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    ANNUAL REPORT 2020 ANNUAL REPORT 2020


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    KEY FIGURES (in EUR million, unless stated otherwise) 2020 2019 Revenue 2,525 2,645 Order book 5,306 4,722 EBITDA 404 376 Net result from joint ventures and associates 19* 26 Depreciation and amortization 264 265 Operating result 140 28 Exceptional items (charges/income) -195 82 EBIT -56 111 Net operating profit 90 -1 Net profit (loss) -97 75 Net group profit (loss) -97 75 Cash flow 355* 340 Shareholders’ equity 2,283 2,491 RATIOS (IN PERCENTAGES) EBIT as % of revenue 5.5* 4.2 Return on capital employed 3.9* 2.9 Return on equity 3.8* 3.0 Solvency 50.5 54.3 KEY FIGURES FIGURES PER SHARE (IN EUR) Profit 0.69* 0.56 Dividend (proposal) 0.50 - Cash flow 2.48* 2.55 NON-FINANCIAL INDICATORS Employees including associated companies 9,913 9,604 Employees in Boskalis majority owned entities 6,137 5,812 Ratio women/men within Boskalis’ majority owned entities 14/86 14/86 Number of nationalities within Boskalis’ majority owned entities 84 79 Lost Time Injuries (LTI) 9 6 Lost Time Injury Frequency (LTIF) 0.05 0.03 Total Recordable Injury Rate (TRIR) 0.32 0.37 Strategic suppliers: percentage spend covered by Supplier Code of Conduct 85 81 CO2 emissions scope 1+2 (MT (‘000)) 973 1,110 Please refer to the glossary for definitions of the terms used * Excluding exceptional charges ANNUAL REPORT 2020 – BOSKALIS


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    REVENUE (in EUR million) NET OPERATING PROFIT (in EUR million) CAPITAL EXPENDITURE (in EUR million) 2,645 2,525 20 9 90 228 232 -1 2019 2020 2019 2020 2019 2020 Net capital expenditure Disposals REVENUE BY SEGMENT (in EUR million) REVENUE BY GEOGRAPHICAL AREA (in EUR million) 175 252 Dredging & Inland Infra 97 581 The Netherlands Offshore Energy Rest of Europe Towage & Salvage 244 Australia / Asia Eliminations (-30) Middle East Africa 1,065 1,316 North and South 457 America 893 ORDER BOOK (in EUR million) ACQUIRED ORDERS (in EUR million) FLEET UTILIZATION (in weeks per year) 5,306 4,722 3,405 3,041 34 35 35 32 26 17 2019 2020 2019 2020 2019 2020 Hoppers Cutters HTVs


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    1 ANNUAL REPORT 2020 The Annual Report 2020 has been filed in accordance with the European Single Electronic Format (ESEF). The original approved annual report pursuant to article 361 of Book 2 of the Dutch Civil Code, including the audited financial statements and the auditor’s report, is available as a single report package on boskalis.com in the financial information section of the download center. This document is a ‘printed version’ of that digital report and in the event of any discrepancies, the digital single report package will prevail. This annual report contains forward-looking statements. These statements are based on current expectations, estimates and projections of Boskalis’ management and information currently available to the company. These forecasts are not certain and contain elements of risk that are difficult to predict and therefore Boskalis does not guarantee that its expectations will be realized. Boskalis is under no obligation to update the statements contained in this annual report. Some of the projects referred to in this report were carried out in cooperation with other companies. Certain photos in this annual report were taken before the outbreak of COVID-19 or on vessels or at locations where the 1.5-meter social distancing rule and other public health measures do not apply.


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    2 TABLE OF CONTENTS The upgraded Houtrib dike between Enkhuizen and Lelystad in the Netherlands with the new Trintelzand nature reserve


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    3 4 CHAIRMAN’S STATEMENT 6 BOSKALIS AT A GLANCE 24 REPORT OF THE SUPERVISORY BOARD 36 REPORT OF THE BOARD OF MANAGEMENT 77 FINANCIAL STATEMENTS 2020 154 OTHER INFORMATION


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    4 CHAIRMAN’S STATEMENT The year 2020 has been exceptional in many ways. At the particular from everyone on the projects and the vessels. Longer beginning of March we presented our new Corporate Business Plan periods on board and on the projects, longer travelling times and for 2020-2022, which was based on a gradual market recovery tough quarantine restrictions. The demands on the colleagues in the and an upward trend. We were also positive about the longer term offices were also hard, with most colleagues working from home. as we expect Boskalis to make a relevant contribution to solutions for the challenges of the future; in the fields of infrastructure, the energy Looking at where we stand today, and looking back at 2020, I can transition and the protection of coastal regions from climate change. genuinely confess that I am proud of how we have weathered the corona-storm. In part thanks to the measures taken we have ended the Our positive mindset was however bluntly crushed by the coronavirus year with a revenue of EUR 2.5 billion, EBITDA of EUR 404 million mid-March. In one strike, our view of the world was turned upside and a historically high order book of EUR 5.3 billion. At the same down. Lockdown measures were announced across the globe, time, we were able to substantially improve our strong financial ANNUAL REPORT 2020 – BOSKALIS working from home became the norm, the aviation industry came to position boasting a net cash of EUR 439 million as per year end. a grinding halt and, as a consequence, keeping our projects and vessels around the world operational and staffed became an DREDGING & INLAND INFRA unprecedented challenge. In the Dredging & Inland Infra division the Duqm mega project was We immediately established a crisis agenda that has been guiding completed last year. A long quay wall and two long jetties were our policy since. The health and safety of our people was constructed in a temporary polder and a huge port area has been paramount, the projects had to continue as much as possible, costs reclaimed alongside. In Saudi Arabia we also completed two major had to be reduced where possible, investments were postponed and dredging projects. In Singapore, the large Finger Pier 3 project is in the order book had to stay filled. To do that, we had to ask a lot full swing and we have been working on the third and final season from our colleagues in terms of flexibility and loyalty. And in in Kitimat, Canada, where an LNG export terminal is being built.


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    5 In November, the German federal court ruled in favor of the SALVAGE construction of the Fehmarnbelt tunnel. Last year we already started Salvage has had one of the busiest and most successful years in its on the Danish side and this year we can also get to work on the rich history. Notable projects include the salvage of the bulk carrier German side. Thanks to a positive ruling from the Dutch Council of Stellar Banner that ran aground and the emergency response State, the implementation of the project plan for the upgrading of activities for the Japanese bulk carrier Wakashio, which had run the Markermeer dikes has now been given the definitive go-ahead aground on a coral reef offshore Mauritius. The heavy seas tore the and we completed the upgrade of the Houtrib dike. In the ship apart and it started leaking oil. By removing the bunker fuel, Netherlands we were also successful with numerous tenders, our Salvage colleagues were able to prevent a major environmental including two major dike reinforcement projects. disaster. Furthermore, the VLCC New Diamond that was carrying two million barrels of crude oil was salvaged. This vessel ran into In the closing days of this challenging year we were rewarded with difficulties near Sri Lanka after an explosion and fire in the engine a Letter of Confirmation relating to the land development for the room. After successfully extinguishing the fire, our BOKA Expedition new international airport of Manila. At EUR 1.5 billion, this is the towed the crude carrier to the United Arab Emirates, where the largest dredging project ever undertaken by Boskalis on its own. crude oil cargo was safely transferred to other vessels. With this project, we have secured the utilization of our large hoppers for three years. This was followed in early January 2021 All in all, it has been a fantastic year for Salvage with a historically by the award of a major sub-project of the Oosterweel link high result. It was also a year in which our main competitor Ardent infrastructure project in Antwerp, Belgium. left the market, allowing us to strengthen our position in the Americas. OFFSHORE ENERGY TRANSFORMATION After a couple of tough years, Offshore Energy recovered well last Obviously, COVID-19 has caused a lot of disruptions over the past year. Seabed Intervention in particular made a good contribution in year. In July, we were due to celebrate the tenth anniversary of our this respect with both the successful completion of projects and successful NINA safety program. Since NINA was introduced, our numerous new developments. Work started in El Salvador, where accident rate has dropped spectacularly. Our Lost Time Injury we will connect an offshore Floating Storage and Regasification Frequency fell by no less than 95%! NINA, which was developed Unit to an onshore power plant and a new contract was won for the entirely in-house, has brought about a genuine transformation of the seabed preparation of the Fécamp wind farm offshore Normandy, culture and mentality throughout the company and working without France. In the area of renewables, Subsea Cables also had a very NINA is unimaginable. busy year, with cable-laying projects including Borssele Alpha and Beta, Hornsea 2, Triton Knoll and Ostwind 2 - the largest cable Throughout the year we also made major steps in executing our project in our history. In 2020, we set new records in heavy marine sustainability strategy. We installed more than 5,000 solar panels transport. The BOKA Vanguard transported both the largest and on the roof of our distribution center in the Netherlands. They heaviest cargo ever by a ship: a fish farm of 385 by 60 meters and produce 1.6 million kWh of green electricity per year, which the FPSO P70, weighing over 91,000 tons. Furthermore, the Forte represents 15% of our domestic needs. And the use of alternative successfully carried out the float-over installation of the Bokor fuels such as biofuels is resulting in a substantial CO2 reduction on topside in Malaysian waters. The Bokalift 1 has been busy this year an increasing number of projects in the Netherlands. We have also with a number of decommissioning projects: three platforms were entered into an alliance with Wetlands International, an NGO dismantled for Neptune Energy and a total of four platform topsides dedicated to protecting and restoring wetlands around the world. and four jacket foundations were successfully removed as part of Not only do these wetlands help to protect coasts, they are also the Viking Vulcan 2020 campaign. some of the world’s largest repositories of carbon dioxide. We also acquired a spectacular contract for the world’s largest After a true roller coaster ride over the last 12 months, I am looking floating wind farm: Kincardine. In September, we started with the forward with confidence. We may not be there yet, but the end of installation of the anchor spreads on the seabed followed by the the pandemic is in sight and as a company we are in great shape transport of the floating foundations on the Fjord from Spain to with a well-filled order book, a strong financial position, and above Rotterdam. In Rotterdam, the floating turbines are being installed on all the best team of professionals in the industry. On behalf of the the foundations and then towed to the wind farm off the Scottish Board of Management, I would like to thank all of them for their coast. commitment, flexibility and dedication over the past year as well as ANNUAL REPORT 2020 – BOSKALIS our clients, partners and shareholders for the trust and confidence 2020 was the first year in which the survey activities of both they place in us. Gardline and Horizon contributed in full to the group’s results. Early 2020, the remaining shares in Horizon were acquired. Despite a weaker start to the year due to the cocktail of weather, COVID-19 and the low oil price, a strong summer season and lots of surveying for the renewables market offset the difficult start. At the start of the new year we acquired the subsea activities of Rever Offshore, formerly known as Bibby Offshore. This acquisition enables us to strengthen our market position in the North Sea and will bring Peter Berdowski synergies by combining it with our current activities.


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    6 BOSKALIS AT A GLANCE


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    7 8 COMPANY PROFILE 9 ACTIVITIES 10 STRATEGY 18 SHAREHOLDER INFORMATION


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    8 COMPANY PROFILE Boskalis is a leading dredging and marine expert creating new horizons for all its stakeholders. BOSKALIS IN VOGELVLUCHT The mega cutter Krios In addition to our traditional dredging activities we offer a broad Boskalis operates worldwide but concentrates on those regions range of maritime services for the offshore energy and renewables that have the highest growth expectations. This spread gives us sectors. Furthermore, we provide towage services as well as both a solid foundation and the flexibility to be able to secure a emergency response and salvage-related services. wide range of projects, as well as providing good prospects for balanced and sustainable growth. Our main clients are As a partner we are able to realize complex infrastructural works governments, port and terminal operators, oil, gas and wind for our clients within the chain of design, project management and energy companies, mining companies and related EPC execution on time, safely and within budget, even at vulnerable or contractors and subcontractors, shipping companies, insurance remote locations around the world. We strive for a sustainable companies and international project developers. ANNUAL REPORT 2020 – BOSKALIS design and realization of our solutions. Royal Boskalis Westminster N.V. (Boskalis) has 9,913 employees, Demand for our services is driven by the structural growth and including associated companies. The safety of our employees and rising prosperity of the global population, which in turn drives those of our subcontractors is paramount. Boskalis operates its growth in global trade and demand for raw materials and energy. progressive global safety program No Injuries No Accidents Furthermore, the required energy transition and climate change (NINA), which is held in high regard in the industry and by our adaptive measures increasingly create business opportunities for clients. Our versatile fleet consists of more than 650 vessels and Boskalis. Collectively these macro trends drive demand for floating equipment, including associated companies. Our head maritime infrastructure and as such constitute the key drivers of office is based in the Dutch city of Papendrecht. Royal Boskalis sustainable growth for our activities. Westminster N.V. shares have been listed on Euronext Amsterdam since 1971.


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    9 ACTIVITIES Boskalis is renowned for its innovative approach and terminal connections. With a combined fleet of over 200 vessels specialist knowledge of environmentally friendly assistance is provided to, amongst others, oil and chemical tankers, container ships, reefers, ro-ro vessels and mixed cargo ships around techniques. With our great expertise, multidisciplinary the world. approach, versatile state-of-the-art fleet and extensive experience in engineering and project management we SALVAGE have proven time and again that we are able to realize Boskalis provides services relating to marine salvage and wreck complex projects on time, safely and within budget, removal. We assist vessels in distress and are able to spring into anywhere in the world. action at any time and anywhere in the world. We are able to do so by operating out of four locations which are strategically situated along the main international shipping routes: Houston, Cape Town, DREDGING & INLAND INFRA Rotterdam and Singapore. The removal of shipwrecks or damaged Traditionally the core activity of Boskalis is dredging. This involves offshore platforms almost always takes place at locations where the all activities required to remove silt, sand, clay and other layers from wreck forms an obstruction to traffic or presents an environmental the sea- or riverbed and reusing it elsewhere where possible, for hazard. We have the advanced technology and expertise needed to example for coastal protection or land reclamation. The services we remove hazardous substances such as heavy fuel oil from wrecks provide also include the construction and maintenance of ports and and boast a successful track record in salvaging vessels and waterways, and coastal defense and riverbank protection. In platforms under challenging circumstances. addition, Boskalis is active in the extraction of raw materials using dredging techniques and dry earthmoving. In the Netherlands, Boskalis also operates as a contractor of dry infrastructure projects. This involves the design, preparation and execution of large-scale civil infra works, such as the construction of roads and railroads, bridges, aqueducts, viaducts and tunnels in addition to dike and riverbank related projects. In doing so, we also perform specialist works such as soil improvement and remediation. OFFSHORE ENERGY Through its offshore contracting capabilities and services Boskalis supports the activities of the international energy and renewables sectors, including oil and gas companies and providers of renewable energy such as wind power. We are involved in the engineering, construction, maintenance and decommissioning of oil and LNG import/export facilities, offshore platforms, pipelines and cables and offshore wind farms. In performing these activities Boskalis applies its expertise in the areas of marine survey, heavy transport, lift and installation work, as well as diving and ROV services complemented with dredging, offshore pipeline, cable and rock installation. ANNUAL REPORT 2020 – BOSKALIS TOWAGE In ports and terminals around the world towage and terminal services are provided to oceangoing vessels through the joint ventures Keppel Smit Towage and Smit Lamnalco. Keppel Smit Towage offers assistance to incoming and outgoing vessels in various ports in the Asia-Pacific region. Smit Lamnalco offers a full range of services for the operation and management of onshore and offshore terminals. These services include assistance with the berthing and unberthing of tankers at oil and LNG terminals as well as additional support services such as pilotage, subsea inspection and maintenance, firefighting, and the coupling and uncoupling of


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    10 STRATEGY We create and protect FOCUS Value adding assets welfare and advance the Creative innovative solutions Disciplined and selective tendering Operational excellence energy transition. SUSTAINABLE GROWTH BOSKALIS Investments in distinct assets Invigorate climate change adaptation 2020 -2022 Advance energy transition Carbon neutrality HUMAN EXCELLENCE Strategic workforce planning Leadership and talent development Knowledge sharing Employee engagement Boskalis operates around the world and is a leading player in the fields of dredging, offshore energy and maritime services. The company is a frontrunner in many of its markets thanks to its ability to deliver innovative all-round solutions combined with a comprehensive portfolio of specialist activities. Its versatile vessels and maritime BOSKALIS AT A GLANCE equipment with value-adding potential are the cornerstone of the Boskalis business model. Systematic execution of the strategy, which is reviewed regularly in light of relevant market developments, is a key factor in Boskalis’ success. Our strategy is elaborated in our three-year business plan. Following a thorough review of our markets and business lines, a new Corporate Business Plan was formulated early 2020 covering the period 2020-2022 that builds on three strategic pillars – Focus, Sustainable Growth and Human Excellence. The new plan as presented in March 2020 was however rapidly overtaken by the COVID-19 pandemic. It is currently still too early to reliably assess the mid- to long-term impact of COVID-19 on the global economy. However, near-term market developments have obviously been different from the assumptions underlying the 2020-2022 Corporate Business Plan. Notwithstanding this changed environment, significant progress was made with many of the strategic initiatives. A number of plans have been rephased as opposed to cancelled altogether. Nonetheless, a comprehensive review of the current business plan is called for once the COVID-19 pandemic is brought under control and its mid- to long-term impact less ambiguous. Boskalis will therefore review its relevant end-markets in the second half of 2021 with the intent to publish a new Corporate Business Plan for the period 2022-2024 in March 2022. OUR CONTRIBUTION Boskalis’ activities create economic value while addressing societal needs and challenges. This is also captured in our purpose statement “We create and protect ANNUAL REPORT 2020 – BOSKALIS welfare and advance the energy transition”. Across the breadth of the group our activities contribute to creating prosperity, for example by facilitating world trade, creating infrastructure as well as new land. Through our dredging and marine salvage activities we offer solutions to protect valuable areas and assets. Our coastal defense and riverbank protection activities protect society and the natural environment from the consequences of climate change, rising seas levels and extreme weather events. Our marine salvage business helps to prevent environmental disasters and recovers valuable vessels and their cargo. With our offshore energy activities, in particular through our offshore wind business, we help to advance the energy transition. Together these activities contribute significantly to achieving the UN Sustainable Development Goals (SDGs).


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    11 BUSINESS DRIVERS Global trade is expected to roughly keep pace with economic In monitoring and developing our corporate strategy we keep a growth. Particularly in Asia, interregional shipping is anticipated clear eye on the long-term megatrends that underpin the Boskalis to further increase. Boskalis continues to benefit from the trend business model. towards larger vessels with deeper drafts. In ports these vessels require deeper access channels and larger and deeper berths and A key driver of our business model is the continued growth of the turning basins, creating primarily opportunities in the area of global population, projected to rise by more than 1 billion persons dredging. to approximately 9 billion by 2040. By then almost 70 percent of the people together with associated assets and infrastructure will As a consequence of the above-mentioned demographic and live on 0.5 percent of the world’s land area, much of it in close economic developments, energy demand continues to increase. proximity to water and some of this land will be reclaimed. Part of this demand can be served from existing sources, however Furthermore, long-term economic projections show that emerging significant new investments are required to meet this rising markets will outgrow the advanced economies and that the demand. The energy infrastructure required to meet this need average global Gross Domestic Product (GDP) per capita is presents a challenge on multiple fronts. The International Energy expected to have increased by 50 percent by 2040. This growing Agency (IEA) estimates USD 44 trillion is required in new energy and more affluent population living in coastal regions underpins supply infrastructure in the period up to 2040. While an annual the other drivers of our business: world trade, energy consumption expenditure of USD 45 billion is required to address UN SDG 7 and climate change. to deliver affordable, sustainable and reliable access to modern energy services. Infrastructure services are the backbone of development – they support essential services required to meet economic and Whilst the energy transition is driving growth in renewables, financial, social and environmental objectives. In particular, the traditional fossil energy sources will continue to be indispensable building of trade-related infrastructure is recognized as a key for the foreseeable future. Oil, natural gas and even coal are element to help accelerate progress towards achieving the expected to remain significant components of the global energy UN Sustainable Development Goals (SDGs). mix and absolute fossil fuel volumes are predicted to grow in the ANNUAL REPORT 2020 – BOSKALIS The anchor handling tug Manta towing a floating wind turbine to the Kincardine offshore floating wind farm in Scotland


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    12 short and medium term. A more rapid energy transition – effects through adaptive measures also requires very substantial consistent with meeting the Paris climate goals – would also create investments. Collectively these macro trends propel the demand for substantial new opportunities for Boskalis. Within such a faster maritime infrastructure and as such constitute key drivers of energy transition, the share of coal and oil in the energy mix sustainable growth for our activities. This is irrespective of would strongly decline and be offset by an even sharper growth in unpredictable and potentially less favorable short-term renewables and gas – the two most relevant energy markets for developments in some of the regions and markets where Boskalis Boskalis. Through our projects and business activities we have an is active. important role to play in advancing the energy transition. We are one of the leading players in the offshore wind market with a Since its inception in 1910, Boskalis’ raison d’être has been to strong position in the installation of cables and turbine create and to protect infrastructure through innovative solutions to foundations. Through these projects we are helping to make challenges in the maritime, coastal and delta regions of the world. renewable electricity available and attractive to clients The importance of our climate change adaptive solutions will only and consumers. increase with time and through our renewables business, we strive to advance the energy transition. Looking to the future, our Climate change continues to rise up the global agenda and purpose seems more relevant than ever. Boskalis can play a valuable role in the necessary adaptation. The UN recognizes the rising gap between current progress and DIVISIONAL REVIEW global goals to limit global warming. The opportunity for businesses to step up to the challenge is bigger than ever. DREDGING & INLAND INFRA The 2018 special report from the Intergovernmental Panel on Climate Change (IPCC) incontrovertibly states that the effects of Dredging & Inland Infra is focused on market segments with climate change cannot be fully prevented. Approximately structural growth. In the short-term the rate at which the market is 3.5 billion people, half the global population, live within expected to grow is uncertain as governments struggle to agree on 60 kilometers of the coast and 75 percent of major cities budgetary priorities in the wake of the COVID-19 pandemic. BOSKALIS AT A GLANCE worldwide are located on the coast, many of which are at risk However, public spending is recognized as having a stimulating from the effects of climate change. Furthermore, 1.1 billion people effect on private spending and has a larger impact on GDP via the live in flood-prone areas at threat from both rivers and seas. multiplier effect, making infrastructure an attractive priority theme. Without additional investments annual coastal flood damages are Boskalis holds an important position in this relatively consolidated projected to increase 100 to 1,000 times by the end of this market and has a very strong global presence, which puts the century. It is estimated that annual investments of USD 77 billion company in a good position to take advantage of forthcoming are required to keep flood risks at their current levels. Raising the prospects. safety levels to Dutch standards would result in a tenfold increase of these annual investment needs. Based on market assessments carried out late 2019, Boskalis estimated the global dredging market for hopper and cutter Dredging & Offshore dredger projects to have a contract value in the order of Inland Infra Energy EUR 56 billion. Based on project awards in 2020 and the current Population growth tender pipeline, this pre-COVID-19 assessment still looks reasonable, albeit that the decision-making process to award Maritime Infrastructure Growing projects has lengthened in the last 12 months. world trade More energy Climate change is one of the greatest threats facing humanity with demand potentially far-reaching and devastating impact on people, the environment, and the economy. As previously mentioned, the Climate change investments needed to adequately protect coastal regions are immense. Therefore, accelerating climate change adaptation is a Energy transition human, environmental, and economic necessity. The dredging industry is uniquely positioned to offer adaptive solutions as sea levels continue to rise, extreme weather events surge and their Figure 1: Boskalis business drivers and related activities damaging impact becomes more apparent. ANNUAL REPORT 2020 – BOSKALIS In summary, the mid- to long-term development of macro trends Boskalis strives to execute its projects in a sustainable and relevant to Boskalis are all positive. The structural growth and responsible manner. We have set ourselves the ambition to be rising prosperity of the global population that increasingly lives in climate-neutral by 2050, which sets us on a journey through coastal areas drives demand for raw materials and energy and uncharted territories. To reduce our emissions, a successful stimulates global trade. Climate change necessitates massive ‘Boskalis on Bio’ program has been developed in partnership investments in the energy transition away from fossil fuels towards with GoodFuels and Wärtsilä. We see biofuels as one of the renewable energy sources. Given the unavoidable changes that alternatives to accomplish substantial CO2 reductions and are already locked in as a result of current and near-term continue to invest in technology and practical experience emissions, the damaging effects of climate change will nonetheless around other carbon-neutral fuels for our vessel engines in the increase over the next decades. Adequately addressing these coming years.


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    13 TOWAGE & SALVAGE Subsea Services The size of our towage business has decreased in recent years Boskalis held a relatively modest position in the subsea services following two substantial divestments in 2019. Opportunities to market, which it substantially increased through the acquisition of divest the smaller parts of the remaining towage business will be Rever Offshore (former Bibby Offshore) at the end of 2020. With assessed on a case by case basis. The volume of work for Salvage our more prominent subsea market presence, we focus on survey is inherently difficult to predict. Nevertheless, Boskalis continues to and UXO clearance, diving and Inspection, Repair and successfully leverage its global footprint and permanent presence Maintenance (IRM) work in shallow water regions in Northwest in ports around the world to grow its Emergency Response Europe, Africa and the Middle East. The subsea services market is business. The importance of our salvage operations from an highly fragmented with the vast majority of players operating just ESG perspective is gaining external recognition. Through our one or two survey and diving support vessels in a specific region. efforts we protect and recover economic value and avert ecological damage. Installation & Intervention Installation & Intervention comprises the installation of floating and fixed offshore structures as well as seabed preparation, subsea OFFSHORE ENERGY rock installation and landfall construction. Similar to the other Boskalis offers a broad range of distinctive capabilities to the business units the market outlook consists of a mixture of offshore offshore energy sector, both in oil and gas as well as in offshore oil & gas and wind energy prospects wind. The vast majority of our services and assets are market agnostic, capable of supporting all sectors of the offshore energy Offshore wind industry. Increasing energy consumption creates additional The offshore wind cluster is mostly active in the transportation and opportunities for our traditional offshore activities, whilst the installation of turbine foundations and substations as well as the renewables market has substantial further growth potential. Over installation of export and array cables. Boskalis’ share in the the past six years, the revenue share of offshore wind has grown European offshore wind market ranges from around 10 percent from practically nil to more than 45 percent. (foundations) to around 35 percent (cables). The company is committed to maintaining a strong presence in the European Early 2020, near term capital expenditures in offshore oil & gas market as well as to build a position in the Far East and east coast were expected to grow by an average of over 6 percent per year of the United States. whilst offshore wind expenditures were projected to increase by more than 22 percent per year. Clearly the COVID-19 pandemic and the resulting slump in oil and gas prices have resulted in a more muted near-term outlook. As yet, there is no common opinion on the pace of the recovery and which sub-markets are likely to benefit. Until the COVID-19 pandemic is brought under control, this ambiguity is unlikely to change. Marine Transport Services Boskalis has a leading position in the global heavy marine transport market and is also active in long-distance ocean towage. Boskalis has deliberately positioned itself for the high end of this market with a focused fleet of semi-submersible heavy transport vessels. Currently it holds a substantial market share and based on public information the supply side outlook is fairly stable. Demand for the coming years is expected to primarily comprise of a combination of floating and fixed platforms as well as dry transport opportunities for offshore wind foundations and offshore substations. Survey With the acquisition of Gardline in the UK and Horizon in the ANNUAL REPORT 2020 – BOSKALIS United Arab Emirates, Boskalis has established a leading position in the marine survey market and strengthened its position in the early-cyclical segments of the renewables and oil & gas markets. In the coming years, survey will continue to serve the traditional oil & gas market whilst the renewables market will potentially outgrow this market with new opportunities in the Asian markets as well as on the east coast of the United States. Relative to the four largest players in this market, Boskalis’ share is now approximately 30 percent.


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    14 STRATEGIC FRAMEWORK third-party services revenue. Here the emphasis lies on sustaining The Boskalis strategy is a logical progression from our purpose fleet utilization levels whilst maintaining a responsible risk profile, and mission: with cost leadership being an important prerequisite. The S curve concept is dynamic in time and therefore we need to Purpose – We create and protect welfare and advance the be critical with regard to the scope for adding sufficient value to energy transition. assets at the lower end of the S curve. A structural shift in supply Mission – We strive to be the leading dredging and marine and demand can for example cause a former value-adding asset contracting experts, creating new horizons for all our to be structurally repositioned lower on the curve. If this results in stakeholders. an asset becoming a commodity that cannot be moved up the S curve, we will consider divesting it. Conversely, modifying an The strategic course for the coming period is based on the existing asset or deploying it in a new market segment – for following three pillars: Focus, Sustainable Growth and Human example in conjunction with our high-value contracting assets and Excellence. project management capabilities – can result in it being repositioned higher on the curve. Boskalis manages its portfolio of assets actively in order to timely respond to such market dynamics. FOCUS The essence of our value-adding asset concept is that we aim to Value-Adding Assets position assets high on the S curve. Boskalis’ strength lies in deploying its own assets combined with additional interrelated core competencies to add value for our Key achievements in 2020: clients. Boskalis will sustain its success as long as we have the ‚ Within the Offshore Energy division an interesting new market is right assets and people to execute our specialized activities for our currently developing: floating offshore wind. With our versatile various client bases. heavy transport fleet, our seabed and subsea capabilities, large anchor handling vessels together with our project management BOSKALIS AT A GLANCE We aim to achieve the optimum balance between margin and engineering skills, we are uniquely positioned to offer a maximization and fleet utilization by operating our assets at one-stop-shop solution for this rapidly growing market. various points on the S curve (see figure 2). We have clients who ‚ The BOKA Vanguard proved its value-adding potential again in require us to deliver integrated, innovative services or turnkey 2020 by setting two new records. Firstly, weighing 91,000 tons solutions. In order to meet these client requirements, we need the FPSO P70 was the heaviest cargo ever transported by ship. competencies that complement and reinforce each other, such as The FPSO was transported from China to Brazil. Furthermore, innovative engineering combined with financial and operational the BOKA Vanguard transported the largest cargo ever – a expertise. In addition, we need to be capable of acting as lead complete fish farm measuring 385 meters by 60 meters. This contractor with project management experience and a successful cargo was transported from China to Norway. track record being of great importance. In this part of the market, with its higher margin potential, we expressly position ourselves Disciplined and selective tendering towards the top of the S curve. Market conditions are expected to remain challenging as surplus capacity still persists and clients continue to ask more value for Our more straightforward services and assets are positioned at the money. This requires us to be disciplined and selective in the (pre) lower half of the S curve. Most of these assets also support our tender phase, focusing on projects that sit well within our profile of contracting projects but a large part of this business segment is core competencies allowing for an equitable risk/reward (cash) balance. Key achievements in 2020: ‚ The outbreak of COVID-19 clearly had immediate implications for our clients and in general resulted in more protracted tender procedures. Nonetheless, we were able to increase the amount of work in the backlog from the record amount of EUR 4.7 billion at the end of 2019 to a new all-time high of Added Value EUR 5.3 billion. The focus of the tender team on the New ANNUAL REPORT 2020 – BOSKALIS ASSETS Manila Airport project deserves a specific compliment which was rewarded with the contract award mid December. Capital allocation and returns Our capital allocation guideline aims to distribute and invest the company’s financial resources in ways that optimize returns. Safeguarding profitability margins also requires a continued focus on operational excellence whereby problem-solving capabilities, Complexity teamwork and leadership drive the ongoing improvement of our processes and practices. Figure 2: S curve – creating value with assets


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    15 Key achievements in 2020: program which included a review and rationalization of the old ‚ As a consequence of the COVID-19 outbreak, Boskalis further cutter fleet. sharpened its strong focus on cash management. This included ‚ During 2020, the conversion and development of the unique limiting non-project-related expenditure and optimizing working 4,000-ton crane vessel Bokalift 2 was ongoing and is expected capital to preserve the strong financial position. Capital to be completed in 2021. This vessel will initially be deployed allocation decisions were also reviewed resulting in a nearly for wind turbine foundations. halving of the original capital expenditure plan for 2020, the ‚ In January 2021, the multipurpose DP2 offshore construction decision to not pay-out the financial year 2019 dividend and vessel BOKA Tiamat was added to our offshore fleet. The vessel the temporarily suspension of the share buyback program. These will be deployed on offshore wind projects in Taiwan. The measures had a positive effect on cash flow of approximately vessel underwent a retrofit which allows reduced fuel EUR 300 million and contributed to a strong net cash position. consumption and emissions. ‚ Boskalis financed its mega suction cutter dredger Krios through ‚ A brand new supply vessel has been modified into a state-of- an innovative Export Credit Agency (ECA) covered loan, the first the-art geophysical survey vessel, the Ocean Resolution, which ECA insured loan of its kind in the Netherlands. With this entered service in February 2021. Early 2021, another EUR 121 million facility, Boskalis refinanced a substantial part platform supply vessel was acquired from the market that will of the construction costs of the Krios. Besides an attractive all-in also be modified into a survey vessel. rate of slightly less than one percent, the long duration of the ‚ As of 2020, Boskalis holds all of the shares in the Horizon facility matches extremely well with the long economic lifetime of Group. With the full control over Horizon, Boskalis has the vessel. strengthened its position in marine survey and together with Gardline is capable of serving clients from the US East coast SUSTAINABLE GROWTH through to Asia. Invest in differentiating assets ‚ In April 2020, Boskalis acquired the maritime emergency There are various ways in which we can grow the business and response specialist Ardent Americas LLC. Through this we will consider our options as and when opportunities arise. acquisition Boskalis further strengthens its existing position in the Ways of expanding include building new assets, although this will US maritime salvage market. only be considered for unique assets that cannot be purchased ‚ Late 2020, Boskalis acquired Rever Offshore’s subsea services second-hand, or by buying existing assets in the market. business. The Aberdeen based company with its two large diving support vessels will be combined with Boskalis’ existing Key achievements in 2020: subsea activities. On the important North Sea subsea market, ‚ The Krios, a sister vessel to the mega cutter suction dredger Boskalis is now a solid top three player opening up ample Helios, was delivered late 2020. With these two state-of-the-art opportunities for operational efficiencies and synergies. cutters, Boskalis has completed its cutter fleet rejuvenation ANNUAL REPORT 2020 – BOSKALIS The BOKA Vanguard loaded with the nearly 70,000-ton Argos floating production unit


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    16 Invigorate climate change adaptation ‚ At the end of 2020, we launched a pilot project in Panama We continue to promote ecologically and socially responsible together with three partners: the local NGO Reef2Reef, alternatives to our clients. To invigorate climate change environmental organization Coralive and the Maritime adaptation, we will further invest in sustainable coastal protection University of Panama. The project, which is located some 65 technology such as 3D printed reefs, mangrove restoration, kilometers off the coast north of Panama City, in the Caribbean polders and sand engines. Sea, includes a series of tests of modular concepts that could provide a solution to the challenges of the large-scale The huge climate change adaptation investments needed to construction of artificial reefs. protect and promote human prosperity will not materialize automatically overnight. It will require close(r) cooperation For a more detailed overview of our recent sustainability between governments, businesses and development finance achievements, please refer to our latest Sustainability Report institutions. By conducting focused dialogs with key stakeholders, (boskalis.com/reports). we can assist in systematically identifying the main barriers to private and public climate change project financing and help Climate neutrality develop solutions. To support the sustainable growth of our business we commit to being climate neutral by 2050. Most of our carbon emission is Key achievements in 2020: caused by our global fleet that constitutes a large installed base of ‚ In 2020, we formed an internal climate adaptation workgroup fossil-fueled engines. We continue to invest in technology and to address challenges and to identify and accelerate practical experience around carbon-neutral fuels for our vessel opportunities that would both add commercial value for our engines, including biofuels, methanol, ammonia and hydrogen. business, and create sustainable protective measures for the environment and communities living in coastal areas. The Additionally, we explore the possibilities of new energy conversion workgroup has identified a variety of adaptation themes where technologies such as (hydrogen) fuel cells. To help advance the Boskalis can add value, such as Soft Coastal Defenses, Polders timely industry-wide adaptation of these alternatives we aim to BOSKALIS AT A GLANCE & Pumping Schemes, Small Island States and Ecosystem further develop these alternatives in close collaboration with the Restoration. During the course of 2020 the group identified a main European maritime industry players. range of tangible projects across these themes that deliver both social, business and environmental value. ANNUAL REPORT 2020 – BOSKALIS


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    17 Key achievements in 2020: initiatives can be found in the special COVID-19 section of our ‚ We installed more than 5,350 solar panels on the roof of our Sustainability Report. distribution center in Vlaardingen, the Netherlands, generating ‚ In 2020, we set ourselves the target of improving internal around 15% of our total energy consumption in the Netherlands. mobility and retention as well as for reviewing and refreshing ‚ In 2020, 80% of our tenders in the Netherlands incorporated a our approach to performance management and talent sustainability component of which over 90% were climate development. Development tracks have been developed for related. On successful tenders, we typically work with our client employees involved in primary processes, a development to develop a sustainability plan. The carbon reduction measures toolbox for teams and individual employees and a new are often a combination of project design, the use of low carbon Development Framework were introduced. fuels and increased energy efficiency. ‚ Boskalis continues to research alternative fuel types – ultimately, For a more detailed overview of our talent management and cleaner fuels will be the biggest enabler of global, sustainable engagement results, please refer to our latest Sustainability Report business practices. Besides the continued application of biofuel (boskalis.com/reports). in projects, we are part of a global initiative looking at the potential of hydrogen for the shipping industry, as well as a joint IN CONCLUSION industry project, Green Maritime Methanol, exploring the possibilities methanol could hold for the industry. Furthermore, in What was expected to be the promising start of an auspicious 2020 we became part of a joint academic and private sector new business plan period has turned into a period in which the consortium ‘Clean Shipping’ led by the Delft University of COVID-19 pandemic has dictated our daily lives. We entered Technology. This research will advance knowledge for the 2020 on a very solid basis, both in terms of business scaling of sustainable biobased value chains for maritime fundamentals and financial resilience. In addition, we have a biofuels. strong global client base, highly committed and passionate employees and a state-of-the-art versatile fleet. For a more detailed overview of our recent sustainability achievements, please refer to our latest Sustainability Report Despite the immediate impact of COVID-19 on our day-to-day (boskalis.com/reports). operations, good progress was made on many of the strategic initiatives that successfully strengthened the company. Furthermore, the balance sheet remained extremely solid, selective acquisitions HUMAN EXCELLENCE were completed and we ended 2020 with a record high Our clients demand more integrated and innovative solutions and orderbook. We expect the COVID-19 pandemic will gradually be expect us to have a thorough understanding of their operating brought under control in the coming six to twelve months. Boskalis environments and stakeholders. Additionally, they expect us to will again review its relevant end-markets in the second half of provide ever more value for money often in combination with 2021 with the intent to publish a new Corporate Business Plan for increased local content requirements. The fact that technology is the period 2022-2024 in March 2022. commoditizing rapidly and capital is in abundance at low cost, makes human capital the main differentiator for a sustainable A healthy balance sheet is essential for our lines of business. We competitive advantage. believe a net debt/EBITDA ratio in a range of 1 to 1.5 throughout the cycle to be appropriate for our mix of activities. We expect to In view of the above, recruitment, retention and development of be at or below this range in the coming years, both as a matter of excellent staff is considered the main pillar of our strategic prudence and in order to have the flexibility to further expand if framework. For this purpose, we have intensified the development opportunities present themselves. and implementation of initiatives and tools to source the right talent from the international labor market as well as to monitor, We remain committed to our shareholders and maintain our develop and steer internal talent and improve internal mobility. current dividend policy which is based on distributing We will also continue to refresh and optimize our HR-processes 40-50 percent of the net profit from ordinary operations. Whilst around performance management, leadership- and talent depressed earnings are recovering, a stable all cash dividend with development, knowledge sharing and employee engagement. a higher payout ratio is expected to continue. Furthermore, the current share buyback program is expected to be completed in the Key achievements in 2020: course of 2021. Subject to market conditions at that point in time ANNUAL REPORT 2020 – BOSKALIS ‚ In light of the COVID-19 pandemic, we moved our recruitment a new share buyback program may be considered. activities online, creating ‘e-house’ days instead of in-house days, and promoting them through social media. By digitally interacting with potential new employees, we were able to conduct conversations with candidates from all over the world, broadening our reach and our access to professionals with strategically important competencies. ‚ With so many of our employees working at home, or away on ships for longer periods than usual due to COVID-19 related (travel) restrictions, we undertook a range of initiatives to keep our employees motivated and engaged. Details of all these


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    18 SHAREHOLDER INFORMATION We strive to inform our stakeholders as completely as possible and to provide insight into the strategic direction and performance of the company. These efforts should allow for an accurate valuation of the Boskalis share over time. BOSKALIS AT A GLANCE The submerged BOKA Vanguard and its unloaded cargo, the 91,000-ton FPSO P-70 in the background in Rio de Janeiro, Brazil INVESTOR RELATIONS POLICY Providing clear, transparent, accurate and timely information to our stakeholders is something we value highly. We consider our financial stakeholders to include existing and potential shareholders, other investors, banks and brokers as well as the media. Relevant information is equally and simultaneously provided to all interested parties and is made available through annual, semi-annual and quarterly updates, press releases, presentations to investors and the Boskalis website. To build and maintain long-term relationships with our stakeholders we organize roadshows, attend conferences and accommodate meeting requests and conference calls where feasible, while adhering to all legal disclosure regulations and obligations. Bilateral meetings and conference calls with analysts and existing or potential ANNUAL REPORT 2020 – BOSKALIS shareholders are not held during ‘closed periods’. Our policy of holding bilateral meetings with shareholders is set out in the Investor Relations section on our corporate website. OPEN DIALOG Following the publication of the annual and half-year results, we host comprehensive plenary analyst meetings, which can also be followed through a webcast. Following important announcements, we also contact shareholders proactively and we maintain regular contact with major investors and analysts, for example by providing the opportunity, where feasible, to visit a project or a vessel.


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    19 Early 2020, we presented our new corporate business plan for the REPURCHASE AND CANCELLATION OF SHARES period 2020-2022. Normally, we would have been on the road Early 2019, Boskalis announced and initiated a EUR 100 million presenting this in the months thereafter, however the COVID-19 share buyback program of which 46.8 percent was completed at pandemic also impacted both the immediate interest in the the end of 2019. The share buyback program was temporarily business plan and the ability to partake in the customary suspended on 3 April 2020, as part of the abovementioned roadshow and investor conference programs. In the early part of COVID-19 related steps taken to preserve cash. The program was the pandemic, investor interaction was focused on responding to resumed on 21 August and as per the 31 December 2020, incoming enquiries how the pandemic was impacting our 76.2 percent of the program was completed. day-to-day business. Throughout the year, we interacted with investors by means of online meetings both during virtual To reduce its share capital, Boskalis canceled 5,100,506 conferences and virtual roadshows. This included meetings with ordinary shares held in treasury on 17 December 2020. The investors located in Belgium, Canada, Finland, France, Germany, treasury stock was acquired by Boskalis through its share buyback the Netherlands, Spain, Switzerland, the UK and the US. The total programs. The total number of issued ordinary shares now amount number of meetings held in 2020 was approximately 130, to 130,277,832 with 57,572 held as treasury stock as per substantially less than in prior years and due to COVID-19. 31 December 2020. Boskalis is covered by all the major Benelux brokers. We are in SHARES AND LISTINGS frequent contact with their analysts, who play a key role in distributing information to their clients about the markets in which Ordinary shares in Royal Boskalis Westminster N.V are listed on Boskalis operates. In 2020, HSBC initiated research on Boskalis. the Euronext stock exchange in Amsterdam, the Netherlands (ticker BOKA.AS, ISIN code NL0000852580). Options on Due to the developments surrounding COVID-19, Boskalis ordinary Boskalis shares are traded on the European Option postponed the Annual General Meeting of Shareholders (AGM) Exchange in Amsterdam (Euronext.liffe). Boskalis shares are from the planned date of 13 May to 30 June 2020. For health included in the AMX-index. and safety reasons, the AGM was held as a virtual meeting with a webcast that was broadcast to the shareholders. More information The authorized capital amounts to EUR 4.8 million with 240 million on the AGM can be found on our corporate website. ordinary shares and 80 million cumulative protective shares, with a respective nominal value per share of EUR 0.01 and EUR 0.03. DIVIDEND MAJOR SHAREHOLDERS The main principle underlying the Boskalis dividend policy is to distribute 40% to 50% of the net profit from ordinary operations Under the Dutch Financial Markets Supervision Act, shareholdings as dividend. At the same time Boskalis aims to achieve a stable of 3% or more in any Dutch company must be disclosed to the development of the dividend in the longer term. The choice of Netherlands Authority for the Financial Markets (AFM). According dividend takes into account both the company’s desired balance to the register kept by the AFM the following shareholders sheet structure and the interests of shareholders. disclosed that they have a direct or indirect (potential) interest in Boskalis as at 31 December 2020: ANNUAL REPORT 2020 – BOSKALIS In view of the global developments related to COVID-19, Boskalis announced on 2 April 2020 that various proactive measures were HAL Investments B.V.: 43.82%* taken to keep a strong focus on the cash management of the Sprucegrove Investment Management Limited: 5.16% company, such as minimizing the non-project related out-of-pocket Marathon Asset Management: 3.57% expenses, optimizing the working capital and halving the Black Creek Investment Management, Inc.: 3.03% investment program. Given these developments and to preserve * According to the 2020 half year disclosure of HAL Holding N.V. the strong financial position of the company, Boskalis decided not to schedule a dividend proposal over the financial year 2019 for the agenda of the AGM, thereby deviating from its dividend Besides these large shareholders, an estimated 17% of the shares policy. The full net result of EUR 74.9 million was therefore added are held by shareholders in the US plus Canada, 7% in the UK and to the retained earnings. the remainder in mainly Spain, Norway, France and the Benelux.


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    20 SHARE INFORMATION In 2020 approximately 59 million Boskalis shares were traded on price was EUR 22.58, fractionally lower compared to the end of Euronext Amsterdam and the average daily trading volume was 2019 and the market capitalization decreased in the course of the nearly 230,000 shares (2019: 299,219). The 2020 closing share year to EUR 2.94 billion. 2020 2019 2018 2017 2016 Note High share price (in EUR) (1) 23.50 25.42 32.58 35.51 37.60 Low share price (in EUR) (1) 14.14 16.48 20.10 27.08 27.89 Close share price (in EUR) (1) 22.58 22.73 21.47 31.43 32.99 Average daily trading volume (1) 229,969 299,217 598,044 507,778 492,136 Number of issued ordinary shares at year-end (x 1,000) (2) 130,220 131,727 134,068 130,677 130,077 Average number of outstanding shares (x 1,000) 130,954 133,248 132,492 131,097 128,205 Market capitalization year end (in EUR billion) (3) 2.94 2.99 2.88 4.11 4.29 Enterprise value year end (in EUR billion) (4) 2.49 2.97 3.01 4.23 4.09 Profit per share (in EUR) 0.69 (5) 0.56 0.63 (5) 1.15 2.16 (5) Cash flow per share (in EUR) 2.48 (5) 2.55 2.41 (5) 3.07 3.62 (5) Dividend per share (in EUR) 0.50 none 0.50 1.00 1.00 Pay out ratio % (6) 72% n/a 79% 87% 46% Dividend yield % (7) 2.2% n/a 2.3% 3.2% 3.0% Figures taken from the respective financial statements unless otherwise stated (1) Nasdaq IR Insights BOSKALIS AT A GLANCE (2) Number of outstanding ordinary shares minus the number of shares owned by the company as at 31 December (3) Market capitalization: total number of outstanding ordinary shares minus the number of shares owned by the company as at 31 December x share price at year-end (4) Enterprise value: market capitalization plus net debt (5) Excluding exceptional charges (6) Payout ratio: dividend per share divided by profit per share (7) Dividend yield: dividend per share divided by share price at year-end ANNUAL REPORT 2020 – BOSKALIS Cable-laying vessel Ndeavor


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    21 FINANCIAL AGENDA 2021 4 March 2021 Publication of 2020 annual results 12 May 2021 Trading update on first quarter of 2021 12 May 2021 Annual General Meeting of Shareholders 14 May 2021 Ex-dividend date 17 May 2021 Record date for dividend entitlement (after market close) 24 May 2021 Date of dividend payment 19 August 2021 Publication of 2021 half-year results 12 November 2021 Trading update on third quarter of 2021 ANNUAL REPORT 2020 – BOSKALIS


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    22 BOKOR TOPSIDE INSTALLATION: SURGICAL PRECISION BOSKALIS AT A GLANCE The semi-submersible heavy transport vessel Forte completed an incredibly precise float-over installation offshore the Malaysian part of Borneo in August 2020. The accurate positioning of the 11,238-ton Bokor CPP-A topside ANNUAL REPORT 2020 – BOSKALIS was the climax of a major project The preparations included fitting out the Forte with a dynamic positioning (DP2) involving colleagues from various system that automatically controls the position and course of the vessel with disciplines at Boskalis. thrusters and an advanced control system. The system can be used not only in joystick mode but also in auto position and auto track modes. All three methods were used during the different phases of the float-over to achieve the required accuracy. The specific conditions on the Bokor project, and particularly the limited space for maneuvering the Forte at the offshore location, were the immediate reasons for installing the DP2 system. “Without DP2, tugs and anchor handlers would have been required to anchor and position the Forte. In this case with dynamic positioning we could execute the operation safer, faster and more efficient,” explains Ronald Goetheer, operations director Heavy Marine Transport.


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    23 COVID-19 The COVID-19 pandemic had a huge impact on the project. Closure of the borders also meant that far more permits than usual were needed to enter Malaysia. Team members had to go into quarantine on board for two weeks before the operation started. Afterwards, everyone had to be isolated in Malaysia for another two weeks before being allowed to travel home. The strict regulations and the lack of clarity about the timing of the operation made the work particularly demanding. “We had planned to start in April but everything was delayed for about four months,” says Goetheer. “Given the imminent monsoon season, we knew the float-over had to take place no later than August. A demanding operation like this can only be executed when wind speeds are low and wave heights are minimal.” LOAD-OUT The CPP-A topside production platform was built at a yard in Pasir Gudang, Malaysia, just north of the Singapore border. The load-out – taking the topside on board in a skidding operation – took place in July. This is a precise process in which the topside slides over a pre-prepared track – the skid track – at exactly the right speed. The topside was positioned on board on a dedicated support structure. During the operation, which took twelve hours, there were constant consultations with the people at the yard to make sure that everyone complied precisely with the agreed procedures. The team kept the vessel at exactly the right height with respect to the quay in line with a detailed ballast plan that was accurately executed by the Forte crew. A load-out is always a tense operation but everything went exactly according to plan. FLOAT-OVER After seafastening the cargo, the Forte commenced her two-and-a-half day journey to the Bokor field offshore Borneo. Before the start of the float-over on 3 August, a virtual operation was rehearsed extensively to familiarize the DP crew with the equipment and conditions during the execution phase. Shortly before the actual operation, the entire DP2 system was checked again during a trial, taking into account the weather conditions at that time. “It was genuine precision work,” explains Goetheer. “The Forte has a beam of 43 meters and the topside had to be installed in an opening between two jackets measuring 43 meters and 18 centimeters. So there was less than ten centimeters of space on either side of the vessel.” ANNUAL REPORT 2020 – BOSKALIS At the offshore site, the Forte was ballasted so that the topside was raised about one meter above the jacket. Using the information from the survey systems, the vessel then slowly reversed until cameras at the four corners showed that exactly the correct position had been reached. Subsequently the ballast system was used to manipulate the draft exactly and the topside was positioned on the corners of the jackets. “Everyone is tense during an operation like this and, of course, it was a huge relief for the entire team aboard the Forte after this precision job was completed without a hitch,” says Goetheer. “After each project we review any mistakes made during the execution, so we can learn from it for similar assignments in the future. In this case, that review session didn’t take much time because this operation went perfectly. A big compliment to all Boskalis colleagues involved!”


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    24 REPORT OF THE SUPERVISORY BOARD Land reclamation activities in the Maldives by Boskalis’ mega hopper Fairway


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    25


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    26 REPORT OF THE SUPERVISORY BOARD The Supervisory Board wishes to thank the employees and the Board of Management of Boskalis for the commitment, creativity and flexibility they have shown in 2020, especially In accordance with Article 26 of the Articles of Association of Royal Boskalis considering the COVID-19 pandemic and Westminster N.V., the Supervisory Board presents the 2020 annual report to the current market conditions. the Annual General Meeting of Shareholders. The annual report, including the report of the Board of Management, the statement of directors’ responsibilities and the financial statements, was drawn up by the Board of REPORT OF THE SUPERVISORY BOARD Management. The financial statements are accompanied by the report of the company’s external auditor Ernst & Young Accountants LLP (EY), which is included on pages 148 to 153 of this report. We recommend the following to the Annual General Meeting of Shareholders: ‚ the adoption of the financial statements, including the proposed profit appropriation; ‚ the discharge of the members of the Board of Management in respect of their management activities during 2020; ‚ the discharge of the members of the Supervisory Board for their supervision of management during 2020; ‚ the distribution to shareholders of a cash dividend of EUR 0.50 per ordinary share. COMPOSITION OF THE BOARD OF MANAGEMENT The Board of Management consisted of four members at the start of the 2020 reporting year. No changes to the composition of the Board of Management occurred during the year under review. COMPOSITION OF THE SUPERVISORY BOARD At the start of 2020, the Supervisory Board consisted of seven members. At the Annual General Meeting of Shareholders on 30 June 2020, Mr. Hazewinkel and Ms. Haaijer stepped down as members of the Supervisory Board. The Supervisory Board regularly reviews whether the composition and size of the Supervisory Board matches the Profile of the Supervisory Board and the strategy of the Company. In that context, the Supervisory Board has decided that this is safeguarded by a Supervisory ANNUAL REPORT 2020 – BOSKALIS Board consisting of six members. The Supervisory Board has therefore announced that only a single vacancy for the Supervisory Board needed to be filled. To fill this vacancy, Ms. Jones-Bos was appointed by the Annual General Meeting of Shareholders as member of the Supervisory Board commencing on 30 June 2020 until and including the Annual General Meeting of Shareholders in 2024. Mr. de Kreij was appointed as Deputy Chairman and financial expert of the Supervisory Board. Mr. Sperling is industry expert for contracting and projects and Mr. Van der Veer for the oil and gas markets. No further changes to the composition of the Supervisory Board occurred during the year under review. As a result, as from 30 June 2020, the Supervisory Board consists of six members.


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    27 ACTIVITIES OF THE SUPERVISORY BOARD strong focus on cash generation and preservation, including The Supervisory Board held five regular meetings with the minimizing the non-project related out-of-pocket expenses, Board of Management and Group Management of the company. optimizing the working capital and nearly halving the 2020 In addition, an extra meeting of the Supervisory Board was capital investment program. In addition, the Supervisory Board organized in December 2020 to discuss the impact of the decided upon recommendations of the Board of Management not COVID-19 pandemic on the company and the physical and to schedule a dividend proposal over the financial year 2019 for mental wellbeing of the employees. The Supervisory Board also the agenda of the Annual Meeting of Shareholders on 30 June attended a special workshop on the preparation and execution of 2020 and to suspend the share buyback program as from 2 April tender procedures for large and complex projects. 2020. The Supervisory Board agreed to resume the share buyback program again on 21 August 2020. The attendance rate at the meetings of the Supervisory Board is for all Supervisory Board members 100%, apart from The Supervisory Board discussed with the Board of Management Ms. Tammenoms Bakker, who missed one meeting in January how challenges were faced to continue projects. 2020. The Supervisory Board met via Microsoft Teams from March 2020 onwards due to the COVID-19 preventive measures In light of the health and safety of personnel the Supervisory Board and restrictions. The Supervisory Board also met several times addressed the measures the Board of Management has undertaken without the Board of Management being present and there was with regard to the prevention of contamination on vessels, projects regular telephone contact between the Chairman of the Supervisory and offices, the internal and external communications on this Board and the Chairman of the Board of Management. topic, and all actions to support the physical and mental wellbeing of the employees during extended working periods on board of Neither transactions with a (potential) conflict of interest, nor the vessels or on projects, complicated travel arrangements, transactions with majority shareholders, have occurred in the year quarantine and working from home. under review. The Supervisory Board has discussed the acceptance of supervisory board positions by members of the Permanent items on the agenda of the Supervisory Board are the Board of Management and members of the Supervisory Board at strategy, the development of the results, the financials, the safety other companies or institutions. performance, the industry and market developments and the employees. The Supervisory Board held its meetings to discuss the annual and half-year results in the presence of the external auditor, EY. Early 2020, the Supervisory Board received a presentation from the Board of Management on the new Corporate Business Plan The most important topic on the agenda of the Supervisory for the period 2020-2022. The Supervisory Board concluded that Board in the year under review has been the impact of the the new Corporate Business Plan sets out a strong strategic vision COVID-19 pandemic on the market circumstances, the continuity for the period 2020-2022 with a clear sustainability agenda. of the operations of the company, the Corporate Business Plan The plan was however rapidly overshadowed by the COVID-19 2020-2022 and the physical and mental wellbeing of the pandemic and the near-term market developments are very employees. The Board of Management informed the Supervisory different from the assumptions underlying the 2020-2022 Board outside and inside meetings on a very regular basis on the Corporate Business Plan. Notwithstanding this changed latest developments concerning the precautionary measures taken environment, progress was made on many of the strategic to ensure the health and safety of its personnel and all necessary initiatives whilst certain plans have been re-phased and postponed. steps to continue the business. Nonetheless, a full review of the business plan is justified once the COVID-19 pandemic is under control and the mid- to long-term ANNUAL REPORT 2020 – BOSKALIS The Supervisory Board decided after careful consideration and impact is clearer. Boskalis will therefore review its relevant taking into account the health and safety of shareholders and end-markets in the second half of 2021 with the intent to publish employees, to postpone the Annual General Meeting of a new Corporate Business Plan 2022-2024 in March 2022. Shareholders due to the COVID-19 pandemic. Instead of the planned physical meeting on 13 May 2020, a virtual meeting Within the context of the market developments the order book and via webcast on 30 June 2020 was organized and measures were potential large projects as well as the status of important taken to safeguard the rights of the shareholders in these contracted projects were discussed. During the year under review, extraordinary circumstances. subjects addressed included among others the impact of the continuing uncertain market conditions on the company due to the Furthermore, the Supervisory Board discussed the proactive COVID-19 pandemic and the decline in the oil price, the latter measures proposed by the Board of Management to increase its affecting mainly the Offshore Energy division.


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    28 The Supervisory Board discussed the contracting of large In 2020, the Supervisory Board gave consideration to the dredging projects such as the award of the EUR 1.5 billion land acquisitions of Ardent Americas and Rever Offshore, which development project for Manila International Airport in the respectively strengthen Boskalis’ activities in the field of Philippines. For the Netherlands, the contracting of two dike emergency response and subsea services. reinforcement projects were taken into consideration. For Offshore Energy two exceptional transport and installation projects were The regular working visit of the Supervisory Board to a specific awarded for the Kincardine floating windfarm off the coast of region and/or project has been cancelled in 2020 due to the Scotland and the installation of bridge sections for the world’s COVID-19 pandemic. longest suspension bridge, the Canakkale Bridge in Turkey. For Towage & Salvage the emergency response contracts for the A number of Supervisory Board members met with the Works vessels Wakashio and Stellar Banner were discussed. Council to discuss the impact of the COVID-19 pandemic on the company and its employees, the financial results, the corporate The Supervisory Board was also informed on the execution of strategy, the conduct and culture of the company, the market projects such as the Fehmarnbelt tunnel project between Denmark developments and personnel matters. and Germany, the LNG Canada dredging project, the transport of the Havfarm 1, the largest fish farm of the world, as well as the The Supervisory Board has three core committees – the Audit finalization of the Maersk Honam salvage operation. Committee, the Remuneration Committee and the Selection and In discussing these projects, the Supervisory Board devoted Appointment Committee. The committees performed their tasks as attention to the various operational, geopolitical, societal, follows: REPORT OF THE SUPERVISORY BOARD environmental and financial risks, and, where applicable, judged provisions made by the Board of Management. AUDIT COMMITTEE Other topics under scrutiny in 2020 included the corporate Members of the Audit Committee budget, the share price development and relations with At the beginning of 2020, the Audit Committee consisted of four shareholders, acquisition and investment/divestment proposals, members: Mr. Hazewinkel (Chairman), Mr. Van Wiechen, the organizational structure, personnel and the staffing policies. Mr. De Kreij and Mr. Sperling. Mr. Hazewinkel stepped down as Specific attention was paid to the company’s policy on safety, Chairman and member of the Audit Committee on 30 June 2020. health and the environment and the societal aspects of doing Mr. de Kreij succeeded him as Chairman of the Audit Committee business and the development of the safety results. and fulfills the function of financial expert in the Audit Committee. At the end of the financial year, the Audit Committee therefore had Attention was also paid to sustainability, with a comprehensive three members. More than half of the members of the Audit discussion by the Supervisory Board of the sustainability report. Committee are independent in accordance with the Code. In the discussion on the new Corporate Business Plan 2020-2022, the Supervisory Board paid among others attention to the energy Duties and responsibilities of the Audit Committee transition and the valuable role Boskalis can play in the necessary The duties of the Audit Committee include: climate change adaptation. In that light also the newly formulated ‚ informing the Supervisory Board of the company of the outcome purpose for the company, that Boskalis creates and protects of the statutory audit and explaining how the statutory audit welfare and advances the energy transition, was addressed and contributed to the integrity of the financial reporting and what found fitting as a sustainable ambition for the company. The Board the role of the Audit Committee has been in that process; of Management presented to the Supervisory Board the further ‚ monitoring the financial reporting process and submitting initiatives to reduce CO2 emissions of its fleet by researching the proposals to ensure its integrity; application of other energy sources. The Supervisory Board also ‚ monitoring the effectiveness of the internal control system, the paid attention to the agreement signed with the NGO Wetlands internal audit function and the risk management system International to intensify the existing collaboration to enhance and regarding the financial reporting of the company; restore coastal wetlands. These habitats not only support coastal ‚ monitoring the statutory audit of the financial statements and the protection and fisheries but also store some of the world’s largest consolidated annual accounts, in particular the execution thereof quantities of carbon. taking into account the assessment of the AFM in accordance with article 26, sub clause 6 of EU Regulation 537/2014; The Supervisory Board in addition discussed the introduction of ‚ assessing and monitoring the independence of the external ANNUAL REPORT 2020 – BOSKALIS the new comprehensive compliance framework with the updated auditor, specifically taking into account the provision of Boskalis Code of Conduct and its underlying policies as well as ancillary services to the company; the refreshed Supplier Code of Conduct. ‚ determining the procedure for the selection of the external auditor and the nomination for the engagement to carry out the The Audit Committee assessed the structure and operation of the statutory audit in accordance with article 16 of EU Regulation internal risk management and control systems associated with the 537/2014; strategy and discussed these with the Supervisory Board. No ‚ advising the Supervisory Board on the approval of the significant changes to the internal risk management and control appointment and the dismissal of the internal auditor; systems were made during the year under review. Further ‚ providing its opinion on the performance of the internal audit information about the company’s risk management can be found function; on pages 62 to 68 of this annual report. ‚ advising on the annual internal audit plan.


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    29 Activities during 2020 thereof as well as the operating activities, the developments in The Audit Committee met on three regular occasions during IFRS standards, the developments in the order book, cost control, 2020. In addition, a meeting was organized regarding the the share price developments, and the financing and liquidity of selection of a new external Auditor for 2022 and subsequent the company. In this context, the Audit Committee reviewed and years. The attendance rate for the meetings of the Audit Committee supported the terms for the refinancing of the revolving credit was 100%. The Audit Committee met on two occasions via facility that provides the company with EUR 500 million committed Microsoft Teams due to COVID-19 preventive measures and bank financing until April 2025 and two options, each to extend restrictions. The Committee also held regular telephone the duration of the revolving credit facility with one year, as well consultations outside these meetings. as the export credit facility the company entered into providing EUR 121 million of committed bank financing until October 2032. Like the plenary Supervisory Board, the Audit Committee paid extensive attention to the effects of the COVID-19 pandemic on the The Audit Committee discussed with the Board of Management the company. In particular, they discussed the liquidity and solvability internal risk management and control systems and assessed the of Boskalis which was ensured during the financial year by effectiveness of the design and the operation thereof by evaluating proactive measures of the Board of Management to improve the the systems with the Board of Management, the internal and cash position as well as the working capital, including halving the external auditor and senior management. The Audit Committee capital investment budget for 2020, introducing a cost savings reported hereon to the Supervisory Board. plan, temporarily suspending the share buyback program and proposing not to schedule a dividend proposal for the agenda of Other topics of discussion included the impact of the COVID-19 the Annual Meeting of Shareholders on 30 June 2020. The Audit situation on the financial markets, insurance matters, the Committee supported the recommendations of the Board of company’s tax policies, tax position and relevant tax Management to the Supervisory Board to maintain the healthy developments, the administrative organization, the provision of financial position of the company in view of the uncertain market adequate information within the company, the relevant legislation circumstances. and legal proceedings. More in particular, the Audit Committee was informed on the latest developments regarding the Dutch Regular topics discussed during these meetings included: the Export Credit Guarantee scheme, which is important for the financial statements, the (interim) financial reporting for the company to acquire projects overseas. Furthermore, the new financial year, the results relating to large projects, the tender transfer pricing structure which was set up in accordance with the procedures and the project risk environment and the management OECD guidelines was discussed. ANNUAL REPORT 2020 – BOSKALIS Diving support vessel Boka Atlantis


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    30 In addition, the Audit Committee focused more specifically on the REMUNERATION COMMITTEE framework of the financial reporting and on the recognition in Members of the Remuneration Committee the accounts of the virtually exclusively non-cash exceptional At the beginning of 2020, the Remuneration Committee consisted charges mainly consisting of an impairment on goodwill and of three members, with Mr. Hazewinkel as Chairman and vessels in two joint ventures, certain cable-laying equipment as Mr. Van der Veer and Ms. Tammenoms Bakker as members. well as of a limited number of older vessels in the Boskalis Mr. Hazewinkel stepped down as Chairman and member on fleet, which are earmarked for scrapping. Furthermore, the 30 June 2020. He was succeeded by Ms. Tammenoms Bakker Audit Committee addressed the necessary measures to further as Chairman as per that same date. Also on 30 June 2020, enhance cybersecurity, the privacy policies and the fraud and Ms. Jones-Bos joined the Remuneration Committee as member. anti-corruption policies. More than half of the members of the Remuneration Committee are independent in accordance with the Code. Within the context of the market developments, the order book and potential large projects as well as the status of important Duties and responsibilities of the Remuneration Committee contracted projects were discussed. Furthermore, the proposed It is the role of the Remuneration Committee to advise the acquisition of Ardent Americas and Rever Offshore were assessed. Supervisory Board on: ‚ the submission of a clear and understandable proposal In the Audit Committee, the activities performed by the internal concerning the remuneration policy to be pursued for members auditor during 2020 as well as the internal Audit Plan for 2021 of the Board of Management with focus on long-term value have been discussed with the internal auditor. Other topics of creation for the company and the business connected with it, REPORT OF THE SUPERVISORY BOARD discussion included a review of the scope of the internal audit which shall take into account the internal pay ratios within the function. company. The Remuneration Committee shall consider and include all matters required by law, and more in particular the In addition to the Chairman of the Board of Management and the Act Implementation EU Shareholders Directive, and the Chief Financial Officer, the Group Controller and the external Corporate Governance Code 2016 (the “Code”). The auditor were also present at the meetings of the Audit Committee. Supervisory Board shall present the policy to the General Meeting of Shareholders for adoption. The internal auditor and other officers joined the meetings of the ‚ the submission of a proposal concerning the remuneration of Audit Committee for the topics relevant to their function. The Audit individual members of the Board of Management. The proposal Committee discussed with the external auditor the audit plan as shall be drawn up in accordance with the remuneration policy well as the audit fees. The scope and materiality of the audit plan that has been established and will, in any event, cover the and the principal risks of the annual reporting, as well as the remuneration structure, the amount of the fixed and variable findings and outcome of the control process of the financial remuneration components, the performance criteria used, the statements and management letter, was given consideration by the scenario analyses that are carried out and the pay ratios within Audit Committee, whereby the Audit Committee received the company and its affiliated enterprise. When formulating the information on the most important topics of discussion with the proposal for remuneration of the Board of Management, the external auditor related to the drafts of the Management Letter and Remuneration Committee shall take note of the views of the the audit reports. individual members of the Board of Management with regard to the amount and structure of their remuneration. The performance of the external and internal audit functions were ‚ the preparation of the report on the remuneration policy assessed by means of discussions with the Board of Management, implemented in the past financial year. The Remuneration the internal and external auditor as well as senior management. Committee shall consider and include all matters required by law and the Code. The Supervisory Board’s remuneration report The Audit Committee informed the external auditor of the main shall be placed on the company’s website. elements regarding its performance. The Audit Committee also established the independence of the external auditor. The Audit Activities during 2020 Committee reported its findings on the performance of and the The Remuneration Committee met three times during 2020. The relationship with the external auditor to the Supervisory Board. attendance rate for the meetings of the Remuneration Committee During the year under review, meetings were also held with the was 100% for all members of the Remuneration Committee, apart external auditor without the company’s Board of Management from Ms. Tammenoms Bakker, who missed one meeting in January ANNUAL REPORT 2020 – BOSKALIS being present. 2020. One of the meetings was held via Microsoft Teams due to the COVID-19 preventive measures and restrictions. The Committee During the financial year 2020, the Audit Committee organized also held regular telephone consultations outside these meetings. an audit tender to advice to the Supervisory Board on the selection of a new external Auditor for 2022 and subsequent years. The During the year under review the activities of the Remuneration proposal for the appointment of a new external auditor shall be Committee included: scheduled by the Supervisory Board for the Annual General ‚ informing itself of developments surrounding the remuneration Meeting in 2021. policy for senior management in the Dutch and international markets; Reports and findings of the meetings of the Audit Committee were ‚ staying abreast of the latest corporate governance developments presented to and discussed with the entire Supervisory Board. in the Netherlands and internationally;


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    31 ‚ performing scenario analyses; a long-term share-based incentive plan. In this context, the ‚ submitting a proposal concerning the remuneration of individual remuneration committee held a shareholders consultation and members of the Board of Management in accordance with the prepared a proposal for a revised remuneration policy. In view of law and the Code, wherein among others note has been taken recent developments surrounding COVID-19, the Supervisory of the views of the individual members of the Board of Board however decided not to schedule this proposal to the Management with regard to the amount and structure of their agenda of the Annual General Meeting of Shareholders. With the own remuneration in the framework of the remuneration policy; prevailing uncertain market conditions, the Supervisory Board and ‚ discussing with the Board of Management the remuneration of the Board of Management considered such an adjustment of the the members of the Group Management, who are not members remuneration of the Board of Management not to be appropriate. of the Board of Management; The remuneration policy has therefore only been adjusted to a ‚ evaluating the current remuneration policy; limited extent, in particular to implement the changes necessary to ‚ holding a consultation round with large institutional shareholders bring the policy in line with the requirements of the Act on the in 2020 to collect feedback on the remuneration policy. Implementation of the Revised EU Shareholders’ Rights Directive. These changes were tabled for a vote at the Annual General The Remuneration Committee applies for the execution of its Meeting of Shareholders on 30 June 2020 and the revised remuneration activities a market reference group, that is composed remuneration policy for the Board of Management was adopted by of fourteen Dutch (AEX and AMX-listed) companies that are the Annual General Meeting of Shareholders. Based on the comparable in terms of size and/or business activities. The market prevailing circumstances, the Supervisory Board will decide at a reference group was last revised in 2019 based on relevant size later date whether an adjustment of the remuneration package of criteria, which resulted in a market reference group consisting of the Board of Management in line with the market is appropriate. BAM, DSM, Fugro, SBM Offshore, Sligro, VolkerWessels, PostNL, Wolters Kluwer, Arcadis, Vopak, Aalberts Industries, OCI, KPN and The remuneration policy is consistent with the strategy and core TKH Group. values of Boskalis. These values are centered on the long-term value creation, a balanced risk reward approach for contracting The overview of the activities of the Remuneration Committee is projects, and the continuity of the business and take into account also published in the remuneration report 2020 on the website of the interests of Boskalis’ shareholders, clients and employees as the company (www.boskalis.com). well as the public support. Remuneration policy for the Board of Management In 2020, the remuneration of the Board of Management was In the remuneration report 2019, the Supervisory Board applied in accordance with the remuneration policy as adopted by announced its intention to adjust the remuneration policy for the the Annual General Meeting of Shareholders on 30 June 2020, Board of Management in order to bring the remuneration level without any deviations. more in line with market practice together with the introduction of ANNUAL REPORT 2020 – BOSKALIS


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    32 Remuneration policy for the Supervisory Board SELECTION AND APPOINTMENT COMMITTEE In the remuneration report 2019, the Supervisory Board announced Members of the Selection and Appointment Committee its intention to adjust the remuneration policy for the Supervisory At the beginning of 2020, the Selection and Appointment Board in order to bring the remuneration level more in line with Committee consisted of three members, with Mr. Van der Veer market practice. In view of developments surrounding COVID-19, acting as Chairman and Mr. Van Wiechen and Ms. Haaijer as the Supervisory Board however decided not to schedule this members. On 30 June 2020, Ms. Haaijer stepped down as proposal to the Annual General Meeting of Shareholders. With the member of the Selection and Appointment Committee. As per the uncertain market conditions, the Supervisory Board considered such same date, Mr. Sperling joined the Selection and Appointment an adjustment of the remuneration of the Supervisory Board not to Committee as member. be appropriate. The remuneration policy has therefore only been adjusted to a limited extent, in particular to implement the changes Duties and responsibilities of the Selection and Appointment necessary to bring the policy in line with the requirements of the Committee Act on the Implementation of the Revised EU Shareholders’ Rights It is the role of the Selection and Appointment Committee to advise Directive. These changes were tabled for a vote at the Annual the Supervisory Board on: General Meeting of Shareholders on 30 June 2020 and the revised ‚ drawing up selection criteria and nomination procedures with remuneration policy for the Supervisory Board was adopted by the respect to members of the Supervisory Board and members of Annual General Meeting of Shareholders. Based on the prevailing the Board of Management of the company; circumstances, the Supervisory Board will decide at a later date ‚ the periodic assessment of the size and composition of the whether an adjustment of the remuneration package of the Supervisory Board and the Board of Management and REPORT OF THE SUPERVISORY BOARD Supervisory Board in line with the market is appropriate. submission for a profile of the Supervisory Board; ‚ the periodic assessment of the performance of individual In 2020, the remuneration of the Supervisory Board was applied members of the Supervisory Board and Board of Management in accordance with the remuneration policy as adopted by the and reporting thereon to the Supervisory Board; Annual General Meeting of Shareholders on 30 June 2020, ‚ drawing up a plan for the succession with respect to members of without any deviations. the Supervisory Board and the members of the Board of Management; The full text of the remuneration policies for the Board of ‚ proposing appointments and re-appointments; Management and the Supervisory Board is available on the ‚ supervising the policy of the Board of Management with respect Boskalis website (www.boskalis.com). to selection criteria and appointment procedures for the senior management of the company. Reports and findings of the meetings of the Remuneration Committee were presented to and discussed with the entire Supervisory Board. ANNUAL REPORT 2020 – BOSKALIS Replenishment work by the hopper dredger Willem van Oranje in the port of Rotterdam, the Netherlands


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    33 Activities during 2020 Reports and findings of the meetings of the Selection and In 2020, the Selection and Appointment Committee held two Appointment Committee were presented to and discussed with the meetings. The attendance rate for the meetings of the Selection and entire Supervisory Board. Appointment Committee was 100%. One meeting was held via Microsoft Teams due to the COVID-19 preventive measures and DUTCH CORPORATE GOVERNANCE CODE restrictions. In addition, the members consulted by telephone on several occasions outside these meetings. Since the introduction of the Dutch Corporate Governance Code (the “Code”) in 2004 and the revision in 2016, the principles of During the year under review, the Selection and Appointment proper corporate governance and best practice provisions set out Committee discussed the plan for the balanced composition of the in the Code have regularly been discussed at Supervisory Board Board of Management and the composition and size of the meetings. The principal points of the Boskalis Corporate Supervisory Board, bearing in mind the profile, retirement rota, Governance policy can be found on pages 72 and 73 of this and the evaluation of the performance of the Board of Management annual report. collectively and its members individually. In that regard, the Selection and Appointment Committee also discussed the succession of the In the opinion of the Supervisory Board, the provisions of the Board of Management in accordance with the succession plan. Code regarding the independence of the members of the Supervisory Board have been complied with. The Supervisory Furthermore, the Selection and Appointment Committee also paid Board considers Mr. Van Wiechen the only Supervisory Board attention to the succession of the Supervisory Board in accordance member not to be independent in light of the Code, due to the fact with the succession plan. that he fulfills the position of director at HAL Investments B.V., which company holds as at 27 August 2020 an interest of On 30 June 2020, the term of appointment of Mr. Hazewinkel as 43.82% in the share capital of Boskalis. member of the Supervisory Board ended. The Selection and Appointment Committee, after a careful selection process, found Outside the presence of the Board of Management, the Ms. Jones-Bos willing to fill this vacancy. Ms. Jones-Bos has Supervisory Board discussed the performance of the Board of previously worked for the Dutch Ministry of Foreign Affairs and Management. It also discussed the performance of the more in particular for the diplomatic service. Most recently she Supervisory Board, the Chairman of the Supervisory Board, the held the post of Ambassador to the United States of America, the three committees and the individual members of the Supervisory position of Secretary-General of the Ministry of Foreign Affairs Board. This evaluation was conducted by means of a and the post of Ambassador to Russia. Ms. Jones-Bos was selected questionnaire as well as through collective and bilateral in accordance with the Profile of the Supervisory Board given her discussions between the members of the Supervisory Board, the extensive management experience, which she has gained both at Chairman of the Supervisory Board and the Chairman of the a national and international level. The Supervisory Board adopted Board of Management. In its opinion the Supervisory Board is this recommendation of the Selection and Appointment Committee functioning well. The Supervisory Board concluded in the and made a binding nomination to the Annual General Meeting evaluation that the entre-nous meetings, as planned last year, of Shareholders to appoint Ms. Jones-Bos as member of the were affected by COVID-19. The Supervisory Board has decided Supervisory Board for the period commencing on 30 June 2020 to take more of an effort towards the organization of these until and including the Annual General Meeting of Shareholders meetings, even if they have to take place virtually. Furthermore, in 2024. The Annual General Meeting of Shareholders appointed the Supervisory Board shall organize more special sessions to Ms. Jones-Bos as member of the Supervisory Board on 30 June take a deep-dive into relevant topics. 2020. The Supervisory Board wishes to thank the employees and the The Selection and Appointment Committee regularly reviews Board of Management of Boskalis for their commitment, creativity whether the composition and size of the Supervisory Board and flexibility they have shown in 2020, especially considering matches the Profile of the Supervisory Board and the strategy of the COVID-19 pandemic and the current market conditions. the company. In that context, the Selection and Appointment Committee advised the Supervisory Board that this is safeguarded Papendrecht / Sliedrecht, 3 March 2021 by a Supervisory Board consisting of six members. The Supervisory Board accepted this proposal and announced that no Supervisory Board ANNUAL REPORT 2020 – BOSKALIS further vacancies needed to be filled. Mr. J. van der Veer, Chairman The company arranged an induction program for Ms. Jones-Bos in Mr. J.P. de Kreij, deputy Chairman the summer of 2020 to familiarize her with the general affairs of Ms. R.V.M. Jones-Bos the company regarding financial, social and legal matters, the Mr. D.A. Sperling workings of the Supervisory Board, the markets Boskalis is Ms. J.A. Tammenoms Bakker operating in, its culture and the Works Council. No further training Mr. J.N. van Wiechen needs have been identified for the Supervisory Board or the Board of Management in the year under review.


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    34 BUSAITEEN PROJECT IN BAHRAIN: LAND RECLAMATION TO IMPROVE THE FLOW OF ROAD TRAFFIC Boskalis completed the second phase of the Busaiteen project in Bahrain in early 2021. The work involved the construction of a large sand causeway for a five-kilometer-long, six-lane motorway. During the first phase in 2018 and 2019, Boskalis had already constructed a three-kilometer-long embankment. As well as dredging, “Bahrain has continued to expand its territory in recent decades through numerous phase 2 included revetment work. In land reclamation projects. Boskalis executed many of these projects, including addition to environmental protection New Town and Water Gardens. So we have built up a good name in this and safety, there was a strong country,” says business unit director Peter Devinck. Both phases of the project were emphasis in the project on community for Bahrain’s Ministry of Works, as part of a long-term master plan developed by support and stakeholder management. the government. “We executed the recent work in a residential area where the road network was under increasing strain. To improve the flow of traffic between the districts of Manama and Muharraq, it was decided to build a road in the sea. Our job was to construct a large sand embankment for the road and the civil- engineering structures,” explains Devinck. SAND AND ROCK The 8.2 million cubic meters of sand required for the project was brought in by the Boskalis trailing suction hopper dredgers Causeway and Coastway. The sand was taken from a borrow area twenty kilometers to the north-east of the project site. The hoppers pumped the sand directly to the embankment after which it was hydraulically compacted. To protect the banks, a local subcontractor installed roughly 340,000 tons of rock, ranging from smaller rocks to large boulders weighing more than two tons that were brought in by truck from a quarry in Askar. The layers of rock were placed on approximately 180,000 square meters of geotextile.


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    35 LESSONS LEARNED “To ensure continuity, we decided to execute phase 2 with almost the same team that completed the first phase,” says Devinck. “Given the many challenges associated with COVID-19 and the fact that we were working with a range of local parties, this was a complex project. But the team did a great job.” Project manager Arjan van Bruggen: “One advantage was that we were able to implement several lessons learned from the first phase, such as the deployment of the most suitable equipment by the subcontractors. We also made improvements to communications with local workers, who had a better understanding of their own responsibilities and safety as a result. So we performed excellently in terms of safety: over a million hours worked without a lost-time incident.” ENVIRONMENTAL PROTECTION MEASURES “Our environmental protection measures were also essential,” says Van Bruggen. “The waters around Bahrain include a vast area of mangroves and sea grass, and the waters in the southeastern part of Bahrain are also home to the second largest colony of dugongs (sea cows) in the world. In consultation with the authorities and in order to adhere to the environmental regulations of Bahrain, we implemented various precautions to prevent turbidity, including the use of silt screens and the construction of temporary dikes to safeguard the quality of the water during the reclamation work.” COMMUNITY SUPPORT AND STAKEHOLDER MANAGEMENT The project also included a range of activities for local society. “In one of the initiatives, we adopted the mission of a local organization that uses the proceeds from collected plastic to purchase special customized wheelchairs for the local community,” says Van Bruggen. “We collected the plastic we used on the project, from plastic drinking bottles to the plastic waste from our vessels, and handed it over to this charity.” Another initiative was the creation of a public garden in the vicinity of Al Dair as a gesture to the people living in the vicinity of the project. “That idea emerged from discussions with the client in the context of one of our Way of Working meetings,” says Van Bruggen. “We outsourced the actual construction work to a local landscaping company. The Minister of Public Works presided at a ceremony to launch the project.” In a third initiative, Boskalis assisted local fishermen to create new anchorages for their boats. “The project overlapped partially with the working area of the fishermen and some of them had to move when the work was being done. In circumstances like this, what matters is to explain clearly what you are doing,” says Devinck. “Local stakeholder management was primarily the client’s responsibility but, as the company executing the actual work, we were closely involved. We assisted the fishermen in moving to new anchorages and provided them with anchor blocks to moor their boats. We also used an excavator to construct a slope so that they can launch their fishing boats quickly. The fishermen and our client were very pleased with that approach.”


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    36 REPORT OF THE BOARD OF MANAGEMENT A rainbowing trailing suction hopper dredger Shoreway off the Dutch coast of Petten


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    37 38 FINANCIAL PERFORMANCE 50 ORGANIZATIONAL DEVELOPMENTS 56 SUSTAINABILITY 58 BUSINESS PRINCIPLES 62 RISK MANAGEMENT 72 CORPORATE GOVERNANCE 74 OUTLOOK 75 STATEMENT OF DIRECTORS’ RESPONSIBILITIES


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    38 FINANCIAL PERFORMANCE Royal Boskalis Westminster N.V. has exceeded expectations in In 2020, a net operating profit of EUR 90 million was realized. what has proven to be a very turbulent and challenging 2020 Including exceptional charges, a net loss of EUR 97 million with an EBITDA of EUR 404 million. Net operating profit amounted remains (2019: net profit EUR 75 million). In both 2020 and to EUR 90 million. Furthermore, despite COVID-19 restrictions, 2019, the result was affected by a number of exceptional items. many new projects were acquired resulting in a record high order In 2020, this concerned the previously mentioned almost entirely book of EUR 5.3 billion. Tightened financial management further non-cash charge of EUR 195 million, which is largely recognized strengthened the balance sheet and improved the net cash position at group level. In 2019, this concerned book gains of to EUR 439 million. EUR 82 million from various sales transactions. Nevertheless, the COVID-19 pandemic has had far-reaching In the Dredging & Inland Infra segment, revenue decreased by consequences for Boskalis. The prolonged disruptions for 13% at a lower profit margin. This development is largely REPORT OF THE BOARD OF MANAGEMENT international air travel and stringent quarantine measures affected attributable to COVID-19. The pandemic caused delays in some projects outside Europe, particularly in the Dredging division. In major projects and, in addition, global travel restrictions and the Offshore Energy division mainly the services activities suffered quarantine measures led to operational inefficiencies. The largest from the unexpected sharp fall in the oil price, resulting in a drop revenue contribution came from projects in Southeast Asia, the in demand in parts of the offshore market. Indian subcontinent, the Middle East, Canada and the Dutch market. In light of the COVID-19 pandemic and the sharp drop in the oil price, Boskalis once again undertook a critical review of the Revenue from Offshore Energy increased by more than 4%. valuation of vessels and balance sheet assets across the board. Contracting revenue was virtually stable with a busy year at This resulted in a virtually exclusively non-cash exceptional charge Seabed Intervention. In Services, the consolidation of the survey of EUR 195 million of which three quarters had already been activities of Horizon as of early 2020 resulted in a net increase in recorded in the first half of the year. This charge consist mainly of the revenue. Over the past year, Services was impacted most by an impairment on goodwill and vessels in two joint ventures as the strong decline in the oil price. The divisional operating result well as of a limited number of own assets and an impairment on improved significantly, with good project results at Seabed brand names. Intervention and Subsea Cables, a positive contribution from Marine Transport Services and the consolidation of Horizon. Compared to last year, revenue decreased by 4.5% to EUR 2.525 billion (2019: EUR 2.645 billion). Adjusted for (de) In the Towage & Salvage segment, Salvage had an excellent year consolidation and currency effects, revenue was 6.9% lower. with substantially higher revenues and good results on projects in EBITDA totaled EUR 404 million and the Operating result the Indian and Atlantic Ocean and in the Arctic near Spitsbergen. amounted to EUR 140 million, both excluding exceptional charges. The contribution from the Towage joint ventures was lower but this In 2019, EBITDA amounted to EUR 376 million and the Operating was more than offset by Salvage’s good result. result to EUR 28 million. ANNUAL REPORT 2020 – BOSKALIS The BOKA Vanguard transporting a fish farm measuring 385 by 60 meters, making it the largest cargo ever transported by ship


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    39 The customary holding and non-allocated group costs were as EBIT before exceptional items and Net operating profit is reduced thanks to a wide range of cost-cutting measures taken in defined as Net profit before exceptional items. response to the COVID-19 outbreak. The financial position of Boskalis remains strong and improved REVENUE further in the second half of the year. At year-end Boskalis was net Over the past year, revenue declined by 4.5% to debt free with a cash position of EUR 439 million, compared to a EUR 2.525 billion (2019: EUR 2.645 billion). Adjusted for net cash position of EUR 26 million at the start of 2020. Solvency consolidation, deconsolidation and currency effects, the decrease remains high at 50.5% and Boskalis comfortably meets its amounted to 6.9%. financial covenants. Dredging & Inland Infra revenue declined by 13.3% primarily due The order book increased by over 12% to a record to COVID-19-related operational disruptions. The largest revenue EUR 5.306 billion (year-end 2019: EUR 4.722 billion). In the contribution came from projects in Singapore, the Indian fourth quarter Boskalis successfully acquired the Dredging project subcontinent, the Middle East, Canada and the Netherlands. for the new airport in Manila. With an estimated value of EUR 1.5 billion, this concerns the largest project ever taken on Within Offshore Energy, contracting revenues were virtually stable by Boskalis. with an underlying growth for Seabed Intervention. The revenue contribution from the services activities increased as a consequence of the acquisition and consolidation of the survey OPERATIONAL AND FINANCIAL DEVELOPMENTS activities of Horizon Geosciences (Horizon) early 2020. The 2020 has been an exceptional year in many ways. From the overall divisional revenue increased by 4.4%. beginning of the COVID-19 pandemic, maximum precautions were taken to ensure the health, safety and wellbeing of our Within the Towage & Salvage division, Salvage had an extremely employees. At the same time, all necessary steps were taken to busy year with a handful of mid- to large-sized projects and a safeguard the continuity of the business. These steps were aimed range of smaller emergency response contracts resulting in a at minimizing operational and capital expenditures, maximizing 32.2% revenue increase. cash flows and to preserve the strong balance sheet. As a consequence of the global impact of the COVID-19 RESULT pandemic and strong decline in the oil price, a critical review of Considering the extraordinary circumstances caused by the the business including assets and activities was conducted. This COVID-19 pandemic and strong decline in the oil price, the 2020 review has resulted in EUR 195 million of exceptional charges result was good. The second half year result was virtually stable (EUR 187 million post tax). These charges are virtually all non-cash compared to the first half year. EBITDA increased to of which EUR 184 million are impairments largely related to two EUR 404 million (2019: EUR 376 million). The 2019 result joint ventures, a limited number of vessels and intangible assets included a book profit of EUR 82 million related mainly to the (brand recognition). sale of two towage joint ventures that was more than offset by onerous contract provisions related to a limited number of For comparison purposes the Net result of joint ventures is offshore projects. adjusted for these exceptional items. Operating Result is defined 175 REVENUE BY SEGMENT 2020 2019 (in EUR million) Dredging & Inland Infra 1,315.7 1,517.7 Offshore Energy 1,064.9 1,020.4 Towage & Salvage 174.6 132.1 1,316 1,065 ANNUAL REPORT 2020 – BOSKALIS Eliminations -30.3 -25.6 Total 2,524.9 2,644.6 REVENUE BY GEOGRAPHICAL AREA 2020 2019 252 (in EUR million) 97 581 The Netherlands 581.3 619.3 Rest of Europe 893.2 919.4 244 Australia / Asia 456.8 433.5 Middle East 244.1 357.5 Africa 97.4 88.3 North and South America 252.1 226.6 457 Total 2,524.9 2,644.6 893


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    40 The operating result, defined as EBIT adjusted for exceptional stood at a record high level of EUR 5,306 million (end-2019: items, increased to EUR 140 million (2019: EUR 28 million). EUR 4,722 million). EBIT amounted to minus EUR 56 million (2019: EUR 111 million). The result includes our share in the net result of joint ventures ORDER BOOK 2020 2019 and associates of EUR 19 million (2019: EUR 26 million). This (in EUR million) decline is largely attributed to Horizon which in 2019 was an Dredging & Inland Infra 4,075.7 3,192.4 associated company and is consolidated as per the beginning Offshore Energy 1,226.8 1,524.2 of 2020. Towage & Salvage 3.8 5.4 Total 5,306.3 4,722.0 The divisional operating result of Dredging & Inland Infra amounted to EUR 53 million (2019: EUR 108 million). The lower result is a consequence of COVID-related productivity inefficiencies DREDGING & INLAND INFRA and the associated lower activity level as well as very competitive market circumstances. Construction, maintenance and deepening of ports and waterways, land reclamation, coastal defense and riverbank Within Offshore Energy, the operating result amounted to protection, underwater rock fragmentation and the extraction of EUR 66 million (2019: minus EUR 71 million). The strong increase minerals using dredging techniques. Construction of roads and was driven by a combination of factors. Within the services cluster railroads, bridges, aqueducts, viaducts and tunnels including REPORT OF THE BOARD OF MANAGEMENT this resulted from an improvement within marine transport services earthmoving, soil improvement and remediation – mainly in the and the consolidation of Horizon. Within the contracting cluster, Netherlands. the wind activities contributed to the improved result together with a strong year from seabed intervention in addition to claim settlements on a limited number of offshore wind projects. DREDGING & INLAND INFRA 2020 2019 (in EUR million) The Towage & Salvage operating result increased to Revenue 1,315.7 1,517.7 EUR 46 million (2019: EUR 38 million). A decline within the EBITDA 177.3 241.6 Towage activities was more than offset by the strong performance Net result from JVs and associates 2.6 3.3 at Salvage. Operating result 53.2 107.6 Order book at year-end 4,075.7 3,192.4 Non-allocated group income and expenses amounted to negative EUR 25 million and relate primarily to the non-allocated EBITDA and operating result include our share in the net result of joint ventures and associates. head-office costs (2019: negative EUR 46 million). The decline in the expenses reflects the COVID-19 cost savings measures taken. REVENUE OPERATING RESULT BY SEGMENT 2020 2019 Revenue from the Dredging & Inland Infra segment amounted to (in EUR million) EUR 1,316 million (2019: EUR 1,518 million). Dredging & Inland Infra 53.2 107.6 Offshore Energy 66.3 -70.9 REVENUE BY REGION 2020 2019 Towage & Salvage 45.6 37.9 (in EUR million) Non-allocated group (costs) result -25.3 -46.1 The Netherlands 456.3 485.2 Operating Result 139.8 28.5 Rest of Europe 302.2 231.1 Rest of the world 557.2 801.4 Exceptional items -195.4 82.3 Total 1,315.7 1,517.7 EBIT -55.6 110.7 The Netherlands Revenue in the Netherlands totaled EUR 456 million in 2020. NET PROFIT The largest revenue contribution came from the projects ANNUAL REPORT 2020 – BOSKALIS The pre-tax loss amounted to EUR 70 million, resulting in a net loss Markermeerdijken, IJburg II (the construction of an artificial island attributable to shareholders of EUR 97 million (2019: profit of in the IJmeer lake for the city of Amsterdam), the road projects EUR 95 million and EUR 75 million, respectively). Adjusted for the N69 and N3 and miscellaneous riverbank and dike reinforcement exceptional charges, the 2020 net profit amounted to projects. EUR 90 million. Rest of Europe Revenue in the rest of Europe amounted to EUR 302 million ORDER BOOK consisting of numerous mainly port-related capital and In 2020, Boskalis acquired, on balance, EUR 3,405 million worth maintenance projects throughout the home markets (United of new contracts. At the end of the year the order book, excluding Kingdom, Germany, Sweden and Finland). Furthermore, early our share in the order books of joint ventures and associates, works commenced on the Fehmarnbelt tunnel project thereby


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    41 contributing to the revenue growth. Early November, a German providing Boskalis with two new state-of-the-art mega cutters. federal court ruled in favor of the construction of the Fehmarnbelt As a consequence, Boskalis has decided to retire two old cutters tunnel clearing the way for Boskalis to proceed in 2021 with the resulting in an impairment to scrap value. construction of the tunnel between Denmark and Germany. Rest of the world SEGMENT RESULT Projects outside of Europe were most impacted by COVID-19 Dredging & Inland Infra achieved an EBITDA of EUR 177 million, resulting in a revenue decline to EUR 557 million. COVID with an operating result of EUR 53 million (2019: EUR 242 million measures have had a significant impact on the productivity and and EUR 108 million, respectively). efficiency of the international projects. Travel restrictions and the huge variety of quarantine measures have resulted in significant The lower margin is the combined effect of the COVID-19 pandemic logistical challenges to move people and supplies to and from resulting in substantial operational inefficiencies and the projects and vessels. Furthermore, a selective lockdown in challenging market conditions in the dredging market. The Dutch Singapore had a negative impact on the Pulau Tekong polder Inland Infra activities made a strong contribution to the result. development project in the second and third quarter. The largest revenue contribution came from a limited number of ORDER BOOK projects in Southeast Asia, the Middle East and the Indian The year-end order book increased to a record level of subcontinent as well as from the LNG Canada project. EUR 4,076 million (End 2019: EUR 3,192 million). On balance, projects with a total value of EUR 2,519 million were acquired in the course of 2020. FLEET DEVELOPMENTS The hopper fleet was well utilized in the second half of the year There was a substantial increase in the orderbook in the resulting in an annual utilization rate of 35 weeks (2019: Netherlands. The most noteworthy additions were the dike 32 weeks). The cutter fleet had an effective annual utilization rate reinforcement projects IJsseldijk Zwolle-Olst and Krachtige of 17 weeks (2019: 26 weeks) reflecting a very quiet second half IJsseldijken Krimpenerwaard, maintenance dredging in the port year. The Krios mega cutter was delivered at the end of the year of Rotterdam, the construction of a new inland harbor in Spijk, a ANNUAL REPORT 2020 – BOSKALIS Dredging activities by the cutter suction dredger Edax in Kitimat, Canada


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    42 follow-up project for the construction of a second artificial island OFFSHORE ENERGY in the IJmeer lake in Amsterdam and major maintenance of the Offshore wind farms, cables, offshore dredging and rock N3 highway. installation projects for pipelines, heavy transport, lift and installation work, surveying, diving and ROV services in support Elsewhere in Europe, numerous port-related projects were of the development, construction, maintenance and dismantling acquired including capital dredging works in Finland and the of oil and LNG import/export facilities. United Kingdom. Outside of Europe, Boskalis was awarded a EUR 1.5 billion OFFSHORE ENERGY 2020 2019 dredging contract for the land development for the new Manila (in EUR million) International Airport – Bulacan. This multiyear project is the largest Revenue 1,064.9 1,020.4 single project ever acquired by Boskalis and provides substantial EBITDA 193.5 47.4 utilization for the hopper fleet in the coming three years. Following Net result from JVs and associates 4.3 6.0 a critical review of the order book, it was decided to remove a Operating result 66.3 -70.9 EUR 320 million land reclamation project from the backlog due to Order book at year-end 1,226.8 1,524.2 substantial uncertainties. EBITDA and operating result include our share in the net result of joint ventures Early January, Boskalis was awarded part of the Oosterweel link and associates. REPORT OF THE BOARD OF MANAGEMENT project in Antwerp, Belgium. Boskalis with its consortium partners will construct the Oosterweel junction and the replacement of the REVENUE Royers lock as part of the overall project objective to close the ring road around the city of Antwerp. The contract carries a value of Revenue from the Offshore Energy segment amounted to approximately EUR 150 million for Boskalis and is not included in EUR 1,065 million (2019: EUR 1,020 million) of which 41% was the 2020 year-end order book. related to offshore wind and contracting accounted for approximately 56% of divisional revenue. The divisional revenue ORDER BOOK BY MARKET 2020 2019 increase was fully attributable to the consolidation of Horizon (in EUR million) following the acquisition of the remaining shares early 2020. The Netherlands 833.9 577.2 The services part of the division was in particular effected by Rest of Europe 619.5 658.4 COVID-19 and the strong decline of the oil price leading to the Rest of the world 2,622.3 1,956.8 delay or postponement of projects and subsequent dependence on Total 4,075.7 3,192.4 spot markets. ANNUAL REPORT 2020 – BOSKALIS The heavy transport vessel Mighty Servant 1 ready for departure after loading modules for a manufacturing facility


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    43 FLEET DEVELOPMENTS Offshore Services includes Marine Transport & Services, Subsea Services and Marine Survey. Services revenue increased by 9% For the year the (weighted) utilization rate of the heavy marine with the largest increase within Marine Survey. transport fleet was 66% (2019: 66%). The captive assets (cable- laying vessels, fallpipe vessels and crane vessel) had a reasonable At Marine Transport & Services, there was a slight revenue year with a utilization rate of 66% (2019: 74%). increase. Most of the type I and IIa high-end vessels were active and the type 0 vessel BOKA Vanguard had a busy start and end In 2020, progress was made on the conversion and construction of the year with the transportation of a fish farm from China to of the Bokalift 2 crane vessel at the Drydocks World shipyard in Norway and the transportation of the Mad Dog 2 Floating Dubai. The Forte heavy marine transport vessel was also modified Production Unit from Korea to the Gulf of Mexico. Other in 2020 and fitted out with a DP2 system, which was later utilized significant projects included the successful topside float-over of the on the Bokor float-over project. The conversion of an offshore Bokor platform offshore Sarawak, Malaysia and the transport and supply vessel into a state-of-the-art geophysical survey vessel for installation of floating turbines for the Kincardine floating wind Gardline is ongoing and is expected to enter service ahead of farm off the coast of Aberdeen, Scotland. the 2021 season. Finally, through the Rever acquisition, two large diving support vessels have been added to the fleet of At Subsea Services, the impact of the COVID-19 pandemic and subsea services. the low oil price impacted the full year performance. Compared to 2019, a lower vessel utilization resulted in a lower revenue due to a continuing very competitive North Sea market. Just before the SEGMENT RESULT end of the year, Boskalis acquired all the shares of Rever EBITDA from the Offshore Energy segment amounted to Offshore’s subsea services business. Rever has historically operated EUR 193 million, with an operating result of EUR 66 million in the North Sea out of Aberdeen (United Kingdom) and holds a (2019: EUR 47 million and a loss of EUR 71 million, respectively). strong track record. Through this transaction, Boskalis adds two The 2019 result was impacted by operational and contractual diving support vessels of which one is fully owned (Rever Polaris) issues on a limited number of projects resulting in onerous contract and a second chartered (Rever Topaz). Boskalis’ existing subsea provisions. activities will be integrated with Rever thereby strengthening the current position in the subsea services market in Northwest Europe, The 2020 operating result from the services cluster increased Africa and the Middle East. On the important North Sea subsea compared to the same period last year. The increase reflected market, Boskalis is now a solid top three player opening up ample a higher contribution from Marine Transport & Services in opportunities for operational efficiencies and synergies. addition to the consolidation of Horizon. Overall, Marine Survey made a strong contribution however all of the services Marine Survey, comprising the activities of Gardline and Horizon, activities were impacted by COVID-19, the low oil price and showed a mixed picture in 2020. At Gardline, following a slow project delays. winter season, the strong decline in the oil price impacted revenue levels in the first half year whilst a strong flow of offshore wind The contracting cluster made a strong positive contribution. This assignments resulted in a strong second half year. Horizon had a result included a particularly strong year at seabed intervention, strong full year. In 2020, approximately two thirds of the marine the good performance on offshore cable projects in addition to survey revenue was related to renewables projects, including claim settlements on a limited number of projects. developments on the East Coast of the US. The segment result includes our share in the net result of joint Offshore Contracting includes Seabed Intervention, Heavy Lifting ventures and associates of EUR 4 million. (including wind foundations) and Subsea Cables. The combined contacting revenue level was fractionally lower compared to 2019. ORDER BOOK At Seabed Intervention, several pipeline-related projects made a At the end of 2020, the order book stood at EUR 1,227 million strong revenue contribution, including the gas pipeline from (end-2019: EUR 1,524 million) of which 57% is related to Jutland to Funen in the Lillebaelt of Denmark. Work on the scour offshore wind. protection for the Yunlin offshore windfarm in Taiwan commenced and good progress was made on the installation of a pipeline Seabed Intervention acquired a number of projects including the ANNUAL REPORT 2020 – BOSKALIS connection and the hook-up of a Floating Storage and seabed preparation and scour protection scope for the Fécamp Regasification Unit in El Salvador. offshore wind farm in Normandy. Boskalis will design and install the seabed rock foundation for 71 gravity based structures and At Heavy Lifting, a combination of decommissioning projects and will carry out the scour protection and ballasting of the structures offshore wind foundation projects were completed, in addition to following the installation. preparatory works for the Changfang & Xidao project that will In the second half of the year, Boskalis acquired the transport and commence in 2021. installation scope for Kincardine, the world’s largest floating windfarm located fifteen kilometers off the coast of Aberdeen. Subsea Cables had a busy year with the largest revenue The farm consists of five turbines with a capacity of 9.5 megawatts contribution coming from the offshore wind projects Ostwind 2, each that will be anchored at a depth of sixty to eighty meters. In Moray East, Hornsea 2, Triton Knoll and Borssele Beta. addition to numerous other smaller contracts and variation orders


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    44 ORDER BOOK Boskalis also acquired the installation scope of bridge sections for the world’s longest suspension bridge, the Çanakkale 1915 The order book, excluding our share in the order book of joint bridge in Turkey. ventures and associates, was EUR 4 million (2019: EUR 5 million). The order book relates solely to the Salvage business unit. On balance, EUR 744 million of new work was acquired during the year. The value of the order book of the joint ventures is not included in the consolidated financials. As per the end of 2020, the 100% value of the order book of the joint ventures amounted to TOWAGE & SALVAGE EUR 1,081 million, which is fully attributable to terminal services Towage: towage services and berthing and unberthing of contracts of Smit Lamnalco (end-2019: EUR 1,425 million). oceangoing vessels in ports and at offshore terminals, management and maintenance both above and below the surface HOLDING AND ELIMINATIONS of onshore and offshore oil and gas terminals and associated maritime and management services. Non-allocated head office activities. Salvage: providing assistance to vessels in distress, wreck removal, environmental care services and consultancy. HOLDING AND ELIMINATIONS 2020 2019 (in EUR million) TOWAGE & SALVAGE 2020 2019 REPORT OF THE BOARD OF MANAGEMENT Revenue -30.3 -25.6 (in EUR million) EBITDA -16.6 45.3 Revenue 174.6 132.1 Net result from JVs and associates - -0.1 EBITDA 50.1 41.6 Operating result -25.3 -46.1 Net result from JVs and associates 12.1 16.5 Operating result 45.6 37.9 EBITDA and operating result include our share in the net result of joint ventures Order book at year-end 3.8 5.4 and associates. EBITDA and operating result include our share in the net result of joint ventures and associates. SEGMENT RESULT Net result from joint ventures and associates are presented excluding impairment charges. The operating result for the reporting period mainly includes the usual non-allocated head-office costs, as well as various non-allocated (in many cases non-recurring) income and expenses. REVENUE Following the COVID-19 outbreak, numerous measures were taken Revenue from the Towage & Salvage segment amounted to to preserve the financial strength of the company. In addition to EUR 175 million (2019: EUR 132 million). various cash flow oriented measures, several cost saving initiatives were also taken. Some of these savings are reflected in the results of Salvage had an exceptionally good year with an important the divisions, however reductions in the non-allocated head-office contribution from projects in Brazil, the Indian Ocean and the expenses contributed to the improved result. Arctic, in addition to numerous smaller emergency response contracts. The 2020 EBITDA and operating result were minus EUR 17 million and minus EUR 25 million, respectively (2019: EUR 45 million and All harbor towage activities are conducted through joint ventures. minus EUR 46 million). The 2019 EBITDA included a book profit of Our share in the net results of these joint ventures is recognized as EUR 82 million as a result of sale transactions. net result from joint ventures and associates. SEGMENT RESULT OTHER FINANCIAL INFORMATION EBITDA generated by the Towage & Salvage segment totaled DEPRECIATION, AMORTIZATION AND IMPAIRMENT CHARGES EUR 50 million, with an operating result of EUR 46 million (2019: EUR 42 million and EUR 38 million, respectively). Depreciation and amortization charges amounted to ANNUAL REPORT 2020 – BOSKALIS EUR 264 million (2019: EUR 265 million), excluding impairments The strong Salvage result includes the contribution from current and the reversal of impairments. projects and to a limited extent financial settlements from projects that were executed in previous years. The segment result includes The COVID-19 outbreak and subsequent macro developments led our share in the net result of joint ventures and associates with to a critical review of the business including market expectations terminal services (Smit Lamnalco) and harbor towage (Keppel Smit as well as an assessment of the fleet composition. This review Towage). The contribution from these joint ventures, adjusted for resulted in impairment charges of EUR 184 million in 2020. impairment charges, was EUR 12 million (2019: EUR 16 million). The largest part of these non-cash charges, EUR 123 million, relates to the goodwill and assets embedded in the joint ventures Smit Lamnalco and Asian Lift. The remaining impairment charges largely relate to a limited number of old vessels that are going to


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    45 be scrapped or sold, impairments on specialized and nearshore CAPITAL EXPENDITURE AND BALANCE SHEET subsea cable-laying assets and the impairment of brand Shortly after the outbreak of the COVID-19 pandemic, Boskalis recognition within the Offshore Energy division. announced it would further sharpen its strong focus on cash management. Various steps were taken aimed at limiting In 2019, there was an impairment reversal of EUR 40 million as non-project-related expenditure, optimizing working capital and a result of sale transactions. preserving the financially strong position. The intended capital expenditure program for 2020 was substantially reduced, the dividend pay-out for the financial year 2019 was cancelled and INCOME FROM JOINT VENTURES AND ASSOCIATES the share buyback program was temporarily suspended. The Our share in the net result from joint ventures and associates combined effect of these measures had a positive cash flow impact adjusted for impairment charges was EUR 19 million (2019: of more than EUR 250 million in 2020. EUR 26 million). This result relates mainly to our share in the net results of Smit Lamnalco and the Singapore partnerships with In 2020, a total amount of EUR 241 million was invested in Keppel (Keppel Smit Towage, Asian Lift). With the exception of property, plant and equipment (2019: EUR 248 million), of which Keppel Smit Towage, the underlying performance of the joint EUR 34 million was related to dry dockings. Disposals were made ventures was better than in 2019. The 2019 result included totaling EUR 9 million. In addition to these investments in property, Horizon which is consolidated as per the beginning of 2020. plant and equipment EUR 24 million was invested in right-of-use assets in 2020 (2019: EUR 44 million). TAX Within Dredging, the largest investment was related to construction The tax expense was EUR 26 million (2019: EUR 20 million) installment payments for the cutter suction dredger Krios. The with an effective tax rate of -37.2%. Excluding the adjustment on largest investment within the Offshore Energy division was for the the exceptional items the effective tax rate is 27.7%. The effective Bokalift 2 crane vessel and the new geophysical survey vessel. tax rate is highly dependent on the mix of countries and entities in which projects are executed. As the mix of countries in which In addition to these investments in property, plant and equipment, projects are executed changes over time, uncertainty may arise Boskalis acquired the remaining 37.5% stake in Horizon regarding the possibilities to compensate income tax losses with Geosciences for a consideration of EUR 45 million in January future taxable income. 2020 as well as the shares in Rever Offshore for a consideration of EUR 23 million late December. ANNUAL REPORT 2020 – BOSKALIS Salvage of the front section of the grounded bulk carrier MV Wakashio in Mauritius


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    46 Capital expenditure and acquisition commitments at the end of OTHER DEVELOPMENTS the year amounted to EUR 112 million (end-2019: EUR 162 million), which is mainly related to the Bokalift 2. SHARE BUYBACK PROGRAM On 15 March 2019, Boskalis announced the start of a As part of the share buyback program, Boskalis used EUR 100 million share buyback program. The buyback program EUR 33 million cash to repurchase shares. was aimed at reducing the issued share capital. As a consequence of the global developments and uncertainty related to the The cash flow amounted to EUR 355 million (2019: COVID-19 outbreak, Boskalis temporarily suspended the share EUR 340 million). buyback program as per 3 April 2020. The program was restarted on 21 August and as per 3 March 2021, 83% of the The working capital position at year-end was EUR 813 million program has been completed. negative (year-end 2019: EUR 417 million negative). Including the effects of IFRS 16, the working capital position at year-end amounted to EUR 841 million negative. Besides the customary ACQUISITION REMAINING SHARES HORIZON seasonal pattern of revenues and receivables and the receipt of Early 2020, Boskalis acquired the remaining 37.5% stake in the milestone payments that impact working capital, the favorable Horizon Group. In 2019, Boskalis already acquired 62.5% of the development of the working capital position can be attributed to shares. Through this transaction, Boskalis has expanded its the additional cash flow related measures and advance payments position in the marine geophysical and geotechnical survey REPORT OF THE BOARD OF MANAGEMENT on sizable projects that will commence in 2021. market. Horizon will continue to focus on its traditionally strong market position in the Middle East and Northwest Europe with The interest-bearing debt totaled EUR 386 million at year-end. The opportunities to expand into the emerging offshore wind market in cash position at the end of the year was EUR 825 million resulting the Far East making it highly complementary to the position in a positive net financial position with a net cash amount of already held by Boskalis through Gardline in Northwest Europe EUR 439 million. The lease liabilities of EUR 121 million as a and on the East Coast of the United States. The remaining 37.5% result of IFRS 16 lease accounting is not included in the net stake in Horizon was acquired for a consideration of financial position. At the end of 2019, the debt position was EUR 45 million. EUR 374 million with a cash position of EUR 400 million resulting in a positive net financial position with a net cash amount of EUR 26 million. The solvency ratio as per year-end was 50.5% ACQUISITION ARDENT AMERICAS (year-end 2019: 54.3%). Early April, Boskalis announced the acquisition of maritime emergency response specialist Ardent Americas LLC (Ardent The interest-bearing debt relates largely to a long-term US Private Americas) through its joint venture Donjon-Smit. Ardent Americas Placement (USPP) of USD 325 million (EUR 277 million as at is a leading player under the Oil Pollution Act of 1990 (OPA90) 31 December 2020) with a maturity date in 2023. In October, for the provision of marine emergency response services in the Boskalis financed the construction cost for its mega suction cutter United States (US). Through this acquisition Boskalis further dredger Krios through an innovative Export Credit Agency strengthens its existing position in the US maritime salvage market. covered loan. The size of this facility is EUR 121 million of which Boskalis already provides OPA90 services in the US through its EUR 106 million was draw in 2020. The tenor of the facility is subsidiary SMIT Salvage and its joint venture Donjon-Smit. twelve years and includes a linear redemption. Boskalis also has a currently undrawn EUR 500 million syndicated bank facility at its disposal, which was recently extended and now matures in April ACQUISITION REVER OFFSHORE 2026. With the available cash and cash equivalents and bank Late December, Boskalis acquired all the shares of Rever facilities, Boskalis now has a direct financing capacity in excess of Offshore’s subsea services business. Through this acquisition, EUR 1.2 billion. Boskalis strengthens its current position in the subsea services market in Northwest Europe, Africa and the Middle East and its Boskalis must comply with a number of covenants as agreed with capabilities to serve both the traditional oil & gas market and the the syndicate of banks and the USPP investors. These covenants rapidly expanding offshore wind market. On the important North were comfortably met as at end-2020. The main covenants relate Sea subsea market, Boskalis is now a solid top three player to the net debt : EBITDA ratio, with a limit of 3, and the EBITDA : opening up ample opportunities for operational efficiencies and ANNUAL REPORT 2020 – BOSKALIS net interest ratio, with a minimum of 4. At 31 December 2020, the synergies. Rever was acquired for a consideration of net debt : EBITDA ratio stood at -1.3 and the EBITDA : net interest EUR 23 million. ratio at 25.

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