analyses carried out by
impact on them, the environment and society. This SBM Offshore, as well as with a perspective of analyses per
understanding is raised through continuous dialogue and capital.
through SBM Offshore’s Materiality Assessment. Insight is
obtained through materiality interviews and risk Step 4 − Validation: Engagement with key stakeholders
identification, which aim to validate SBM Offshore’s and senior management to validate areas of impact (as per
strategy and derive an updated overview of topics with the materiality process). For internal and external
high stakeholder interest and impacts. stakeholders this was done through video calls. In these
meetings, outcomes of the ’Impact Materiality’ were
PROCESS validated. Senior management engagement occurred in
Every four years, SBM Offshore executes a revision of its meeting, discussing and validating the list of material
Materiality Assessment. In the years in between, topics. The Management Board approved the final list of
SBM Offshore conducts updates to its Materiality material topics. The list was also presented to the
Assessment, to follow the understanding of the Supervisory Board.
surrounding context, including changes in economic,
environmental and societal impacts.

In 2023, the revision of the Materiality Assessment was


done also with the objective to be ready for CSRD
compliance, i.e. the ’Double Materiality’ as explained in
section 1.2.2. In this sense, SBM Offshore designed a
double materiality process with an impact materiality
assessment in accordance with GRI standards and a

252 - SBM OFFSHORE ANNUAL REPORT 2023


The outcomes of these steps are explained in section 1.2.2. strategy planning and target setting for the business −
As in previous years, material topics are key inputs to definitions and indicators are explained in the tables below.

Material Topics definitions (alphabetical order)


Decommissioning Decommissioning is a structured process of planning, preparation and execution, leading to the
eventual removal from service or reuse of an asset, giving due consideration to the potential impact
on the environment and communities – including the following activities: safe removal of hazards from
an asset, recycling, restoration and remediation.
Digitalization Growth of digital solutions and services to support business objectives, at the same time managing
associated risk [e.g. cybersecurity]. This entails the development of secure digital applications to
generate new business, improve operational excellence and reduce cost base through process
redefinition, IT integration, IT infrastructure and development of digital services.
Economic impact Direct economic value generated by considering total lifecycle and operating costs, in order to be
able to distribute to stakeholders, including employees, shareholders and capital providers and (local)
suppliers.
Emissions Manage scope 1, 2 and 3 emissions (GHG and Non-GHG emissions, such as methane, NOx, SOx
emissions, etc.) to reduce them as much as possible.
Employee health, Occupational health and safety management system set of interrelated or interacting elements to
safety and security establish an occupational health and safety policy and objectives. This includes Process Safety
Management. The aim is to provide a safe, secure and reliable work environment for all employees,
promoting good health, adequately protecting them from infectious diseases and providing a secure
work environment.
Employee wellbeing Relates to all aspects of working life, from the quality and safety of the physical environment, to how
workers feel about their work, their working environment, the climate at work and work organization.
It covers the full lifecycle – from hiring to training, development, remuneration and transitions.
Providing a healthy work environment for employees, with training and education and regular
performance feedback, and enabling them to grow through SBM Offshore with meaningful
employment.
Energy transition The activity of growing the New Energies business, decarbonization technologies and associated
services, so as to maintain a leading market position throughout the energy transition, through
portfolio management, sustainable development and adaptation to external trends.
Ethics and Being a trustworthy organisation by complying with rules, regulations and SBM Offshore’s code of
compliance conduct, including anti-corruption policies, procedures and mechanisms. Ethics provide the
framework for making ethical decisions and drive responsible behaviour. Compliance ensures
decisions and actions are aligned with the Code of Conduct and legal/regulatory requirements.
Human rights Human rights: rights inherent to all human beings, which include, at a minimum, the rights set out in
the United Nations (UN) International Bill of Human Rights and the principles concerning fundamental
rights set out in the International Labour Organization (ILO) Declaration on Fundamental Principles
and Rights at Work. SBM Offshore strives to provide a work environment for employees in which basic
human rights for all employees are respected and maintained. Ensure social dialogue with regards to
labor conditions and impacts on communities.
Innovation Activity of research and development into energy transition solutions or other business/operations
improvements related to SBM Offshore’s mission – e.g. development of new technologies, particularly
low and non-carbon technologies.
Market positioning SBM Offshore’s position in the market and global presence, engaging in emerging markets, adapting
to present and future market developments and product differentiation. Market Positioning refers to
the ability to feed stakeholder perception regarding a brand or product, relative to competitors.
Operational Managing the integrity of assets to achieve safety, quality and uptime, including building a culture of
excellence and continuous improvement, so as to achieve operational excellence and deliver projects and operations
quality safely, on time and at high quality in all areas of SBM Offshore’s business and supply chain.

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5 ESG INFORMATION
Definitions of indicators per Material Topic
Material Topic KPI Definition
% increase of data The number of signals captured that are uploaded in SBM Offshore’s Operational
signals Intelligence and Performance Optimization Center, compared with the previous
year. The scope of this KPI includes signals captured since the project installation
Digitalization (including in 2023 signals captured from FPSO Prosperity and FPSO Sepetiba)
and excludes assets without operation services from SBM Offshore (such as
Thunder Hawk), as digital services follow an operation and maintenance (O&M)
services contract, not a bare boat charter.
Underlying EBITDA in US$ million Earnings Before Interest, Tax, Depreciation and Amortization −
Economic US$ million Directional.
impact Return to shareholders The amount of dividends and share repurchase amounts per year.
in US$ million
MMSCF/D Average The volumes of operational excellence gas flaring in scope 3 − downstream
Flaring leased assets − Standard Cubic Feet (per day).
Scope 1, 2 and 3 GHG Greenhouse gas emissions for the various scopes in tonnes of CO2 equivalents
emissions
GHG emissions intensity GHG in tonnes per '000 tonnes of hydrocarbon production (scope 3 −
downstream leased assets).
Emissions GJenergy use Energy consumption in GigaJoules (GJ).
Other significant air Non-greenhouse gas emissions, which are CO (Carbon Monoxide), NOx
emissions (non-GHG (Nitrogen Oxides), SO2 (Sulfur Dioxide) and VOCs (Volatile Organic Compounds),
emissions) in tonnes.
Oil in water discharge to Oil in Produced Water per hydrocarbon production in tonnes per million tonnes
% below IOGP average of hydrocarbon production. (This KPI applies to the units operated by
SBM Offshore which are part of the CSR scope (i.e. FPSO Serpentina and
Thunder Hawk are excluded).
Total Recordable Injury Total Recordable Incidents of the Year x 200.000/ Total workhours of the year.
Frequency Rate (TRIFR)
Serious Injuries and Serious Injuries and Fatalities.
Fatalities (SIF)
Employee
Lost Time Injuries Rate Total Lost Work Day Cases of the Year x 200.000 / Total workhours of the year.
health, safety
(LTIFR)
and security
Tier 1 Process Safety All events having actual severity of 4 or 5 as defined in the Common Thresholds
Incident Matrix.
Tier 2 Process Safety All events having an actual severity of 3 as defined in the Common Thresholds
Incident Matrix.
Energy % EU Taxonomy eligible R&D expenditure by Group Technology on EU Taxonomy eligible activities,
transition R&D divided by the total R&D expediture.
% completion of The percentage of targeted employees that completed compulsory tasks (excl.
Compulsory Paenal workforce).
Compliance Tasks
# of reports received The number of reports received under SBM Offshore’s Integrity Reporting Policy.
Ethics and under SBM Offshore’s
compliance Integrity Reporting
Policy
# of confirmed cases of The number of corruption cases confirmed.
corruption
Compliance Training Face-to-face training and e-Learning on Ethics and Compliance.

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Definitions of indicators per Material Topic
Material Topic KPI Definition
% of suppliers who have The percentage of suppliers that have been screened with the human rights
been screened on questionnaire (criticality D and above). For high-risk suppliers assessment of risk is
human rights based on SBM Offshore human rights standard, using specific criteria, e.g.
questionnaire country risk, as well as expert judgement from within SBM Offshore.
% of suppliers signing The percentage of suppliers qualified that signed SBM Offshore’s supply chain
supply chain charter charter (qualified suppliers between 1-1-2023 to 31-12-2023).
# of yards that have The number of yards that have completed desktop screening (desktop screenings
Human rights
completed desktop have to be assessed by SBM Offshore in 2023 related to prospect yards).
screening
# of worker welfare The number of worker welfare audits completed in 2023 at yards with ongoing
audits activities.
% e-Learning The percentage of targeted employees who have completed a human rights e-
completion Learning course (based on all onshore staff and offshore leadership staff
employed at year-end).
# of Technology The number of technologies that progressed in SBM Offshore’s qualification
Readiness Level (TRL) process.
Innovation qualifications
# of innovations reached The number of innovations that have reached market readiness.
TRL 4
# of FPSO Projects The number of FPSO projects under construction (EPC, not in operation).
under construction
# of assets in the fleet The number of assets under lease and/or operation (not EPC).
Market
positioning Directional pro-forma Backlog is the undiscounted revenue over the firm portion of the contracts.
backlog in US$ billion
Sustainability Target achievement versus SDG-linked objectives and rankings in ESG ratings:
performance S&P Global Rating.
% Uptime The percentage of hours an asset is operating compared with total hours of
operation. This does not include planned maintenance and shutdown due to
client responsibility.
Operational # of significant The number of significant operation fines of a regulatory and/or administrative
excellence operational fines nature which exceed US$500,000.
and quality
Certifications The completion of certifications for assets and operations, including ISO9001,
ISO14001, ISO 45001, ISM, ISPS, CLASS.
Number of oil spills Number of oil spills above 1 bbl.
Gender pay gap The average compa-ratio female/average compa-ratio male.
% under collective The percentage of SBM Offshore employees (direct hires, no contractors)
bargaining covered by collective bargaining agreements.
# of new hires Total number and rate of new employee hires during the reporting period, by age
group, gender and region.
# of average training The average number of total training hours per employee in the current year.
hours
Employee turnover rate The number of employees who have left SBM Offshore in the current year
Employee (%) (between January 1 and December 31 of the current year) compared with the
wellbeing aggregate of the headcount on December 31 of the previous year and
December 31 of the current year; divided by 2, with the result multiplied by 100.
% of performance The percentage of perfomance appraisals completed for permanent, temporary
appraisals completion (only from Brazil and the Netherlands) and JV staff (apart from FPSO Kikeh) of all
employees that joined SBM Offshore before October 1, 2022 and were still with
SBM Offshore onDecember 31, 2022.
% engagement and Average of all engagement scores and the average of all satisfaction scores from
satisfaction in engagement survey 2023.
engagement survey

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5 ESG INFORMATION
Governance overview per topic
Material Topic Key standards Topic specific Codes and/or Policy available Scope of policy Key processes for risk
Policies1 at & impact managment
Ethics and Laws and regulations • Code of conduct Company Company, • Compliance
compliance including and not • Speak Up policy website contractors and risk
limited to applicable • Anti-bribery and third parties identification
anti-corruption, anti- corruption policy contracted by and assessment
trust, anti-money SBM Offshore • Risk mitigation
laundering and anti- and controls
slavery legislation
Employee health, IOGP • Policy on HSSE, Company Company, HSSE risk
safety and security Human rights and website contractors and management
OSHA Process safety third parties

API 754
Human rights UN GP • Policy on HSSE, Company Company, Human rights due
Human rights and website contractors and dilligence
UK Modern Slavery Act Process safety third parties
2015 • Human rights
standards
• Modern Slavery
Statement
Operational ISO9001 • Policy on HSSE, Company Company, Projects and
excellence Human rights and website contractors and operations
ISO14001 Process Safety third parties management
• Quality and
Regulatory Policy
Class standards
Employee wellbeing ILO • Policy on HSSE, Company Company, • HSSE risk
Human rights and website contractors and management
IOGP Process Safety third parties • Pulse survey
• Diversity and
Inclusion Policy
Economic impact IFRS • Not applicable Not Not applicable Risk Management
applicable
Emissions GHG Protocol • Sustainability Policy Company Company, HSSE risk
website contractors and management
third parties
Digitalization Network Security • Network security GEMS Company IT risk
Policy policy management
• Malware protection
policy
• Back-up recovery
policy
Innovation API17N standard (TRL) • Not applicable Not Not applicable TRL Management
applicable
Energy transition Paris agreement • Sustainability policy Company Company, Opportunity
website contractors and management
third parties
Market positioning S&P global, • Not applicable Not Not applicable • ESG ratings
sustainalytics, CDP applicable management
• Opportunity
management
Decommissioning EU ship recycling • Recycling policy Company Company, Decommissioning
regulation (or directive website contractors and plan
equivalent) third parties

1 Not applicable means no specific topic policies outside codes and policies mentioned under other material topics.

256 - SBM OFFSHORE ANNUAL REPORT 2023


5.1.3 STAKEHOLDER ENGAGEMENT 4. Evaluation of business impact per scenario together
with business owners.
SBM Offshore maintains open and active engagement with
5. Identification of potential responses.
its external stakeholders through regular business
6. Documentation in a climate change outcome
interactions, including the Annual General Meeting, analyst
presentation and embedding in SBM Offshore’s ERM
and investor roadshows/meetings, analyst webcast
system as well as disclosure as per this Annual Report
presentations, press releases, website updates, surveys and
and internal presentations.
desktop research.
The outcome is used to future-proof the current strategy
The feedback obtained during the Materiality Analysis,
against physical and transitional climate change-related
explained in section 1.2, forms a key element of the
risks and opportunities. Identified risks and opportunities
backbone of SBM Offshore’s stakeholder engagement
are embedded in SBM Offshore’s risk management
approach. This approach is complemented by other
approach, explained in section 3.5 and SBM Offshore’s
interactions with stakeholders, in order to validate findings,
strategic planning processes.
and the feedback received feeds into management’s
approach to Materiality and long-term value creation. RISK MANAGEMENT
Climate change risks and opportunities are identified and
Would you like to participate in SBM Offshore’s 2024 assessed against SBM Offshore’s strategy in SBM Offshore’s
Stakeholder Engagement or provide feedback for the 2023 risk breakdown structure. When relevant, these risks are
Stakeholder Engagement? Please write to SBM Offshore at included in the detailed risk review and analysis is done for
sustainability@sbmoffshore.com. all tenders, projects and FPSO (asset) fleet operations that
are part of SBM Offshore’s portfolio. The Group Risk
5.1.4 TASKFORCE FOR CLIMATE- Manager facilitates the process of bottom-up climate
RELATED FINANCIAL DISCLOSURE change risk reporting to the Risk Assurance Committee
(TCFD) (RAC) for consolidation purposes. The outcome of the
review in the RAC results in heat-maps of risks, which are
MANAGEMENT APPROACH presented in a quarterly risk report. This covers proposal,
Mitigating the impacts of climate change while meeting the
projects and fleet individual risks, as well as Group
needs of the future by facilitating the energy transition are
Functions and Execution Centers, and includes actions and
key for SBM Offshore. The Climate Change Risk and
managing measures in place to mitigate risk. The report
Opportunity assessment is embedded in the portfolio of
provides an overview to the Management Board and
the CEO, COO and CFO. The Director responsible for
Supervisory Board alongside the measurement of
Strategy & Sustainability – reporting to the CEO – is
SBM Offshore’s Risk Appetite Statements and the latest risk
responsible for scenario planning, and the Group Risk &
profile. Between 2019 and 2021, SBM Offshore ran
Control Manager – ultimately reporting to the CFO –
workshops with business, risk management and
embeds Climate Risks and Opportunities into
sustainability experts to identify climate risks for its
SBM Offshore’s risk management processes and systems.
business, segmenting between operations, offices and
These processes involve risk management professionals
yards. In the years following, SBM Offshore expanded its
and SBM Offshore’s Group Strategy and Sustainability
financial impact analysis and disclosures, which have been
teams as well as business owners, with validation by the
updated during 2023.
Risk Assurance Committee. Any financial impacts identified
in the process are disclosed in chapter 4 of this report.
SCENARIO PLANNING
SBM Offshore has defined two climate change scenarios to
Frameworks from the TCFD have been used to structure future-proof current strategy and take subsequent action
the assessment, more specifically, the TCFD’s Technical based on IEA and IPCC data:
Supplement. SBM Offshore has applied the following 1. A climate change scenario based on the IEA’s Stated
steps: Policy Scenario (STEPS) and the IPCC’s Representative
1. Ensuring governance to integrate climate change Concentration Pathway (RCP) 4.5 and 6.0. This scenario
scenario analysis into strategic planning and enterprise reflects the impact of announced country policies
risk management. across the globe. This trajectory is said to have a
2. Assessment of the materiality of climate change- positive impact on climate change, but falls short of
related risks and opportunities with business and meeting Paris Agreement goals.
functional experts. 2. A climate action scenario based on the IEA’s NZE
3. Identification and definition of the range of climate scenario and the IPCC’s RCP 1.9 and 2.6. This scenario
change scenarios. reflects a trajectory consistent with countries’ shared
sustainable energy goals. The trajectory provides for

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5 ESG INFORMATION
strong commitment towards targets as per the Paris addressing the net zero path – e.g. through
Agreement. decarbonization and digitalization – it cannot be
considered eligible for the EU Taxonomy as it is today.
5.1.5 EU TAXONOMY DISCLOSURE The only eligible part of Turnover therefore relates to
SBM Offshore’s renewable energy products and services
The EU Taxonomy disclosures are excluded from auditor (EU Taxonomy activity: manufacture of renewable energy
assurance. technologies).
SBM Offshore is strongly committed to facilitating the • CAPEX consists of additions to tangible and intangible
energy transition. Objectives and performance are assets during the financial year 2023 considered before
explained in sections 2.1.7, 2.1.9 and 2.1.10. During 2023, depreciation, amortization and any re-measurements
EU Taxonomy expanded with the Environmental Delegated recognized by SBM Offshore pursuant to IAS 16, IFRS16
Act and the Amended Climate Delegated Act. These and IAS 38. The denominator can be reconciled with the
Delegated Regulations: 1) amend the disclosure Delegated sum of the lines ’Additions’ disclosed in notes 4.3.13 and
Regulation, 2) amend technical screening criteria for 4.3.14 of the consolidated financial statements. The
existing economic activities, 3) add technical screening CAPEX is associated with services to the industry of oil
criteria for new economic activities for climate and 4) add and gas extraction and is therefore non-eligible for the
technical screening criteria for new economic activities for EU Taxonomy – even if part of the CAPEX improves the
the four remaining environmental objectives from the energy efficiency and emissions profiles of these
Green Deal. SBM Offshore has incorporated these below activities.
disclosures. • OPEX, according to the EU Taxonomy, is determined by
the direct non-capitalized costs of research and
EU TAXONOMY ELIGIBILITY development, building renovation measures, short-term
The evaluation of the eligibility of SBM Offshore’s business leases, maintenance and repair and any other direct
activities has been conducted on the basis of the Taxonomy expenditures relating to the day-to-day servicing of
and Delegated Regulation (Annex I – KPIs of non-financial assets of property, plant and equipment by the
undertakings) and its definition of the denominator and undertaking or third-party outsources that are necessary
numerator of the 3 KPIs, which are Turnover, CAPEX and to ensure the continued and effective functioning of
OPEX. It was performed through a methodological such assets (EU Taxonomy activity: close to market
approach consisting of: research, development and innovation, and
1. extracting the total denominator for the 3 KPIs from the conservation, including restoration, of habitats,
financial reporting and consolidation system used to ecosystems and species).
prepare 2023 IFRS consolidated financial statements,
2. identifying those activities that might fall within the list The numerator of each KPI only takes into account the
of economic activities covered in ‘Delegated Acts’, allocation of revenues and expenditures to one
3. documenting and assessing, for each of those environmental objective so that double counting is
economic activities, their ’eligibility’ for the six avoided.
environmental objectives:
Climate change mitigation, Climate change Maintenance and repair costs covering operating leased
adaptation, Sustainable use and protection of water FPSOs is a service provided by SBM Offshore to its lessees.
and marine resources, Transition to a circular economy, These expenses are direct ’cost of sales’ (reported as such
Pollution prevention and control, Protection and in the Consolidated Income Statement under IFRS) related
restoration of biodiversity and ecosystems. to services already included in Turnover KPI as revenue
from contracts with customers. To avoid double counting,
• Turnover generating business activities of SBM Offshore these ’cost of sales’ are therefore not included in the
as at December 31, 2023 have been screened on EU OPEX KPI.
Taxonomy eligibility. Turnover can be reconciled with the
2023 IFRS total revenue recognized pursuant to IAS 1 Table 1 provides the basis for the numerator and
and disclosed in note 4.3.2 of the consolidated financial denominator of EU Taxonomy eligibility and alignment for
statements. It consists of the revenues from Turnkey and respectively Turnover, CAPEX and OPEX, whereas table 2
Lease and Operate activities. A considerable part of this shows the actual KPI related to the EU-Taxonomy-eligible
business relates to services to the industry of oil and gas activities.
extraction. Even if this part of SBM Offshore’s business is

258 - SBM OFFSHORE ANNUAL REPORT 2023


Table 1 − KPI definitions

Turnover CAPEX OPEX

Eligible Part of the net turnover Capital expenditure that is related Operating expenditure that is related to
Numerator derived from products or to assets or processes associated assets or processes associated with the EU-
services, including with the EU-Taxonomy-eligible Taxonomy-eligible activities2.
intangibles, associated activities1.
with EU-Taxonomy-
eligible economic
activities.
Aligned Part of the net turnover Capital expenditure that is related Direct non-capitalized costs recorded in the
Numerator derived from products or to assets or processes associated Consolidated Income Statement under IFRS
services, including with the EU-Taxonomy-aligned related to assets or processes associated
intangibles, associated activities, part of the ’CAPEX-plan’ with the EU-Taxonomy-aligned activities,
with EU-Taxonomy- below, or related to the purchase of including training and other human
aligned economic output from EU-Taxonomy-aligned resources adaptation needs and direct non-
activities. economic activities and individual capitalized costs that represent research
measures enabling the target and development, part of the ’CAPEX-plan’
activities to become low-carbon or or related to the purchase of output from
to lead to greenhouse gas EU-Taxonomy-aligned economic activities
reductions. and individual measures enabling the target
activities to become low-carbon or to lead
to greenhouse gas reductions.
Denominator Revenues recorded in the Additions to tangible and Direct non-capitalized costs recorded in the
Consolidated Income intangible assets recorded in the Consolidated Income Statement under IFRS
Statement under IFRS as Consolidated Statement of that relate to R&D, building renovation
per Revenue Accounting Financial Position under IFRS measures, short-term lease, maintenance
policy described in during the financial year, and repair (excluding expenses reported as
section 4.2.7 of the considered before depreciation, Cost of Sales), and any other direct
consolidated financial amortization and any re- expenditures relating to the day-to-day
statements. measurements. servicing of assets of PP&E.

1 Eligible CAPEX is also defined by the plan to expand Taxonomy-eligible economic activities or enable Taxonomy-eligible economic activities to become
Taxonomy-aligned and CAPEX relating to the purchase of output from Taxonomy-eligible economic activities and individual measures enabling the target
activities to become low-carbon or to lead to greenhouse gas reductions, provided that such measures are implemented and operational within 18 months.
2 Eligible OPEX is also defined by the plan to expand Taxonomy-eligible economic activities or allow Taxonomy-eligible economic activities to become
Taxonomy-aligned and OPEX related to the purchase of output from Taxonomy-eligible economic activities and to individual measures enabling the target
activities to become low-carbon or to lead to greenhouse gas reductions as well as individual building renovation measure.

There is no CAPEX or OPEX related to the purchase of become low-carbon or to lead to greenhouse gas
output from Taxonomy-aligned economic activities and to reductions as well as individual building renovation
individual measures enabling the target activities to measures included in numerator of CAPEX or OPEX.

Table 2 − EU Taxonomy Eligibility

Turnover CAPEX OPEX


2023 2022 2023 2022 2023 2022

Taxonomy-Eligible Activities (%) 0.9 0.5 0.0 0.5 32.3 43


Taxonomy-Non-Eligible Activities (%) 99.1 99.5 100.0 99.5 67.7 57
Total (in millions of US$) 4,963 4,913 179 151 48 41

The key changes between 2023 and 2022 are explained by 1. Significant contribution to environmental objectives.
an increase in turnover contributions due to the offshore 2. Do No Significant Harm Principles (DNSH).
wind project completion. CAPEX and OPEX KPI’s have 3. Minimum Social Safeguards (MSS).
reduced due to lower progress on Renewable and Floating
offshore wind activities. Alignment for the other four environmental objectives is
not yet required for 2023.
EU TAXONOMY ALIGNMENT
The activities related to climate change mitigation and Significant contribution to environmental objectives
climate change adaptation have been screened for The activity ’Manufacture of renewable energy
alignment with the EU Taxonomy along the following technologies’ is mentioned to comply, stating: ‘The
topics:

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5 ESG INFORMATION
economic activity manufactures renewable energy Minimum Social Safeguards (MSS)
technologies’. There are no convictions or ongoing cases in 2023.
SBM Offshore has policies, processes and systems in place
For the associated R&D activities (Close to market research, that focus on compliance with human rights, labor rights,
development and innovation) – SBM Offshore considered taxation, fair competition and anti-corruption. This is
the following relevant as the R&D: explained further in sections 2.1.1, 2.1.3 , 5.2.4 and on
• Provides for products dedicated to one or more SBM Offshore’s ESG website. As part of EU Taxonomy
economic activities defined. alignment, an assessment has been conducted of these
• Enables renewable energy solutions to meet the criteria processes on:
for substantial contribution to climate change mitigation, 1. The embedding of responsible business conduct in
while doing no significant harm to other environmental policies, management systems and due diligence
objectives. This has been assumed for the R&D that processes.
enables and improves products currently under 2. The management of adverse impacts.
construction and/or with turnover – i.e. Floating Offshore 3. The process of grievance, remediation and follow-up.
Wind and wave energy.
• Delivers products that allow alternative energy solutions Further work will be needed to further document the
to substantially improve their technological and processes, as explained under ’Future’. Table 3 provides
economic feasibility in order to facilitate their scaling up. the basis for the numerator and denominator of EU
• Is focused on the development of equally low- or lower- Taxonomy alignment for, respectively, Turnover, CAPEX and
emission products at lower cost. This is the case as OPEX, whereas tables 4-6 show the complete KPI
SBM Offshore is investing in leaner versions of Floating disclosure regarding EU Taxonomy. For comparability with
Offshore Wind and Wave Energy Converters that have the previous year, refer to table 2.
zero mechanical parts, hence lowering the cost of
maintenance and failure offshore. FUTURE
• Enables activities for which SBM Offshore or its clients SBM Offshore takes pride in being able to demonstrate
already have permits from competent authorities – i.e. eligibility and partial alignment on its activities, due to
the Floating Offshore Wind project and the Wave strong policies, systems, processes and capabilities.
Energy Converter demonstrator currently under SBM Offshore welcomes technical guidance to further grow
construction. its sustainable business and manage targets for the energy
transition.
Do No Significant Harm Principles (DNSH)
For the manufacture of renewable energy technologies, SBM Offshore will invest to further develop its eligible
SBM Offshore has assessed the DNSH principles of its activities as explained above. The following actions will be
eligible activities, analyzing impacts and mitigations for key, with an associated budget for technology and a
Climate Change Adaptation, Water and Marine Resources, product development budget under the transition platform
Biodiversity and Ecosystems, Transition to Circular – most notably:
Economy and Pollution Prevention and Control. Whilst • further development of alternative energies;
SBM Offshore feels confident it meets the requirements for • investments in emissionZERO®;
alignment, action needs to be taken to further engage with • innovation of new solutions in carbon capture and
clients and the supply chain to fully understand the quality hydrogen energy (storage).
of mitigating measures for pollution; for example, the
certification of sourced products to meet certain The above aims either to expand the undertaking’s EU-
requirements under Pollution Prevention. Taxonomy-aligned economic activities or to upgrade EU-
Taxonomy-eligible economic activities to render them EU-
As the ‘Close to market research, development and Taxonomy-aligned. Expectation is that maturation is
innovation’ activity is looking to improve the technologies needed – internally and externally – to completely validate
currently deployed in FOW and WEC projects, and audit the alignment to the EU Taxonomy.
SBM Offshore assumes this activity meets the DNSH
principles, and is aiming to align any EU-Taxonomy-eligible
products currently in R&D stages.

260 - SBM OFFSHORE ANNUAL REPORT 2023


Table 3 − EU Taxonomy Alignment

Aligned Eligible (not-aligned) Total denominators


Values in millions of US$ Turnover CAPEX OPEX Turnover CAPEX OPEX Turnover CAPEX OPEX
ACTIVITY
Climate Change Mitigation
and Adaptation
3.1 Manufacture of renewable
energy technologies - - - 43.4 - -
9.1 Close to market research,
development and innovation - - - - - 15.5
Biodiversity and Ecosystems
1.1. Conservation, including
restoration, of habitats,
ecosystems and species - - - - - 0.1

Total - - - 43.4 15.6 4,963 179 48

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5 ESG INFORMATION
Table 4 − EU Taxonomy Alignment − Turnover

DNSH criteria (Does Not Significantly


Turnover 2023 Substantial contribution to: Harm)

Proportion of Taxonomy aligned or eligible turnover, year N-1


Absolute Turnover (in millions of US$)

Category (transitional activity)


Climate Change Adaptation

Climate Change Adaptation

Category (enabling activity)


Climate Change Mitigation

Climate Change Mitigation


Water & Marine Resources

Water & Marine Resources


Biodiversity & Ecoystems

Biodiversity & Ecoystems


Proportion of Turnover

Minimum safeguards
Circular Economy

Circular Economy
Pollution

Pollution
Economic Activities1
Y/N/ Y/N/ Y/N/ Y/N/ Y/N/ Y/N/
in % N-EL N-EL N-EL N-EL N-EL N-EL Y/N2 Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. TAXONOMY-
ELIGIBLE
ACTIVITIES3
A.1 Taxonomy-
aligned activities
A.2 Taxonomy-
eligible but not
-aligned activities
Climate Change
Mitigation and
Adaptation
3.1 Manufacture of
renewable energy
technologies 43 1% 100% 0% N N N N Y Y Y N Y Y Y 100% E -
Total (A.1 + A.2) 43 1%
B. TAXONOMY-
NON-ELIGIBLE
ACTIVITIES
Turnover of
Taxonomy-non-
eligible activities (B) 4,920 99%
Total (A + B) 4,963 100%
1 Due to technical limitation on the number of columns on one page – the codes of the activitites – required as per Annex II of the EU Taxonomy – are
mentioned in below rows, in stead of a separate column.
2 Y = considered aligned with DNSH, N = considered not yet aligned with DNSH
3 EU Taxonomy considers:
'Aligned' as environmentally sustainable
'Not-Aligned' as not environmentally sustainable

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Table 5 − EU Taxonomy Alignment − CAPEX

DNSH criteria (Does Not Significantly


CAPEX 2023 Substantial contribution to: Harm)

Proportion of Taxonomy aligned or eligible CAPEX, year N-1


Absolute CAPEX (in millions of US$)

Category (transitional activity)


Climate Change Adaptation

Climate Change Adaptation

Category (enabling activity)


Climate Change Mitigation

Climate Change Mitigation


Water & Marine Resources

Water & Marine Resources


Biodiversity & Ecoystems

Biodiversity & Ecoystems


Proportion of CAPEX

Minimum safeguards
Circular Economy

Circular Economy
Pollution

Pollution
Economic Activities1
Y/N/ Y/N/ Y/N/ Y/N/
in % in % in % N-EL N-EL N-EL N-EL Y/N2 Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. TAXONOMY-
ELIGIBLE
ACTIVITIES3
A.1 Taxonomy-
aligned activities - - - - - - - - - - - - - - - - - -
A.2 Taxonomy-
eligible but not
-aligned activities
Climate Change
Mitigation and
Adaptation
9.1 Close to market
research,
development and
innovation - - - - - - - - - - - - - - - 100% - -
Total (A.1 + A.2)
B. TAXONOMY-
NON-ELIGIBLE
ACTIVITIES
CAPEX from
Taxonomy-non-
eligible activities (B) 179 100%
Total (A + B) 179 100%
1 Due to technical limitation on the number of columns on one page – the codes of the activitites – required as per Annex II of the EU Taxonomy – are
mentioned in below rows, in stead of a separate column.
2 Y = considered aligned with DNSH, N = considered not yet aligned with DNSH
3 EU Taxonomy considers:
'Aligned' as environmentally sustainable
'Not-Aligned' as not environmentally sustainable

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5 ESG INFORMATION
Table 6 − EU Taxonomy Alignment − OPEX

DNSH criteria (Does Not Significantly


OPEX 2023 Substantial contribution to: Harm)

Proportion of Taxonomy aligned or eligible OPEX, year N-1


Absolute OPEX (in millions of US$)

Category (transitional activity)


Climate Change Adaptation

Climate Change Adaptation

Category (enabling activity)


Climate Change Mitigation

Climate Change Mitigation


Water & Marine Resources

Water & Marine Resources


Biodiversity & Ecoystems

Biodiversity & Ecoystems

Minimum safeguards
Proportion of OPEX

Circular Economy

Circular Economy
Pollution

Pollution
Economic Activities1
Y/N/ Y/N/ Y/N/ Y/N/
in % in % in % N-EL N-EL N-EL N-EL Y/N2 Y/N Y/N Y/N Y/N Y/N Y/N % E T
A. TAXONOMY-
ELIGIBLE
ACTIVITIES3
A.1 Taxonomy-
aligned activities - - - - - - - - - - - - - - - - - -
A.2 Taxonomy-
eligible but not
-aligned activities
Climate Change
Mitigation and
Adaptation
9.1 Close to market
research,
development and
innovation 15.5 32% 100% 0% N N N N Y Y Y N Y Y Y 100% E -
Biodiversity and
Ecosystems
1.1. Conservation,
including
restoration, of
habitats,
ecosystems and
species 0.1 0.2% 0 0 N N N n/a4 n/a n/a n/a n/a n/a n/a n/a 0% E -
Total (A.1 + A.2) 16
B. TAXONOMY-
NON-ELIGIBLE
ACTIVITIES
OPEX from
Taxonomy-non-
eligible activities
(B) 32 68%
Total (A + B) 48 100%
1 Due to technical limitation on the number of columns on one page – the codes of the activitites – required as per Annex II of the EU Taxonomy – are
mentioned in below rows, in stead of a separate column.
2 Y = considered aligned with DNSH, N = considered not yet aligned with DNSH
3 EU Taxonomy considers:
'Aligned' as environmentally sustainable
'Not-Aligned' as not environmentally sustainable
4 Alignment disclosure not required for this environmental objective in 2023.

264 - SBM OFFSHORE ANNUAL REPORT 2023


5.2 REPORTING BOUNDARIES Employees are provided with HSS training to familiarize
themselves with SBM Offshore’s health, safety, and security
SBM Offshore not only reports on impacts it causes, but rules and regulations. The training topics are based on the
also on impacts it contributes to and impacts that are hazards identified through the above identification process
linked to its activities. In each of the following paragraphs, as well as safety studies and regulatory requirements. The
SBM Offshore elaborates in detail on the boundaries of promotion of a speak up culture – as described in section
SBM Offshore’s material topics, which are consistent with 2.1.1 – contributes to the identification process. Inclusion
the boundaries in the previous year. The boundary of a and non-retaliation are part of the Speak Up Policy.
material topic relates to the parts of the organization and
supply chain covered in the figures. 5.2.2 ENVIRONMENTAL REPORTING

5.2.1 HEALTH, SAFETY AND SECURITY ATMOSPHERIC EMISSIONS


Emissions reported in SBM Offshore’s records include:
REPORTING
• Scope 1 – Direct Emissions
SBM Offshore’s people work in demanding roles and • Scope 2 – Purchased Electricity
conditions, with different risks to manage. The Health, • Scope 3 – Business Travel
Safety and Security (HSS) performance indicator boundaries • Scope 3 – Purchased Goods and Services
take into account: • Scope 3 – Downstream Leased Assets
• Employees, which include all direct hires, part-time
employees, locally-hired agency staff (’direct For all reported emissions, CO2 equivalency is a quantity
contractors’) in the fabrication sites, offices and offshore that describes, for a given mixture and amount of
workers, i.e. all people working for SBM Offshore. greenhouse gas, the amount of CO2 that would have the
• Contractors, which include any person employed by a same Global Warming Potential (GWP), when measured
contractor or contractor’s subcontractor(s) who is directly over a specified timescale (generally, 100 years).
involved in execution of prescribed work under a
contract with SBM Offshore. Scope 1 – Direct Emissions
For site emissions related to gas consumed and use of
Until 2021, HSS incidents were reported and managed diesel for back-up power generators, SBM Offshore takes
through SBM Offshore’s incident management tool (SRS – an operational control view and uses conversion factors
Single Reporting System), which is a web-based reporting from the Dutch Emission Authority and the website
system that is used to collect data on all incidents occurring Co2emissiefactoren.nl and, for diesel-related factors, the
in all locations where SBM Offshore operates. In 2021, Greenhouse Gas Conversion Factors by the UK
SBM Offshore developed and began using the IFS Incident Government.
Management/Corrective Action Preventive Action (IM/
CAPA) module for Brazil operations. In 2022, the IFS IM/ Scope 2 – Purchased Electricity
CAPA module was rolled out to Guyana, Angola and Scope 2 comprises GHG emissions from energy purchased
Malaysia operations as well as projects. In 2023, it was for offices (market-based and location-based).
further rolled out to the remaining company locations, with
the exception of FPSO Serpentina. The reporting scope includes all locations where the
headcount is over 10 and yards over which SBM Offshore
Safety incidents are reported based on the incident has full operational control. SBM Offshore reports onshore
classifications as defined by the IOGP Report 2022s-June emissions data for the following locations: Amsterdam,
2023. Occupational injuries and illnesses are reported Houston, Kuala Lumpur, Marly, Monaco, Rio de Janeiro,
based on the Occupational Safety and Health Schiedam, Shanghai, Carros lab, Georgetown, Bangalore,
Administration (OSHA) definition and described in IOGP Porto, Singapore, Brazil Shorebases, Luanda Shorebase
Report Number 393 2023 – Health Performance Indicators. and Malabo Shorebase.
The main type of work-related injury categories are related
to line of fire and slips, trips and falls. Investigations, based For the purchased electricity usage, SBM Offshore uses
on the type, criticality and severity of the event, are conversion factors to calculate CO2 equivalents from energy
performed by specifically identified personnel using consumed (kWh). Sources used for these conversion factors
methods such as TapRoot® and 5 Whys. SBM Offshore is are, amongst others, the European Environmental Agency,
ISM certified for offshore production fleet and operation the European Investment Bank and the Association of
offices, as well as being compliant with ISO 45001 as per Issuing Bodies.
certification and classification table (section 5.5).
Scope 3 Emissions
Scope 3 categories reflect an analysis performed using the
GHG protocol Technical Guidance for Calculating Scope 3

SBM OFFSHORE ANNUAL REPORT 2023 - 265


5 ESG INFORMATION
Emissions. During 2021 SBM Offshore applied criteria Estimated weight MPF
aligned with SBM Offshore’s goals related to emissions and For MPF, the breakdown in materials is based on latest
the criteria guided by the GHG Protocol (size of footprint, actuals. The MPF’s are, based on the Fast4Ward®, sister
influence, risk, stakeholder interest, outsourcing, sector hulls and are similar in design and weight. Since the hulls
guidance and spending/revenue). The following categories are based on the same design the same material weights
are a result of this analysis and is re-considered on an are assumed for each FPSO project that uses the MPF.
annual basis.
To derive the total GHG emission related to projects under
Scope 3 – Business Travel construction, SBM Offshore uses the completion rates in a
This scope entails GHG emissions from flights invoiced and given year. The percentage completed in a given year
paid for via SBM Offshore’s standard travel system in 2023 determines the total allocated emissions in that year.
and the data covers all operating companies. The scope
and data accuracy increased due to addition of data from Calculations for MPF and Topside were done as follows:
one more travel agency and better information about multi- 1. Break down MPF/Topside into their components.
legged flights. Business travel is determined based on 2. Analyze materials and weights for each component.
flight data communicated by travel agencies, including 3. Retrieve GHG conversion factors of the materials for
mileage per invoice date and a calculated extrapolation of each component.
data for the last two weeks of the year. In a few cases where 4. Apply the following calculations:
mileage data is missing, it is completed with mileage from a. Gross/estimated component weight X GHG
a similar route. The GHG emissions relating to business conversion – GHG emissions per component.
flights are based on third-party documentation on b. SUM GHG emissions of each component – GHG
distances and the conversion to CO2-equivalent is based on emissions per project.
CO2emissiefactoren.nl. c. GHG emissions per project X annual completion –
GHG emissions per projects for the year.
Scope 3 – Purchased Goods and Services d. SUM GHG emissions projects for the year – GHG
This category consists of GHG emissions associated with emissions for all projects for the year.
the procurement of (capital) goods and services for FPSO 5. SUM GHG emissions for all Item types – Total GHG
projects (hereafter ‘projects’) that SBM Offshore is emissions for scope 3.1 Procured (Capital) Goods and
executing on behalf of its clients. The following parts of an Services.
FPSO are considered in the calculations of the GHG
emissions for this category: SBM Offshore applies the following standards and sources
• Hull (in Fast4ward® this is MPF) – the marine structure of for the above calculations:
an FPSO. • GHG Protocol – Scope 3 Corporate Value Chain
• Topsides – the processing facility of an FPSO. Other Accounting & Reporting Standard.
parts of the FPSO (mooring structure, integration etc.) • Conversion factors from the ecoinvent Database to
are not accounted for in this initial GHG calculation due convert volumes and weights to GHG emissions for the
to the data limitations and the limited percentage they various procured (capital) goods and services.
add in weight as-build. • SBM Offshore Project Weight Control Reports for the
various Items.
SBM Offshore calculates the GHG emissions of its projects
via the GHG protocol’s average data method. In this phase Scope 3 – Downstream Leased Assets
of raising understanding of emissions during project (EPC) SBM Offshore reports on emission from assets producing
stage, SBM Offshore has chosen a pragmatic approach to and/or storing hydrocarbons under lease contracts. GHG
assess which components and materials used in projects emissions come from the energy consumed (steam boilers,
contribute most to GHG emissions. The outcome of the gas turbines and diesel engines) and from gas flared.
analysis is initially focused on identifying GHG hot spots.
Once these GHG hotspots are identified, SBM Offshore can The environmental performance of SBM Offshore is
increase the accuracy of the GHG inventory via supplier reported by region or management area: Brazil, Angola,
engagement and, with that, abate emissions. North America & Caribbean, Asia & Equatorial Guinea.
Based on the criteria stated above, SBM Offshore reports
Estimated weight topside on the environmental performance for the following 15
For Topsides the breakdown in materials is based on units:
proposal estimates and not actuals. SBM Offshore used two • Brazil – FPSO Espirito Santo, FPSO Cidade de Paraty,
variants, one for the Guyana and one for the Brazil field, as FPSO Cidade de Anchieta, FPSO Cidade de Ilhabela,
the basis for calculation for all topsides. FPSO Cidade de Marica, FPSO Cidade de Saquarema.

266 - SBM OFFSHORE ANNUAL REPORT 2023


• Angola – FPSO Mondo, FPSO Saxi Batuque and production as a denominator, being the standard metric
N’Goma FPSO. used in the industry.
• North America & Caribbean – FPSO Liza Destiny, FPSO
Liza Unity28, FPSO Prosperity29, Thunder Hawk30. OIL IN PRODUCED WATER DISCHARGES
• Asia & Equatorial Guinea – FPSO Kikeh, FPSO Aseng. Produced water is a high volume liquid discharge
generated during the production of oil and gas. After
The environmental offshore performance reporting extraction, produced water is separated and treated (de-
methodology was chosen according to the performance oiled) before discharge to surface water. The quality of
indicators relative to Greenhouse Gas Protocol, GRI produced water is most widely expressed in terms of its oil
Standards, IOGP and IPIECA guidelines. This includes: content. Limits are imposed on the concentration of oil in
• Greenhouse Gases, referred to as GHG which are N2O the effluent discharge stream or discharge is limited where
(Nitrous Oxide), CH4 (Methane) and CO2 (Carbon reinjection back into the reservoir is permitted.
Dioxide).
• GHG emissions per hydrocarbon production from flaring The overall efficiency of the oil in water treatment and, as
and energy generation. applicable, reinjection can be expressed as tonnes of oil
• Non-Greenhouse Gases which are CO (Carbon discharged per million tonnes of hydrocarbon produced.
Monoxide), NOx (Nitrogen Oxides), SO2 (Sulphur
Dioxide) and VOCs (Volatile Organic Compounds). Incidental environmental releases to air, water or land from
• Gas flared per hydrocarbon production. the offshore operations units are reported using the data
• Energy consumption per hydrocarbon production. recorded in the SBM Offshore Incident Management tool.
• Oil in Produced Water per hydrocarbon production. SBM Offshore has embedded a methodology for
calculating the estimated discharge and subsequent
The calculation of air emissions from offshore operations classification within the Incident Management tool.
units uses the method as described in the EEMS-
Atmospheric Emissions Calculations (Issue 1.810a) CHANGES IN REPORTING
recommended by Oil and Gas UK. SBM Offshore reports As part of continuous improvement, SBM offshore regularly
some of its indicators as a weighted average, calculated reviews and updates as required its environmental
pro rata over the volume of hydrocarbon production per emissions calculations methodology.
region. This is in line with the IOGP Environmental
Performance Indicators. The GHG-intensity figures in Note that in 2023, emissions associated with the
sections 2.1.7 and 5.3.2 use hydrocarbon production as a SBM Offshore ’Normand Installer’ Installation Vessel have
denominator, being the standard metric used in the been assessed. They have however not been included at
industry. this stage to the overall reported emissions under the
Scope 3 – Downstream Leased Assets Category as the
OFFSHORE ENERGY CONSUMPTION Installation Vessel is chartered to client projects. These
The energy used to produce oil and gas covers a range of emissions represent 12,240 tonnes CO2e in 2023, which is
activities, including: not material in this category (0.2% of Scope 3 –
• Driving pumps producing the hydrocarbons or Downstream Leased Assets emissions).
reinjecting produced water.
• Heating produced oil for separation. FPSO Liza Unity was sold to ExxonMobil Guyana on
• Producing steam. November 9, 2023. From that date on, its emissions no
• Powering compressors to reinject produced gas. longer are part of Scope 3 – Downstream Leased Assets.
• Driving turbines to generate electricity needed for The 98,459.10 tonnes of CO2e of associated emissions
operational activities. represent 2% overall reported emissions; this amount is not
material for the year 2023 hence not reported in the
The main source of energy consumption of offshore units is numbers provided under the section Scope 3 –
fuel gas and marine gas oil: the calculation of their volumes Downstream Leased Assets. Note however that all other
in Gigajoules being a function of calorific values and indicators of this table are unaffected by this change.
conversion factors from Oil and Gas UK. The energy SBM Offshore is looking into the reclassification of above
intensity figures in section 5.3.2 use hydrocarbon emissions volume.

28
Note that FPSO Liza Unity was sold to ExxonMobil Guyana on November
9, 2023. Since that day, the unit emissions are falling under the Scope 3 In 2023, water emissions are reported more accurately and
Use of Sold Products category. now account for produced water discharges from both slop
29
Note that FPSO Prosperity reached first oil end of 2023, hence the annual
flare target does not apply. tanks and from topsides (process) directly.
30
Note that SBM Offshore does not provide operation and maintenance
services to Thunder Hawk, hence the annual flare target mentioned in
section 2.1.7 and the water discharge target mentioned in section 2.2 do
not apply.

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5 ESG INFORMATION
Restatement – Scope 1 and Scope 2 emissions 5.2.4 HUMAN RESOURCES REPORTING
During 2023, SBM Offshore gained access to new data
related to energy consumption. It concerned the SBM Offshore’s Human Resources (HR) data covers the
consumption of gas in the laboratory site in France and the global workforce and is broken down by region (continents)
use of back-up generators for power consumption by the and employment type. The performance indicators report
owner of the building in Angola. This resulted in an on the workforce status at year-end December 31, 2023.
increase in Scope 1 disclosure data. For 2022 numbers, the They include all staff assigned on unlimited or fixed-term
restatement represents an increase of 365 tonnes of CO2e – contracts, employee new hires and departures, the total
from 172 tonnes to 537 tonnes of CO2e. number of locally-employed staff from agencies and all
crew working on board the offshore operations units and
For Scope 2 emissions, SBM Offshore found a shore bases.
miscalculation in its Netherlands energy consumption,
impacting emissions as well. The location-based emissions HEADCOUNT, TURNOVER, EQUAL
for 2022 have changed from 2,140 tonnes of CO2e to 2,039 REMUNERATION AND NATIONALIZATION
tonnes, the market-based emissions from 1,280 to 1,351 Human Resources considers:
tonnes of CO2e and energy use in offices from 26,082 GJ to • a ’Direct hire’ employee as a staff member holding a
31,182 GJ. labor contract for either an unlimited or a defined period
(or an offer letter for an unlimited period in the USA).
Direct hires are recorded on the payroll, directly paid by
5.2.3 PROCESS SAFETY REPORTING
one entity of SBM Offshore (including joint ventures).
A Loss of Primary Containment (LOPC) is defined as an Direct hires perform mainly managerial, engineering and
unplanned or uncontrolled release of any material from support activities.
primary containment, including non-toxic and non- • a 'Contractor' as an individual performing work for or on
flammable materials (e.g. steam, hot condensate, nitrogen, behalf of SBM Offshore. A contractor is not recognized
compressed CO2 or compressed air). as an employee under national law or practice
(contractors do not form part of any of SBM Offshore’s
A Tier 1 PSE is defined as an LOPC from a process system company payroll. Contractors issue invoices for services
that meets criteria defined in API RP 754. rendered). Contractors work on projects using their
expertise to perform engineering or technical activities,
LOPC events are reported in SBM Offshore’s reporting especially on site.
system as highlighted in sections 2.1.2 and 5.3. This system • a ’Subcontractor’ as an individual excluded from the
includes a built-in calculation tool to assist the user in headcount because subcontractors are not considered
determining the release quantity of LOPC events. All as staff in the HR headcount breakdown structure.
LOPCs are analysed to identify those considered to be Subcontractors are managed as a temporary service and
PSEs as per API RP 754. Process Safety KPIs used by are not covered by HR processes and policies. Yet,
SBM Offshore include the number of Tier 1 PSEs. SBM Offshore has rigorous processes and procedures in
place for subcontractors.
SBM Offshore encourages employees and contractors to
report the PSE minor LOPC (weeps an seeps) and SBM Offshore includes the PAENAL Yard in Angola in its
precursors (e.g. integrity conditions, loosing items), using reporting scope, based on partial ownership and
them as a basis for leading initiatives aiming at minimizing operational control, including human resource activities
the probability of major events occurring. and social responsibility for the employees.

For the purposes of incident reporting, SBM Offshore SBM Offshore’s headcount figures are based on the
reports against the three levels of incident Tier used by number of people, as individuals, that are working for
IOGP 456/ API 754. Tier 1: All events having actual severity SBM Offshore at a specific given time. Headcount includes
of 4 or 5 as defined in the Common Thresholds Matrix. Tier all types of staff independently from their contract or their
2: All events having an actual severity of 3 as defined in the work schedule. The Annual Report figures are based on the
Common Thresholds Matrix. Tier 3: All events having actual headcount at December 31, 2023.
severity of 1 or 2 as defined in the Common Thresholds
Matrix. In principle, reporting on headcount includes contractors,
while turnover only includes direct hires (no contractors).
Turnover has been calculated as the number of employees
who have left SBM Offshore (between January 1 and
December 31, 2023) compared with the aggregate of the

268 - SBM OFFSHORE ANNUAL REPORT 2023


headcount on December 31, 2022 and December 31, 2023; 5.2.5 COMPLIANCE REPORTING
divided by 2, with the result multiplied by 100.
SBM Offshore reports on significant fines paid by
SBM Offshore and all affiliate companies. To define a
Concerning equal remuneration, SBM Offshore only
significant fine the following threshold is considered
considers direct hires (excluding joint ventures and
(subject to final assessment by the Management Board on a
internships) and the breakdown concerns Monaco, France,
case-by-case basis): operational fines of a regulatory and/or
the Netherlands, Brazil, Malaysia, Switzerland and Portugal.
administrative nature which exceed US$500,000.
The gender pay gap has been calculated as such: average
compa-ratio female/average compa-ratio male.

For fleet operations, engagement and development of the


local workforce are the main indicators for successful
implementation of the local content development plan.
SBM Offshore monitors the percentage of the local
workforce (excluding contractors) − the percentage of
nationalization per region (the majority of SBM Offshore’s
offshore population are located in Brazil, Angola and
Guyana, as shown below) − and invests in training to
increase or maintain the targeted level of nationals. For
example, specific programs in the countries mentioned
below focus on education and training of nationals to
facilitate them entering the workforce with the required
level of qualifications and knowledge.
• 89% of Brazilian direct hire workforce consists of Brazilian
nationals.
• 82% of Angolan direct hire workforce consists of
Angolan nationals.
• 48% of Guyanese direct hire workforce consists of
Guyana nationals.

PERFORMANCE MANAGEMENT
In order to ensure personal development and the optimal
management of performance within SBM Offshore,
SBM Offshore conducts annual performance reviews for all
employees. Globally, SBM Offshore uses a common system
to rate and evaluate all employees. For the reporting on
Performance Appraisals, SBM Offshore included all
permanent staff, temporary (only from Brazil and the
Netherlands) and JV staff (apart from FPSO Kikeh) of all
employees that joined SBM Offshore before October 1,
2022 and that were still with SBM Offshore on
December 31, 2022.

COLLECTIVE BARGAINING
Within SBM Offshore, three entities conduct a yearly
bargaining process: Angola, Brazil and the Schiedam entity
in the Netherlands. In the other entities of SBM Offshore,
direct hire employees are commonly represented by
internal representatives that are elected on yearly basis and
according to the respective countries' labor practices. In
the few places where employee representation is not
organized, SBM Offshore considers the employee
handbook as a valid labor agreement between the
employee and the employer, signed during the hiring
process.

SBM OFFSHORE ANNUAL REPORT 2023 - 269


5 ESG INFORMATION
5.3 ESG INDICATORS
5.3.1 HEALTH, SAFETY AND SECURITY
Year to Year 2023 – By Operating Segment
2023 2022 Offshore1 Onshore2
Exposure hours
Employee3 16,511,091 19,277,860 8,841,540 7,669,551
Contractor4 50,134,806 33,591,887 6,296,162 43,838,644
Total Exposure hours 66,645,896 52,869,747 15,137,701 51,508,195
Fatalities (work related)5
Employee 0 0 0 0
Contractor 0 1 0 0
Total Fatalities 0 1 0 0
Fatality Rate (Total)6 0 0.004 0.000 0.000
Injuries
Serious work-related Injury Employee7 0 0 0 0
Serious work-related Injury Contractor8 0 1 0 0
Serious work-related Injury Rate Employee9 0 0 0 0
Serious work-related Injury Rate Contractor9 0 0.006 0 0
Total Serious work-related Injuries10 0 1 0 0
Serious work-related Injury Rate (Total) 0 0 0.00 0.00
Total Recordable Injury Employee 9 4 9 0
Total Recordable Injury Contractor 17 27 13 4
Total Recordable Injury Rate Employee11 0.11 0.04 0.20 0.00
Total Recordable Injury Rate Contractor11 0.07 0.16 0.41 0.02
Total Recordable Injuries 26 22 4
Total Recordable Injury Frequency Rate (Total)11 0.08 0.12 0.29 0.02
Occupational Illness
Employee 1 0 1 0
Contractor 5 0 5 0
Total Recordable Occupational Illness Frequency Rate12 0.02 0.00 0.08 0.00
1 Offshore includes FPSOs and shore bases data.
2 Onshore includes Yards and Offices data.
3 Direct hires, part-time employees, locally hired agency staff (’direct contractors’) in the fabrication sites, offices and offshore workers, i.e. all people working
for SBM Offshore.
4 Any person employed by a contractor or contractor’s sub-contractor(s) who is directly involved in execution of prescribed work under a contract with SBM
Offshore.
5 In November 2023 a fatality happened on FPSO KIKEH. Until the disclosure of this annual report, the incident was still under investigation to define the work
or non-work relatedness. As such, the TRIFR results presented in this report do not include this event. Regardless of the outcome of the investigation, interim
actions and recommendations were defined and implemented.
6 Fatalities per 200,000 exposure hours.
7 Work-related injury that results in an injury from which the Employee cannot, does not, or is not expected to recover fully to pre-injury health status within 6
months, excluding fatality.
8 Work-related injury that results in an injury from which the Contractor cannot, does not, or is not expected to recover fully to pre-injury health status within 6
months, excluding fatality.
9 High-consequence work-related injuries per 200,000 exposure hours.
10 Total high-consequence work-related injuries per 200,000 exposure hours.
11 Recordable injuries per 200,000 exposure hours.
12 Occupational illnesses per 200,000 exposure hours.

Process Safety

Year to Year 2023 – By Operating Segment


2023 2022 Brazil Africa Guyana / North America Asia
API 754 Classified Materials
Tier 1 incidents (number) 1 4 0 0 1 0
Tier 2 incidents (number) 5 8 2 1 1 1

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5.3.2 ENVIRONMENT
Year to Year 2023 – Regional Breakdown
North Asia &
2023 2022 Brazil Angola America & Equatorial Europe
Caribbean Guinea
Number of offshore units (vessels) 15 14 6 3 4 2
Fleet Production
Hydrocarbon Production (tonnes) 57,762,768 51,956,883 28,894,992 5,250,770 21,594,240 2,022,767
Scope 1 Emissions1
GHG Scope 1 (tonnes of CO2 Eq) 489 537 - 34.19 - - 454.52
Scope 2 Emissions1
GHG Scope 2 (location based)
78 253 419 542 519
(tonnes of CO2 Eq) 1,811 2,039
GHG Scope 2 (market based)
22 253 419 524 39
(tonnes of CO2 Eq) 1,257 1,351
Scope 3 Emissions
Scope 3 – Downstream Leased
Assets
Total Carbon dioxide (CO2 in tonnes) 5,332,324 5,276,289 2,249,283 1,242,863 1,284,856 555,322
Total Methane (CH4 in tonnes) 10,414 10,191 2,438.29 4,637.38 2,238.67 1,100.14
Total Nitrous oxide (N2O in tonnes) 340 337 159 62 84 35
Total GHG emissions Downstream
5,715,701 5,652,555 2,360,695 1,389,138 1,370,225 595,643
Leased Assets (tonnes of CO2 Eq)2
Total GHG Emissions per
Hydrocarbon Production3 98.95 108.79 81.7 264.56 65.65 294.47
Other / Air Pollution – Non
Greenhouse Gas Emissions (in
tonnes)
Carbon monoxide (CO in tonnes) 7,300 7,139 2,600.23 2,182.03 1,766.34 751.65
Nitrogen oxides (NOx in tonnes) 9,006 8,840 4,150.07 1,444.52 2,509.40 901.77
Sulphur dioxides (SO2 in tonnes) 164 218 36.17 42.59 68.26 16.72
Volatile organic compounds (VOCs
1,096 1,071 233.80 506.95 239.52 115.42
in tonnes)
Scope 3 – Purchased Goods &
179,822 356,056
Service4
Scope 3 – Business Travel5 30,596 22,927 9,472 1,665 19,459
Total GHG Emissions4 5,927,865 6,033,426 2,370,188 1,389,425 1,370,645 597,832 19,952
GHG Emissions Intensity
98.95 108.79 81.70 264.56 65.65 294.47
(Production)6
GHG Emissions Intensity
1,194 1,228
(Financial)7
Flaring
Total Gas Flared per hydrocarbon
9.00 9.71 3.59 47.46 5.19 27.07
production8
Flaring emissions vs Total Emissions 30% 30% 6% 14% 3% 6%
1 Due to new information and improved data quality, 2022 values for Scope 1 and Scope 2 have changed.
2 FPSO Liza Unity was sold to ExxonMobil on November 9, 2023. From that date on, its emissions are exlcuded from Scope 3 – Downstream Leased Assets.
Furthermore, this value does not include emissions from the Normand Installer Installation vessel. Details on the impact and follow up are explained in
section 5.2.2.
3 Tonnes of CO2 Eq/1,000 tonnes HC production.
4 Tonnes of CO2 Eq.
5 Tonnes of CO2 Eq. Split per region is based on travel agency sources. Due to data aggregation in these sources, some regional data has been consolidated
under region 'Europe'.
6 Tonnes of CO2 Eq/'000 tonnes of Hydrocarbon.
7 Tonnes of CO2 Eq/US$ million revenue.
8 Tonnes/1,000 Tonnes HC Production.

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5 ESG INFORMATION
Year to Year 2023 – Regional Breakdown
North Asia &
2023 2022 Brazil Angola America & Equatorial Europe
Caribbean Guinea
Energy
Offshore Energy Processed (1) (GJ) 64,291,224 62,399,131 31,817,130 8,738,887 17,313,290 6,421,917
Offshore Energy Processed (1)
17,858,673 17,333,092 8,838,092 2,427,469 4,809,247 1,783,866
(MWh)
Onshore Energy Consumed (2) (GJ)1 27,821 31,182 1,863 2,596 2,278 3,598 17,487
Onshore Energy Consumed (2)
517 633 999
(MWh) 7,728 8,662 721 4,857
- o.w. on renewable energy
2,926 3,904 371 41 2,514
contracts
Self generated renewable energy
201 -
(MWh)
Offshore Energy Processed
3,598 3,528
(Intensity)2
Onshore Energy Consumed
1.56 1.76
(Intensity)2
Total Energy Processed &
64,319,045 62,430,313 31,818,993 8,741,483 17,315,568 6,425,515 17,487
Consumed (1) + (2) (GJ)
Offshore Energy per production (GJ
1.11 1.20 1.10 1.66 0.83 3.17
per tonne of HC production)
Discharges
Quantity of oil in produced water
3.79 3.44 2.13 8.59 0.86 46.84
discharges3
1 Due to new information and improved data quality, 2022 values for Onshore Energy consumption have changed.
2 MWh/US$ million Revenue.
3 Tonnes of Oil in Produced Water/10^6 Tonnes HC Production.

5.3.3 HUMAN RESOURCES

Headcount by Direct Hire and by Contractor

Total Ratios
% of Global
Headcount Direct Hire Contractor Headcount % of Contractors
Africa 878 750 128 12% 15%
Asia 1,744 1,152 592 24% 34%
Europe 2,117 1,770 347 29% 16%
North America 35 32 3 0% 9%
South America 2,642 2,231 411 36% 16%
Grand Total 7,416 5,935 1,481 100% 20%1
1 % of Contractors as part of Global Headcount.

Direct Hire by employee contract and employee type

Permanent Permanent Temporary Temporary Part-Time Part-Time % of Part-


Male Female Male Female Male Female Time
Employees Employees Employees Employees Employees Employees Employees
Africa 672 75 2 1 0 0 0%
Asia 922 179 32 19 1 0 0%
Europe 1,200 518 37 15 46 60 6%
North America 25 7 0 0 0 0 0%
South America 1,774 345 58 54 4 5 0%
Grand Total 4,593 1,124 129 89 51 65 2%1
1 % of Part-Time Employees as part of Global Headcount.

272 - SBM OFFSHORE ANNUAL REPORT 2023


Direct Hires New Joiners Headcount

Total New Hires


Total New Hire
Headcount New Hire Ratio
Africa 101 13%
Asia 183 12%
Europe 367 19%
North America 0 0%
South America 527 22%
Grand Total 1,178 18%1
1 % of New Hires as part of Global Headcount.

Direct Hires Turnover Headcount

Total Turnover
Total Turnover Total Turnover
Headcount Rate
Africa 50 7%
Asia 297 24%
Europe 201 12%
North America 1 3%
South America 198 10%
Grand Total 747 13%1
1 % of Global Turnover by Direct Hires as part of Global Turnover.

Direct Hires Training Hours (including Ethics and Compliance)

Total Training Training Hours per


Hours Direct Hire
Onshore 82,776 21
Offshore 155,068 78
Total 237,843 401
1 Average training hours per employee.

Direct Hires Performance Appraisals

Male % Female % Total %1


Performance Appraisals Completed – Onshore (2022) 99% 100% 99%
Performance Appraisals Completed – Offshore (2022) 100% 100% 100%
1 An appraisal is considered completed when it has been given a rating.

SBM OFFSHORE ANNUAL REPORT 2023 - 273


5 ESG INFORMATION

Direct Hires Collective Bargaining Agreements

% of employees covered by Collective


Bargaining Agreements
Brazil 100%1
Monaco & France 100%
Netherlands 46%
Guyana 0%
Angola 100%
China 100%
India 0%
Malaysia 100%
Portugal 0%
Equatorial Guinea 0%
Singapore 100%
Switzerland (Expats) 100%
Switzerland (Local) 100%
United States 0%
Norway 0%
Canada 0%
1 In case trade unions are not present in a country, SBM Offshore considers the employee handbook as valid labor agreement between the employee and the
employer.

Direct Hires Equal Remuneration - Global Overview

Average Compa- Average Compa-


Count Male Count Female Ratio Male Ratio Female Pay Gap
Overall 2,815 899 102 98 0.961
1 The Pay Gap calculation is obtained by calculating the average of compa-ratio between Male and Female.
The population in scope for this Annual Report is limited to only 'Permanent' and 'Temporary' employees for Brazil, France, Malaysia, Monaco, the
Netherlands, Portugal and Switzerland.

Direct Hires Equal Remuneration by Country

Average Compa- Average Compa-


Count Male Count Female Ratio Male Ratio Female Pay Gap
Brazil 1,440 276 104 98 0.94
Malaysia 228 95 104 101 0.97
Monaco & France 592 253 100 98 0.98
Netherlands 380 119 100 100 1.00
Portugal 156 142 99 95 0.96
Switzerland (Local) 19 14 92 92 1.01

Direct Hires Equal Remuneration by Age Range

Average Compa- Average Compa-


Count Male Count Female Ratio Male Ratio Female Pay Gap
Under 30 140 124 94 95 1.01
30 - 50 2,024 668 101 97 0.96
Over 50 651 107 107 106 0.99

274 - SBM OFFSHORE ANNUAL REPORT 2023


Direct Hires Equal Remuneration by organizational level

Average Compa- Average Compa-


Count Male Count Female Ratio Male Ratio Female Pay Gap
Non-management 1,600 624 103 98 0.95
Junior Management 805 211 101 97 0.96
Middle Management 389 58 102 104 1.02
Top Management 21 6 110 108 0.981
1 Top Management are employees with grades 15 up to and including 17.

Direct Hires Equal Remuneration by organizational function

Average Compa- Average Compa-


Count Male Count Female Ratio Male Ratio Female Pay Gap
Business Support 79 191 92 95 1.04
Construction & Operations 1,425 172 105 99 0.95
Engineering 457 87 101 95 0.94
Executive Management & Legal 28 38 100 105 1.05
Finance, Tax and IT 263 172 101 99 0.98
Project Management 166 64 100 104 1.04
Quality, Health, Risk & Safety 97 45 104 99 0.95
Strategy & Development 154 66 99 98 0.99
Supply Chain 146 64 100 94 0.95

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5 ESG INFORMATION
5.3.4 5-YEAR KEY ESG FIGURES
Five Year Key Sustainability Figures

2023 2022 2021 2020 2019


Health, Safety and Security
TRIFR (rate) 0.08 0.12 0.06 0.1 0.13
Serious injuries & Fatalities (number)1 0 2.00 n/a n/a n/a
Total consolidated exposure hours2 66,645,896 52.87 44.12 35.16 34.58
Environment
Total GHG Emissions Offshore per
production3 98.95 108.79 110.99 120.35 115.53
Flaring per production 9.00 9.71 9.73 13.86 12.77
Offshore energy processed4 64,291,224 62,399,131 65,036,820 64,806,711 60,720,811
Human Resources5
Total Employees6 7,416 7,073 6,426 5,527 5,530
Total Direct Hires6 5,935 5,499 5,019 4,574 4,439
Total Contractors6 1,481 1,574 1,407 953 1,091
Contractors / Direct Hires Ratio6 25% 22% 22% 17% 20%
Total of Females in Direct Hire Workforce 20% 19% 19% 20% 22%
Part-time Workforce 2% 2% 2% 3% 2%
Employee Rates5
Turnover 13% 12% 14% 13% 13%
Appraisals
Performance Appraisals Completed 99% 99% 99% 97% 93%
1 Serious injuries and Fatalities prevention program launched in 2022. From 2018 to 2021, the historical data is limited to number of Fatalities. There was 1
work related fatality in 2019, and 0 in 2020 and 2021. In November 2023 a fatality happened on FPSO KIKEH. Until the disclosure of this annual report, the
incident was still under investigation to define the work or non-work relatedness. As such, the results presented in this report do not include this event.
2 in million hours.
3 tonnes of GHG emissions per thousand tonnes of hydrocarbon. production
4 GJ = gigajoule, energy from fuel gas and marine gas oil.
5 does not include construction yards except if specified otherwise.
6 including construction yards.

276 - SBM OFFSHORE ANNUAL REPORT 2023


5.4 GRI CONTENT INDEX concise, relevant and clear report. SBM Offshore welcomes
any engagement on sustainability and contact details can
This annual report has been prepared in accordance with be found in 5.1.3. The GRI content index includes
the latest GRI Standards, the revised 2021 Universal additional references to the ESRS as a first step in mapping
Standards and Oil and Gas Sector Standards. Considering the information to be included next year. The assurance
the GRI Principles and the opportunity to prioritize and process was provided only based on GRI Standards.
emphasize the most material information to produce a

Disclosure Reference/direct answer ESRS reference


Statement of Statement of use SBM Offshore has reported the
use information cited in this GRI
content index for the period
January 1 to December 31, 2023 in
accordance with the GRI Standards
2021.
GRI 1: GRI used GRI used GRI 1: Foundation 2021
Applicable GRI GRI Sector Standard used GRI 11: Oil and Gas sector 2021
Sector
Standard(s)
GRI 2: General Disclosures 2021
1. The organization and its reporting practices
2-1 Organizational details SBM Offshore N.V, 1.2.1, 3.1.1, 5.5,
6.2
2-2 Entities included in the organization's 4.3.2, 5.1, 5.2 ESRS 1 5.1; ESRS 2 BP-1
sustainability reporting
2-3 Reporting period, frequency and contact Calendar year 2023, 6.2 ESRS 1 6.1
point
2-4 Restatements of information 5.2.2 ESRS 2 BP-2
2-5 External assurance 3.1.7, 5.6
2. Activities and workers
2-6 Activities, value chain and other business 1.2.1, 2.1.4 ESRS 2 SBM-1
relationships
2-7 Employees 2.1.5, 5.2.4, 5.3.3 ESRS 2 SBM-1; ESRS S1-6
2-8 Workers who are not employees 2.1.5, 5.2.4, 5.3.3 ESRS S1-7
3. Governance
2-9 Governance structure and composition 3.1, 3.2 ESRS 2 GOV-1; ESRS G1
2-10 Nomination and selection of the highest 3.1, 3.2
governance body
2-11 Chair of the highest governance body 3.1, 3.2
2-12 Role of the highest governance body in 3.1, 3.2 ESRS 2 GOV-1, GOV-2,
overseeing the management of impacts SBM-2; ESRS G1
2-13 Delegation of responsibility for managing 2.1, 3.1, 3.2 ESRS 2 GOV-1, GOV-2;
impacts ESRS G1-3
2-14 Role of the highest governance body in 1.2.2, 3.1, 3.2, 5.1.2 ESRS 2 GOV-5, IRO-1
sustainability reporting
2-15 Conflicts of interest 3.1.9
2-16 Communication of critical concerns 3.1, 3.2, 3.6 ESRS 2 GOV-2; ESRS
G1-1, G1-3
2-17 Collective knowledge of the highest 3.1, 3.2 ESRS 2 GOV-1
governance body
2-18 Evaluation of the performance of the 3.1, 3.2, 3.3
highest governance body
2-19 Remuneration policies 3.3 ESRS 2 GOV-3; ESRS E1
2-20 Process to determine remuneration 3.1, 3.2, 3.3 ESRS 2 GOV-3
2-21 Annual total compensation ratio 3.3 ESRS S1-16

SBM OFFSHORE ANNUAL REPORT 2023 - 277


5 ESG INFORMATION
Disclosure Reference/direct answer ESRS reference
4. Strategy, policies and practices
2-22 Statement on sustainable development 1.1.1 ESRS 2 SBM-1
strategy
2-23 Policy commitments 1.2.2, 2.1, 2.2, 3.1, 3.2, 3.3, 3.4, 3.5, ESRS 2 GOV-4, MDR-P;
3.6, 5.1.2, 5.1.3 ESRS S1-1; S2-1; G1-1
2-24 Embedding policy commitments 1.2.2, 2.1, 2.2, 3.1, 3.2, 3.3, 3.4, 3.5, ESRS 2 GOV-2, MDR-P;
3.6, 5.1.2, 5.1.3 ESRS S1-4; S2-4; G1-1
2-25 Processes to remediate negative impacts 1.2.2, 1.4, 2.1, 2.2, 3.1, 3.2, 3.3, 3.4, ESRS S1-1, S1-3; S2-1,
3.5, 3.6, 5.1.2, 5.1.3 S2-3, S2-4
2-26 Mechanisms for seeking advice and 1.2.2, 2.1.1, 2.1.2, 2.1.3, 2.1.4.3, 3.5.2 ESRS S1-3; S2-3; G1-1,
raising concerns G1-3
2-27 Compliance with laws and regulations 2.1.1, 2.1.4.1, 5.2.5 ESRS 2 SBM-3; ESRS
S1-17; G1-4
2-28 Membership associations 1.2.2, 2.1.3, 2.1.12 ESRS G1
5. Stakeholder Engagement
2-29 Approach to stakeholder engagement 1.2.2, 2.1.1, 2.1.2, 2.1.3, 2.1.4, 2.1.5, ESRS 2 SBM-2; ESRS
3.5.2, 5.1.2, 5.1.3 S1-1, S1-2; S2-1, S2-2
2-30 Collective bargaining agreements 1.1.3, 5.2.4, 5.3.3 ESRS S1-8

MATERIAL TOPICS
GRI sector
Disclosure Reference /direct answer standard ESRS refeference
Disclosures and guidance about SBM Offshore's material topics
GRI 3: Material topics 2021
3-1 Process to determine material 1.2.2, 5.1.2, 5.1.3 ESRS 2 BP-1, IRO-1
topics
3-2 List of material topics 1.2.2, 5.1.2 ESRS 2 SBM-3
Material Topic: Ethics and Compliance
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.1, ESRS 2 SBM-1, SBM-3, MDR-P,
2.1.3, 3.5.2, 5.1.2 MDR-A, MDR-M, MDR-T; ESRS
S1-2, S1-3, S1-4, S1-5; S2-2, S2-3,
S2-4, S2-5; G1-1, G1-3
3-3 Additional sector recommendations 1.4.1, 1.4.2, 2.1.1, 2.1.4.3, 11.20.1
3.5.2
205-1 Operations assessed for risks 1.4.1, 1.4.2, 2.1.1, 3.5.2 11.20.2 ESRS G1-3
related to corruption
205-2 Communication and training about 2.1.1, 2.1.4.3, 3.5.2 11.20.3 ESRS G1-3
anti-corruption policies and All staff, including senior
procedures management, are
required to follow training
on anti-corruption as this
subject is part of
SBM Offshore's code of
conduct − which is
publicly available.
205-3 Confirmed incidents of corruption 1.1.3, 2.1.1 11.20.4 ESRS G1-4
and actions taken
205-3 Additional sector disclosures 3.4 11.20.6

278 - SBM OFFSHORE ANNUAL REPORT 2023


GRI sector
Disclosure Reference /direct answer standard ESRS refeference
Material Topic: Employee Health, Safety and Security
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.2, ESRS 2 SBM-1, SBM-3, MDR-P,
2.1.3, 3.5.2, 5.1.2 MDR-A, MDR-M, MDR-T; ESRS
S1-2, S1-3, S1-4, S1-5; S2-2, S2-3,
S2-4, S2-5
403-1 Occupational health and safety 1.1.1, 1.3, 2.1.2, 3.7, 5.1.2, 11.9.2 ESRS S1-1
management system 5.2.1, 5.2.3, 5.5
403-2 Hazard identification, risk 1.4.1, 1.4.2, 2.1.2, 5.2.1, 11.9.3 ESRS S1-3
assessment, and incident 5.2.3
investigation
403-3 Occupational health services 2.1.2, 2.1.5, 5.2.1, 11.9.4 ESRS S1
403-4 Worker participation, consultation, 1.2.2, 2.1.2, 2.1.5, 3.5.2, 11.9.5 ESRS S1
and communication on 5.2.1, 5.2.3, 5.2.4
occupational health and safety
403-5 Worker training on occupational 2.1.2, 5.2.1 11.9.6 ESRS S1
health and safety
403-6 Promotion of worker health 2.1.2, 2.1.4.4, 2.1.5, 2.2, 11.9.7 ESRS S1
5.2.1
403-7 Prevention and mitigation of 1.4.1, 1.4.2, 2.1.2, 2.1.4, 11.9.8 ESRS S2-4
occupational health and safety 2.1.5, 5.2.1, 5.2.3
impacts directly linked by business
relationships
403-8 Workers covered by an 2.1.2, 5.2.1 11.9.9 ESRS S1-14
occupational health and safety
management system
403-9 Work-related injuries 2.1.2, 5.2.1, 5.3.1, 5.3.4 11.9.10 ESRS S1-4, S1-14
Material Topic: Human rights
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.3, ESRS 2 SBM-1, SBM-2,SBM-3,
3.5.2, 5.1.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-1, S1-2, S1-4, S1-5; S2-1,
S2-2, S2-3, S2-4, S2-5; G1-2
409-1 Operations and suppliers at 2.1.3, 2.1.4.3 11.12.2 ESRS S1-1; S2-1
significant risk for incidents of
forced or compulsory labor
414-1 New suppliers that were screened 1.1.3, 2.1.3, 2.1.4.3 11.10.8, ESRS G1-2
using social criteria 11.12.3
414-2 Negative social impacts in the 2.1.3, 2.1.4.3 11.10.9 ESRS 2 SBM-3
supply chain and actions taken
Own % e-Learning completion 2.1.1, 2.1.3, 5.1.2
indicator
Material Topic: Operational Excellence and Quality
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.4, ESRS 2 SBM-1, SBM-3, MDR-P,
3.5.2, 5.1.2 MDR-A, MDR-M, MDR-T; ESRS
S1-2, S1-4, S1-5; S2-2, S2-4, S2-5
306-3 Significant spills 1.1.3, 2.1.4.4, 2.1.7, 4.3.1 11.8.2
306-3a Additional sector disclosures 2.1.2, 5.3.1 11.8.3
Own % Uptime 1.1.3, 1.3.3, 2.1.4, 5.1.2
indicator
Own Certifications (as noted in the 1.1.3, 2.1.4, 5.1.2, 5.5
indicator Certification and Classification
tables)

SBM OFFSHORE ANNUAL REPORT 2023 - 279


5 ESG INFORMATION
GRI sector
Disclosure Reference /direct answer standard ESRS refeference
Material Topic: Employee Wellbeing
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.5, ESRS 2 SBM-1, SBM-3, MDR-P,
3.5.2, 5.1.2 MDR-A, MDR-M, MDR-T; ESRS
S1-1, S1-2, S1-3, S1-4, S1-5; S2-1,
S2-2, S2-4, S2-5
401-1 New employee hires and employee 1.1.3, 2.1.5, 5.1.2, 5.2.4, 11.10.2 ESRS S1-6, S1-10
turnover 5.3.3, 5.3.4
404-1 Average hours of training per year 1.1.3, 2.1.1, 2.1.3, 2.1.5, 11.10.6, ESRS S1-13
per employee 5.1.2, 5.2.4, 5.3.3 11.11.4
404-2 Programs for upgrading employee 2.1.5 11.10.7 ESRS S1-1
skills and transition assistance Re. 404-2b, SBM Offshore
programs makes efforts to support
people as part of any exit
procedure, which differ
per country. An example
of a global transition can
be read here.
404-3 Percentage of employees receiving 1.1.3, 2.1.5, 5.1.2, 5.2.4, ESRS S1-13
regular performance and career 5.3.3
development reviews
405-1 Diversity of governance bodies and 2.1.5, 3.1, 3.2, 5.2.4, 5.3.3 11.11.5 ESRS 2 GOV-1; ESRS S1-6, S1-7,
employees S1-9
405-2 Ratio of basic salary and 1.1.3, 2.1.5, 5.1.2, 5.2.4, 11.11.6 ESRS S1-16
remuneration of women to men 5.3.3
407-1 Operations and suppliers in which Item not a salient-issue 11.13.2 ESRS S1-8; S2
the right to freedom of association following due diligence.
and collective bargaining may be at For more information on
risk collective bargaining and
salient issues: 2.1.3, 5.2.4.
Material Topic: Economic Impact
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.6, ESRS 2 SBM-1, SBM-3, IRO-1,
5.1.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-2, S1-4, S1-5; S2-2, S2-4,
S2-5
201-1 Direct economic value generated 2.1.6 11.14.2
and distributed
201-2 Financial implications and other 1.4.1, 1.4.2, 1.4.3, 2.1.6, 11.2.2 ESRS 2 SBM-3; ESRS E1-3, E1-9
risks and opportunities due to 2.1.7, 2.1.10, 5.1.4, 5.1.5
climate change
201-3 Defined benefit plan obligations 4.3
and other retirement plans
203-2a Significant indirect economic 2.1.3, 2.2 11.14.5 ESRS S1-4; S2-4
impacts

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GRI sector
Disclosure Reference /direct answer standard ESRS refeference
Material Topic: Emissions
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 1.4.3, ESRS 2 SBM-1, SBM-3, IRO-1,
2.1.7, 5.1.2, 5.2.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-2, S1-4, S1-5; S2-2, S2-4,
S2-5; E1-1, E1-2, E1-3, E1-4, E1-7
305-1 Direct (scope 1) GHG emissions 1.1.3, 2.1.7, 5.2.2, 5.3.2 11.1.5 ESRS E1-4, E1-6
305-2 Energy indirect (scope 2) GHG 1.1.3, 2.1.7, 5.2.2, 5.3.2 11.1.6 ESRS E1-4, E1-6
emissions
305-3 Other indirect (scope 3) GHG 1.1.3, 2.1.7, 5.2.2, 5.3.2 11.1.7 ESRS E1-4, E1-6
emissions
305-4 GHG emissions intensity 2.1.7, 5.2.2, 5.3.2 11.1.8 ESRS E1-6
305-5 Reduction of GHG emissions 1.1.3, 1.3.3, 2.1.7, 2.1.9, 11.2.3 ESRS E1-3, E1-4, E1-7
2.1.10, 5.2.2, 5.3.2

305-7 Nitrogen oxides (NOx), sulfur 5.2.2, 5.3.2 11.3.2 ESRS E2-4
oxides (SOx), and other significant
air emissions
Own Oil in water discharge to % below 1.1.3, 2.1.7, 2.2, 5.1.2,
indicator IOGP average 5.2.2, 5.3.2
Own MMSCF/D Average flaring 1.1.3, 2.1.7, 2.2, 5.1.2,
indicator 5.2.2, 5.3.2
Emissions Related: Energy
302-1 Energy consumption within the 1.2.1, 2.1.7, 5.2.2, 5.3.2, 11.1.2 ESRS E1-5
organization 5.3.4
302-2 Energy consumption outside of the 5.2.2 11.1.3 ESRS E1
organization
302-3 Energy intensity 2.1.7, 5.2.2, 5.3.2 11.1.4 ESRS E1-5
Energy intensity in offices
considered non-material
due to focus on absolute
volume targets and low
relative volumes.
Material Topic: Digitalization
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.8, ESRS 2 SBM-1, SBM-3, IRO-1,
5.1.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-2, S1-4, S1-5; S2-2, S2-4,
S2-5
Own % increase of data signals 1.1.3, 1.3.3, 2.1.8, 5.1.2
indicator
Material Topic: Innovation
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 2.1.9, ESRS 2 SBM-1, SBM-3, IRO-1,
5.1.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-2, S1-4, S1-5; S2-2, S2-4,
S2-5
Own # of Technology Readiness Level 1.1.3, 2.1.9, 5.1.2
indicator (TRL) qualifications
Own # of innovations reached TRL 4 1.1.3, 1.3.3, 2.1.9, 5.1.2
indicator (market readiness)

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5 ESG INFORMATION
GRI sector
Disclosure Reference /direct answer standard ESRS refeference
Material Topic: Energy transition
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 1.4.3, ESRS 2 SBM-1, SBM-3, IRO-1,
2.1.7, 2.1.10, 5.1.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-2, S1-4, S1-5; S2-2, S2-4,
S2-5; E1-1, E1-2, E1-3, E1-4
Own % of EU Taxonomy eligible R&D 1.1.3, 1.3.3, 2.1.10, 5.1.2,
indicator 5.1.5
Own FOW project progress 1.1.3, 1.2.1
indicator
Own FOW Joint venture established 1.1.3
indicator
Material Topic: Market positioning
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 1.4.3, ESRS 2 SBM-1, SBM-3, IRO-1,
2.1.11, 5.1.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-2, S1-4, S1-5; S2-2, S2-4,
S2-5
Own # of FPSO Projects under 1.1.3, 1.3.3, 2.1.4.2, 2.1.11,
indicator construction 5.1.2
Own # of assets in the fleet 1.1.3, 1.3.3, 2.1.4.4, 2.1.11,
indicator 5.1.2
Own Percentile S&P Global ESG rating 1.1.3, 1.3.3, 2.1.11, 2.2,
indicator 5.1.2
Own Directional pro-forma backlog in 1.1.3, 1.3.3, 2.1.6, 2.1.11,
indicator US$ billion 5.1.2
Material Topic: Decommissioning
3-3 Management of material topics 1.2.2, 1.4.1, 1.4.2, 1.4.3, ESRS 2 SBM-1, SBM-3, IRO-1,
2.1.4.4, 2.1.12, 5.1.2 MDR-P, MDR-A, MDR-M, MDR-T;
ESRS S1-2, S1-4, S1-5; S2-2, S2-4,
S2-5
Additional List of operational sites that have 2.1.12, 2.1.4.4 11.7.4
sector closure plans in place
disclosures
Additional List of decommissioned structures 2.1.12, 2.1.4.4 11.7.5
sector left in place
disclosures
Additional Total monetary value of financial 11.7.6
sector provisions
disclosures
Own Recycling rate 2.1.12
indicator

282 - SBM OFFSHORE ANNUAL REPORT 2023


OTHER TOPICS mentioned in the report. Furthermore, to prioritize the
most material information to produce a concise, relevant
Other GRI 2021 Topical Standards determined as not
and clear report, not applicable sector standards from GRI
material to SBM Offshore, as per materiality process
11 Oil and Gas have been excluded, being: 11.2.4, 11.3.3,
explained in sections 1.2.2 and 5.1.2. In the table below you
11.8.3, 11.9.11, 11.10.3-5, 11.11.2-3, 11.11.7, 11.14.3-6.
will find information related to the non-material topics

GRI Sector Standards Reference/direct answer


GRI 11 − 11.4 Biodiversity The topic is addressed and managed in Environmental Impact Assessment by
clients of SBM Offshore. Further information can be found in the following
section: 2.2.
GRI 11 − 11.5 Waste Information can be found in the following sections: 2.1.7, 2.2. Waste
management on downstream leased assets are under the responsibility of
clients of SBM Offshore.
GRI 11 − 11.6 Water and effluents The topic is addressed and managed in Environmental Impact Assessment by
clients of SBM Offshore. Further information can be found in the following
section: 2.1.7.
GRI 11 − 11.15 Local communities The topic is addressed and managed in Stakeholder Engagement by clients of
SBM Offshore. Further information can be found in the following sections: 2.1.3
and 2.2.
GRI 11 − 11.16 Land and resource rights The topic is addressed and managed in Stakeholder Engagement by clients of
SBM Offshore and associated permitting processes.
GRI 11 − 11.17 Rights of Indigenous The topic is addressed and managed in Stakeholder Engagement by clients of
People SBM Offshore.
GRI 11 − 11.18 Conflict and security SBM Offshore does not conduct business in (major) war conflict areas
GRI 11 − 11.21 Payments to governments The topic is addressed in SBM Offshore’s approach to ethics and compliance
(see Material Topics) and embedded in the Code of Conduct and Anti-Bribery
and Corruption Policy.
GRI 11 − 11.22 Public policy The topic is addressed in SBM Offshore’s approach to ethics and compliance
(see Material Topics) and embedded in the Code of Conduct and Anti-Bribery
and Corruption Policy.

SBM OFFSHORE ANNUAL REPORT 2023 - 283


5 ESG INFORMATION
5.5 CERTIFICATION AND • ISO 14001: Environmental Management System
• ISO 45001: Occupational Health and Safety
CLASSIFICATION TABLES
Management System
Complementing sections 2.1.4 and 3.7, the below tables • Class: Vessel Classification
map the compliance and certification of SBM Offshore • ISM: International Safety Management
entities and (onshore and offshore) sites with the following • ISPS: International Ship and Port Facility Security Code
international certification standards and codes: • GEMS: SBM Offshore’s Global Enterprise Management
• ISO 9001: Quality Management System System

OFFICES & WORKSITES ISO 9001 ISO 14001 ISO 45001 ISM
Corporate Offices
Amsterdam (the Netherlands) Certified
Monaco Certified
Offices
Rio de Janeiro (Brazil) Certified
Monaco Certified
Schiedam (the Netherlands) Certified
Kuala Lumpur (Malaysia) Certified
Shanghai (China) Certified
Bengaluru (India) Certified
Construction Sites
PAENAL (Angola) Certified
Operations Offices
Monaco (Management Office) Certified
Angola Compliant Compliant Certified
Brazil Certified Compliant Compliant Certified
Equatorial Guinea Compliant Compliant Certified
Guyana Compliant Compliant Certified
Malaysia Compliant Compliant Certified

Certified: certified by accredited third party


Compliant: verified as compliant by independent, qualified third party

284 - SBM OFFSHORE ANNUAL REPORT 2023


OFFSHORE PRODUCTION FLEET ISO 9001 ISO 14001 ISO 45001 CLASS ISM ISPS
Angola
FPSO Mondo Compliant Compliant Classed Certified Certified
FPSO Saxi Batuque Compliant Compliant Classed Certified Certified
N’Goma FPSO Compliant Compliant Classed Certified Certified
Brazil
FPSO Capixaba Compliant Compliant Classed Certified Certified
FPSO Espirito Santo Compliant Compliant Classed Certified Certified
FPSO Cidade de Anchieta Compliant Compliant Classed Certified Certified
FPSO Cidade de Paraty Compliant Compliant Classed Certified Certified
FPSO Cidade de Ilhabela Compliant Compliant Classed Certified Certified
FPSO Cidade de Maricá Compliant Compliant Classed Certified Certified
FPSO Cidade de Saquarema Compliant Compliant Classed Certified Certified
FPSO Sepetiba Ongoing Ongoing Classed Certified Certified
FPSO Almirante Tamandaré Ongoing Ongoing Ongoing Ongoing Ongoing
FPSO Alexandre de Gusmão Ongoing Ongoing Ongoing Ongoing Ongoing
Equatorial Guinea
FPSO Aseng Compliant Compliant Classed Certified Certified
FPSO Serpentina Compliant Compliant Classed Certified Certified
Guyana
Liza Destiny Compliant Compliant Classed Certified Certified
Liza Unity Compliant Compliant Classed Certified Certified
Prosperity Ongoing Ongoing Classed Certified Certified
ONE GUYANA Ongoing Ongoing Ongoing Ongoing Ongoing
Malaysia
FPSO Kikeh Compliant Compliant Classed Certified Certified

OFFSHORE INSTALLATION FLEET ISO 9001 ISO 14001 ISO 45001 CLASS ISM ISPS
Normand Installer Certified Certified Certified Classed Certified Certified

Certified: certified by accredited third party


Compliant: verified as compliant by independent, qualified third party
Classed: certified by classification society

SBM OFFSHORE ANNUAL REPORT 2023 - 285


5 ESG INFORMATION
5.6 LIMITED ASSURANCE REPORT
OF THE INDEPENDENT AUDITOR
To: the management board and the supervisory board of SBM Offshore N.V.

Assurance report with limited assurance on the sustainability information 2023

Our conclusion
Based on our procedures performed and the assurance information obtained, nothing has come to our attention that causes
us to believe that the sustainability information included in the annual report 2023 of SBM Offshore N.V. does not present
fairly, in all material respects:
• the policy with regard to sustainability; and
• the business operations, events and achievements in that area for the year ended 31 December 2023, in accordance with
the Sustainability Reporting Standards of the Global Reporting Initiative (GRI) and the applied supplemental reporting
criteria as included in the section ‘Reporting criteria’ of our report.
What we have reviewed
We have reviewed the sustainability information included in the following sections of the annual report for 2023 (hereafter:
the sustainability information):
• Chapter 1: Business Environment;
• Chapter 2: Performance Review and Impact;
• Chapter 5: ESG Information, except for chapter 5.1.5 EU Taxonomy Disclosure.
This review is aimed at obtaining a limited level of assurance.

The basis for our conclusion


We conducted our review in accordance with Dutch law, including Dutch Standard 3810N ‘Assuranceopdrachten inzake
duurzaamheidsverslaggeving’ (assurance engagements relating to sustainability reporting), which is a specific Dutch
Standard that is based on the International Standard on Assurance Engagements (ISAE) 3000 ‘Assurance engagements other
than audits or reviews of historical financial information’. Our responsibilities under this standard are further described in the
section ‘Our responsibilities for the review of the sustainability information’ of our report.
We believe that the assurance evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion.
Independence and quality control
We are independent of SBM Offshore N.V. in accordance with the ‘Verordening inzake de onafhankelijkheid van accountants
bij assuranceopdrachten’ (ViO - Code of ethics for professional accountants, a regulation with respect to independence).
Furthermore, we have complied with the ‘Verordening gedrags- en beroepsregels accountants’ (VGBA - Dutch Code of
ethics for professional accountants, a regulation with respect to rules of professional conduct).
PwC applies the ‘Nadere voorschriften kwaliteitssystemen’ (NVKS – Regulations for quality systems) and accordingly
maintains a comprehensive system of quality control including documented policies and procedures regarding compliance
with ethical requirements, professional standards and other relevant legal and regulatory requirements.
Reporting criteria
The reporting criteria applied for the preparation of the sustainability information are the Sustainability Reporting Standards
of the Global Reporting Initiative (GRI) and the applied supplemental reporting criteria, as disclosed in chapters ‘5.1.1
Reporting about ESG Information’, ‘5.1.2 Materiality Methodology’ and ‘5.2 Reporting Boundaries’ of the annual report.
The sustainability information is prepared in accordance with the GRI Standards. The GRI Standards applied are listed in the
GRI Content Index as disclosed in chapter ‘5.4 GRI Content Index’ of the annual report.
The absence of an established practice on which to draw, to evaluate and measure the sustainability information allows for
different, but acceptable, measurement techniques and can affect comparability between entities, and over time.
Consequently, the sustainability information needs to be read and understood together with the reporting criteria applied.

Limitations to the scope of our review


The sustainability information includes prospective information such as expectations on ambitions, strategy, plans,
expectations, and estimates. Inherent to this prospective information, the actual future results are uncertain, and are likely to
differ from these expectations. These differences may be material. We do not provide any assurance on the assumptions and
achievability of prospective information.
In the sustainability information references are made to external sources or websites. The information on these external
sources or websites is not part of the sustainability information reviewed by us. We therefore do not provide assurance on
this information.

286 - SBM OFFSHORE ANNUAL REPORT 2023


Responsibilities for the sustainability information and the review thereon
Responsibilities of the management board and the supervisory board for the sustainability information
The management board of SBM Offshore N.V. is responsible for the preparation and fair presentation of the sustainability
information in accordance with the reporting criteria as included in section ‘Reporting criteria’, including applying the
reporting criteria, the identification of stakeholders and the definition of material matters. The management board is also
responsible for selecting and applying the reporting criteria and for determining that these reporting criteria are suitable for
the legitimate information needs of the intended stakeholders, considering applicable law and regulations related to
reporting. The choices made by the management board regarding the scope of the sustainability information and the
reporting policy are summarised in chapters ‘5.1.1 Reporting about ESG Information’, ‘5.1.2 Materiality Methodology’ and
‘5.2 Reporting Boundaries’ of the annual report.
Furthermore, the management board is responsible for such internal control as the management board determines is
necessary to enable the preparation of the sustainability information that is free from material misstatement, whether due to
fraud or error.
The supervisory board is responsible for overseeing the company’s reporting process on the sustainability information.

Our responsibilities for the review of the sustainability information


Our responsibility is to plan and perform the review engagement in a manner that allows us to obtain sufficient and
appropriate assurance evidence to provide a basis for our conclusion.
Our objectives are to obtain a limited level of assurance, as appropriate, about whether the sustainability information is free
from material misstatements and to issue a limited assurance conclusion in our report. The procedures vary in nature and
timing from, and are less in extent than for, a reasonable assurance engagement. The level of assurance obtained in a review
(limited assurance) is therefore substantially less than the assurance obtained in an audit (reasonable assurance) in relation to
both the risk assessment procedures, including an understanding of internal control, and the procedures performed in
response to the assessed risks.

Procedures performed
We have exercised professional judgement and have maintained professional scepticism throughout the review, in
accordance with the Dutch Standard 3810N, ethical requirements and independence requirements. Our procedures
included, amongst other things of the following:
• Performing an analysis of the external environment and obtaining an understanding of relevant sustainability themes and
issues and the characteristics of the company.
• Evaluating the appropriateness of the reporting criteria applied, their consistent application and related disclosures in the
sustainability information. This includes the evaluation of the company’s materiality assessment and the reasonableness of
estimates made by the management board.
• Through inquiries, obtaining a general understanding of the control environment, the reporting processes, and the
information systems and the entity’s risk assessment process relevant to the preparation of the sustainability information,
without obtaining assurance evidence about the implementation or testing the operating effectiveness of controls.
• Identifying areas of the sustainability information where misleading or unbalanced information or a material misstatement,
whether due to fraud or error, is likely to arise. Designing and performing further assurance procedures aimed at
determining the plausibility of the sustainability information responsive to this risk analysis. These procedures consisted
among others of:
◦ Interviewing management (and/or relevant staff) at corporate (and business/division/cluster/local) level responsible for
the sustainability strategy, policy and results.
◦ Interviewing relevant staff responsible for providing the information for, carrying out internal control procedures on, and
consolidating the data in the sustainability information.
◦ Obtaining assurance evidence that the sustainability information reconciles to underlying records of the company.
◦ Reviewing, on a limited test basis, relevant internal and external documentation.
◦ Considering the data and trends.
• Reconciling the relevant financial information to the financial statements.
• Considering the consistency of the sustainability information with the information in the annual report, which is not
included in the scope of our review.
• Considering the overall presentation, structure and balanced content of the sustainability information.
• Considering whether the sustainability information as a whole, including the sustainability matters and disclosures, is
clearly and adequately disclosed in accordance with the applicable reporting criteria.
We communicate with the supervisory board regarding, among other matters, the planned scope and timing of the review
and significant findings that we identify during our review.

Rotterdam, 28 February 2024


PricewaterhouseCoopers Accountants N.V.

A.A. Meijer RA

SBM OFFSHORE ANNUAL REPORT 2023 - 287


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SBM OFFSHORE ANNUAL REPORT 2023 - 289
6 ADDITIONAL INFORMATION
6.1 Glossary

Term Definition Term Definition


A&RC Appointment and Remuneration Committee HSSE Health, Safety, Security & Environment
AGM Annual General Meeting HSSEQ Health, Safety, Security and Environment,
Quality
API American Petroleum Institute
IASB International Accounting Standards Board
boe Barrel of Oil Equivalent
IBOR Interbank Offered Rates
bopd Barrels of Oil Per Day
ICOFR Internal Control Over Financial Reporting
BP Basis for Preparation
IEA International Energy Agency
BPS Brownfield Project Services
IFC International Finance Corporation
CALM Catenary Anchor Leg Mooring
IFRS International Financial Reporting Standards
CAPEX Capital Expenditure
IFS Industrial and Financial Systems
CBSC Corporate Business Solutions Center
ILO International Labour Organization
CDP Carbon Disclosure Project
IM/CAPA Incident Management/Corrective Action
CMFL China Merchants Financial Leasing
Preventive Action
CMHI China Merchants Heavy Industry Co. Ltd.
IOGP International Association of Oil and Gas
CSRD Corporate Sustainability Reporting Directive Producers
DNSH Do No Significant Harm IP Intellectual Property
EBIT Earnings before Interest and Tax IPCC Intergovernmental Panel on Climate Change
EBITDA Earnings before Interest, Taxes, Depreciation IPIECA International Petroleum Industry Environmental
and Amortization Conservation Association
EPC Engineering Procurement and Construction IRO Impact, Risk and Opportunity
EPCI Engineering Procurement Construction and ISM International Safety Management
Installation
ISO International Organization for Standardization
ERM Enterprise Risk Management
ISPS International Ship and Port Facility Security
ERP Enterprise, Resource, Planning
IUCN International Union for Conservation of Nature
ESG Environmental, Social and Governance
JV Joint Venture
ESRS European Sustainability Reporting Standards
KPI Key Performance Indicator
Euribor Euro Interbank Offered Rate
LIBOR London Interbank Offered Rate
FEED Front-End Engineering and Design
LOPC Loss of Primary Containment
FLNG Floating Liquefied Natural Gas
LTI Long-Term Incentive
FOW Floating Offshore Wind
LTIFR Lost Time Injury Frequency Rate
FPSO Floating Production Storage and Offloading
LUCY Let Us Connect You
FSO Floating Storage and Offloading
MDR-A Minimum Disclosure Requirement – Actions
GEMS Global Enterprise Management System
MDR-M Minimum Disclosure Requirement – Metrics
GHG Greenhouse Gases
MDR-P Minimum Disclosure Requirement – Policies
GJ Gigajoules
MDR-T Minimum Disclosure Requirement – Targets
GOV Governance
MHI Mitsubishi Heavy Industries
GRI Global Reporting Initiative
MNOPF Merchant Navy Officers Pension Fund
GTS Group Technical Standards
MOPU Mobile Offshore Production Unit
GW gigawatt
MPF Multi-Purpose Floater
HEMP Hazards and Effects Management Process
MW megawatt
HR Human Resources
NES New Energies & Services
HSS Health, Safety and Security
NGOs Non-Governmental Organizations

290 - SBM OFFSHORE ANNUAL REPORT 2023


Term Definition
NOx Nitrous Oxides
NZE Net Zero Emissions
O&M Operations and Maintenance
OECD Organization for Economic Co-operation and
Development
OIFR Occupational Illness Frequency Rate
OMEA Operations and Maintenance Enabling
Agreement
OPEX Operating Expenditure
PFC Production Field Center
PP&E Property, Plant & Equipment
PSE Process Safety Events
PSM Process Safety Management
PV Photovoltaic
R&D Research and Development
RAC Risk Assurance Committee
RCF Revolving Credit Facility
RCP Representative Concentration Pathway
ROAE Return on average equity
RP Remuneration Policy
RSU Restricted Share Unit
SASB Sustainability Accounting Standards Board
SBM Strategy and Business Model
SCF Supply Chain Financing
SDG United Nations Sustainable Development Goals
SIF Serious Injuries and Fatalities
SOFR Secured Overnight Financing Rate
SOx Sulphur Oxides
SPV Special Purpose Vehicle
SRS Single Reporting System
STEM Science, Technology, Engineering and
Mathematics
STI Short-Term Incentive
SWS Shangahi Waigaoquiao Shipbuilding
TCFD Task Force on Climate-Related Financial
Disclosures
TLP Tension-Leg Platform
TMS Turret Mooring System
TRIFR Total Recordable Injury Frequency Rate
TRL Technology Readiness Level
UN United Nations
WEC Wave Energy Converter

SBM OFFSHORE ANNUAL REPORT 2023 - 291


6 ADDITIONAL INFORMATION
6.2 ADDRESSES & CONTACT DETAILS
SBM OFFSHORE CORPORATE HEADQUARTERS
Evert van de Beekstraat 1-77
1118 CL Schiphol
the Netherlands
Tel: +31 (0)20 236 3000
Website: www.sbmoffshore.com

Investor Relations
Wouter Holties
Corporate Finance and Investor Relations Manager
Mobile: +31 (0)6 2334 3764
E-mail: Wouter.Holties@sbmoffshore.com

Media Relations GET MORE INFORMATION ONLINE


Evelyn Tachau-Brown
Group Communications and Change Director
Mobile: +377 (0)6 4062 3034 A PDF of the full Annual Report
E-mail: Evelyn.Tachau-Brown@sbmoffshore.com and further information about
SBM Offshore and our business
COLOPHON can be found online at our website:
www.sbmoffshore.com
This report was published on February 29, 2024 by
SBM Offshore N.V. with contributions by:

Concept & design


SBM Offshore

Document & website realization


Tangelo Software, Zeist, the Netherlands

292 - SBM OFFSHORE ANNUAL REPORT 2023


SBM OFFSHORE ANNUAL REPORT 2023 - 293

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