Annual Report 2007 2

2007

Contents

Key Figures 3

Highlights 5

A Brief Presentation 6-7

Directors’ Report 2007 8-13

Accounts - Bonheur Group of companies 14-69 Income Statement 14 Statement of Recognised Income and Expense 15 Balance Sheet 16-17 Cash Flow Statement 18 Notes 19-69

Accounts - Bonheur ASA 70-87 Income Statement 70 Balance Sheet 71 Cash Flow Statement 72 Accounting Principles 73 Notes 74-87

Auditor’s Report 88

Corporate Governance 89-90

Fleet List 91

Addresses 93 ...at a glance

2 Bonheur ASA - Annual Report 2007

Key figures (consolidated accounts)

IFRS NGAAP (NOK million) 2007 2006 2005 2004 2003

Income statement Operating income 7 765.9 1 588.3 1.3 1.4 350.5 Operating profit / loss (-) 2 927.1 311.7 -35.4 -16.6 -53.1 Share of profit in associates 4.2 681.1 741.5 849.7 211.3 Net finance income / expense (-) 195.3 -58.5 19.6 61.7 0.3 Profit before tax 3 126.6 934.3 725.7 894.8 158.4 Tax income / expense (-) -442.0 40.1 -2.5 -14.1 -24.0 Net profit from continuing operations 2 684.6 974.5 723.2 880.6 134.4 Net profit / (-) loss from discontinued operations 0.0 0.0 143.5 -48.8 -17.1 Profit for the year 2 684.6 974.5 866.7 831.8 117.3 Minority interests 1 180.6 135.6 0.0 0.0 -0.2 Profit for the year (majority share) 1 504.0 838.9 866.7 831.8 117.5

Balance sheet Non-current assets 13 651.0 13 182.7 4 617.0 3 685.4 5 068.6 Current assets 7 650.5 5 350.3 233.3 68.0 320.8 Equity ex minority interests 5 536.5 5 174.6 4 440.0 3 217.2 3 781.0 Minority interests 4 715.9 3 798.4 0.0 0.0 0.0 Non-current liabilities 7 591.6 7 583.3 328.3 458.5 1 294.1 Current liabilities 3 457.2 1 976.6 82.0 77.7 314.3 Total assets / total equity and liabilities 21 301.4 18 533.0 4 850.3 3 753.4 5 389.4

Liquidity Cash and cash equivalents per 31 December 1) 5 263.6 3 581.3 168.2 36.3 180.5 Net change in cash and cash equivalents 1) 2 165.1 3 446.0 126.0 -13.6 15.0 Net cash from operating activities 1) 1 516.6 561.5 5.2 105.5 31.8 Current ratio 2) 221 % 271 % 285 % 88 % 102 %

Capital Equity-to-assets ratio 3) 48 % 48 % 92 % 86 % 70 % Share capital 51.0 51.0 51.0 51.0 51.2 Total number of shares outstanding 4) 40 789 308 40 789 308 10 197 327 10 197 327 10 242 327

Key figures per share (Amounts in NOK) Market price 31 December 4) 245 268.00 161.75 68.00 45.00 Dividend per share 4) 17.8 7.00 3.75 2.50 1.25 RISK per share (1 January) 4) - -1.25 -3.10 -1.53 -1.20

1) In accordance with cash flow statement. 2) Current assets as per cent of current liabilities. 3) Equity as per cent of total assets. 4) In 2nd quarter 2006 the existing shares in the Company were split in the proportion four shares for every share held. Previous years’ figures have been restated and made comparable with 2006.

Due to different structure in the Group as from 4th quarter 2006, the figures are not directly comparable.

Minority interests in the Bonheur Group of companies are presented in the income statement and the balance sheet. The minority interests consist of 46.58% of Fred. Olsen Energy ASA, 46.87% of Ganger Rolf ASA, 38.46% of Fred. Olsen Production ASA and 58,9% of Protura AS.

Bonheur ASA - Annual Report 2007 Bonheur Group of companies *)

Total revenues EBITDA 8 000 NOK million 4 000 NOK million 7 000 3 600 6 000 3 200 5 000 2 800 4 000 2 400 3 000 2 000 05 06 07 05 06 07

Energy services

Revenues EBITDA 6 000 NOK million 3 500 NOK million 4 800 2 800 3 600 2 100 2 400 1 400 1 200 700 0 0 05 06 07 05 06 07 05 06 07 05 06 07 05 06 07 05 06 07 Total Offshore drilling Floating production Total Offshore drilling Floating production

Renewable energy

Revenues EBITDA 300 NOK million 250 NOK million 240 200 180 150 120 100 60 50 0 0 05 06 07 05 06 07 Total Total

Shipping

Revenues EBITDA 2 500 NOK million 1 250 NOK million 2 000 1 000 1 500 750 1 000 500 500 250 0 0 05 06 07 05 06 07 05 06 07 05 06 07 05 06 07 05 06 07 05 06 07 05 06 07 Total Tankers Cruise Other shipping Total Tankers Cruise Other shipping

Other investments

Revenues EBITDA 60 NOK million 80 NOK million 50 40 40 0 30 -40 20 -80 10 -120 05 06 07 05 06 07 Total Total

*) The segment information is proforma as shown in note 34.

Highlights 2007

Energy services

Offshore Drilling Continued strong markets within offshore drilling Several new offshore drilling contracts, estimated contract value of USD 1 134 million Bulford Dolphin sold at USD 211 million, sales gain of NOK 1 041 million

Floating Production Private placement, IPO and subsequent stock exchange listing of Fred. Olsen Production in 1st half 2007, gross proceeds of NOK 1 238 million

Renewable energy

Construction of the wind farm Crystal Rig II (117 MW) in Scotland commenced 7 years Power Purchase Agreement for Crystal Rig II with EdF Energy plc

Shipping

Cruise Lengthening of MV Balmoral and MV Braemar by approx. 30 meters each decided, agreements entered into with Blohm + Voss, Hamburg

Tankers Sale of the suezmax vessel Knock Stocks, gross sales gain of NOK 108 million Sales agreement suezmax newbuilds, est. sales gain of USD 16.5 million

Other Shipping activities Sale of ro-ro vessel Norcliff, sales gain of NOK 42 million

Other investments

Gain on sale of shares in TusenFryd AS of NOK 124 million

Bonheur ASA - Annual Report 2007

Bonheur ASA – a brief presentation

Bonheur ASA (the “Company”) is a company domiciled in Norway. The consolidated financial statements of the Company as at and for the year ended 31 December 2007 comprise the Company and its subsidiaries (for accounting purposes only in the following referred to as the “Group of companies”).

Bonheur ASA has investments in several business activities, based upon its long term commitment to shipping, offshore drilling, floating production and renewable energy as well as to the travel and leisure time sector. Investments are normally made in cooperation with the listed subsidiary Ganger Rolf ASA. At year-end 2007 the main investments include the following business segments:

Energy services

The business segment offshore drilling consists The activities within floating productioncom - of the Bonheur Group of companies’ ownership prise the ownership of 61.5 % of Fred. Olsen of 53.4 % of the offshore drilling contractor Fred. Production ASA (together with subsidiaries Olsen Energy ASA (together with subsidiaries “FOP”), which has been listed on Oslo Stock “FOE”), which is listed on Oslo Stock Exchange. Exchange since May 2007. FOP owns and op- FOE owns and operates a fleet of eight drilling erates a fleet of seven Floating Production units and one accommodation rig. In addition Storage and Offloading (FPSO’s) and Float- FOE owns the ship yard Harland & Wolff in Bel- ing Storage and Offloading (FSO’s) vessels for fast. Up to November 2007 the business seg- lease to clients in the international oil and gas ment also included the ownership of the semi market. FOP has been active in the oil & gas submersible drilling rig Bulford Dolphin, which production business since 1994. had been operating in pool with four FOE-owned drilling rigs. The rig was subsequently sold. FOP manages its activities from offices in Sin- gapore, Norway, Nigeria, Gabon and Houston. FOE was established in April 1997 through the merger of the offshore activities of Ganger Rolf FPSO’s provide cost effective oil production ASA and Bonheur ASA and was listed on Oslo for smaller oil fields in areas where infrastruc- Stock Exchange in October the same year. ture may be limited. The company’s market is primarily in benign and intermediate environ- Dolphin Drilling Ltd based in Aberdeen, Scot- ments. FOP is well established in West Africa land, Dolphin AS in Stavanger and Dolphin and is also expanding into the Asian and South Drilling Pte. Ltd in Singapore form the main American markets. part of FOE’s drilling division. It is recognised as a medium-sized international drilling op- FOP’s current fleet includes three FPSO’s (one erator and has had a leading position within jointly owned) and two FSO’s. A further FPSO offshore drilling services for more than 35 is under conversion at Drydocks World Dubai years. The fleet includes 7 semi-submersible and will be operational from 2008. drilling rigs, of which one deepwater unit, one ultra-deepwater drill ship and one semi-sub- In 2007 FOP’s total revenues amounted to NOK mersible accommodation unit. 392 million and EBITDA was NOK 122 million. The principal activities of Harland and Wolff Group Plc. (H&W) are shipbuilding, heavy engineering, ship repair and the design and construction/conversion of floating production and drilling vessels for the offshore oil and gas industry.

In 2007, FOE generated operating revenues of NOK 4 277 million and EBITDA of NOK 1 955 million.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007

Renewable Energy

The investments within renewable energy are offshore Ireland, both pending grid connec- organized through Fred. Olsen Renewables tion. 100 MW is consented in Norway, but the AS with subsidiaries (“FOR”). FOR is primarily consent is appealed. FOR also holds several engaged in development, construction and sites for potential wind farm development in operation of wind farms. The operation is Norway, Sweden, Ireland, UK and Canada. mainly concentrated to Scotland where three wind farms are in full operation, with a total FOR’s operating revenues in 2007 amounted installed effect of 177.5 MW and with further to NOK 301 million, based on an annual pro- 117 MW under construction. duction of 427 GWh (366 GWh). Operating result before depreciation (EBITDA) was NOK FOR has also consent for development of fur- 213 million. ther 120 MW in Scotland and about 500 MW

Shipping

subsidiaries (“(FOCL”). Located in Ipswich, The tanker shipping fleet at year-end 2007 United Kingdom FOCL operated four cruise consisted of one Suezmax vessel. In addition, ships in 2007 with an overall lower berth ca- the Group of companies has two Suezmax pacity of approximately 2,650 passengers. new builds under construction, scheduled Offering cruise holidays from 3 to 107 nights for delivery in 2009 and 2010, respectively. FOCL provides a diverse range of cruises to In 2007 an agreement was entered into for attract its passengers. The ships’ itineraries in- the sale of the two new builds upon delivery. clude inter alia long voyages (e.g. round the Also in 2007 one ro-ro vessel and two Suezmax world), fly/cruises to the Caribbean and ex UK ships were sold, one of which to FOP for con- cruises to Scandinavia, Mediterranean and version into an FPSO. Canary Islands. In 2007 the company carried almost 70,000 passengers. Other shipping activities mainly consists of a 55 % ownership of the Moroccan ferry com- Passenger capacity has been increased follow- pany Comarit S.A. and indirectly 49.5 % of the ing the delivery of MV Balmoral in November shipping investment company Oceanlink Ltd. 2007. Conversion projects are also underway Comarit S.A. operates four ferry lines between The activities within shipping consist of cruise at the end of 2007 to lengthen M/V Balmoral Morocco and Spain/France. Oceanlink Ltd. activity, tanker shipping and other shipping and M/V Braemar by inserting a new mid-sec- is a diversified ship owning company, man- activities. tion into each vessel. Once completed togeth- aged by Oceanlink Management AS, Oslo. At er with the acquisition of Balmoral the cruise present Oceanlink Ltd. has 21 vessels under The cruise activity is organized through Fred. fleet will have increased by 1,550 lower berths management; of which15 reefers, 5 offshore Olsen Cruise Lines (Holding) Limited and its to a total of 4,200. supply vessels and one container vessel.

Other investments

Other investments includes the ownership of Næringsliv, TradeWinds, Upstream, Europower 43.4% of the fish farming company Genomar and Fiskaren. Nautisk Forlag, focusing on print- AS, which is engaged in production and devel- ed and electronic naval maps, is also part of the opment of a fish species named Tilapia, a white NHST group. In addition, web based services freshwater fish predominantly found in areas have been developed over the past few years. along the equatorial line. The Group of com- The Group of companies also has an ownership panies also holds 32.6 % of NHST Media Group of 12.7 % of the property development com- AS, which includes the newspapers Dagens pany IT Fornebu Eiendom Holding AS.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007

Directors’ Report 2007

Bonheur ASA (the “Company”) is a company nancial improvements of FOE continued with ing yard in China. The suezmax tanker “Knock domiciled in Norway. The consolidated finan- several new contracts at higher day rates. The Allan” is under conversion to an FPSO unit, see cial statements of the Company as at and for decline in the USD rate is on the other hand comments above. After these transactions the year ended 31 December 2007 comprise also affecting FOE. the tanker activities consists of one suezmax the Company and its subsidiaries (for account- tanker, Knock Sheen, which is on time charter ing purposes only in the following referred to Drilling rates have generally increased some- until October 2009. as the “Group of companies”). what during the year and the duration of contracts continues to increase. The outlook The UK cruise market continued to grow in 2007 The Company’s head office is in Oslo. The ac- for offshore services continues to be good to 1.33 million passengers (2006:1.20 million), tivities of the Group of companies take place in and there are few signs of weakening in 2008. representing an 11% increase over 2006. Fred. several countries, including offices in Norway, Despite the high number of new builds, ap- Olsen Cruise Lines (Holding) Ltd with subsidi- Sweden, the UK, Hungary, Singapore, India the proximately 70% of these have received long aries’ (FOCL) fleet in 2007 comprised MV Black US (Houston), Canada, Bermuda and Brazil. term contracts at attractive day rates with Prince, MV Black Watch, MV Braemar and MV commencement from 2009 and onwards. The Boudicca. To maintain its market share FOCL Throughout the second half of 2007 and oil industry has accepted the higher day rate invested in a 5th vessel, the MV Balmoral. In into 2008, the credit markets tightened and levels and seems to expect a high demand for order to improve capacity further, agreements consumer worries surfaced especially in the drilling services going forward. were signed with the German ship yard Blohm USA, but also gradually in other markets and + Voss to lengthen both the MV Balmoral and geographical areas. The US consumer market The Group of companies’ semi submersible the MV Braemar by approximately 30 meters, slowed considerably in the 4th quarter and drilling rig Bulford Dolphin was sold to Indian thereby increasing the fleet’s total capacity by the liquidity squeeze has prompted the US buyers in December 2007 for USD 211million. 550 passengers. This brought the lower berth government to impose a series of measures to The resulting gain amounted to NOK .1 041 capacity of the MV Balmoral to 1,355 passen- prevent a recession in 2008. Essential liquidity million. gers and the lower berth capacity of the MV was provided by the central banks globally, the Braemar will increase to 953 passengers from US interest rate was lowered in the beginning In early February 2007 the floating production July 2008. of 2008 and a tax-package expected to come activities were reorganized into Singaporean into effect in 2008 with the aim to boost con- subsidiaries of Fred. Olsen Production ASA Within renewable energy Fred. Olsen Renew sumption was introduced. However, China and (FOP). Also in February FOP completed a private ables with subsidiaries (FOR) continued to India so far show few signs of slowing down, placement of 44 million new shares at NOK 27 develop its wind farm activities in Scotland, contributing to a world growth of close to 5% per share with gross proceed of NOK 1,188 mil- Sweden, Norway, Ireland and Canada. By the in 2007, the 4th year in a row at this level. One lion (USD 194.2 million). In May an Initial Public end of the year, the installed capacity in op- concern coming out of 2007 is once again a Offering (IPO) of 1.93 million new shares was eration was 179 MW. Additionally 117 MW are fear of real inflationary pressure. Oil and food successfully completed at NOK 26 per share. under construction at Crystal Rig II, which is prices are increasing significantly world wide. The Group of companies’ ownership in FOP fol- expected to be completed in 2010. In Decem- This new situation may produce slower growth lowing the IPO was 57.7%. First day of trading ber a 7 years Power Purchase Agreement was and lower asset pricing. Aside from this, peo- on Oslo Stock Exchange was 11 May 2007. entered into with EDF Energy Plc for the sale ple around the world now seem to realize the of electricity from Crystal Rig II. The contract is urgency to combat global warming and the FOP is among the leading experienced opera- based on the UK market price of electricity and negative impact on our ecosystem. tors of floating production installations. FOP associated `green` benefits. FOR further holds owns and operates 5 FPSO/FSO units. The fleet concessions for an additional 120 MW in Scot- Against the background of financial unrest, the was expanded with one additional unit in 2007 land, approximately 500 MW offshore Ireland development within most of the Group of com- through the acquisition of the suezmax tanker as well as concessions for 100 MW in Norway panies’ business segments has continued to be Knock Allan which will be converted to an and 6 MW in Sweden. Both of the latter have, positive during 2007 and this has continued to FPSO unit before commencing a 10 year con- however, been appealed. date. Through good operating results for the tract, plus option for 10 additional years, with year as well as sale of certain major assets, i.e. Canadian Natural Resources (CNR), commenc- In October the Norwegian government intro- the semi-submersible drilling rig Bulford Dol- ing in 2008. The ship will be located offshore duced new tax legislation for shipping compa- phin, most of the remaining tanker fleet and Gabon for this contract. nies in Norway. The new legislation is intended the shares in the amusement park TusenFryd, to be more in line with tonnage tax legislation the Group of companies’ financial position has In June the Group of companies acquired within the EU. been significantly strengthened. 5.116.600 additional shares in FOP, increasing its ownership to 61.5 %. However, according to this new legislation, Within offshore drilling, the market continued tax-exempt income from the present tonnage to strengthen throughout 2007. Fred. Olsen During 2007 the ro-ro vessel MV Norcliff and tax system built up during the past eleven Energy group of companies (FOE) operated the suezmax tanker “Knock Stocks” were sold years together with unrealized capital gain on the deep water unit Belford Dolphin, seven and an agreement was entered into to sell the assets during the same period will be taxed at Aker H3 semi-submersible drilling rigs and one two new building contracts of suezmax tank- 28%, of which 2/3 will be payable with 1/10 semi-submersible accommodation rig. The fi- ers under construction at the Bohai Shipbuild- each year in the coming period of 10 years.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007

Directors’ Report 2007

The remaining 1/3 will be exempted from tax, strong financial condition. The Board of Direc- 1 January 2004, as a transaction under com- provided this amount is invested into qualify- tors has therefore, subject to the support of the mon control. These pro forma accounts are ing environmental measures within year end Shareholders’ Committee, resolved to propose presented as Note 36 to the accounts. 2022. It remains doubtful that this new piece to the Annual General Meeting in May 2008 of legislation is in compliance with Norwegian a dividend payment of NOK 15.60 per share. The Board of Directors’ comments to the 2007 Constitutional Law, primarily due to its retroac- The Annual General Meeting is scheduled for result have been based upon comparable re- tive character. As such this is an issue of gen- Thursday 29 May 2008. sults as shown in Note 36. eral public interest – far beyond merely a fiscal matter for shipping companies as it sooner or later could impact every Norwegian citizen Comments to the annual accounts The Group of companies’ result who may face retroactive laws at the whim of parliament without regard to the fundamen- In October 2006, the Company increased its Operating revenues amounted to NOK 7 766 tals of a democracy. ownership in Ganger Rolf ASA from 49.67 % million (NOK 6 503 million), an increase of 19.4 to 51.28 %, subsequently further increased to %. Operating costs amounted to NOK 3 871 The Group of companies includes 3 compa- 53.13% in 2007. In the accounts, this implied million (NOK 3 900 million). nies which are still subject to the Norwegian that Ganger Rolf ASA, previously treated as an tonnage tax system. These are Fred. Olsen associated company of the Company, as from Operating result before depreciation (EBITDA) Shipping AS (FOS), Fred. Olsen Shipping II AS the fourth quarter 2006 became consolidated was NOK 3 895 million (NOK 2 603 million). De- (FOS II) and Mopu AS. It is assumed that FOS for accounting purposes as a subsidiary of the preciation and impairment amounted to NOK and FOS II, which previously were the owning Company. The transaction increasing the Com- 968 million (NOK 811 million), yielding an op- companies of MV Black Watch, leave the Nor- pany’s ownership in Ganger Rolf ASA above erating result (EBIT) of NOK 2 927 million (NOK wegian tonnage tax system. Assuming Mopu 50% was a business combination under “com- 1 792 million). AS decides not to exit the Norwegian tonnage mon control” in accounting terms. See further tax system, a matter which is still under con- comments in Note 35. Net financial items were positive with NOK 195 sideration, total tax for these companies have million (negative NOK 237 million). been calculated to NOK 240 million as payable Due to the Company’s and Ganger Rolf ASA’s tax, whereof NOK 45 million may be reduced joint ownership in their more significant invest- The Group of companies’ result after esti- by environmental investments. ments, the acquisition also led to a number of mated tax was NOK 2 685 million (NOK 1 546 other formerly associated companies becom- million). During May and June 2007 Ganger Rolf ASA ing subsidiaries, and thus consolidated for ac- purchased 438 250 own shares at an average counting purposes as from the fourth quarter After minority interests of NOK 1 181 million price of NOK 249.35 per share. On the same oc- of 2006. In addition, some investments previ- (NOK 724 million), the majority share amount- casions the Company purchased a correspond- ously accounted for at fair value were accounted to NOK 1 504 million (NOK 822 million). ing number of shares in Ganger Rolf ASA at the ed for according to the equity method as from Minority interests in comparable periods have same average price per share. Following these the same point in time. been calculated on the basis of the actual own- purchases, the Company owns 19 044 382 ership during these periods. By the turn of the shares in Ganger Rolf, representing 53.13% of Transactions deemed to be under common year, the minority interests of the Group of the outstanding shares. control for accounting purposes may be ac- companies consist of an ownership of 46.58 % counted for as from the time of transaction or, of Fred. Olsen Energy ASA, 46.87 % of Ganger alternatively, from the point in time when such Rolf ASA, 38.46% of Fred. Olsen Production Dividend/Annual General Meeting common control was established. Bonheur ASA ASA and 58,93 % in Protura AS. chose the first alternative; please refer to further An Extraordinary General Meeting was held comments in the notes. This implied that previ- at 14th December 2007 based on a proposal ously presented figures were not restated. Con- Results from the main activities from the Board of Directors of the Company sequently, the Group of companies’ financial The financial results below are net of intra- that the Company should pay an extraordinary statements for 2007 are presented as follows: group eliminations, dividend of NOK 8.90 per share for distribution early January 2008. The proposal was based Ganger Rolf ASA was accounted for using the Energy services on the continued positive development of the equity method in the annual accounts for 2005 The business segment Energy services comprises results within the Company’s main business ar- and in the accounts for the first three quarters Fred. Olsen Energy ASA with subsidiaries (FOE) eas and its generally strong financial position. of 2006. Ganger Rolf ASA has been consolidat- owned 26.7% each by the Company and Ganger The Extraordinary General Meeting approved ed for accounting purposes as a subsidiary as Rolf ASA, Fred. Olsen Production ASA with sub- the proposal. from the fourth quarter of 2006. sidiaries (FOP) owned 30.75% each by the Com- pany and Ganger Rolf ASA as well as the drilling The Board of Directors has seen it appropriate For this reason, the Group of companies has rig Bulford Dolphin (sold in November 2007). also for this year to recommend an unusually prepared pro forma accounts where it has high level of dividend, in view of the good fi- been assumed that the Company increased Offshore drilling - Fred. Olsen Energy ASA (FOE) nancial result and the Company’s generally its ownership in Ganger Rolf above 50 % on Operating revenues amounted to NOK 4 277

Bonheur ASA - Annual Report 2007 10

Directors’ Report 2007

million, which is an increase of 6 % from the Renewable energy Cruise previous year. The business segment Renewable energy Operating revenues were NOK 1 417 million consists of Fred. Olsen Renewables with sub- (NOK 1 415 million). Operating costs amounted to NOK 2 322 mil- sidiaries (FOR) which owns and operates three lion (NOK 2 339 million), and the operating wind farms in Scotland, Crystal Rig, Rothes, The operating result before depreciation (EBIT- result before depreciation (EBITDA) was NOK and Paul´s Hill and two turbines in Sweden. At DA) was NOK 300 million (NOK 299 million). 1 955 million (NOK 1 709 million). year end, FOR had 178.7 MW in production and The operating result (EBIT) was NOK 79 million consent for 250 MW in Scotland and 500 MW (NOK 141 million) and net result was negative Result before tax was NOK 1 418 million (NOK offshore Ireland, pending construction. In ad- with NOK 152 million (positive NOK 110 mil- 997 million), producing a basic earnings per dition, FOR has a project portfolio under devel- lion). The reduction is partly due to tax-effect share of NOK 21.02, and a fully diluted earn- opment in UK, Norway, Sweden and Canada, on exiting the Norwegian Tonnage Tax regime ings per share of NOK 20.93. respectively. and impairment of vessels.

Increased revenues and the improved result re- Operating revenues were NOK 301 million Other shipping activities flect the stronger market for offshore drilling with (NOK 230 million) based on an annual produc- Other shipping activities consist mainly of the higher day rates and increased utilization of ca- tion of 427 GWh (366 GWh). The increased pro- Group of companies’ ownership of 55.0 % in pacity. FOE expects the balance between supply duction was mainly due to Paul’s Hill (64.4 MW) the Moroccan ferry company Comarit S.A. and and demand for offshore drilling units to remain which had its first full year in production and an ownership of 49.5 % in the shipping invest- tight within all segments. The high demand for the 12.5 MW expansion of Crystal Rig in 2007. ment company Oceanlink Ltd. These compa- offshore drilling services is therefore expected to Wind conditions in Scotland were about 10 % nies are associates, accounted for by using the persist for the immediate years ahead. below long term historical average, influencing equity method. operating revenues negatively. Offshore drilling - Bulford Dolphin Comarit S.A. Bulford Dolphin operated for Equator Explora- The operating result before depreciation (EBIT- Comarit S.A. including subsidiaries had oper- tion Ltd. offshore West Africa until July 2007. DA) was NOK 215 million (NOK 159 million), an ating revenue of NOK 632 million (NOK 718 The original contract was estimated to expire increase of 34 % from the previous year. million) and an operating result before de- early 2008, but, FOE and Equator Exploration Ltd. preciation (EBITDA) of NOK 99 million (NOK have agreed that the drilling contract for Bulford The operating result (EBIT) amounted to NOK 164 million). Net result was negative with Dolphin should be regarded as terminated as of 94 million (NOK 61 million), while net result NOK 8 million (positive NOK 36 million). The June 2007. Bulford Dolphin was sold in Septem- was NOK 34 million (NOK 7 million). weaker results compared to the previous year ber 2007 for USD 211 million and handed over to are mainly due to reduced ticket fares and in- the new owner in mid November. Gross revenues Increased capacity contributed to the im- creased bunker prices. excl. sales gain in 2007 were NOK 175 million proved results compared to 2006 as well as compared to NOK 199 million in 2006. The sales wind conditions being better than last year. Oceanlink Ltd. gain amounted to NOK 1 041 million. Operating revenues for the year were NOK 255 Shipping million (NOK 135 million). Operating result be- Floating production - Fred. Olsen Production ASA The business segment Shipping mainly con- fore depreciation, EBITDA, was NOK 50 million (FOP) sists of the tanker fleet as well as the cruise (NOK 38 million). Net result was negative with Total revenues amounted to NOK 392 mil- business, which is managed through Fred. NOK 29 million (positive NOK 3 million). The lion (NOK 526 million), a decrease of NOK 134 Olsen Cruise Lines (Holding) Ltd. with subsidi- result was negatively affected by reposition- million from 2006. However, 2006 revenues aries (FOCL) in Ipswich, UK. During 2007 FOCL ing costs and low T/C-rates attached to three included a gain from the sale of the MOPU operated 4 cruise ships through FOCL and reefer vessels acquired during the year and a Borgen Dolphin of NOK 107 million. bareboat chartered its newest addition to the substantial number of off-hire days related to fleet, MV Balmoral, to its previous owners until the scheduled dry-docking of a container-ves- The operating result before depreciation commencement of the lengthening project in sel. In addition the latest three additions to the (EBITDA) was NOK 122 million (NOK 272 mil- November 2007. offshore supply fleet experienced higher than lion). The operating result (EBIT) was NOK 22 expected expenses related to repairs and up- million (NOK 170 million). The net result for the Tankers grading. year was negative with NOK 18 million (posi- Total revenues amounted to NOK 271 million tive NOK 105 million). (NOK 207 million), including sales gains of NOK Other investments 148 million. The operating result before depre- Other investments mainly consist of the serv- With the increased exploration and drilling ciation (EBITDA) was NOK 214 million (NOK 63 ice company Fred. Olsen Brokers AS as well as activities, the demand for floating production million). the activities of the parent company, and other and storage facilities is expected to persist. Oil holding companies within the Group of com- is increasingly found in deep water areas with- The operating result (EBIT) was NOK 165 mil- panies. The Group of companies’ ownership out infrastructure. In many instances, the oil lion (NOK 29 million) and net result was NOK of 32.6% in NHST Media Group AS, 50% of the finds are marginal. These factors favor floating 152 million (NOK 26 million). amusement park TusenFryd AS (sold in the 4th production solutions. quarter) and 43.4% of Genomar AS is included

10 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 11

Directors’ Report 2007

here, and the investments are accounted for April 2008, the Group of companies’ sharehold- Investments were financed by cash from oper- using the equity method. 12.6% of IT Fornebu ing increases to 51.46%. ations as well as sale of fixed assets, while also Eiendom Holding AS is accounted for at cost, drawing on bank credit facilities in addition to which is considered to reflect the fair value of IT Fornebu Eiendom Holding AS issuance of shares in FOP in connection with the investment. Operating revenues in 2007 were NOK 63 mil- the private placement and the Initial Public Of- lion (NOK 53 million). Net result after tax was fering during first half 2007. NHST Media Group AS negative with NOK 19 million (negative NOK Operating revenues for the year were NOK 996 15 million). The result was impacted by cost in- The Group of companies’ interest bearing debt million (NOK 861 million). Operating result creases related to structural changes, change consists of several loans. Each of the main busi- was NOK 56 million (NOK 66 million), and net of CEO, increased interest expenses from in- ness segments has arranged separate loans to result before tax was NOK 58 million (NOK 66 vestments and higher interest level and project cover their investments. Included under total million). development costs written off. interest bearing debt at year end are FOE’s bank credit facilities totaling USD 711 million and FOP’s credit facility of USD 500 million. TusenFryd AS Capital and financing Outstanding credit facilities within FOR at year Operating revenues in 2007 were NOK 171 mil- end were GBP 123.9 million. Within the cruise lion (NOK 180 million). Net result after tax was During the year, a number of investments have segment, outstanding credit facilities at year- NOK 18 million (NOK 20 million). been made within the main business seg- end were GBP 163.8 million. ments. Within FOE the main investments were At the end of November 2007, an agreement related to the conversion of Blackford Dolphin Most of the bank credit facilities are secured was entered into with a subsidiary of the Spanish to a deep water drilling rig and conversion and by mortgage on the assets within the business company Parques Reunidos SA to sell the shares preparation of Bredford Dolphin for starting up segment. The loan agreements contain opera- in TusenFryd AS. The price was agreed at NOK of operations on the Norwegian continental tional and financial covenants typical for credit 29.00 per share. The sales proceeds amounted to shelf. FOE’s total capital expenditures during arrangements of these natures. As per 31 March NOK 191 million. The sale was conditional upon 2007 amounted to NOK 2 272 million, of which 2008, the Group of companies is in compliance consent by Norwegian competition authorities. 88% was invested in connection with the two with all covenants in the loan agreements. This condition was lifted at the end of Decem- abovementioned projects. ber 2007 and settlement of the transaction took Gross interest bearing debt of the Group of place in January 2008. The sale yielded a gain of Within the cruise segment, NOK 650 million companies at year end was NOK 8 397 mil- about NOK 124 million. was invested in 2007, of which 92% was related lion (2006: NOK 7 544 million). Cash and cash to the lengthening of MV Balmoral. equivalents amounted to NOK 5 264 million Genomar AS (2006: NOK 3 581 million). Net interest bearing The financial results in 2007 were broadly in Capital expenditures within FOP amounted to debt of the Group of companies was 3 133 mil- line with 2006. Operating revenues for the NOK 746 million in 2007. The capital expendi- lion (2006: 3 963 million). Equity to assets ratio year were NOK 24 million (NOK 24 million) and tures were mainly related to the ongoing con- was 48% (2006: 48%). operating result before depreciation (EBITDA) version of Knock Allan. was NOK 7 million (NOK 7 million). Result after tax was NOK 4 million (NOK 4 million). Within renewable energy, capital expenditures Outlook amounted to NOK 313 million, which was re- The activities in 2007 have been similar to last lated to the extension of capacity for Crystal The market for offshore drilling services contin- year with the continuation of developing the Rig from 50 MW to 62.5 MW and ongoing in- ues to be strong. Geographically, FOE currently brood stock in the Philippines and producing vestments. operates in Norway, the UK, US Gulf and Brazil fingerlings at the site in Hainan, China and re- and from delivery of Blackford Dolphin also in search and documentation of the DNA tracing In total, the Group of companies’ investments, the deepwater regions of West Africa and India. system called “Genetrak” in Singapore. During net of intra-group eliminations, amounted to At year end the FOE group of companies’ off- 2007 Genomar sold 318 million fingerlings NOK 3 424 million. Dividend payments amount- shore units had an average contract length of 26 (2006 approximately NOK 287 million) and de- ed to NOK 363 million in Bonheur ASA and NOK months. Six out of nine units are working under veloped generation 20 of the brood stock. 361 million in Ganger Rolf ASA, representing an long-term contracts. The secured contract val- increase of NOK 78 million and NOK 74 million, ue for the fleet as per 31.12.2007 was approxi- Genomar AS has embarked on an expansion respectively, from the previous year. In addition, mately USD 3.0 billion. The steep increase in the plan to launch its own fish farming business in the extraordinary dividend payments resolved number of offshore drilling units over the next 2008 using its own brood stock. An agreement by the Extraordinary General Meetings in De- few years may result in significant challenges in has been entered into with Malaysian authori- cember and paid to the shareholders in early ensuring sufficient supply of equipment and ties to utilize two very large lake areas for this January 2008 amounted to NOK 363 million in skilled offshore personnel going forward. purpose. In this connection a new equity issue Bonheur ASA and NOK 358 million in Ganger of NOK 50 million was directed towards exist- Rolf ASA. FOE paid dividend for the first time in FOP continues to focus on its core markets in ing shareholders during first quarter 2008. Af- 2007 amounting to NOK 660 million. West Africa and the Middle East in addition to ter the equity issue, which will be completed in actively pursuing opportunities in South East

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 11 12

Directors’ Report 2007

Asia. FOP expects that the demand for FPSO- mainly currency risks, interest rate risks and guarantees. As such, the credit risk is consid- solutions will continue to grow in the coming risks related to oil price. The financial risks are ered to be moderate. The customer base within years and that an increasing number of ten- continuously monitored and from time to time Energy services is mostly international oil com- ders will be coming to the market. However, financial derivatives are used to economically panies. As to the customers within Renewable the combination of a number of speculative hedge such exposures. energy, these are large electricity distributors. constructions in addition to a limited number Credit risk within FOCL is regarded low, due to of units already off contract during 2008 will There is also a credit risk related to customers cruise tickets being paid in advance. create a short-term pressure on returns in the within the individual companies, and risks as- FPSO sector. sociated with the general development of international financial markets. Research and development activities To maintain the market share FOCL invested in its 5th vessel, the MV Balmoral, in 2006. In order Currency risk Within the various main business segments to improve capacity further, agreements were The Group of companies’ financial statements there is ongoing development of technologies signed with the German ship yard Blohm + Voss are presented in NOK. The Group of compa- and methods in cooperation with various sup- to lengthen both the MV Balmoral and the MV nies’ revenues consist primarily of USD, GBP plier communities and engineering compa- Braemar by approximately 30 meters, thereby and NOK with USD as the most dominant nies. Within the offshore industry this relates increasing the fleet’s total capacity by 550 pas- currency. The majority of the USD revenues is both to drilling and floating production. As for sengers. This brought the lower berth capacity within FOE.The Group of companies’ expenses renewable energy, the relevant companies are of the MV Balmoral to 1,355 passengers and the are primarily in USD, GBP and NOK. As such, the working closely with leading suppliers of tur- lower berth capacity of the MV Braemar will in- Group of companies’ earnings are exposed to bine technology on programmes to increase crease to 953 passengers from July 2008. fluctuations in the currency market. However, efficiency and regularity. Also within cruise, in the longer term parts of the currency expo- there is a close relationship with the supplier Within Renewable energy FOR continued to de- sure are neutralized due to the majority of the industry on programs to optimize operations velop its wind farm activities in Scotland, Swe- Group of companies’ debt being denominated and minimize environmental consequences. den, Norway, Ireland and Canada. By the end of in the same currencies as the main revenues. the year, the installed capacity in operation was Forward exchange contracts are from time to The Group of companies is to a lesser extent 179 MW. Additionally 117 MW are under con- time entered into to further reduce currency engaged directly in research. Development struction at Crystal Rig II, which is expected to be exposure. activities within UK wind power meet the rel- completed in 2010. In December a 7 years Power evant criteria for capitalization. All remaining Purchase Agreement was entered into with EDF Interest rate risk activities within the research and development Energy Plc for the sale of electricity from Crystal The Group of companies is exposed to interest area are charged as expenses. Rig II. The contract is based on the UK market rate fluctuations, as loans are frequently based price of electricity and associated `green` ben- on floating interest rates. By the turn of the efits. FOR further holds concessions for an addi- year, parts of the outstanding loans had been The organization, work environment and tional 120 MW in Scotland, approximately 500 hedged against interest fluctuations through equal opportunities MW offshore Ireland as well as concessions for interest rate swap agreements. 100 MW in Norway and 6 MW in Sweden. Both The Company is a holding company and does of the latter have, however, been appealed Oil price not have any employees, except for the Man- The Group of companies is exposed to fluc- aging Director. Administrative services are sup- tuations in bunker prices, which are fluctuat- plied by Fred. Olsen & Co. in accordance with Corporate Governance ing according to the oil price. This exposure is an agreement on administrative services (see primarily within the cruise and tanker opera- below, as well as Note 10). The Group of com- The governance and management of the Com- tions. By the end of the year, there were some panies employed 2.630 people during 2007. pany is based on the principles expressed in short-term derivative contracts outstanding the Norwegian recommendation for corpo- relating to securing part of the bunker costs Working environment rate governance and company management. for the year 2008. The Board of Directors considers the working The board aims to maintain a framework of conditions and the working environment to be good control and governance mechanisms. A Electricity price satisfactory. Health, Safety and Environmental description of Bonheur’s compliance with the Due to the current contract structures within (HSE) – activities are being managed within the above recommended corporate governance FOR, whereby the contract prices primarily are individual business segments and in accord- principles is presented on pages 89 to 90. based on fixed electricity prices, the Group of ance with relevant industry norms. All business companies is not exposed to short-term fluc- segments work systematically and preventively tuations of spot electricity prices. with HSE measures. The work takes place on a Financial market risk continuous basis and has functioned satisfac- See also Note 5. Credit risk torily through the year. A joint Health, Safety The Group of companies continuously evaluates and Environmental (HSE) steering system for The Group of companies is exposed to certain the credit risk associated with customers and, all employees in the Fred. Olsen office build- financial risks related to its activities. These are when considered necessary, requires certain ing in Oslo was implemented in 2006.

12 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 13

Directors’ Report 2007

Absence due to sickness in the Group of com- All vessels are operated by respected and seri- Other information panies was in 2007 3.31 % of total working ous operators in accordance with the Group of time. The lost time accident frequency (LTA) for companies’ safety and quality requirements. The Company’s profit before tax was NOK 613 offshore drilling and related services in 2007 million, an increase of NOK 19 million com- was 3.5 per million working hours (2006: 2.0), Activities within the offshore oil and gas indus- pared with 2006. which is regarded to be the average for the in- try involve operations in areas which are en- dustry. LTA for units operated by Fred. Olsen vironmentally vulnerable. Some of the Group The Company’s profit for the year was influ- Marine Services AS (including FOP) was 2.35 in of companies’ operations, in particular those enced by sales gains of NOK 58 million. This 2007 (2006: 2.04). The Group of companies are related to the use of fossil fuel, effluents and includes gain from sale of shares in Tusenfryd actively working to keep absence due to sick- emissions during operations and the risk of with NOK 57 million. The Company received ness at a low level. oil spills, may influence the external environ- NOK 23 million as group contribution, which ment negatively. Safe and rational operations has been included in “Other financial items”. Equal opportunities and active maintenance programs are aimed At the end of the year, the Group of companies at contributing to avoid accidents which may The Company’s net currency loss amounted to had 2,630 employees, of whom 17 % were fe- lead to damage to the external environment. NOK 6 million. males. 40% of the Board of Directors is female. All such operations are sought kept within the rules and regulations in force in those areas The Company received a dividend of NOK 379 The Group of companies aims to be a work- and countries where the operations are taking million from Ganger Rolf ASA. In addition, the place with equal opportunities, offering chal- place and in cooperation with operators within Company received a dividend from Fred. Olsen lenging and motivating jobs to all personnel, the various domains. Waste from processing Energy ASA (NOK 178 million), NHST Media regardless of nationality, culture, religion and and operations may directly, and indirectly Group AS (NOK 6 million), TusenFryd AS (NOK gender. The principle of equal pay for equal through chemical reactions, influence the 3 million) and Four Seasons Venture IV (NOK work is applied, considering qualifications re- environment balance negatively. There is a 2 million). lating to knowledge, experience and perform- continuous focus on reducing the use of dan- ance. Securing access to qualified employees gerous chemicals, replacing these by more en- Net result after tax was NOK 609 million, which remains a high priority. vironment friendly alternatives. is proposed to be allocated as follows:

The Group of companies emphasizes the im- At the same time, the Group of companies For dividend NOK 636 million portance of a balanced work environment with operates within renewable energy, prima- From retained earnings - NOK 28 million a reasonable distribution between the genders rily through the construction and operation Total allocated NOK 609 million for the various position levels. of wind farms. The wind farms are subjected to strict concession rules by the authorities in The Board of Directors affirms that the annual External environment the countries in question. Wind power replaces accounts for 2007 have been prepared based Through its main interests, the Group of com- more polluting energy sources and contributes on the going concern assumption. The Board panies is engaged in activities which may to improve the environment, both locally and of Directors confirms that the annual accounts involve a possible risk for the environment. globally. present a true and fair view of the Company’s This is particularly the case for shipping and as well as the Group of companies’ position at offshore activities. Furthermore, the Group of companies has in- the end of the year. The Company’s distribut- terests within breeding work for fish farming, able reserves as per 31December 2007 were Safety and environment are given high prior- as well as origin tracking for food products. NOK 2 339 million and the Company’s total ity by the various operations and efforts are This involves the use of modern DNA technol- capital NOK 4 640 million. The Company’s li- made on a continuous basis to prevent situa- ogy, which should not be confused with ge- quidity is good, with liquid assets amounting tions which might involve damage to health netic engineering. to NOK 524 million. and environment. Important elements of this work are safe and rational operations, an active No incidents occurred during the year which maintenance programme and an adequate caused serious damage to the external envi- The Annual General Meeting is scheduled for handling of waste. A current effort is also made ronment. Thursday 29 May 2008. in order to develop and improve the safety and environment culture on all levels.

Oslo, 31 March 2008 Bonheur ASA - The Board of Directors

Fred. Olsen Anna Synnøve Bye John C. Wallace Andreas Mellbye Anette S. Olsen Chairman Director Director Director Director and CEO

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 13 14

Bonheur ASA - Group of companies Consolidated Income Statement *)

For the period 1 January - 31 December

(Amounts in NOK 1 000) Note 2007 2006 2005

Revenues 8 6 565 127 1 588 060 1 197 Gain on sale of property, plant and equipment 13 1 200 810 203 81 Total operating income 7 765 937 1 588 262 1 278 Cost of sales -131 858 -2 204 0 Salaries and other personnel expenses 10 -1 351 500 -401 900 -24 424 Other operating expenses 9 -2 386 823 -680 917 -8 861 Loss on sale of property, plant and equipment 13 -781 0 -242 Total operating expenses -3 870 962 -1 085 021 -33 527

Operating profit / loss (-) before depreciation and impairment losses 3 894 975 503 242 -32 249

Depreciation and amortisation 13 -922 799 -171 633 -3 120 Impairment losses 13 -45 052 -19 881 0 Total depreciation and impairment lossess -967 851 -191 514 -3 120 Operating profit / loss (-) 2 927 124 311 728 -35 369 Share of profit in associates 15 4 155 681 133 741 511 Interest income 224 043 62 585 17 857 Other finance income 586 147 68 044 31 883 Finance income 11 810 190 130 629 49 740

Interest expenses -356 174 -98 667 -8 169 Other finance expenses -258 691 -90 506 -21 983 Finance expenses 11 -614 865 -189 172 -30 151

Net finance income / expense (-) 195 325 -58 543 19 589 Profit before tax 3 126 604 934 318 725 731 Tax income / expense (-) 12 -442 027 40 145 -2 512 Net profit from continuing operationions 2 684 577 974 463 723 219 Net profit from discontinued operation 0 0 143 502 Profit for the year 2 684 577 974 463 866 722

Attributable to: Equity holders of the parent 1 504 016 838 901 866 722 Minority interests 1 180 562 135 562 0 Profit for the year 2 684 577 974 463 866 722

Basic earnings per share (NOK) 22 46.50 25.94 21.25 Basic earnings per share - Continuing operations (NOK) 22 46.50 25.94 17.73 Basic earnings per share - Discontinued operations (NOK) 22 - - 3.52 Diluted earnings per share (NOK) 22 46.40 25.61 21.25 Diluted earnings per share - Continuing operations (NOK) 22 46.40 25.61 17.73 Diluted earnings per share - Discontinued operations (NOK) 22 - - 3.52

*) Due to different consolidation methods, the figures are not comparable, please see note 34.

14 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 15

Bonheur ASA - Group Consolidated Statement of Recognised Income and Expense

For the period 1 January - 31 December

(Amounts in NOK 1 000) Note 2007 2006 2005

Foreign exchange translation effects: - Recognised directly in equity -1 065 993 -255 018 227 647 - Transferred to income statement 482 0 -978 Hedging effects: - Recognised directly in equity -3 302 0 0 - Transferred to income statement 0 0 0 Fair value effects related to financial instruments: - Recognised directly in equity -8 849 4 989 48 274 - Transferred to income statement -938 -1 192 -2 611 Changes directly in equity in associates 0 4 860 106 583 Net dilution associated companies 0 -15 145 -15 554 Changes directly in equity due to cross ownership in Ganger Rolf 0 13 243 163 220 Additional tax based on a group contribution (“korreksjonsskatt”) 0 -15 086 0 Other changes directly in equity 738 25 573 -17 502 Net income recognised directly in equity -1 077 862 -237 777 509 079 Profit for the period 2 684 577 974 463 866 722 Total recognised income and expenses for the period 1 606 715 736 686 1 375 801

Attributable to: Equity holders of the parent 734 499 448 817 1 375 801 Minority interests 872 216 287 869 0 Total recognised income and expenses for the period 1 606 715 736 686 1 375 801

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 15 16

Bonheur ASA - Group Consolidated Balance Sheet per 31 December

(Amounts in NOK 1 000) Note 2007 2006

Assets

Non-current assets Development costs 30 374 48 331 Patents 12 259 0 Goodwill 98 577 98 577 Intangible assets 14 141 210 146 908

Deferred tax asset 17 96 562 115 783

Rigs and other offshore units 8 528 473 7 153 171 Ships 2 107 828 2 889 926 Windfarms 1 511 098 1 476 566 Other fixed assets 260 645 268 841 Property, plant and equipment 13 12 408 044 11 788 504

Investments in associates 15 131 121 216 379 Investments in other shares 16 338 065 348 258 Bonds and other receivables 16 101 161 107 469 Newbuilding contracts 16 297 345 324 833 Pension funds 24 137 473 134 577 Financial fixed assets 1 005 165 1 131 516

Total non-current assets 13 650 981 13 182 711

Current assets Inventories 18 262 963 267 449 Trade receivables 19 1 923 197 1 474 135 Other receivables 19 200 684 27 427 Cash and cash equivalents 20 5 263 618 3 581 295

Total current assets 7 650 462 5 350 306

Total assets 21 301 443 18 533 017

16 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 17

Bonheur ASA - Group Consolidated Balance Sheet

(Amounts in NOK 1 000) Note 2007 2006

Equity and liabilities

Equity Share capital 50 987 50 987 Additional paid in capital 25 920 25 920 Total paid in capital 76 907 76 907

Retained earnings 5 459 813 5 097 713

Share of equity attributable to shareholders of the parent 5 536 720 5 174 620

Minority interests 4 715 994 3 798 436

Total equity 21 10 252 714 8 973 056

Liabilities Employee benefits 24 304 652 344 804 Deferred tax liabilities 17 270 825 206 047 Interest bearing loans and borrowings 23 6 770 666 6 911 621 Other non-current liabilities 12,25 245 407 120 862 Total non-current liabilities 7 591 550 7 583 334

Interest bearing loans and borrowings 23 1 626 538 632 261 Other accruals and deferred income 25 868 004 873 464 Trade and other payables 26 962 638 470 902 Total current liabilities 3 457 180 1 976 627

Total liabilities 11 048 730 9 559 961

Total equity and liabilities 21 301 443 18 533 017

Oslo, 31 March 2008 Bonheur ASA - The Board of Directors

Fred. Olsen Anna Synnøve Bye John C. Wallace Andreas Mellbye Anette S. Olsen Chairman Director Director Director Director and CEO

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 17 18

Bonheur ASA - Group Consolidated Cash Flow Statement *)

(Amounts in NOK 1 000) Note 2007 2006 2005

Cash flow from operating activities Net result after tax 2 684 577 974 463 866 722 Adjustments for: Depreciation / amortisation / impairment 13,14 967 851 191 514 3 120 Net unrealized foreign exchange gain (-) / loss -22 944 -10 217 2 149 Investment income -229 254 -69 969 -20 226 Interest expenses 356 174 98 667 7 990 Share of profit in associates 15 -4 155 -681 133 -741 511 Net gain (-) / loss on sale of property, plant and equipment -1 200 029 -203 161 Net gain on sale of investments -266 150 1 058 -1 471 Tax income (-) / expense 442 027 -40 145 2 512 Operating profit before changes in working capital and provisions 2 728 097 464 035 119 446 Increase (-) / decrease in trade and other receivables -843 300 272 745 35 911 Increase / decrease (-) in current liabilities 181 447 118 084 2 589 Cash generated from operations 2 066 244 854 864 157 946 Interest paid -446 701 -187 477 -3 308 Tax paid -105 920 -105 899 -5 965 Net profit from discontinued operations 7 0 0 19 352 Gain on sale of discontinued operations, net of tax 7 0 0 -162 854 Net cash from operating activities 1 513 623 561 488 5 171

Cash flow from investing activities Proceeds from sale of property, plant and equipment 1 495 786 8 191 457 Proceeds from sale of shares in subsidiary 0 1 397 310 0 Proceeds from sale of investments 432 778 48 291 8 157 Proceeds from sale of operations 7 0 0 203 969 Interests received 167 673 50 337 11 180 Dividends received 27 327 155 373 84 524 Acquisitions of shares in subsidiaries -354 306 -108 404 0 Cash flow effect from acquisition of subsidiary 0 3 031 089 0 Acquisitions of property, plant and equipment -3 423 771 -1 193 319 -3 453 Acquisitions of other investments -96 023 -319 052 -92 448 Net cash from investing activities -1 750 536 3 069 816 212 386

Cash flow from financing activities Purchase of own shares 0 -99 418 0 Net proceed from issue of shares in subsidiary 1 194 114 0 0 Increase in borrowings 4 477 891 1 114 084 174 129 Repayment of borrowings -2 509 219 -914 493 -112 687 Dividends paid -763 923 -285 525 -152 960 Net cash from financing activities 2 398 863 -185 352 -91 518 Net increase in cash and cash equivalents 2 161 950 3 445 952 126 039 Cash and cash equivalents at 1 January 3 581 295 168 155 42 116 Effect of exchange rate fluctuations on cash held -479 627 -32 812 0 Cash and cash equivalents at 31 December 20 5 263 618 3 581 295 168 155

*) Due to different consolidation methods, the figures are not comparable, please see note 34.

18 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 19

Bonheur ASA - Group Notes to the Consolidated Financial Statements

Note 1 – Reporting entity

Bonheur ASA (the “Company”) is a company of the Company as at and for the year ended “Group of company entities”) and the Group domiciled in Norway. The address of the Com- 31 December 2007 comprise the Company of companies’ interest in associates. The Group pany’s registered office is Fred Olsens gate 2, and its subsidiaries (together referred to as of companies is primarily involved in Energy Oslo. The consolidated financial statements the “Group of companies” and individually as services, Renewable energy and Shipping.

Note 2 – Basis of preparation

(a) Statement of compliance without impact on the reported numbers. The policies and the reported amounts of assets, The consolidated financial statements have requirements in IFRS 7 and revised IAS 1 have liabilities, income and expenses. Actual results been prepared in accordance with Interna- however resulted in several new disclosures. may differ from these estimates. tional Financial Reporting Standards (IFRSs), adopted by the European Union, and its inter- b) Basis of measurement Estimates and judgements are continually pretations, and the disclosure requirements The consolidated financial statements have evaluated and are based on historical experi- following from the Norwegian Accounting been prepared on the historical cost basis ex- ence and other factors, including expectations Act, stock exchange rules and regulations, that cept for the following: of future events that are believed to be rea- are mandatory to apply at 31.12.2007. sonable under the circumstances. Revisions • derivative financial instruments are meas- to accounting estimates are recognised in the ured at fair value The financial statements were approved by period in which the estimates are revised and • available-for-sale financial assets are meas- the Board of Directors on 31 March 2008. Final in any future periods affected. ured at fair value approval of the financial statements is performed by the General Meeting scheduled at The methods used to measure fair values are Judgements made by management in the ap- 29 May 2008. Until final approval, the Board discussed further in note 4. plication of IFRSs that have significant effect on of Directors has the authority to amend the the financial statements and estimates with a financial statements. (c) Presentation currency significant risk of material adjustment in the These consolidated financial statements are next year are discussed in the following notes: IFRSs and its interpretations that are issued presented in Norwegian Kroner (NOK), the prior to 31 March 2008 and that are not yet functional currency of Bonheur ASA. All finan- • Note 8 Revenue mandatory as at 31.12.2007, are not applied cial information presented in NOK has been • Note 12 Income tax expenses by the Group of companies – i.e. IFRS 8, latest rounded to the nearest thousand. • Note 13 Property, plant and equipment IAS 1, revised IFRS 2 and 3, revised IAS 23, 27 • Note 14 Intangible assets and 32, IFRIC 11, 12, 13 and 14 (IAS 19). These (d) Use of estimates and judgements • Note 16 Investments in shares and bonds standards and interpretations are not expect- The preparation of financial statements in • Note 17 Deferred tax assets and liabilities ed to have any impact on the reported num- conformity with IFRSs requires management • Note 24 Employee benefits bers. The Group of companies has in 2007 ap- to make judgements, estimates and assump- • Note 28 Leasing plied IFRS 7, revised IAS 1, IFRIC 7, 8, 9 and 10 tions that affect the application of accounting • Note 30 Contingencies

Note 3 – Significant accounting policies

The accounting policies set out below have aries (the Group of companies). The Company (ii) Associates (equity method) been applied consistently to all periods pre- normally consolidates subsidiaries when it has Associates are those entities in which the sented in these consolidated financial state- the ability to exercise control through owner- Group of companies has significant influence, ments, and have been applied consistently by ship, directly or indirectly, of more than 50 % but not control, over the financial and operat- Group of company entities. of the voting power, for instance, as set out in ing policies. Significant influence is presumed the Norwegian Public Limited Liability Compa- to exist when the Group of companies holds (a) Basis of consolidation nies Act § 1-3. In addition, the Company must between 20 and 50 percent of the voting pow- also consider other arrangements that provide er of another entity. Associates are accounted (i) Subsidiaries the Company the power, directly or indirectly, for using the equity method and are initially Subsidiaries are entities controlled by the to govern the financial and operating policies Company. The consolidated financial state- of an entity so as to obtain benefits from its ments include the Company and its subsidi- activities as determined under IFRS. ...the note continues on the next page

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 19 20

Bonheur ASA - Group Notes

recognised at cost. The Group of companies’ financial statements. Unrealised gains arising at the balance sheet date. Revenues and ex- investment includes goodwill identified on ac- from transactions with associates are eliminat- penses are translated using average monthly quisition, net of any accumulated impairment ed against the investment to the extent of the foreign exchange rate, which approximates losses. The consolidated financial statements Group of companies’ interest in the investee. exchange rates on the dates of the transac- include the Group of companies’ share of the Unrealised losses are eliminated in the same tions. Foreign exchange differences arising income and expenses and equity movements way as unrealised gains, but only to the extent on translation are recognised directly as a of equity accounted investees, after adjust- that there is no evidence of impairment. separate component of equity. When a foreign ments to align the accounting policies with operation is disposed of, in part or in full, the those of the Group of companies, from the (v) Minority interests relevant amount of the component in equity date that significant influence commences Minority interests in the net assets of consoli- is transferred to profit or loss. until the date that significant influence ceases. dated subsidiaries are identified as a separate When the Group of companies’ share of losses item within the Group of companies’ equity. exceeds its interest in an equity accounted Minority interests consist of interests at the (c) Financial instruments investee, the carrying amount of that inter- date of the original transaction and the minor- est (including any long-term investments) is ity’s share of changes in equity since that date. Financial assets and financial liabilities are rec- reduced to nil and the recognition of further Losses applicable to the minority in excess of ognized on the Group of companies’ balance losses is discontinued except to the extent the minority’s interest in the subsidiary’s equi- sheet when the Group of companies become that the Group of companies has an obliga- ty are allocated to the majority interests of the a party to the contractual provisions of the tion or has made payments on behalf of the Group of companies as there is no obligation instruments. associate. for the minority to make an additional investment to cover the loss. (i) Non-derivative financial instruments (iii) Acquisitions from entities under Non-derivative financial instruments com- common control prise investments in equity and debt securi- A business combination involving entities (b) Foreign currency ties, trade and other receivables, cash and cash or businesses under common control for ac- equivalents, loans and borrowings, and trade counting purposes is a business combination (i) Foreign currency transactions and other payables. in which all of the combining entities or busi- Transactions in foreign currencies are translat- nesses are ultimately controlled by the same ed to the respective functional currencies of Non-derivative financial instruments are rec- party or parties both before and after the Group of company entities at exchange rates ognised initially at fair value plus, for instru- business combination, and such control is not at the dates of the transactions. Monetary as- ments not at fair value through profit or loss, transitory. sets and liabilities denominated in foreign cur- any directly attributable transaction costs. rencies at the reporting date are retranslated Subsequent to initial recognition non-deriva- The accounting treatment of such transac- to the functional currency at the exchange tive financial instruments are measured as de- tions is not covered by IFRS. According to IFRS rate at that date. The foreign currency gain scribed below. 3 business combinations under common con- or loss on monetary items is the difference trol are not within the scope of the accounting between amortised cost in the functional cur- Cash and cash equivalents comprise cash bal- standard. The Group of companies’ accounting rency at the beginning of the period, adjusted ances and call deposits. principle for transactions under common con- for effective interest and payments during the trol, including business combinations under period, and the amortised cost in foreign cur- Accounting for finance income and expense is common control, must therefore be based on rency translated at the exchange rate at the discussed in note 11. IAS 8 Accounting Policies, Changes in Account- end of the period. Non-monetary assets and ing Estimates and Errors, paragraphs 10-12. liabilities denominated in foreign currencies Available-for-sale financial assets that are measured at fair value are retranslat- The Group of companies’ investments in eq- After an overall assessment based on require- ed to the functional currency at the exchange uity securities and certain debt securities are ments and guidances in accounting standards rate at the date that the fair value was deter- classified as available-for-sale financial assets. and interpretations the Group of companies mined. Foreign currency differences arising on Subsequent to initial recognition, they are has chosen as accounting principle for all retranslation are recognised in profit or loss, measured at fair value and changes therein, transactions under common control that the except for differences arising on the retransla- other than impairment losses, are recognised transactions are accounted for at book val- tion of available-for-sale equity instruments, directly in equity. When an investment is dere- ues. or qualifying cash flow hedges, which are rec- cognised, the cumulative gain or loss in equity ognised directly in equity (see (ii) below). is transferred to profit or loss. (iv) Transactions eliminated on consolidation Intra-group balances and transactions, and (ii) Foreign operations Other any realised and unrealised income and ex- The assets and liabilities of foreign subsidiar- Other non-derivative financial instruments are penses arising from intra-group transactions, ies with other functional currency than NOK, measured at amortised cost using the effective are eliminated in preparing the consolidated are translated into NOK at the exchange rate interest method, less any impairment losses.

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(ii) Derivative financial instruments (iii) Share capital Borrowing costs are capitalised as part of cost The Group of companies holds derivative Ordinary shares of certain qualifying assets. A qualifying asset financial instruments to hedge its foreign Shares are classified as equity. Incremental is one which necessarily takes a substantial pe- currency and interest rate risk exposures. De- costs directly attributable to the issue of shares riod of time to be made ready for its intended rivatives are recognised initially at fair value; are recognised as a deduction from equity, net use, generally items that are subject to major attributable transaction costs are recognised of any tax effects. development or construction projects. in profit or loss when incurred. Subsequent to initial recognition, derivatives are measured at Repurchase of share capital (treasury shares) When parts of an item of property, plant and fair value, and changes therein are accounted When share capital recognised as equity is equipment have different useful lives, they are for as described below. repurchased, the amount of the considera- accounted for separately. tion paid, which includes directly attributable An embedded derivative is separated from the costs, net of any tax effects, is recognised as Gains and losses on disposal of an item of host contract and accounted for as a derivative a deduction from equity, as treasury shares. property, plant and equipment are deter- if: the economic characteristics and risks of the When treasury shares are sold or reissued sub- mined by comparing the proceeds from dis- embedded derivative are not closely related to sequently, the amount received is recognised posal with the carrying amount of property, the economic characteristics and risks of the as an increase in equity, and the resulting sur- plant and equipment and are recognised in host contract; a separate instrument with the plus or deficit on the transaction is transferred profit or loss. same terms as the embedded derivative would to / from retained earnings. meet the definition of a derivative; and the com- (ii) Residual values bined instrument is not measured at fair value Residual values are assessed at the beginning with changes in fair value recognised in profit (d) Property, plant and equipment of each accounting year and constitute the or loss. After separation the derivative and the basis of the depreciation for the year. Residual host contract are measured in accordance with (i) Recognition and measurement values are estimated based on recoverable their respective principles of valuation. Items of property, plant and equipment are material reduced by other demobilisation measured at cost less accumulated deprecia- costs related to the unit. Recoverable material Cash flow hedges tion and accumulated impairment losses. The is calculated as market steel price multiplied Changes in the fair value of the derivative cost of drilling rigs and certain vessels at 1 by the recoverable lightweight of the unit. hedging instrument designated as a cash flow January 2004, the date of transition to IFRSs, Any changes in residual values are accounted hedge are recognised directly in equity to the was determined by reference to their fair value for prospectively as a change in accounting extent that the hedge is effective. To the ex- at that date. estimate. tent that the hedge is ineffective, changes in fair value are recognised in profit or loss. Cost includes expenditure that is directly at- (iii) Subsequent costs tributable to the acquisition of the asset. The The cost of replacing part of an item of prop- If the hedging instrument no longer meets cost of self-constructed assets includes the erty, plant and equipment is recognised in the the criteria for hedge accounting, expires or cost of materials and direct labour, other costs carrying amount of the item if it is probable is sold, terminated or exercised, then hedge directly attributable to bringing the asset to that the future economic benefits embodied accounting is discontinued prospectively. a working condition for its intended use, and within the part will flow to the Group of com- The cumulative gain or loss previously recog- the costs of dismantling and removing the panies and its cost can be measured reliably. nised in equity remains there until the forecast relevant plant and equipment and restoring The carrying amount of the replaced part is transaction occurs. When the hedged item is a the site on which they are located. Cost also derecognised. The costs of the day-to-day non-financial asset, the amount recognised in may include transfers from equity of any gain servicing of property, plant and equipment equity is transferred to the carrying amount of or loss on qualifying cash flow hedges of for- are recognised in profit or loss as incurred. the asset when it is recognised. In other cases eign currency purchases of property, plant the amount recognised in equity is transferred and equipment. (iv) Depreciation to profit or loss in the same period that the Depreciation is recognised in profit or loss on hedged item affects profit or loss. Costs for special periodic surveys/renewal a straight-line basis over the estimated useful surveys (SPS/RS) on ships and offshore units lives of each part of an item of property, plant Economic hedges required by classification societies, are capi- and equipment. Financially leased assets are Hedge accounting is not applied to derivative talised and depreciated over the anticipated depreciated over the shorter of the lease term instruments that economically hedge mone- period between surveys, generally five years. and their useful lives unless it is reasonably tary assets and liabilities denominated in for- Extensive upgrading and repairs after termina- certain that the Group of companies will ob- eign currencies. Changes in the fair value of tion of contracts, are depreciated either over tain ownership by the end of the lease term. such derivatives are recognised in profit or loss the assumed period to next survey or over the Land is not depreciated. as part of foreign currency gains and losses. same profile as the unit if the unit’s remaining useful life is shorter. Other maintenance and repair costs are expensed as incurred. ...the note continues on the next page

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Bonheur ASA - Group Notes

The estimated useful lives for the current and ally for impairment. In respect of associates, have had a negative effect on the estimated comparative periods are as follows: the carrying amount of goodwill is included future cash flows of that asset. in the carrying amount of the investment in Rigs 15 to 25 years the associates. An impairment loss in respect of a financial as- Deepwater Drillship 25 years set measured at amortised cost is calculated Cruise vessels 10 to 20 years (ii) Research and development as the difference between its carrying amount, FPSO and tankers 10 to 20 years Expenses for research activities undertaken and the present value of the estimated future Major rig Components 5 to 15 years with the prospect of gaining new technical cash flows discounted at the original effective Plant and Buildings 5 to 50 years knowledge and understanding, is recognised interest rate. An impairment loss in respect of Machinery and Equipment 3 to 10 years in profit and loss when incurred. an available-for-sale financial asset is calcu- Windfarms 15 years lated by reference to its fair value. Projects under construction Nil Development expenditure is capitalised only Cars 5 years if development costs can be measured reli- All impairment losses are recognised in profit or IT Equipment 3 years ably, the product or process is technically and loss. Any cumulative loss in respect of an avail- Furniture and fixtures 5 years commercially feasible, future economic ben- able-for-sale financial asset recognised previ- efits are probable, and the Group of compa- ously in equity is transferred to profit or loss. The estimated useful lives, residual values nies intends to and has sufficient resources to and decommissioning costs are reviewed on complete development and to use or sell the An impairment loss is reversed if the reversal a yearly basis. Any changes are accounted for asset. The expenditure capitalised includes the can be related objectively to an event occur- prospectively as a change in accounting esti- cost of materials, direct labour and overhead ring after the impairment loss was recognised. mate. costs that are directly attributable to prepar- For financial assets measured at amortised ing the asset for its intended use. Borrowing cost and available-for-sale financial assets that costs related to the development of qualify- are debt securities, the reversal is recognised (e) Intangible assets ing assets are capitalised. Other development in profit or loss. For available-for-sale financial expenditure is recognised in profit or loss as assets that are equity securities, the reversal is (i) Goodwill incurred. When a project is ready for intended recognised directly in equity. Goodwill arises on the acquisition of subsidiar- use, it is reclassified from intangible assets to ies, associates and joint ventures. the respective groups of property, plant and (ii) Non-financial assets equipment. The carrying amounts of the Group of compa- Acquisitions prior to 1 January 2004 nies’ non-financial assets, other than invento- In respect of acquisitions prior to 1 January Capitalised development expenditure is meas- ries and deferred tax assets, are reviewed at 2004, goodwill is included on the basis of its ured at cost less accumulated impairment each reporting date to determine whether deemed cost, which represents the amount losses. there is any indication of impairment. If any recorded under N-GAAP. The classification such indication exists, then the asset’s recov- and accounting treatment of business combi- erable amount is estimated. For goodwill and nations that occurred prior to 1 January 2004 (f) Inventories and consumable spare parts intangible assets that have indefinite lives or has not been reconsidered. that are not yet available for use, the recover- Inventories and bunkers are recorded at the able amount is estimated annually. Acquisitions on or after 1 January 2004 lower of cost less obsolescence and net realis- For acquisitions on or after 1 January 2004, able value. The Group of companies catego- When considering impairment indicators, the goodwill represents the excess of the cost of rizes spare parts into two groups, spare parts Group of companies considers both internal the acquisition over the Group of companies’ and spare assets. Spare parts are consumables (e.g. adverse changes in performance) and interest in the net fair value of the net identifi- that are not depreciated, but expensed when external sources (e.g. adverse changes in the able assets of the acquiree. used against repair and maintenance cost. business environment). For rigs, vessels and Consumables are measured at cost less a re- drillship these are analyzed by reviewing day Acquisitions of minority interests serve for overstocked items. rates and broker valuations. If an indicator of Goodwill arising on the acquisition of a mi- impairment is noted, further management es- nority interest in a subsidiary represents the timate is required to determine the amount, excess of the cost of the additional investment (g) Impairment if any, of impairment. In order to measure for over the carrying amount of the net assets ac- potential impairment, the carrying amount is quired at the date of exchange. (i) Financial assets compared to the recoverable amount, which is A financial asset is assessed at each reporting the higher of its fair value less costs to sell and Subsequent measurement date to determine whether there is any objec- value in use. The value in use is calculated as Goodwill is measured at cost less any accumu- tive evidence that it is impaired. A financial the present value of the expected future cash lated impairment losses. Goodwill is allocated asset is considered to be impaired if objective flows for the individual units, requiring signifi- to cash-generating units and is tested annu- evidence indicates that one or more events cant management estimates of the proper dis-

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count rates as well as the length and amounts When the calculation results in a benefit to the (j) Revenue of cash flows. Group of companies, the recognised asset is limited to the net total of any unrecognised Electric power The goodwill acquired in a business combina- past service costs and the present value of any Revenue from sale of electric power is recog- tion, for the purpose of impairment testing, future refunds from the plan or reductions in nised in the period the power is generated, at is allocated to cash-generating units that are future contributions to the plan. rates in the relevant contracts. expected to benefit from the synergies of the combination. Cumulative actuarial gains or losses that arise Cruise subsequent to 1 January 2004, and which ex- Revenue represents gross ticket income after An impairment loss is recognised if the carry- ceeds 10 per cent of the greater of the defined discount and onboard income earned and is ing amount of an asset or its cash-generating benefit obligation and the fair value of plan recognised in the period the services are ren- unit exceeds its estimated recoverable amount. assets, is recognised in the income statement dered. Impairment losses are recognised in profit or over the expected average remaining working loss. Impairment losses recognised in respect lives of the employees. Charter-hire-, storage contracts and of cash-generating units are allocated first to floating production reduce the carrying amount of any goodwill When benefits of a plan are improved, the por- Revenue derived from charter-hire contracts, allocated to the units and then to reduce the tion of the increased benefit relating to past floating production, storage contracts or other carrying amount of the other assets in the unit service is recognised as an expense in the in- service contracts are recognised in the period (group of units) on a pro rata basis. come statement on a straight-line basis until that services are rendered at rates established the benefits become vested. To the extent that in the relevant contracts. Certain contracts in- An impairment loss in respect of goodwill is the benefits vest immediately, the expense is clude mobilisation fees payable at the start of not reversed. In respect of other assets, impair- recognised in the income statement. the contract. In cases where the fee covers a ment losses recognised in prior periods are as- general upgrade of a rig, vessel, or equipment sessed at each reporting date for any indica- Employees of certain subsidiaries are covered which increases the value of the rig, vessel or tions that the loss has decreased or no longer by multi-employer pension plans adminis- equipment beyond the contract period, the exists. An impairment loss is reversed if there tered by trade unions and by plans adminis- fee is recognised as revenue over the contract has been a change in the estimates used to tered by related companies. Costs related to period. In cases where the fee covers specific determine the recoverable amount. An impair- these plans are expensed as incurred. upgrades or equipment specific to the con- ment loss is reversed only to the extent that tract, the mobilisation fees are recognised as the asset’s carrying amount does not exceed (ii) Short-term benefits revenue over the estimated contract period the carrying amount that would have been de- Short-term employee benefit obligations are for that specific upgrade or equipment. In termined, net of depreciation or amortisation, measured on an undiscounted basis and are cases where the fee covers specific operating if no impairment loss had been recognised. expensed as the related service is provided. expenses at the start up of the contract the fees are recognised in the same period as the A liability is recognised for the amount expect- expenses. (h) Employee benefits ed to be paid under short-term cash bonus or profit-sharing plans if the Group of companies Long-term engineering and (i) Defined benefit plans has a present legal or constructive obligation fabrication contracts The Group of companies’ net obligation in re- to pay this amount as a result of past service Revenue on long-term contracts is recognised spect of defined benefit pension plans is cal- provided by the employee and the obligation using the percentage of completion method culated separately for each plan by estimating can be estimated reliably. throughout the performance period of the the present value of future benefits that em- contract when the outcome can be measured ployees have earned in return for their services reliably. Use of the percentage-of-completion in the current and prior periods; that benefit (i) Provisions method requires the Group of companies to is discounted to determine its present value. estimate the work performed to date as a Any unrecognised past service costs and the A provision is recognised if, as a result of a past proportion of the total work to be performed. fair value of any plan assets are deducted. For event, the Group of companies has a present The percentage of completion is typically cal- Norwegian schemes the discount rate is based legal or constructive obligation that can be culated based on the ratio of contract costs on the 10-year Government bonds yield as per estimated reliably, and it is probable that an incurred to date to total estimated contract year end, adjusted to reflect the terms of the outflow of economic benefits will be required costs after providing for all known or antici- Groups of companies’ obligations. Foreign to settle the obligation. Provisions are deter- pated costs. On certain contracts the Group of pension schemes base the discount rate on mined by discounting the expected future companies may use the ratio of incurred to to- the yield at the balance sheet date, adjusted cash flows at a pre-tax rate that reflects cur- tal estimated direct labour hours to determine to reflect the terms of the obligations. The cal- rent market assessments of the time value of culation is performed by a qualified actuary money and the risks specific to the liability. using the projected unit credit method. ...the note continues on the next page

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the percentage of completion. Costs include Payment received under an operational lease Finance expenses comprise interest expense material, direct labour and engineering. Sell- agreement is recognised as revenue over the on borrowings, unwinding of the discount on ing, general and administrative expenses are contract period. provisions, changes in the fair value of finan- charged to operations as incurred. The effect cial assets at fair value through profit or loss, of changes in estimates of contract costs is Commissions impairment losses recognised on financial as- recorded immediately. An expected loss on a When the Group of companies acts in the ca- sets, and losses on hedging instruments that contract is recognised immediately in the in- pacity of an agent rather than as the principal are recognised in profit or loss. All borrowing come statement. in a transaction, the revenue recognised is costs are recognised in profit or loss using the the net amount of commission earned by the effective interest method. Costs and estimated earnings in excess of Group of companies. billings on uncompleted contracts represent Foreign currency gains and losses are reported revenues earned under the percentage of on a net basis. completion method but not yet billable un- (k) Government grants der the terms of the contract. Amounts billed in advance of satisfying revenue recognition Government grants related to capital expen- (n) Income tax criteria on long term contracts are classified as ditures are deferred and recognised as income billings in excess of costs and estimated earn- over the useful lives of related capital expend- Income tax expense comprises current and ings on uncompleted contracts. iture. Grants related to specific contracts are deferred tax. Income tax expense is recog- recognised as income over the period contract nised in profit or loss except to the extent that Generally, contract revenues become billable work is performed. it relates to items recognised directly in equity. upon the Group of companies attaining certain The Group of companies is subject to income contract milestones. The Group of companies taxes in numerous jurisdictions. Significant typically does not require collateral from cus- (l) Lease payments judgement is required in determining the tomers except in situations where warranted worldwide provision for income taxes. There due to assessments of risk factors. Payments made under operating leases are are many transactions and calculations for recognised in profit or loss on a straight-line which the ultimate tax determination is un- Lease agreements basis over the term of the lease. Minimum certain during the ordinary course of business. Leases in terms of which the Group of com- lease payments made under finance leases The Group of companies recognises liabilities panies transfers substantially all the risks and are apportioned between the finance expense for anticipated tax issues based on best esti- rewards of the ownership to the lessee are and the reduction of the outstanding liability. mate of whether additional taxes will be due. classified as finance leases. All other leases are The finance expense is allocated to each pe- Where the final tax outcome of these matters classified as operating leases. Classification is riod during the lease term so as to produce is different from the amounts that were ini- based on the substance of the contracts. The a constant periodic rate of interest on the tially recorded, such difference will impact the determination of whether an arrangement is remaining balance of the liability. Contingent income tax and deferred tax provisions in the or contains a lease is based on the substance lease payments are accounted for by revis- period in which such determination is made. of the arrangement. ing the minimum lease payments over the remaining term of the lease when the lease Current tax is the expected tax payable on the The Group of companies can enter into an adjustment is confirmed. taxable income for the year, using tax rates en- agreement that in legal context is not a leas- acted or substantially enacted at the reporting ing agreement, but that from the terms in the date, and any adjustment to tax payable in re- agreement transfer the right to use the unit to (m) Finance income and expenses spect of previous years. the lessee. Whether the contract is or is considered to include a lease is based on whether Finance income comprises interest income on Deferred tax is recognised using the balance the terms in the agreement indicates a specific funds invested (including available-for-sale fi- sheet method, providing for temporary dif- unit and transfer the right to use the unit. nancial assets), dividend income, gains on the ferences between the carrying amounts of disposal of available-for-sale financial assets, assets and liabilities for financial reporting If the agreement is or contains a lease, it is changes in the fair value of financial assets purposes and the amounts used for taxation considered whether the lease is a financial- or at fair value through profit or loss, and gains purposes. Deferred tax is not recognised for an operating lease. The Group of companies on hedging instruments that are recognised the initial recognition of assets or liabilities in has, as a lessor, not entered into any contracts in profit or loss. Interest income is recognised a transaction that is not a business combina- that are considered to be finance leases. The as it accrues in profit or loss, using the effec- tion and that affects neither accounting nor Group of companies has, as a lessee, entered tive interest method. Dividend income is rec- taxable profit, or for taxable temporary dif- into three finance leases. Minimum lease pay- ognised in profit or loss on the date that the ferences arising on the initial recognition of ments made under the finance leases are ap- Group of companies’ right to receive payment goodwill. Deferred tax is measured using the portioned between the finance expense and is established, which in the case of quoted se- tax rates that are based on the laws that have the reduction of the outstanding liability. curities is the ex-dividend date. been enacted or substantively enacted by the

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reporting date. Deferred tax assets and liabili- the amount payable in 2008 is presented as Segment results, assets and liabilities include ties are offset if there is a legally enforceable current tax and the remaining as non-current items directly attributable to a segment as right to offset current tax liabilities and assets, liabilities. The discount rate used is a risk free well as those that can be allocated on a rea- and they relate to income taxes levied by the post-tax interest rate. Under the new tonnage sonable basis. same tax authority on the same taxable entity, tax regime, operating profits will be fully ex- or on different tax entities, and they intend to empt from taxation on a permanent basis, Segment capital expenditure is the total cost settle current tax liabilities and assets on a net while net financial items are taxed at a rate of incurred during the period to acquire proper- basis or their tax assets and liabilities will be 28% nominally. ty, plant and equipment, and intangible assets realised simultaneously. other than goodwill.

A deferred tax asset is recognised to the extent (o) Cash flow statement that it is probable that future taxable profits (s) Events after the balance sheet date will be available against which the temporary The cash flow statement reports cash flows difference can be utilised. Deferred tax as- during the period classified by operating, Information about the Group of companies’ sets are reviewed at each reporting date and investing and financing activities and the financial position occurring after the balance are reduced to the extent that it is no longer Group of companies use the indirect method sheet date, is taken into account in the finan- probable that the related tax benefit will be to present the cash flow statement. cial statements. Significant events after the realised. balance sheet date that do not influence the Group of companies’ financial position at the According to the Norwegian tonnage tax re- (p) Earnings per share balance sheet date, but may have impact on gime in force until 1 January 2007, deferred the Group of companies’ future financial posi- tax related to the obligations became due for The Group of companies present basic and tion, is disclosed. See note 33 in the financial payment only if the company withdrew from diluted earnings per share (EPS) data for its statements for further details. the regime, or if a dividend was paid. The par- shares. Basic EPS is calculated by dividing ent companies of the Group of companies’ the profit or loss attributable to sharehold- tonnage tax companies were not expected ers of the Company by the weighted average to claim dividend from their tonnage tax sub- number of shares outstanding during the peri- sidiaries in the foreseeable future due to their od. Diluted EPS is determined by adjusting the financial strengths. Furthermore the compa- profit or loss attributable to shareholders and nies had no plans of leaving the tax regime. the weighted average number of shares out- For these reasons no provision for deferred tax standing for the effects of all dilutive potential was recognised until leaving the tax regime or shares, which comprise convertible notes and dividend payment. share options in a subsidiary.

As from 1 January 2007 the Norwegian tonnage tax regime was changed. Two of the (q) Segment reporting companies operating within the tonnage tax regime may decide to leave the regime. The A segment is a distinguishable component of tax effect from the withdrawal is recognised the Group of companies that is engaged ei- in profit or loss. ther in providing related products or services (business segment), or in providing products One company may decide to transfer into the or services within a particular economic en- new tonnage tax regime. The new regime im- vironment (geographical segment), which is plies taxation of 15 years undistributed profit subject to risks and returns that are different kept in the old tonnage tax system not previ- from those of other segments. Segment infor- ously subject to taxation. 33% of the transi- mation is presented in respect of the Group tion tax will be waived by the tax authorities of companies’ business and geographical provided that an equal amount is spent on segments. The Group of companies’ primary environmental investments. 67% of this tax format for segment reporting is based on is payable with 10% annually over 10 years. business segments. The business segments The taxation is based on the book value of are determined based on the Group of com- the equity of each company within the ton- panies’ management and internal reporting nage tax regime, rather than the fair values. structure. The related tax expense is recognized 100% in profit or loss, and presented as a tax liability Inter-segment pricing is determined on an at present value in the balance sheet, where arm’s length basis.

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Bonheur ASA - Group Notes

Note 4 – Determination of fair values

A number of the Group of companies’ ac- (iii) Investments in equity and debt securities would receive or pay to terminate the swap at counting policies and disclosures require the The fair value of financial assets at fair value the balance sheet date, taking into account determination of fair value, for both financial through profit or loss and available-for-sale current interest rates and the counterparty’s and non-financial assets and liabilities. Fair financial assets is determined by reference to credit rating. values have been determined for measure- their quoted bid price at the reporting date. ment and / or disclosure purposes based on (vi) Non-derivative financial liabilities the following methods. When applicable, fur- If such a quoted bid price does not exist at the Fair value, which is determined for disclosure ther information about the assumptions made balance sheet date, the latest known trading purposes, is calculated based on the present in determining fair values is disclosed in the price is used as an estimate of the fair value. value of future principal and interest cash notes specific to that asset or liability. flows, discounted at the market rate of interest (iv) Trade and other receivables at the reporting date. In respect of the liability (i) Property, plant and equipment The fair value of trade and other receivables, component of convertible notes, the market The market value of property is the estimated excluding construction work in progress, is rate of interest is determined by reference to amount for which a property could be ex- estimated as the present value of future cash similar liabilities that do not have a conversion changed on the date of valuation. The market flows, discounted at the market rate of interest option. For finance leases the market rate of value of items of vessels, rigs and drill ship is at the reporting date. interest is determined by reference to similar based on broker valuations, for other items it lease agreements. is based on quoted market prices for similar (v) Derivatives items. Fair value may also be based on value The fair value of forward exchange contracts is in use for the purpose of impairment testing. based on their listed market price, if available. Value in use is the present value of the future If a listed market price is not available, then cash flows from continuing use and ultimate fair value is estimated by discounting the dif- disposal of the asset. ference between the contractual forward price and the current forward price for the residual (ii) Intangible assets maturity of the contract using a risk-free inter- The fair value of other intangible assets, in- est rate (based on government bonds). cluding goodwill, is based on the discounted cash flows expected to be derived from the The fair value of interest rate swaps is the es- use and eventual sale of the assets. timated amount that the Group of companies

Note 5 – Financial risk management

The Group of companies is exposed to certain Financial market risk companies’ expenses are primarily in USD, GBP financial risks related to its activities. The finan- Currency risk and NOK. As such, the Group of companies’ cial risks are continuously monitored and from The Group of companies’ financial statements earnings are exposed to fluctuations in the time to time financial derivatives are used to are presented in NOK. The Group of compa- currency market. However, in the longer term economically hedge such exposures. The moni- nies’ revenues consist primarily of USD, GBP parts of the currency exposure are neutralized toring within the various business segments is and NOK with USD as the most dominant cur- due to the majority of the Group of companies’ carried out by these respective companies, in rency. The USD revenues in 2007 are within debt being denominated in the same curren- accordance with their respective policies and FOE, of which 82% of the revenues in 2007 cies as the main revenues. Forward exchange procedures, through internal reporting and were USD, FOP (100% in USD) and FOL (100% contracts are from time to time entered into to online based information of movements and in USD). All of the revenues within the cruise further reduce currency exposure. market values of relevant financial instruments. segment and most of the revenues within the Reports on the companies’ financial risk expo- renewable energy segments in 2007 were in Interest rate risk sure are regularly submitted to the respective GBP. Consequently, out of the group of com- The Group of companies is exposed to interest Group of company entities Board of directors. panies’ gross revenues of NOK 7 766 million rate fluctuations, as loans are frequently based in 2007, approximately 67% were in USD and on floating interest rates. By the turn of the For more detailed information – see notes 20 approximately 22% were in GBP. The remain- year, all loans within the group of companies and 27. ing 11% were mainly in NOK. The Group of were based on floating interest rates. Parts of

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Bonheur ASA - Group Notes

the outstanding loans is hedged against in- The Group of companies’ interest bearing debt of companies monitors the capital structure terest fluctuations through interest rate swap consists of several loans. Each of the main busi- and return on capital on a continuous basis, agreements. At year-end 27 % of total loans ness segments has arranged separate loans to with the aim to maintain a strong capital base was swapped into fixed rate obligations by use cover their investments while maximizing the return on capital of interest rate swap agreements. Investments were financed by cash from oper- The majority of the Group of companies’ free Oil price ations as well as sale of fixed assets, while also available cash and cash equivalents have tradi- The Group of companies is exposed to fluctua- drawing on bank credit facilities. In addition tionally been held as bank deposits, however, tions in bunker prices, which are fluctuating shares in FOP were issued in connection with investments in short- and long-term securities with the oil price. This exposure is primarily the private placement and the Initial Public Of- are made from time to time. Capital manage- within the cruise and tanker operations. In fering during first half 2007. ment within the various business segment is 2007 approximately 6% of total operating ex- carried out by these respective companies, penses within the Group of companies were Planned investments going forward are main- based on their respective policies and proce- bunker expenses. By the end of the year, there ly related to remaining investments in FOE dures. were some short-term derivative contracts regarding Blackford Dolphin, the lengthen- outstanding relating to securing part of the ing of the cruise vessels MV Balmoral and MV The Group of companies is in compliance with bunker costs for the year 2008. Braemar and construction of the wind farm covenants in all external loan covenants. Crystal Rig II. Both the remaining investments Electricity price related to Blackford Dolphin and most of the Due to the current contract structures within lengthening of the cruise vessels are sched- FOR, whereby the contract prices primarily are uled during first half 2008, while the majority based on fixed electricity prices, the Group of of the investments related to Crystal Rig II will companies has not been directly exposed take place during 2009 and 2010. to short-term fluctuations of spot electricity prices. Dividend payments amounted to NOK 363 million in Bonheur ASA and NOK 361 million Credit risk in Ganger Rolf ASA, representing an increase The Group of companies continuously evaluates of NOK 78 million and NOK 74 million, respec- the credit risk associated with customers and, tively, from the previous year. In addition, the when considered necessary, seeks to obtain extraordinary dividend payments resolved certain guarantees. The credit risk within the by the Extraordinary General Meetings in De- Group of companies is in general considered to cember and paid to the shareholders in early be moderate. The customer base within Energy January 2008 amounted to NOK 363 million in services, which in 2007 provided approximately Bonheur ASA and NOK 358 million in Ganger 73% of the Group of companies’ total revenues, Rolf ASA. FOE paid dividend for the first time in is mostly international oil companies. As to the 2007 amounting to NOK 660 million. customers within Renewable energy, these are large electricity distributors. Credit risk within The Group’s short-term investments are limit- FOCL is also regarded to be moderate, due to ed to reputable money market funds and cash cruise tickets being paid in advance. deposits in the Group’s relationship banks. Derivative financial instruments are normally Liquidity risk entered into with the Group’s main relation- Gross interest bearing debt of the Group of ship banks. companies at year end was NOK 8 397 million (2006: NOK 7 544 million). Cash and cash Taking into account estimated revenues, pro- equivalents amounted to NOK 5 264 million posed dividend payments and planned capital (2006: NOK 3 581 million). Net interest bearing investments, the Group of companies regard debt of the Group of companies was 3 133 mil- the liquidity risk to be moderate. lion (2006: 3 963 million). Equity to assets ratio was 48% (2006: 48%). Capital Management The objective of the Group of companies is to In addition the Group of companies had an have a healthy financial position in order to unused credit facility of NOK 1 357 million at maintain market confidence and sustain fu- year end (2006: NOK 1 422 million). ture development of the business. The Group

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 27 28

Bonheur ASA - Group Notes

Note 6 - Segment reporting

Due to different consolidation methods, the figures are not comparable, please see note 34. As from fourth quarter 2006 the Group of companies’ reporting structure of business segments was changed, and comparable numbers have been adjusted to reflect the current segment structure. The Group of companies comprise the following business segments:

1) Energy services Offshore drilling: Fred. Olsen Energy ASA (01.01.-30.08 - 2006: 29.48%, 01.09-30.09 - 2006: 30.86%, 01.10-31.10 - 2006: 61,71%, 01.11-31.12 - 2006: 54,12%, 01.01-30.06 - 2007: 54%, 01.07-31.12 - 2007: 53,42%) and the rig Bulford Dolphin (01.01-30.09 - 2006: 50%, 01.10-2006 - 21.11-2007: 100%). Floating production: Fred. Olsen Production AS (01.01-30.09 - 2006: 50%, 01.10-2006 - 12.02-2007: 100%, 13.02-30.06 - 2007: 57,7%, 01.07-31.12 - 2007: 61,54%).

2) Renewable energy Fred. Olsen Renewables AS (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%).

3) Shipping Tankers: First Olsen Ltd - Tankers (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%). Cruise: Fred. Olsen Cruise Lines Ltd (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%), Fred. Olsen Cruise Lines pte Ltd (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%), Borgå Group (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%) and Borgå II Group (01.01-31.12 - 2007: 100%). Other shipping activities: First Olsen Ltd - Other shipping activities (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%) and Comarit SA (01.01.- 30.08 - 2006: 25%, 01.09-30.09 - 2006: 27,5%, 01.10-2006 - 31.12-2007: 55%).

4) Other investments Fred. Olsen Travel AS (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%), Fred. Olsen Brokers AS (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12- 2007: 100%), Fred. Olsen Fly- og Luftmateriell AS (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%), Stavnes Byggeselskap AS (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%), Oslo Shipholding AS (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%), Tusenfryd AS (01.01-30.09 - 2006: 25%, 01.10-2006 - 31.12-2007: 50%, sold as per year end), Genomar ASA (01.10-2006 - 31.03-2007: 32,97%, 01.04-2007 - 30.12-2007: 36,83%, 31.12-2007: 44,86%), Norges Handels- & Sjøfartstidende AS (01.10-2006 - 31.12-2007: 33,94%), Ganger Rolf ASA (01.01-30.06 - 2006: 49,45%, 01.07- 30.09 - 2006: 49,67%, 01.10-2006 - 31.12-2007: 100%), Bonheur ASA (01.10-2006 - 31.12-2007: 100%) and First Olsen Ltd - Others (01.01-30.09 - 2006: 50%, 01.10-2006 - 31.12-2007: 100%).

Fully consolidated companies Energy services 1) Renewable energy 2) (Amounts in NOK 1 000) 2007 2006 2005 2007 2006 2005 Operating income 5 682 462 1 134 695 0 300 736 94 351 0 Operating costs -2 436 778 -718 051 0 -87 382 -25 377 0 Depreciation -570 636 -81 226 0 -109 770 -27 195 0 Impairment 0 -19 881 0 -10 777 0 0 Operating profit/loss 2 675 047 315 537 0 92 807 41 778 0 Profit for the year 2 580 327 283 618 0 33 571 31 727 0 Total assets 12 549 621 10 696 653 0 1 932 107 2 031 205 0 Total liabilities 6 728 977 6 168 434 0 1 442 021 1 534 691 0 Total equity 5 820 645 4 528 219 0 490 087 496 515 0 Capital expenditures 2 897 192 446 493 0 300 565 17 592 0

Fully consolidated companies Shipping 3) Other investments 4) (Amounts in NOK 1 000) 2007 2006 2005 2007 2006 2005 Operating income 1 729 961 400 616 0 52 779 -41 408 1 278 Operating costs -1 175 231 -311 810 0 -171 571 -29 773 -33 527 Depreciation -236 164 -66 697 0 -6 229 3 485 -3 120 Impairment -34 274 0 0 0 0 0 Operating profit/loss 284 291 22 109 0 -125 021 -67 696 -35 369 Profit for the year 9 419 8 134 0 61 260 650 984 723 219 Total assets 5 228 633 4 140 602 0 1 591 081 1 664 557 4 850 338 Total liabilities 2 887 148 2 508 373 0 -9 416 -651 536 410 324 Total equity 2 341 485 1 632 229 0 1 600 497 2 316 094 4 440 014 Capital expenditures 66 105 723 410 0 3 189 5 824 3 453

28 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 29

Bonheur ASA - Group Notes

Group of companies Continued operation Discontinued operation 5) Total (Amounts in NOK 1 000) 2007 2006 2005 2007 2006 2005 2007 2006 2005 Operating income 7 765 937 1 588 253 1 278 0 0 0 7 765 937 1 588 253 1 278 Operating costs -3 870 962 -1 085 011 -33 527 0 0 0 -3 870 962 -1 085 011 -33 527 Depreciation -922 799 -171 633 -3 120 0 0 0 -922 799 -171 633 -3 120 Impairment -45 052 -19 881 0 0 0 0 -45 052 -19 881 0 Operating profit/loss 2 927 124 311 729 -35 369 0 0 0 2 927 124 311 729 -35 369 Profit for the year 2 684 577 974 463 723 219 0 0 143 502 2 684 577 974 463 866 722 Total assets 21 301 443 18 533 017 4 850 338 0 0 0 21 301 443 18 533 017 4 850 338 Total liabilities 11 048 730 9 559 961 410 324 0 0 0 11 048 730 9 559 961 410 324 Total equity 10 252 714 8 973 056 4 440 014 0 0 0 10 252 714 8 973 056 4 440 014 Capital expenditures 3 267 051 1 193 319 3 453 0 0 0 3 267 051 1 193 319 3 453

5) The airline Sterling, an associate of Bonheur ASA, was sold in 2005, and is included in the segment “Other investments”. The airline was in 2005 included in a former segment, “Transportation”. The transportation segment was in 2005 discontinued, following from the sale of Sterling. For further information, please refer to note 7, “Discontinued operations”.

Associates *) Energy services 1) Renewable energy 2) (Amounts in NOK 1 000) 2007 2006 2005 2007 2006 2005 Operating income 0 1 192 896 960 289 14 68 008 67 420 Operating costs 0 -596 767 -626 726 -756 -23 209 -24 063 Depreciation / Impairment 0 -134 586 -201 458 0 -35 691 -28 472 Operating result 0 461 543 132 105 -742 9 109 14 885 Share of profit in associates 0 371 301 36 681 -568 -12 593 -12 989 Share of equity 265 306 1 043 157 5 138 7 121 213 805

Associates *) Shipping 3) Other investments 4) Total (Amounts in NOK 1 000) 2007 2006 2005 2007 2006 2005 2007 2006 2005 Operating income 467 304 852 113 1 062 820 431 722 153 835 239 955 899 040 2 266 851 2 330 484 Operating costs -388 447 -664 864 -465 765 -373 237 -148 705 -135 882 -762 440 -1 433 544 -1 252 435 Depreciation / Impairment -80 855 -103 125 -121 673 -22 296 -15 283 -85 076 -103 151 -288 685 -436 679 Operating result -1 998 84 125 475 382 36 189 -10 154 18 997 33 449 544 623 641 369 Share of profit in associates -19 865 56 910 384 791 24 587 265 514 333 028 4 155 681 133 741 511 Share of equity 61 288 87 602 1 005 597 64 431 121 350 1 656 237 131 121 216 379 3 918 796

*) For further information, please refer to note 15.

Geographical segments

Fully consolidated companies Europe Asia Americas (Amounts in NOK 1 000) 2007 2006 2005 2007 2006 2005 2007 2006 2005 Operating income 5 080 818 1 020 091 1 278 1 532 224 306 105 0 223 223 30 433 0 Capital expenditure 478 294 357 501 3 453 2 788 492 835 818 0 0 0 0

Fully consolidated companies Other regions Consolidated (Amounts in NOK 1 000) 2007 2006 2005 2007 2006 2005 Operating income 929 671 231 633 0 7 765 937 1 588 262 1 278 Capital expenditure 265 0 0 3 267 051 1 193 319 3 453

The segment operating income is based on the geographical location of the customers. The group of companies’ operating income is primarily origi- nating in the Europe from offshore services, cruise activities and from ownership and operation of windfarms. The capital expenditures are based on the location of the company that is actually doing the investment.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 29 30

Bonheur ASA - Group Notes

Note 7 – Discontinued operations

On 25th April 2005 the Group of companies sold all of its remaining activities within the former business segment Transportation, through the disposal of the airline company Sterling, at that time an associate of Bonheur ASA. The Bonheur Group of companies’ share of the sales price was DKK 187.5 million (NOK 205.3 million). Sales gain for the Bonheur Group of companies was NOK 224.8 million including a negative result for Sterling in the period from 1st January to 25th April of NOK 26.9 million. The total gain after tax was NOK 143.5 million.

The Group of companies’ share of the sale of Sterling

(Amounts in NOK 1 000) 2007 2006 2005

Net sales proceeds - - 203 969 Book value - - -20 859 Gain on sale - - 224 828 Estimated tax cost on gain - - -62 952 Moved from equity to income statement - - 978 Gain on sale of discontinued operations - - 162 854

Loss in period - - -26 878 Estimated tax income from loss in period - - 7 526 Net result from discontinued operations - - -19 352

Net profit from discontinued operations - - 143 502

Note 8 – Revenue

(Amounts in NOK 1 000) 2007 2006 2005

Sales of electricity and other goods 511 166 137 355 9 Sales of Services 5 884 839 1 208 476 197 Fabrication contract revenue 127 166 72 872 0 Other operating revenue 41 956 169 357 991 Total revenue 6 565 127 1 588 060 1 197

Due to different consolidation methods, the figures are not comparable, please see note 34.

30 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 31

Bonheur ASA - Group Notes

Note 9 – Operating expenses

(Amounts in NOK 1 000) 2007 2006 2005

Administrative expenses 125 686 15 262 7 220 Other operating expenses *) 2 261 137 665 655 1 641 Total 2 386 823 680 917 8 861

Due to different consolidation methods, the figures are not comparable, please see note 34.

*) As from the fourth quarter 2006 other operating expenses is mainly related to rig operation (Fred. Olsen Energy ASA), operation of the cruise vessels (Fred. Olsen Cruise Lines Ltd.) and floating production (Fred. Olsen Production ASA). In 2007 rig operation amounts to NOK 1.149,7 million, cruise vessels operation amounts to NOK 746,1 million which is mainly onboard expenses, vessel operations expenses and Selling & Marketing expenses. Operation of floating production (FSO / FPSO) amounts to NOK 213,7 million. Research and development expenditures of NOK 14.8 million are recognised in profit and loss in 2007.

Professional fees to the auditors Below is a specification of professional fees to the auditors, included in element “Administrative expenses” above. The fees encompass goup auditor, KPMG, including affiliates of KPMG, and non-KPMG auditors of the Group of companies subsidiaries.

Professional fees to the auditors 2007 2006 2005

Statutory audit 8 781 4 023 749 Other attestation services 2 008 470 123 Tax advice 1 973 1 587 223 Other services outside the audit scope 1 428 1 321 471 Total (VAT exclusive) 14 190 7 401 1 566

Note 10 – Personnel expenses

Due to different consolidation methods, the figures are not comparable, please see note note 34 .

Bonheur ASA (the Company) has no employees apart from its Managing Director. On Group of companies level there are 2,630 employees. Pursuant to a separate agreement with Fred. Olsen & Co. on certain administrative services comprising financial, accounting and legal services, Fred. Olsen & Co. charged in 2007 a service fee of NOK 37,8 million inclusive of remuneration to the Managing Director on behalf of the Company.

In addition to the above, Fred. Olsen & Co. for the same period also invoiced subsidiaries of Bonheur ASA and other Fred. Olsen related companies for the same or similar kind of services, according to separate agreements.

(Amounts in NOK 1 000) Note 2007 2006 2005

Salaries etc. Salaries 976 691 280 650 0 Social security costs 111 320 27 665 81 Employee benefits (pension costs) 24 54 218 18 805 9 724 Other 171 521 50 910 0 Administration cost Fred. Olsen & Co. 37 750 23 870 14 619 Total 1 351 500 401 900 24 424

Loan to employees Loan to employees 13 643 1 270 0

The Group had in 2007 2,630 employees (2006: 2,465 by year end).

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 31 32

Bonheur ASA - Group Notes

Note 11 – Finance income and expense

(Amounts in NOK 1 000) 2007 2006 2005

Interest income on available-for-sale financial assets 657 6 017 8 943 Interest income on receivables 24 592 16 369 6 529 Interest income on bank deposits 198 794 40 199 2 385 Interest income 224 043 62 585 17 857

Dividend income on available-for-sale financial assets 5 211 7 384 4 643 Net gain on disposal of available-for-sale financial assets transferred from equity 938 1 192 2 611 Net gain on disposal of available-for-sale financial assets recognised directly in profit or loss 2 850 119 -958 Gain on sale of associates 1) 267 778 0 0 Foreign exchange gain 181 626 26 626 10 013 Net change in fair value of financial assets at fair value through profit or loss - classified as held for trading 111 961 13 025 8 924 Other finance income 15 783 19 697 6 650 Other finance income 586 147 68 043 31 883

Interest expense on financial liabilities measured at amortised cost -356 174 -98 667 -8 169 Interest expense -356 174 -98 667 -8 169

Foreign exchange loss -189 697 -84 108 -11 491 Net loss on disposal of available-for-sale financial assets recognised directly in profit or loss -5 416 -2 369 -182 Net change in fair value of financial assets at fair value through profit or loss - classified as held for trading -7 401 -2 651 -9 841 Impairment of investment -20 907 0 0 Other finance expense -35 270 -1 377 -469 Other finance expense -258 691 -90 505 -21 983 Net finance income/-expense (-) recognised in profit or loss 195 325 -58 543 19 589

1) Gain on sale of shares in TusenFryd AS 123 768 Gain on sale of shares in Sea Production Ltd. 144 010 267 778

The intention was to hold Sea Production Ltd. as a long term investment. However, the shares were sold shortly after the purchase. The gain is therefore classified as gain on sale of associates.

Note 12 - Income tax expense

(Amounts in NOK 1 000) 2007 2006 2005

Current tax expense Current period 370 176 56 598 5 965

Deferred tax expense Origination and reversal of temporary differences 71 851 -96 743 47 599 Adjustments for prior years 0 0 4 374 Total income tax expense in income statement 442 027 -40 145 57 938

Income tax expense from continuing operations 442 027 -40 145 2 512 Income tax from discontinued operation 0 0 55 426 442 027 -40 145 57 938

32 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 33

Bonheur ASA - Group Notes

Reconciliation of effective tax rate (Amounts in NOK 1 000) 2007 2007 2006 2006 2005 2005 Profit for the period from continuing operations 2 684 577 974 463 723 220 Profit for the period from discontinued operations 0 0 143 502 Total income tax expense 442 027 -40 145 57 938 Profit before income tax 3 126 604 934 318 924 660

Income tax using the Company’s domestic tax rate 28.0 % 875 449 28.0 % 261 609 28.0 % 258 905 Effect of tax rates in foreign jurisdictions -22.2 % -692 717 -12.7 % -118 437 -0.1 % -1 025 Effect of profit from associates (includes tax) 0.0 % -1 163 -20.4 % -190 717 -22.5 % -207 623 Effect of retirement from the Norwegian tonnage tax regime *) 7.7 % 241 859 0.0 % 0 0.0 % 0 Adjustments for prior year 0.3 % 9 349 0.5 % 4 785 1.0 % 8 905 Change in limitation of defferd tax assets related to tax loss carried forward 1.3 % 41 695 0.0 % 0 0.0 % 0 Write down on shares 0.0 % 0 -0.3 % -2 905 0.0 % 0 Non-deductible expenses 0.2 % 5 318 0.8 % 7 291 0.1 % 488 Other permanent differences -0.2 % -5 570 0.0 % 0 0.0 % 0 Tax free gain on shares -1.0 % -30 732 0.0 % 296 0.0 % -412 Tax free dividend 0.0 % -1 459 -0.2 % -2 068 -0.1 % -1 300 14.1 % 442 029 -4.3 % -40 145 6.3 % 57 938

From discontinued operations 0 0 55 426 From continued operations 442 029 -40 145 2 512

The figures for 2007 are based on provisional estimates of tax free income, non-tax deductible costs and differences in periodic calculations between financial statements and tax accounts. The actual tax costs will be determined when the tax return is finally approved. Actual tax costs may deviate from the provisional estimated tax.

*) In October the Norwegian government introduced new tax legislation for shipping companies in Norway. The new legislation is intended to be more in line with tonnage tax legislation within the EU and will have effect from January 2007.

If entering this new legislation, tax-exempt income from the present tonnage tax system built up during the past eleven years will be taxed at 28%, of which 2/3 will be payable with 1/10 each year in the coming period of 10 years. The remaining 1/3 will be exempted from tax, provided this amount is being invested into qualifying environmental measures within year end 2022. The tax cost is calculated by using 28% on the basis and thereafter discounted using a discounting rate after tax of 3,8%.

If not entering this new legislation, the tax-exempt income and unrealized gain on assets will be added to a gain and loss account taxvice, and entered as taxable income with 20% of balance each year.

The Bonheur group of companies included at year end 2006 three companies which were subject to the old Norwegian tonnage tax system. These were Fred. Olsen Shipping AS (FOS), Fred. Olsen Shipping II AS (FOS II) and Mopu AS. In the 2007 financial statements it is assumed that FOS and FOS II, which previously were the owning companies of MV Black Watch, leave the Norwegian tonnage tax system. It is further assumed that Mopu AS transfers to the new the Norwegian tonnage tax system. The matter is still under consideration. Provided that the preliminary decision remain unchanged, total tax for the three companies have been calculated to approximately 240 million as tax expense, whereof 45 million may be reduced by environmental investments.

Payable tax is shown in the balance sheet as follows: (Amounts in NOK 1 000) 2007 2006 Short term payable tax (see note 26) 131 308 69 356 Long term payable tax (included in other non-current liabilities): 137 910 0 Total 269 218 69 356

Income tax recognised directly in equity (Amounts in NOK 1 000) 2007 2006 2005 Convertible loans and bonds 1 325 616 -1 339 Available-for-sale financial assets -225 -1 590 -2 629 Total income tax recognised directly in equity 1 099 -974 -3 967

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 33 34

Bonheur ASA - Group Notes

Note 13 – Property, plant and equipment

Rigs and Machinery and Real Other fixed (Amounts in NOK 1 000) offshore units Vessels Windfarms equipment estate assets Total Cost Balance at 1 January 2006 0 0 0 16 302 46 797 1 029 64 128 Acquisitions 3) 275 365 476 639 103 465 8 676 3 038 1 303 868 486 Acquisitions due to purchase of subsidiary 8 002 073 3 151 048 1 514 611 515 498 114 024 7 878 13 305 132 Reclassifications 5 600 21 505 -52 643 -25 538 Disposals 136 943 -1 771 135 172 Effect of exchange rate fluctuations -221 301 -77 909 30 937 -6 733 -705 -275 711 Balance at 31 December 2006 8 198 680 3 549 778 1 670 518 479 329 163 154 10 210 14 071 669 Balance at 1 January 2007 8 198 680 3 549 778 1 670 518 479 329 163 154 10 210 14 071 669 Adjustment opening balance 589 743 162 095 231 010 57 628 1 040 476 Adjusted balance at 1 January 2007 8 788 423 3 711 873 1 670 518 710 339 220 782 10 210 15 112 145 Acquisitions 3) 2 882 022 38 305 297 987 24 509 22 705 1 523 3 267 051 Reclassifications 2) 304 072 -226 926 12 053 -77 146 12 053 Disposals -373 913 -769 635 -6 121 -1 149 669 Effect of exchange rate fluctuations -1 346 056 -453 098 -198 143 -75 744 -8 810 -2 081 851 Balance at 31 December 2007 10 254 548 2 300 519 1 782 415 575 837 234 677 11 733 15 159 729 Depreciation and impairment losses Balance at 1 January 2006 0 0 0 11 950 13 124 25 074 Depreciation charge for the year 99 564 43 675 21 066 4 959 2 369 171 633 Impairment losses 0 0 0 19 881 0 19 881 Acquisitions due to purchase of subsidiary 911 532 635 745 164 038 300 061 27 772 5 923 2 045 071 Disposals 98 728 -1 483 0 97 245 Effect of exchange rate fluctuations -64 315 -19 568 8 848 871 -1 575 -75 739 Balance at 31 December 2006 1 045 509 659 852 193 952 336 239 41 690 5 923 2 283 165 Balance at 1 January 2007 1 045 509 659 852 193 952 336 239 41 690 5 923 2 283 165 Adjustment opening balance 589 743 162 095 231 010 57 628 1 040 476 Adjusted balance at 1 January 2007 1 635 252 821 947 193 952 567 249 99 318 5 923 3 323 641 Depreciation charge for the year 559 295 233 040 108 837 16 707 4 833 922 712 Impairment losses 4) 34 274 34 274 Reclassifications 196 375 -135 153 -61 222 0 Disposals -281 689 -641 753 -4 342 -927 784 Effect of exchange rate fluctuations -383 158 -119 664 -31 472 -60 531 -6 333 -601 158 Balance at 31 December 2007 1 726 075 192 691 271 317 457 861 97 818 5 923 2 751 685 Carrying amounts At 1 January 2006 0 0 0 4 352 33 673 1 029 39 054 At 31 December 2006 7 153 171 2 889 926 1 476 566 143 090 121 464 4 287 11 788 504 At 1 January 2007 7 153 171 2 889 926 1 476 566 143 090 121 464 4 287 11 788 504 At 31 December 2007 8 528 473 2 107 828 1 511 098 116 797 138 038 5 810 12 408 044

Expected economic life 10 - 20 years 10 - 20 years 20 years 1) 25 years Depreciation schedule is linear for all categories

1) Fixtures and office equipment: 10 years, cars: 7 years, IT equipment: 5 years 2) On 31 December 2007 NOK 12.1 million was reclassified from development costs to windfarms in the subsidiary Fred. Olsen Renewables. Other reclassifications have also been made in the subsidiareis Fred. Olsen Energy ASA and First Olsen Ltd. due to internal sales and transfers. 3) Total acquistions in 2007 include NOK 123 million of capitalized borrowing costs (2006: NOK 56 million). 4) The Group of companies recognised during 2007 impairment losses of NOK 34 million on two of the cruise vessels. In connection with a restruc- turing within the shipping segment in 2007, the vessels were sold within the Group of companies. The impairment losses were the differences between the carrying amounts for the vessels and the market values. The Group of companies recognised during 2006 an impairment loss of NOK 20 million on specialised equipment. The impairment loss was the difference between the carrying amount and the estimated recoverable amount, which is determined based on the fair value less costs to sell. Included in the capitalized items per year end 2007 for “Vessels” is NOK 445 million related to the cruise vessel Braemar, which is financed through a financial lease. Also two of the windfarms in Fred. Olsen Renewables are financed through financial leases, and the total carrying amount per year end 2007 for these two windfarms is NOK 867 million.

34 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 35

Bonheur ASA - Group Notes

NOTE 14 – Intangible assets

(Amounts in NOK 1 000) Development costs Patents Goodwill 3) Total

Cost Balance at 1 January 2006 0 0 0 0 Acquisitions 6 772 6 772 Acquistions due to purchase of subsidiary 62 432 98 577 161 009 Reclassifications -21 482 -21 482 Disposals 0 Effect of exchange rate fluctuations 609 609 Balance at 31 December 2006 48 331 0 98 577 146 908

Balance at 1 January 2007 48 331 0 98 577 146 908 Acquisitions 9 748 9 748 Aquisitions due to purchase of subsidiary 12 346 12 346 Reclassifications 1) -12 053 -12 053 Disposals 0 Effect of exchange rate fluctuations -5 723 -5 723 Balance at 31 December 2007 40 303 12 346 98 577 151 227

Depreciation and impairment losses Balance at 1 January 2006 0 0 0 0 Depreciation charge for the year 0 Disposals 0 Balance at 31 December 2006 0 0 0 0

Balance at 1 January 2007 0 0 0 0 Depreciation charge for the year 87 87 Impairment losses 2) 10 778 10 778 Disposals 0 Effect of exchange rate fluctuations -849 -849 Balance at 31 December 2007 9 929 87 0 10 017

Carrying amounts At 1 January 2006 0 0 0 0 At 31 December 2006 48 331 0 98 577 146 908

At 1 January 2007 48 331 0 98 577 146 908 At 31 December 2007 30 374 12 259 98 577 141 210

Expected economic life 10 years Depreciation is linear

1) On 31 December 2007 NOK 12.1 million was reclassified from development costs to windfarms in the subsidiary Fred. Olsen Renewables. 2) Capitalized development costs are entirely related to the subsidiary Fred. Olsen Renewables. An impairment test of the development costs is performed every year, and impairment losses are recorded for projects not likely to be realized. In 2007 two projects resulted in such losses, and at 31 December 2007 the carrying amounts for these projects are NOK 0. 3) The goodwill of 99 million is entirely related to Dolphin AS, a subsidiary of Fred. Olsen Energy ASA. The Group of companies performs an impairment test of the goodwill in December of each year. The value in use is used for the impairmant test, which is the present value of the future cash flows from continuing use and ultimate disposal expected to be derived from the cash generating unit which is Dolphin AS. Fair value is not readily determinable. Five years of operating cash flow is used and is based on future budgets based on expected day rates and operating expenses for the rigs being operated by Dolphin AS. The discount rate used is 10 percent. The impairment test showed no need for the recording of any impairment loss.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 35 36

Bonheur ASA - Group Notes

Note 15 – Investments in associates 1)

(Amounts in NOK 1 000) Comarit Tusenfryd AS Other Consolidated group 2) NHST 3) Genomar 4) 5) associates 6) Total

Date of acquisition 13.04.1984 16.04.1984 30.06.1999 30.11.2002 Business office Tanger Oslo Oslo Oslo Bonheur Group’s ownership per 30 September 2006 25.00% 16.47% 16.49% 24.49% Bonheur Group’s percentages of votes per 30 September 2006 25.00% 16.47% 16.49% 24.49% Bonheur Group’s ownership per 31 December 2006 55.00% 33.94% 32.97% 50.00% Bonheur Group’s percentage of votes per 31 December 2006 50.00% 33.94% 32.97% 50.00% Bonheur Group’s ownership per 31 December 2007 55.00% 33.94% 44.86% 0.00% Bonheur Group’s percentage of votes per 31 December 2007 50.00% 33.94% 44.86% 0.00%

Share of equity per 31.12.2006 61 555 44 839 9 140 67 370 33 474 216 379 Profit from the company accounts -4 547 14 058 1 648 8 881 -18 329 1 712 Eliminations 2 443 0 0 0 0 2 443 Net profit included in Bonheur Group of companies -2 104 14 058 1 648 8 881 -18 329 4 155

Currency translation differences -4 179 0 -771 0 0 -4 951 Treasury shares 0 0 -171 0 0 -171 Acquisition of / sale of shares 0 0 8 233 -65 015 0 -56 782 Dividend 0 -12 467 0 -11 237 0 -23 704 Other equity movements 0 0 -79 0 -3 727 -3 806 Share of equity per 31.12.2007 55 272 46 431 18 000 0 11 418 131 121 Fair value of the investment 417 263

1) The presentation shows the accounts for the most significant associates as at 31 December 2007. As from 1 October 2006 several companies are considered subsidiaries, due to the acquisition of additional shares in Ganger Rolf. See note 34. 2) In 2006 the Group of companies increased its ownership in Comarit from 50% to 55%. The shareholders agreement establishes that all decisions require a majority of 3/4, and BON’s share of the votes is still considered 50%. Due to this Comarit is still accounted for using the equity method, however with 55%. BON’s share of any dividends from Comarit is 55%. 3) Fair value of the investment in NHST is NOK 417.3 million per 31 December 2007 (2006: 379.3 million). Due to a low number of transactions the fair value is calculated based on an average of the trading prices during the year. 4) During 2007 the Group of companies has increased its ownership in Genomar from 32.97% to 44.86% through acquisition of shares. 5) The investment in TusenFryd AS was sold in 2007. See note 11. 6) Including Oceanlink Ltd., Eurowind AB, Protura AS (01.01.-30.06.) and Fred. Olsen Production (West Africa) Ltd.

Summary financial information for equity accounted investees, not adjusted for the percentage ownership held by the Group of companies.

Comarit S.A. NHTS Media Group Genomar AS group group 1) group 1) TusenFryd AS 2) Oceanlink Ltd. (Amounts in NOK 1 000) 2007 2006 2007 2006 2007 2006 2007 2006 2007 2006

Operating income 632 492 667 521 995 966 860 895 23 478 24 209 170 054 179 824 255 272 135 120 Operating profit / loss -990 62 088 56 522 65 000 5 977 5 331 29 380 32 881 -3 776 14 020 Profit for the year -8 267 42 976 41 422 41 691 4 457 3 593 17 598 19 906 -29 192 2 835 Hereof minority interests 0 0 -801 -809 134 10 0 0 0 0 Hereof majority interests -8 267 42 976 42 223 42 500 4 323 3 583 17 598 19 906 -29 192 2 835 Total assets 354 872 391 804 465 256 404 921 37 940 36 425 275 952 282 381 829 243 422 338 Total liabilities 225 319 246 385 328 451 272 805 8 664 8 703 146 087 147 640 806 253 365 385

1) The companies were accounted for using the equity method from fourth quarter 2006, see note 34. Previously the investments were accounted for as “available for sale financial assets”. 2) The shares in TusenFryd AS was sold in 2007. See note 11.

36 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 37

Bonheur ASA - Group Notes

Note 16 – Other investments

Shares classified as available for sale Company Ownership Number of Fair value as Fair value as (Amounts in NOK 1 000) share capital % shares Cost price per 31.12.07 per 31.12.06

Public listed companies 1) Eidsiva Rederi ASA 55 500 4.92% 546 697 2 788 18 588 15 308 Opera Software ASA 2 383 1.02% 1 216 666 5 075 15 938 18 250 Callon Petroleum Company 2) USD 207 6.82% 1 416 386 177 997 126 074 133 154 Various shares 128 474 1 310 Total public listed companies 185 989 161 074 168 022

Shares with no publicly quoted market price 3) IT Fornebu AS - - 0 0 0 6 226 IT Fornebu Eiendom Holding AS 639 879 13.40% 1 559 764 152 994 152 994 146 768 Verdane Capital II AS 223 14.35% 32 063 14 272 1 318 1 318 Verdane Capital III AS 9 900 11.36% 11 250 1 125 1 125 1 125 Open Hydro Ltd. EUR 806 - 424 000 6 380 6 380 0 Oslo Børs Holding ASA 50 000 0.10% 23 685 327 3 434 1 185 Southern Chemical Tankers DIS - - - 0 0 7 131 Various shares 11 739 11 739 16 483 Total non-listed companies 186 837 176 991 180 236 Total 372 826 338 065 348 258

1) The fair value is determined by using the listed prices of the companies at year end. 2) Market value 2007 is determined using stock price USD 16.45 (USD 15.03) and rate of exchange USD/NOK 5.411 (6.2551). 3) Book value of non-listed companies is based on cost, if no reliable measure of fair value exists. Investments are written down based on the Group of companies’ policies for impairment. All shares are measured at cost except for Oslo Børs Holding ASA. These shares are seldom traded and the value per share is collected from the list of non-listed shares from Norges Fondsmeglerforbund issued as per year end. The major component within the investments of non-listed companies is IT Fornebu Eiendom Holding AS. No share transaction took place during 2007 and the fair value of the shares cannot be measured reliably. An external evaluation of the real estate has been made, that justifies using cost as fair value. Bonheur’s shares in IT Fornebu AS were transferred to IT Fornebu Eiendom Holding during last year.

Other receivables (non-current assets)

(Amounts in NOK 1 000) 2007 2006

Loans to associates 1) 2 088 0 Currency-/ interest contracts 19 186 0 Bonds and securities 10 309 19 889 Other interest-bearing loans 34 125 59 989 Other non interest-bearing receivables 35 453 27 591 Total other receivables (non-current assets) 101 161 107 469

1) Loan to associates have been charged with the following interest rate depending on the monetary unit: (Interest on loan in NOK was adjusted from 1 July 2007). Loan in NOK 4,02% / 4,50%, loan in USD 4,97%, loan in GBP 5,25%, loan in SEK 3,70%, loan in EUR 3,74%.

Interest income related to loans to associates 108 0

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 37 38

Bonheur ASA - Group Notes

Bonds classified as available for sale 1) Nominal Average Fair value Fair value interest rate interest rate Redemption as per as per (Amounts in NOK 1 000) Cost price Currency 2007 2007 date 31.12.07 31.12.06

Non-current assets: Norwegian government 0 NOK 12 % 0.0 % 28.02.2007 0 204 Industry 14 890 NOK 2) 1.0 % 2) 10 309 19 685 Total 14 890 10 309 19 889

1) Fair value is based on quoted market prices. 2) Marine Harvest ASA 03/13: No interest will be received until 2008. Redemption date: 23.01.2013. Oslo Shipholding AS 93/13: Nominal interest rate: 1%. Redemption date: 31.12.2013. Radiant Energy Corporation: Written down to zero in 2002, with NOK 2.275 million. Redemption date: It is unclear whether the bond will be redeemed, hence the write down.

Newbuilding contracts The Group of companies has entered into an agreement for the sale of the two suezmax new-buildings currently under construction with Bohai Shipbuilding in China. The vessels are expected to be delivered from the shipyard in 4 Q 2009 and 1Q 2010, respectively and will simultaneously be taken over by the buyer. The vessels were contracted in September 2006 with a contract price per vessel of USD 73.7 million and the sales price is USD 90 mill per vessel. The 297.3 million (2006: 324.8 million) recognized in the balance sheet, reflects the value of the installments paid to the yard, translated using the USD currency-rates at year end. The amount for 2006 is reclassified from property, plant and equipment, as a classification as financial asset is considered to be more in the line with the underlying agreements.

Note 17 – Deferred tax assets and liabilities

Recognised deferred tax assets and liabilities Deferred tax assets and liabilities are attributable to the following:

Assets Liabilities Net (Amounts in NOK 1 000) 2007 2006 2007 2006 2007 2006

Property, plant and equipment 8 541 20 209 -41 569 -56 217 -33 028 -36 008 Gain and loss accounts 35 754 184 -192 031 -202 834 -156 277 -202 650 Gain and loss accounts regarding exit from tonnage tax *) 0 0 -82 544 0 -82 544 0 Loans and borrowings 0 1 070 -266 374 -89 639 -266 374 -88 569 Shares and bonds 3 799 16 951 -367 -12 296 3 432 4 655 Other items 38 837 31 142 -60 845 -16 491 -22 008 14 651 Tax loss carry-forward 382 536 217 657 0 0 382 536 217 657 Tax assets -liabilities 469 467 287 213 -643 730 -377 477 -174 263 -90 264 Set off of tax -372 905 -171 430 372 905 171 430 0 0 Net tax assets -liabilities 96 562 115 783 -270 825 -206 047 -174 263 -90 264

Deferred tax assets and liabilities are offset only when there is a legally enforceable right to set off current tax assets against current tax liabilities, and the deffered tax assets and liabilities relates to income tax levied to the same taxable entity. The two group companies Knock Holding AS and Knock Holding II AS have been assigned taxable income regarding a group contribution in 2000. It is assumed that the related prepayed tax can be used to offset payable tax in the future income. The deferred tax asset related to future income is included in “tax loss carry-forward”.

*) In October 2007 the Norwegian government introduced new tax legislation for shipping companies in Norway. The new legislation is intended to be more in line with tonnage tax legislation within the EU.

The Group of companies included at year end 2006 three companies which were subject to the Norwegian tonnage tax system. These are Fred. Olsen Shipping AS (FOS), Fred. Olsen Shipping II AS (FOS II) and Mopu AS. It is assumed that FOS and FOS II, which previously were the owning companies of MV Black Watch, leave the Norwegian tonnage tax system. This will lead to a gain that can be deferred through a gain and loss account which is taken as taxable income with 20% of balance each year. See also note 12.

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Bonheur ASA - Group Notes

Unrecognised deferred tax liabilities Deferred tax assets have not been recognised in respect of the following items:

(Amounts in NOK 1 000) 2007 2006

Deductible temporary differences 63 130 56 405 Tax losses 626 505 732 209 Other 38 005 71 095 Total 727 640 859 709

As at 31 December 2007, the tax losses carried forward totaling NOK 3.3 billion are primarily from the UK and Norway. Approximately NOK 1.3 billion of these tax losses carried forward are available only to offset the taxable income, if any, of a certain subsidiary of Harland & Wolff Group PLC and are consequently not recorded as a deferred tax asset in the accompanying consolidated financial statements. A certain portion of losses carried forward in Norway are also not recorded as a deferred tax asset due to uncertainty of the level of the future suitable taxable profit.

Unrecognised deferred tax assets in US are related to a loss carried forward in US. The loss carried forward at the end of 2007 amounted to USD 327 000 / NOK 1 769 400. The loss carried forward can only be netted against future taxable income in the US.

The tax losses carried forward have no expiry date.

The deductible temporary differences do not expire under current tax legislation. Deferred tax assets have not been recognised in respect of these items because it is not probable that future taxable profit will be available against which the Group of companies can utilise the benefits therefrom.

Tax disputes There are several ongoing tax disputes with Norwegian tax authorities. In this matter see Note 30 - Contingencies.

Note 18 – Inventories

(Amounts in NOK 1 000) Note 2007 2006

Inventories and consumable spare parts 262 963 267 449 Work in progress 19 973 1 484 Total 263 936 268 933

Per year end the Group of companies had inventories and consumable spare parts related to rigs, FPSO/FSO´s and cruise ships. In addition there were bunkers and articles of comsumption onboard. The spare parts on rigs and FPSO/FSO´s is booked as repair maintenance in the income statement when used and is not depreciated. The book value of inventories is cost price.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 39 40

Bonheur ASA - Group Notes

Note 19 – Trade and other receivables

Trade and other receivables (current assets) (Amounts in NOK 1 000) 2007 2006

Trade receivables due from associated companies 0 9 321 Other trade receivables 1 923 197 1 464 814 Total trade receivables 1 923 197 1 474 135

Other receivables and prepayments 190 244 3 116 Fair value derivatives 10 440 24 312 Total other receivables 200 684 27 428 Total trade and other receivables 2 123 881 1 501 563

At 31 December the Group of companies’ engineering and fabrication division had unclompeted activities on various ship repair, ship building, manufacturing and engineering activities at Harland & Wolff.

Profit recognised of estimated earnings and net outstanding receivables on uncompleted contracts (with unconsolidated entities) are as follows:

(Amounts in NOK 1 000) 2007 2006

Contract Revenue during the period, external 127 166 113 525 Contract Revenue during the period, internal 150 313 385 397

Contract cost incurred plus recognised profit on uncompleted contracts 13 632 1 950 Less progress billings to date -12 659 -466 Accrued and (deferred) revenue, net 973 1 484

Work in progress is included in the accompanying balance sheet under the following captions:

(Amounts in NOK 1 000) 2007 2006

Accounts receivables 973 1 705 Accounts payable 0 -221 Net in progress 973 1 484

Note 20 – Cash and cash equivalents

(Amounts in NOK 1 000) 2007 2006

Cash related to payroll tax withholdings 27 104 23 536 Other restricted cash 1) 303 353 131 671 Total restricted cash 330 457 155 207 Unrestricted cash 3 671 390 2 132 261 Short-term interest bearing investments 2) 1 261 771 1 293 827 Total cash & cash equivalents 5 263 618 3 581 295

Unused credit facilities 1 357 225 1 422 278

1) Among other restricted cash NOK 270.6 millions is a minimum cash level to be held by one of the subsidiaries according to the conditions of a loan agreement. The remaining mainly can be traced to drilling contract obligations and commitments regarding windfarms. 2) Among the short-term interest bearing investments NOK 1 126.5 million is tied-up until various dates between 2 January 2008 and 20 March 2008. The interest rates are between 5,35% and and 6.00% per year. The remaining NOK 135.3 million ( USD 25.0 million) is tied up until 31 March 2008 at an interest rate of 4.80% per year.

40 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 41

Bonheur ASA - Group Notes

Note 21 – Capital and reserves

Reconciliation of movement in capital and reserves

Share Share Transl. Hedging Fair value Own Retained Minority Total (Amounts in NOK 1 000) Capital premium reserve reserve reserve shares 1) earnings Total interest equity

Balance at 1 January 2006 50 987 25 920 6 720 150 043 4 206 344 4 440 014 4 440 014 Transition to full consolidation 50 005 -97 891 -13 852 -342 745 -404 483 3 273 867 2 869 384 Total recognised income and expense -295 638 -29 443 773 898 448 817 287 869 736 686 Dividends to shareholders in parent company -285 525 -285 525 -285 525 Sale of shares in Fred. Olsen Energy 1 125 863 1 125 863 308 478 1 434 341 Purchase of shares in Ganger Rolf -50 648 -50 648 -71 778 -122 426 Purchase of own shares -99 418 -99 418 -99 418 Balance at 31 December 2006 50 987 25 920 -288 918 50 005 22 709 -113 270 5 427 187 5 174 620 3 798 436 8 973 056

Balance at 1 January 2007 50 987 25 920 -288 918 50 005 22 709 -113 270 5 427 187 5 174 620 3 798 436 8 973 056 Total recognised income and expense -1 065 511 -3 302 -9 787 1 813 099 734 499 872 216 1 606 715 Dividends to shareholders in parent company 2) -575 754 -575 754 -575 754 Dividends to minority interests in subsidiaries 0 -644 141 -644 141 Share issue in subsidiary 3) 515 111 515 111 679 003 1 194 114 Changes directly in equity in subsidiaries 55 037 55 037 55 037 Common control transaction (refer to note 34) -12 487 -12 487 -12 487 Purchase of shares in subsidiaries -354 306 -354 306 10 480 -343 826

Balance at 31 December 2007 50 987 25 920 -1 354 429 46 703 12 922 -113 270 6 867 887 5 536 720 4 715 994 10 252 714

Share capital and share premium Par value per share NOK 1.25 Number of shares issued 40 789 308

Translation reserve The reserve represents exchange differences resulting from the consolidation of associated companies and subsidiaries having functional currencies other than NOK.

Hedging reserve The reserve comprises the effective portion of cumulative net change in the fair value of cash flow hedging instruments related to hedged trans actions that have not yet occured.

Fair value reserve The reserve includes the cumulative net change in the fair value of available-for-sale investments until the investment is derecognised.

Minority interests The minority interests consist of 46.58% of Fred. Olsen Energy ASA, 38.46% of Fred. Olsen Production ASA, 46.87% of Ganger Rolf ASA and 58.93 of Protura AS.

Paid dividend for 2007 The board will propose to the Annual General Meeting on 29 May 2008 to approve a dividend of NOK 15.60 per share.

1) Own shares are the Bonheur shares that are owned by Ganger Rolf ASA, subsidiary of Bonheur ASA, amounting to 8 443 640 shares. The shares were owned by Ganger Rolf before the company became a subsidiary of Bonheur ASA. 2) Excluding dividend to Ganger Rolf ASA. 3) Total costs deducted in connection with the share issue was NOK 43.0 million.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 41 42

Bonheur ASA - Group Notes

Note 22 – Earnings per share

Profit attributable to ordinary shareholders 1)

(Amounts in NOK 1 000) 2007 2006 2005

Profit for the year (Majority share) 1 504 016 838 901 866 722 Average number of outstanding shares during the year 2) 32 345 668 32 345 668 40 789 308 Basic earnings per share 46.50 25.94 21.25

Profit for the year (Majority share) 1 504 016 838 901 723 219 Average number of outstanding shares during the year 2) 32 345 668 32 345 668 40 789 308 Basic earnings per share - Continuing operations 46.50 25.94 17.73

Profit for the year (Majority share) - - 143 502 Average number of outstanding shares during the year - - 40 789 308 Basic earnings per share - Discontinued operations - - 3.52

Profit for the year (Majority share - diluted) 1 500 818 828 378 866 722 Average number of outstanding shares during the year 2) 32 345 668 32 345 668 40 789 308 Diluted earnings per share 46.40 25.61 21.25

Profit for the year (Majority share - diluted) 1 500 818 828 378 723 219 Average number of outstanding shares during the year 2) 32 345 668 32 345 668 40 789 308 Diluted earnings per share - Continuing operations 46.40 25.61 17.73

Profit for the year (Majority share - diluted) - - 143 502 Average number of outstanding shares during the year - - 40 789 308 Diluted earnings per share - Discontinued operations - - 3.52

1) 2005-figures are restated due to split of shares. 1 share gave 4 new shares. 2) Average number of outstanding shares during 2007 and 2006 is based on number of outstanding shares per 31.12.2007 and 31.12.2006, less the number of shares that Ganger Rolf ASA has in Bonheur ASA.

Weighted average number of ordinary shares

(Amounts in NOK 1 000) Note 2007 2006 2005

Issued ordinary shares at 1 January 21 40 789 308 40 789 308 40 789 308 Effect of own shares held 2) 21 8 443 640 8 443 640 0 Weighted average number of ordinary shares at 31 December 32 345 668 32 345 668 40 789 308

Weighted average number of ordinary shares (diluted)

Profit for the year after adjustment for potential dilution 2007 2006 2005

Profit for the year 1 504 016 838 901 866 722 Effect from convertible bonds in Fred. Olsen Energy ASA -3 199 -10 523 0 Profit for the year (diluted) 1 500 817 828 378 866 722

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Bonheur ASA - Group Notes

Note 23 – Loans and borrowings *)

(Amounts in NOK 1 000) 2007 2006

Non-current liabilities Secured bank loans 6 158 507 6 852 035 Convertible notes 1 676 59 586 Finance lease liabilities 610 483 120 861

Current liabilities Current portion of secured bank loans 1 480 605 632 261 Current portion of finance lease liabilities 141 651 0 Bank overdraft 4 282 0

Terms and debt repayment schedule Terms and conditions of outstanding loans were as follows: 31 Dec 2007 31 Dec 2006 Nominal Year of Carrying Carrying (Amounts in NOK 1 000) Currency interest rate maturity amount amount Secured bank loan GBP 5.9065 2008 59 455 79 742 Secured bank loan GBP 5.1800 2018 319 733 294 816 Secured bank loan GBP 5.7770 2010 58 374 88 329 Secured bank loan GBP 6.3489 2012 105 830 134 948 Secured bank loan GBP 6.4356 2015 0 919 471 Secured bank loan GBP 4.9500 2015 0 81 442 Secured bank loan GBP 5.8250 2015 0 143 536 Secured bank loan GBP 5.4000 2010 0 52 139 Secured bank loan GBP 5.9513 2017 843 180 0 Secured bank loan GBP 5.9513 2012 378 350 0 Secured bank loan GBP 5.9513 2015 121 637 0 Secured bank loan USD 6.7700 2008 0 38 369 Secured bank loan USD 6.0200 2011 2 912 093 2 983 706 Secured bank loan USD 6.0894 2013 0 362 796 Secured bank loan USD 6.0544 2013 0 109 464 Secured bank loan USD 5.7700 2007 0 312 755 Secured bank loan USD 6.1744 2013 0 501 984 Secured bank loan USD 5.4221 2017 1 189 246 0 Secured bank loan USD 5.6675 2017 281 372 0 Secured bank loan USD 5.9100 405 825 0 Secured bank loan USD 5.5200 541 100 0 Convertible notes NOK 4.5000 2009 215 52 038 Other debt GBP 5.0000 2008 0 7 108 Government loan GBP 1.0000 2008 1 622 3 680 Finance lease liabilities GBP 5.1831 2026 427 038 508 959 Finance lease liabilities GBP 4.1242 2021 442 341 508 020 Finance lease liabilities GBP 4.4850 2020 309 793 360 580 Total interest-bearing liabilities 8 397 204 7 543 882

Other non interest bearing debt USD 120 861 Total 7 664 743

The secured bank loans has collateral in rigs, drillingships, windfarms , tankers, shares and guarantees from GRO/BON.

*) For more information about financial risks, see note 27.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 43 44

Bonheur ASA - Group Notes

Finance lease liabilities Finance lease liabilities are payable as follows: Present Present Future value of Future value of minimum minimum minimum minimum lease lease lease lease payments Interest payments payments Interest payments (Amounts in NOK 1 000) 2007 2007 2007 2006 2006 2006

Less than one year 101 581 57 217 44 364 102 415 58 925 43 490 Between one and five years 507 691 215 043 292 648 543 941 243 338 300 603 More than five years 1 084 045 241 885 842 160 1 341 525 308 059 1 033 466 1 693 317 514 145 752 134 1 987 881 610 322 1 377 559

Book value of collateral Book value 31.12.2007 31.12.2006

Rigs and offshore units 8 528 473 7 153 171 Windfarms 1 511 098 1 476 566 Vessels 2 107 828 2 889 926 Securities 260 645 268 841

Total book value of collateral 12 408 045 11 788 504

Guarantees Guarantees granted to associates 29 400 97 600 Guarantees granted to Group companies entities (reflected in the group accounts by recorded debt) 2 282 900 1 561 300

Total 1) 2 312 300 1 658 900

1) Guarantees are granted in connection with the following investments Cruiseships 1 179 300 1 155 500 Windfarms 1 103 600 405 800 Other 29 400 97 600

Total 2 312 300 1 658 900

44 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 45

Bonheur ASA - Group Notes

Note 24 – Employee Benefits

Employees of the Group of companies have the right to future pension benefits (defined benefit plan) based upon the number of contribution years and the salary level at the pensionable age. The scheme of each Group of company entity is administered by individual pension funds or by separate insurance companies. Fred. Olsen Cruise Lines Ltd. and Dolphin AS have defined contribution schemes for some of their employees. Total costs incurred were 17.0 million (2006: 9.1 million, 2005: 0). The pension plans in the Norwegian companies meet the Norwegian requirements for a Mandatory Company Pension (OTP).

In total, the number of members in the defined benefit plans by the end of 2007 were 3,189, of which 2,429 were pensioners (2006: 3,012, of which 2,371 pensioners). 2 214 of the pensioners were in Harland & Wolff.

The Company does not have any employees, except for the managing director. In reference to a management agreement with Fred. Olsen & Co., comprising certain administrative services including both financial, accounting and legal services, the Company is charged for the execution of such services and indirectly, for its relative share of the pension costs related to the employees of Fred. Olsen & Co., see also note 31.

Employees of Fred. Olsen & Co. are members of Fred. Olsen & Co.’s Pension Fund. Employees of Fred. Olsen & Co. have the right to future pension benefits (defined benefit plan) based on the number of contribution years and the salary level at the pensionable age. The pension schemes are accounted for in accordance with IAS 19.

The Group of companies has unfunded (unsecured) pension obligations towards its directors and senior executives with a salary in excess of 12 G. The group of directors (including directors employed by Fred. Olsen & Co.) has the right to a pension upon reaching 65 years of age, while other senior managers have a pensionable age of 67 years. Depending on the company, the pension obligations will represent 66% or 70% of the salary at the time of pensioning.

(Amounts in NOK 1 000) 2007 2006

Present value of unfunded obligations -159 629 -140 167 Present value of funded obligations -1 843 042 -1 986 976 Total present value of obligations -2 002 671 -2 127 143 Fair value of plan assets 1 872 793 2 043 417 Present value of net obligations -129 878 -83 726 Unrecognised past service costs (not yet vested) 9 259 12 349 Unrecognised actuarial gains and losses -46 557 -139 113 Recognised net obligation for defined benefit plans -167 176 -210 490

Hereof unfunded pension plans (net liability) -109 327 -94 771 Hereof funded pension plans -57 849 -115 719 Recognised net obligation for defined benefit plans -167 176 -210 490

Movement in plan assets: Fair value of plan assets at 1 January 2 043 417 147 486 Effect of new consolidation method from 4Q06 0 1 787 292 Fair value of plan assets at 1 January 2 043 417 1 934 778 Expected return on plan assets 110 480 106 161 Contributions paid into the plan 48 170 51 071 Benefits paid by the plan -72 239 -45 923 Transferred value to employees -25 280 0 Foreign currency translation -186 024 0 Actuarial (losses) gains -45 730 -2 669 Fair value of plan assets at 31 December 1 872 794 2 043 417

At the balance sheet date plan assets are valued using market prices. This value is updated yearly in accordance with statements from the Pension Fund.

...the note continues on the next page

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 45 46

Bonheur ASA - Group Notes

Major categories of plan assets 2007 2006

Equity instruments 29 % 32 % Bonds 34 % 33 % Annuities 13 % 15 % Other assets *) 23 % 20 % Plan assets 100 % 100 %

*) Include funds managed by Fred. Olsen & Co.’s Pension Fund. Major categories for these funds are: 32% Equity instruments, 64% Bonds, 1% annuities and 3% Other.

Movements in the net liability for defined benefit obligations:

(Amounts in NOK 1 000) 2007 2006

Unfunded obligations: Net liability for defined benefit obligations at 1 January -94 771 -39 663 Effect of new consolidation method ref note 34 0 -42 631 Net liability for defined benefit obligations at 1 January -94 771 -82 294 Expense recognised in the income statement -15 329 -20 163 Corrections -591 0 Unrecognized net experience loss (implementation) -3 199 0 Payments during the year to pensioners (incl. social security) 4 565 7 686 Net liability for unfunded pension plans 31 December -109 326 -94 771

Funded obligations: Net asset /liability (-) for defined benefit obligations at 1 January -115 719 56 742 Effect of new consolidation method ref note 34 -195 573 Net asset /liability (-) for defined benefit obligations at 1 January -115 719 -138 831 Expense recognised in the income statement -23 009 -22 235 Contribution paid into the plan 52 982 51 070 Repayment from the Pension Fund during the year (-) / Correction 0 5 260 Corrections 591 0 Currency translation effects 27 307 -10 983 Net liability for funded pension plans 31 December -57 848 -115 719

Movements in liabilities for defined benefit obligations:

(Amounts in NOK 1 000) 2007 2006

Unfunded obligations: Gross liability for defined benefit obligations at 1 January -140 167 -53 133 Effect of new consolidation method ref note 34 0 -57 774 Gross liability for defined benefit obligations at 1 January -140 167 -110 907 Benefits paid by the plan 4 565 7 686 Current service costs -11 449 -7 355 Interest on pension liability -6 223 -3 707 Corrections previous years -4 471 2 008 Actuarial losses / gains -1 884 -27 892 Gross liability at 31 December -159 629 -140 167

46 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 47

Bonheur ASA - Group Notes

(Amounts in NOK 1 000) 2007 2006

Funded obligations: Gross liability for defined benefit obligations at 1 January -1 986 976 -93 765 Effect of new consolidation method ref note 34 -1 829 361 Gross liability for defined benefit obligations at 1 January -1 986 976 -1 923 126 Benefits paid by the plan 77 051 186 341 Current service costs -47 076 -41 722 Interest on pension liability -90 241 -85 022 Actuarial losses / gains -5 568 -47 779 Settlements 0 4 231 Transferred value to employees (changed from funded to unfunded) 25 280 0 Foreign Currency translation 184 488 -79 899 Gross liability at 31 December -1 843 042 -1 986 976

Expense (-) / income recognised in the income statement:

(Amounts in NOK 1 000) 2007 2006 2005

Unfunded obligations: Current service cost -11 450 -7 355 -2 960 Past service cost -1 532 -11 109 -8 271 Interest on obligation -6 223 -3 707 -1 753 Actuarial gains /losses 1 063 0 0 Grants received to cover pension expenses / corrections 2 813 2 008 0 Pension cost if full consolidated the entire year -15 329 -20 163 -12 984 Recognised per 3 qtr 2006 in “Profit from associates” (100 %) 4 026 0 Recognised in operating cost for the year -15 329 -16 137 -12 984

Funded obligations: Current service cost -47 076 -41 722 -2 418 Interest on obligations -90 241 -85 002 -4 166 Recognised actuarial losses 4 971 -5 925 0 Expected return on plan assets 110 480 106 183 9 843 Deferred pension settlement 0 4 231 0 Pension cost if full consolidated the entire year -21 866 -22 235 3 260 Hereof recognised per 3 qtr 2006 in associates (100%) 0 34 167 0 Recognised in operating cost for the year -21 866 11 932 3 260

Net pension cost recognised in operating expenses -37 195 -4 205 -9 724

Principal actuarial assumptions at the balance sheet date expressed as weighted averages: 2007 2006 2005

Discount rate at 31 December 4.8 % 4.4 % 4.3 % Expected return on plan assets at 31 December 5.8 % 5.4 % 5.3 % Future inflation 2.5 % 2.5 % 2.5 % Future salary increase 4.0 % 4.0 % 3.0 % Yearly regulation in official pension index (G) 3.8 % 3.8 % 3.0 % Future pension increases 2.0 % 2.0 % 2.0 % Social security costs 14.1 % 14.1 % 14.1 % Mortality table K2005 K2005 K1963 Disability table KU KU KU

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Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 47 48

Bonheur ASA - Group Notes

The Norwegian subsidiaries have used a discount rate of 4.8% for the calculation of the benefit obligations. The rate used is based on the guidance from Norsk Regnskapsstiftelse (NRS), updated with the actual 10 year interest rate at year end.

The future long term salary increase is assumed to be 4.0% for the major part of the Group companies. For some companies within the offshore business the future salary increase is expected to be up to 5.5%. The guidance from NRS is a salary increase of 4.5%, which in the long term is considered too high for the Group companies outside the offshore business based on factors as the average age of the employees, historical information and the assumption of future inflation of 2.5%.

The expected increase in expected social security costs (G) is 3.8% and is lower than the NRS recommendation of 4.25% but should bee seen in connection with the parameter for salary increase.

Inflation is expected to be 2.5% - in line with the Norwegian National Bank (NB) target for inflation.

Return on plan assets are in line with expectations and historical perspective from the Fred. Olsen Pension Fund.

Sensitivity analysis Funded Pension Plans: A 0.25%-point increase in future salaries and the official pension index (G), gives a 3% increase in service cost and a 1.1% increase in the present value of the funded obligations (PBO).

A 0.5%-point decrease in the discount rate gives an increase in service cost and PBO of 11% and 9% respectively.

A 0.5%-point decrease in the discount rate gives an increase in service cost and PBO of 10% and 8% respectively

Expected contribution to funded defined benefit plans in 2008 are 51.3 million. Expected payment of benefits for the unfunded plans are in 2008 estimated at NOK 4.5 million.

Historical information

(Amounts in NOK 1 000) 2007 2006 2005

Present value of the defined benefit obligations -2 002 672 -2 127 143 -146 898 Fair value of plan assets 1 872 794 2 043 417 147 486 Deficit in the plan (-) / Excess in the plan -129 879 -83 726 588

Experience adjustments arising on plan liabilities -0.3 % -3.4 % -21.5 % Experience adjustments arising on plan assets -2.4 % 2.9 % 0.0 %

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Bonheur ASA - Group Notes

Note 25 – Deferred Income and other accruals

(Amounts in NOK 1 000) 2007 2006

Accrued interest other 60 897 65 596 Other accruals 477 773 509 958 Deferred income 329 334 297 910 Other accuals and deferred income 868 004 873 464

The Group of companies has short term deferred income of NOK 329.3 million per 31 December 2007 (2006: 297.9 million). The major part, NOK 273.9 million, is due to prepayments from sale of cruises (2006: 265.7 million), while NOK 55.2 million is prepayment received from offshore operators (2006: 32.2 million).

A long term portion of NOK 84.8 million (2006: 0) regarding prepayment from offshore operators is included under “Other non-current liabilities”, and will be recognized on the profit and loss statement over the length of the contract.

Note 26 – Trade and other payables

(Amounts in NOK 1 000) Note 2007 2006

Other trade payables 371 324 383 668 Total trade payables 371 324 383 668

Current tax 12,17 131 308 69 356 Dividends payable 455 850 - Fair value of derivatives 27 4 156 17 878 Total other payables 591 314 87 234 Total trade and other payables 962 638 470 902

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Bonheur ASA - Group Notes

Note 27 – Financial Instruments

The Group of companies is exposed to credit-, liquidity, interest rate- and foreign currency risks within its operations.

Fair values versus carrying amounts Carrying amounts is presumed to reflect the fair value of financial assets and liabilitites.

Credit risk - Exposure to credit risks The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:

Carrying amount (Amounts in NOK 1 000) 2007 2006

Available-for-sale financial assets; bonds 10 309 19 889 Loans and receivables *) 2 204 351 1 566 470 Cash and cash equivalents 5 263 618 3 581 295 Derivatives 21 655 42 561 Total 7 499 933 5 210 215

In addition to the above mentioned numbers the Group of companies has granted guarantees to associates, the maximum exposure related to these guarantees is disclosed in note 23.

*) Loans and receivables are to be collected from the following type of segments:

(Amounts in NOK 1 000) 2007 2006

Offshore drilling 990 138 838 253 Floating production 88 128 449 445 Renewable Energy 94 263 70 880 Tankers 6 360 35 655 Cruise 679 596 70 217 Other shipping 2 242 2 578 Other investment segment 343 624 99 442 Total 2 204 351 1 566 470

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Bonheur ASA - Group Notes

Impairment losses The aging of trade receivables at the reporting date was:

Gross Impairment Balance Gross Impairment Balance (Amounts in NOK 1 000) 2007 2007 2007 2006 2006 2006

Not past due 1 611 443 -1 769 1 609 674 1 376 009 0 1 376 009 Past due 0-30 days 72 719 0 72 719 33 016 0 33 016 Past due 31-180 days 215 727 -15 497 200 230 32 570 0 32 570 Past due 180- 360 days 49 435 -18 430 31 005 16 814 -14 312 2 502 More than one year 29 977 -20 409 9 568 30 038 0 30 038 1 979 302 -56 105 1 923 197 1 488 497 -14 312 1 474 135

Based on historic default rates, the Group of companies believes that no impairment allowance is necessary in respect of trade receivables not past due or past due by up to 30 days.

Liquidity risk The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements:

(Amounts in NOK 1 000) Due in Nominal Contractual 2013 and 31 December 2007 value cash flows 2008 2009 2010 2011 2012 thereafter Non-derivative financial liabilities 8 802 450 9 784 918 2 552 606 808 651 776 667 746 795 741 909 4 158 292

Due in Nominal Contractual 2012 and 31 December 2006 value cash flows 2007 2008 2009 2010 2011 thereafter Non-derivative financial liabilities 5 694 853 6 757 916 969 728 783 584 1 065 558 659 629 629 166 2 650 252

Due in 31 December 2007 Carrying Contractual 2013 and Derivative financial liabilities amount cash flows 2008 2009 2010 2011 2012 thereafter Interest rate swaps used for economic hedging -2 162 -2 443 281 Forward exchange contracts used for economic hedging: Outflow GBP 000´ -16 544 -16 544 -16 544 Inflow EUR 000´ 22 500 22 500 22 500 Outflow GBP 000´ -8 140 -8 140 -8 140 Inflow USD 000´ 16 200 16 200 16 200

Due in 31 December 2006 Carrying Contractual 2012 and Derivative financial liabilities amount cash flows 2007 2008 2009 2010 2011 thereafter Interest rate swaps used for hedging -1 165.46 -1 165.46 Fuel Price Swap -736.08 -736.08 Forward exchange contracts used for hedging: Outflow GBP 000´ -7 673 -7 673 -7 673 Inflow EUR 000´ 11 300 11 300 11 300 Outflow GBP 000´ -5 747 -5 747 5 747 Inflow USD 000´ 11 250 11 250 11 250 Outflow GBP 000´ -6 510 6 510 6 510 Inflow NOK 000´ 79 000 79 000 79 000

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Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 51 52

Bonheur ASA - Group Notes

The following table indicates the periods in which cash flows associated with derivatives that are cash flow hedges are expected to occur.

2007 (Amounts in NOK 1 000) Carrying Expected 6 months More than Interest rate swaps: amount cash flows or less 6-12 mths 1-2 years 2-5 years 5 years Assets 11 524 206 363 16 561 15 815 29 544 93 226 51 217 Liabilities -308 96 198 7 243 6 908 13 145 42 202 26 701 Total 11 215 302 561 23 804 22 723 42 689 135 428 77 918

2006 (Amounts in NOK 1 000) Carrying Expected 6 months More than Interest rate swaps: amount cash flows or less 6-12 mths 1-2 years 2-5 years 5 years Assets 14 572 235 485 12 086 17 037 32 376 103 376 70 611 Liabilities -97 111 440 7 848 7 394 14 150 45 526 35 522 Total 14 475 346 925 19 934 24 431 46 526 149 902 106 133

The hedges are performed within the Renewable Enegy segment, where three loans are hedged with interest rate swaps to be a fixed rate loan.

Currency risk Exposure to currency risk The Group of companies exposure to foreign currency risk was as follows based on notional amounts: The figures will not be directly comparable with the figures in the balance sheet, as the balance shows the figures in NOK , net of intra group eliminations.

31 December 2007 31 December 2006 (Amounts in 1 000) USD GBP USD GBP Trade receivables 22 705 66 715 81 008 7 050 Secured bank loans -270 724 -283 601 -205 751 -235 969 Trade payables -12 672 -46 326 -38 644 -28 163 Gross balance sheet exposure -260 691 -263 212 -163 387 -257 082

Forward exchange contracts 30 000 984 10 000 -272 Net exposure -230 691 -262 229 -153 387 -257 353

The following significant exchange rates applied during the year: Reporting date Average rate spot rate 2007 2006 2007 2006 USD 1 5.8599 6.4135 5.411 6.2551 GBP 1 11.7329 11.8044 10.81 12.268 EURO 8.0263 8.045 7.961 8.238

Sensitivity analysis A 10 percent strengthening of the NOK against the following currencies at 31 December would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis for 2006.

Effect in NOK 1000 Equity Profit or loss 31 December 2007 USD 126 008 -1 182 GBP 280 152 3 344

31 December 2006 USD 96 465 -520 GBP 340 763 2 670

A 10 percent weakening of the NOK against the above currencies at 31 December would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.

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Bonheur ASA - Group Notes

Interest rate risk Profile At the reporting date the interest rate profile of the Group’s interest-bearing financial instruments was: Carrying amount (Amounts in NOK 1 000) 2007 2006

Fixed rate instruments Financial assets 1 261 771 1 293 827 Financial liabilities -1 837 -61 805 Total 1 259 934 1 232 022

Variable rate instruments Financial assets 5 299 831 3 641 284 Financila liabilitites -8 395 367 -7 482 077 Total -3 095 536 -3 840 793

The Group designates some interest rate derivatives as hedging instruments. Other interest rate derivatives are not designated as hedging instruments however, all interest rate derivatives are established to economically hedge the interest expenses of the group.

Cash flow sensitivity analysis for variable rate instruments A change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts in- dicated below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant. The analysis is performed on the same basis for 2006.

Profit or loss Equity 100 bp 100 bp 100 bp 100 bp increase decrease increase decrease

31 December 2007 Interest rate swap 58 749 -58 749 60 255 -60 255

31 December 2006 Interest rate swap 74 942 -74 942 74 664 -74 664

Fair values Fair values versus carrying amounts Carrying amounts are presumed to reflect the fair value of financial assets and liabilitites.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 53 54

Bonheur ASA - Group Notes

Note 28 – Operating leases

Leases as lessee Non-cancellable operating lease rentals are payable as follows:

(Amounts in NOK 1 000) 2007 2006

Less than one year 5 276 6 207 Between one and five years 13 217 18 993 More than five years 239 268 275 380 257 761 300 580

A Group entity, Compact Properties in Belfast, has a property lease contract that expires in 2115.

Leases as lessor The Group leases out rigs and vessels under operating leases. There are no future minimum lease payments under non-cancellable leases.

Whether the contract is or contains a lease is based on whether the terms of the contract state a specific unit to be leased and whether the right to use the unit is transferred to the lessee. All contracts considered a lease are drilling, transportation or service contracts for treatment, storage or offloading of raw oil from a pre-determined oilfield offshore. The contracts state which units to be used. The Group is responsible for the daily operation and maintenance and to ensure necessary personnel and equipment to perform the work defined in the contract. The Group is responsible for a safe operation and has one of the best safety statistics in the industry.

When considering if a contract is a financial or operational lease the terms of the contracts have been considered. According to the terms of the contract, the customer is only obliged to pay when the unit is in operation. The customer does not control the unit and/or the operation of the unit. The Group is fully dependent of the unit to be able to deliver services according to the contract, and the Group retains ownership of the unit throughout the contract period. However, there is a purchase option for the lessee in some contracts. After careful considerations the Group has concluded that all leases as per 2007 are operational leases.

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Bonheur ASA - Group Notes

Note 29 – Capital commitments

Planned investments going forward are mainly related to remaining investments in Fred. Olsen Energy ASA regarding Blackford Dolphin, the lengthening of the cruise vessels MV Balmoral and MV Braemar and construction of the wind farm Crystal Rig II. Both the remaining investments related to Blackford Dolphin and most of the lengthening of the cruise ships are scheduled during first half 2008, while the majority of the investments related to Crystal Rig II will take place during 2009 and 2010.

The upgrade project of Blackford Dolphin has an estimated budget of USD 580 million. At year-end 31 December 2007 the value of work done represented 82 % of the total project budget including the rig investment. The Group has contractually committed 98 % of the total budget of the project, although related amounts are not fully reflected in the 2007 annual statements. Blackford Dolphin is estimated to complete the upgrade and commence on a three year contract with Tullow in Ghana in Q2 2008.

Fred.Olsen Cruise Lines entered into contracts with the German ship yard Blohm + Voss Repair GmbH, Hamburg for the lengthening of both the vessel MV Balmoral with approximately 30 meters by January 2008, and MV Braemar by 31.2 meters in June 2008. Capital commitments related to these projects was at year end approximately EUR 77,8 million (NOK 619 million).

At the end of November 2007 Fred. Olsen Renewables entered into a turbine supply agreement and a five year service and warranty agreement with Siemens Power Generation for the supply of 51 turbines for the Crystal Rig II wind farm project. The turbines will be delivered during 2009 and 2010 and are of the make Siemens 2300 kW (SWT-2.3-82 VS). The capital commitments related to these projects was at year end approximately GBP 81 million (NOK 876 million).

Note 30 – Contingencies

Outstanding receivables from customers A subsidiary of the Company has entered into legal disputes with three specific customers, and had at year end 2007 filed arbitration for an amount totaling USD 35 million (NOK 189 million). The subsidiary has made provisions based on evaluations of the contractual status of the outstanding receivables of USD 5.7 million (NOK 31 million).

Tax disputes There are ongoing several tax disputes between subsidiaries within the Group of companies and Norwegian tax authorities.

One dispute related to the tax year 2005 may increase taxable income related to specific transactions. The subsidiary disputes the claim from the tax authorities. In the event the subsidiary is unsuccessful in its response, any potential negative outcome will be covered by tax losses carried forward, not recognized in the balance sheet.

Another dispute is related to the tax year 2000 regarding a group contribution. The subsidiary has been taxed with NOK 75.0 million (Korreksjons inntekt) and has received and payed a penalty tax of NOK 15 million in 2006. The subsidiary has disputed the claim and further steps are under evaluation.

One subsidiary has received a notice of amendment from the tax authorities regarding taxable income for 2003. The amendment may lead to a payable tax of NOK 169 million. The subsidiary has disputed the claim.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 55 56

Bonheur ASA - Group Notes

Note 31 – Related party information

Group of companies’ activities include transactions with related companies and parties. All services between related parties are priced based on costs incurred added a profit margin. In addition to transactions described in notes 10, 19, and 24, the following transactions between related parties occurred in 2007:

The UK-company Natural Power Consultants Ltd. (NPC), a subsidiary of Fred. Dessen Ltd. (UK), carried out consultancy services for Fred. Olsen Re- newables (FOR), a subsidiary of Bonheur ASA. Fred. Dessen Ltd. is 50% owned by each of the private Fred. Olsen related companies AS Quatro and Invento AS, see also note 34 . NPC carries out consultancy services related to the planning and development of windfarms, mainly in the UK and in Canada. NPC’s subsidiary Natural Power Services (NPS) carries out operational services for FOR’s windfarms. In 2007, the two companies invoiced a total of NOK 21.9 million for services performed (2006: NOK 20.0 million, 2005: 16.4 million).

Further, in 2007 FOR purchased a project portfolio in Canada from Fred.Olsen Ltd, a wholly owned subsidiary of Fred. Dessen Ltd. The purchase price was GBP 1.1 mill (NOK 12.5 million), recognised directly against equity.

Fred. Olsen Cruise Lines Ltd. (FOCL) is party to a lease agreement with Fred. Olsen Ltd. (FOL), the abovementioned subsidiary of Fred. Dessen Ltd., for office premises in Ipswich. The office rent is market based and amounted to GBP 0.2 million in 2007 (NOK 2.3 million) (2006: GBP 0.180 million, 2005: GBP 0.180 million), with further costs charged for the provision of infrastructure and establishment services amounting to GBP 1.0 million (NOK 11.7 million) (2006: GBP 0.9 million, 2005: GBP 0.9 million). In addition, Fred. Olsen Ltd. invoiced FOCL for office management and personnel services, including the hire of personnel. In 2007, GBP 0.9 million (NOK 10.6 million) was invoiced for these services (2006: GBP 0.8 million, 2005: GBP 1.2 million). In April 2005, employees on contract with FOL became employees with FOCL, explaining the lower invoiced amount in 2006 and 2007.

Fred. Olsen jr. is the chairman of the board of Fred. Olsen Cruise Lines Ltd. (FOCL). During 2007 he received an aggregate compensation of GBP 127,375 (2006: GBP 112,500, 2005: GBP 105,000) for work carried out to FOCL and its subsidiary. He also owns a minority interest in Bahia Shipping Services Inc. based in the Philippines, performing certain crew- and other services to FOCL.

Internal short and long term Group of companies loans and commitments carry market interest rates according to agreement at the date of issue. Interest rates are reviewed quarterly against official market rates. Interest rates charged on long term group loans are regulated on a yearly basis.

Anette S. Olsen is the Managing Director of Bonheur ASA (the Company). She is also the sole proprietor of Fred. Olsen & Co. which has 72 employees. In reference to an agreement, Fred. Olsen & Co. carries out financial, accounting, legal and administrative services to the Company. In 2007, Fred. Olsen & Co. invoiced the Company 18.9 million for services rendered under the said agreement, as well as for the payment of the remuneration to the Managing Director on behalf of the Company. This remuneration as established by the Board, after having obtained a substantiated recommendation thereon from the Shareholders Committee, also reflects an adequate profit element relative to the aforementioned services provided by Fred. Olsen & Co. Pension costs are discussed in note 24. In addition, Fred. Olsen & Co. invoiced subsidiaries and associates of Bonheur ASA, for similar or corresponding services according to separate agreements.

The Company and subsidiaries have been invoiced for the following costs from Fred. Olsen & Co:

(Amounts in NOK 1 000) 2007 2006 2005

Management costs invoiced to the Company 18 875 15 951 14 619 Management costs invoiced subsidiaries 46 139 42 089 39 172 Amount outstanding between Fred. Olsen & Co. and the Company *) -5 060 -3 330 Amount outstanding between Fred. Olsen & Co and subsidiaries of the Company 2 345 2 355

*) Short term outstanding in connection with current operations

The Company’s Managing Director received the following remuneration:

(Amounts in NOK 1 000) 2007 2006 2005

Ordinary remuneration 2 250 1 700 1 600 Pensions, charged as an expense 1) 1 481 1 044 780 Bonus payment for 2005 and 2006 2 040 0 0 Other compensations 96 94 92 Total 5 867 2 838 2 472

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Bonheur ASA - Group Notes

Group of companies 2007 2006 2005

Ordinary remuneration 4 500 3 400 3 200 Directors fee 434 346 347 Pensions, charged as an expense 1) 2 962 2 088 1 560 Bonus payment for 2005 and 2006 4 080 0 0 Other compensations 192 188 184 Total 12 168 6 022 5 291

1) The Managing Director is entitled to a pension corresponding to 70% of ordinary remuneration from the age of 65. The pension scheme has not been subject to any modification during 2007.

The Managing Director is not party to any share options, profit sharing agreements or similar arrangements.

The guidelines on remuneration to the Managing Director establishes that the fixed remuneration shall reflect the managing directors’ area of responsibility, hereunder the complexity of the position and equally appear competitive. In addition to the fixed remuneration a bonus payment limited to 50% of the annual fixed remuneration, may form part of the total annual remuneration. As to the further principles for such bonuses, please see below. The remuneration for 2007 has been in accordance with the statement presented at the Annual General Meeting in May 2007. The principles are unchanged from 2007 to 2008.

As mentioned in Note 10, the Company is party to an agreement with Fred. Olsen & Co. comprising various financial, accounting, legal and administrative services. Fred. Olsen & Co. also supports other Fred. Olsen related companies with similar or corresponding services according to separate agreements.

Despite Fred. Olsen & Co. being an independent service provider in relation to the Company, it is in this connection advised that the group of managers in Fred. Olsen & Co. during 2007 consisted of five persons. The relative share of the compensation for these persons is as follows:

(Amounts in NOK 1 000) The Company The Group of companies 2007 2006 2007 2006

Salary 3 058 3 058 6 117 6 116 Bonus 949 788 1 898 1 575 Pension benefits 2 884 2 119 5 767 4 238 Other compensation 255 326 509 652 Total 7 145 6 290 14 291 12 581

Initially, a proportionate bonus provision of NOK 2.5 million payable to managers and key personnel in Fred. Olsen & Co. has been made in the accounts of the Company (NOK 5.0 million in the Group of companies). In addition, all employees in Fred. Olsen & Co will receive a bonus payment equal to one month gross salary. For this reason a provision of NOK 1.4 million has been made in the accounts of the Company (NOK 2.8 million for the Group of companies). Similar bonus arrangements will also apply to other group companies, where NOK 5.9 million have been recognised in the profit and loss statement. Total Group of companies cost regarding bonus is NOK 13.7 million ex social security costs (2006: 29.8 million).

The background to the decision on bonus payment by the company is the generally strong results produced, an evaluation of performance as well as how the performance has contributed to the said strong results. The same principle is applied within the Group of companies.

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Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 57 58

Bonheur ASA - Group Notes

In 2007, the members of the board received the following directors’ fees:

(Amounts in NOK 1 000) from the Company from the Group of companies 2007 2006 2007 2006

Fred. Olsen, Chairman of the Board 500 500 1 088 1 064 Anna Synnøve Bye 125 100 250 200 Andreas Mellbye 125 100 250 200 John C. Wallace 125 100 450 400 Anette S. Olsen 0 0 434 346 Håvar Poulsson, alternate director 70 60 228 184 Total 945 860 2 700 2 394

The board member John C. Wallace received separate from his board compensation a consultant’s fee of NOK 92,000 from the Company. (NOK 184,000 from the Group of companies).

In 2007, the Chairman received NOK 1 147 000 (2006: 3,843,000) in pension payment from the Company. From the Group of companies NOK 2 294 000 (2006: 7 686 000). The 2006 figure includes an extraordinary balancing pension payment as relative to the ordinary pension of NOK 1 120 000 from the Company (2 240 000 from the Group of companies).

Mr. Fred. Olsen is party to a consultancy agreement with the Company. The first payment under this agreement, amounting to NOK 1,000,000 from the Group of companies including 500,000 from the Company, is due in 2008.

(Amounts in NOK 1 000) 2007 2006 2005

Board of Directors’ fees Fees from the company 945 860 850 Fees in subsidiaries 2 946 2 229 2 230

Shareholders’ committee’s fees Fees from the Company 260 210 210 Fees in subsidiaries 260 210 210

Loan to former CFO 2 000 2 000

As per 31 December 2007, the members of the board, members of the shareholders’ committee and the auditor owned and/or controlled directly or indirectly, the following shares:

The board Shareholders’ committee members The auditor

Anette S. Olsen 20 508 972 Einar Harboe 60 Auditor 0 Fred. Olsen 92 604 Jørgen G. Heje 1200 John C. Wallace 600 Bård Mikkelsen 0 Andreas Mellbye 0 Aase Gudding Gresvig 0 Anna Synnøve Bye 0 Christian F. Michelet 0 Håvar Poulsson 0

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Bonheur ASA - Group Notes

Note 32 – Group of companies

Bonheur ASA is parent in a Group of companies with the following subsidiaries:

Country of incorporation Ownership interest Note 2007 2006

Ganger Rolf ASA 1) 34 Oslo, Norway 53.13 % 51.28 % Fred Olsen Energy ASA 1) Oslo, Norway 53.42 % 54.12 % Fred Olsen Renewables AS 1) Oslo, Norway 100.00 % 100.00 % First Olsen Ltd 1) Bermuda 100.00 % 100.00 % Fred Olsen Production ASA 1) 2) 34 Oslo, Norway 61.54 % 100.00 % Fred Olsen Cruise Lines Ltd 1) Ipswich, UK 100.00 % 100.00 % Fred Olsen Cruise Lines Pte Ltd 1) Singapore 100.00 % 100.00 % Borgå AS 1) 3) Oslo, Norway 100.00 % 100.00 % Borgå II AS 3) Oslo, Norway 100.00 % - Fred Olsen Travel AS 1) Oslo, Norway 100.00 % 100.00 % Fred. Olsen Brokers AS 1) Oslo, Norway 100.00 % 100.00 % Fred Olsen Fly og Luftmateriell AS 1) Oslo, Norway 100.00 % 100.00 % Stavnes Byggeselskap AS 1) Hvitsten, Norway 100.00 % 100.00 % Oslo Shipholding AS 1) Oslo, Norway 100.00 % 100.00 % Laksa II AS Oslo, Norway 100.00 % 100.00 % Knock Holding II AS Oslo, Norway 100.00 % 100.00 % Fred Olsen Spedisjon AS 4) Oslo, Norway 97.14 % 97.14 % Fred. Olsen Canary Lines S.L. 4) Spain 100.00 % 100.00 % Felixstowe Ship Management Ltd. 4) UK 99.85 % 99.85 %

1) On 4 October 2006 Bonheur ASA purchased a total of 584,800 shares in Ganger Rolf ASA, thereby increasing Bonheur ASA’s total shareholding from 49.67% to 51.28%. In accounting terms this implied that Ganger Rolf, as in previous periods was an associate of Bonheur, as from fourth quarter 2006 became a subsidiary. As Ganger Rolf ASA and Bonheur ASA have common ownership in a number of investments, the above mentioned transaction also resulted in a large number of companies, previously considered associates, as from fourth quarter 2006 is considered subsidiaries. During 2007 Bonheur ASA has increased it’s ownership in Ganger Rolf ASA through acquisition of shares and through Ganger Rolf ASA’s purchase of own shares.

2) In February 2007 Fred. Olsen Production ASA (FOP) completed a private placement of 44 million new shares bringing Bonheur’s and Ganger Rolf’s ownership in FOP to 57.7%. In June 2007 First Olsen Ltd, the majority shareholder in FOP, acquired 5 116 600 shares in FOP bringing Bonheur’s total ownership to 61.54%.

3) In 2007 Borgå AS was demerged into two companies, Borgå AS and Borgå II AS, where Borgå AS became a 100% owned subsidiary of Ganger Rolf ASA and Borgå II AS of Bonheur ASA.

4) Based on Bonheur’s ownership interest the companies are classified as subsidiaries, but due to no or insignificant activity the companies are not consolidated in the Bonheur Group of companies.

For information of other Group of companies related entities, please refer to note 15, “investments in associates”.

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Bonheur ASA - Group Notes

Note 33 – Events after the balance sheet date

On 26 February Dolphin Drilling Ltd., a subsidiary of Fred. Olsen Energy ASA, received a Letter of Intent for a nine month contract for the semi-submersible drilling rig Borgsten Dolphin for operations in the UK North Sea. The agreement, which remains subject to finalisation of contract terms, is on the basis of direct continuation from the present contract from around August 2008. The estimated contract value is USD 104 million.

On 28 February the Board of Fred. Olsen Production ASA decided to propose for the Annual General meeting in the company, that the board should be authorized to establish a share buyback program.

On 14 March the Ministry of Finance published the final regulation regarding the new tonnage tax regime. The time limit for the environmental investments has been extended from 10 to 15 years. The environmental investments is presented as a tax liability at present value in the Group of companies’ balance sheet, based on a time limit of 10 years, amounting to NOK 44.5 million. Based on a time limit of 15 years the net present value of the environmental investments per 31 December 2007 will be NOK 36.9 million.

For other events occurring after the balance sheet date, please refer to the section “other information” of the Board of Director’s Report.

Note 34 – Bonheur ASA’s purchase of shares in Ganger Rolf ASA

Accounting for transactions under common control The accounting treatment of business combinations under common control is not covered by IFRS. The Group of companies accounting principle for transactions under common control, including business combinations, is therefore based on IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors, Articles 10-12.

The Group of companies have chosen an accounting principle implying that transactions under common control are accounted for at book values. In the Group of companies’ opinion, this provides the users with relevant and reliable information for their financial dispositions, as the financial accounts present the Group of companies’ financial position, financial earnings and cash flows in an appropriate way, reflecting the financial content of transactions. To the best of the Group of companies’ judgment, the accounting principle is neutral, i.e. without systematic bias, is conservative and complete in all important respects.

By exercising the judgment referred to above, the Group of companies have considered requirements and guidance in standards and interpretations of similar or associated cases, definitions, criteria for recognition and measuring principles for assets, liabilities, revenues and expenses in “Concep- tual Framework”, as well as US GAAP, relevant IFRS technical literature, and practice in other companies which have conducted transactions under common control.

Point in time for recognition of transactions under common control The general rule is that transactions should be recognized at the point in time when the transaction takes place. As IFRS does not directly regulate the accounting for transactions under common control, and as it follows from the American accounting regulations that transactions under common control should be accounted for retrospectively, the Group of companies have also in this case made an assessment in line with the above analysis.

In these considerations, the Group of companies have emphasized that a general accounting policy should be established for all transactions under common control.

After an overall assessment of the points of consideration in IAS 8, Articles 10-12, the Group of companies have decided that transactions under common control should be recognized as from when the transaction takes place.

Bonheur and Ganger Rolf under common control by private Fred. Olsen related companies: On 3 July 2006 AS Quatro acquired 136,476 shares and AS Invento 186,164 shares (in total 322,640) in Bonheur ASA, whereby the total holding of these companies in Bonheur, directly and indirectly, increased from 49.49% to 50.28%.

60 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 61

Bonheur ASA - Group Notes

The ownership of the voting shares in the private Fred. Olsen related companies Minnoch AS (the parent company of Quatro) and Bennan AS (the parent company of Invento), in combination with the control pursuant to company law which was then established in an unbroken line from these companies down to Bonheur, entailed control over Bonheur. At that time, on 3 July 2006, Bonheur owned 49.45% of the shares in Ganger Rolf. In combination with private Fred. Olsen related companies’ direct ownership in Ganger Rolf ASA (1.69%); this meant that Bonheur and Ganger Rolf according to IFRS rules were to be considered as companies under common control (where the control lies with private Fred. Olsen related companies). In relationship to Quatro and Invento’s total shareholding in Bonheur (50.28%), these companies are to be considered an identified group according to the rules of the Public Limited Companies Act.

Bonheur ASA’s purchase of shares in Ganger Rolf ASA On 4 October 2006 Bonheur increased its holding in Ganger Rolf by the purchase of 584,800 shares, thereby increasing its share of Ganger Rolf to 51.28%. As privately owned Fred. Olsen related companies previous to Bonheur’s purchase of shares in Ganger Rolf on 4 October had already obtained control over both Bonheur and Ganger Rolf, the purchase of the shares was considered a transaction under common control. The effect was that Ganger Rolf as from the fourth quarter 2006 became a fully consolidated subsidiary of Bonheur.

Historically Bonheur had accounted for its investment in Ganger Rolf using the equity method (as an associate). Due to Bonheur’s and Ganger Rolf’s common ownership in investments, the business combination also caused that a large number of associates as from fourth quarter were considered subsidiaries. In addition some investments that previously were accounted for at fair value, were as from the same point in time accounted for using the equity method. In total this had a substantial effect on Bonheur’s accounts and, thus, on comparability to previous periods.

Transition to consolidation of Ganger Rolf ASA as from 1 October 2006 The accounting regulations require that Bonheur prepare the accounts for the official presentation as they were actually presented in previous periods. Bonheur’s financial statements for 2007 are therefore presented as follows:

2007: Bonheur Group of companies where Ganger Rolf ASA is considered a subsidiary, and thus consolidated.

2006: • Fourth quarter Ganger Rolf ASA is considered a subsidiary, and thus consolidated. • First through third quarter Ganger Rolf ASA is considered an associate and accounted for using the equity method.

2005: Ganger Rolf accounted for using the equity method.

Bonheur has therefore found it important to prepare a set of proforma accounts where it has been assumed that Bonheur increased its ownership in Ganger Rolf above 50%, as a transaction under common control as from 1 January 2004. These proforma accounts are presented in note 35.

...the note continues on the next page

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 61 62

Bonheur ASA - Group Notes

The effects on the balance sheet of the changed ownership structure and consolidation from the third quarter 2006 to the fourth quarter 2006 are as follows:

Balance Sheet - (Unaudited) Bonheur ASA Group of companies 30 September 2006 Transitory (Amounts in NOK 1 000) As reported Proforma balance Intangible assets 37 047 246 134 209 087 Property, plant & equipment 39 474 11 299 535 11 260 061 Investment in associates 4 152 824 263 441 -3 889 383 Other financial non-current assets 586 384 525 935 -60 449 Non-current assets 4 815 729 12 335 045 7 519 316

Inventories 0 197 639 197 639 Trade receivables and other receivables 362 918 1 678 751 1 315 833 Cash and cash equivalents 147 738 3 178 827 3 031 089 Current assets 510 656 5 055 217 4 544 561

Total assets 5 326 385 17 390 262 12 063 877

Share capital 50 987 50 987 0 Additional paid in capital 25 920 25 920 0 Retained earnings 4 682 143 4 277 659 -404 484 Minority interests 0 3 273 867 3 273 867 Equity 4 759 050 7 628 433 2 869 383

Non-current interest bearing liabilities 464 470 6 981 512 6 517 042 Other non-current liabilities 40 149 638 158 598 009 Non-current liabilities 504 619 7 619 670 7 115 051

Current interest bearing liabilities 0 780 442 780 442 Other current liabilities 62 716 1 361 717 1 299 001 Current liabilities 62 716 2 142 159 2 079 443

Total equity and liabilities 5 326 385 17 390 262 12 063 877

Sale of shares in Fred. Olsen Energy ASA In November 2006, the Group of companies sold a total of 5.0 million shares in Fred. Olsen Energy ASA (FOE) amounting to 1,397 million. After the sale, the Group of companies had an ownership of 54.11% of FOE. The gain from the sale amounted to a total of 1,126 million. This amount was eliminated in the Group of companies accounts and recognized directly against equity, as the sale was accounted for according to the IFRS rules concerning sale of interests in subsidiaries.

Increased ownership in Ganger Rolf ASA in 2007 During 2007 Bonheur increased its holding in Ganger Rolf by purchase of 438,250 shares, thereby increasing its share of Ganger Rolf to 52.49%. At the same time Ganger Rolf purchased 438,250 own shares, resulting in an ownership share of 53.13%. An effect of 219 million is recognized directly against equity following from these transactions.

Private placement in and listing of Fred. Olsen Production ASA in 2007 In January 2007 First Olsen Ltd. (FOL), owned 100% by the Bonheur Group of companies, decided to initiate a process to spin-off and list its floating production activities organized in its subsidiary, Fred. Olsen Production ASA (FOP). In February FOP completed a private placement of 44 million new shares, thereby decreasing the Group of companies’ total holding of FOP to 57.7% after the share issue. The total equity effect was 1,194.1 million. On 11 May FOP was listed on the OTC-market on the Oslo Stock Exchange.

In June FOL acquired 5,116,600 shares in FOP, thereby increasing FOL’s, and Ganger Rolf’s and Bonheur’s total holding to 61.54%. The total equity effect was 135.3 million.

Fred. Olsen Renewables AS (FOR) – increased investment in Protura AS During 2007 FOR increased its investment in Protura AS from 25% to 41%, and further have an option to increase its ownership till 50.2%. Hence Protura AS has been consolidated as a subsidiary from 3 quarter 2007.

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Bonheur ASA - Group Notes

Note 35 – Group of companies pro forma (unaudited) 1)

Consolidated income statement 2007 2006 2006 2005 (Amounts in NOK 1 000) As reported Pro forma Pro forma Sale of goods 511 166 137 355 417 672 267 138 Sale of services 5 884 839 1 208 476 5 442 304 4 672 573 Contract revenue 127 166 72 872 498 922 206 944 Other operating income 41 956 169 357 36 165 40 808 Gain on sale of property, plant and equipment 1 200 810 203 107 484 598 934 Total operating income 7 765 937 1 588 262 6 502 546 5 786 397

Cost of sales - 131 858 - 2 204 - 96 717 - 117 345 Salaries and other personnel expenses -1 351 500 - 401 900 -1 241 248 - 961 332 Other operating expenses -2 386 823 - 680 917 -2 561 965 -2 297 566 Navis settlement 0 0 0 - 33 683 Depreciation - 922 799 - 171 633 - 790 691 -1 043 912 Loss on sale of property, plant and equipment - 781 0 0 - 485 Write down of property, plant and equipment - 45 052 - 19 881 - 19 881 - 1 642 Total operating expenses -4 838 813 -1 276 534 -4 710 502 -4 455 964 Operating profit / loss (-) 2 927 124 311 728 1 792 045 1 330 433 Share of profit in associates 4 155 681 133 30 275 15 233

Interest income 224 043 62 585 135 799 46 401 Dividends 5 211 7 384 4 151 493 Foreign exchange gains 181 626 26 626 93 590 120 783 Gain on sale of securities 271 566 1 311 59 671 103 469 Net gain on remeasurement of investments at fair value 111 961 13 025 122 072 38 183 Guarantee income 0 1 943 0 0 Other financial income 15 783 17 754 19 896 23 325 Financial income 810 190 130 629 435 178 332 654

Interest expenses - 356 174 - 98 667 - 369 763 - 296 910 Foreign exchange loss - 189 697 - 84 108 - 204 215 - 93 913 Loss on sale of securities - 5 416 - 2 369 - 2 658 - 528 Net loss on remeasurement of investments at fair value - 7 401 - 2 651 - 17 677 - 255 816 Other financial expenses - 56 177 - 1 377 - 77 880 - 48 020 Financial costs - 614 865 - 189 172 - 672 193 - 695 186

Net finance income 195 325 - 58 543 - 237 015 - 362 533 Profit before tax 3 126 604 934 318 1 585 304 983 133 Tax income / expense (-) - 442 027 40 145 - 39 636 - 100 149 Net profit from continued operation 2 684 577 974 463 1 545 668 882 984 Net profit from discontinued operation 0 0 0 287 005 Profit for the year 2 684 577 974 463 1 545 668 1 169 989

Attributable to: Equity holders of the parent 1 504 016 838 901 822 117 819 177 Minority interests 1 180 562 135 562 723 551 350 812 Profit for the year 2 684 577 974 463 1 545 668 1 169 989 Basic earnings per share (NOK) 46.50 25.94 25.13 24.95 Basic earnings per share - Continued operations (NOK) 46.50 25.94 25.13 18.65 Basic earnings per share - Discontinued operations (NOK) - - - 6.30 Diluted earnings per share (NOK) 46.40 25.61 24.81 24.95 Diluted earnings per share - Continued operations (NOK) 46.40 25.61 24.81 18.65 Diluted earnings per share - Discontinued operations (NOK) - - - 6.30

1) Same accounting policy is applied as for the Group of companies. Please refer to “accounting policies” and note 3.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 63 64

Bonheur ASA - Group Notes

Consolidated statement of recognised income and expense 2007 2006 2006 2005 (Amounts in NOK 1 000) - (unaudited) As reported Pro forma Pro forma

Foreign exchange translation effects: - Recognised directly against equity -1 065 029 -255 018 -364 735 614 385 - Transferred to income statement -482 0 0 0 Hedging effects: - Recognised directly in equity -3 302 0 0 0 - Transferred to income statement 0 0 0 0

Fair value effects: - Recognised directly against equity -8 849 4 989 -10 556 68 084 - Transferred to income statement -938 -1 192 -3 294 -16 520 Change in equity in associates 0 4 860 0 0 Net dilution (-) / consentration associates 0 -15 145 0 0 Increase of equity in subsidiaries 0 0 16 190 329 077 Changes directly in equity due to cross ownership in Ganger Rolf 0 13 243 0 0 Net paid dividend from fully consolidated companies 0 0 -88 526 -45 798 Additional tax based on a group contribution (“korreksjonsskatt”) 0 -15 086 -15 086 0 Other changes directly in equity 738 25 573 44 673 11 720 Net income recognised directly in equity -1 077 862 -237 777 -421 333 960 948 Profit for the period 2 684 577 974 463 1 545 668 1 169 989 Total recognised income and expense for the period 1 606 715 736 686 1 124 335 2 130 937

Attributable to: Equity holders of the parent 734 499 448 817 439 028 1 293 180 Minority interests 872 216 287 869 685 307 837 757 Total recognised income and expense for the period 1 606 715 736 686 1 124 335 2 130 937

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Bonheur ASA - Group Notes

Consolidated Balance sheet 2007 2006 2006 2005 (Amounts in NOK 1 000) - (unaudited) As reported Pro forma Pro forma

Non-current assets Development costs 30 374 48 331 48 331 32 196 Patents 12 259 0 0 0 Goodwill 98 577 98 577 98 577 98 577 Intangible assets 141 210 146 908 146 908 130 773

Deferred tax asset 96 562 115 783 115 783 48 582

Ships, rigs and windfarms 12 147 399 11 519 663 11 519 663 8 624 123 Machinery and equipment 116 797 143 090 143 090 223 447 Real estate 138 038 121 464 121 464 120 894 Other fixed assets 5 809 4 287 4 287 2 440 Property, plant and equipment 12 408 044 11 788 503 11 788 503 8 970 904

Investments in associates 131 121 216 379 216 379 204 342 Investments in other shares 338 065 348 258 348 258 396 022 Bonds and other receivables 101 161 107 469 107 469 107 640 Newbuilding contracts 297 345 324 833 324 833 0 Pension funds 137 473 134 577 134 577 130 847 Financial fixed assets 1 005 165 1 131 516 1 131 516 838 851 Total non-current assets 13 650 981 13 182 711 13 182 711 9 989 111

Current assets Inventories 262 963 267 449 267 449 198 206 Trade receivables 1 923 197 1 474 135 1 474 135 1 528 863 Other receivables 200 684 27 428 27 428 105 808 Trade and other receivables 2 386 844 1 769 012 1 769 012 1 832 878

Cash and cash equivalents 5 263 618 3 581 295 3 581 295 3 408 460 Total current assets 7 650 462 5 350 306 5 350 306 5 241 338 Total assets 21 301 443 18 533 017 18 533 017 15 230 450

Equity and liabilities Equity Share capital 50 987 50 987 50 987 50 987 Additional paid in capital 25 920 25 920 25 920 25 920 Total paid in capital 76 907 76 907 76 907 76 907 Retained earnings 5 459 813 5 097 713 5 097 713 4 024 516 Share of equity owned by shareholders of the parent 5 536 720 5 174 620 5 174 620 4 101 423 Minority interests 4 715 994 3 798 436 3 798 436 2 876 429 Total equity 10 252 714 8 973 056 8 973 056 6 977 852

Liabilities Pension liabilities 304 652 344 804 344 804 348 864 Deferred tax liabilities 235 787 206 047 206 047 277 853 Non-current interest bearing liabilities 6 770 666 6 911 621 6 911 621 5 383 125 Other non-current liabilities 245 407 120 861 120 861 27 905 Total non-current liabilities 7 556 512 7 583 334 7 583 334 6 037 747

Tax payables 166 346 69 356 69 356 7 232 Dividends payable 455 850 0 0 0 Current interest bearing liabilities 1 626 538 632 261 632 261 821 572 Payables and other short term liabilities 1 243 483 1 275 010 1 275 010 1 386 047 Total current liabilities 3 492 217 1 976 627 1 976 627 2 214 851 Total liabilities 11 048 729 9 559 961 9 559 961 8 252 597 Total equity and liabilities 21 301 443 18 533 017 18 533 017 15 230 450

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 65 66

Bonheur ASA - Group Notes

(Amounts in NOK 1 000) - Unaudited

Fully consolidated companies Energy services 1) Renewable energy 2) Shipping 3) 2007 2006 2007 2006 2007 2006

Operating income 5 682 462 4 586 298 300 736 230 023 1 729 961 1 642 232 Operating costs -2 436 778 -2 421 700 -87 382 -70 658 -1 175 231 -1 269 996 Depreciation / Impairment -570 636 -515 657 -120 547 -98 503 -270 438 -197 375 Operating profit 2 675 047 1 648 941 92 807 60 861 284 291 174 862 Profit for the year 2 580 327 1 350 937 33 571 7 104 9 419 145 479 Total assets 12 549 621 10 696 653 1 932 107 2 031 205 5 228 633 4 140 602 Total liabilities 6 728 977 6 168 434 1 442 021 1 534 691 2 887 148 2 508 373 Total equity 5 820 645 4 528 219 490 087 496 515 2 341 485 1 632 229

Fully consolidated companies Other investments 4) Total 2007 2006 2007 2006

Operating income 52 779 43 993 7 765 937 6 502 546 Operating costs -171 571 -137 576 -3 870 962 -3 899 930 Depreciation / Impairment -6 229 964 -967 851 -810 572 Operating profit -125 021 -92 619 2 927 124 1 792 045 Profit for the year 61 260 42 149 2 684 577 1 545 668 Total assets 1 591 081 1 664 557 21 301 443 18 533 017 Total liabilities -9 416 -651 536 11 048 730 9 559 961 Total equity 1 600 497 2 316 094 10 252 714 8 973 056

1) Energy services Offshore drilling: Fred. Olsen Energy ASA (53.42% per 31.12.07, 54.12% per 31.12.06) and the rig Bulford Dolphin (100% per 21.11.07, 0% per 31.12.07). Floating production: Fred. Olsen Production ASA (61.54% per 31.12.07).

2) Renewable energy Fred. Olsen Renewables AS (100%).

3) Shipping Tankers: First Olsen Ltd - Tankers (100%). Cruise: Fred. Olsen Cruise Lines Ltd (100%), Fred. Olsen Cruise Lines pte Ltd (100%), Borgå Group (2006-2007: 100%) and Borgå II Group (2006:0%, 2007:100%). Other shipping activities: First Olsen Ltd - Other shipping activities (100%).

4) Other investments Fred. Olsen Travel AS (100%), Fred. Olsen Brokers AS (100%), Fred. Olsen Fly- og Luftmateriell AS (100%), Stavnes Byggeselskap AS (100%), Oslo Shipholding AS (100%), Ganger Rolf ASA (100%), Bonheur ASA (100%) and First Olsen Ltd - Others (100%).

66 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 67

Bonheur ASA - Group Notes

Reconciliation of movement in capital and reserves

Share Share Transl. Hedging Fair value Own Retained Minority Total (Amounts in NOK 1 000) - Unaudited Capital premium reserve reserve reserve shares 1) earnings Total interest equity

Balance at 1 January 2006 50 987 25 920 6 720 - 150 043 4 206 344 4 440 014 4 440 014 Transition to full consolidation - - - 50 005 -97 891 -13 852 -342 745 -404 483 3 273 867 2 869 384 Total recognised income and expense - - -295 638 - -29 443 - 773 898 448 817 287 869 736 686 Dividends to shareholders ------285 525 -285 525 - -285 525 1) Sale of shares in Fred. Olsen Energy ------1 125 863 1 125 863 308 478 1 434 341 Purchase of shares in Ganger Rolf ------50 648 -50 648 -71 778 -122 426 Movement of own shares ------99 418 - -99 418 - -99 418 Balance at 31 December 2006 50 987 25 920 -288 918 50 005 22 709 -113 270 5 427 187 5 174 620 3 798 436 8 973 056

Balance at 1 January 2007 50 987 25 920 -288 918 50 005 22 709 -113 270 5 427 187 5 174 620 3 798 436 8 973 056 Total recognised income and expense - - -1 065 511 -3 302 -9 787 - 1 813 099 734 499 872 216 1 606 715 Dividends to shareholders ------575 754 -575 754 - -575 754 1) Dividends to minority interests in subsidiaries ------644 141 -644 141 Share issue in subsidiary ------515 111 515 111 679 003 1 194 114 Changes directly in equity in subsidiaries ------55 037 55 037 - 55 037 Common control transaction (refer to note 34) ------12 487 -12 487 - -12 487 Purchase of shares in subsidiaries ------354 306 -354 306 10 480 -343 826 Balance at 31 December 2007 50 987 25 920 -1 354 429 46 703 12 922 -113 270 6 867 887 5 536 720 4 715 994 10 252 714

Share capital and share premium Par value per share NOK 1.25 Number of shares issued 40 789 308

Translation reserve The reserve represents exchange differences resulting from the consolidation of associates and subsidiaries having other functional currencies than NOK.

Fair value reserve The reserve includes the cumulative net change in the fair value of available-for-sale investments until the investment is derecognised.

Minority interests The minority interests consist of a share of 46.58% in Fred. Olsen Energy ASA, 38.46% in Fred. Olsen Production ASA and 46.87% in Ganger Rolf ASA.

Paid dividends for 2007 The board will propose to the Annual General Meeting on 29 May 2008 to approve a dividend of NOK 15.60 per share.

1) Total dividend per share was NOK 7.00 in 2006 and NOK 15.60 in 2007. 2) Own shares shows Ganger Rolf ASA’s balance of own shares in Bonheur.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 67 68

Bonheur ASA - Group Notes

Cash Flow Statement - Proforma 2007 2006 2006 2005 (Amounts in NOK 1 000) - Unaudited As reported Pro forma Pro forma

Cash flow from operating activities Profit for the year 2 684 577 974 463 1 545 668 1 169 989 Adjustments for: Depreciation 967 851 191 514 810 572 1 045 554 Net foreign exchange gain (-) / loss -22 944 -10 217 8 591 10 720 Investment income -229 254 -69 969 -139 951 -46 894 Interest expenses 356 174 98 667 369 763 296 910 Share of result from associates -4 155 -681 133 -30 275 -15 233 Net gain on sale of property, plant and equipment -1 200 029 -203 -107 484 -598 449 Net gain on sale of investments -266 150 1 058 -57 013 -102 942 Tax income (-) / expense 442 027 -40 145 39 636 100 149 Operating profit before changes in working capital and provisions 2 728 097 464 035 2 439 507 1 859 804 Increase (-) / decrease in trade and other receivables -843 300 272 745 10 857 -463 206 Increase / decrease (-) in current liabilities 181 447 118 084 -2 344 90 515 Cash generated from operations 2 066 244 854 864 2 448 020 1 487 113 Interest paid -446 701 -187 477 -458 164 -272 785 Tax paid -105 920 -105 899 -117 337 -8 768 Net result from discontinued operations 0 0 0 38 704 Gain on sale of discontinued operations, net of tax 0 0 0 -325 709 Net cash from operating activities 1 513 623 561 488 1 872 519 918 555

Cash flow from investing activities Proceeds from sale of property, plant and equipment 1 495 786 8 191 152 533 1 163 803 Proceeds from sale of shares in subsidiary 0 1 397 310 1 397 310 0 Proceeds from sale of investments 432 778 48 291 139 400 142 016 Proceeds from sale of operations 0 0 0 407 938 Interests received 167 673 50 337 124 288 47 720 Dividends received 646 957 155 373 217 719 127 961 Cash flow effect from acquisition of subsidiary -351 168 3 031 089 0 0 Acquisitions of property, plant and equipment 0 -1 193 319 -4 361 815 -1 956 427 Acquisitions of shares in subsidiary -3 423 771 -108 404 -122 425 0 Acquisitions of other investments -96 023 -319 052 -33 797 -118 715 Net cash from investing activities -1 127 768 3 069 816 -2 486 787 -185 704

Cash flow from financing activities Purchase of own shares 0 -99 418 -99 418 0 Net proceed from issue of shares in subsidiary 1 194 114 0 1 748 273 542 Increase in borrowings 4 477 891 1 114 084 5 662 714 2 049 163 Repayment of borrowings -2 509 219 -914 493 -4 122 504 -981 027 Dividends paid -1 383 553 -285 525 -572 137 -302 615 Net cash from financing activities 1 779 233 -185 352 870 403 1 039 063 Net increase in cash and cash equivalents 2 165 088 3 445 952 256 135 1 771 914 Cash and cash equivalents at 1 January 3 581 295 168 155 3 408 460 1 444 349 Effect of exchange rate fluctuations on cash held -482 765 -32 812 -83 300 192 197 Cash and cash equivalents at 31 December 5 263 618 3 581 295 3 581 295 3 408 460

68 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 69

Bonheur ASA - Group Notes

Property, Plant and Equipment - Proforma

(Amounts in NOK 1 000) - Unaudited Rigs and Machinery and Other Cost offshore units Vessels Windfarms equipment Real estate fixed assets Total

Balance at 1 January 2006 6 803 462 1 618 345 1 322 368 515 261 157 274 8 363 10 425 073 Acquisitions 1 723 643 2 026 294 256 615 22 911 5 674 1 846 4 036 982 Reclassifications 5 623 21 482 -52 643 -25 538 Disposals 131 388 -46 246 -4 244 80 897 Effect of exchange rate fluctuations -465 436 -48 614 70 053 -1 956 207 -445 745 Balance at 31 December 2006 8 198 680 3 549 778 1 670 518 479 329 163 155 10 209 14 071 669

Balance at 1 January 2007 (reallocated) 8 198 680 3 549 778 1 670 518 479 329 163 155 10 209 14 071 669 Adjustment opening balance 589 743 162 095 229 831 58 807 1 040 476 Adjusted balance at 1 January 2007 8 788 423 3 711 873 1 670 518 709 160 221 962 10 209 15 112 145 Acquisitions 2 882 022 38 305 307 741 24 509 22 705 1 523 3 276 805 Reclassifications 304 072 -226 926 2 299 -77 146 2 299 Disposals -373 913 -769 635 -6 121 -1 149 669 Effect of exchange rate fluctuations -1 346 056 -453 098 -198 143 -75 744 -8 810 -2 081 851 Balance at 31 December 2007 10 254 548 2 300 519 1 782 415 574 658 235 857 11 732 15 159 729

Depreciation and impairment losses Balance at 1 January 2006 689 795 342 866 87 391 291 815 36 380 5 923 1 454 170 Depreciation charge for the year 347 902 323 326 98 050 16 625 4 787 790 690 Impairment losses 19 881 0 19 881 Disposals 103 121 -8 049 -3 114 0 91 958 Effect of exchange rate fluctuations -95 309 1 710 8 511 11 032 523 -73 534 Balance at 31 December 2006 1 045 509 659 852 193 952 336 239 41 690 5 923 2 283 165

Balance at 1 January 2007 (reallocated) 1 045 509 659 852 193 952 336 239 41 690 5 923 2 283 165 Adjustment opening balance 589 743 162 095 231 010 57 628 1 040 476 Adjusted balance at 1 January 2007 1 635 252 821 947 193 952 567 249 99 318 5 923 3 323 641 Depreciation charge for the year 559 295 233 040 108 837 16 707 4 833 922 712 Impairment losses 34 274 34 274 Reclassifications 196 375 -135 153 -61 222 0 Disposals -281 689 -641 753 -4 342 -927 784 Effect of exchange rate fluctuations -383 158 -119 664 -31 472 -60 531 -6 333 -601 158 Balance at 31 December 2007 1 726 075 192 691 271 317 457 861 97 818 5 923 2 751 685

Carrying amounts At 1 January 2006 6 113 667 1 275 479 1 234 977 223 446 120 894 2 440 8 970 903 At 31 December 2006 7 153 171 2 889 926 1 476 567 143 090 121 465 4 286 11 788 504

At 1 January 2007 7 153 171 2 889 926 1 476 566 141 911 122 644 4 286 11 788 504 At 31 December 2007 8 528 473 2 107 828 1 511 098 116 797 138 039 5 809 12 408 044

Expected economic life 10 - 20 years 10 - 20 years 20 years 1) 25 years Depreciation schedule is linear for all categories

1) Fixtures and office equipment: 10 years, cars: 7 years, IT equipment: 5 years

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 69 70

Bonheur ASA Income Statement (NGAAP)

(Amounts in NOK 1 000) Note 2007 2006 2005

Other income 1 242 1 524 1 197 Gain on sale of property, plant and equipment 98 170 81 Total income 1 340 1 694 1 278

Operating expenses 1 -33 558 -38 711 -33 109 Depreciation 3 -2 686 -2 730 -3 120 Loss on sale of property, plant and equipment 3 -78 0 -242 Total operating expenses -36 322 -41 440 -36 471

OPERATING RESULT -34 983 -39 747 -35 193

Result from Limited Partnerships 0 0 -26 348

Interest income 7 39 659 18 468 14 052 Dividends 570 496 152 231 463 911 Foreign exchange gains 8 783 20 227 8 414 Gain on sale of securities 5 58 160 493 481 18 775 Other financial income 7 13 449 62 080 34 615 Group contribution 23 379 0 0 Gain on sale of investments 0 0 220 090 Total financial income 713 926 746 487 759 857

Interest on mortgage loans -1 007 -4 527 -3 354 Other interest expenses 9 -35 036 -24 418 -18 963 Foreign exchange loss -14 549 -65 090 -10 414 Loss on sale of securities 5,6 -3 912 -1 974 -99 558 Other financial costs 9 -11 935 -17 682 -15 795 Total financial expenses -66 440 -113 691 -148 084 Net financial items 647 486 632 797 611 773 RESULT BEFORE TAX 612 504 593 050 550 232 Deferred taxes 11 -3 724 16 128 -63 703

RESULT FOR THE YEAR 608 780 609 178 486 529

Proposed allocations: Dividends 8 636 313 363 025 0 Retained earnings 8 -27 533 246 153 486 529 Total allocations 608 780 609 178 486 529

70 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 71

Bonheur ASA Balance Sheet (NGAAP)

(Amounts in NOK 1 000) Note 2007 2006

Assets Non-current assets Deferred tax benefit 11 5 082 8 806 Total Intangible assets 5 082 8 806 Real estate 3 30 147 31 782 Other property, plant and equipment 3 6 535 6 605 Total property, plant and equipment 36 682 38 388 Investments in subsidiaries 4 3 198 859 3 074 496 Investments in associated companies 5 73 669 106 988 Investments in other shares 5 157 473 157 382 Bonds 6 143 295 145 210 Other receivables 7 77 264 94 009 Pension fund 2 57 629 57 330 Financial fixed assets 3 708 189 3 635 415 Total non current assets 3 749 952 3 682 608

Current assets Total current receivables 7 365 872 114 555 Cash, bank deposits 1) 14 523 664 700 092 Total current assets 889 537 814 647 TOTAL ASSETS 4 639 489 4 497 255

1) Hereof restricted cash 304 672 600 245

Equity and liabilities Equity Share capital 8 50 987 50 987 Additional paid in capital 25 920 25 920 Total paid in capital 76 907 76 907 Retained earnings 2 725 714 3 116 272 Total equity 8 2 802 621 3 193 179

Liabilities Pension commitments 2 47 632 45 044 Total provisions 47 632 45 044 Debt to subsidiaries 756 288 885 897 Total non-current liabilities 9 756 288 885 897 Total current liabilities 9 1 032 948 373 136 Total liabilities 1 836 868 1 304 076 TOTAL EQUITY AND LIABILITIES 4 639 489 4 497 255

Mortgages 10 157 692 157 692 Guarantees 10 1 381 300 1 099 400

Oslo, 31 March 2008 Bonheur ASA - The Board of Directors

Fred. Olsen Anna Synnøve Bye John C. Wallace Andreas Mellbye Anette S. Olsen Chairman Director Director Director Director and CEO

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 71 72

Bonheur ASA Cash Flow Statement (NGAAP)

(Amounts in NOK 1 000) 2007 2006 2005

Cash flow from operating activities: Result before tax 612 504 593 050 550 232 Gain (-) / loss on sale of tangible fixed assets -20 -170 161 Gain (-) / loss on sale of shares and bonds -54 248 -491 508 68 700 Depreciation of tangible fixed assets 2 686 2 730 3 120 Write down of financial fixed assets 7 068 10 230 12 455 Results from limited partnerships 0 0 26 348 Group contribution received -23 379 -46 883 -16 181 Dividend income, not received -190 444 0 0 Gain on sale of investments 0 0 -220 090 Unrealized currency loss 0 10 189 2 181 Total cash flow from operations 354 167 77 638 426 926 Change in debtors and creditors 1) 13 988 550 876 -579 642 Net cash flow from operating activities A 368 155 628 514 -152 716

Cash flow from investing activities: Investments in tangible fixed assets -1 495 -3 814 -1 863 Sale of tangible fixed assets 535 330 457 Sale of operations 0 0 199 861 Net cashflow from changes in shares and bonds -15 484 349 402 152 957 Net changes in long term receivables -23 330 -5 604 4 216 Net cash flow from investing activities B -39 774 340 314 355 628

Cash flow from financing activities: Increase in debt 33 844 278 256 176 206 Repayment of debt -175 628 -429 000 -98 362 Dividends paid -363 025 -285 525 -152 960 Net cash flow from financing activities C -504 809 -436 269 -75 116 Net change in cash and bank deposits A + B + C -176 428 532 559 127 796 Cash and bank deposits 1 January before merger 700 092 167 533 33 877 Cash and bank deposits 1 January from merged company 0 0 5 860 Cash and bank deposits 1 January after merger 700 092 167 533 39 737 Cash and bank deposits 31 December 523 664 700 092 167 533

1) Change in debtors and creditors Increase (-) / decrease receivables -25 090 552 698 -578 176 Increase / decrease (-) short term liabilities 39 078 -1 822 -1 466 Total 13 988 550 876 -579 642

72 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 73

Bonheur ASA Accounting Policies

The accounts have been prepared in accord- (f) Appraisal of receivables ferences state that book value is higher than ance with the Norwegian accounting act and Receivables are appraised at face value with a taxable value, and vice versa for negative differ- generally accepted accounting principles in deduction for doubtful accounts. ences. The item “Tax income /(cost)” in the profit Norway. The annual accounts give a true and and loss statement, consists of two elements: fair view of assets and liabilities, financial status (g) Write down, and reversal of write down of The tax payable, and the change in deferred tax. and result. property, plant and equipment Deferred tax/tax benefit is reflected as long term If there is an indication of impairment not con- debt/non current assets in the balance sheet. (a) Generally sidered temporary regarding non current assets, Bonheur ASA is the parent company of Ganger it is considered whether recoverable amount is (m) Pension cost / -commitments Rolf ASA. Bonheur ASA’s principal business is lower than book value. Recoverable amount is The company has pension plans that entitles carried out in co-operation with Ganger Rolf the highest of net sales value or value in use. its members to defined future benefits, called ASA. The two companies have 50/50 equity and Value in use is discounted cash flows. If the re- defined benefit plans. The calculation of the charter interests in all of their major activities. coverable amount is lower than book value, the liability is made on a linear basis, taking into All figures presented are in NOK unless other- asset is written down to recoverable amount. In account assumptions regarding the number wise stated. case of indication of a reversal of write down, of years of employment, discount rate, future the recoverable amount is estimated. Previous return on plan assets, future changes in salaries (b) Basic policies write down is reversed if recoverable amount and pensions, the size of defined benefit con- The annual accounts are based on basic poli- is higher than book value. Book value after re- tributions from the government and actuarial cies related to historical cost, comparability, versal does not exceed the value of the asset assumptions regarding mortality, voluntary going concern, congruence and caution. Spe- prior to the write down. retirement etc. Plan assets are stated at fair cific transactions are appraised equal to their market values. Net pension liability comprises compensation value. Income is booked in the (h) Shares and other securities the gross pension liability less the fair value of income statement when earned and expenses Long term investments in subsidiaries, associ- plan assets. Net pension liabilities from under- are matched with related income. ated companies and other shares and bonds, funded pension schemes are included in the are classified as financial fixed assets in the -bal balance sheet as long-term interest free debt, (c) Shares in limited partnerships ance sheet and entered at the lower of cost and while over-funded schemes are included as Shares in limited partnerships are presented market value. Investments in listed shares and long-term interest free receivables, if it is likely according to the equity method in the income bonds, which form part of a trading portfolio, that the over-funding can be utilized. statement and the balance sheet for the parent are valued at market value. Average cost is used company. when gains/losses on sale of shares and bonds The effect of retroactive plan amendments are calculated. Gains/losses on sale of securities without future benefits, are recognised in (d) Classification of items in the financial are entered in the income statement as finan- the income statement with immediate effect. statements cial income. Changes in liabilities and plan assets as a result Assets related to circulation of goods and re- of variation in the basic assumptions, are dis- (i) Property, plant and equipment and ceivables payable within one year etc. are classi- tributed over the remaining assumed average depreciation fied as current assets. Other assets are classified contribution years if the change exceeds 10 % Property, plant and equipment are entered in as non current assets. An equivalent principle of gross liability/asset the balance sheet at historical cost less accumu- is applied to liabilities. Installments related to lated ordinary depreciation and write downs. long term debt payable within one year are The Company is parent in a Group presenting Historical cost is purchase price with addition classified as short term liabilities. their official accounts according to IFRS. In this of purchase costs. Ordinary depreciations are connection the Company has chosen to follow calculated linearly over the estimated useful (e) Foreign currency items and derivatives IAS 19 also for the parent company’s presenta- economic life, with basis in the historical cost, Short and long term assets and liabilities are tion of the pensions costs, as optionally granted reduced by estimated scrap value. valued at currency rates prevailing at year end. in NRS 6A. Unrealized losses are expensed and unrealized (j) Extraordinary items gains are accounted for as income. To be classified as “extraordinary”, an item must Net pension cost, which consists of gross pen- occur randomly, be of significant value, and re- sion cost, less estimated return on plan assets Forward currency contracts are valued at fair garded as unusual. adjusted for the impact of changes in estimates value, i.e. unrealized gains and losses are ac- and pension plans, are classified as an operat- counted for in the income statement and bal- (k) Management expenses ing cost, and is presented in the line item “op- ance sheet. Fred. Olsen & Co.’s management expenses are erating expenses”. charged to «operating expenses» in the income Currency options are valued at fair value if the statement. (n) Cash flow statement options are “in the money”. Currency- and in- The cash flow statement is prepared according terest rate swaps are valued according to the (l) Tax to the indirect method. Cash and cash equiva- lower of cost or market value principle, i.e. un- Deferred tax shows the company’s tax liabil- lents include cash, bank deposits and other short realized losses are accounted for in the income ity assuming its assets and debt are realized at term, liquid assets with maturity date within statement. book value by year end. Positive temporary dif- three months from the date of acquisition.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 73 74

Bonheur ASA Accounting Policies and Notes

Note 1 – Personell expenses, professional fees to the auditors

Bonheur ASA (the Company) has no employees apart from its Managing Director. Pursuant to a separate agreement with Fred. Olsen & Co. on certain administrative services comprising financial, accounting and legal services, Bonheur ASA was in 2007 charged with a service fee of NOK 18.9 million inclusive of remuneration to the Managing Director on behalf of the Company.

(Amounts in NOK 1 000) 2007 2006 2005

Remuneration etc. Salaries 0 0 0 Social Security costs *) 178 542 81 Employee benefits (pension costs) 4 541 11 265 9 724 Administration expenses Fred. Olsen & Co. 18 875 15 951 14 619 Total 23 594 27 758 24 424

*) Related to pension paid to the Chairman of the Board.

Loan to employees Loan to employees in Fred. Olsen & Co. 0 0 0

Professional fees to the auditors Statutory audit 1258 989 687 Other attestation services 7 11 123 Tax advice 340 190 223 Other services outside the audit scope 677 717 471 Total (VAT excluded) 2 282 1 907 1 504

Note 2 - Pension costs

Bonheur ASA (the Company) has no employees, except from the Managing Director. In reference to a management agreement with the company Fred. Olsen & Co., comprising certain administrative services including both financial, accounting and legal services, the Company is charged for the execution of such services and indirectly, for the pension costs related to the employees of Fred. Olsen & Co.

Employees of Fred. Olsen & Co. are members of Fred. Olsen & Co.’s Pension Fund. Employees of Fred. Olsen & Co. have the right to future pension benefits (defined benefit plan) based upon the number of contribution years and salary level at retirement. The pension schemes are administered by Fred. Olsen & Co.’s Pension Fund, which is a separate legal entity, mainly investing its funds in interest bearing securities and shares in Norwegian listed companies. The pension schemes are accounted for in accordance with IAS19. The pension plans meet the Norwegian requirements for a Mandatory Service Pension (OTP).

In addition to Fred. Olsen & Co., some companies associated with Bonheur ASA, as well as other Fred. Olsen related companies with employees, are members of Fred. Olsen & Co.’s Pension Fund. The individual member companies are thus contributing to the financing of the pension fund with their respective, annually estimated premium payments, in addition to the active management of the pension fund’s capital, which is carried out by the pension fund itself.

74 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 75

Bonheur ASA Notes

By the end of 2007, Fred. Olsen & Co.’s Pension Fund had a total of 308 members (2006:305), of which 155 pensioners (2006: 158). The equity and insurance provisions of the pension fund amounted to 396 million as of 31 December 2007 (385 million in 2006). The value adjusted total capital of the pension fund was 491 million (474 million in 2006). The actuarial pension obligations were at the same time 262 million (250 million in 2006). The calculations are based on a premium scale approved by the Financial Supervisory Authority of Norway (Kredittilsynet) with a basic interest rate of 2.5%.

Fred. Olsen & Co. has unfunded (unsecured) pension obligations towards its directors and senior managers with a salary exceeding 12 G (of whom nine pensioners). The directors have the right to a pension upon reaching 65 years of age, while other managers have a pensionable age of 67 years. The pension obligations represent 66% of the salary at the time of retirement. The capitalized relative obligation of Bonheur ASA is NOK 47.6 million (2006: 45.0 million).

The following represents Bonheur ASA’s relative share of assets and liabilies related to employees and pensioners of Fred. Olsen & Co.

(Amounts in NOK 1 000) 2007 2006

Present value of unfunded obligations -69 658 -65 845 Present value of funded obligations -96 857 -94 037 Total present value of obligations -166 515 -159 881 Fair value of plan assets 151 412 145 424 Present value of net obligations -15 103 -14 458 Unrecognised past service costs (not yet vested) 4 630 5 114 Unrecognised actuarial gains and losses 20 470 21 630 Recognised net overfunding for defined benefit obligations 9 997 12 286

Hereof unfunded pension plans (net liability) -47 632 -45 044 Hereof funded pension plans (net assets) 57 629 57 330 Recognised net overfunding for defined benefit obligations 9 997 12 286

Movement in plan assets 2007 2006

Fair value of plan assets at 1 January 145 424 147 486 Expected return on plan assets 7 681 7 657 Contributions paid into the plan 0 0 Benefits paid by the plan -6 362 -6 045 Actuarial (losses) gains 4 669 -3 674 Fair value of plan assets at 31 December 151 412 145 424

At the balance sheet date plan assets are valued according to market rates. This value is updated yearly in accordance with statements from the Pension Fund.

Major categories of plan assets in Fred. Olsen & Co’s Pension Fund: 2007 2006

Equity instruments 32 % 31 % Bonds 64 % 63 % Annuities 1 % 2 % Other assets 3 % 4 % Plan assets 100 % 100 %

...the note continues on the next page

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 75 76

Bonheur ASA Notes

Movements in the net liability for defined benefit obligations: (Amounts in NOK 1 000) 2007 2006

Unfunded obligations Net liability for defined benefit obligations at 1 January -45 044 -39 663 Expense recognised in the income statement -4 841 -9 224 Payments during the year to pensioneer (incl. social security) 2 253 3 843 Net liability for unfunded pension plans 31 December -47 632 -45 044

Funded obligations: Net asset for defined benefit obligations at 1 January 57 330 56 742 Return on plan assets recognised in the income statement 300 -2 041 Repayment from the Pension Trust during the year (-) / Correction 0 2 630 Net asset for funded pension plans 31 December 57 629 57 330

Movements in liabilities for defined benefit obligations: (Amounts in NOK 1 000) 2007 2006

Unfunded obligations Gross liability for defined benefit obligations at 1 January -65 845 -53 133 Benefits paid by the plan 2 252 3 843 Current service costs -3 343 -3 149 Interest on pension liability -2 786 -1 693 Actuarial losses / gains 64 -11 713 Gross liability at 31 December -69 658 -65 845

Funded obligations 2007 2006 Gross liability for defined benefit obligations at 1 January -94 037 -93 765 Benefits paid by the plan 6 362 6 045 Current service costs -3 384 -3 167 Interest on pension liability -3 998 -3 902 Actuarial losses / gains -1 800 752 Gross liability at 31 December -96 857 -94 037

Expense (-) / income recognised in the income statement: (Amounts in NOK 1 000) 2007 2006 2005

Unfunded obligations Current service cost -3 343 -3 149 -2 960 Past service cost -670 -5 386 -8 271 Interest on obligation -2 786 -1 693 -1 753 Actuarial losses / gains 545 0 0 Grants received to cover pension expenses / corrections 1 413 1 004 0 Total -4 841 -9 224 -12 984

Funded obligations: Current service cost -3 384 -3 167 -2 418 Interest on obligation -3 998 -3 902 -4 166 Recognised actuarial losses 0 -2 629 0 Expected return on plan assets 7 682 7 657 9 843 Total 300 -2 041 3 260

Net pension cost recognized in operating expenses -4 541 -11 265 -9 723

76 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 77

Bonheur ASA Notes

(Amounts in NOK 1 000) 2007 2006 2005

Principal actuarial assumptions at the balance sheet date expressed as weighted averages Discount rate at 31 December 4.8 % 4.4 % 4.3 % Expected return on plan assets at 31 December 5.8 % 5.4 % 5.3 % Future inflation 2.5 % 2.5 % 2.5 % Future salary increase 4.0 % 4.0 % 3.0 % Yearly regulation in official pension index (G) 3.8 % 3.8 % 3.0 % Future pension increases 2.0 % 2.0 % 2.0 % Social security costs 14.1 % 14.1 % 14.1 % Mortality table K2005 K2005 K1963 Disability table KU KU KU

The discount rate of 4.8% used for the calculation of the benefit obligations, is based on the guidance from Norsk RegnskapsStiftelse (NRS), considering the terms of the obligation. The future long term salary increase is assumed to be 4.0% for the Company. The guidance from NRS is a salary increase of 4.5%, which in the long term is considered too high for the Company based on factors as the average age of the employees in Fred. Olsen & Co. and historical information. The expected increase in expected social security costs (G) is 3.8% and is lower than the NRS recommendation of 4.25% but should bee seen in connection with the parameter for salary increase. Inflation is expected to be 2.5% - in line with the Norwegian National Bank (NB) target for inflation. Return on plan assets are in line with expectations and historical perspective for the Fred. Olsen Pension Fund.

Sensitivity analysis : Funded Pension Plans: A 0.25%-points increase in future salaries and the official pension index (G), gives a 3% increase in service cost and a 1.1% increase in the present value of the funded obligations. A 0.5%-points decrease in the discount rate gives an increase in Service Cost and PBO of 11% and 6% respectively.

Unfunded Pension Plans: A 0.25%-point increase in future salaries and the official pension index (G), gives a 2.7% increase in Service cost and a 1.8% increase in the present value of the funded obligations (PBO). A 0.5%-points decrease in the discount rate gives an increase in Service Cost and PBO of 10% and 8% respectively.

Expected contribution to funded defined benefit plans in 2008 is 0. Expected payment of benefits for the unfunded plans in 2008 is estimated at NOK 2.3 million.

Historical information 2007 2006 2005

Present value of the defined benefit obligations -166 515 -159 882 -73 450 Fair value of plan assets 151 412 145 424 73 743 Deficit in the plan (-) / Excess in the plan -15 103 -14 458 293

Experience adjustments arising on plan liabilities -1.9 % -4.6 % -21.5 % Experience adjustments arising on plan assets 3.1 % -2.5 % 0.0 %

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 77 78

Bonheur ASA Notes

Note 3 - Property, plant and equipment

(Amounts in NOK 1 000) Other Real estate assets Total 2007 Total 2006

Cost price as per 01.01 46 528 18 928 65 456 62 537 Purchases 0 1 495 1 495 3 814 Disposals 0 -1 285 -1 285 -895 Cost price as per 31.12 46 528 19 138 65 666 65 456 Accumulated depreciation as per 01.01 -14 745 -12 323 -27 068 -25 073 Depreciation current year -1 636 -1 051 -2 686 -2 730 Accumulated depreciation assets sold 0 771 771 734 Accumulated depreciation as per 31.12 -16 381 -12 603 -28 983 -27 068 Book value as per 31.12 30 147 6 535 36 682 38 388

Expected economic life 25 years 1) Depreciation schedule is linear for all categories.

1) Fixtures and office equipment: 10 years, Cars: 7 years, Computer equipment: 5 years

Note 4 - Subsidiaries

Business Votes, Number of Book value (Amounts in NOK 1 000) Office Ownership percentage shares shares Equity

Knock Holding II A/S Oslo 100 % 100 % 2 369 982 276 685 671 624 Laksa II A/S Oslo 100 % 100 % 12 500 1 750 1 751 Borgå II A/S Oslo 100 % 100 % 25 000 16 116 16 116 Ganger Rolf ASA Oslo 52.49 % 52.49 % 19 044 382 252 771 2 691 352 Fred. Olsen Energy ASA Oslo 26.71 % 26.71 % 17 814 382 1 466 045 4 088 164 Fred. Olsen Brokers A/S Oslo 50 % 50 % 750 50 10 502 Fred. Olsen Travel A/S Oslo 50 % 50 % 750 750 935 Fred. Olsen Fly og Luftmateriell A/S Oslo 50 % 50 % 1 025 1 100 7 401 Fred. Olsen Renewables A/S Oslo 50 % 50 % 2 000 000 275 000 491 312 Oslo Shipholding A/S Oslo 50 % 50 % 83 306 600 1 943 2 542 Stavnes Byggeselskap A/S Hvitsten 50 % 50 % 5 000 4 719 7 318 First Olsen Ltd. Oslo 50 % 50 % 8 080 796 728 144 USD 673 742 Fred. Olsen Cruise Lines PTE Ltd. Singapore 50 % 50 % 27 200 000 173 786 GBP 43 893 3 198 859

78 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 79

Bonheur ASA Notes

Note 5 - Shares in associated companies and sundry shares

(Amounts in NOK 1 000) Business Result Company Ownership Number of Associated companies office Equity for the year Share capital Voting share % Shares

Comarit Morocco MAD 181 752 MAD -11 393 MAD 50 000 27.50% 137 496 Genomar AS Oslo 29 276 4 489 3 030 21.69% 657 225 NHST Media Group AS Oslo 136 805 42 223 11 629 16.47% 191 506

(Amounts in NOK 1 000) Book value Market value Book value Market value Associated companies Cost price as per 31.12.07 as per 31.12.07 as per 31.12.06 as per 31.12.06

Comarit 7 088 7 088 7 088 Genomar AS 28 061 8 584 4 467 NHST Media Group AS 57 949 57 949 57 949 Various shares 48 48 48 Tusenfryd ASA 1) Ås 37 436 Total 93 146 73 669 106 988

1) Total shareholding sold at NOK 29,00 per share, resulting in a profit of NOK 57 million, recognised in income statement.

(Amounts in NOK 1 000) Ownership Book value Market Book value Market Company Voting- Number Cost as per value as as per value as share capital share % of shares price 31.12.07 per 31.12.07 31.12.06 per 31.12.06

Sundry Eidsiva Rederi ASA 55 500 2.46% 273 348 1 394 1 394 9 294 1 394 7 654 Opera Software ASA 2 391 0.51% 608 333 2 538 2 538 7 969 2 538 9 125 Callon Petroleum Company USD 209 3.96% 826 693 103 891 70 887 73 584 70 887 77 717 Various shares 33 33 93 90 532 Total stock listed investments 107 855 74 852 90 940 74 909 95 028 Verdane Capital II AS 223 7.17% 16 031 8 137 660 660 Verdane Capital III AS 9 900 5.68% 5 625 563 563 563 Fred. Olsen Spedisjon A/S 700 71.43% 500 425 425 425 IT Fornebu Eiendom Holding A/S 639 879 6.70% 779 882 76 497 76 497 73 384 Various shares 4 918 4 477 4 329 IT Fornebu AS 3 113 Total 198 394 157 473 157 382

Note 6 – Bonds

(Amounts in NOK 1 000) Book value Market Average Book value Market Cost as per value as per interest as per value as per price Currency 31.12.07 31.12.07 rate 2007 31.12.06 31.12.06

Fixed assets: Norwegian government NOK 102 102 Energy services companies 150 519 NOK 143 295 143 295 4.8 % 145 576 145 108 Total 150 519 143 295 143 295 145 678 145 210

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 79 80

Bonheur ASA Notes

Note 7 - Receivables

(Amounts in NOK 1 000) 2007 2006

Current assets - interest bearing Subsidiaries 545 71 283

Current assets - non interest bearing Subsidiaries 60 278 23 921 Accounts receivables 1) 7 353 9 807 Dividend approved, not received 190 444 0 Other 2) 107 253 9 543 Total short term receivables 365 872 114 555

Financial fixed assets - interest bearing Subsidiaries 3) 57 407 64 015 Associated companies 1 044 0 Other 6 759 7 672

Financial fixed assets - non interest bearing Other 12 053 22 322 Total long term receivables 77 264 94 009

Interest income group companies 4 082 1 116

Loss on receivables 0 0 Allocation to bad debt 0 0

1) Hereof subsidiaries and other related parties 4 907 8 788 2) Hereof sales price Tusenfryd shares 94 297 0 3) Hereof interestbearing from 1/1-08 (1/1-07) 7 944 23 000

80 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 81

Bonheur ASA Notes

Note 8 – Share capital and shareholders

Major shareholders as of 31.12.2007: Number %

Invento A/S 11 349 548 27.8 % Ganger Rolf ASA 8 443 640 20.7 % A/S Quatro 8 365 684 20.5 % Skandinaviska Enskilda Banken (Oslo Branch) 2 460 982 6.0 % Skagen Vekst 1 345 760 3.3 % Verdipapirfondet Odin 1 279 580 3.1 % Trassey Shipping Ltd. 793 740 1.9 % Verdipapirfondet Odin Offshore 707 000 1.7 % Verdipapirfondet Odin Europa 664 955 1.6 % Verdipapirfondet Odin Maritime 450 000 1.1 % Other shareholders 4 928 419 12.1 % Total 40 789 308 100.0 %

The share capital of Bonheur ASA amounted to NOK 50.986.635,- divided into 40.789.308 shares at nominal value of NOK 1,25 each.

The directors, the members of the shareholder’s committee and managers held/controlled, directly or indirectly, the following shares as per 31.12.2007:

Board of directors: Shareholders’ committee: The Auditor

Anette S. Olsen 20 508 972 Einar Harboe 60 Auditor 0 Fred. Olsen 92 604 Jørgen G. Heje 1 200 John C. Wallace 600 Bård Mikkelsen 0 Andreas Mellbye 0 Aase Gudding Gresvig 0 Anna Synnøve Bye 0 Christian F. Michelet 0 Håvar Poulsson 0

(Amounts in NOK 1 000) Paid in Additional Other Total Total Equity share capital paid in capital equity 2007 2006

Equity 01.01 50 987 25 920 3 116 272 3 193 179 3 232 551 Result for the year 608 780 608 780 609 178 Proposed dividends -636 313 -636 313 -363 025 Interim dividends -363 025 -363 025 -285 525 Equity 31.12 50 987 25 920 2 725 714 2 802 621 3 193 179

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 81 82

Bonheur ASA Notes

Note 9 - Liabilities

(Amounts in NOK 1 000) 2007 2006

Current liabilities: Dividends 636 313 363 025 Approved interim dividens 363 025 0 Accounts payable 1) 6 777 5 715 Other short term liabilities 26 833 4 396 Total current liabilities 1 032 948 373 136

Other non-current interest bearling liabilities: Loan from subsidiaries 756 288 885 897 Total other non-current interest bearing liabilities 756 288 885 897 Total non-current interest bearing liabilities 756 288 885 897

Interest to subsidiaries 34 912 24 426

1) Hereof subsidiaries and other related companies 116 224

Bonheur ASA has a secured credit facility of USD 37.5 million, which matures in 2008, of which USD zero was outstanding at year end. In addition the company has a line of credit with DnB of NOK 4 million, of which NOK 2.1 million is drawn as per 31.12.07. A major portion of the long term debt is hedged by way of an interest rate swap. See note 13.

Note 10 - Mortgages and guarantees

(Amounts in NOK 1 000)

Mortgage securities Book value of collateral: 2007 2006

Shares 1) 157 692 157 692 Total 157 692 157 692

Guarantees Guarantee in favour of subsidiaries 2007 2006

Cruise vessels 814 800 847 700 Windfarms 551 800 202 900 Other 14 700 48 800 Total guarantee commitments 31.12 2) 1 381 300 1 099 400

1) 1,750,000 shares in First Olsen Ltd. mortgage secured against a credit facility loan of USD 37.5 million with DnB NOR Bank ASA, unused as per 31.12.07.

2) Bonheur ASA and its subsidiary Ganger Rolf ASA are jointly and severally liable for guarantees of approximately NOK 450 million. Further they are liable for pro rata guarantees amounting to NOK 1,862 million. (i.e. NOK 931 million each).

82 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 83

Bonheur ASA Notes

Note 11 - Tax

(Amounts in NOK 1 000) 2007 2006

Result before tax and group contribution 589 125 569 129 Group contribution 23 379 23 921 +/- permanent differences, tax exempt dividends -585 569 -665 123 +/- Changes in temporary differences 13 539 47 619 - Loss carried forward -40 475 0

Basis tax payable 0 -24 454

Tax payable 28% 0 0

Tax cost estimated as follows Tax payable, 28% 0 0 Change in deferred tax, see below -3 724 16 128 Tax income / (-) cost -3 724 16 128

Tax cost ordinary result 2007 2006 28 % tax 28 % tax

Result before tax and group contribution 164 955 159 356 Group contribution 2006 6 546 6 698 Permanent differences 1 569 1 848 Permanent differences on shares and dividend -175 107 -173 548 Group contribution, correction previous years 4 474 -6 429 Adjustments temporary differences 2006 1 288 -4 052

Basis for tax cost Hereof 28% tax cost 3 724 -16 127

Deferred tax in the balance sheet Change 2007 2006

Property, plant and equipment -1 419 -6 245 -4 826 Deferred taxable gain/loss account -536 2 146 2 682 Receivables in foreign currencies / financial instruments -11 844 -10 453 1 391 Pension premium funds -2 289 9 997 12 286 Shares/bonds 3 386 -9 499 -12 885 Loss carried forward / deferred allowance 24 454 0 -24 454 Miscellaneous differences 1 548 -4 095 -5 643 Net temporary differences 13 300 -18 149 -31 449

Deferred tax benefit (-) / deferred tax liabilities 28% 3 724 -5 082 -8 806

Total change in deferred tax 3 724

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 83 84

Bonheur ASA Notes

Note 12 - Related party information

Activities include transactions with related companies and parties. All services between related parties are priced based on cost incurred, added a profit margin. The following transactions between related parties occurred in 2007:

Anette S. Olsen is the Managing Director of Bonheur ASA (the Company). She is also the sole proprietor of Fred. Olsen & Co. which has 72 employees. In reference to an agreement, Fred. Olsen & Co. carries out financial, accounting, legal and administrative services to the Company. In 2007, Fred. Olsen & Co. invoiced the Company 18.9 million for services rendered under the said agreement, as well as for the payment of the remuneration to the Managing Director on behalf of the Company. This remuneration as established by the Board, also reflects an adequate profit element relative to the aforementioned services provided by Fred. Olsen & Co. Pension costs are discussed in note 2. In addition, Fred. Olsen & Co. also invoiced subsidiaries and associated companies of Bonheur ASA, as well as other Fred. Olsen related companies for similar or corresponding services according to separate agreements.

The Company has been invoiced for the following costs from Fred. Olsen & Co.:

(Amounts in NOK 1 000) 2007 2006 2005

Management costs invoiced Bonheur ASA 18 875 15 951 14 619 Amount outstanding between Fred. Olsen & Co. and Bonheur ASA*) -5 060 - 3 330 553

*) Short term outstanding in connection with current operations.

The Company’s Managing Director received the following compensation:

(Amounts in NOK 1 000) 2007 2006 2005

Ordinary remuneration 2 250 1 700 1 600 Pensions, charged as an expense 1) 1 481 1 044 780 Bonus payment for 2005 and 2006 2 040 0 0 Other compensations 96 94 92 Total 5 867 2 838 2 472

1) The Managing Director is entitled to a pension corresponding to 70% of ordinary remuneration as from the age of 65. The pension scheme has not been subject to any modification during 2007.

The Managing Director is not party to any share options, profit sharing agreements or similar arrangements.

As mentioned in Note 1, the Company has an agreement with Fred. Olsen & Co. comprising various financial, accounting, legal and administrative services. Fred. Olsen & Co. also supports other Fred. Olsen related companies with corresponding or similar services according to separate agreements.

Regarding remuneration policy for key personell, see the Group of Companies accounts, note 31.

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Bonheur ASA Notes

Despite Fred. Olsen & Co. beeing an independent service provider in relation to the Company, it is in this connection advised that the group of managers in Fred. Olsen & Co. during 2007 consisted of five persons. The relative share of the compensation for these persons is as follows:

(Amounts in NOK 1 000) 2007 2006

Salary 3 058 3 058 Bonus 949 788 Pension benefits 2 884 2 119 Other compensation 255 326 Total 7 145 6 290

Initially, a proportionate bonus provision of NOK 2.5 million payable to managers and key personnel in Fred. Olsen & Co. has been made in the accounts of the Company. In addition, all employees in Fred. Olsen & Co. will receive a bonus payment equal to one month gross salary. For this reason a provision of NOK 1.4 million has been made in the accounts of the Company. Total provision for bonus, exclusive of social security costs is 3.9 million (2006: 4.6 million). The background to the decision on bonus payment by the company is the general strong results produced, coupled with an evaluation of and how such performance has contributed to the said strong result.

In 2007, the members of the board received the following directors’ fees from the Company:

(Amounts in NOK 1 000) 2007 2006

Fred. Olsen, Chairman of the Board 500 500 Anna Synnøve Bye 125 100 Andreas Mellbye 125 100 John C. Wallace 125 100 Anette S. Olsen 0 0 Håvar Poulsson, alternate director 70 60 Total 945 860

The board member John C. Wallace received separate from his board compensation a consultant fee of NOK 92,000 from the Company.

In 2007, the Chairman received NOK 1,147,000 (2006: 3,843,000) in pension payment from the Company. The 2006 figure includes an extraordinary balancing pension payment as relative to the ordinary pension of NOK 1,120,000 from the Company.

Mr. Fred. Olsen is party to a consultancy agreement with the Company. The first payment, amounting to NOK 500,000, under this agreement is due in 2008.

(Amounts in NOK 1 000) 2007 2006 2005

Board of Director’s fees 945 860 850

Shareholders’ committes fees 260 210 210

Loan to former CFO 1 000 1 000

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 85 86

Bonheur ASA Notes

Note 13 - Financial instruments

The Company’s ordinary operations involve exposure to credit-, interest-, currency- and liquidity risks. Financial derivatives are used as a safeguard against fluctuations in interest rates and exchange rates. Entering into a derivative contract entails less variation in Company cash flow than would otherwise be the case. However, variations in the profit and loss account may increase, due to the fact that changes in the fair value of derivative contracts are quarterly recognized in the income sheet as long as the contracts do not meet the requirements for hedge accounting.

Credit risk Transactions with financial derivatives are carried out with counterparties with good credit ratings. The counterparty risk is therefore considered to be low. The maximum exposure of the credit risk is reflected in the balance sheet value of each financial asset, including financial derivatives.

Interest rate risk Bonheur ASA is exposed to fluctuations in interest rates, as the debt is partly based on floating interest rates, primarily in GBP and USD. From time to time, the Company enters into interest rate swap agreements in order to reduce the interest rate risk.

Normally there is a close match between the interest rate swap agreements Bonheur ASA enters into and the specific loans and financial lease commitments of the Company. The underlying amount of the interest rate swap agreements, payment profiles and other terms are aligned with the underlying obligations in order to achieve the highest possible degree of hedging. Please refer to note 9 for an overview of Company loan commitments. However, Bonheur enters also into interest rate swap agreements which are not directly related to specific loans or financial lease commitments.

Bonheur has an interest rate swap agreement of NOK 50 million outstanding. The fixed interest rate is 3.615% and the agreement expires in 2009. The unrealized gain by the end of the year was NOK 1.5 million (2006: unrealized gain NOK 1.2 million). The interest rate swap is not related to a specific loan, but functions as a general hedge against rising NOK interest rates.

Currency risk Bonheur ASA is exposed to currency risk by the purchase, sale, assets and liabilities in other currencies than NOK, primarily the currencies GBP, USD and EUR.

The Company accounts are presented in NOK. The Company is closely monitoring the currency markets, and enters into forward exchange contracts when this seems appropriate. Most forward exchange contracts entered into are hedging contracts. For forward exchange contracts utilized as financial hedging of monetary assets and liabilities in foreign currency, but not qualifying for hedge accounting, the variations in fair value are charged against the profit and loss account. Both variations in the fair value of forward exchange contracts and currency gains and losses on monetary assets and liabilities are included in the Company’s net financial items.

For currency contracts used for hedging of monetary assets and liabilities in foreign currencies, but not subject to hedge accounting, changes in the valuations are recognized in the income statement. Both changes in valuation of currency contracts and currency gains and losses of monetary assets and liabilities are included in Bonheur’s financial items.

Liquidity risk A conservative handling of the liquidity risk involves having sufficient cash, securities and available financing, as well as the possibility of closing market positions. Bonheur ASA is exposed to the risk of not being able to sell unlisted shares at prices close to fair value. The management is of the opinion that this risk is low, as the investments in unlisted shares are long term investments. Bonheur ASA has a secured credit facility of USD 37.5 million, which matures in 2008, of which USD zero was outstanding at year end. In addition the company has a line of credit with DnB of NOK 4 million, of which NOK 2.1 million is drawn as per 31.12.07.

Solidity Bonheur ASA has a equity ratio of 60%.

Assessment of fair value The most important methods and assumptions applied when evaluating the fair value of financial instruments are summarized below.

Shares and bonds Fair value is based on listed market prices on the balance sheet date without deduction for transaction costs. Where no listed marked price is available, the fair value is estimated based on information received from the companies.

86 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 87

Bonheur ASA Notes

Financial derivatives The valuation of forward exchange contracts is either based on bank quotations or calculated on the basis of spot rates of exchange by the turn of the year adjusted for interest differences until the due date of the contracts. The valuation of currency option contracts is based on bank quotations.

Variations in the fair value of financial derivatives are charged against profit and loss under the Company’s net financial items.

Accounts receivable and accounts payable The book value is considered to reflect the fair value of accounts receivable/payable of duration less than one year. Other accounts receivable/payable should be discounted in order to assess the fair value.

Fair value of financial instruments Fair value and book value are as follows:

Book value Fair value Book value Fair value (Amounts in NOK 1 000) 2007 2007 2006 2006

Cash and cash equivalents 523 664 523 664 700 092 700 092 Trade debtors and other short term receivables 365 872 365 872 114 555 114 555 Shares and bonds 3 573 296 9 743 437 3 484 544 10 016 771 Interest rate swap agreements: Assets 0 1 469 3 271 3 271 Liabilities 0 0 -1 880 -1 880 Hedged bank loans 0 0 0 0 Loans from associated companies - 756 288 - 756 288 - 855 177 - 855 177 Trade creditors and other short term liabilities -1 032 948 - 1 032 948 - 373 136 - 373 136 2 673 596 8 845 206 3 072 269 9 604 496 Unrealized gains / (losses) 6 171 610 6 532 227

NOTE 14 – Cash and cash equivalents

(Amounts in NOK 1 000) 2007 2006

Cash related to payroll tax withholdings 546 490 Unrestricted cash 218 993 99 602 Short-term interest bearing investment *) 304 125 600 000 Total cash & cash equivalents 523 664 700 092

Unused credit facilities 204 772 238 566

*) Per year end 2007 NOK 152.0 million of the short-term interest bearing investment is tied up until 2 January 2008 at an interest rate of 5.35%, and NOK 152.1 million is tied up until 18 February 2008 at an interest rate of 5.81% per year.

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 87 88

Auditor’s Report

Statement of the Shareholders’ Committee

The annual report and accounts for 2007 were addressed by the Shareholders’ Committee on 10 April 2008. The Shareholders’ Committee resolved to recommend to the Annual General Meeting that the Board’s proposal to the annual accounts for 2007 is approved. The Shareholders’ Committee further resolved to recommend to the Annual General Meeting that the Board’s proposal to an ordinary dividend equal to NOK 15.60 per share, in total for the company NOK 636.3 million, be accepted. Oslo, 28 April 2008 Christian Fredrik Michelet , Chairman of the Shareholders’ Committee

88 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 89

Corporate Governance

The Company is focusing on a continuing de- of auditor and also addresses the issue of re- the shareholders that dividends are not recom- velopment of its already established principles muneration to the Managing Director of the mended – or, on the contrary - that extraordi- for good corporate governance. These prin- Company. nary dividends are recommended distributed. ciples are founded on the Norwegian Code The policy on dividends is established by the of Practice for Corporate Governance and The Shareholders Committee consists of the Board of the Company which makes propos- adapted to the organizational structure of the following persons: Christian Fredrik Michelet als for allocations to the General Assembly, Company. This evolving process is considered (Chairman), Einar Harboe (Deputy Chairman), subsequent to the Shareholders Committee important in connection with the Company’s Aase Gudding Gresvig, Bård Mikkelsen and having addressed these issues. As further long term added value and its general respon- Jørgen Heje. In 2007 the Shareholders Com- elaborated in the Annual Report this year’s sibilities towards society which in turn will also mittee conducted 4 meetings. proposal for dividend to the Annual General be benefiting the Company’s shareholders, Meeting in May 2008 is NOK 15.60 per share. employees and the society at large. The Company’s business Also for this year it has been deemed appropri- The object clauses of the Company as re- ate to recommend an unusually high level of Significant parameters in this process are flected in the Articles of Association read as dividend, in view of the good financial result transparency, integrity and responsibility. follows: “Bonheur ASA is a limited liability and the Company’s generally strong financial These basic principles also reflect the Compa- company with its registered office in Oslo. The condition. ny’s value base as they also identify the ethical company’s business is to engage in maritime guidelines governing the Company’s respon- and energy related activities, transportation, Equal treatment of shareholders and sibility towards society and their behaviour in technology and property development, in- transactions with related parties general. vestments within finance and commerce, as The Company only has one class of shares and well as participation in other enterprises” each share equals one vote. The Company em- Transparency secures confidence towards pro- phasizes the principle of equal treatment of cedures and decision making and the way in In line with the wording of the referenced all shareholders. The Company has not been which the various activities of the Company object clause, the Company runs a diversified engaged in other transactions with sharehold- are discharged. In this connection the Com- business. The various business areas and the ers, Board members, management or anyone pany’s policy on information is essential. In- results of these are reflected in the Annual related to these other than what follow from tegrity is the resulting effect of the norms that Reports. Note 31 and 34 to the respective Annual Ac- characterize the Company and contributes in counts or which may otherwise have been securing a proper conduct of the Company’s Share Capital and Dividends reported in separate announcements to Oslo affairs. Responsibility speaks to clarity as to the The equity of the Companies is addressed in Stock Exchange. consequences of acts or omissions. note 21. The Board considers that the equity levels are satisfactory taking into account the General Meetings The Shareholders Committees Company’s financial position relative to strat- Annual General Meetings are normally held The supervisory function of the Shareholders egy and risk profile. in May each year under the conduct of the Committee constitutes an integral part of the Chairman of the Shareholders Committee. Company’s conduct relative to good Corporate The Company has no existing authority to The Company seeks to have these General Governance. It follows from the Company’s conduct any increase of its share capital. To the Meetings conducted in line with the aforesaid Articles of Association that the Shareholders extent proposals will be made to the Annual Norwegian Code of Practice for Corporate Committee is responsible for exercising its su- General Meeting on authority to increase the Governance. pervisory function relative to the Board’s and share capital, caution will be exercised rela- Management’s business conduct. The way in tive to the principle of preference for existing The summons, together with the appurtenant which the Shareholders Committee carries out shareholders on subscription for new shares. papers, is distributed in good time in advance these duties is belayed in the aforementioned In the event the Board of the Company should of the Meetings. Shareholders who are pre- Norwegian Code of Practice for Corporate ask the Annual General Meeting for authority vented from participating may vote by way of Governance and equally follows established to increase the share capital or acquire treas- proxy. The Shareholders Committee, the Board guidelines adapted to the way in which the ury shares, such authorities will in any event and the Company’s auditor are all represented Company is organized. These guidelines i.a. only be asked for a period of time limited until at the Annual General Meetings. The Annual address potential questions on conflict of in- the next ordinary Annual General Meeting. General Meeting i.a. elects members to the terest. The Shareholders Committee is deal- Shareholders Committee. ing with the Company’s annual accounts and The Company has a policy on dividends taking expresses its view to the General Assembly on into account the development of the Compa- The Board the Board’s proposals on annual accounts and ny’ results and otherwise its investment plans The ultimate administration of the Company’s dividends. The Shareholders Committee elects and financial position. Specific situations may, business which imply securing that the Com- members to the Boards, propose appointment however, arise where it will be in the interest of pany’s business conducts are in accordance

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 89 90

Corporate Governance

with the basic values of the Company, rest Managing Director it will always be identified how this compensa- with the Board. The Board at present consists Anette S. Olsen is the Managing Director of tion is split between statutory auditing on the of five directors, and an alternate director, who the Company. She is also the sole proprietor of one side and other tasks on the other. are elected for a two-year period. In addition Fred. Olsen & Co. which provides certain serv- to exercising the authorities on decision-mak- ices within the areas of finance, legal, account- Information and communication ing and control functions, the Board focuses ing and administration to both the Company Emphasis is placed on conducting a policy on on development of the Company’s strategy. and other Fred. Olsen - related companies. information which aims at providing the market relevant and timely information in a way Emphasis is placed on providing the Board The remuneration to the Managing Director that supports the principle of equal treatment members with good information as a basis and the fee paid to Fred. Olsen & Co. follow of all shareholders. The Company conducts for the Directors to adequately discharge from Note 31. presentations to shareholders and analysts in their duties. All matters of assumed material connection with announcement of the quar- importance to the Company are addressed by The Company has no other employees but its terly results. Annual - and quarterly reports, the Board. This i.a. comprises considering and Managing Director. There are no option pro- together with the aforementioned presenta- approving quarterly and annual accounts, sig- grams in the Company or in Fred. Olsen & Co. tions, are made available on the Company’s nificant investment issues (hereunder acquisi- Bonuses relative to both 2006 and 2007 have web site, www.bonheur.net. The Company has tions and divestments) and overall strategies. been granted as mentioned in Note 31. preparedness on information for situations of an extraordinary character. The composition of the Board reflects a broad Auditor level of competence. The Company’ auditor is annually providing an activity plan which is presented to The Board members Anna Synnøve Bye and the Shareholders Committee and the Board Andreas Mellbye are independent of the Com- and also provides specific statements to the pany’s management and the Company’s main Shareholders Committee as part of the es- shareholders, and so is the alternate Director, tablished routines within the Company on Håvar Poulsson. Corporate Governance. The auditor further on an annual basis provides an evaluation of the Emphasis is placed on a clear distinction in re- Company’s risks, internal control and quality sponsibility between management together on reporting. with the Managing Director and the Board and a separate set of instructions for the Board and The Shareholders Committee conducts at least the Managing Director, respectively, are estab- two meetings per year together with the Com- lished. In Note 31 to the accounts information pany’s auditor where i.a. issues relative to risk on compensation to the Board is provided. The management and internal control are being compensation to the Board is not depending addressed. on results and neither have the Directors been granted any options. In connection with the auditor’s report the auditor also provides an affirmation to the Share- As follows from Note 31 ”Related parties” one holders Committee on his independency and Director has received consultancy fees total- objectivity. The auditor participates at the Or- ling NOK 92,000 from the Company in addition dinary Annual General Meeting. In connection to ordinary board fee. with the issue on compensation to the auditor

90 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 91

Fleet List as of 31 December 2007

BONHEUR GROUP of companies Company/vessel Building year Type Tonnage Ownership

Fred. Olsen Cruise Lines (Holdings) Ltd. and subsidiaries: Black Watch 1972/1982/2005 Cruise 28 613 grt 100.0 % Braemar 1993/2001 Cruise 19 089 grt 100.0 % Black Prince 1967/1987/2004 Cruise 11 209 grt 100.0 % Boudicca 1973/2006 Cruise 28 372 grt 100.0 % Balmoral 1988/2007 Cruise 43 537 grt 100.0 %

Fred. Olsen Energy ASA: Bredford Dolphin 1976/2007 H-3 Drilling rig 53.4 % Borgny Dolphin 1977 H-3 Drilling rig 53.4 % Borgsten Dolphin 1975 H-3 Drilling rig 53.4 % Byford Dolphin 1973 H-3 Drilling rig 53.4 % Bideford Dolphin 1975/99 H-3 Drilling rig 53.4 % Borgland Dolphin 1976/99 H-3 Drilling rig 53.4 % Borgholm Dolphin 1975 H-3 Service rig 53.4 % Belford Dolphin 2000 DP Drillship 1) 40 362 grt 53.4 % Blackford Dolphin 1974/2007 H-3 Drilling rig 53.4 %

Fred. Olsen Production ASA: Knock Taggart 1974/96/98 FPSO 1) 140 905 dwt 100.0 % Petroleo Nautipa 1974/98 FPSO 1) 141 330 dwt 50.0 % Knock Dee 1974/96 FSO & Shuttle 1) 128 358 dwt 100.0 % Knock Allan 1992 Tanker 145 242 dwt 100.0 % Knock Nevis 1979/2004 FSO 1) 564 763 dwt 100.0 % Knock Adoon 1985/2006 FPSO 1) 244 942 dwt 100.0 %

First Olsen Ltd. (Bermuda): Knock Sheen 1998 Tanker 159 989 dwt 100.0 %

Comarit S.A.: Banasa 1975/2004 Ferry 11 668 grt 55.0 % Boughaz 1974 Ferry 8 257 grt 55.0 % Berkane 1976 Ferry 20 079 grt 55.0 % Biladi 1980 Ferry 18 913 grt 55.0 %

1) FSO = Floating Storage and Offloading vessel FPSO = Floating Production, Storage and Offloading vessel DP = Dynamic Positioning

Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 91 92

92 Bonheur ASA - Annual Report 2007 Bonheur ASA - Annual Report 2007 93

Addresses

Bonheur ASA Energy services Enterprise no: 830 357 432 Fred. Olsens gate 2 Fred. Olsen Energy ASA Fred. Olsen Production ASA 0152 Oslo, Norway Enterprise no: 977 388 287 Enterprise no: 930 366 323 Telephone: +47 22 34 10 00 Fred. Olsens gate 2 Fred. Olsens gate 2 Telefax: +47 22 41 17 45 0152 Oslo, Norway 0152 Oslo, Norway www.bonheur.net Telephone: +47 22 34 10 00 Telephone: +47 22 34 10 00 Telefax: +47 22 41 18 40 Telefax: +47 22 42 99 46 www.fredolsen-energy.com www.fpso.no Ganger Rolf ASA Enterprise no: 930 357 618 Fred. Olsens gate 2 Renewable energy 0152 Oslo, Norway Telephone: +47 22 34 10 00 Fred. Olsen Renewables AS Fred. Olsen Renewables Ltd. Telefax: +47 22 41 17 45 Enterprise no: 983 462 014 Enterprise no: 2672436 www.ganger-rolf.com Fred. Olsens gate 2 Kings Scholar House 0152 Oslo, Norway 230 Vauxhall Bridge Road Telephone: +47 22 34 10 00 London, SW1V 1AU, England Fred. Olsen & Co. Telefax: +47 22 42 87 79 Telephone: +44 207 931 0975 Enterprise no: 970 942 319 www.fredolsen-renewables.com Telefax: +44 207 931 7449 Fred. Olsens gate 2 www.fredolsen-renewables.com 0152 Oslo, Norway Telephone: +47 22 34 10 00 Shipping Telefax: +47 22 41 17 45 www.fredolsen.com Fred. Olsen Cruise Lines First Olsen Ltd. First Olsen AS (Holding) Ltd. Enterprise no: 981 572 262 Enterprise no: 970 897 356 Enterprise no: 64 43 267 Clarendon House Strandgaten 5 Fred. Olsen House 2. Church Street P.O. Box 581 Sentrum White House Road Hamilton, Bermuda HM CX 0106 Oslo, Norway Ipswich Suffolk IP1 5LL, England Telephone: +1 441 295 1422 Telephone: +47 22 34 11 80 Telephone: +44 1 473 292 200 Telefax: +1 441 292 4720 Telefax: +47 22 34 11 82 Telefax: +44 1 473 292 201 www.fotl.no www.fotl.no www.fredolsencruises.com

Fred. Olsen Marine Services AS Knock Tankers Ltd. Enterprise no: 962 189 938 Enterprise no: 963 906 250 Prinsens gate 2B Strandgaten 5 0152 Oslo, Norway P.O. Box 743 Sentrum Telephone: +47 22 34 11 00 0106 Oslo, Norway Telefax: +47 22 42 13 14 Telephone: +47 22 34 12 00 www.fredolsen-marine.com Telefax: +47 22 42 24 41

Other investments

Fred. Olsen Travel AS Fred. Olsen Fly og Luftmateriell AS Fred. Olsen Brokers AS Enterprise no: 925 619 655 Enterprise no: 814 000 702 Enterprise no: 914 945 356 Prinsensgate 2B Prinsensgate 2B, Fred. Olsens gate 2 0152 Oslo, Norway 0152 Oslo, Norway 0152 Oslo, Norway Telephone: +47 22 34 11 11 Telephone: +47 22 34 13 88 Telephone: +47 22 34 10 00 Telefax: +47 22 34 13 71 Telefax: +47 22 00 88 88 Telefax: +47 22 42 09 76 www.fredolsentravel.com

Bonheur ASA - Annual Report 2007 93 2007

Annual General Meeting The annual general meeting will be held at the company’s office, Fred. Olsens gt. 2 (entrance Tollbugt. 1b) 29 May 2008, at 2 pm.

Fred. Olsens gate 2, P.O. Box 1159 Sentrum, N-0107 Oslo Telephone: +47 22 34 10 00, Telefax: +47 22 41 17 45, Internet: www.bonheur.net