Annual Report 2023
Annual Report 2023
FRONTLINE PLC
CONTENTS
REMUNERATION REPORT 14
MANAGEMENT REPORT 18
Throughout this annual report, the "Company," "we," "us" and "our" all refer to Frontline plc and its subsidiaries. We use the
term deadweight ton, or dwt, in describing the size of vessels. Dwt, expressed in metric tons, which is equivalent to 1,000
kilograms, refers to the maximum weight of cargo and supplies that a vessel can carry. The Company operates oil tankers of
two sizes: very large crude carriers, or VLCCs, which are between 200,000 and 320,000 dwt, and Suezmax tankers, which are
vessels between 120,000 and 170,000 dwt. The Company also operates LR2/Aframax tankers, which are clean product tankers
and range in size from 111,000 to 115,000 dwt. The Company defines an ECO vessel as a vessel with certain specifications that
improve fuel consumption performance as compared to the previous generation of vessels. Typically built from 2015 onwards,
ECO vessels have improved hull and engine designs to maximize operational performance according to today’s operational
profiles. The Company also designates vessels as ECO if they have undergone retrofits such as; de-rating to improve specific
fuel consumption at today’s market speeds, installing propulsion improvement devices, or upgrading engine and equipment to
bring the consumption performance of older vessels into line with those constructed from 2015 onwards. All ECO-vessels meet
EEXI certification requirements. Unless otherwise indicated, all references to "USD," "US$" and "$" in this annual report are
U.S. dollars.
FRONTLINE PLC
BOARD OF DIRECTORS AND OTHER OFFICERS
2023
Our directors and executive officers, along with start or end date to the extent applicable to the reporting period, are as follows:
Certain biographical information about each of our current directors and executive officers is set forth below.
Ola Lorentzon has been Director of the Company since May 2015. Mr. Lorentzon was the Managing Director of Frontline
Management AS, a subsidiary of the Company, from April 2000 until September 2003. Mr. Lorentzon has served as a director
of Flex LNG Ltd. since June 2017 and is also a director and Chairman of Golden Ocean and a director of Erik Thun AB. Mr
Lorentzon was appointed Chairman of the Company in May 2021.
John Fredriksen has served as a Director of the Company since November 3, 1997. Mr. Fredriksen was a director of Frontline
2012 at the date of the merger between the Company and Frontline 2012 Ltd. Mr. Fredriksen is also a Director of a related party
Golden Ocean, a Bermuda company listed on Nasdaq and the OSE whose principal shareholder is Hemen.
James O'Shaughnessy has been a Director and member of the Audit Committee of the Company since September 2018. Mr.
O'Shaughnessy served as an Executive Vice President, Chief Accounting Officer and Corporate Controller of Axis Capital
Holdings Limited up to March 26, 2012. Prior to that Mr. O'Shaughnessy has among others served as Chief Financial Officer of
Flagstone Reinsurance Holdings and as Chief Accounting Officer and Senior Vice President of Scottish Re Group Ltd., and
Chief Financial Officer of XL Re Ltd. at XL Group plc. Mr. O'Shaughnessy received a Bachelor of Commerce degree from
University College, Cork, Ireland and is a Chartered Director, Fellow of the Institute of Chartered Accountants of Ireland and
an Associate Member of the Chartered Insurance Institute of the UK. Mr. O'Shaughnessy also serves as a director and member
of the audit committees of SFL, Golden Ocean, Archer Limited, Avance Gas, CG Insurance Group and Catalina General and a
director of Brit Re.
Ole B. Hjertaker has been a Director of the Company since May 2022. Mr. Hjertaker is employed by SFL Management AS
and has served as Chief Executive Officer since July 2009, prior to which he served as Chief Financial Officer from September
2006. Prior to joining SFL, Mr. Hjertaker was employed in the Corporate Finance division of DNB Markets, a leading shipping
and offshore bank. Mr. Hjertaker has extensive corporate and investment banking experience, mainly within the maritime/
transportation industries, and holds a Master of Science degree from the Norwegian School of Economics and Business
Administration. Mr. Hjertaker also serves as a director of SFL Corporation Ltd. and as chairman of NorAm Drilling AS.
Steen Jakobsen has served as a director of Flex LNG Ltd. since March 2021. Mr. Jakobsen joined Saxo Bank in 2000 and
serves as Chief Investment Officer. Mr. Jakobsen was the founder of then Saxo Bank’s renowned Outrageous Predictions. Prior
to joining Saxo Bank, he worked with Swiss Bank Corp, Citibank, Chase Manhattan, UBS and served as Global Head of
Trading, FX and Options at Christiania (now Nordea). Mr. Jakobsen graduated from the University of Copenhagen in 1989
with a MSc in Economics.
Marios Demetriades has been a Director of the Company since October 2022 and member of the audit committee since
November 2022. Mr. Demetriades is an experienced financial services professional with significant experience as a Non-
Executive Director in various listed and private companies in the banking, infrastructure and shipping industries, namely as
Non-Executive Director and Chairman of the audit and risk committees of Gordian Holdings Ltd.; Non-Executive Director and
member of the audit and risk committees of FxPro Financial Services Ltd.; Non-Executive Director, Chairman of the audit
Cato Stonex has been a Director of the Company since December 2023. Mr. Stonex has had a long career in Fund
management, initially with J Rothschild Investment Management. He was then a founder partner of Taube Hodson Stonex
(THS) for 20 years, which managed institutional portfolios of Global Equity mandates. THS was sold to GAM in 2016, since
when he has established Partners Investment Company, which has focussed on stock picking in small and mid cap equities,
largely in Europe. In 2021 Partners Investment Company became Stonex Capital Partners Ltd and that same year Mr. Stonex
also funded WMC Capital Ltd, an investment company focused on the recovery of the global shipping industry. He has also
been involved in a range of other business areas. He has been a long term investor in German property and is a founder and
director of Obotritia, a German conglomerate with interests in property, venture capital and banking. Since 2016 he has been a
director of two Spanish property companies, Axiare and Arima, the first of which was sold in 2018 and the second which is
listed on the Madrid stock exchange. He has a range of other private business interests. He holds an undergraduate degree from
the London School of Economics and Political Science, where he served for ten years as a Governor and is now an Emeritus
Governor. He has chaired its Development Committee, and is now an advisor to the Endowment Investment Committee. He is
closely involved with LSE Ideas, a leading academic think tank.
Lars H. Barstad has served as Chief Executive Officer of Frontline Management AS since October 2020, and as Commercial
Director since 2015. Mr. Barstad has close to 18 years’ experience in the wider shipping and oil trading industry, firstly as
Director of Imarex Pte Ltd (now Marex) in Singapore. He joined Glencore Ltd in 2007, working in London as head of FFA
trading. In 2012 he moved to Noble Group Ltd, heading up their freight derivatives desk in London with a cross commodities
mandate. Mr. Barstad holds a BSc in Financial Economics from BI Norwegian Business School.
Inger M. Klemp has served as Chief Financial Officer of Frontline Management AS since June 1, 2006 and served as principal
financial officer of Frontline 2012 at the date of the merger between the Company and Frontline 2012 Ltd. Mrs. Klemp has
served as a director of Independent Tankers Corporation Limited since February 2008 and has served as Chief Financial Officer
of Golden Ocean from September 2007 to March 2015. Mrs. Klemp served as Vice President Finance from August 2001 until
she was promoted in May 2006. Mrs. Klemp graduated as MSc in Business and Economics from the Norwegian School of
Management (BI) in 1986. Prior to joining the Company, Mrs. Klemp was Assistant Director Finance in Color Group ASA and
Group Financial Manager in Color Line ASA, an OSE listed company and before that was Assistant Vice President in Nordea
Bank Norge ASA handling structuring and syndication of loan facilities in the international banking market and a lending
officer of Danske Bank A/S.
In accordance with Article 9 sections (3c) and (7) of the Transparency Requirements (Securities for Trading on Regulated
Markets) Law of 2007, 2009, 2012 and 2016 of Cyprus (“Law”) we, the members of the Board of Directors and other
responsible persons for the consolidated financial statements and the financial statements of Frontline Plc (“the Company”), for
the year ended December 31, 2023 confirm that, to the best of our knowledge:
a) the consolidated financial statements and the financial statements of the Company for the year ended December 31, 2023
which are presented on pages 47 to 115.
(i) were prepared in accordance with International Financial Reporting Standards, as adopted by the European Union in
accordance with provisions of Article 9, section 4 of the Law, and
(ii) give a true and fair view of the assets and liabilities, the financial position and the profit or losses of Frontline Plc, and the
business that are included in the financial statements as a total, and
b) the Management Report provides a fair review of the developments and the performance of the business as well as the
financial position of Frontline Plc, together with a description of the principal risks and uncertainties that they are facing.
Introduction
The Company was registered and is validly existing and in good standing as a Cyprus public company limited by shares, under
registration number 442213 as from December 30, 2022 following its redomiciliation from Bermuda to Cyprus pursuant to the
provisions of sections 354 B-H of the Cyprus Companies’ Law Cap. 113 (the “Law”).
The Amended and Restated Memorandum and Articles of Association of the Company were approved by a special resolution of
the shareholders of the Company dated December 20, 2022 and were rendered effective by operation of law on December 30,
2022, the date on which the Company was officially redomiciled to Cyprus. The purposes and powers of the Company are set
forth in section 3(1)-(44) of the Company’s Memorandum of Association.
Prior to the redomiciliation, Frontline Ltd.’s ordinary shares were listed on the New York Stock Exchange (“NYSE”) and Oslo
Stock Exchange (“OSE”) under the symbol “FRO.” Upon effectiveness of the Redomiciliation, Frontline plc’s ordinary shares
continue to be listed on the NYSE and OSE. The NYSE is our primary listing and the OSE is our secondary listing.
Part A
In accordance with section 4.4(1) of the Oslo Børs Rule Book II, as a Company registered in Cyprus with a secondary listing on
the OSE and with Norway as its host state, we may prepare our corporate governance report in accordance with a code of
practice equivalent to the Norwegian Code of Practice for Corporate Governance that is applicable in the state where we are
registered or in our primary market. We do not use the code of practice applicable in our primary market as pursuant to an
exception under the NYSE listing standards available to foreign private issuers, we are not required to comply with all of the
corporate governance practices followed by U.S. companies under the NYSE listing standards. As such, we have prepared this
corporate governance report in accordance with the Cyprus Stock Exchange Corporate Governance Code 5th revised edition -
January 2019 ("CSE Code") which is publicly available on the Cyprus Stock Exchange's website at www.cse.com.cy. In April
2024, a 6th revised edition of the CSE Code was issued which the Company will consider for its 2024 report.
The Company is not required to comply with the CSE Code, the Norwegian Code of Practice for Corporate Governance, or the
corporate governance practices followed by U.S. companies under the NYSE listing standards. The Company has reported the
extent to which its current corporate governance practices align with the principles and underlying applicable provisions of the
CSE Code on a comply or explain basis. The Company's corporate governance practices as documented herein are applicable
throughout the consolidated group to which it belongs.
Part B
The Company's current corporate governance practices align with the principles and underlying applicable provisions of the
CSE Code, except as follows:
• Α.1.2 and A.1.3 - The Board does not currently have a formal schedule of matters specifically reserved for its decision.
Although a schedule has not yet been formalized, the required matters as per the provision are subject to the Board of
Directors' decisions.
• A.2.2 - The Board of Directors is comprised of non-executive directors only who are responsible for overseeing our
management led by our Chief Executive Officer. The Board of Directors considers this to be an appropriate
governance and management structure.
• A.4.1 - The Nomination Committee is comprised of two directors neither of which is designated as the Chairman. The
designation of a Chairman is not considered necessary given the composition of the committee.
• C.3.7 - The Board has not appointed an executive as the Compliance with Code of Corporate Governance Officer as
the Company is not required to comply with such a code.
• C.3.10 - the Company's internal audit function does not follow the International Standards for the Professional practice
of Internal Auditing, of the International Institute of Internal Auditors. Instead, the Company's internal audit function
follows the relevant standards to support Management's annual report on internal control over financial reporting as
described in the report.
The Board of Directors believes that sound corporate governance constitutes a fundamental factor in achieving the Company's
business strategy for the long-term benefit of its shareholders and all other stakeholders. The Board of Directors acknowledges
1. Board of Directors
The Board of Directors is comprised of the following non-executive directors who are responsible for overseeing our
management:
The Company's objective is to appoint board members with diversified educational and professional backgrounds in order to
reflect a sufficiently wide range of experiences of corporate finance and/or the shipping industry, irrespective of age or gender.
As permitted under Cyprus law and our Articles of Association, five members of our Board of Directors, Mr. Ola Lorentzon,
Mr. James O'Shaughnessy, Mr. Steen Jakobsen, Mr. Marios Demetriades, and Mr. Cato Stonex are independent.
The Directors may exercise all the powers of the Company (save than those powers vested by Law or the Articles of
Association to the General Meeting) including but not limited to borrowing or raising money, charging or mortgaging the
Company’s undertaking, property or uncalled capital, issuing of debentures, debenture stock and other securities as security for
any debt, loss or obligation of the Company or any third party and managing the day to day business affairs of the Company.
The Directors may grant retirement pensions or annuities or other gratuities or allowances including allowances on death to any
Director or to the widow of or the dependents of any Director in respect of services rendered by him to the Company.
Furthermore, the Company may make payments towards insurances or trusts in respect of a Director and may include rights in
respect of such pensions, annuities and allowances in a Director’s terms of engagement, without being precluded from granting
such retirement pensions or annuities or other gratuities or allowances not as a part and independently of the terms of any
engagement but upon the retirement, resignation or death of a Director as the Board of Directors may decide. The Directors
may also establish and maintain any employees’ share scheme, share option or share incentive scheme approved by ordinary
resolution of the shareholders whereby selected employees (including Directors) are given the opportunity of acquiring shares
in the capital of the Company.
Pursuant to the Articles of Association the following Directors’ Committees each comprising of two Directors have been
constituted:
i. Audit Committee;
ii. Nomination Committee;
iii. Remuneration Committee.
Our Audit Committee currently consists of two independent directors, Mr. James O'Shaughnessy, the Audit Committee
Chairman and Financial Expert, and Mr. Marios Demetriades.
Our nomination committee consists of one independent director, Mr. Ola Lorentzon, and one director, Mr. Ole B. Hjertaker,
and is responsible for identifying and recommending potential candidates to become board members and recommending
directors for appointment to board committees.
Our remuneration committee consists of two independent directors, Mr. Ola Lorentzon and Mr. Marios Demetriades, and is
responsible for establishing the executive officers' compensation and benefits.
The Board of Directors met 14 times in the year ended December 31, 2023.
Pursuant to the Articles of Association and the Law, the minimum number of Directors shall be not less than two and pursuant
to the Articles of Association the maximum number shall be limited to seven. The minimum and maximum number of directors
can be increased or decreased by ordinary resolution of the General Meeting. Save if the majority of the Directors are residents
of Cyprus the majority of Directors may not be resident of the same jurisdiction.
The Law and the Articles of Association do not prohibit a director from being a party to or otherwise having an interest in any
transaction or arrangement with the Company or in which the Company is otherwise interested. However, a Director who is in
any way, whether directly or indirectly interested in a contract or proposed contract with the Company shall declare the nature
of his interest at a meeting of the Directors in accordance with the procedure specified by the Law. Furthermore pursuant to
Article 93 of the Articles of Association any Director or any company or partnership which or of which any Director is a
shareholder, partner or director may transact with the Company and share in the profits of any contract or arrangement with the
Company as if he were not a Director and to personally gain any profit or benefit that may result as a consequence of such
contract or arrangement. A Director shall not vote on any subject in respect of such contract or arrangement and if he does so
vote his vote shall not be counted and shall also not be counted for the purpose of determining whether a quorum is present at
the meeting of the Directors.
Directors are elected or re-elected by an ordinary resolution of the shareholders in a General Meeting. In the premises, a person
holding a majority of voting shares of the Company will be able to elect all of the Directors and to prevent the election of any
person whom such shareholder does not wish to be elected. There are no provisions for cumulative voting in the Law or the
Articles of Association of the Company and the Company’s Articles of Association do not contain any super-majority voting
requirements.
Pursuant to the Articles of Association, Directors hold office for a period of one year from the date of their appointment or until
the following Annual General Meeting of the Company (if their appointment was effected after the date of the previous Annual
General Meeting) whereby they shall be eligible at the following Annual General Meeting to re-election for subsequent one
year terms.
The existing Directors and the shareholders by ordinary resolution in a General Meeting have the right to appoint at any time
and from time to time any persons as Directors either to fill a vacant position or in addition to the existing directors subject to
the maximum number specified in the Articles of Association.
There are also procedures in the Articles of Association for the removal of one or more directors by the shareholders before the
expiration of his or her term of office. Shareholders holding 5% or more of the voting shares of the Company may require the
Directors to convene a shareholder meeting to consider a resolution for the removal of a director or place a proposal for such
resolution in the agenda of a General Meeting already called by Directors. Such resolution can be approved by simple majority
of the shareholders notwithstanding anything in the Articles of Association or in any agreement between the Company and such
Director. Such removal shall be without prejudice to any claim the Director may have for damages for breach of any contract of
service between him and the Company. Any vacancy created by such removal may be filled at the meeting by the election of
another person by the shareholders or in the absence of such election, by the Directors.
Pursuant to the Articles of Association the office of Director shall be vacated if the Director:
i. becomes bankrupt or makes any arrangement or composition with his creditors generally;
ii. becomes prohibited from being a Director by reason of (a) being convicted of an offence in connection with the
promotion, formation or management of a company and (b) a Cyprus Court of appropriate jurisdiction has
consequently issued an injunction prohibiting such Director from taking part in the management of a company for a
period not exceeding five years;
iii. becomes of unsound mind;
iv. resigns by notice in writing to the Company; or
v. shall for more than six months have been absent without permission of the Directors from at least three consecutive
duly convened meetings of the Directors.
Pursuant to the Law, any provision whether contained in the articles of association or in any contract with a company to
discharge any director of the company or to cover against any liability that under any rule of law he would otherwise have in
respect of any negligence, omission, breach of duty or breach of trust such officer may be guilty of, shall be void. However, it is
In alignment with the Law, the Articles of Association (Article 143) provide that the Directors shall be indemnified and secured
harmless out of the assets and profits of the Company from and against all actions, costs, charges, losses, damages and expenses
which they or any of them shall or may incur by reason of any contract entered into or any act done, concurred in or omitted in
or about the execution of their duties except such (if any) as they shall incur or sustain by or through their own willful act,
neglect or default.
2. Director's Remuneration
We currently have an Audit Committee, which is responsible for overseeing the quality and integrity of our financial statements
and our accounting, auditing and financial reporting practices, our compliance with legal and regulatory requirements, the
independent auditor's qualifications, independence and performance and our internal audit function. In 2018, Mr. James
O'Shaughnessy was appointed to serve on the Audit Committee. Mr. James O'Shaughnessy is the Chairperson of the Audit
Committee and the Audit Committee Financial Expert. In 2022, Mr. Marios Demetriades was appointed to serve on the Audit
Committee. We have determined that a director may sit on the board of three or more audit committees and such simultaneous
service would not impair the ability of such member to effectively serve on the Board or Audit Committee. Under Cyprus law,
we are required to have an audit committee with a majority of independent members. The Audit Committee Charter, which is
available on the Company's website, has been adopted by the Board of Directors and governs the operation of the Audit
Committee.
Management assessed the effectiveness of the design and operation of the Company's disclosure controls and procedures as of
the end of the period covered by this annual report as of December 31, 2023. Based upon that evaluation, the principal
executive officer and principal financial officer concluded that the Company's disclosure controls and procedures are effective
as of the evaluation date.
Our management is responsible for establishing and maintaining adequate internal control over financial reporting.
Internal control over financial reporting is a process designed by, or under the supervision of, the Company's principal
executive and principal financial officers and effected by the Company's Board of Directors, management and other personnel,
to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:
i. Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the Company;
ii. Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements
in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made
only in accordance with the authorizations of Company's management and directors; and
iii. Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition
of our assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Management conducted the evaluation of the effectiveness of the Company's internal controls over financial reporting using the
control criteria framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its
report entitled Internal Control-Integrated Framework (2013).
There were no changes in the Company's internal controls over financial reporting that occurred during the period covered by
this annual report that have materially affected, or are reasonably likely to materially affect, the Company's internal control over
financial reporting.
Going concern
The Company intends to continue to function as a going concern for the next twelve months. We believe that cash on hand and
borrowings under our current and committed credit facilities, along with cash generated from operating activities will be
sufficient to fund our requirements for, at least, the twelve months from the date of this annual report.
Shareholders Meetings
Pursuant to the Law and Article 51 of the Articles of Association each year the Company shall hold a general meeting as its
annual general meeting in addition to any other meetings in that year and shall specify the meeting as such in the notices calling
it and no more than 15 months shall elapse between the date of one annual general meeting and that of the next. The annual
general meeting statutory requirement cannot be waived. All general meetings other than annual general meetings shall be
designated as extraordinary general meetings. All business shall be deemed special that is transacted at an extraordinary general
meeting and also all that is transacted at an annual general meeting with the exception of declaring a dividend, the consideration
of the accounts, balance sheets and reports of Directors and auditors, the re-election of Directors and the appointment of and
fixing of auditors’ remuneration.
Pursuant to Article 56 of the Company’s Articles of Association the necessary quorum for any general meeting annual or
extraordinary shall be at least three (3) members present in person or by proxy and entitled to vote. The Law does not impose
specific quorum requirements for any specific transactions. If the Company has one shareholder, such shareholder present in
person or by proxy shall constitute quorum for any general meeting.
Subject to the provisions of section 126 (1A) of the Law the Directors upon application by shareholders of the Company who
hold at the date of filing of the application no less than 1/20th of the paid-up capital of the Company carrying the right to vote
must immediately duly convene an extraordinary general meeting for the purposes specified in such application.
Subject to the provisions of sections 127 (B)(1)(a)(b) of the Law any shareholder or shareholders which hold at least 5% of the
issued share capital representing at least 5% of total voting rights shall have the right to add an item to the agenda of an annual
general meeting provided that each such item is accompanied by stated reasons justifying its inclusion or a proposed resolution
for approval at the general meeting and place a proposed resolution on a matter on the agenda of a general meeting.
Extraordinary General Meetings may also be called at the discretion of the Directors.
There shall be a 21 day notice in writing at least for all general meetings but in the case of a general meeting other than the
annual general meeting or a meeting for the passing of a special resolution there shall be a 14 day notice provided the Company
offers technical facilitation to its shareholders to vote through electronic means and a special resolution that shortens the notice
period to 14 days has been approved in the immediately preceding annual general meeting or at a meeting conducted after that
meeting. The Directors may fix any date as the record date for determining those shareholders entitled to receive notice of and
vote at a meeting.
Pursuant to Article 80 of the Company’s Articles of Association a resolution in writing approved by shareholders which in total
represent at least 75% of voting shares shall be valid and effective as if the same had seen passed at a validly convened general
meeting of the Company, provided that at least 28 clear days notice of the intention to propose the resolution is given to or
served on all shareholders entitled to receive the resolution notice and to vote on the proposed resolution.
The key matters which require the approval of the shareholders include the following:
1. Amendment of the Memorandum and Articles of Association (which requires approval of at least 75% of voting
shares);
2. Increase of share capital (which requires a simple majority when at least half of the issued share capital is represented.
In any other case a majority of 2/3rds of the votes corresponding to the issued share capital represented is required);
3. Reduction of share capital including the reduction of the share premium reserve account (which requires approval of at
least 75% of voting shares);
4. Consolidation and division of all or any of the share capital into shares of a larger or smaller amount (which requires a
simple majority);
5. Variation of the rights attached to any class of shares (which requires a simple majority when at least half of the issued
share capital is represented. In any other case a majority of 2/3rds of the votes corresponding to the issued share capital
represented is required);
6. Issue of new shares with preferred, deferred or other special rights or such restrictions whether in regard to dividend,
voting, return of capital or otherwise (which requires a simple majority);
7. Conditions under which redeemable preference shares are liable to be redeemed at the option of the Company or the
shareholders (which requires approval of at least 75% of voting shares);
8. Purchase of Company’s own shares (which requires approval of at least 75% of the voting shares);
9. Cross Border Merger whether the Company is the surviving or absorbed entity (which requires approval of at least
75% of voting shares);
10. Approval of a plan or contract involving the transfer/sale of shares or any class of shares (which requires approval by
the holders of shares not less than 9/10ths of the value of the shares to be transferred);
The above stated voting approval percentages are set by the Law and as such cannot be varied or modified by the Company’s
Articles of Association.
The shareholders are not permitted to pass any resolutions relating to the management of the Company’s business affairs unless
there is a pre-existing provision in the Company’s Articles of Association which confers such rights on the shareholders.
Shareholders’ Rights
The shares of the Company are ordinary shares which do not confer redemption, conversion, sinking fund rights or other special
rights to its holders. Pursuant to the Law and Article 66 of the Company's Articles of Association every member shall have one
vote for each share he holds. The shareholders of the Company are entitled to a percentage of dividends equal to their respective
shareholding percentages in the issued share capital of the Company. There are no limitations on the right of non-Cypriots or
non-residents of Cyprus to hold or vote on the Company’s ordinary shares.
Article 5 of the Company’s Articles of Association provides that the unissued authorized ordinary shares proposed to be issued
pari passu with existing issued ordinary shares shall be at the disposal of the Directors which may exercise the powers of the
Company without prior shareholder approval (subject to the Pre-Emption Right stated below) to offer, allot, grant options over
or grant any right or rights to subscribe for such newly issued shares.
The Pre-Emption Right cannot be excluded or restricted in the Articles of Association, but only by a decision of the
shareholders in a General Meeting. If the directors propose to the General Meeting an exclusion or restriction of the Pre-
Emption Right they have the obligation to submit to the general meeting a written report stating the reasons for the restriction or
exclusion of the Pre-Emption Right and justifying the issuing price proposed. The proposed restriction or exclusion may be
specific to a specific proposed share issue or general provided that the maximum number of shares and the maximum period
during which the relevant shares may be issued are indicated. The restriction or exclusion of the Pre-Emption Right requires
shareholder approval by simple majority when at least half of the issued share capital is represented. In any other case a
majority of 2/3rds of the votes corresponding to the issued share capital represented is required.
As permitted by Cyprus law, companies may obtain shareholder approval for a waiver of Pre-Emption Rights with respect to
the issuance of shares against cash consideration and for the establishment of any employees’ share scheme, share option, share
incentive scheme or equity compensation plans and to material revisions thereof. Such waiver may be obtained by the above
mentioned shareholder approvals. On December 12, 2023, the Company held its annual general meeting of shareholders
whereby shareholders approved, among other things, for a period of twelve months with effect from 12:00 p.m. on December
12, 2023, the proposals to exclude the shareholders’ Pre-Emption Right with respect to any offer by the Company to the public
against cash consideration, as may be decided by the Board of Directors from time to time, of: (i) a maximum of 377,377,111
ordinary shares of nominal value $1.00 each ranking pari passu with the existing ordinary shares of the Company at a
subscription price which shall be determined by the Board of Directors not lower than $1.00 per share; and (ii) a maximum of
377,377,111 debentures or other securities convertible into ordinary shares of nominal value $1.00 each ranking pari passu with
the existing ordinary shares of the Company or options or other securities carrying the right to subscribe for ordinary shares of
the Company of nominal value $1.00 each ranking pari passu with the existing ordinary shares of the Company at a
subscription price which shall be determined by the Board of Directors not lower than $1.00 per security.
Pursuant to the Law and Article 50 of the Company’s Articles of Association the Company in a General Meeting may approve
by special resolution (75% and more of voting shares) the purchase or acquisition of its own shares either directly or through a
person acting in his own name but on behalf of the Company. Pursuant and subject to the provisions of the Law, the monetary
consideration of the act of acquisition by the Company of its own shares must be paid from the realized but not distributed
profits of the Company.
The maximum period permitted for the Company to hold its own shares is two years. The consideration price for the acquisition
of own shares shall not exceed by more than 5% the average market price of the Company’s shares during the last five stock
exchange meetings prior to making of the purchase. The total nominal value of shares which can be acquired may not at any
time exceed 10% of the issued share capital or 25% of the average value of the transactions which have been traded over the
last thirty days prior to the acquisition, whichever of these amounts is the smallest.
Trusts
In alignment with the relevant provisions of the Law, Article 10 of the Articles of Association states that no person shall be
recognized by the Company as holding any share upon any trust and the Company shall not be compelled or bound in any way
to recognize any interest in any share equitable or otherwise or any other rights in respect to any share except an absolute right
to the entirety thereof in the registered holder subject to the proviso that the Company may if it so desires and has been notified
in writing thereof, recognize the existence of a trust on any share although it may not register the same in the Register of the
Company.
In the premises the Company’s relationship is with the registered holder of the shares. If the registered holder holds the shares
in trust for someone else (the beneficial owner) the beneficial owner may give instructions to the registered holder on how to
vote on the shares. Conversely, the registered shareholder in exercising his right to appoint a proxy to attend and vote on its
behalf in a general meeting, it may appoint the beneficial owner as the registered holder’s proxy.
Major Shareholdings
Number of
Owner shares %*
Hemen Holding Ltd.** 79,145,703 35.6 %
** C.K. Limited is the trustee of two Trusts that indirectly hold all of the shares of Hemen, our largest shareholder.
Accordingly, C.K. Limited, as trustee, may be deemed to beneficially own the 79,145,703 of our ordinary shares, representing
35.6% of our outstanding shares, that are owned by Hemen. Mr. Fredriksen established the Trusts for the benefit of his
immediate family. Beneficiaries of the Trusts do not have any absolute entitlement to the Trust assets and thus disclaim
beneficial ownership of all of our ordinary shares owned by Hemen. Mr. Fredriksen is neither a beneficiary nor a trustee of
either Trust and has no economic interest in such ordinary shares. He disclaims any control over and all beneficial ownership of
such ordinary shares, save for any indirect influence he may have with C.K. Limited, as the trustee of the Trusts, in his capacity
as the settlor of the Trusts.
Our major shareholders have the same voting rights as our other shareholders. We are not aware of any arrangements, the
operation of which may at a subsequent date result in a change in control of the Company.
Introduction
As a company incorporated in Cyprus and listed on the Oslo Stock Exchange, we are committed to providing transparency and
accountability to our stakeholders. In accordance with the Directive 2007/36/EC, as amended by Directive (EU) 2017/828
(together, the "Directive"), we are pleased to present our remuneration report, which outlines the details of our executive
remuneration and benefits package. The report has been prepared by the Board of Directors of Frontline plc in accordance with
the Cyprus Stock Exchange ("CSE") Corporate Code of Governance 5th Editions (Updated) January 2019 and the requirements
of the Encouragement of the Long-Term Active Participation of the Shareholders Law of 2021, Law 111(I)/2021.
The Report comprises remuneration to the Company's Chief Executive Officer ("CEO"), who has been employed by Frontline
Management AS, a subsidiary of Frontline plc for the financial year 2023, along with members of the Board of Directors (the
"Board"). For the year ended December 31, 2023 the reporting Company had no employees. The purpose of the Report is to
provide a comprehensive, clear and understandable overview of awarded and due gross salary and remuneration to the Board
for the last financial year.
The Company will present this report to the Annual General Meeting in 2024.
Remuneration committee
The Company established a Remuneration Committee in February 2023, comprising two independent directors, Mr. Ola
Lorentzon and Mr. Marios Demetriades. Prior to its establishment, the remuneration of the CEO was determined by the Board
with the overall objective to enhance shareholder value, by aligning the interests of shareholders and the CEO, as well as
attracting and retaining qualified personnel.
The remuneration of the CEO is split between fixed and variable components. The variable component is split between share-
based compensation, linked to the long-term performance of the Company, along with a cash bonus, linked to the performance
of the Company in the year. The fixed component, which includes salary and other benefits such as pension, is reviewed
annually by the Board of Directors to ensure that it is aligned with the overall objectives of the Company's remuneration.
The remuneration of members of the Board consists of an annual fixed fee determined annually by the general meeting of the
Company and to not exceed $0.6 million in aggregate for the year ended December 2022 and grants under the Company's long-
term incentive scheme as noted below. In addition, members of the audit committee receive additional fees for such service.
No variable remuneration has been reclaimed for the Directors or CEO in relation to the years ended December 31, 2023 or
2022.
In December 2021, the Board approved the grant of 1,280,000 synthetic options to employees and board members according to
the rules of the Company’s synthetic option scheme approved on December 7, 2021. The synthetic options have a five-year
term expiring in December 2026. The vesting period is 12 months for the first 27.5% of options, 24 months for the next 27.5%
of options and 36 months for the final 45% of options. The synthetic options will be settled in cash based on the difference
between the market price of the Company’s shares on the date of exercise and the exercise price.
Profit for the period increased by $180.9 million in the year ended December 31, 2023 as compared to the year ended
December 31, 2022. For a full analysis of the Company performance please see our Consolidated Financial Statements and
Management report for the year ended December 31, 2023.
Our Directors and CEO, along with start or end date to the extent applicable to the reporting period, are as follows:
Fixed
Pension Proportion
Variable Proportion
Base expense variable
Total fixed
salary Fees
(in thousands of $)
Ola Lorentzon — 150 662 — 812 18 % 82 %
John Fredriksen — 60 331 — 391 15 % 85 %
James O'Shaughnessy — 70 331 — 401 17 % 83 %
Ole B. Hjertaker — 60 — — 60 100 % — %
Steen Jakobsen — 60 — — 60 100 % — %
Marios Demetriades — 70 — — 70 100 % — %
Cato Stonex — 3 — — 3 100 % — %
Lars H. Barstad 404 — 1,655 24 2,083 21 % 79 %
Total 404 473 2,979 24 3,880 23 % 77 %
Fixed fees are payable for services rendered as members of the Board of Directors.
Variable includes:
• annual bonuses which have been paid or accrued during the reported financial year. Such bonuses are at the discretion
of the Board.
• the fair value of the synthetic options, as calculated based on the difference between the exercise price and market
price of the underlying shares on the vesting date, which as a result of the fulfilment of predetermined performance
criteria, were granted or offered in previous years but that vested during the reported financial year.
Pension expense includes the contributions that took place in the reported financial year to a defined contribution pension
scheme.
The below table details the number of options granted to each individual in respect of the three vesting periods noted above:
Executives
Lars H. Barstad (195) 264 295 64 —
Other executives — — (963) (49) 22
The calculation includes fees, salary, bonus, pension and other benefits payable to directors and the CEO by the Company and
its subsidiaries. The calculation excludes share-based variable remuneration for directors and the CEO of the Company. "Other
non-executives" is comprised of remuneration paid to those directors not remunerated in the reported financial year. "Other
executives" is comprised of remuneration paid to other executive officers not remunerated in the reported financial year.
Profit is derived from our consolidated financial statements prepared in accordance with International Financial Reporting
Standards for the years ended December 31, 2023, 2022 and 2021. Profit for the years ended December 31, 2020, 2019 and
2018 is derived from our consolidated financial statements prepared in accordance with accounting principles generally
accepted in the United States of America.
The Board of Directors presents its report together with the audited financial statements of Frontline Plc (“Frontline” or the
“Company”) for the year ended December 31, 2023.
The Company
We are Frontline plc, an international shipping company incorporated in Cyprus as a public limited liability company
(Company No. 442213). Our registered and principal executive offices are located at 8, John Kennedy Street, Iris House, Off.
740B, 3106 Limassol, Cyprus, and our telephone number at that address is + 35725-588767.
At a Special General Meeting on December 20, 2022, the Company's shareholders agreed to redomicile the Company to the
Republic of Cyprus under the name of Frontline plc (the “Redomiciliation”). The business, assets and liabilities of Frontline
Ltd. and its subsidiaries prior to the Redomiciliation were the same as Frontline plc immediately after the Redomiciliation on a
consolidated basis, as well as its fiscal year. In addition, the directors and executive officers of Frontline plc immediately after
the Redomiciliation were the same individuals who were directors and executive officers, respectively, of Frontline Ltd.
immediately prior to the Redomiciliation. On December 30, 2022, the Registrar of Companies and Official Receiver of the
Republic of Cyprus issued a temporary redomiciliation certificate, and the Redomiciliation has therefore taken effect.
Prior to the Redomiciliation from Bermuda to Cyprus, Frontline Ltd.’s ordinary shares were listed on the NYSE and OSE under
the symbol “FRO.” Upon effectiveness of the Redomiciliation, the Company’s ordinary shares continue to be listed on the
NYSE and OSE and commenced trading under the new name Frontline plc and the new CUSIP number M46528101 and the
new ISIN CY0200352116 on the NYSE on January 3, 2023 and on the OSE on January 13, 2023. Frontline plc’s Legal Entity
Identifier number was not affected by the Redomiciliation and remains the same.
We are engaged primarily in the ownership and operation of oil and product tankers. We operate through subsidiaries located in
Cyprus, Bermuda, India, the Marshall Islands, Liberia, Norway, the United Kingdom, China and Singapore. We are also
involved in the charter, purchase and sale of vessels.
On December 12, 2023, the Company held its annual general meeting of shareholders whereby shareholders approved, among
other things, for a period of twelve months with effect from 12:00 p.m. on December 12, 2023, the proposals to exclude the
shareholders’ Pre-Emption Right (defined below) with respect to any offer by the Company to the public against cash
consideration, as may be decided by the board of directors from time to time, of: (i) a maximum of 377,377,111 ordinary shares
of nominal value $1.00 each ranking pari passu with the existing ordinary shares of the Company at a subscription price which
shall be determined by the board of directors not lower than $1.00 per share; and (ii) a maximum of 377,377,111 debentures or
other securities convertible into ordinary shares of nominal value $1.00 each ranking pari passu with the existing ordinary
shares of the Company or options or other securities carrying the right to subscribe for ordinary shares of the Company of
nominal value $1.00 each ranking pari passu with the existing ordinary shares of the Company at a subscription price which
shall be determined by the board of directors not lower than $1.00 per security.
The address of the Company's internet site is www.frontlineplc.cy. The information on our website is not incorporated by
reference into this annual report.
In May 2021, the Company entered into an agreement for the acquisition through resale of six latest generation ECO-type
VLCC newbuilding contracts at the Hyundai Heavy Industries ("HHI") shipyard in South Korea for an aggregate purchase price
of $565.8 million. The Company took delivery of the VLCC newbuildings, Front Alta, Front Tweed, Front Tana, and Front
Gaula from HHI, in April, June, August, and October 2022, respectively. As of December 31, 2022, the Company’s
newbuilding program consisted of two scrubber-fitted VLCCs, Front Orkla and Front Tyne, which were delivered in January
2023. As of December 31, 2023, there are no remaining vessels in the Company’s newbuilding program and there are no
remaining commitments.
In April 2022, the Company announced that its subsidiary, Frontline Shipping Limited ("FSL"), had agreed with SFL
Corporation Ltd. (“SFL”) to terminate the long-term charters for the 2004-built VLCCs, Front Force and Front Energy, upon
the sale and delivery of the vessels by SFL to an unrelated third party. Frontline agreed to a total compensation payment to SFL
of $4.5 million for the termination of the current charters. The charters terminated and the vessels were delivered to the new
owners in April 2022. The Company recorded a loss on termination of $0.4 million, including the termination payment, in the
year ended December 31, 2022.
In January 2023, the Company sold the 2009-built VLCC, Front Eminence, and the 2009-built Suezmax tanker, Front Balder,
for gross proceeds of approximately $61.0 million and $39.5 million, respectively. The vessels were delivered to the new
owners in January and February, respectively. After repayment of existing debt on the vessels, the transactions generated net
cash proceeds of approximately $63.6 million, and the Company recorded a gain on sale of approximately $9.9 million and $2.8
million, respectively, in the year ended December 31, 2023.
In May 2023, the Company sold the 2010-built Suezmax tanker, Front Njord, for gross proceeds of $44.5 million. The vessel
was delivered to the new owner in June 2023. After repayment of existing debt on the vessel, the transaction generated net cash
proceeds of $28.2 million, and the Company recorded a gain on sale of $9.3 million in the year ended December 31, 2023.
Recent developments
In January 2024, the Company announced that it has entered into an agreement whereby the Company will sell its five oldest
VLCCs, built in 2009 and 2010, for an aggregate net sale price of $290.0 million. The vessels were delivered to the new owner
during the first half of 2024. After repayment of existing debt on the five vessels, the transaction generated net cash proceeds of
approximately $207.0 million, and the Company expects to record a gain in the first half of 2024 of approximately
$74.0 million.
In January 2024, the Company entered into an agreement to sell one of its oldest Suezmax tankers, built in 2010, for a net sale
price of $45.0 million. The vessel was delivered to the new owner during the second quarter of 2024. After repayment of
existing debt on the vessel, the transaction generated net cash proceeds of approximately $32.0 million, and the Company
expects to record a gain in the second quarter of 2024 of approximately $11.0 million.
In March 2024, the Company entered into an agreement to sell another one of its oldest Suezmax tankers, built in 2010, for a
net sale price of $46.9 million. The vessel is expected to be delivered to the new owner during the second quarter of 2024. After
repayment of existing debt on the vessel, the transaction is expected to generate net cash proceeds of approximately
$34.0 million, and the Company expects to record a gain in the second quarter of 2024 of approximately $14.0 million.
The Acquisition
On October 9, 2023, Frontline entered into a Framework Agreement (the “Framework Agreement”) with Euronav NV
(“Euronav”). Pursuant to the Framework Agreement, the Company agreed to purchase 24 VLCCs with an average age of 5.3
years, for an aggregate purchase price of $2,350.0 million from Euronav (the “Acquisition”).
All of the agreements relating to the Acquisition came into effect in November 2023. In December 2023, the Company took
delivery of 11 of the vessels for consideration of $1,112.2 million. The Company had a commitment for $890.0 million for the
remaining 13 vessels to be delivered excluding $347.8 million of prepaid consideration as of December 31, 2023. The
Company took delivery of the 13 remaining vessels in the first quarter of 2024 and drew down $518.7 million under its
$1,410.0 million senior secured term loan facility with group of relationship banks and $60.0 million under its subordinated
unsecured shareholder loan to partly finance the deliveries.
In connection with the Acquisition, Frontline and Famatown Finance Limited, a company related to Hemen, (“Famatown”) had
agreed to sell all their shares in Euronav (57,479,744 shares, representing in aggregate 26.12% of Euronav’s issued shares) to
Compagnie Maritime Belge NV ("CMB") at a price of $18.43 per share (the “Share Sale”).
On October 9, 2023, Frontline and other Hemen Related Companies entered into a settlement agreement with Euronav. As part
of the overall agreements, all rights and claims that Euronav had concerning the entering into, performance and termination of
the combination agreement with Euronav and the arbitration action filed by Euronav in January 2023 following Frontline’s
withdrawal from the combination agreement were terminated, against nil cash consideration.
BUSINESS OVERVIEW
As of December 31, 2023, the Company’s fleet consisted of 76 vessels owned by the Company (33 VLCCs, 25 Suezmax
tankers, 18 LR2/Aframax tankers), with an aggregate capacity of approximately 15.9 million DWT.
As of December 31, 2023, the Company’s fleet included 47 scrubber-fitted vessels (25 VLCCs, 18 Suezmax tankers and four
LR2/Aframax tankers), which represents 62% of our fleet. Following the completion of the Acquisition and the sale of five
VLCCs and two Suezmax tankers in the first half of 2024, the Company's fleet will consist of 56% scrubber-fitted vessels.
Our vessels operate worldwide and therefore management does not evaluate performance by geographical region as this
information is not meaningful.
We own various vessel owning and operating subsidiaries. Our operations take place substantially outside of the United States.
Our subsidiaries, therefore, own and operate vessels that may be affected by changes in foreign governments and other
economic and political conditions. We are engaged in transporting crude oil and its related refined petroleum products and our
vessels operate in the spot and time charter markets. Our VLCCs are specifically designed for the transportation of crude oil
and, due to their size, are primarily used to transport crude oil from the Middle East Gulf to the Far East, Northern Europe, the
Caribbean and the Louisiana Offshore Oil Port, or LOOP. Our Suezmax tankers are similarly designed for worldwide trading,
but the trade for these vessels is mainly in the Atlantic Basin, Middle East and Southeast Asia. Our LR2/ Aframax tankers are
designed to be flexible, able to transport primarily refined products, but also fuel and crude oil from smaller ports limited by
draft restrictions. The vessels will normally trade between the larger refinery centers around the world, being the Gulf of
Mexico, Middle East, Rotterdam and Singapore.
We are committed to providing quality transportation services to all of our customers and to developing and maintaining long-
term relationships with the major charterers of tankers. Increasing global environmental concerns have created a demand in the
petroleum products/crude oil seaborne transportation industry for vessels that are able to conform to the stringent environmental
standards currently being imposed throughout the world.
The tanker industry is highly cyclical, experiencing volatility in profitability, vessel values and freight rates. Freight rates are
strongly influenced by the supply of tanker vessels and the demand for oil transportation. Refer to "Item 5. Operating and
Financial Review and Prospects-Overview" for a discussion of the tanker market in 2022 and 2023.
Similar to structures commonly used by other shipping companies, our vessels are all owned by, or chartered to, separate
subsidiaries or associated companies. Frontline Management Cyprus Ltd, Frontline Management AS, Frontline Corporate
Services Ltd and Frontline Management (Bermuda) Limited, all wholly owned subsidiaries, which we refer to collectively as
Frontline Management, support us in the implementation of our decisions. The Board of Directors is responsible for all strategic
decisions of the Company. Frontline Management is responsible for the operational and commercial management of our ship
owning subsidiaries, including chartering and insurance, in the execution of the board's strategy. Each of our vessels is
registered under the Cyprus, Malta, Marshall Islands or Hong Kong flag.
Strategy
Our principal focus is the transportation of crude oil and related refined petroleum cargoes for major oil companies and large oil
trading companies. We seek to optimize our income and adjust our exposure through actively pursuing charter opportunities
whether through spot charters, time charters, bareboat charters, sale and leasebacks, straight sales and purchases of vessels,
newbuilding contracts and acquisitions.
We presently operate VLCCs, Suezmax and Aframax tankers in the crude oil tanker market and LR2 tankers in the refined
product market. Our preferred strategy is to have some fixed charter income coverage for our fleet, predominantly through time
• emphasizing operational safety and quality maintenance for all of our vessels and crews;
• ensuring that the work environment on board and ashore always meet the highest standards complying with all safety
and health regulations, labor conditions and respecting human rights;
• complying with all current and proposed environmental regulations;
• outsourcing technical management and crewing;
• continuing to achieve competitive operational costs;
• achieving high utilization of our vessels;
• achieving competitive financing arrangements;
• achieving a satisfactory mix of term charters, contracts of affreightment, or COAs, and spot voyages; and
• developing and maintaining relationships with major oil companies and industrial charterers.
We continue to have a strategy of outsourcing, which includes the outsourcing of management, crewing and accounting
services to a number of third party and competing suppliers. The technical management of our vessels is provided by third party
ship management companies. Pursuant to management agreements, each of the third party ship management companies
provides ship maintenance, crewing, technical support, shipyard supervision and related services to us. A central part of our
strategy is to benchmark operational performance and cost level amongst our ship managers. Currently, our vessels are crewed
with Russian, Ukrainian, Croatian, Romanian, Indian and Filipino officers and crews, or combinations of these nationalities.
The Company publishes standalone ESG reports annually which can be found on its website at https://www.frontlineplc.cy/
about-frontline-ltd/environmental-social-governance-esg/. The information on the Company’s website is not incorporated by
reference into this document.
The Company's sustainability strategy is the key to balancing the interests and expectations of all its stakeholders, including
investors, analysts, employees, customers, suppliers, and communities, and ultimately creating long-term value. As part of this
strategy, Frontline continues to invest in the expansion and modernization of its fleet as demonstrated by the Acquisition and
recent sale of some of its oldest vessels. As of December 31, 2023, the Company's fleet consisted of 93% ECO vessels and had
an average age of 6.4 years, already making it one of the youngest and most energy-efficient fleets in the industry. Following
the Acquisition and the sale of five VLCCs and two Suezmax tanker in the first half of 2024 and based on the data as of
December 31, 2023, the Company's fleet will consist of 99% ECO vessels and will have an average age of 5.7 years.
The Company's long-term focus on maintaining a modern, energy efficient fleet has positioned it well to mitigate the risks and
capitalize on the opportunities provided by the ever-increasing environmental laws and regulations. As part of the energy
efficiency project, “Decarbonization journey towards IMO 2030-2050”, the Company has fully digitalized its ship performance
data into its digital monitoring platform, Veracity. The Company's daily operations include closely monitoring, managing, and
reporting ESG-related key performance indicators, such as energy efficiency and health and safety metrics. Based on the
Company's 2023 emissions data verified by DNV, its fleet outperformed the IMO’s and the Poseidon Principles’
decarbonization trajectories, continuing its journey as a segment leader.
Frontline’s ambition is to ensure a safe and diverse place to work, that human rights are respected, that all workers have decent
working conditions, and to improve the well-being of all our employees. Our number one priority is the health and safety of our
people, including the thousands of seafarers employed by the ship management companies we partner with. Frontline is fully
committed to respecting fundamental human and labor rights in our business operations and value chain.
The Company has a comprehensive compliance program led by its dedicated Compliance Officer, ensuring that it conducts
business in an honest and ethical manner. This includes robust policies and procedures, intended to mitigate the risks of its
industry and operations, annual risk assessments by external advisors, training for all employees, management and the Board of
Seasonality
Historically, oil trade and, therefore, charter rates increased in the winter months and eased in the summer months as demand
for oil and oil products in the Northern Hemisphere rose in colder weather and fell in warmer weather. The tanker industry, in
general, has become less dependent on the seasonal transport of heating oil than a decade ago as new uses for oil and oil
products have developed, spreading consumption more evenly over the year. This is most apparent from the higher seasonal
demand during the summer months due to energy requirements for air conditioning and motor vehicles.
Customers
No customer in the years ended December 31, 2023, 2022 or 2021 individually accounted for 10% or more of the Company's
consolidated revenues.
Competition
The market for international seaborne crude and oil products transportation services is highly fragmented and competitive.
Seaborne oil transportation services are generally provided by two main types of operators: major oil company captive fleets
(both private and state-owned) and independent ship-owner fleets. In addition, several owners and operators pool their vessels
together on an ongoing basis, and such pools are available to customers to the same extent as independently owned-and-
operated fleets. Many major oil companies and other oil trading companies, the primary charterers of the vessels owned or
controlled by us, also operate their own vessels, and use such vessels not only to transport their own crude oil but also to
transport crude oil for third party charterers in direct competition with independent owners and operators in the tanker charter
market. Competition for charters is intense and is based upon price, location, size, age, condition and acceptability of the vessel
and its manager. Competition is also affected by the availability of other size vessels to compete in the trades in which the
Company engages. Charters are, to a large extent, brokered through international independent brokerage houses that specialize
in finding the optimal ship for any cargo based on the aforementioned criteria. Brokers may be appointed by the cargo shipper
or the ship owner.
The following table sets forth certain information regarding the fleet that we operated as of December 31, 2023:
Suezmax Tankers
Front Ull 2014 157,000 MI Spot market
Front Idun 2015 157,000 MI Spot market
Front Thor 2010 157,000 MI Spot market
Front Loki (4) 2010 157,000 MI Spot market
Front Odin (5) 2010 157,000 MI Spot market
Front Brage 2011 157,000 MI Spot market
Front Crown 2016 157,000 MI Spot market
Front Challenger 2016 157,000 MI Spot market
Front Classic 2017 157,000 MI Spot market
Front Clipper 2017 157,000 MI Spot market
Front Crystal 2017 157,000 MI Spot market
Front Coral 2017 158,000 MI Spot market
Front Cosmos 2017 158,000 MI Spot market
Front Cascade 2017 157,000 MI Spot market
Front Sparta 2019 157,000 HK Spot market
Front Samara (6) 2019 157,000 HK Spot market
Front Siena 2019 157,000 HK Spot market
Front Singapore 2019 157,000 HK Spot market
Front Seoul 2019 157,000 HK Spot market
Front Santiago 2019 157,000 HK Spot market
Front Savannah 2019 157,000 HK Spot market
Front Suez 2019 157,000 HK Spot market
Front Shanghai 2019 157,000 HK Spot market
Front Silkeborg 2019 157,000 HK Spot market
Front Cruiser 2020 157,000 MI Spot market
LR2/Aframax Tankers
1. Time Charter includes those contracts with durations in excess of six months.
2. In January 2024, the Company announced that it has entered into an agreement whereby the Company will sell its five
oldest VLCCs, built in 2009 and 2010, for an aggregate net sale price of $290.0 million. The vessels were delivered to
the new owner during the first half of 2024.
3. In March 2024, the Company entered into a fixed rate time charter to a third party for a three-year period.
4. In March 2024, the Company entered into an agreement to sell one of its oldest Suezmax tankers, built in 2010, for a
net sale price of $46.9 million. The vessel is expected to be delivered to the new owner during the second quarter of
2024.
5. In January 2024, the Company entered into an agreement to sell one of its oldest Suezmax tankers, built in 2010, for a
net sale price of $45.0 million. The vessel was delivered to the new owner during the second quarter of 2024.
6. In April 2024, the Company entered into a variable rate time charter to a third party for a three-year period.
7. In May 2023, the Company entered into a fixed rate time charter to a third party for a two-year period.
8. In April 2023, the Company entered into a fixed rate time charter to a third party for a two-year period.
9. In September 2022, the Company entered into a fixed rate time charter to a third party for a three-year period.
10. In August 2022, the Company entered into a fixed rate time charter to a third party for a three-year period.
Key to Flags:
Other than our interests in the vessels described above, we do not own any material physical properties. We lease office space
in Limassol, Cyprus from an unaffiliated third party. Frontline Management AS leases office space, at market rates, in Oslo,
Norway from Seatankers Management Norway AS, a company indirectly affiliated with Hemen, our principal shareholder. We
also have other leased properties, which are not considered material. Further details of our lease commitments can be found in
Note 18. to our consolidated financial statements.
A summary of the changes in the vessels that we own, lease and charter-in for the years ended December 31, 2023 and 2022 is
summarized in the table below.
2023 2022
VLCCs
At start of period 21 19
Other acquisitions/newbuilding deliveries 13 4
Disposal/lease termination (1) (2)
At end of period 33 21
Suezmax tankers
At start and end of period 27 27
Other acquisitions/newbuilding deliveries — —
Disposal (2) —
At end of period 25 27
LR2/Aframax tankers
At start of period 18 20
Disposal — (2)
At end of period 18 18
Total
At start of period 66 66
Other acquisitions/newbuilding deliveries 13 4
Disposal/lease termination (3) (4)
At end of period 76 66
As discussed below, our vessels are operated under time charters and voyage charters.
As of December 31,
2023 2022
Number of Percentage Number of Percentage
vessels of fleet vessels of fleet
VLCCs
Spot 33 100 % 21 100 %
Time charter — —% — —%
33 100 % 21 100 %
Suezmax tankers
Spot 25 100 % 27 100 %
Time charter — —% — —%
25 100 % 27 100 %
LR2/Aframax tankers
Spot 14 78 % 16 89 %
Time charter 4 22 % 2 11 %
18 100 % 18 100 %
Total fleet
Spot 72 95 % 64 97 %
Time charter 4 5% 2 3%
76 100 % 66 100 %
The statistical data provided in this section has been taken from the Energy Information Administration (“EIA”) as well as the
independent third-party maritime research companies, Fearnleys, Clarksons Research and Kpler. The figures quoted below are
estimates and may vary from estimates provided by other research services. The overviews set forth below are based on
information, data and estimates derived from industry sources available as of the date of this annual report, and there can be no
assurances that such trends will continue or that any anticipated developments referenced in such section will materialize. This
information, data and estimates involve several assumptions and limitations, are subject to risks and uncertainties, and are
subject to change based on various factors. You are cautioned not to give undue weight to such information, data, and estimates.
We have not independently verified any third-party information, verified that more recent information is not available and
undertake no obligation to update this information unless legally obligated.
Recent years have been characterized by slowing growth in the global crude oil tanker fleet. In 2023, 22 VLCCs were delivered,
as compared to 42 VLCCs delivered in 2022. In 2024, only two VLCCs are scheduled to be delivered, representing fleet growth
of less than 1%. Only five vessels are confirmed for delivery in 2025 and 16 in 2026. At the end of 2023, the VLCC fleet
totaled 885 vessels and the Suezmax tanker fleet totaled 608 vessels after seven vessels were delivered during the year. The
total orderbook in this segment consists of 60 vessels, representing 9.8% of the existing fleet. The LR2 product tanker fleet
totaled 428 vessels at the end of 2023, with 101 vessels on order.
The estimated average spot charter rate for a VLCC trading on a standard ‘TD3C’ voyage between the Middle East and China
in 2023 was an estimated daily TCE rate of $35,400. This compares to an estimated daily TCE rate of $16,900 in 2022. The
average rate for a Suezmax tanker trading on a standard ‘TD20’ voyage between West Africa and Rotterdam in 2023 was an
estimated daily TCE rate of $39,700. This compares to an estimated daily TCE rate of $29,000 in 2022. The average rate for an
LR2 product tanker trading on a standard ‘TC1’ voyage between the Middle East and Japan was an estimated daily TCE rate of
$32,100 in 2023. This compares to an estimated daily TCE rate of $33,800 in 2022.
Global oil consumption averaged 101.0 million barrels per day ("mbpd") in 2023 as compared to 99.2 mbpd in 2022 according
to the EIA. Global oil supply grew by 1.8 mbpd as compared to 2022, averaging 101.8 mbpd in 2023. We continue to observe
Results of Operations
Voyage charter revenues increased in the year ended December 31, 2023 as compared to the year ended December 31, 2022
primarily due to:
• a decrease of $48.9 million due to the sale of two LR2/Aframax tankers, two Suezmax tankers and one VLCC as well
as the termination of leases for two VLCCs since January 1, 2022, and
• a decrease of $43.5 million as a result of delivery of four LR2/Aframax tankers on to long-term charters between
January 2022 and December 2023.
Time charter revenues decreased in the year ended December 31, 2023 as compared to the year ended December 31, 2022
primarily due to:
• a decrease of $61.7 million due to the termination of long-term and short-term time charters of seven Suezmax tankers
and two LR2/Aframax tankers between January 2022 and December 2023.
• an increase of $39.4 million due to delivery of four LR2/Aframax tankers on to long-term charters between January
2022 and December 2023, and
• an increase of $14.3 million due to delivery of two newbuildings on to long-term and short-term charters between
January 2022 and December 2023.
Voyage expenses and commissions increased in the year ended December 31, 2023 as compared to the year ended December
31, 2022 primarily due to:
• an increase of $32.5 million due to the delivery of seven Suezmax tankers and two LR2/Aframax tankers on to voyage
charters as a result of the time charters coming to an end between January 2022 and December 2023,
• an increase of $41.1 million due to the delivery of 17 VLCCs since January 1, 2022,
• an increase of $13.3 million due to increased port expenses, and
• an increase of $10.5 million due to increased commissions as a result of increased charter rates
Administrative income primarily comprises income earned from the technical and commercial management of vessels and
newbuilding supervision fees derived from related parties, affiliated companies and third parties. The increase in the year ended
December 31, 2023 as compared to the year ended December 31, 2022 was primarily due to:
• an increase in newbuilding supervision fees of $1.7 million as a result of an increase in the number of newbuildings
under management,
• an increase in technical management fees earned of $1.0 million, and
• an increase in miscellaneous recharges of $0.5 million.
• a decrease in commercial management fees of $0.4 million due to decrease in number of vessels under management.
Change
(in thousands of $) 2023 2022 $ %
Gain on settlement of claims 397 3,998 (3,601) (90.1)
Gain on sale of vessels 21,959 4,596 17,363 377.8
Loss on termination of vessel lease — (431) 431 (100.0)
Gain (loss) on pool arrangements 1,683 (141) 1,824 (1,293.6)
Other gains 41 18 23 127.8
24,080 8,040 16,040 199.5
Gain on settlement of claims
In the year ended December 31, 2023, the Company recorded an arbitration award of $0.4 million (2022: gain of $2.5 million)
in relation to the failed sale of Dewi Maeswara. In the year ended December 31, 2022, the Company recorded $1.5 million gain
on the settlement of insurance claims for Front Altair.
In January 2023, the Company sold the 2009-built VLCC, Front Eminence, and the 2009-built Suezmax tanker, Front Balder,
for gross proceeds of $61.0 million and $39.5 million, respectively. The vessels were delivered to new owners in January and
February 2023, respectively. After repayment of existing debt on the vessels, the transactions generated net cash proceeds of
$63.6 million, and the Company recorded a gain on sale of $9.9 million and $2.8 million, respectively, in the year ended
December 31, 2023.
In May 2023, the Company sold the 2010-built Suezmax tanker, Front Njord, for gross proceeds of $44.5 million. The vessel
was delivered to the new owner in June 2023. After repayment of existing debt on the vessel, the transaction generated net cash
proceeds of $28.2 million, and the Company recorded a gain on sale of $9.3 million in the year ended December 31, 2023.
Change
(in thousands of $) 2023 2022 $ %
Contingent rental income — (623) 623 (100.0)
Contingent rental income in the year ended December 31, 2022 related to the Company's charter party contracts with SFL and
was primarily due to the fact that the actual profit share payable of nil was $0.6 million less than the amount accrued in the
lease obligation payable when the leases were recorded at fair value.
Change
(in thousands of $) 2023 2022 $ %
Ship operating expenses 176,533 175,164 1,369 0.8
Ship operating expenses are the direct costs associated with running a vessel and include crew costs, vessel supplies, repairs and
maintenance, lubricating oils and insurance.
Ship operating expenses increased in the year ended December 31, 2023 as compared to the year ended December 31, 2022
primarily due to:
• an increase of $11.6 million due to the delivery of 17 VLCC vessels since January 1, 2022,
• a decrease of $7.4 million due to the sale of two LR2/Aframax tankers, two Suezmax tankers and one VLCC since
January 1, 2022,
• a decrease of $1.7 million due to the termination of the lease for two VLCCs since January 1, 2022, and
• a decrease of $1.2 million due to rebates received.
Administrative expenses
Change
(in thousands of $) 2023 2022 $ %
Administrative expenses 53,528 47,374 6,154 13.0
Administrative expenses increased in the year ended December 31, 2023 as compared to the year ended December 31, 2022
primarily due to:
• a $7.8 million increase staff costs primarily due to the increase in variable remuneration, primarily due to an increase
in expenses resulting from the revaluation of the synthetic option liability,
• a $1.8 million increase in costs incurred in the management of vessels, and
• a $1.8 million increase in other costs.
Depreciation
Change
(in thousands of $) 2023 2022 $ %
Depreciation 230,942 165,170 65,772 39.8
Depreciation expense increased in the year ended December 31, 2023 as compared to the year ended December 31, 2022
primarily due to:
• an increase of $55.3 million as a result of the Company revising the estimated useful life of its vessels from 25 years to
20 years from January 1, 2023, and
• an increase of $21.9 million due to the delivery of 11 VLCCs and six VLCC newbuildings since January 1, 2022.
• a decrease of $9.2 million due to the sale of two LR2/Aframax tankers, two Suezmax tankers and one VLCC since
January 1, 2022, and
• a decrease of $2.3 million due to the termination of the lease for two VLCCs since January 1, 2022.
Finance income
Change
(in thousands of $) 2023 2022 $ %
Interest income 16,496 1,463 15,033 1,027.5
Foreign currency exchange gain 1,569 16 1,553 9,706.3
18,065 1,479 16,586 1,121.4
Interest income in the year ended December 31, 2023 and the year ended December 31, 2022 mainly relates to interest received
on bank deposits.
Foreign currency exchange differences relate to movements of U.S. dollar against other currencies used in day-to-day
transactions.
Finance expense
Change
(in thousands of $) 2023 2022 $ %
Interest expense 178,498 98,712 79,786 80.8
Foreign exchange loss 335 — 335 100.0
Gain on interest rate swaps (8,039) (53,623) 45,584 (85.0)
Other financial expenses 542 241 301 124.9
171,336 45,330 126,006 278.0
Finance expense increased in the year ended December 31, 2023 as compared to the year ended December 31, 2022 primarily
due to:
• an increase of $69.5 million related to the increase in benchmark interest rates on the Company’s floating rate debt,
• an increase of $45.6 million due to the decrease in gain on interest rate swaps,
• an increase of $12.2 million due to additional borrowings relating to the delivery of six newbuildings since January 1,
2022,
• an increase of $3.0 million due to additional borrowings relating to the deliveries of 11 VLCCs in 2023, and
• a decrease of $2.8 million as a result of partial repayment of the senior unsecured facility with an affiliate of Hemen
since January 1, 2022, and
• a decrease of $2.3 million due to termination of the lease for two VLCC vessels and a sale of four LR2 tankers, two
Suezmax tankers and one VLCC since January 1, 2022.
As of December 31, 2022, the Company held 13,664,613 shares in Euronav. The acquired shares were initially recognized at
their fair value of $167.7 million and the Company recorded a realized loss of $7.8 million in relation to these transactions,
being the difference between the transaction price to acquire these shares and their fair value as of the transaction dates. The
transaction price paid to acquire these shares was $175.5 million, which was the fair value of the Frontline's shares as of the
transaction dates. Based on the Euronav share price as of December 31, 2022, the fair value of the shares held in Euronav was
$232.8 million, which resulted in an unrealized gain of $65.1 million.
On October 9, 2023, in connection with the Acquisition, Frontline and Famatown had agreed to sell all their shares in Euronav
(representing in aggregate 26.12% of Euronav’s issued shares) to CMB at a price of $18.43 per share. The proceeds of the sale
of the shares have been used to partly finance the Acquisition. In the year ended December 31, 2023, the Company recognized a
gain on marketable securities in relation to the Euronav shares of $19.0 million.
In the year ended December 31, 2023, the Company recognized additional gains on marketable securities of $4.0 million,
primarily due to the revaluation of the shares held in Avance Gas.
Change
(in thousands of $) 2023 2022 $ %
Share of results of associated company 3,383 14,243 (10,860) (76.2)
In the year ended December 31, 2023 a share of results of TFG Marine of $2.8 million (2022: $14.8 million) was recognized.
In the year ended December 31, 2023, the Company recognized a share of results of $0.6 million (2022: $0.6 million loss) of
FMS Holdco Limited.
See Note 15 to our audited Consolidated Financial Statements included herein for further details on our equity method
investments.
Dividends received
Change
(in thousands of $) 2023 2022 $ %
Dividends received 36,852 1,579 35,273 2,233.9
The increase in dividends received in the year ended December 31, 2023 is due to dividends received from investments in
marketable securities primarily related to the shares held in Euronav up until the date of disposal.
Tax
Tax expense in the year ended December 23, 2023 and the year ended December 31, 2022 relates to corporation tax.
We operate in a capital intensive industry and have historically financed our purchase of tankers and other capital expenditures
through a combination of cash generated from operations, equity capital and borrowings from commercial banks. Our ability to
generate adequate cash flows on a short and medium term basis depends substantially on the trading performance of our vessels
in the market. Historically, market rates for charters of our vessels have been volatile. Periodic adjustments to the supply of and
demand for oil and product tankers causes the industry to be cyclical in nature. We expect continued volatility in market rates
for our vessels in the foreseeable future with a consequent effect on our short and medium term liquidity.
Our funding and treasury activities are conducted within corporate policies to increase investment returns while maintaining
appropriate liquidity for our requirements. Cash and cash equivalents are held primarily in U.S. dollars with some balances held
in British pounds, Euros, Norwegian kroner and Singapore dollars.
Our short-term liquidity requirements relate to payment of operating costs (including dry docking), funding working capital
requirements, repayment of debt financing, payment of newbuilding installments, payment of amounts due in relation to the
Acquisition, payment of commitments for upgrading vessels such as for EGCS and BWTS, and maintaining cash reserves
against fluctuations in operating cash flows. Sources of short-term liquidity include cash balances, short-term investments and
receipts from our customers. Revenues from time charters are generally received monthly or fortnightly in advance while
revenues from voyage charters are received upon completion of the voyage.
As of December 31, 2023 and 2022, we had cash and cash equivalents of $308.3 million and $254.5 million, respectively.
The Company's loan agreements contain certain financial covenants, including the requirement to maintain a certain level of
free cash, positive working capital and a value adjusted equity covenant. Cash and cash equivalents include cash balances of
$75.4 million (2022: $54.4 million,), which represents 50% (2022: 50%) of the cash required to be maintained by the financial
covenants in our loan agreements. The Company is permitted to satisfy up to 50% of the cash requirements by maintaining a
committed undrawn credit facility with a remaining availability of greater than 12 months.
Our interest rate swaps can require us to post cash as collateral based on their fair value. As of December 31, 2023 and 2022, no
cash was required to be posted as collateral in relation to our interest rate swaps.
As of December 31, 2023, there are no remaining vessels in the Company’s newbuilding program and there are no remaining
newbuilding commitments. The last two newbuilding contracts amounted to $144.8 million were paid in 2023, and of which
$130.0 million were financed by committed term loan facilities.
On October 9, 2023, Frontline entered into the Framework Agreement with Euronav. Pursuant to the Framework Agreement,
the Company agreed to purchase 24 VLCCs with an average age of 5.3 years, for an aggregate purchase price of $2,350.0
million from Euronav. All of the agreements relating to the Acquisition came into effect in November 2023. In December 2023,
the Company took delivery of 11 of the vessels for consideration of $1,112.2 million. The Company had a commitment for
$890.0 million for the remaining 13 vessels to be delivered excluding $347.8 million of prepaid consideration as of December
31, 2023. The Company took delivery of the 13 remaining vessels in the first quarter of 2024 and drew down $518.7 million
under its $1,410.0 million senior secured term loan facility with group of relationship banks and $60.0 million under its
subordinated unsecured shareholder loan to partly finance the deliveries.
As of December 31, 2023, the Company has agreed to provide a $60.0 million guarantee in respect of the performance of its
subsidiaries, and two subsidiaries of an affiliate of Hemen, under a bunker supply arrangement with TFG Marine. As of
December 31, 2023, there are no amounts payable under this guarantee. In addition, should TFG Marine be required to provide
a parent company guarantee to its bunker suppliers or finance providers then for any guarantee that is provided by the Trafigura
Group and becomes payable, Frontline shall pay a pro rata amount based on its share of the equity in TFG Marine. The
In the year ended December 31, 2023, the Company repaid $134.4 million of its $275.0 million senior unsecured credit facility
with an affiliate of Hemen. The Company extended the facility by 20 months to January 4, 2026, at an interest rate of 10.0%
and otherwise on existing terms. In December 2023, the Company drew down $99.7 million under the facility to partly finance
the Acquisition. As of December 31, 2023, up to $100.0 million remains available to be drawn.
During the year ended December 31, 2023, the Company entered into forward bunker purchase arrangements with TFG Marine,
a related party, which obligate the Company to purchase and take delivery of minimum quantities of low sulfur and high sulfur
bunker fuel, at fixed prices, over the period from January 2024 to December 2024. As of December 31, 2023, the total
remaining commitment amounted to $53.7 million which is expected to be paid in 2024.
We believe that cash on hand and borrowings under our current and committed credit facilities, along with cash generated from
operating activities will be sufficient to fund our requirements for, at least, the twelve months from the date of this annual
report.
Our medium and long-term liquidity requirements include funding the equity portion of investments in new or replacement
vessels and repayment of bank loans. Additional sources of funding for our medium and long-term liquidity requirements
include new loans, refinancing of existing arrangements, equity issues, public and private debt offerings, vessel sales, sale and
leaseback arrangements and asset sales.
Cash Flows
The following table summarizes our cash flows from operating, investing and financing activities for the periods indicated.
(in thousands of $) 2023 2022
Net cash provided by operating activities 856,181 385,330
Net cash used in investing activities (1,235,456) (257,320)
Net cash provided by financing activities 433,072 13,442
Net change in cash and cash equivalents 53,797 141,452
Cash and cash equivalents at beginning of year 254,525 113,073
Cash and cash equivalents at end of year 308,322 254,525
Net cash provided by operating activities increased by $470.9 million in the year ended December 31, 2023 as compared to the
year ended December 31, 2022.
Net cash provided by operating activities was primarily impacted by: (i) overall market conditions as reflected by TCE rates,
(ii) the size and composition of our fleet that we own, lease and charter-in, (iii) whether our vessels were operated under time
charters or voyage charters, and (iv) changes in operating assets and liabilities.
i. Our reliance on the spot market contributes to fluctuations in cash flows from operating activities as a result of its
exposure to highly cyclical tanker rates. Any increase or decrease in the average TCE rates earned by our vessels will
have a positive or negative comparative impact, respectively, on the amount of cash provided by operating activities.
TCE represents operating revenues less other income and voyage expenses. TCE is therefore impacted by both
movements in operating revenues, as determined by market freight rates, and voyage expenses, which are primarily
comprised of bunker expenses, port charges and canal tolls. In 2023, average market quoted TCE rates increased for
VLCCs, Suezmax tankers and LR2 product tankers as compared to 2022, see "Item 5. Operating Financial Review and
Prospects - A. Operating Results" The net increase in average quoted market rates led to a $236.3 million increase in
cash provided by operating activities for the year ended December 31, 2023, due to higher operating revenues. In
addition the reduction in bunker costs, also a component of TCE, in 2023 compared to 2022, resulted in a $11.1
million increase in cash provided by operating activities.
iii. The net increase in vessels trading under voyage charters in 2023 as compared to 2022 resulted in a $43.5 million
increase in cash provided by operating activities, as the previous time charters were at lower rates than the prevailing
spot market on the date of redelivery.
iv. Changes in operating assets and liabilities resulted in an increase in cash provided by operating activities of $133.6
million. The movement in working capital balances are impacted by the timing of voyages, and also by the timing of
fueling and consumption of fuel on board our vessels. Revenues for vessels that operate under time charters are
typically billed in advance, whereas revenues under voyage charters are typically billed upon completion of a voyage.
In 2022, the rates increased significantly in the fourth quarter. In 2023, the rates continued rising. This movement
resulted in a net increase in cash generated from settlements of trade receivables. The aforementioned were offset by
the high volume of accrued operating expenses settled in 2021, in comparison to those settled in 2022, resulting in a
decrease in cash provided by operating activities.
In 2023 the Company received $7.3 million of dividends from TFG Marine, an associated company, and an increase in
dividends from marketable securities of $35.3 million, primarily due to the investment in Euronav which was subsequently
sold.
The above factors were offset by a decrease in net cash provided by operating activities due to the following:
• a $49.2 million increase in interest expense and debt issuance costs primarily as a result of additional drawdowns on
the Company's fixed and floating rate facilities.
Net cash used in investing activities of $1,235.5 million in 2023 comprised mainly of:
• additions to newbuildings, vessels and equipment of $1,631.4 million, consisting of $1,107.9 million relation to the
purchased 11 VLCCs, $349.2 million prepaid consideration relating to the remaining 13 VLCCs to be delivered in
2024, $143.1 million in respect of the two newbuildings delivered in the period, $28.9 million capitalized dry docking
costs and $2.3 million paid for various vessel upgrades.
Net cash used in investing activities of $257.3 million in 2022 comprised mainly of:
• additions to newbuildings, vessels and equipment of $335.8 million, consisting of $303.0 million in respect of the four
newbuildings delivered in the period and the installments paid for the two remaining newbuilding contracts, $15.0
million paid for various vessel upgrades and $17.9 million capitalized dry docking costs, and
• $1.5 million in relation to additional investment in associated companies.
Net cash provided by financing activities in 2022 of $13.4 million was primarily due to:
FINANCIAL RESULTS
The Company's profit after tax was $656.4 million for the year ended December 31, 2023 compared to a profit after tax of
$475.5 million for the year ended December 31, 2022. The total assets of the Company as of December 31, 2023 were $5,882.8
million and the net assets were $2,277.3 million, compared to $4,768.4 million and $2,259.9 million, respectively, as of
December 31, 2022.
See the Consolidated Financial Statements accompanying Notes included herein for further details.
The principal risks and uncertainties that the Company faces relate to tanker market volatility, ESG factors, operations,
compliance, and cyber security as follows:
Historically, the tanker industry has been highly cyclical, with volatility in profitability, charter rates and asset values resulting
from changes in the supply of, and demand for, tanker capacity and changes in the supply of and demand for oil and oil
products. These factors may adversely affect the rates payable and the amounts we receive in respect of our vessels. The armed
conflicts in Ukraine and in Israel and Gaza have continued to disrupt energy production and trade patterns, including shipping
in the Black Sea, Red Sea and elsewhere, and its impact on energy demand and costs is expected to remain uncertain. Our
ability to re-charter our vessels on the expiration or termination of their current spot and time charters and the charter rates
payable under any renewal or replacement charters will depend upon, among other things, economic conditions in the tanker
market and we cannot guarantee that any renewal or replacement charters we enter into will be sufficient to allow us to operate
our vessels profitably. Our revenues are affected by our strategy to employ some of our vessels on time charters, which have a
fixed income for a pre-set period of time as opposed to trading ships in the spot market where their earnings are heavily
impacted by the supply and demand balance. If we are not able to obtain new contracts in direct continuation with existing
charters or for newly acquired vessels, or if new contracts are entered into at charter rates substantially below the existing
charter rates or on terms otherwise less favorable compared to existing contracts terms, our revenues and profitability could be
adversely affected.
The factors that may influence demand for tanker capacity include:
In 2023, the tanker market was strongly impacted by geopolitical events. United States and EU/G7 sanctions against Russian oil
products officially took effect on February 5, 2023, which reinforced the trade on ton-mile recalibration that had already begun
in 2022 in anticipation of the sanctions. In early October 2023, a military conflict in the Middle East and subsequent attacks in
the region and against vessels forced several vessels to reroute away from the Red Sea. This added to the ton-mile growth
already seen from the sanctions against Russia.
In addition to the prevailing and anticipated freight rates, factors that affect the rate of newbuilding, scrapping and laying-up
include newbuilding prices, secondhand vessel values in relation to scrap prices, costs of bunkers and other operating costs,
costs associated with classification society surveys, normal maintenance costs, insurance coverage costs, and the efficiency and
age profile of the existing tanker fleet. The factors affecting the supply and demand for tankers have been volatile and are
outside of our control, and the nature, timing and degree of changes in industry conditions are unpredictable, including those
discussed above. Market conditions were volatile in 2023 and continued volatility may reduce demand for transportation of oil
over longer distances and increase the supply of tankers to carry that oil, which may have a material adverse effect on our
business, financial condition, results of operations, cash flows, ability to pay dividends and existing contractual obligations.
ESG factors
Companies across all industries are facing increasing scrutiny relating to their ESG policies. Investor advocacy groups, certain
institutional investors, investment funds, lenders and other market participants are increasingly focused on ESG practices and in
recent years have placed increasing importance on the implications and social cost of their investments. Companies which fail
to adapt to or comply with investor, lender or other industry shareholder expectations and standards, which are evolving, or
which are perceived to have failed to respond appropriately to the growing concern for ESG issues, regardless of whether there
is a legal requirement to do so, may suffer from reputational damage, costs related to litigation, and the business, financial
condition, and/or stock price of such a company could be materially and adversely affected.
The proposed ESG disclosures in the EU as part of the Corporate Sustainability Reporting Directive ("CSRD") are expected to
be applicable to the Company for the year ending December 31, 2025. The CSRD was driven, in part, by the European Green
Deal, a December 2019 European Commission package of policy initiatives designed to achieve climate neutrality by 2050 and
protect Europe’s natural habitat. Although the EU’s current Non-Financial Reporting Directive ("NFRD") has imposed some
requirements to disclose environmental and social impacts since 2017, the CSRD results in more companies being included in
scope and more detailed requirements. The CSRD was adopted by the European Parliament and the Council of the European
Union in November 2022 and was effective on January 5, 2023. The CSRD is a regulation aimed at promoting sustainability
and transparency in business practices. It requires large companies to disclose information on their ESG performance. The
directive aims to create a more sustainable and responsible corporate sector in the EU. The impact of the directive on businesses
is significant. It encourages companies to integrate sustainability into their strategies and operations, leading to more
responsible and transparent practices. By disclosing their ESG performance, companies are better able to identify areas for
improvement and address potential risks. The implementation of CSRD may also pose challenges for businesses. Complying
with the disclosure requirements may require additional resources and expertise. Companies may need to invest in data
collection, reporting systems, and staff training to meet the CSRD requirements. Additionally, companies operating in multiple
jurisdictions may face complexities in aligning their reporting practices with varying national regulations.
We may face increasing pressures from investors, lenders and other market participants, who are increasingly focused on
climate change, to prioritize sustainable energy practices, reduce our carbon footprint and promote sustainability. As a result,
we may be required to implement more stringent ESG procedures or standards so that our existing and future investors and
lenders remain invested in us and make further investments in us, especially given the highly focused and specific trade of
crude oil transportation in which we are engaged. Such ESG corporate transformation calls for an increased resource allocation
to serve the necessary changes in that sector, increasing costs and capital expenditure. If we do not meet these standards, our
business and/or our ability to access capital could be harmed.
MEPC 75 introduced draft amendments to Annex VI which impose new regulations to reduce greenhouse gas emissions from
ships. These amendments introduce requirements to assess and measure the energy efficiency of all ships and set the required
attainment values, with the goal of reducing the carbon intensity of international shipping. To achieve a 40% reduction in
carbon emissions by 2023 compared to 2008, shipping companies are required to include: (i) a technical requirement to reduce
carbon intensity based on a new Energy Efficiency Existing Ship Index (“EEXI”), and (ii) operational carbon intensity
reduction requirements, based on a new operational carbon intensity indicator (“CII”). The EEXI is required to be calculated for
ships of 400 gross tonnage and above. The IMO and MEPC will calculate “required” EEXI levels based on the vessel’s
technical design, such as vessel type, date of creation, size and baseline. Additionally, an “attained” EEXI will be calculated to
determine the actual energy efficiency of the vessel. A vessel’s attained EEXI must be less than the vessel’s required EEXI.
Non-compliant vessels will have to upgrade their engine to continue to travel. With respect to the CII, the draft amendments
would require ships of 5,000 gross tonnage to document and verify their actual annual operational CII achieved against a
MEPC 76 adopted amendments to the International Convention on the Control of Harmful Anti-Fouling Systems on Ships,
2001, or the AFS Convention, which have entered into force on January 1, 2023. From this date, all ships shall not apply or re-
apply anti-fouling systems containing cybutryne on or after January 1, 2023; all ships bearing an anti-fouling system that
contains cybutryne in the external coating layer of their hulls or external parts or surfaced on January 1, 2023 shall either:
remove the anti-fouling system or apply a coating that forms a barrier to this substance leaching from the underlying non-
compliance anti-fouling system. The Company does not currently apply anti-fouling systems containing cybutryne.
The Glasgow Climate Pact, an agreement reached at the COP26, calls for signatory states to voluntarily phase out unabated coal
usage and fossil fuels subsidies. COP26 also produced the Clydebank Declaration, in which 22 signatory states (including the
United States and the United Kingdom) announced their intention to voluntarily support the establishment of zero-emission
shipping routes. Governmental and investor pressure to voluntarily participate in these green shipping routes could cause the
Company to incur significant additional expenses to “green” our vessels.
Additionally, certain investors and lenders may exclude oil transport companies, such as us, from their investing portfolios
altogether due to ESG factors. These limitations in both the debt and equity capital markets may affect our ability to grow as
our plans for growth may include accessing the equity and debt capital markets. If those markets are unavailable, or if we are
unable to access alternative means of financing on acceptable terms, or at all, we may be unable to implement our business
strategy, which would have a material adverse effect on our financial condition and results of operations and impair our ability
to service our indebtedness. Further, it is likely that we will incur additional costs and require additional resources to monitor,
report and comply with wide ranging ESG requirements. The occurrence of any of the foregoing could have a material adverse
effect on our business and financial condition.
Operational risk
The operation of an ocean-going vessel carries inherent risks. These risks include the possibility of:
Any of these circumstances or events could increase our costs or lower our revenues. The involvement of our vessels in an
accident or oil spill or other environmental disaster may harm our reputation as a safe and reliable tanker operator.
The hull and machinery of every commercial vessel must be certified as being "in class" by a classification society authorized
by its country of registry. The classification society certifies that a vessel is safe and seaworthy in accordance with the
applicable rules and regulations of the country of registry of the vessel and the Safety of Life at Sea Convention. All of our
vessels are certified as being “in class” by all the applicable Classification Societies (e.g., American Bureau of Shipping,
Lloyd's Register of Shipping or DNV).
A vessel must undergo annual surveys, intermediate surveys and special surveys. In lieu of a special survey, a vessel's
machinery may be placed on a continuous survey cycle, under which the machinery would be surveyed periodically over a five-
year period. We expect our vessels to be on special survey cycles for hull inspection and continuous survey cycles for
machinery inspection. Every vessel is also required to be dry docked every 30 to 60 months for inspection of its underwater
Compliance with the above requirements may result in significant expense. If any vessel does not maintain its class or fails any
annual, intermediate or special survey, the vessel will be unable to trade between ports and will be unemployable and
uninsurable, which could cause us to be in violation of certain covenants in our loan agreements. Any such inability to carry
cargo or be employed, or any such violation of covenants, could have a material adverse effect on our business, results of
operations, cash flows, financial condition and ability to pay dividends.
The operation of our vessels is affected by the requirements set forth in the IMO's International Safety Management Code, (the
“ISM Code”). The ISM Code requires shipowners, ship managers and bareboat charterers to develop and maintain an extensive
"Safety Management System" that includes the adoption of a safety and environmental protection policy setting forth
instructions and procedures for safe operation and describing procedures for dealing with emergencies. If we fail to comply
with the ISM Code, we may be subject to increased liability, including the invalidation of existing insurance or a decrease of
available insurance coverage for our affected vessels and such failure may result in a denial of access to, or detention in, certain
ports. The U.S. Coast Guard and European Union authorities enforce compliance with the ISM and International Ship and Port
Facility Security Code, or the ISPS Code, and prohibit non-compliant vessels from trading in U.S. and European Union ports.
This could have a material adverse effect on our future performance, results of operations, cash flows and financial position.
Given that the IMO continues to review and introduce new regulations, it is impossible to predict what additional regulations, if
any, may be passed by the IMO and what effect, if any, such regulations might have on our operations.
Because such conventions, laws, and regulations are often revised, we cannot predict the ultimate cost of complying with such
conventions, laws and regulations or the impact thereof on the resale prices or useful lives of our vessels. Additional
conventions, laws and regulations may be adopted which could limit our ability to do business or increase the cost of our doing
business and which may materially adversely affect our operations. We are required by various governmental and quasi-
governmental agencies to obtain certain permits, licenses, certificates, and financial assurances with respect to our operations.
Further, government regulation of vessels, particularly in the areas of safety and environmental requirements, can be expected
to become stricter in the future and may require us to incur significant capital expenditures on our vessels to keep them in
compliance.
The operation of tankers has unique operational risks associated with the transportation of oil. An oil spill may cause significant
environmental damage, and a catastrophic spill could exceed the insurance coverage available. Compared to other types of
vessels, tankers are exposed to a higher risk of damage and loss by fire, whether ignited by a terrorist attack, collision, or other
cause, due to the high flammability and high volume of the oil transported in tankers.
Further, our vessels and their cargoes will be at risk of being damaged or lost because of events such as marine disasters, bad
weather and other acts of God, business interruptions caused by mechanical failures, grounding, fire, explosions and collisions,
human error, war, terrorism, piracy and other circumstances or events. Changing economic, regulatory and political conditions
in some countries, including political and military conflicts, have from time to time resulted in attacks on vessels, mining of
waterways, piracy, terrorism, labor strikes and boycotts. These hazards may result in death or injury to persons, loss of revenues
or property, the payment of ransoms, environmental damage, higher insurance rates, damage to our customer relationships and
market disruptions, delay or rerouting.
If our vessels suffer damage, they may need to be repaired at a dry docking facility. The costs of dry dock repairs are
unpredictable and may be substantial. We may have to pay dry docking costs that our insurance does not cover at all or in full.
The loss of revenues while these vessels are being repaired and repositioned, as well as the actual cost of these repairs, may
adversely affect our business and financial condition. In addition, space at dry docking facilities is sometimes limited and not all
dry docking facilities are conveniently located. We may be unable to find space at a suitable dry docking facility or our vessels
may be forced to travel to a dry docking facility that is not conveniently located relative to our vessels' positions. The loss of
earnings while these vessels are forced to wait for space or to travel to more distant dry docking facilities may adversely affect
our business and financial condition. Further, the involvement of our vessels in a serious accident or the total loss of any of our
vessels could harm our reputation as a safe and reliable vessel owner and operator. If we are unable to adequately maintain or
safeguard our vessels, we may be unable to prevent any such damage, costs or loss which could negatively impact our business,
financial condition, results of operations, cash flows and ability to pay dividends.
For vessels on voyage charters, fuel oil, or bunkers, is a significant, if not the largest, expense. Changes in the price of fuel may
adversely affect our profitability to the extent we have vessels on voyage charters. The price and supply of fuel is unpredictable
In addition, the entry into force, on January 1, 2020, of the 0.5% global sulfur cap in marine fuels used by vessels that are not
equipped with sulfur oxide scrubbers under MARPOL Annex VI may lead to changes in the production quantities and prices of
different grades of marine fuel by refineries and introduces an additional element of uncertainty in fuel markets, which could
result in additional costs and adversely affect our cash flows, earnings and results from operations.
Compliance risks
None of our vessels called on ports located in countries or territories that are the subject of country-wide or territory-wide
sanctions or embargoes imposed by the U.S. government or other applicable governmental authorities (“Sanctioned
Jurisdictions”) in 2023 in violation of applicable sanctions or embargo laws. Although we intend to maintain compliance with
all applicable sanctions and embargo laws, and we endeavor to take precautions reasonably designed to mitigate such risks, it is
possible that, in the future, our vessels may call on ports located in Sanctioned Jurisdictions on charterers’ instructions and/or
without our consent. If such activities result in a violation of sanctions or embargo laws, we could be subject to monetary fines,
penalties, or other sanctions, and our reputation and the market for our ordinary shares could be adversely affected.
U.S. sanctions exist under a strict liability regime. A party need not know it is violating sanctions and need not intend to violate
sanctions to be liable. We could be subject to monetary fines, penalties, or other sanctions for violating applicable sanctions or
embargo laws even in circumstances where our conduct, or the conduct of a charterer, is consistent with our sanctions-related
policies, unintentional or inadvertent.
The laws and regulations of these different jurisdictions vary in their application and do not all apply to the same covered
persons or proscribe the same activities. In addition, the sanctions and embargo laws and regulations of each jurisdiction may
be amended to increase or reduce the restrictions they impose over time, and the lists of persons and entities designated under
these laws and regulations are amended frequently. Moreover, most sanctions regimes provide that entities owned or controlled
by the persons or entities designated in such lists are also subject to sanctions. The U.S. and EU both have enacted new
sanctions programs in recent years. Additional countries or territories, as well as additional persons or entities within or
affiliated with those countries or territories, have, and in the future will, become the target of sanctions. These require us to be
diligent in ensuring our compliance with sanctions laws. Further, the U.S. has increased its focus on sanctions enforcement with
respect to the shipping sector. Current or future counterparties of ours may be affiliated with persons or entities that are or may
be in the future become the subject of sanctions imposed by the United States, EU and and/or other international bodies. If we
determine that such sanctions require us to terminate existing or future contracts to which we, or our subsidiaries, are party or if
we are found to be in violation of such applicable sanctions, our results of operations may be adversely affected, or we may
suffer reputational harm.
As a result of Russia’s actions in Ukraine and the war between Israel and Hamas, the U.S., EU and United Kingdom, together
with numerous other countries, have imposed significant economic sanctions which may adversely affect our ability to operate
in the region and also restrict parties whose cargo we carry.
Although we believe that we have been in compliance with all applicable sanctions and embargo laws and regulations in 2023,
and intend to maintain such compliance, there can be no assurance that we will be in compliance in the future, particularly as
the scope of certain laws may be unclear and may be subject to changing interpretations. Any such violation could result in
fines, penalties or other sanctions that could severely impact our ability to access U.S. capital markets and conduct our business,
and could result in our reputation and the market for our securities to be adversely affected and/or some investors deciding, or
being required, to divest their interest, or not to invest, in us. In addition, certain institutional investors may have investment
policies or restrictions that prevent them from holding securities of companies that have contracts with countries or territories
identified by the U.S. government as state sponsors of terrorism. The determination by these investors not to invest in, or to
divest from, our common stock may adversely affect the price at which our common stock trades. Moreover, our charterers may
violate applicable sanctions and embargo laws and regulations as a result of actions that do not involve us or our vessels, and
those violations could in turn negatively affect our reputation. Investor perception of the value of our common stock may be
adversely affected by the consequences of war, the effects of terrorism, civil unrest and governmental actions in countries or
territories that we operate in.
A failure to comply with applicable laws and regulations may result in administrative and civil penalties, criminal sanctions or
the suspension or termination of our operations. Environmental requirements can also affect the resale value or useful lives of
our vessels, could require a reduction in cargo capacity, ship modifications or operational changes or restrictions, could lead to
decreased availability of insurance coverage for environmental matters or could result in the denial of access to certain
jurisdictional waters or ports or detention in certain ports. Under local, national and foreign laws, as well as international
treaties and conventions, we could incur material liabilities, including clean-up obligations and natural resource damages
liability, in the event that there is a release of hazardous materials from our vessels or otherwise in connection with our
operations. Environmental laws often impose strict liability for remediation of spills and releases of oil and hazardous
substances, which could subject us to liability, without regard to whether we were negligent or at fault. We could also become
subject to personal injury or property damage claims relating to the release of hazardous substances associated with our existing
or historic operations. Violations of, or liabilities under, environmental requirements can result in substantial penalties, fines
and other sanctions, including, in certain instances, seizure or detention of our vessels, and could harm our reputation with
current or potential charterers of our tankers. We will be required to satisfy insurance and financial responsibility requirements
for potential oil (including marine fuel) spills and other pollution incidents. Although we have insurance to cover certain
environmental risks, there can be no assurance that such insurance will be sufficient to cover all such risks or that any claims
will not have a material adverse effect on our business, financial condition, results of operations and cash flows.
In addition, many environmental requirements are designed to reduce the risk of pollution, such as from oil spills, and our
compliance with these requirements could be costly. To comply with these and other regulations, including: (i) the sulfur
emission requirements of Annex VI of the International Convention for the Prevention of Marine Pollution from Ships, or
“MARPOL”, which instituted a global 0.5% (lowered from 3.5% as of January 1, 2020) sulfur cap on marine fuel consumed by
a vessel, unless the vessel is equipped with an exhaust gas cleaning system, an EGCS or scrubber, and (ii) the International
Convention for the Control and Management of Ships’ Ballast Water and Sediments of the International Maritime
Organization, or IMO, which requires vessels to install expensive ballast water treatment systems, or BWTS, we may be
required to incur additional costs to meet new maintenance and inspection requirements, develop contingency plans for
potential spills, and obtain insurance coverage. The increased demand for low sulfur fuels may increase the costs of fuel for our
vessels that do not have scrubbers. Additional conventions, laws and regulations may be adopted that could limit our ability to
do business or increase the cost of doing business and which may materially and adversely affect our operations.
We have incurred increased costs to comply with these revised standards. Additional or new conventions, laws and regulations
may be adopted that could require, among others, the installation of expensive emission control systems and could adversely
affect our business, results of operations, cash flows and financial condition. Low sulfur fuel is more expensive than standard
marine fuel containing 3.5% sulfur content and may become more expensive or difficult to obtain as a result of increased
demand. If the cost differential between low sulfur fuel and high sulfur fuel is significantly higher than anticipated, or if low
sulfur fuel is not available at ports on certain trading routes, it may not be feasible or competitive to operate our vessels on
certain trading routes without installing scrubbers or without incurring deviation time to obtain compliant fuel. Scrubbers may
not be available to be installed on such vessels at a favorable cost or at all if we seek them at a later date. Further, there is a risk
that if the fuel spread between high sulfur fuel oil and low sulfur fuel oil decreases, we may not be able to recover the
investments we have made in our scrubbers with our expected timeframes or at all. As of December 31, 2023, 47 of the vessels
owned by the Company are fitted with scrubbers, of which 25 vessels were delivered to the Company with scrubbers fitted. As
of December 31, 2023, the Company has incurred $91.4 million since 2018 on the purchase and installation of scrubbers on 30
vessels, of which two were sold in 2021, two were sold in 2022, the leases on two vessels were terminated in 2022 and a further
two were sold in 2023.
Furthermore, depending on the date of the International Oil Pollution Prevention, or IOPP, renewal survey, existing vessels
constructed before September 8, 2017 must comply with the updated D-2 standard on or after September 8, 2019. For most
Furthermore, United States regulations are currently changing. Although the 2013 Vessel General Permit, or VGP program and
the U.S. National Invasive Species Act, or NISA, are currently in effect to regulate ballast discharge, exchange and installation,
the Vessel Incidental Discharge Act, or VIDA, which was signed into law on December 4, 2018, requires that the U.S.
Environmental Protection Agency, or EPA, develop national standards of performance for approximately 30 discharges, similar
to those found in the VGP within two years. On October 26, 2020, the EPA published a Notice of Proposed Rulemaking for
Vessel Incidental Discharge National Standards of Performance under VIDA. On October 18, 2023, the EPA published a
supplemental notice of the proposed rule sharing new ballast water data received from the U.S. Coast Guard (“USCG”) and
providing clarification on the proposed rule. The public comment period for the proposed rule ended on December 18, 2023.
Once EPA finalizes the rule (possibly by Fall 2024), USCG must develop corresponding implementation, compliance and
enforcement regulations regarding ballast water within two years. The new regulations could require the installation of new
equipment, which may cause us to incur substantial costs.
We continue to evaluate different options in complying with IMO and other rules and regulations.
We may operate in a number of countries throughout the world, including countries known to have a reputation for corruption.
We are committed to doing business in accordance with applicable anti-corruption laws and have adopted a code of business
conduct and ethics which is consistent and in full compliance with the U.S. Foreign Corrupt Practices Act of 1977, or the FCPA
and other anti-bribery legislation. We are subject, however, to the risk that we, our affiliated entities or our or their respective
officers, directors, employees and agents may take actions determined to be in violation of such anti-corruption laws, including
the FCPA. Any such violation could result in substantial fines, sanctions, civil and/or criminal penalties, curtailment of
operations in certain jurisdictions, and might adversely affect our business, results of operations or financial condition. In
addition, actual or alleged violations could damage our reputation and ability to do business. Furthermore, detecting,
investigating, and resolving actual or alleged violations is expensive and can consume significant time and attention of our
senior management. Though we have implemented monitoring procedures and required policies, guidelines, contractual terms
and audits, these measures may not prevent or detect failures by our agents or intermediaries regarding compliance.
We may be, from time to time, involved in various litigation matters and arbitration proceedings. These matters may include,
among other things, contract disputes, personal injury claims, environmental claims or proceedings, asbestos and other toxic
tort claims, employment matters, governmental claims for taxes or duties, and other litigation that arises in the ordinary course
of our business. Although we intend to defend these matters vigorously, we cannot predict with certainty the outcome or effect
of any claim or other litigation matter, and the ultimate outcome of any litigation or the potential costs to resolve them may
have a material adverse effect on us. Insurance may not be applicable or sufficient in all cases and/or insurers may not remain
solvent which may have a material adverse effect on our financial condition. Please see Notes 23 and 25 to our consolidated
financial statements herein for further details.
We rely on our computer systems and network infrastructure across our operations, including on our vessels. The safety and
security of our vessels and efficient operation of our business, including processing, transmitting and storing electronic and
financial information, are dependent on computer hardware and software systems, which are increasingly vulnerable to security
breaches and other disruptions. Any significant interruption or failure of our information systems or any significant breach of
security could adversely affect our business and results of operations.
Our vessels rely on information systems for a significant part of their operations, including navigation, provision of services,
propulsion, machinery management, power control, communications and cargo management. We have in place safety and
security measures on our vessels and onshore operations to secure our vessels against cyber-security attacks and any disruption
to their information systems. However, these measures and technology may not adequately prevent security breaches despite
our continuous efforts to upgrade and address the latest known threats. A disruption to the information system of any of our
vessels could lead to, among other things, wrong routing, collision, grounding and propulsion failure.
Beyond our vessels, we rely on industry accepted security measures and technology to securely maintain confidential and
proprietary information maintained on our information systems. However, these measures and technology may not adequately
prevent security breaches. The technology and other controls and processes designed to secure our confidential and proprietary
Our operations, including our vessels, and business administration could be targeted by individuals or groups seeking to
sabotage or disrupt such systems and networks, or to steal data, and these systems may be damaged, shutdown or cease to
function properly (whether by planned upgrades, force majeure, telecommunications failures, hardware or software break-ins or
viruses, other cyber-security incidents or otherwise). For example, the information systems of our vessels may be subject to
threats from hostile cyber or physical attacks, phishing attacks, human errors of omission or commission, structural failures of
resources we control, including hardware and software, and accidents and other failures beyond our control. The threats to our
information systems are constantly evolving, and have become increasingly complex and sophisticated. Furthermore, such
threats change frequently and are often not recognized or detected until after they have been launched, and therefore, we may be
unable to anticipate these threats and may not become aware in a timely manner of such a security breach, which could
exacerbate any damage we experience.
We may be required to expend significant capital and other resources to protect against and remedy any potential or existing
security breaches and their consequences. A cyber-attack could result in significant expenses to investigate and repair security
breaches or system damages and could lead to litigation, fines, other remedial action, heightened regulatory scrutiny and
diminished customer confidence. In addition, our remediation efforts may not be successful and we may not have adequate
insurance to cover these losses.
The unavailability of the information systems or the failure of these systems to perform as anticipated for any reason could
disrupt our business and could have a material adverse effect on our business, results of operations, cash flows and financial
condition.
Additionally, cybersecurity researchers have observed increased cyberattack activity, and warned of heightened risks of
cyberattacks, in connection with the conflicts between Russia and Ukraine and between Israel and Hamas. To the extent such
attacks have collateral effects on global critical infrastructure or financial institutions, such developments could adversely affect
our business, operating results and financial condition. At this time, it is difficult to assess the likelihood of such a threat and
any potential impact at this time.
As of December 31, 2023, the Company's outstanding debt which was at variable interest rates, net of the amount subject to
interest rate swap agreements, was $2,741.8 million. Based on this, a one percentage point increase in annual SOFR interest
rates would increase its annual interest expense by approximately $27.4 million, excluding the effects of capitalization of
interest.
Inflation
Significant global inflationary pressures (such as the war between Russia and the Ukraine) increase operating, voyage, general
and administrative, and financing costs. Historically, shipping companies are accustomed to navigating in shipping downturns,
coping with inflationary pressures and monitoring costs to preserve liquidity, as they typically encourage suppliers and service
providers to lower rates and prices.
Although inflation has had a moderate impact on our vessel operating expenses, insurance and corporate overheads,
management does not consider inflation to be a significant risk to direct costs in the current and foreseeable economic
environment. Oil transportation is a specialized area and the number of vessels is increasing. There will therefore be an
increased demand for qualified crew and this has and will continue to put inflationary pressure on crew costs. However, in a
shipping downturn, costs subject to inflation can usually be controlled because shipping companies typically monitor costs to
preserve liquidity and encourage suppliers and service providers to lower rates and prices in the event of a downturn.
Price Risk
Our exposure to equity securities price risk arises from marketable securities held by the Company which are listed equity
securities and are carried at FVTPL unless the election to present subsequent changes in the investment's fair value in OCI is
made.
DIVIDENDS
In February 2024, we declared a dividend of $0.37 per share for the fourth quarter of 2023. In November 2023, we declared a
dividend of $0.30 per share for the third quarter of 2023. In August 2023, we declared a dividend of $0.80 per share for the
second quarter of 2023. In May 2023, we declared a dividend of $0.70 per share for the first quarter of 2023. In February 2023,
we declared a dividend of $0.30 per share for the third quarter and a dividend of $0.77 per share for the fourth quarter of 2022.
In August 2022, we declared a dividend of $0.15 per share for the second quarter of 2022. No dividends were declared in 2021.
The timing and amount of dividends, if any, is at the discretion of the Board. We cannot guarantee that our Board will declare
dividends in the future. The Board does not recommend any further dividend for 2023.
Authorized capitalization
The authorized share capital of the Company as of December 31, 2023 is $600,000,000 (2022: $600,000,000) divided into
600,000,000 shares (2022: 600,000,000) of $1.00 nominal value each, of which 222,622,889 shares (December 31, 2022:
222,622,889 shares) of $1.00 nominal value each are in issue and fully paid.
Reconciliation of the Number of Ordinary Shares Outstanding through December 31, 2023
On May 28, 2022, the Company announced that it agreed to acquire in privately negotiated share exchange transactions with
certain shareholders of Euronav a total of 5,955,705 shares in Euronav, representing 2.95% of the outstanding shares in
Euronav as of this date, in exchange for a total of 8,337,986 ordinary shares of Frontline. Frontline received the $0.06 dividend
that was paid on June 8, 2022 by Euronav in respect of these 5,955,705 shares.
On June 10, 2022, the Company announced that it agreed to acquire in privately negotiated transactions with certain
shareholders of Euronav a total of 7,708,908 shares in Euronav, representing 3.82% of the outstanding shares in Euronav as of
this date, in exchange for a total of 10,753,924 shares in Frontline.
In connection with the above-referenced privately negotiated share exchange transactions, Frontline entered into a share lending
arrangement with Hemen to facilitate settlement of such transactions. Pursuant to such arrangement Hemen delivered an
aggregate of 19,091,910 Frontline shares to the exchanging Euronav holders in June 2022 and Frontline agreed to issue to
Hemen the same number of Frontline shares in full satisfaction of the share lending arrangement. This share issuance to Hemen
was completed in August 2022.
As of December 31, 2022, the Company held 13,664,613 shares in Euronav, as a result of the above transactions. The acquired
shares were initially recognized at their fair value of $167.7 million and the Company recorded a loss of $7.8 million in relation
to these transactions, being the difference between the transaction price to acquire these shares and their fair value as of the
transaction dates. The transaction price paid to acquire these shares was $175.5 million, which was the fair value of the
Frontline's shares as of the transaction dates.
BOARD OF DIRECTORS
The members of the Board of Directors as of December 31, 2023 and at the date of this report, as well as changes in the
composition during 2023 are shown on page 3. See the Corporate Governance and Renumeration reports for further detail on
the distribution of responsibilities and compensation of the Board of Directors.
As of April 26, 2024, the beneficial interests of our directors and officers in our ordinary shares were as follows:
Ordinary Percentage of
shares ordinary shares
Director or Officer of $1.00 each outstanding
Ola Lorentzon 24,000 Less than 1%
John Fredriksen 198,000 Less than 1%
James O'Shaughnessy — —
Ole B. Hjertaker — —
Steen Jakobsen — —
Marios Demetriades — —
Lars H. Barstad — —
Inger M. Klemp 300,000 Less than 1%
See Note 25 to our audited Consolidated Financial Statements included herein for further details.
The Company did not operate through any branches during the year.
INDEPENDENT AUDITORS
The independent auditors, PricewaterhouseCoopers Limited, have expressed their willingness to continue in office. A resolution
giving authority to the Board of Directors to fix their remuneration was passed at the Annual General Meeting on December 12,
2023.
Basic and diluted earnings (loss) per share 8 2.95 2.22 (0.08)
See accompanying Notes that are an integral part of these Consolidated Financial Statements.
See accompanying Notes that are an integral part of these Consolidated Financial Statements.
Equity
Share capital 20 222,623 222,623
Additional paid in capital 604,687 604,687
Contributed surplus 1,004,094 1,004,094
Accumulated other reserves 415 454
Retained earnings 445,999 428,513
See accompanying Notes that are an integral part of these Consolidated Financial Statements.
On April 26, 2024, the Board of Directors of Frontline Plc authorized these consolidated financial statements for issue.
See accompanying Notes that are an integral part of these Consolidated Financial Statements.
See accompanying Notes that are an integral part of these Consolidated Financial Statements
1. GENERAL INFORMATION
Frontline plc (formerly Frontline Ltd.), the Company or Frontline, is an international shipping company formerly incorporated
in Bermuda as an exempted company under the Bermuda Companies Law of 1981 on June 12, 1992. At a Special General
Meeting on December 20, 2022, the Company's shareholders agreed to redomicile the Company to the Republic of Cyprus
under the name of Frontline plc (the “Redomiciliation”). The Company was officially redomiciled to Cyprus on December 30,
2022.
The business, assets and liabilities of Frontline Ltd. and its subsidiaries prior to the Redomiciliation were the same as Frontline
plc immediately after the Redomiciliation on a consolidated basis, as well as its fiscal year. In addition, the directors and
executive officers of the Frontline plc immediately after the Redomiciliation were the same individuals who were directors and
executive officers, respectively, of Frontline Ltd. immediately prior to the Redomiciliation.
Prior to the Redomiciliation, Frontline Ltd.’s ordinary shares were listed on the New York Stock Exchange (“NYSE”) and Oslo
Stock Exchange (“OSE”) under the symbol “FRO”. Upon effectiveness of the Redomiciliation, the Company’s ordinary shares
continue to be listed on the NYSE and OSE and commenced trading under the new name Frontline plc and the new CUSIP
number M46528101 and the new ISIN CY0200352116 on the NYSE on January 3, 2023 and on the OSE on January 13, 2023.
Frontline plc’s Legal Entity Identifier number was not affected by the Redomiciliation and remains the same.
The Company operates oil tankers of two sizes: VLCCs, which are between 200,000 and 320,000 dwt, and Suezmax tankers,
which are vessels between 120,000 and 170,000 dwt, and operates LR2/Aframax tankers, which are clean product tankers, and
range in size from 110,000 to 115,000 dwt. The Company operates through subsidiaries located in Cyprus, Bermuda, Liberia,
the Marshall Islands, Norway, the United Kingdom, Singapore and China. The Company is also involved in the charter,
purchase and sale of vessels.
As of December 31, 2023, the Company's fleet consisted of 76 owned vessels, with an aggregate capacity of approximately
15.9 million DWT (33 VLCCs, 25 Suezmax tankers and 18 LR2/Aframax tankers).
1. Basis of presentation
Our consolidated financial statements are prepared in accordance with IFRS® Accounting Standards ("IFRS") as adopted by
the European Union.
The financial statements were approved by the Board of Directors on April 26, 2024, and authorized for issue.
The estimates and underlying assumptions are reviewed periodically. Revisions to estimates are recognized in the period in
which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the
revision affects both current and future periods.
Information about judgements and area where significant estimates have been made in applying accounting policies that have
the most significant effects on the amounts recognized in the consolidated financial statement is included in the following notes:
• Note 12 - Depreciation: The cost of the vessels less estimated residual value is depreciated on a straight-line basis over
the vessels' estimated remaining economic useful lives. The selection of an appropriate useful economic life requires
• Note 12 - Vessel impairment: The carrying amounts of the Company's vessels may not represent their fair market
value at any point in time since the market prices of secondhand vessels tend to fluctuate with changes in charter rates
and the cost of newbuildings. Historically, both charter rates and vessel values tend to be cyclical. When events and
changes in circumstances indicate that the carrying amount of the asset or Cash Generating Unit ("CGU") might not be
recovered, the Company performs an impairment test whereby the carrying amount of the asset or CGU is compared to
its recoverable amount, which is the greater of its value in use, based on discounted cash flows, and its fair value less
cost to sell. In developing estimates of future cash flows in order to assess value in use, the Company must make
assumptions about future performance, with significant assumptions being related to charter rates, ship operating
expenses, utilization, dry docking and other capital requirements, residual value, the estimated remaining useful lives
of the vessels and the probability of lease terminations for right-of-use assets. These assumptions are based on
historical trends as well as future expectations. See policy 10.2. for further details.
• Note 14 - Goodwill impairment: The process of evaluating the potential impairment of goodwill is highly subjective
and requires significant judgment at many points during the analysis. Our future operating results may be affected by
potential impairment charges related to goodwill. Events or circumstances may occur that could negatively impact our
ordinary share price, including changes in our anticipated revenues and profits and our ability to execute on our
strategies. See policy 10.2. for further details.
• Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
• Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly
(i.e. as prices) or indirectly (i.e. derived from prices).
• Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
If the inputs used to measure the fair value of an asset or a liability might be categorized in different levels of the fair value
hierarchy, then the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy as the
lowest level input that is significant to the entire measurement. The Company recognizes transfers between levels of the fair
value hierarchy at the end of the reporting period during which the change has occurred.
Further information about the assumptions made in measuring fair values is included in the following notes:
3. Principles of consolidation
The consolidated financial statements include the accounts for us and our wholly and majority owned subsidiaries.
Intercompany accounts and transactions have been eliminated on consolidation. The results of acquired companies are included
in our Consolidated Statement of Profit or Loss from the date of acquisition.
For investments in which we have significant influence over the operating and financial policies, the equity method of
accounting is used. Accordingly, our share of the earnings and losses of these companies are included in the share of results of
associated companies in the Consolidated Statements of Profit or Loss.
4. Foreign currency
Our functional currency is the U.S. dollar. Transactions in foreign currencies are translated to U.S. dollars at the foreign
exchange rate applicable at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the
end of the reporting period are translated to U.S. dollars at the foreign exchange rate applicable at that date. Non-monetary
assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at
the date of the transaction. Foreign exchange differences arising on translation are generally recognized in profit or loss.
5. Financial Instruments
Financial assets are initially measured at their transaction price including any transaction costs, except equity instruments
designated as Fair Value through Profit or Loss ("FVTPL") or FVOCI, which are measured at fair value.
Financial liabilities are recognized initially at their transaction price less any directly attributable transaction costs.
Financial assets and liabilities are not offset and are presented gross in the Consolidated Statement of Financial Position unless
the Company has a legal right to offset the amounts and intends either to settle on a net basis or to realize the asset and settle the
liability simultaneously.
Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for
managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period
following the change in the business model.
A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:
• It is held within a business model whose objectives is to hold assets to collect contractual cash flows; and
• Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding.
On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present
subsequent changes in the investment's fair value in OCI. This election is made on an investment-by-investment basis.
Marketable securities
Marketable securities held by the Company are listed equity securities and are classified and measured at FVTPL unless the
election to present subsequent changes in the investment's fair value in OCI is made. No such elections have been made by the
Company.
Derecognition
The Company derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers
the rights to receive the contractual cash flows in a transaction in which substantially all the risks and rewards of ownership of
the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards
of ownership and it does not retain control of the financial asset.
A financial liability is classified as at FVTPL if it is a derivative. Financial liabilities at FVTPL are measured at fair value and
gains and losses are recognized in profit or loss.
Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense is
recognized in profit or loss unless the interest is capitalized as borrowing costs. Non-derivative financial liabilities comprise
loans and borrowings, lease liabilities and trade and other payables.
Derecognition
The Company derecognizes a financial liability when its contractual obligations are discharged, cancelled, or expired. The
Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are
substantially different, in which case a new financial liability based on the modified terms is recognized.
On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid
(including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
IFRS 9 applies to contracts to buy or sell a non-derivative non-financial item that can be settled net in cash or another financial
instrument, or by exchanging financial instruments, as if the contracts were financial instruments, with the exception of
contracts that were entered into and continue to be held for the purpose of the receipt or delivery of a non-financial item in
accordance with the entity’s expected purchase, sale or usage requirements.
7. Inventories
Inventories comprise principally of bunkers and lubricating oils and are stated at the lower of cost and net realizable value. Cost
is determined on a first-in, first-out basis. Bunkers and lubricating oils expense is recognized in profit or loss upon
consumption.
Gains and losses on disposal of a vessel or of another item of equipment are determined by comparing the net proceeds from
disposal with the carrying amount of the vessel or the item of equipment and are recognized in profit or loss. For the sale of
vessels, transfer of risks and rewards usually occurs upon delivery of the vessel to the new owner.
8.2 Newbuildings
Newbuildings represent vessels under construction and are carried at the amounts paid or payable according to the installments
in the contract and capitalized borrowing costs. Installments are often linked to milestones such as signing of contract, steel
cutting, keel laying, launching and delivery. Borrowing costs are capitalized during construction of newbuildings based on
accumulated expenditures for the applicable project at the Company's current weighted average rate of borrowing.
Refer to accounting policy 10.2. for impairment considerations for owned vessels and newbuildings.
8.3. Depreciation
Depreciation is charged to profit or loss on a straight-line basis over the estimated useful lives of vessels and items of
equipment. Right-of-use assets are depreciated using the straight-line method from the commencement date to the end of the
lease term, unless the cost of the right-of-use asset reflects that the Company will exercise a purchase option. In that case the
right-of-use asset will be depreciated over the useful life of the underlying asset.
The cost of the vessels less estimated residual value is depreciated on a straight-line basis over the vessels' estimated remaining
economic useful lives. Depreciation methods, useful lives and residual values are reviewed annually and adjusted prospectively,
if appropriate. As explained in policy 2.2., as of December 31, 2022, the Company revised the estimated useful life of its
vessels from 25 years to 20 years. This change in estimate was applied prospectively from January 1, 2023 and did not result in
any restatement to the prior year consolidated financial statements. Other equipment, excluding vessel upgrades, is depreciated
over its estimated remaining useful life, which approximates 5 years. The residual value for owned vessels is calculated by
multiplying the lightweight tonnage of the vessel by the market price of scrap per ton.
The Company capitalizes and depreciates the costs of significant replacements, renewals and upgrades to its vessels over the
shorter of the vessel’s remaining useful life or the life of the renewal or upgrade. Costs that are not capitalized are recorded as a
component of direct vessel operating expenses during the period incurred. Expenses for routine maintenance and repairs are
expensed as incurred. Advances paid in respect of vessel upgrades in relation to exhaust gas cleaning systems ("EGCS") and
ballast water treatment systems ("BWTS") are included within "other non-current assets", until such time as the equipment is
installed on a vessel, at which point it is transferred to "Vessels and equipment".
9. Goodwill
We allocate the cost of acquired companies to identifiable tangible and intangible assets and liabilities acquired, with the
remaining amount being classified as goodwill. When the excess is negative, a bargain purchase gain is recognized immediately
in profit or loss. After initial recognition goodwill is measured at cost less accumulated impairment losses, refer to accounting
policy 10.2.
10. Impairment
For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows
from continuing use that are largely independent of the cash inflows of other assets or cash generating units ("CGUs").
Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to benefit from the synergies of
the combination.
The recoverable amount of an asset or CGU is the greater of its fair value less cost of disposal and value in use. In assessing
value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset or CGU. Future cash flows are based
on current market conditions, historical trends as well as future expectations.
An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount. Impairment losses
are recognized in profit or loss.
An impairment loss recognized for goodwill shall not be reversed. For other assets, an impairment loss is reversed only to the
extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of
depreciation or amortization, if no impairment loss had been recognized.
If such impairment indicators are identified, the vessel’s recoverable amount is estimated. In developing estimates of future
cash flows in order to assess value in use, the Company must make assumptions about future performance, with significant
assumptions being related to charter rates, ship operating expenses, utilization, dry docking and other capital requirements,
residual value, the estimated remaining useful lives of the vessels and the probability of lease terminations for vessels held
under lease. These assumptions are based on historical trends as well as future expectations. Specifically, in estimating future
charter rates, management takes into consideration rates currently in effect for existing time charters and estimated daily time
charter equivalent rates for each vessel class for the unfixed days over the estimated remaining lives of each of the vessels. The
estimated daily time charter equivalent rates used for unfixed days are based on a combination of (i) internally developed
forecasts, and (ii) historical rates, based on quarterly average rates published by an independent third party maritime research
service, for a historical period determined based on management's judgment of past and ongoing shipping cycles. Recognizing
that the transportation of crude oil is cyclical and subject to significant volatility based on factors beyond the Company's
control, management believes the use of estimates based on the combination of internally forecast rates and historical average
rates calculated as of the reporting date to be reasonable.
Estimated outflows for operating expenses and dry docking requirements are based on historical and budgeted costs and are
adjusted for assumed inflation. Finally, utilization is based on historical levels achieved and estimates of a residual value are
consistent with the pattern of scrap rates used in management's evaluation of salvage value. Other capital requirements for
newbuildings are primarily based on amounts payable according to the installments in the contract.
The weighted average cost of capital ("WACC") used to calculate the value in use of our assets is calculated to reflect the
industry-weighted average return on debt and equity using observable market data and approximates a pre-tax discount rate.
The more significant factors that could impact management's assumptions regarding time charter equivalent rates include (i)
loss or reduction in business from significant customers, (ii) unanticipated changes in demand for transportation of crude oil
and oil products, (iii) changes in production of or demand for oil, generally or in particular regions, (iv) greater than anticipated
levels of tanker newbuilding orders or lower than anticipated levels of tanker scrapping, and (v) changes in rules and
regulations applicable to the tanker industry, including legislation adopted by international organizations such as IMO and the
EU or by individual countries. Although management believes that the assumptions used to evaluate potential impairment are
reasonable and appropriate at the time they were made, such assumptions are highly subjective and likely to change, possibly
materially, in the future. Tanker charter rates are volatile and can experience long periods at depressed levels. Future
assessments of vessel impairment would be adversely affected by reductions in vessel values and charter rates.
Goodwill
Goodwill is not amortized, but rather reviewed for impairment annually, or more frequently if impairment indicators arise. The
Company has one group of CGUs for the purpose of assessing potential goodwill impairment and has selected September 30 as
its annual goodwill impairment testing date.
A CGU is impaired when its carrying amount exceeds its recoverable amount. In assessing whether the recoverable amount of a
CGU to which goodwill has been allocated is less than its carrying amount, the Company assesses relevant events and
The recoverable amount of the Company's one group of CGUs is the higher of its fair value less cost of disposal and value in
use. We estimate the fair value less cost of disposal of this group of CGUs based on the Company's market capitalization plus a
control premium, as needed, excluding the fair value of financial instruments and other items that are not being tested for
impairment. Control premium assumptions require judgment and actual results may differ from assumed or estimated amounts.
The fair value measurement uses Level 1, Level 2 and Level 3 inputs from the fair value hierarchy. In assessing value in use,
the estimated future cash flows are discounted to present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the Company. Future cash flows are based on current market
conditions, historical trends as well as future expectations.
The non-lease component of voyage charters (and other contracts) are accounted for under the provisions of IFRS 15 Revenue
from Contracts with Customers. The Company has determined that its voyage charter contracts that qualify for accounting
under IFRS 15 consist of a single performance obligation of transporting the cargo within a specified time period. Therefore,
the performance obligation is met evenly as the voyage progresses, and the voyage revenue and expenses are recognized on a
straight-line basis over the voyage days from the commencement of loading to completion of discharge. Contract assets with
regards to voyage revenues are reported as "Voyages in progress" as the performance obligation is satisfied over time. Voyage
revenues typically become billable and due for payment on completion of the voyage and discharge of the cargo, at which point
the receivable is recognized within "Trade and other receivables".
Voyage charters contain a lease component if the contract (i) specifies a specific vessel asset; and (ii) has terms that allow the
charterer to exercise substantive decision-making rights, which have an economic value to the charterer and therefore allow the
charterer to direct how and for what purpose the vessel is used. The lease component of voyage charter contracts are accounted
for under IFRS 16 Leases which results in revenue recognition consistent with the non-lease component accounted for under
IFRS 15.
In a voyage contract, the Company bears all voyage related costs such as fuel costs, port charges and canal tolls. To recognize
costs incurred to fulfill a contract as an asset, the following criteria shall be met: (i) the costs relate directly to the contract, (ii)
the costs generate or enhance resources of the entity that will be used in satisfying performance obligations in the future and
(iii) the costs are expected to be recovered. The costs incurred during the period prior to commencement of loading the cargo,
primarily bunkers, are deferred as they represent setup costs and recorded as a current asset and are subsequently amortized on a
straight-line basis as we satisfy the performance obligations under the contract. Costs incurred to obtain a contract, such as
commissions, are also deferred and expensed over the same period. Costs incurred during the performance of a voyage are
expensed as incurred.
The Company has taken the practical expedient not to disclose the aggregate amount of the transaction price allocated to the
performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period as the performance
obligations are part of contracts having an original expected duration of one year or less.
13. Leases
At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if
the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
13.1. As a lessee
The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is
initially measured at the amount equal to the lease liability adjusted by initial direct costs incurred by the lessee. Adjustments
may also be required for any payments made at or before the commencement date, less any lease incentives received.
After lease commencement, the Company measures the right-of-use asset at cost less accumulated depreciation and
accumulated impairment. The right-of-use asset is subsequently depreciated using the straight-line method. In addition, the
right-of-use asset is reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date,
discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company's incremental
borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate. The lessee's incremental
borrowing rate is the rate of interest that a lessee would have to pay to borrow over a similar term, and with a similar security,
the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment.
Lease payments included in the measurement of the lease liability comprise the following:
• Fixed payments;
• Variable lease payments that depend on an index or a rate;
• Amounts expected to be payable under a residual value guarantee, and;
• The exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in an
optional renewal period if the Company is reasonably certain to exercise an extension option, and penalties for early
termination of a lease unless the Company is reasonably certain not to terminate early.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease payments made. It
is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in
the Company's estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its
assessment of whether the purchase or extension option is reasonably certain to be exercised or a termination option is
reasonably certain not to be exercised. When the lease liability is remeasured in this way, a corresponding adjustment is made
to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-to-use asset
has been reduced to zero.
Lease and non-lease components in the contracts are separated and the non-lease components are expensed as incurred and
classified based on the nature of the expense.
Refer to accounting policy 10.2. for impairment considerations for vessel right-of-use assets.
13.2. As a lessor
When the Company acts as a lessor, it determines at lease inception whether each lease is a finance or operating lease.
To classify each lease, the Company makes an overall assessment of whether the lease transfers substantially all of the risks and
rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then it is an
operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major
part of the economic life of the asset.
If the lease qualifies as an operating lease, e.g. time charter contracts and the lease component of voyage charter contracts, the
leased asset remains on the statement of financial position of the lessor and continues being depreciated. The Company
separates the lease and non-lease component in the contract, with the lease component qualified as operating lease and the non-
lease component accounted for under IFRS 15. The Company makes significant judgments and assumptions to separate lease
components from non-lease components of our contracts. For purposes of determining the standalone selling price of the vessel
lease and non-lease components of the Company’s time charters and voyage charters, the Company uses the residual approach
given that vessel rates are highly variable depending on shipping market conditions. The Company believes that the standalone
transaction price attributable to the non-lease component is more readily determinable than the price of the lease component
and, accordingly, the price of the service components is estimated using cost plus a margin and the residual transaction price is
attributed to the lease component. Refer to the Revenue policy for further details of the accounting for the lease and the non-
lease component.
New and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the
Company’s financial statements are disclosed below. The below list includes the new standards and amendments that we
believe are the most relevant for the Company:
The amendments are effective for annual reporting periods beginning on or after January 1, 2024 and must be applied
retrospectively. The Company is currently assessing the impact of the amendments, however, the adoption is not expected to
have a material impact on its consolidated financial statements.
The Company has not applied or early adopted any new IFRS requirements that are not yet effective as per December 31, 2023.
3. SEGMENT INFORMATION
The Company and the chief operating decision maker, or CODM, measure performance based on the Company's overall return
to shareholders based on consolidated profit or loss. The CODM does not review a measure of operating result at a lower level
than the consolidated group. Consequently, the Company has only one reportable segment: tankers. The tankers segment
includes crude oil tankers and product tankers.
The Group's internal organizational and management structure does not distinguish any geographical segments.
No customers in the years ended December 31, 2023, 2022 or 2021 individually accounted for 10% or more of the Company's
consolidated operating revenues.
The lease and non-lease components of our revenues in the year ended December 31, 2023 were as follows:
The lease and non-lease components of our revenues in the year ended December 31, 2022 were as follows:
The lease and non-lease components of our revenues in the year ended December 31, 2021 were as follows:
Certain voyage expenses are capitalized between the previous discharge port, or contract date if later, and the next load port and
amortized between load port and discharge port. $6.2 million of contract costs were capitalized in the year ended December 31,
2023 (2022: $5.3 million) as Other current assets, of which $2.7 million was amortized up to December 31, 2023 (2022: $2.5
million), leaving a remaining balance of $3.5 million as of December 31, 2023 (2022: $2.9 million). $2.9 million of contract
assets were amortized in the year ended December 31, 2023 in relation to voyages in progress as of December 31, 2022. No
impairment losses were recognized in the years ended December 31, 2023, 2022 and 2021.
Administrative income primarily comprises the income earned from the technical and commercial management of vessels and
newbuilding supervision fees from related parties, affiliated companies and third parties.
Assets from contracts with customers (excluding amounts in relation to lease components) as of December 31, 2023 and 2022
are presented within the statements of financial position as follows:
Other operating income in the years ended December 31, 2023, 2022 and 2021 was as follows:
In the year ended December 31, 2023, the Company recorded an arbitration award of $0.4 million (2022: $2.5 million) in
relation to the failed sale of Dewi Maeswara. In the year ended December 31, 2022, the Company also recorded a $1.5 million
gain on the settlement of insurance claims for Front Altair.
In November 2021, the Company announced that it had entered into an agreement to sell four of its scrubber-fitted LR2 tankers
for an aggregate sales price of $160.0 million to SFL Tanker Holding Ltd., a company related to Hemen, its largest shareholder.
Two vessels were delivered to the new owners in December 2021 and the remaining two vessels were delivered to the new
owners in January 2022. After repayment of debt on the vessels, the transaction generated total net cash proceeds of $68.6
million, with net cash proceeds of $35.1 million recorded in the year ended December 31, 2022. The Company recorded a gain
on sale in relation to the two vessels delivered to the new owners in December 2021 of $3.2 million in the year ended December
31, 2021 and a gain of $4.6 million in the year ended December 31, 2022 in relation to the two vessels delivered to the new
owners in January 2022.
In January 2023, the Company sold the 2009-built VLCC, Front Eminence, and the 2009-built Suezmax tanker, Front Balder,
for gross proceeds of $61.0 million and $39.5 million, respectively. The vessels were delivered to new owners in January and
February 2023, respectively. After repayment of existing debt on the vessels, the transactions generated net cash proceeds of
$63.6 million, and the Company recorded a gain on sale of $9.9 million and $2.8 million, respectively, in the year ended
December 31, 2023.
In April 2022, the Company announced that its subsidiary Frontline Shipping Limited had agreed with SFL, an affiliated
company, to terminate the long-term charters for the 2004-built VLCCs, Front Force and Front Energy, upon the sale and
delivery of the vessels by SFL to an unrelated third party. The Company recognized a non-cash reduction in lease obligations of
$46.6 million in the year ended December 31, 2022 in respect of these vessels. The Company agreed to a total compensation
payment to SFL of $4.5 million for the termination of the current charters. The charters terminated and the vessels were
delivered to the new owners in April 2022. The Company recorded a loss on termination of $0.4 million in the year ended
December 31, 2022.
In the year ended December 31, 2023, the Company recorded income of $1.7 million (2022: loss of $0.1 million, 2021: income
of $0.3 million) related to the pooling arrangement with SFL between two of its Suezmax tankers Front Odin and Front Njord
and two SFL vessels Glorycrown and Everbright. As of December 31, 2023, Front Njord, Glorycrown and Everbright have
been sold and delivered to their respective new owners resulting in the termination of the pooling arrangement.
5. OPERATING EXPENSES
For vessels operated in the spot market, voyage expenses are paid by the shipowner while voyage expenses for vessels under a
time charter contract, are paid by the charterer. No inventory write-downs were recognized as an expense in the years ended
December 31, 2023, 2022 and 2021.
The majority of other voyage expenses are port costs, agency fees and agent fees paid to operate the vessels on the spot market.
Port costs vary depending on the number of spot voyages performed, number and type of ports.
Ship operating expenses are the direct costs associated with running a vessel and include crew costs, vessel supplies, repairs and
maintenance, lubricating oils and insurances. The technical management of our vessels is provided by third-party ship
management companies.
Administrative expenses
The average number of employees employed by the Company and its subsidiaries in the year ended December 31, 2023 was 83
(2022: 79, 2021: 82).
Certain of the Company's subsidiaries are tax resident in Cyprus, Singapore, China, Norway and the United Kingdom and are
subject to income tax in their respective jurisdictions. Such taxes are not material to our consolidated financial statements and
related disclosures for the years ended December 31, 2023, 2022 and 2021.
Cyprus
Under the provisions of Cyprus tax laws, such income shall be included in the estimation of taxable income to be taxed at the
rate of 12.5%.
In line with the Cypriot tonnage tax system, the Company pays tax calculated on the basis of the net tonnage of the qualifying
vessels the Company owns, charters or manages. The option for tonnage tax is valid for ten years. Tonnage tax payable in
relation to our vessel owning subsidiaries are recorded as ship operating expenses in the Consolidated Statements of Profit or
Loss.
On October 3, 2023, the Cyprus Ministry of Finance initiated a public consultation to incorporate the EU Directive, aimed at
establishing a global minimum tax level for multinational and large-scale domestic enterprise groups, into national legislation.
This EU Directive, originating from the OECD/G20 BEPS Pillar Two Model Rules on December 14, 2022, seeks to ensure fair
taxation practices internationally. Following the completion of the consultation phase on October 31, 2023, the proposed
legislation has been forwarded to the Cyprus House of Parliament for approval and as of December 31, 2023 and the date of
these financial statements the legislation has not been approved. The anticipated ratification of the bill in 2024 will see its
provisions become retroactively effective from January 1, 2024 and it will be applicable to the Company. Management is
currently evaluating the potential implications of the draft bill on the Company's operations and financial statements.
United States
For the three years ended December 31, 2023, the Company did not accrue U.S. income taxes as the Company is not engaged in
a U.S. trade or business and is exempted from a gross basis tax under Section 883 of the U.S. Internal Revenue Code.
Under Section 863(c)(2)(A) of the Internal Revenue Code, 50% of all transportation revenue attributable to transportation
which begins or ends in the United States shall be treated as from sources within the United States where no Section 883
exemption is available. Such revenue is subject to 4% tax. No revenue tax has been recorded in voyage expenses and
commissions in the year ended December 31, 2023 (2022: nil, 2021: nil).
The Company does not have any unrecognized tax benefits, material accrued interest or penalties relating to income taxes.
Other Jurisdictions
In the year ended December 31, 2021, the Company received a distribution from Den Norske Krigsforsikring for Skib
(“DNK”), the Norwegian Shipowners Mutual War Risk Insurance Association, in the amount of $17.9 million which was
subject to withholding tax of $4.5 million which the Company recognized as income tax expense in the year ended December
31, 2021.
Basic earnings per share is computed based on the income available to ordinary shareholders and the weighted average number
of shares outstanding. Diluted earnings per share includes the effect of the assumed conversion of potentially dilutive
instruments, for which there was no impact in the years ended December 31, 2023 and 2022 as there were no potentially
dilutive stock options in the periods. The impact of stock options using the treasury stock method was anti-dilutive in the year
ended December 31, 2021 as the Company recorded a net loss and the exercise price was higher than the average share price in
the period; therefore 58,000 potentially dilutive stock options were excluded from the calculation in 2021.
The weighted average number of shares outstanding for the purpose of calculating basic and diluted earnings per share for the
year ended December 31, 2022 of 214,011,000 includes the impact of the 19,091,910 shares issued to Hemen for no cash
consideration in connection with the Euronav NV ("Euronav") share acquisition. Refer to Note 9 for further details.
The components of the numerator and the denominator in the calculation of basic and diluted earnings per share are as follows:
(in thousands of $) 2023 2022 2021
Profit (loss) for the period 656,414 475,537 (14,961)
(in thousands)
Weighted average number of basic and diluted shares 222,623 214,011 198,965
9. MARKETABLE SECURITIES
Marketable securities held by the Company are listed equity securities. In the year ended December 31, 2023, the Company
received dividends of $36.9 million (2022: $1.6 million, 2021: $0.5 million) from its investments in marketable securities.
Movements in marketable securities for the years ended December 31, 2023, 2022 and 2021 are as follows:
Avance Gas
As of December 31, 2023, 2022 and 2021, the Company held 442,384 shares in Avance Gas. In the year ended December 31,
2023, the Company recognized an unrealized gain of $3.8 million (2022: gain of $0.9 million, 2021: loss of $0.4 million) in
relation to these shares.
SFL
As of December 31, 2023, 2022 and 2021, the Company held 73,165 shares in SFL. In the year ended December 31, 2023, the
Company recognized an unrealized gain of $0.1 million (2022: gain of $0.1 million, 2021: gain of $0.1 million) in relation to
these shares.
Golden Ocean
As of December 31, 2023, 2022 and 2021, the Company held 10,299 shares in Golden Ocean. In the year ended December 31,
2023, the Company recognized an unrealized gain of $0.01 million (2022: loss of $0.01 million, 2021: gain of $0.1 million) in
relation to these shares.
In the year ended December 31, 2021, the Company purchased 55,959 Golden Ocean shares for $0.4 million and sold these
shares for proceeds of $0.7 million. In the year ended December 31, 2021, the Company also sold 1.3 million shares in Golden
Ocean for proceeds of $13.4 million and recognized a gain on marketable securities sold of $7.9 million.
On May 28, 2022, the Company announced that it agreed to acquire in privately negotiated share exchange transactions with
certain shareholders of Euronav a total of 5,955,705 shares in Euronav, representing 2.95% of the outstanding shares in
Euronav as of this date, in exchange for a total of 8,337,986 ordinary shares of Frontline. Frontline received the $0.06 dividend
per share that was paid on June 8, 2022 by Euronav in respect of these 5,955,705 shares.
On June 10, 2022, the Company announced that it agreed to acquire in privately negotiated transactions with certain
shareholders of Euronav a total of 7,708,908 shares in Euronav, representing 3.82% of the outstanding shares in Euronav as of
this date, in exchange for a total of 10,753,924 shares in Frontline.
In connection with the above-referenced privately negotiated share exchange transactions, Frontline entered into a share lending
arrangement with Hemen to facilitate settlement of such transactions. Pursuant to such arrangement, Hemen delivered an
aggregate of 19,091,910 Frontline shares to the exchanging Euronav holders in June 2022 and Frontline agreed to issue to
Hemen the same number of shares of Frontline in full satisfaction of the share lending arrangement. The shares were issued to
Hemen in August 2022.
As of December 31, 2022, the Company held 13,664,613 shares in Euronav, as a result of the above transactions. The acquired
shares were initially recognized at their fair value of $167.7 million and the Company recorded a realized loss of $7.8 million in
relation to these transactions, being the difference between the transaction price to acquire these shares and their fair value as of
the transaction dates. The transaction price paid to acquire these shares was $175.5 million, which was the fair value of the
Frontline's shares as of the transaction dates.
Based on the Euronav share price as of December 31, 2022, the fair value of the shares held in Euronav was $232.8 million,
which resulted in an unrealized gain of $65.1 million.
On October 9, 2023, in connection with the Acquisition (as defined in Note 12), Frontline and Famatown Finance Limited, a
company related to Hemen agreed to sell all their shares in Euronav (57,479,744 shares, representing in aggregate 26.12% of
Euronav’s issued shares) to Compagnie Maritime Belge NV ("CMB") at a price of $18.43 per share (the “Share Sale”).
In November 2023, all conditions precedent to the Share Sale, including approval of the inter-conditionality of the Share Sale
and the Acquisition by the Euronav shareholders and receipt of anti-trust approvals, were fulfilled. The Share Sale closed in
November 2023 at which time Frontline sold its 13,664,613 shares in Euronav to CMB for $251.8 million. The proceeds from
the Share Sale have been used to partly finance the Acquisition.
In the year ended December 31, 2023, the Company recognized a gain on marketable securities in relation to the Euronav
shares of $19.0 million.
Trade and other receivables are presented net of allowances for doubtful accounts of $4.3 million as of December 31, 2023
(2022: $4.4 million).
11. NEWBUILDINGS
Movements in the two years ended December 31, 2023 are as follows:
The newbuildings delivered in the two years ended December 31, 2023 are as follows:
As of December 31, 2022, the Company’s newbuilding program consisted of two VLCCs, which were delivered in January
2023. Refer to Note 12 for impairment considerations.
As of December 31, 2023, there are no remaining vessels in the Company’s newbuilding program and there are no remaining
commitments.
Movements in the three years ended December 31, 2023 are as follows:
Vessels and Dry dock Net Carrying
(in thousands of $) equipment component Value
Cost
As of December 31, 2022 4,390,718 126,437 4,517,155
Additions 1,113,143 26,114 1,139,257
Transfers from newbuildings 191,132 2,746 193,878
Disposals (230,194) (7,642) (237,836)
As of December 31, 2023 5,464,799 147,655 5,612,454
Accumulated depreciation
As of December 31, 2022 (790,346) (76,157) (866,503)
Charge for the period (212,088) (17,982) (230,070)
Disposals 111,516 5,772 117,288
As of December 31, 2023 (890,918) (88,367) (979,285)
Cost
As of December 31, 2021 4,089,351 107,616 4,196,967
Additions 16,483 17,850 34,333
Transfers from newbuildings 380,859 5,382 386,241
Disposals (95,975) (4,411) (100,386)
As of December 31, 2022 4,390,718 126,437 4,517,155
Accumulated depreciation
As of December 31, 2021 (666,860) (62,807) (729,667)
Charge for the period (145,623) (16,324) (161,947)
Disposals 22,137 2,974 25,111
As of December 31, 2022 (790,346) (76,157) (866,503)
Cost
As of January 1, 2021 3,805,768 94,396 3,900,164
Additions 189,193 12,740 201,933
Transfers from newbuildings 189,035 5,127 194,162
Disposals (94,645) (4,647) (99,292)
As of December 31, 2021 4,089,351 107,616 4,196,967
Accumulated depreciation
As of January 1, 2021 (550,082) (49,626) (599,708)
Charge for the period (136,482) (15,995) (152,477)
Disposals 19,704 2,814 22,518
As of December 31, 2021 (666,860) (62,807) (729,667)
All of the agreements relating to the Acquisition came into effect in November 2023. In December 2023, the Company took
delivery of 11 of the vessels for consideration of $1,112.2 million. The Company had a commitment of $890.0 million for the
remaining 13 vessels to be delivered excluding $347.8 million of prepaid consideration as of December 31, 2023. The
Company took delivery of the 13 remaining vessels in the first quarter of 2024.
• completed the installation of EGCS on two vessels and the installation of BWTS on one vessel;
• took delivery of two VLCCs, Front Driva and Front Nausta;
• took delivery of four LR2 newbuildings, Front Favour, Front Feature, Front Fusion and Front Future;
• sold two LR2 tankers, Front Puma and Front Tiger; and
• performed dry docks on 11 vessels.
Impairment
Movements in the three years ended December 31, 2023 are as follows:
Accumulated depreciation
As of December 31, 2022 (8,287) — (8,287)
Depreciation charge for the period (906) — (906)
Translation differences 34 — 34
As of December 31, 2023 (9,159) — (9,159)
Cost
As of December 31, 2021 11,719 103,888 115,607
Additions 159 — 159
Lease terminations — (103,888) (103,888)
Disposals (483) — (483)
As of December 31, 2022 11,395 — 11,395
Accumulated depreciation
As of December 31, 2021 (7,805) (59,008) (66,813)
Depreciation charge for the period (926) (2,297) (3,223)
Lease terminations — 61,305 61,305
Disposals 483 — 483
Translation differences (39) — (39)
As of December 31, 2022 (8,287) — (8,287)
Cost
As of January 1, 2021 11,719 113,329 125,048
Lease terminations — (9,441) (9,441)
As of December 31, 2021 11,719 103,888 115,607
Accumulated depreciation
As of January 1, 2021 (5,916) (57,188) (63,104)
Depreciation charge for the period (1,467) (11,261) (12,728)
Lease terminations — 9,441 9,441
Translation differences (422) — (422)
As of December 31, 2021 (7,805) (59,008) (66,813)
As of December 31, 2021 and January 1, 2021, the Company leased in two vessels from SFL, an affiliated company, on time
charters that were classified as leases, the 2004-built VLCCs Front Force and Front Energy. In April 2022, the Company
announced that its subsidiary Frontline Shipping Limited had agreed with SFL to terminate the long-term charters for these
vessels upon the sale and delivery of the vessels by SFL to an unrelated third party.
The right-of-use assets for offices relate to lease agreements for office space.
14. GOODWILL
Impairment
For impairment testing purposes, goodwill was allocated to one group of CGUs, the Company.
If our ordinary share price declines this could result in an impairment of some or all of the $112.5 million of goodwill. In the
absence of a control premium, a share price of $9.65 per share as of December 31, 2022 would have resulted in an impairment
of the full carrying value of goodwill.
If our ordinary share price declines this could result in an impairment of some or all of the $112.5 million of goodwill. In the
absence of a control premium, a share price of $9.72 per share as of December 31, 2023 would have resulted in an impairment
of the full carrying value of goodwill.
FMS Holdco
In the year ended December 31, 2022, the Company entered into an agreement to subscribe for 433 shares in FMS Holdco for
$1.5 million. Furthermore, FMS Holdco entered into a sale and purchase agreement to acquire the remaining 50% of the issued
The carrying value of the investment as of December 31, 2023 was $2.1 million (2022: $1.5 million). In the year ended
December 31, 2023, a share of profits of Clean Marine AS of $0.6 million (2022: share of losses of $0.6 million, 2021: nil) was
recognized.
TFG Marine
In January 2020, the joint venture agreement with Golden Ocean and companies in the Trafigura Group to establish a leading
global supplier of marine fuels was completed. As a result, Frontline took a 15% interest in the joint venture company, TFG
Marine, and made a $1.5 million shareholder loan to TFG Marine. In the year ended December 31, 2020, $0.1 million of the
shareholder loan was converted to equity. There was no change in ownership interest as a result of this transaction as each
shareholder converted a portion of shareholder debt to equity in reference to their respective ownership interest. Frontline
concluded that it is able to exercise significant influence over TFG Marine as a result of its equity shareholding and board
representation and therefore its investment is accounted for under the equity method.
The carrying value of the investment as of December 31, 2023 was $10.3 million (2022: $14.8 million). In the year ended
December 31, 2023, a share of profits of TFG Marine of $2.8 million (2022: $14.8 million, 2021: share of losses of
$0.7 million) was recognized. In the year ended December 31, 2023, the Company also received $1.4 million in loan
repayments which reduced the loan receivable to nil and a dividend of $7.3 million from TFG Marine which was recognized as
a reduction in the carrying value of the investment.
Outstanding debt as of December 31, 2023 and December 31, 2022 was as follows:
December 31, December 31,
(in thousands of $) 2023 2022
U.S. dollar denominated floating rate debt
$252.4 million term loan facility 174,125 242,908
$34.8 million term loan facility 16,370 34,814
$250.7 million term loan facility 119,088 129,912
$100.8 million term loan facility 77,725 85,399
$328.4 million term loan facility 169,705 184,981
$321.6 million term loan facility 165,203 184,183
$129.4 million term loan facility 124,415 84,469
$104.0 million term loan facility 92,422 100,141
$110.5 million term loan facility — 96,125
$60.6 million term loan facility 60,600 —
$63.5 million term loan facility 63,450 —
$544.0 million lease financing 429,352 459,918
$42.9 million term loan facility 34,559 36,942
$62.5 million term loan facility 50,347 53,820
$133.7 million term loan facility 115,502 123,367
$58.5 million term loan facility 52,000 55,250
$58.5 million term loan facility 52,000 55,250
$130.0 million term loan facility 121,062 127,562
$65.0 million term loan facility 61,750 65,000
$65.0 million term loan facility 60,937 64,187
$65.0 million term loan facility 62,292 —
$65.0 million term loan facility 62,562 —
$1,410.0 million term loan facility 891,324 —
$539.9 million Shareholder loan facility 235,000 —
Total U.S. dollar denominated floating rate debt 3,291,790 2,184,228
U.S. dollar denominated fixed rate debt
$275.0 million revolving credit facility 175,000 209,700
Total U.S. dollar denominated fixed rate debt 175,000 209,700
Debt issuance costs (42,720) (23,113)
Accrued finance expense 32,393 19,499
Total debt 3,456,463 2,390,314
Short-term debt and current portion of long-term debt 261,999 277,854
Long-term portion of debt 3,194,464 2,112,460
Proceeds and repayments of debt in the year ended December 31, 2022 are summarized as follows:
December 31, December 31,
(in thousands of $) 2021 Proceeds Repayments 2022
Total U.S. dollar denominated floating rate debt 2,130,814 651,248 (597,834) 2,184,228
Total U.S. dollar denominated fixed rate debt 209,700 — — 209,700
Debt issuance costs (24,318) (23,113)
Accrued finance expense 9,379 19,499
Total debt 2,325,575 651,248 (597,834) 2,390,314
Proceeds and repayments of debt in the year ended December 31, 2021 are summarized as follows:
January 1, December
(in thousands of $) 2021 Proceeds Repayments Other 31, 2021
Total U.S. dollar denominated floating rate debt 2,089,931 250,687 (209,804) — 2,130,814
Total U.S. dollar denominated fixed rate debt 60,000 149,700 — — 209,700
Secured borrowings 6,251 3,481 (9,717) (15) —
Debt issuance costs (20,176) (24,318)
Accrued finance expense 7,805 9,379
Total debt 2,143,811 403,868 (219,521) (15) 2,325,575
A summary of the Company's interest bearing loans and borrowings as of December 31, 2023 is as follows:
$60.6 million term loan facility and $63.5 million term loan facility
In November 2023, the Company entered into two senior secured term loan facilities in an amount of up to $124.1 million with
Deka Bank to refinance the $110.5 million term loan facility with Credit Suisse above which had total balloon payments of
$89.0 million due in January 2024. The facilities have a tenor of four and six years, respectively, carry an interest rate of SOFR
plus a margin of 171 basis points and have an amortization profile of 18 years commencing on the delivery year from the yard.
The facilities were fully drawn down in November 2023. The Company used $90.9 million of the proceeds to repay the existing
In February 2024, the Company entered into a secured term loan facility in an amount of up to $94.5 million with KFW Bank to
refinance two LR2 tankers currently financed under the existing $133.7 million facility. The new facility has a tenor of five
years, carries an interest rate of SOFR plus a margin of 180 basis points and has an amortization profile of 20 years
commencing on the delivery date from the yard. The refinancing generated net cash proceeds of approximately $38.0 million.
In February and June 2023, the Company repaid $60.0 million and $74.4 million, respectively, under the facility. In October
2023, the Company extended the facility by 20 months to January 4, 2026, at an interest rate of 10.0% and otherwise on
existing terms. In December 2023, the Company drew down $99.7 million under the facility to partly finance the Acquisition.
Up to $100.0 million remained available to be drawn as of December 31, 2023. The balance outstanding of $175.0 million was
included in long-term debt as of December 31, 2023. In April 2024, the Company repaid $100.0 million under the facility.
The amendments to our loan agreements, which are measured at amortized cost using the effective interest method, were
accounted for as an adjustment to the effective interest rate which did not have a significant effect on the carrying amount of the
loans.
Debt restrictions
The Company's loan agreements contain loan-to-value clauses, which could require the Company to post additional collateral or
prepay a portion of the outstanding borrowings should the value of the vessels securing borrowings under each of such
agreements decrease below required levels. In addition, the loan agreements contain certain financial covenants, including the
requirement to maintain a certain level of free cash, positive working capital and a value adjusted equity covenant. Cash and
cash equivalents include cash balances of $75.4 million (2022: $54.4 million), which represents 50% (2022: 50%) of the cash
required to be maintained by the financial covenants in our loan agreements. The Company is permitted to satisfy up to 50% of
the cash requirements by maintaining a committed undrawn credit facility with a remaining availability of greater than 12
months.
Failure to comply with any of the covenants in the loan agreements could result in a default, which would permit the lender to
accelerate the maturity of the debt and to foreclose upon any collateral securing the debt. Under those circumstances, the
Company might not have sufficient funds or other resources to satisfy its obligations. The Company was in compliance with all
of the financial covenants contained in the Company's loan agreements as of December 31, 2023 and December 31, 2022.
Assets pledged
December 31, December 31,
(in thousands of $) 2023 2022
Vessels 4,632,901 3,650,325
18. LEASES
As a lessee
The Company is committed to make rental payments under leases for office premises. Certain of these leases include variable
lease elements linked to inflation indexes. Such variable payments were estimated at the time of recognition on the index at that
time and are included in the minimum lease payments.
The future minimum lease payments under the Company's leases as at December 31, 2023 were as follows:
The future minimum lease payments under the Company's leases as at December 31, 2022 were as follows:
(in thousands of $)
2023 1,103
2024 1,206
2025 1,237
Total minimum lease payments 3,546
Less: Imputed interest (150)
Present value of obligations under leases 3,396
Total cash outflows for leases was $0.9 million, $2.9 million and $11.8 million in the years ended December 31, 2023, 2022
and 2021, respectively.
Expense for office leases was $0.9 million, $0.9 million and $1.5 million for the years ended December 31, 2023, 2022 and
2021, respectively.
The Company incurred lease expenses of nil (2022: $2.2 million, 2021: $8.6 million) in relation to the vessels leased-in from
SFL, an affiliated company, Front Energy and Front Force. Contingent rental income recorded in the year ended December 31,
2022 was primarily due to the fact that the profit share expense accrued in the lease obligation payable when the leases were
recorded at fair value at the time of Frontline's merger with Frontline 2012 Ltd. was $0.6 million higher than the actual profit
share expense payable to SFL, as no profit share was payable for the period. The Company recorded contingent rental income
of $3.6 million in the year ended December 31, 2021 primarily due to the fact that the actual profit share expense payable of
$0.3 million was $3.6 million less than the amount accrued in the lease obligation payable when the leases were recorded at fair
value at the time of the merger between the Company and Frontline 2012 Ltd.
The Company incurred lease expenses of nil (2022: nil, 2021: $2.7 million) in relation to two vessels leased in from a third
party on time charters that were classified as leases.
The weighted-average discount rate based on the Company's incremental borrowing rate, or IBR, in relation to the leases was
2.5% for the year ended December 31, 2023 (2022: 2.7%, 2021: 7.1%) and the weighted-average remaining lease term was two
years as of December 31, 2023 (2022: three years, 2021: five years).
For further details on the Company's right-of-use assets see Note 13.
As a lessor
Four LR2 tankers were on fixed rate time charters as of December 31, 2023 (2022: two LR2 tankers). The minimum future
revenues to be received under fixed rate contracts as of December 31, 2023 were as follows:
(in thousands of $)
2024 58,194
2025 30,895
Total minimum lease payments 89,089
(in thousands of $)
2023 24,090
2024 24,156
2025 15,954
Total minimum lease payments 64,200
Our revenues from these leases have been included within time charter revenues in the Consolidated Statement of Profit or
Loss, which solely relates to leasing revenues.
Two of the LR2 tankers on fixed rate time charters as of December 31, 2023 and December 31, 2022 have an option for a one
year extension.
The cost and accumulated depreciation of vessels leased under time charters as of December 31, 2023 were $206.1 million and
$36.0 million, respectively (December 31, 2022: $100.1 million and $3.9 million, respectively).
The following tables show the carrying amounts and fair values of financial assets and financial liabilities, including their levels
in the fair value hierarchy.
The following tables show the valuation techniques used in measuring Level 1, Level 2 and Level 3 fair values, as well as the
significant unobservable inputs that were used.
The fair value (level 2) of interest rate swaps is the present value of the estimated future cash flows that the Company would
receive or pay to terminate the agreements at the end of the reporting period, taking into account, as applicable, fixed interest
rates on interest rate swaps, current interest rates, forward rate curves and the credit worthiness of both the Company and the
derivative counterparty.
In the course of its normal business, the Company is exposed to the following risks:
• Credit risk
• Liquidity risk
• Market risk (interest rate risk, foreign currency risk, and price risk)
The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company's risk
management framework.
Credit risk
Past due amounts are not credit impaired as collection is still considered to be likely and management is confident the
outstanding amounts can be recovered. Amounts not past due are also with customers with high credit worthiness and are
therefore not credit impaired.
Restricted cash
Our interest rate swaps can require us to post cash as collateral based on their fair value which is classified as restricted cash. As
of December 31, 2023, 2022 and 2021 no cash was posted as collateral in relation to our interest rate swaps and secured
borrowings (January 1, 2021: $14.9 million).
Derivatives
The Company is exposed to the risk of credit loss in the event of non-performance by the counterparty to the interest rate swap
agreements. Interest rate swap agreements are entered into with banks and financial institution counterparties, which are rated
AA-, based on rating agency S&P.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations if they fall due. The Company’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities
when due. The Company has entered into several loan facilities whose maturities are spread over different years (see Note 17).
The Company has secured bank loans that contain loan covenants. A future breach of covenant may require the Company to
repay the loan earlier than indicated in the above table. For more details on these covenants, see Note 17.
The carrying values of fixed and floating rate debt include accrued interest as of the reporting date. The interest on floating rate
debt is based on the SOFR spot rate as of December 31, 2023 (and spot rate as of December 31, 2022 for comparatives). The
interest on fixed rate debt is based on the contractual interest rate for the periods presented. It is not expected that the cash flows
included in the table above (the maturity analysis) could occur significantly earlier, or at significantly different amounts than
stated above.
Market risk
In the year ended December 31, 2020, the Company entered into three interest rate swaps with DNB whereby the floating
interest rate on notional debt totaling $250.0 million was switched to a fixed rate.
The reference rate for our interest rate swaps, which are measured at fair value through profit or loss, was transitioned from
LIBOR to SOFR in the year ended December 31, 2023 which did not affect the accounting for these derivatives.
The aggregate fair value of these swaps at December 31, 2023 was an asset of $39.1 million (2022: $54.0 million) and a
liability of nil (2022: nil). The fair value (Level 2) of the Company’s interest rate swap agreements is the estimated amount that
the Company would receive or pay to terminate the agreements at the reporting date, taking into account, as applicable, fixed
interest rates on interest rate swaps, current interest rates, forward rate curves and the current credit worthiness of both the
Company and the derivative counterparty. The estimated fair value is the present value of future cash flows. In the year ended
December 31, 2023, the Company recorded a gain on these interest rate swaps of $8.0 million (2022: gain of $53.6 million,
2021: gain of $17.5 million).
The interest rate swaps are not designated as hedges and are summarized as of December 31, 2023 as follows:
Price risk
Our exposure to equity securities price risk arises from marketable securities held by the Company which are listed equity
securities and are carried at FVTPL unless the election to present subsequent changes in the investment's fair value in OCI is
made. See Note 9 for further details.
Capital management
We operate in a capital intensive industry and have historically financed our purchase of tankers and other capital expenditures
through a combination of cash generated from operations, equity capital and borrowings from commercial banks. Our ability to
generate adequate cash flows on a short and medium term basis depends substantially on the trading performance of our vessels
in the market. Our funding and treasury activities are conducted within corporate policies to increase investment returns while
maintaining appropriate liquidity for our requirements.
In February 2024, we declared a dividend of $0.37 per share for the fourth quarter of 2023. In November 2023, we declared a
dividend of $0.30 per share for the third quarter of 2023. In August 2023, we declared a dividend of $0.80 per share for the
second quarter of 2023. In May 2023, we declared a dividend of $0.70 per share for the first quarter of 2023. In February 2023,
we declared a dividend of $0.30 per share for the third quarter and a dividend of $0.77 per share for the fourth quarter of 2022.
In August 2022, we declared a dividend of $0.15 per share for the second quarter of 2022. No dividends were declared in 2021.
The Company's loan agreements contain loan-to-value clauses, which could require the Company to post additional collateral or
prepay a portion of the outstanding borrowings should the value of the vessels securing borrowings under each of such
agreements decrease below required levels. In addition, the loan agreements contain certain financial covenants, including the
requirement to maintain a certain level of free cash, positive working capital and a value adjusted equity covenant. Failure to
comply with any of the covenants in the loan agreements could result in a default, which would permit the lenders to accelerate
the maturity of the debt and to foreclose upon any collateral securing the debt.
The authorized share capital of the Company as of December 31, 2023 is $600,000,000 (2022: $600,000,000) divided into
600,000,000 shares (2022: 600,000,000) of $1.00 nominal value each, of which 222,622,889 shares of $1.00 nominal value
each are in issue and fully paid as of December 31, 2022 and 2023.
ATM program
In June 2020, the Company entered into an equity distribution agreement with Morgan Stanley & Co. LLC for the offer and
sale of up to $100.0 million of ordinary shares of the Company through an at-the-market offering program (the "ATM
program"). In the year ended December 31, 2021, the Company issued 5,499,658 shares for combined gross proceeds of
$51.2 million.
The movement in the number of shares outstanding during the years ended December 31, 2023 and 2022 are as follows:
The Company's share option scheme, or Frontline Scheme, permits the Board of Directors, at its discretion, to grant options to
acquire shares in the Company to employees and directors of the Company or its subsidiaries. The subscription price for all
options granted under the scheme is reduced by the amount of all dividends declared by the Company in the period from the
date of grant until the date the option is exercised, provided the subscription price is never reduced below the nominal value of
the share. The vesting periods of options granted under the Frontline Scheme will be specific to each grant. There is no
maximum number of shares authorized for awards of equity share options and authorized, unissued or treasury shares of the
Company may be used to satisfy exercised options. As of December 31, 2023 and 2022 there were no options outstanding under
this scheme. The scheme was closed to new option grants in 2019.
In the year ended December 31, 2021, the Company issued 339,000 ordinary shares for proceeds of $1.9 million under its share
option scheme at a strike price of $5.70 per share. The shares were issued to John Fredriksen (198,000 shares), Inger M. Klemp
(120,000 shares), and Ola Lorentzon (21,000 shares). In the year ended December 31, 2021, 130,000 options were exercised
and settled for a cash payment of $0.3 million.
In December 2021, the Board of Directors approved the grant of 1,280,000 synthetic options to employees and board members
according to the rules of the Company’s synthetic option scheme approved on December 7, 2021. The synthetic options have a
five-year term expiring in December 2026. The vesting period is 12 months for the first 27.5% of options, 24 months for the
next 27.5% of options and 36 months for the final 45% of options. The synthetic options will be settled in cash based on the
difference between the market price of the Company’s shares and the exercise price on the date of exercise, and as such, have
been classified as a liability. As of December 31, 2023, 92,400 synthetic options have been exercised, 86,100 have been
forfeited and 1,101,500 remaining outstanding (2022: 1,200,000).
The initial exercise price for the synthetic options granted in December 2021 was reduced by the amount of dividends paid after
the date of grant. As of December 31, 2023, 704,000 of these options had vested. As of December 31, 2023, 86,100 options had
been forfeited and 92,400 options were exercised at a weighted average exercise price of $6.52. As of December 31, 2023,
564,650 options remained exercisable. The subsequent remeasurement of fair value of the synthetic options resulted in an
expense of $10.7 million in the year ended December 31, 2023 (2022: $4.7 million, 2021: $0.2 million).
As of December 31, 2023, the weighted average exercise price of the outstanding options was $4.48 (2022: $7.64), the
weighted average exercise price of the exercisable options was $4.13 and the Company's share price was $20.05.
The weighted average fair value of the options granted in 2021 was $6.54 per share. The synthetic options had a fair value of
$17.5 million as of December 31, 2023 (2022: $8.4 million) and the Company recorded a liability of $15.0 million as of
December 31, 2023 (2022: $4.9 million) in the Consolidated Statements of Financial Position. The intrinsic value of liabilities
which had vested as of December 31, 2023 was $9.0 million (2022: $1.7 million).
We transact business with the following related parties and affiliated companies, an affiliated company being a company in
which Hemen and companies associated with Hemen have significant influence or control: SFL, Seatankers Management
Norway AS, Seatankers Management Co. Ltd, Golden Ocean, Alta Trading UK Limited, Archer Limited, Flex LNG Ltd,
Avance Gas and Front Ocean Management AS. We also own interests in TFG Marine and Clean Marine AS (through our
interest in FMS Holdco) which are accounted for as equity method investments.
Summary
A summary of transactions with related parties and affiliated companies for the years ended December 31, 2023, 2022 and 2021
was as follows:
Operating expenses
SFL 13, 18 — 1,590 5,032
Front Ocean Management AS 2,514 2,010 443
Seatankers Management Norway AS 880 516 667
Seatankers Management Co. Ltd 593 803 275
Total operating expenses 3,987 4,919 6,417
Revenues earned from related parties and affiliated companies are comprised of office rental income, technical and commercial
management fees, newbuilding supervision fees, freights, and administrative services. Operating expenses paid to related
parties and affiliated companies are comprised of rental for vessels and office space, support staff costs, and corporate
administration.
A summary of balances due from related parties and affiliated companies as of December 31, 2023 and 2022 was as follows:
Balances due from related parties and affiliated companies are primarily derived from newbuilding supervision fees, technical
and commercial management fees, and recharges for administrative services.
A summary of balances due to related parties and affiliated companies at December 31, 2023 and 2022 was as follows:
December 31, December 31,
(in thousands of $) 2023 2022
SFL 6,407 6,702
Seatankers Management Co. Ltd 337 351
Golden Ocean 13,837 8,470
Flex LNG Ltd 549 158
TFG Marine 25,956 14,831
Front Ocean Management 71 286
Avance Gas 562 450
Related party and affiliated company payables 47,719 31,248
Shareholder loan facility 235,000 —
Revolving credit facility 175,000 209,700
Total due to related parties and affiliated companies 457,719 240,948
Related party and affiliated company payables are primarily for bunker purchases, supplier rebates, loan interest and corporate
administration fees.
Other transactions
Refer to Note 8, 9 and 20 for further details of shares issued to Hemen in connection with the Euronav share acquisition.
Refer to Note 23 for further details of guarantees and commitments related to bunker supply and forward bunker purchase
arrangements with TFG Marine.
The total amount of the remuneration earned by all directors and key management personnel for their services was as follows:
In December 2021, the Board of Directors approved the grant of 1,280,000 synthetic options to employees and board members
according to the rules of the Company’s synthetic option scheme approved on December 7, 2021. The synthetic options have a
five-year term expiring in December 2026. The vesting period is 12 months for the first 27.5% of options, 24 months for the
next 27.5% of options and 36 months for the final 45% of options. The synthetic options will be settled in cash based on the
difference between the market price of the Company’s shares and the exercise price on the date of exercise, and as such, have
been classified as a liability. Refer to Note 21 for further details of the synthetic option scheme.
As of December 31, 2023, the Company has agreed to provide a $60.0 million guarantee in respect of the performance of its
subsidiaries, and two subsidiaries of an affiliate of Hemen, under a bunker supply arrangement with TFG Marine, a related
party. As of December 31, 2023, there are no amounts payable under this guarantee. In addition, should TFG Marine be
required to provide a parent company guarantee to its bunker suppliers or finance providers then for any guarantee that is
provided by the Trafigura Group and becomes payable, Frontline shall pay a pro rata amount based on its share of the equity in
TFG Marine. The maximum liability under this guarantee is $6.0 million and there are no amounts payable under this guarantee
as at December 31, 2023.
The Company has also entered into forward bunker purchase arrangements with TFG Marine which obligate the Company to
purchase and take delivery of minimum quantities of low sulfur and high sulfur bunker fuel, at fixed prices, over the period
from January 2024 to December 2024. As of December 31, 2023, the remaining commitments amounted to $53.7 million, all of
which is expected to be paid in 2024.
The Company has paid $392.5 million to TFG Marine in the year ended December 31, 2023 in relation to bunker purchases
(2022: $434.4 million, 2021: $240.5 million).
The Company insures the legal liability risks for its shipping activities with mutual protection and indemnity associations, who
are members of the International Group of P&I Clubs. As a member of these mutual associations, the Company is subject to
calls payable to the associations based on the Company's claims record in addition to the claims records of all other members of
the associations. A contingent liability exists to the extent that the claims records of the members of the associations in the
aggregate show significant deterioration, which result in additional calls on the members.
The Company is a party, as plaintiff or defendant, to several lawsuits in various jurisdictions for unpaid charter hire, demurrage,
damages, off-hire and other claims and commercial disputes arising from the operation of its vessels, in the ordinary course of
business or in connection with its acquisition activities. The Company believes that the resolution of such claims will not have a
material adverse effect on the Company's operations or financial condition individually and in the aggregate.
Refer to Note 12 for details of the remaining commitments related to the Acquisition. On October 9, 2023, Frontline and other
Hemen Related Companies entered into a settlement agreement with Euronav. As part of the overall agreements, all rights and
claims that Euronav had concerning the entering into, performance and termination of the combination agreement with Euronav
and the arbitration action filed by Euronav in January 2023 following Frontline’s withdrawal from the combination agreement
were terminated, against nil cash consideration.
In January 2024, the Company announced that it has entered into an agreement whereby the Company will sell its five oldest
VLCCs, built in 2009 and 2010, for an aggregate net sale price of $290.0 million. The vessels were delivered to the new owner
during the first half of 2024. After repayment of existing debt on the five vessels, the transaction generated net cash proceeds of
approximately $207.0 million, and the Company expects to record a gain in the first half of 2024 of approximately
$74.0 million.
In January 2024, the Company entered into an agreement to sell one of its oldest Suezmax tankers, built in 2010, for a net sale
price of $45.0 million. The vessel was delivered to the new owner during the second quarter of 2024. After repayment of
existing debt on the vessel, the transaction generated net cash proceeds of approximately $32.0 million, and the Company
expects to record a gain in the second quarter of 2024 of approximately $11.0 million.
In February 2024, the Board of Directors declared a dividend of $0.37 per share for the fourth quarter of 2023. The record date
for the dividend was March 15, 2024, the ex-dividend date was March 14, 2024, and the dividend was paid on March 27, 2024.
In March 2024, the Company entered into a fixed rate time charter-out contract for one VLCC to a third party on a three-year
time charter at a daily base rate of $51,500.
In March 2024, the Company entered into an agreement to sell another one of its oldest Suezmax tankers, built in 2010, for a
net sale price of $46.9 million. The vessel is expected to be delivered to the new owner during the second quarter of 2024. After
repayment of existing debt on the vessel, the transaction is expected to generate net cash proceeds of approximately
$34.0 million, and the Company expects to record a gain in the second quarter of 2024 of approximately $14.0 million.
In April 2024, the Company entered into a time charter-out contract for one Suezmax tanker to a third party on a three-year time
charter at a daily base rate of $32,950 plus 50% profit share.
Refer to Note 12 and Note 17 for details of other transactions that have concluded subsequent to December 31, 2023 pertaining
to the delivery of vessels and the related financing as a result of the Acquisition and other refinancing.
Statements of Profit or Loss for the years ended December 31, 2023, 2022 and 2021 99
Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021 100
Statements of Financial Position as of December 31, 2023 and 2022 101
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021 102
Statements of Changes in Equity for the years ended December 31, 2023, 2022 and 2021 103
Notes to Financial Statements 104
Statements of Profit or Loss for the years ended December 31, 2023, 2022 and 2021
(in thousands of $)
Note 2023 2022 2021
See accompanying Notes that are an integral part of these Financial Statements.
Statements of Comprehensive Income for the years ended December 31, 2023, 2022 and 2021
(in thousands of $)
Note 2023 2022 2021
Comprehensive income (loss)
Profit (loss) for the period 656,414 475,537 (14,961)
Items that may be reclassified to profit or loss:
Foreign currency translation gain (loss) (39) 226 28
Other comprehensive income (loss) (39) 226 28
Comprehensive income (loss) 656,375 475,763 (14,933)
See accompanying Notes that are an integral part of these Financial Statements.
Equity
Share capital 222,623 222,623
Additional paid in capital 604,687 604,687
Contributed surplus 1,004,094 1,004,094
Accumulated other reserves 415 454
Retained earnings 445,999 428,513
Total equity 2,277,818 2,260,371
Total liabilities and equity 2,698,955 2,482,067
See accompanying Notes that are an integral part of these Financial Statements.
On April 26, 2024, the Board of Directors of Frontline Plc authorized these parent company financial statements for issue.
Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021
(in thousands of $)
Note 2023 2022 2021
Profit (loss) for the period 656,414 475,537 (14,961)
Adjustments to reconcile profit (loss) for the period to net cash
provided by operating activities:
Net finance expense 4 10,799 13,267 8,229
Share of results from subsidiaries 8 (622,364) (449,647) 22,047
Gain on marketable securities 6 (22,002) (58,129) (6,848)
Other, net 1,738 (2,684) 32
Changes in operating assets and liabilities:
Trade and other receivables 7 46 304 5,130
Trade and other payables 9 (1,928) 4,721 1,036
Change in restricted cash 10 — — 1,538
Distributions received from subsidiaries 8 752,958 113,599 59,923
Interest paid (10,933) (13,288) (6,695)
Interest received 751 29 1
Net cash provided by operating activities 765,479 83,709 69,432
Investing activities
Contributions paid to subsidiaries 8 (556,309) (51,769) (275,169)
Purchase of marketable securities 6 — — (357)
Proceeds from sale of marketable securities 6 251,839 — 11,236
Net cash used in investing activities (304,470) (51,769) (264,290)
Financing activities
Proceeds from issuance of debt 10 334,700 — 153,181
Proceeds from issuance of shares 12 — — 52,109
Repayment of debt 10 (134,400) — (9,732)
Cash dividends paid 12 (638,928) (33,393) —
Net cash provided by (used in) financing activities (438,628) (33,393) 195,558
Net change in cash and cash equivalents 22,381 (1,453) 700
Cash and cash equivalents at beginning of year 1,643 3,096 2,396
Cash and cash equivalents at end of year 24,024 1,643 3,096
See accompanying Notes that are an integral part of these Financial Statements
Statements of Changes in Equity for the years ended December 31, 2023, 2022 and 2021
(in thousands of $, except number of shares)
Note 2023 2022 2021
Number of shares outstanding
Balance at the beginning of the year 222,622,889 203,530,979 197,692,321
Shares issued on exercise of options 12 — — 339,000
Shares issued under ATM program 12 — — 5,499,658
Shares issued in connection with Euronav share acquisition 12 — 19,091,910 —
Balance at the end of the year 222,622,889 222,622,889 203,530,979
Share capital
Balance at the beginning of the year 222,623 203,531 197,692
Shares issued on exercise of options 12 — — 339
Shares issued under ATM program 12 — — 5,500
Shares issued in connection with Euronav share acquisition 12 — 19,092 —
Balance at the end of the year 222,623 222,623 203,531
Additional paid in capital
Balance at the beginning of the year 604,687 448,291 402,021
Stock compensation expense 13 — — (338)
Shares issued on exercise of options 12 — — 1,593
Shares issued under ATM program 12 — — 45,015
Shares issued in connection with Euronav share acquisition 12 — 156,396 —
Balance at the end of the year 604,687 604,687 448,291
Contributed surplus
Balance at the beginning and the end of year 1,004,094 1,004,094 1,004,094
Accumulated other reserves
Balance at the beginning of the year 454 228 200
Other comprehensive income (loss) (39) 226 28
Balance at the end of the year 415 454 228
Retained earnings (deficit)
Balance at the beginning of the year 428,513 (13,631) 1,330
Profit (loss) for the period 656,414 475,537 (14,961)
Cash dividends 12 (638,928) (33,393) —
Balance at the end of the year 445,999 428,513 (13,631)
Total equity 2,277,818 2,260,371 1,642,513
See accompanying Notes that are an integral part of these Financial Statements.
1. GENERAL INFORMATION
Frontline plc (formerly Frontline Ltd.), is the parent company of the Frontline plc group, the Company or Frontline, an
international shipping company formerly incorporated in Bermuda as an exempted company under the Bermuda Companies
Law of 1981 on June 12, 1992. At a Special General Meeting on December 20, 2022, the Company's shareholders agreed to
redomicile the Company to the Republic of Cyprus under the name of Frontline plc (the “Redomiciliation”). The Company was
officially redomiciled to Cyprus on December 30, 2022.
The business, assets and liabilities of Frontline Ltd. and its subsidiaries prior to the Redomiciliation were the same as Frontline
plc immediately after the Redomiciliation on a consolidated basis, as well as its fiscal year. In addition, the directors and
executive officers of the Frontline plc immediately after the Redomiciliation were the same individuals who were directors and
executive officers, respectively, of Frontline Ltd. immediately prior to the Redomiciliation.
Prior to the Redomiciliation, Frontline Ltd.’s ordinary shares were listed on the New York Stock Exchange (“NYSE”) and Oslo
Stock Exchange (“OSE”) under the symbol “FRO.” Upon effectiveness of the Redomiciliation, the Company’s ordinary shares
continue to be listed on the NYSE and OSE and commenced trading under the new name Frontline plc and new CUSIP number
M46528101 and new ISIN CY0200352116 on the NYSE on January 3, 2023 and on the OSE on January 13, 2023. Frontline
plc’s LEI number was not be affected by the Redomiciliation and remains the same.
Frontline plc is the holding company of equity investments in subsidiaries. Frontline plc, through its subsidiaries, operates oil
tankers of two sizes: VLCCs, which are between 200,000 and 320,000 dwt, and Suezmax tankers, which are vessels between
120,000 and 170,000 dwt, and operates LR2/Aframax tankers, which are clean product tankers, and range in size from 110,000
to 115,000 dwt. Frontline plc's subsidiaries are located in Cyprus, Bermuda, Liberia, the Marshall Islands, Norway, the United
Kingdom, Singapore and China. Frontline plc, through its subsidiaries, is also involved in the charter, purchase and sale of
vessels.
1. Basis of presentation
The parent financial statements are prepared in accordance with IFRS® Accounting Standards ("IFRS") as adopted by the
European Union ("EU").
These parent company financial statements should be read in connection with the Consolidated financial statements of
Frontline, published together with these financial statements. With the exceptions described below, Frontline plc applies the
accounting policies of the group, as described in Note 2 Significant Accounting Policies, and reference is made to this note for
further details.
The financial statements were approved by the Board of Directors on April 26, 2024, and authorized for issue.
2. Subsidiaries
Investments in subsidiaries are accounted for using the equity method. Under the equity method of accounting, the investments
are initially recognized at cost and adjusted thereafter to recognize Frontline’s share of the post-acquisition profits or losses of
the subsidiary in profit or loss, and Frontline’s share of movements in other comprehensive income of the subsidiary in other
comprehensive income. Where Frontline’s share of losses in an equity-accounted investment equals or exceeds its interest in the
entity, Frontline does not recognize further losses, unless it has incurred obligations or made payments on behalf of the other
entity. The carrying amount of equity-accounted investments is tested for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable.
Long-term receivables for which settlement is neither planned nor likely to occur in the foreseeable future are treated as part of
the equity accounted investments in subsidiaries. Dividends from subsidiaries are recognized in the separate financial
3. EXPENSES
Administrative expenses
Frontline plc had no employees in the year ended December 31, 2023, 2022 and 2021. No pensions were paid to directors or
past directors. Stock compensation expense $3.0 million related to directors (2022: $1.2 million, 2021: $0.05 million) see Note
13 and Note 14.
Certain of Frontline plc's subsidiaries are tax resident in Cyprus, Singapore, China, Norway and the United Kingdom and are
subject to income tax in their respective jurisdictions. The tax paid by subsidiaries of Frontline plc that are subject to income tax
is included in Share of net profit/(loss) from subsidiaries accounted for using the equity method in the Statements of Profit or
Loss.
Frontline plc does not have any unrecognized tax benefits, material accrued interest or penalties relating to income taxes.
Cyprus
Under the provisions of Cyprus tax laws, such income shall be included in the estimation of taxable income to be taxed at the
rate of 12.5%.
In line with the tonnage tax legislation, Frontline plc, through its subsidiaries, pays tax calculated on the basis of the net tonnage
of the qualifying vessels the subsidiaries own, charter or manage. The option for tonnage tax should be valid for ten years.
On October 3, 2023, the Cyprus Ministry of Finance initiated a public consultation to incorporate the EU Directive, aimed at
establishing a global minimum tax level for multinational and large-scale domestic enterprise groups, into national legislation.
This EU Directive, originating from the OECD/G20 BEPS Pillar Two Model Rules on December 14, 2022, seeks to ensure fair
taxation practices internationally. Following the completion of the consultation phase on October 31, 2023, the proposed
legislation has been forwarded to the Cyprus House of Parliament for approval.
The draft legislation targets multinational and large domestic enterprise groups with a consolidated revenue exceeding EUR 750
million in two of the last four years before the assessed fiscal year. It proposes a global minimum effective tax rate of 15% and
includes specific exemptions (provided that certain conditions are met) for International Shipping Income. The anticipated
ratification of the bill in 2024 will see its provisions become retroactively effective from January 1, 2024. Key features of the
bill include the implementation of a Qualified Income Inclusion Rule starting in 2024, a Qualified Undertaxed Payments Rule
from 2025, and a Cyprus-specific domestic minimum top-up tax also from 2025.
In light of these developments, management is currently evaluating the potential implications of the draft bill on Frontline plc's
operations and financial planning.
United States
For the three years ended December 31, 2023, Frontline plc did not accrue U.S. income taxes as Frontline plc is not engaged in
a U.S. trade or business and is exempted from a gross basis tax under Section 883 of the U.S. Internal Revenue Code.
Under Section 863(c)(2)(A) of the Internal Revenue Code, 50% of all transportation revenue attributable to transportation
which begins or ends in the United States shall be treated as from sources within the United States where no Section 883
exemption is available. Such revenue is subject to 4% tax. No revenue tax has been recorded in the year ended December 31,
2023 (2022: nil, 2021: nil).
Other Jurisdictions
In the year ended December 31, 2021, Frontline plc received a distribution from Den Norske Krigsforsikring for Skib (“DNK”),
the Norwegian Shipowners Mutual War Risk Insurance Association, in the amount of $17.9 million which was subject to
withholding tax of $4.5 million which Frontline plc recognized as income tax expense in the year ended December 31, 2021.
6. MARKETABLE SECURITIES
Marketable securities held by Frontline plc are listed equity securities accounted for fair value through profit or loss. In the year
ended December 31, 2023 Frontline plc received dividends of $36.9 million (2022: $1.6 million, 2021: $0.5 million) from its
investments in marketable securities.
A summary of the movements in marketable securities for the years ended December 31, 2023, 2022 and 2021 is presented in
the table below:
Avance Gas
As of December 31, 2023, 2022 and 2021, Frontline plc held 329,669 shares in Avance Gas. In the year ended December 31,
2023, Frontline plc recognized an unrealized gain of $2.9 million (2022: gain of $0.7 million, 2021: loss of $0.3 million) in
relation to the shares held in Avance Gas.
SFL
As of December 31, 2023, 2022 and 2021, Frontline plc held 73,165 shares in SFL. In the year ended December 31, 2023,
Frontline plc recognized an unrealized gain of $0.1 million (2022: gain of $0.1 million, 2021: gain of $0.1 million) in relation to
the shares held in SFL.
Golden Ocean
As of December 31, 2023, 2022 and 2021, Frontline plc held nil shares in Golden Ocean.
In the year ended December 31, 2021, Frontline plc purchased 55,959 Golden Ocean shares for $0.4 million and sold these
shares for proceeds of $0.7 million. In the year ended December 31, 2021, Frontline plc also sold 1.3 million shares in Golden
Ocean for proceeds of $13.4 million and recognized a gain on marketable securities sold of $7.9 million.
Euronav
On May 28, 2022, the Company announced that it agreed to acquire in privately negotiated share exchange transactions with
certain shareholders of Euronav a total of 5,955,705 shares in Euronav, representing 2.95% of the outstanding shares in
Euronav as of this date, in exchange for a total of 8,337,986 ordinary shares of Frontline. Frontline received the $0.06 dividend
per share that was paid on June 8, 2022 by Euronav in respect of these 5,955,705 shares.
On June 10, 2022, the Company announced that it agreed to acquire in privately negotiated transactions with certain
shareholders of Euronav a total of 7,708,908 shares in Euronav, representing 3.82% of the outstanding shares in Euronav as of
this date, in exchange for a total of 10,753,924 shares in Frontline.
In connection with the above-referenced privately negotiated share exchange transactions, Frontline entered into a share lending
arrangement with Hemen to facilitate settlement of such transactions. Pursuant to such arrangement, Hemen delivered an
aggregate of 19,091,910 Frontline shares to the exchanging Euronav holders in June 2022 and Frontline agreed to issue to
Hemen the same number of shares of Frontline in full satisfaction of the share lending arrangement. The shares were issued to
Hemen in August 2022.
As of December 31, 2022, Frontline plc held 13,664,613 shares in Euronav, as a result of the above transactions. The acquired
shares were initially recognized at their fair value of $167.7 million and Frontline plc recorded a realized loss of $7.8 million in
relation to these transactions, being the difference between the transaction price to acquire these shares and their fair value as of
the transaction dates. The transaction price paid to acquire these shares was $175.5 million, which was the fair value of the
Frontline's shares as of the transaction dates.
Based on the Euronav share price as of December 31, 2022, the fair value of the shares held in Euronav was $232.8 million,
which resulted in an unrealized gain of $65.1 million.
In November 2023, all conditions precedent to the Share Sale, including approval of the inter-conditionality of the Share Sale
and the Acquisition by the Euronav shareholders and receipt of anti-trust approvals, were fulfilled. The Share Sale closed in
November 2023 at which time Frontline sold its 13,664,613 shares in Euronav to CMB for $251.8 million. The proceeds from
the Share Sale have been used to partly finance the Acquisition.
In the year ended December 31, 2023, Frontline plc recognized a gain on marketable securities in relation to the Euronav shares
of $19.0 million.
Other receivables are presented net of allowances for doubtful accounts amounting to nil as of December 31, 2023 (2022: nil).
8. INVESTMENTS IN SUBSIDIARIES
A summary of the movements in investments in subsidiaries for the years ended December 31, 2023, 2022 and 2021 is
presented in the table below:
All Frontline plc's subsidiaries are wholly owned. See Note 24 Group Entities in the Consolidated Financial Statements for a
table with Frontline plc's subsidiaries for the years ended December 31, 2023 and 2022.
A summary of outstanding debt as of December 31, 2023 and 2022 was as follows:
Proceeds and repayments of debt in the year ended December 31, 2023 are summarized as follows:
Proceeds and repayments of debt in the year ended December 31, 2022 are summarized as follows:
Proceeds and repayments of debt in the year ended December 31, 2021 are summarized as follows:
January 1, December 31,
(in thousands of $) 2021 Proceeds Repayments 2021
U.S. dollar denominated fixed rate debt
$275.0 million revolving credit facility 60,000 149,700 — 209,700
Total U.S. dollar denominated fixed rate debt 60,000 149,700 — 209,700
Secured borrowings 6,251 3,481 (9,732) —
Accrued finance expense 625 2,184
Total debt 66,876 153,181 (9,732) 211,884
In November 2022, Frontline plc extended the facility by 12 months to May 2024 at an interest rate of 8.50% and otherwise on
same terms. The balance outstanding of $209.7 million is included in long-term debt as of December 31, 2022.
In February and June 2023, Frontline plc repaid $60.0 million and $74.4 million, respectively, under the facility. In October
2023, Frontline plc extended the facility by 20 months to January 4, 2026, at an interest rate of 10.0% and otherwise on existing
terms. In December 2023, Frontline plc drew down $99.7 million under the facility. Up to $100.0 million remained available to
be drawn as of December 31, 2023. The balance outstanding of $175.0 million was included in long-term debt as of December
31, 2023. In April 2024, the Company repaid $100.0 million under the facility.
Secured borrowings
As of January 1, 2021, Frontline plc had entered into a forward contract to repurchase the shares of Golden Ocean in March
2021 for $6.2 million, with the shares recorded in marketable securities and a liability recorded as of January 1, 2021 within
short-term debt for $6.3 million, after adjusting for the effect of foreign exchange. Frontline plc was required to post collateral
of 20% of the total repurchase price for the duration of the agreement which was held in restricted cash as of January 1, 2021.
In the year ended December 31, 2021, Frontline plc sold the Golden Ocean shares previously held as marketable securities.
Frontline plc paid no debt arrangement fees in the year ended December 31, 2023 (2022, 2021: nil).
The following tables show the carrying amounts and fair values of financial assets and financial liabilities, including their levels
in the fair value hierarchy.
The following tables show the valuation techniques used in measuring Level 1, Level 2 and Level 3 fair values, as well as the
significant inputs that were used.
Marketable securities are listed equity securities for which the fair value is the aggregate market value based on quoted market
prices (level 1).
In the course of its normal business, Frontline plc is exposed to the following risks:
• Credit risk
• Liquidity risk
• Market risk (interest rate risk, foreign currency risk and price risk)
Frontline plc's activities do not substantially differ from the Frontline’s group. See Note 19 Financial Instruments - Fair Values
And Risk Management in the Consolidated financial statements.
The authorized share capital of Frontline plc as of December 31, 2023 is $600,000,000 (2022: $600,000,000) divided into
600,000,000 shares (2022: 600,000,000) of $1.00 nominal value each, of which 222,622,889 shares of $1.00 nominal value
each are in issue and fully paid as of December 31, 2022 and 2023.
ATM program
In June 2020, Frontline plc entered into an equity distribution agreement with Morgan Stanley & Co. LLC for the offer and sale
of up to $100.0 million of ordinary shares of the Company through an at-the-market offering program (the "ATM program"). In
the year ended December 31, 2021, the Company issued 5,499,658 shares for combined gross proceeds of $51.2 million.
The movement in the number of shares outstanding during the years ended December 31, 2023, 2022 and 2021 are as follows:
Frontline plc's share option scheme, or Frontline Scheme, permits the Board of Directors, at its discretion, to grant options to
acquire shares in Frontline plc to employees and directors of Frontline plc or its subsidiaries. The subscription price for all
options granted under the scheme is reduced by the amount of all dividends declared by Frontline plc in the period from the
date of grant until the date the option is exercised, provided the subscription price is never reduced below the nominal value of
the share. The vesting periods of options granted under the Frontline Scheme will be specific to each grant. There is no
maximum number of shares authorized for awards of equity share options and authorized, unissued or treasury shares of
Frontline plc may be used to satisfy exercised options. As of December 31, 2023 and 2022 there were no options outstanding
under this scheme. The scheme was closed to new option grants in 2019.
In the year ended December 31, 2021, Frontline plc issued 339,000 ordinary shares for proceeds of $1.9 million under its share
option scheme at a strike price of $5.70 per share. The shares were issued to John Fredriksen (198,000 shares), Inger M. Klemp
(120,000 shares), and Ola Lorentzon (21,000 shares). In the year ended December 31, 2021, 130,000 options were exercised
and settled for a cash payment of $0.3 million.
In December 2021, the Board of Directors approved the grant of 1,280,000 synthetic options to employees of its subsidiaries
and board members according to the rules of Frontline plc’s synthetic option scheme approved on December 7, 2021. The
synthetic options have a five-year term expiring in December 2026. The vesting period is 12 months for the first 27.5% of
options, 24 months for the next 27.5% of options and 36 months for the final 45% of options. The synthetic options will be
settled in cash based on the difference between the market price of Frontline plc’s shares and the exercise price on the date of
exercise, and as such, have been classified as a liability. 400,000 of these synthetic options have been awarded to board
members of Frontline plc and the remaining liability is included in Investments in Subsidiaries.
The synthetic options have an estimated expected life of 3.4 years. The risk-free interest rate was estimated using the interest
rate on three year U.S. treasury zero coupon issues for the options granted. The volatility was estimated using historical share
price data. The dividend yield was estimated at 0% as the exercise price is reduced by all dividends declared by Frontline plc
from the date of grant to the exercise date. It was assumed that all of the options granted will vest.
As of December 31, 2023, the weighted average exercise price of the outstanding options was $4.48, the weighted average
exercise price of the exercisable options was $4.13 and Frontline's share price was $20.05.
The weighted average fair value of the synthetic options was $6.54 per share. The synthetic options had a fair value of $4.4
million as of December 31, 2023 and Frontline plc recorded a liability of $3.7 million as of December 31, 2023. The intrinsic
value of liabilities which had vested as of December 31, 2023 was $2.1 million.
Frontline plc, through its subsidiaries, transact business with the following related parties and affiliated companies, an affiliated
company being a company in which Hemen and companies associated with Hemen have significant influence or control: SFL,
Seatankers Management Norway AS, Seatankers Management Co. Ltd, Golden Ocean, Alta Trading UK Limited, Archer
Limited, Flex LNG Ltd, Avance Gas and Front Ocean Management AS.
In the year ended December 31, 2023, Frontline plc recognized interest expense of $11.7 million (2022: $13.3 million, 2021:
$8.2 million) in relation to senior unsecured facility agreement with an affiliate of Hemen. In the year ended December 31,
2023, Frontline plc recognized interest expense of $0.3 million (2022, 2021: nil) in relation to the subordinated unsecured
shareholder loan from Hemen.
A summary of Frontline plc's subsidiary transactions with related parties and affiliated companies is provided in Note 22 of the
Consolidated Financial Statements of Frontline.
A summary of balances due from related parties and affiliated companies at December 31, 2023 and December 31, 2022 was as
follows:
December 31, December 31,
(in thousands of $) 2023 2022
Other related parties and affiliated companies 27 9
27 9
The Company had nil balance related party and affiliated company payables at December 31, 2023 and December 31, 2022.
A summary of debt due to related parties and affiliated companies at December 31, 2023 and 2022 was as follows:
Other transactions
Refer to Note 6 and 12 for further details of shares issued to Hemen in connection with the Euronav share acquisition.
Refer to Note 15 for further details of guarantees related to bunker supply arrangements with TFG Marine.
The total amount of the remuneration earned by all directors and key management personnel for their services was as follows:
The Directors annually review the remuneration of the members of key management personnel. Directors' fees are approved
annually by the AGM. Total remuneration consists of a fixed and a variable component and can be summarized as follows:
As of December 31, 2023, Frontline plc has agreed to provide a $60.0 million guarantee in respect of the performance of its
subsidiaries, and two subsidiaries of an affiliate of Hemen, under a bunker supply arrangement with TFG Marine, a related
party. As of December 31, 2023, there are no amounts payable under this guarantee. In addition, should TFG Marine be
required to provide a parent company guarantee to its bunker suppliers or finance providers then for any guarantee that is
provided by the Trafigura Group and becomes payable, Frontline shall pay a pro rata amount based on its share of the equity in
TFG Marine. The maximum liability under this guarantee is $6.0 million and there are no amounts payable under this guarantee
as at December 31, 2023.
Refer to Note 6 for details of the remaining commitments related to the Acquisition. On October 9, 2023, Frontline and other
Hemen Related Companies entered into a settlement agreement with Euronav. As part of the overall agreements, all rights and
claims that Euronav had concerning the entering into, performance and termination of the combination agreement with Euronav
and the arbitration action filed by Euronav in January 2023 following Frontline’s withdrawal from the combination agreement
were terminated, against nil cash consideration.
In February 2024, the Board of Directors declared a dividend of $0.37 per share for the fourth quarter of 2023. The record date
for the dividend was March 15, 2024, the ex-dividend date was March 14, 2024, and the dividend was paid on March 27, 2024.
Refer to Note 10 for details of other transactions that have concluded subsequent to December 31, 2023 pertaining to financing.
Report on the Audit of the Consolidated Financial Statements and the Parent
Company Financial Statements
Opinion
In our opinion, the accompanying consolidated financial statements of Frontline Plc and its
subsidiaries (together the “Group”) and the parent company financial statements of Frontline Plc
(the “Company”) give a true and fair view of the financial position of the Group and the Company
as at 31 December 2023, and of their consolidated and parent company financial performance
and their consolidated and parent company cash flows for the year then ended in accordance
with International Financial Reporting Standards (IFRSs) as adopted by the European Union
and the requirements of the Cyprus Companies Law, Cap. 113.
We have audited the consolidated financial statements and the parent company financial
statements which are presented in pages 47 to 115 and comprise:
● the consolidated statement of financial position and the statement of financial position of
the Company as at 31 December 2023;
● the consolidated statement of profit or loss and the statement of profit or loss of the
Company for the year then ended;
● the consolidated statement of comprehensive income and the statement of
comprehensive income of the Company for the year then ended;
● the consolidated statement of cash flows and the statement of cash flows of the Company
for the year then ended;
● the consolidated statement of changes in equity and the statement of changes in equity of
the Company for the year then ended; and
● the notes to the consolidated financial statements and the parent company financial
statements, which include a summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the consolidated
financial statements and the parent company financial statements is International Financial
Reporting Standards as adopted by the European Union and the requirements of the Cyprus
Companies Law, Cap. 113.
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for
the Audit of the Consolidated Financial Statements and the Parent Company Financial
Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Independence
We remained independent of the Group and the Company throughout the period of our
appointment in accordance with the International Ethics Standards Board for Accountants’
International Code of Ethics for Professional Accountants (including International Independence
Standards) (IESBA Code) together with the ethical requirements that are relevant to our audit of
the consolidated financial statements and the parent company financial statements in Cyprus
and we have fulfilled our other ethical responsibilities in accordance with these requirements and
the IESBA Code.
Key audit matters are those matters that, in our professional judgment, were of most significance
in our audit of the consolidated financial statements and the parent company financial statements
of the current period. These matters were addressed in the context of our audit of the consolidated
financial statements and the parent company financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
Key Audit Matter How our audit addressed the Key Audit Matter
Impairment indicator assessment for the Addressing the matter involved performing
Group’s Vessels and equipment and the procedures and evaluating audit evidence in
Company’s investments in subsidiaries connection with forming our overall opinion
on the consolidated financial statements and
As described in Note 12 to the consolidated
parent company financial statements.
financial statements, the Group’s Vessels and
equipment was $4,633.2 million as of These procedures included testing the design
December 31, 2023. and operating effectiveness of controls related
to management’s impairment indicator
As described in Note 8 to the parent company
assessment for Vessels, including controls over
financial statements, the Company’s
development of estimated market values
Investment in subsidiaries was $2,668.7
received from independent ship brokers of the
million as of December 31, 2023.
vessels, as well as negative developments in
Management reviews the carrying amount of forecasted TCE rates.
vessels for potential impairment whenever
These procedures also included, among others,
events or changes in circumstances indicate
testing management’s process for assessing
that the carrying amount of the asset or cash-
impairment indicators; testing the
generating unit might not be recoverable.
completeness, accuracy and relevance of
Indicators of impairment are identified by underlying data and evaluating the significant
management based on a combination of assumptions used by management.
internal and external factors which include
significant management judgments and
assumptions, related to the development of
estimated market values received from
independent ship brokers of the vessels, as
well as negative developments in forecasted
time charter equivalent rates (“TCE rates”).
The principal considerations for our Evaluating management’s assumptions related
determination that performing procedures to estimated market values received from
relating to the impairment assessment for independent ship brokers of the vessels, as
Vessels held and used by the Group is a key well as negative developments in forecasted
audit matter is the significant judgment TCE rates, included evaluating whether the
applied by management in assessing the assumptions used by management were
impairment indicators. This in turn led to a reasonable considering (i) the consistency with
high degree of auditor judgment, effort and external market and industry data and (ii)
subjectivity in performing procedures to whether the assumptions were consistent with
evaluate the significant assumptions used by evidence obtained in other areas of the audit.
management, related to estimated market
values received from independent ship brokers We also evaluated the competence, capability
of the vessels, as well as negative and objectivity of the independent ship
developments in forecasted TCE rates. brokers used by management.
As the Company uses the equity accounting to We read Note 12 to the consolidated financial
account for its investment in subsidiaries in statements and Note 8 to the parent company
the parent company financial statements, the financial statements and assessed the content
above key audit matter applies equally to the as appropriate.
Company’s “Investment in subsidiaries”. No matters of consequence arose from our
procedures.
The Board of Directors is responsible for the other information. The other information comprises
the information included in the Statement of the Members of the Board of Directors and Other
Responsible Persons of the Company for the Financial Statements, the Corporate Governance
Report, the Remuneration Report and the Management Report but does not include the
consolidated financial statements and the parent company financial statements and our auditor’s
report thereon.
Our opinion on the consolidated financial statements and the parent company financial
statements does not cover the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the consolidated financial statements and the parent company
financial statements, our responsibility is to read the other information identified above and, in
doing so, consider whether the other information is materially inconsistent with the consolidated
financial statements and the parent company financial statements or our knowledge obtained in
the audit, or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of the Board of Directors and those charged with governance for the
Consolidated Financial Statements and the Parent Company Financial Statements
The Board of Directors is responsible for the preparation of the consolidated financial statements
and the parent company financial statements that give a true and fair view in accordance with
International Financial Reporting Standards as adopted by the European Union and the
requirements of the Cyprus Companies Law, Cap. 113, and for such internal control as the Board
of Directors determines is necessary to enable the preparation of consolidated financial
statements and parent company financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the consolidated financial statements and the parent company financial statements,
the Board of Directors is responsible for assessing the Group’s and the Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the Board of Directors either intends to liquidate the
Group and the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group’s and the Company’s
financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements and
the Parent Company Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements and the parent company financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with ISAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken
on the basis of these consolidated financial statements and the parent company financial
statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
● Identify and assess the risks of material misstatement of the consolidated financial
statements and the parent company financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting
a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
● Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s and the Company’s internal
control.
● Evaluate the appropriateness of accounting policies used and the reasonableness
of accounting estimates and related disclosures made by the Board of Directors.
● Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists
related to events or conditions that may cast significant doubt on the Group’s and the
Company’s ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in
the consolidated financial statements and the parent company financial statements or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor’s report. However, future events or
conditions may cause the Group and the Company to cease to continue as a going concern.
● Evaluate the overall presentation, structure and content of consolidated financial
statements and parent company financial statements, including the disclosures, and
whether the consolidated financial statements and the parent company financial
statements represent the underlying transactions and events in a manner that achieves a
true and fair view.
● Obtain sufficient appropriate audit evidence regarding the financial information of the
entities or business activities within the Group to express an opinion on the consolidated
financial statements. We are responsible for the direction, supervision and performance
of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence, and
where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the consolidated financial statements and
the parent company financial statements of the current period and are therefore the key audit
matters.
Pursuant to the requirements of Article 10(2) of the EU Regulation 537/2014 we provide the
following information in our Independent Auditor’s Report, which is required in addition to the
requirements of International Standards on Auditing.
We were first appointed as auditors of the Company on 20 December 2022 at the Special General
Meeting of Shareholders, for the audit of the consolidated financial statements and the parent
company financial statements for the year ended 31 December 2022. Our appointment
represents a total period of uninterrupted engagement appointment of 2 years.
We confirm that our audit opinion on the consolidated financial statements and the parent
company financial statements expressed in this report is consistent with the additional report to
the Audit Committee of the Company, which we issued on 22 April 2024 in accordance with Article
11 of the EU Regulation 537/2014.
We have examined the digital files of the European Single Electronic Format (ESEF) of Frontline
Plc for the year ended 31 December 2023 comprising an XHTML file which includes the
consolidated and parent company financial statements for the year then ended and XBRL files
with the marking up carried out by the entity of the consolidated statement of financial position
as at 31 December 2023, and the consolidated statement of profit or loss and, consolidated
statement of comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows for the year then ended, and all disclosures made to the
consolidated financial statements or made by cross-reference therein to other parts of the annual
financial report for the year ended 31 December 2023 that correspond to the elements of Annex II
of the EU Delegated Regulation 2019/815 of 17 December 2018 of the European Commission, as
amended from time to time (the “ESEF Regulation”) (the “digital files”).
The Board of Directors of Frontline Plc is responsible for preparing and submitting the
consolidated and parent company financial statements for the year ended 31 December 2023 in
accordance with the requirements set out in the ESEF Regulation.
Our responsibility is to examine the digital files prepared by the Board of Directors of Frontline
Plc. According to the Audit Guidelines issued by the Institute of Certified Public Accountants of
Cyprus (the “Audit Guidelines”), we are required to plan and perform our audit procedures in
order to examine whether the content of the consolidated and parent company financial
statements included in the digital files correspond to the consolidated and parent company
financial statements we have audited, and whether the format and marking up included in the
digital files have been prepared in all material respects, in accordance with the requirements of
the ESEF Regulation.
In our opinion, the digital files examined correspond to the consolidated and parent company
financial statements, and the consolidated financial statements included in the digital files, are
presented and marked-up, in all material respects, in accordance with the requirements of the
ESEF Regulation.
Pursuant to the additional requirements of the Auditors Law of 2017, we report the following:
● In our opinion, based on the work undertaken in the course of our audit, the
management report has been prepared in accordance with the requirements of the
Cyprus Companies Law, Cap. 113, and the information given is consistent with the
consolidated financial statements and the parent company financial statements.
● In light of the knowledge and understanding of the Group and the Company and their
environment obtained in the course of the audit, we are required to report if we have
identified material misstatements in the management report. We have nothing to report
in this respect.
● In our opinion, based on the work undertaken in the course of our audit, the information
included in the corporate governance statement in accordance with the requirements of
subparagraphs (iv) and (v) of paragraph 2(a) of Article 151 of the Cyprus Companies
Law, Cap. 113, have been prepared in accordance with the requirements of the Cyprus
Companies Law, Cap. 113, and is consistent with the consolidated financial statements
and the parent company financial statements.
● In our opinion, based on the work undertaken in the course of our audit, the corporate
governance statement includes all information referred to in subparagraphs (i), (ii), (iii),
(vi) and (vii) of paragraph 2(a) of Article 151 of the Cyprus Companies Law, Cap. 113.
● In light of the knowledge and understanding of the Group and the Company and their
environment obtained in the course of the audit, we are required to report if we have
identified material misstatements in the corporate governance statement in relation to
the information disclosed for items (iv) and (v) of subparagraph 2(a) of Article 151 of the
Cyprus Companies Law, Cap. 113. We have nothing to report in this respect.
Other Matter
This report, including the opinion, has been prepared for and only for the Company’s members
as a body in accordance with Article 10(1) of the EU Regulation 537/2014 and Section 69 of the
Auditors Law of 2017 and for no other purpose. We do not, in giving this opinion, accept or
assume responsibility for any other purpose or to any other person to whose knowledge this
report may come to.
The engagement partner on the audit resulting in this independent auditor’s report is Tasos Nolas.
Tasos Nolas
Certified Public Accountant and Registered
Auditor for and on behalf of
PricewaterhouseCoopers Limited
Certified Public Accountants and Registered
Auditors