Expro N : 2024 Statutory Dutch Annual Report

Published: 2025-05-09 05:15:33 ET XPRO

Published on 05/09/2025 at 05:15

Notice to Shareholders: This annual report is prepared in accordance with the International Financial Reporting Standards as adopted by the European Union and the Dutch Civil Code. It does not contain all of the information that is required in our Annual Report on Form 10-K that is prepared in accordance with U.S. SEC regulations. Investors should consult our Annual Report on Form 10-K for additional information.

Management Board Report 1

Consolidated statement of profit and loss and comprehensive income for December 31, 2024 50

Consolidated statement of changes in equity for December 31, 2024 51

Consolidated statement of financial position as of December 31, 2024 52

Consolidated statement of cash flows for December 31, 2024 54

Notes to the consolidated financial statements for December 31, 2024 56

Company profit and loss account for 2024

1177

Company balance sheet as of December 31, 2024

118

Notes to the company financial statements

119

Company's branches 127

Provision in the articles of association governing the appropriation of profits 132

Independent Auditor's Report 133

The management of Expro Group Holdings N.V. ("Expro") herewith submits its annual report for the year 2024. It is noted that the relevant sections on the activities and functioning of the members of the board have been prepared in cooperation with all the members of the board of directors ("Board"). This report shall be deemed to also constitute a report by the non-executive board members, as meant in best practice provision 5.1.5 of the Dutch Corporate Governance Code.

Expro Group Holdings N.V. is a Netherlands limited liability company (Naamloze Vennootschap) and includes the activities of the Company and its wholly owned subsidiaries (either individually or together, as context requires, "Expro," the "Company," "Group", "we," "us" and "our").

On March 10, 2021, the Company and New Eagle Holdings Limited, an exempted company limited by shares incorporated under the laws of the Cayman Islands and a direct wholly owned subsidiary of the Company ("Merger Sub"), entered into an Agreement and Plan of Merger with Expro Group Holdings International Limited ("Legacy Expro") providing for the merger of Legacy Expro with and into Merger Sub in an all-stock transaction, with Merger Sub surviving the merger as a direct, wholly owned subsidiary of the Company (the "Merger"). The Merger closed on October 1, 2021, and the Company, previously known as Frank's International N.V. ("Frank's"), was renamed Expro Group Holdings N.V.

With roots dating to 1938, the Company is a global provider of energy services with operations in over 50 countries. The Company's portfolio of capabilities includes products and services related to well construction, well flow management, subsea well access, and well intervention and integrity. The Company's portfolio of products and services enhance production and improve recovery across the well lifecycle, from exploration through abandonment.

The reporting currency of the consolidated financial statements for Expro is the United States dollar ("USD").

Commodity Prices

Average daily oil demand in the fourth quarter of 2024 exceeded the average daily demand levels in the fourth quarter of 2023, as well as the full year average for 2023, with liquid demand growing by 0.9 million b/d in 2024 over 2023. Brent crude oil prices remained relatively unchanged over the fourth quarter, averaging $74/bbl in both September and December 2024. The lack of price movement has been largely due to a relatively balanced market combined with an apparent reduction in geopolitical risk premia and weakening demand growth limiting upward pressure, with OPEC+ supply restrictions providing a floor for prices.

Market Conditions

We have continued to see positive market signs, as commodity prices remain generally supportive of the current levels of upstream investment and activity, despite a slowing in demand growth and the possibility of supply increases. Market uncertainty remains regarding the commitment and ability of OPEC+ to manage supply, geopolitical tensions and sanctioning impacts, tariffs, and macroeconomic factors. There are several market factors that have had, and may continue to have, an effect on our business, including:

The market for energy services and our business are substantially dependent on the price of oil and, to a lesser extent, the regional price of gas, which are both driven by market supply and demand. Changes in oil and gas prices impact customer willingness to spend on exploration and appraisal, development, production, and abandonment activities. The extent of the impact of a change in oil and gas prices on these activities varies extensively between geographic regions, types of customers, types of activities and the financial returns of individual projects.

Activity related to gas and liquified natural gas ("LNG") production (and associated asset development) continues to grow within our ESSA and MENA regions in support of Europe's ongoing drive to diversify away from its reliance on Russian pipeline gas supplies over the long term. More broadly, the energy security and transition imperatives of policymakers in the U.S. and Europe continue to result in increased investment in global gas development.

International, offshore and deepwater activity continued to strengthen throughout 2024 as operator upstream investments increased to a level above 2015 levels. We also experienced an increased demand for services related to brownfield and production enhancement and infield development programs as operators strived to maximize their previous investments and maintain production with a lower carbon footprint. In addition, we have seen an increase in

A transition to cleaner energy alternatives continues to gain momentum. We believe, however, that hydrocarbons, and natural gas in particular, will continue to play a vital role in such a transition towards more sustainable energy resources and that existing expertise and future innovation within the energy services sector, both to reduce emissions and enhance efficiency, will be critical. We are already active in the early-stage carbon capture and storage segment and have expertise and established operations within the geothermal and flare reduction segments. We continue to develop technologies to enhance the sustainability of our customers' operations which, along with our digital transformation initiatives, are expected to enable us to continue to support our customers' commercial and environmental initiatives. As the industry changes, we continue to evolve our approach to assist and enable our customers to develop more sustainable energy solutions.

We reported a net income for the year ended December 31, 2024 of $53.6 million, compared to a net loss of $24.1 million for the year ended December 31, 2023. The increase in net income primarily reflects higher Segment EBITDA of $119.6 million (as defined in Note 5 "Business segment reporting") and lower depreciation and amortization expense of $13.3 million, partially offset by higher corporate costs of $26.3 million, higher other expense of $10.7 million, higher interest and finance expense of $8.4 million and higher stock-based compensation expense of $6.9 million.

Net turnover was $1,712.8 million, an increase of $200.0 million as compared to 2023. Activity and revenue across all our geography-based operating segments also increased during the year ended December 31, 2024, most notably in North and Latin America "NLA", Europe and Sub-Saharan Africa ("ESSA"), and Middle East and North Africa ("MENA").

During the year ended December 31, 2024, the Company acquired CTL UK Holdco Limited ("Coretrax"). Please refer to Note 3 "Business combinations and dispositions" to the consolidated financial statements for additional information.

Our operations are comprised of four operating segments which also represent our reporting segments and are aligned with our geographic regions as follows:

North and Latin America ("NLA"),

Europe and Sub-Saharan Africa ("ESSA"),

Middle East and North Africa ("MENA"), and

Asia-Pacific ("APAC").

Our corporate strategy is designed to leverage existing capabilities and position Expro as a solutions provider with a technologically differentiated offering. Our objectives for 2025 and beyond, which we expect will drive our performance in the years ahead, are organized around three themes: relevancy, resilience and results. In particular, we seek to (i) exceed industry expectations in regard to safety and operational performance; (ii) advance our products and services portfolio to provide customers with cost-effective, innovative solutions to produce oil, gas and geothermal resources more efficiently and with a lower carbon footprint; (iii) sustain our relentless drive for efficiency and better utilize existing assets; (iv) nurture our culture based on core values and agreed behaviors, empowering our people to be purposeful, adaptive, tough, and tireless; and (v) leverage the power of data to improve our own business practices and to deliver more value to our customers. We are committed to delivering above-market revenue growth, strong profitability and sustained generation of free cash flow. We believe improved business results require clear goals, an organizational commitment to continuous, systematic improvements, and top-to-bottom accountability.

Disclaimer

Expro Group Holdings NV published this content on May 08, 2025, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on May 09, 2025 at 07:15 UTC.