CMB.TECH ANNOUNCES Q1 2025 RESULTS
1 BILLION USD CONTRACT BACKLOG ADDED
ANTWERP, Belgium, 21 May 2025 – CMB.TECH NV (« CMBT”, « CMB.TECH” or « the Company”) (NYSE: CMBT & Euronext: CMBT) reported its non-audited financial results today for the first quarter ended 31 March 2025.
HIGHLIGHTS
Financial highlights:
Profit of USD 40.4 million in Q1 2025CMB.TECH increases its contract backlog by USD 921 million (to USD 2.94 billion) Corporate highlights: CMB.TECH buys Hemen stake in Golden OceanTerm sheet signed for a stock-for-stock merger transaction between CMB.TECH and Golden Ocean Fleet highlights:
Fortescue and CMB.TECH sign agreement for ammonia-powered NewcastlemaxCMB.TECH and MOL sign landmark agreement for nine ammonia-powered vesselsDelivery of 5 newbuilding vessels: Mineral Portugal, Mineral Osterreich, Mineral Suomi, Mineral Sverige and CTV Hydrocat 60Previously announced sales generated a capital gain of USD 46.25 million: Suezmax Cap Lara (2007, 158,826 dwt), VLCC Alsace (2012 – 299,999 DWT) and Windcat 6Sale of three VLCCs in Q1 2025, Iris (2012, 314,000 dwt), Hakata (2010, 302,550 dwt) & Hakone (2010, 302,624 dwt) as part of the fleet rejuvenation strategy. The sales will generate a total capital gain of approximately 96.7 million USD (in Q2 and Q3 2025)
For the first quarter of 2025, CMB.TECH realised a net gain of USD 40.4 million or USD 0.21 per share (first quarter 2024: a net gain of 495.2 USD million or USD 2.46 per share). EBITDA (a non-IFRS measure) for the same period was USD 158.4 million (first quarter 2024: USD 550.5 million).
Commenting on the Q1 results, Alexander Saverys (CEO) said:
« During the first quarter of 2025, we have acquired Hemen’s stake in Golden Ocean and signed a term sheet for a stock-for-stock merger with Golden Ocean. This would propel us to the top of dry bulk shipowners worldwide and significantly increase our exposure to dry bulk markets at an interesting point in the cycle. Meanwhile, we relentlessly continue executing our strategy by rejuvenating our fleet and signing long term contracts for low carbon ships. Three older vessels were sold, five newbuildings were delivered, and multiple commercial agreements were signed, adding close to 1 billion USD to our contract backlog. If the merger with Golden Ocean is approved, our fleet would grow to more than 250 modern vessels operating under five shipping brands. This will give us all the necessary firepower to continue investing in our fleet and seize opportunities.”
Key figures1
The most important key figures (unaudited) are:
(in thousands of USD)
First Quarter 2025
First Quarter 2024
Revenue
235,044
240,377
Other operating income
7,134
7,596
Raw materials and consumables
(2,809)
(1,243)
Voyage expenses and commissions
(42,404)
(36,917)
Vessel operating expenses
(61,829)
(49,472)
Charter hire expenses
(313)
(18)
General and administrative expenses
(22,847)
(17,706)
Net gain (loss) on disposal of tangible assets
46,451
407,562
Depreciation
(55,671)
(40,238)
Net finance expenses
(64,215)
(15,441)
Share of profit (loss) of equity accounted investees
(51)
541
Result before taxation
38,490
495,041
Tax benefit (expense)
1,883
208
Profit (loss) for the period
40,373
495,249
Attributable to:
Owners of the Company
43,998
495,249
Non-controlling interest
(3,625)
–
Information per share:
(in USD per share)
First Quarter 2025
First Quarter 2024
Weighted average number of shares (basic) *
194,216,835
201,521,800
Result after taxation
0.21
2.46
The number of shares issued on 31 March 2025 is 220,024,713. However, the number of shares excluding the owned shares held by CMB.TECH at 31 March 2025 is 194,216,835.
EBITDA reconciliation (unaudited):
(in thousands of USD)
First Quarter 2025
First Quarter 2024
Profit (loss) for the period
40,373
495,249
+ Net interest expenses
64,215
15,260
+ Depreciation of tangible and intangible assets
55,671
40,238
+ Income tax expense (benefit)
(1,883)
(208)
EBITDA (unaudited)
158,376
550,539
EBITDA per share:
(in USD per share)
First Quarter 2025
First Quarter 2024
Weighted average number of shares (basic)
194,216,835
201,521,800
EBITDA
0.82
2.73
All figures, except for EBITDA, have been prepared under IFRS as adopted by the EU (International Financial Reporting Standards) and have not been audited nor reviewed by the statutory auditor.
TCE
The average daily time charter equivalent rates (TCE, a non IFRS-measure) can be summarised as follows:
In USD per day
Q1 2025 Q1 2024 TANKERS VLCC Average spot rate (in TI Pool)* 35,101 41,700 Average time charter rate** 46,135 46,300 SUEZMAX Average spot rate*** 41,391 58,000 Average time charter rate 31,328 30,700 DRY-BULK VESSELS Average spot rate*** 18,393 23,924 CONTAINER VESSELS Average time charter rate 29,378 29,378 CHEMICAL TANKERS Average spot rate* 20,521 25,545 Average time charter rate 19,306 19,306 OFF-SHORE WIND (CTV) Average time charter rate 2,376 2,889 *CMB.TECH owned ships in TI Pool or Stolt Pool (excluding technical offhire days)
**Including profit share where applicable
*** Reporting load-to-discharge, in line with IFRS 15
CORPORATE UPDATE
On 4 March 2025, CMB.TECH announced that it had entered into a share purchase agreement with Hemen Holding Limited, for the acquisition of 81,363,730 shares in Golden Ocean Group Limited (representing ca. 40.8%2 of Golden Ocean’s outstanding shares and votes which includes all Golden Ocean shares controlled by Hemen), at a price of 14.49 USD per share (the « Transaction”). The Transaction did not trigger a mandatory takeover bid or similar offer in Bermuda, Norway, the United States, or any other jurisdiction. This acquisition is in line with CMB.TECH’s strategic objective of diversification, with the Company investing in a modern dry bulk fleet. The acquisition closed on March 12, 2025.
On 21 March 2025, Golden Ocean Group Limited announced the appointment by the Board of Directors of Mr. Patrick De Brabandere and Mr. Patrick Molis as Directors of the Company. Considering these changes, the Board of Directors of Golden Ocean currently consists of Mr. James O’Shaughnessy, Ms. Tonesan Amissah, Mr. James Ayers, Mr. Carl Erik Steen, Mr. Patrick De Brabandere and Mr. Patrick Molis.
On 27 March 2025, CMB.TECH NV filed a Schedule 13D/A to report that CMB.TECH NV indirectly acquired 7,347,277 additional shares in Golden Ocean in the open market following the Share Purchase. On March 27, 2025, CMB.TECH NV owned an aggregate of 88,711,007 shares in Golden Ocean, representing approximately 44.5% of Golden Ocean’s outstanding voting shares.
On 3 April 2025, CMB.TECH NV filed a Schedule 13D/A to report that CMB.TECH NV indirectly acquired 9,689,297 additional shares in Golden Ocean in the open market following the Share Purchase. On April 3, 2025, CMB.TECH NV owned an aggregate of 98,400,204 shares in Golden Ocean, representing approximately 49.4% of Golden Ocean’s outstanding voting shares.
On 22 April 2025, CMB.TECH and Golden Ocean Group Limited announced that they have signed a term sheet (the « Term Sheet”) for a contemplated stock-for-stock merger, with CMB.TECH as the surviving entity, based on an exchange ratio of 0.95 shares of CMB.TECH for each share of Golden Ocean (the « Exchange Ratio”), subject to customary adjustments. The Term Sheet has been unanimously approved by CMB.TECH’s Supervisory Board and by Golden Ocean’s Board of Directors, including its special transaction committee composed of disinterested directors (the « Transaction Committee”). As part of this, the Transaction Committee has received a fairness opinion from its financial advisor DNB Markets, part of DNB Bank ASA, concluding that the Exchange Ratio is fair from a financial point of view to Golden Ocean’s shareholders.
The transaction would be structured as a merger with Golden Ocean merging with and into CMB.TECH Bermuda Ltd., a wholly-owned subsidiary of CMB.TECH (the « Merger”). Existing shares of Golden Ocean, which are not (directly or indirectly) owned by CMB.TECH, will be cancelled and ultimately exchanged for newly issued CMB.TECH shares at an exchange ratio of 0.95 shares of CMB.TECH for each share of Golden Ocean, subject to customary adjustments, including to reflect share buybacks, share issuances and/or dividend distributions that may take place prior to completion of the Merger. Upon completion of the Merger, approximately 95,952,934 new shares of CMB.TECH would be issued, whereby CMB.TECH shareholders would own approximately 70% of the total issued share capital of the combined company (or 67% excluding treasury shares) and Golden Ocean shareholders would own approximately 30% (or 33% excluding treasury shares), assuming the Exchange Ratio is not adjusted.
The Merger would create one of the largest diversified listed maritime groups in the world with a combined fleet of more than 250 vessels. The consummation of the Merger remains subject to customary conditions, including confirmatory due diligence, negotiation and execution of definitive transaction agreements, applicable board approvals, regulatory approvals, third party consents, Golden Ocean shareholder approval, and effectiveness of a registration statement on Form F-4 to be filed by CMB.TECH with the U.S. Securities and Exchange Commission (« SEC”).
Upon completion of the Merger, Golden Ocean would delist from NASDAQ and Euronext Oslo Børs. CMB.TECH would remain listed on the New York Stock Exchange and Euronext Brussels and will pursue a secondary listing on the Euronext Oslo Børs following and subject to completion of the Merger. The parties aim to enter into definitive transaction agreements, including an agreement and plan of merger, during the second quarter of 2025 and to complete the Merger in the third quarter of 2025. Shareholders should be informed that definitive transaction agreements may not be entered into on the indicated terms mentioned herein, or at all.
Capital Markets Days
Following the announcement on 22 April 2025, CMB.TECH and Golden Ocean have hosted Capital Markets Days together in Antwerp, Belgium on 24 April 2025 and in Oslo, Norway on 29 April 2025. The presentations, recordings and transcripts of these Capital Markets Days are available on the CMB.TECH website.
CMB.TECH FLEET DEVELOPMENTS
Commercial agreements
MOL
CMB.TECH signed an agreement with Mitsui O.S.K. Lines, Ltd. (« MOL”) and MOL CHEMICAL TANKERS PTE. LTD. (« MOLCT”) for nine ammonia-powered vessels. These vessels will be among the world’s first ammonia-powered Newcastlemax bulk carriers and chemical tankers. The delivery of these ships is expected between 2026 and 2029. . Three ammonia-fitted 210.000 dwt Newcastlemax bulk carriers currently on order at Qingdao Beihai Shipyard will be jointly owned by CMB.TECH and MOL and chartered to MOL for a period of 12 years each. Six chemical tankers – two ammonia-fitted and four ammonia-ready – have been ordered at China Merchants Jinling Shipyard (Yangzhou) by CMB.TECH and chartered to MOLCT for 10 and 7 years each respectively. The Newcastlemaxes will be delivered in 2026 and 2027, whilst the chemical tankers’ delivery is expected in 2028 and 2029.
Fortescue
Fortescue and Bocimar, part of CMB.TECH, have signed an agreement for an ammonia-powered Newcastlemax featuring a dual fuel engine. The 210,000-dwt vessel is part of CMB.TECH’s series of large dry bulk carriers currently on order at Qingdao Beihai Shipyard and is expected to be delivered to Fortescue by the end of next year. It will play a vital role taking iron ore from the Pilbara to customers in China and around the world.
Sales
Euronav
CMB.TECH has sold the Suezmax Cap Lara (2007, 158,826 dwt). The sale generated a capital gain of 18.77 million USD. The vessel was delivered to its new owner during the first quarter of 2025.
The VLCC Alsace (2012, 299,999 DWT) has successfully been delivered to its new owner. A capital gain of approximately USD 27.5 million was booked in Q1 2025.
CMB.TECH has sold three VLCCs, Iris (2012, 314,000 dwt), Hakata (2010, 302,550 dwt) & Hakone (2010, 302,624 dwt) as part of its fleet rejuvenation. The sales will generate a total capital gain of 96.7 million USD. The VLCC Iris was delivered to her new owners during Q1. The other two vessels will be delivered to their new owners later this year.
Windcat
The Windcat 6 has also been sold, after 18 years of service. The sale will generate a capital gain of 0.25 million USD. The vessel was delivered to its new owner on 12 March 2025.
Newbuilding deliveries
On 7 January 2025, the Newcastlemax Mineral Portugal (2025 – 210,000 dwt) was delivered.
On 23 January 2025, the Newcastlemax Mineral Osterreich (2025 – 210,000 dwt) was delivered.
On 10 April 2025, the Newcastlemax Mineral Suomi (2025 – 210,000 dwt) was delivered.
On 23 April 2025, the Newcastlemax Mineral Sverige (2025 – 210,000 dwt) was delivered.
On 10 February 2025, the CTV Hydrocat 60 became operational.
MARKET & OUTLOOK
Euronav – Tanker Markets3
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