Additional notes to the consolidated financial statements
1. Significant matters and events in 2023
Energy markets and climate and energy transition
Compared to 2022, which was an unprecedentedly turbulent year as a result of the Russian invasion of Ukraine, 2023 was characterised by more stability. Energy prices were still higher than the long-term average, but still considerably less volatile compared to 2022. We made various investments in our gas infrastructure to facilitate the change in the gas flows. We will invest further in this in the coming years so that we can continue to meet the security of supply standards. We explain these investments further in note 5 ‘Tangible fixed assets’.
Gasunie plays an important role in the energy market in north-western Europe. We manage, maintain and develop infrastructure for large-scale transmission, transport, storage and conversion of energy. At the moment, this is mainly natural gas, but with the energy transition our focus is increasingly shifting towards CCS and hydrogen. Besides this, we promote the development of the technology for green gas and the feed-in of this gas, and we work on the construction and management of heat grids. We take into account several future scenarios, all of which envision achieving a carbon-neutral society by 2050. It is Gasunie’s social duty to be able to serve society with our infrastructure in all scenarios. An in-depth elaboration of these scenarios is presented in the Integrated Infrastructure Survey 2030-2050 (II3050). The key conclusions from the new II3050 report relating to us are:
- Hydrogen, green gas, heat and CCS will be key elements in bringing about a carbon-neutral future.
- After 2030, the hydrogen network planned to be built between now and 2030 will approximately double in size. Our existing gas infrastructure can largely accommodate this expansion.
- The storage of hydrogen is essential if we are to keep the supply and demand for energy in balance in the future. This can be done in abandoned salt caverns in the Netherlands and Germany.
- Research is needed to determine the extent to which we can store hydrogen in depleted gas fields, which can then play a key role as a strategic buffer and backup.
- The CCS network is not only a short-term solution: it will serve us in the long term too. In the short term, we will transport captured CO2 to offshore storage fields to reduce industrial carbon emissions. In the long term, we will transport sustainable CO2 for production processes that are currently still based on fossil resources.
We believe in a sustainable future with a balanced energy mix and a lasting role for diversified gases. Our assets are expected to play an important role in this. Given the uncertainties concerning future developments, we have made certain assumptions and used estimates in our financial statements, including assumptions about the useful life of our network infrastructure and the associated depreciation periods. These lifespans and periods may be shorter or longer than we currently estimate, depending on, among other things, which assets we can repurpose for alternative use and when the transmission of natural gas will be phased out. We explain this further in note 5 ‘Tangible fixed assets’. These developments may also affect the required size of the provision for redevelopment costs (i.e. costs of asset rehabilitation, replacement or removal). Depending on which assets we can reuse, redevelopment may affect more or fewer assets. We explain this further in note 24 ‘Other provisions’.
As a result of our increasing investments in the energy transition, our financing requirement will also increase in the coming years. Several projects, or certain parts of these, have now been approved. For the coming years, we expect an investment level of approximately € 1 billion per year, assuming we develop the energy transition projects more quickly. We are increasingly trying to finance these projects with ‘green bonds’. In 2023, we issued our first green bond, with a value of € 300 million. We explain this further in note 18 ‘Interest-bearing loans’.
In our management report, we explain our activities in the area of the energy transition in more detail.
Business combination GUFU BBL B.V. and partial sale of EemsEnergy Terminal B.V.
One material business combination took place in 2023. In the second quarter of 2023, we acquired an additional indirect interest of 15% in BBL Company through the acquisition of 75% of the shares of GUFU BBL B.V. (formerly Uniper BBL B.V.). GUFU BBL is one of the three partners in BBL Company. Since 2006, BBL Company has been operating a gas pipeline between Balgzand in the Netherlands and Bacton in the UK. Gasunie already had a 60% interest in BBL; after the acquisition our interest increased to 75%. This transaction led to a one-off result of around € 15.2 million in 2023.
Aside from this, in Q4 2023 we sold half of our shares in EemsEnergy Terminal B.V. to Vopak LNG Holding B.V., with Gasunie retaining a 50% shareholding after the sale. With this transaction, EemsEnergyTerminal now qualifies as a joint venture. As a result, an initial remeasurement of the retained interest took place based on fair value. In 2023, the transaction led to a one-off sales result of approx. € 29.5 million on the shares we sold and a one-off remeasurement result of approx. € 29.5 million on the shares we retained.
Further details on the transactions stated above and the consequences for the consolidated financial statements are included in note 2 ‘Business combinations and disposals of group companies’.
Valuation of tangible fixed assets
At the end of 2023, we calculated the value in use of the GTS gas transmission network. The reason for the value-in-use calculation was the ruling by the Dutch Trade and Industry Appeals Tribunal in a number of appeals brought separately by GTS and various market parties. From the value-in-use calculation it was determined that the recoverable amount of GTS’ gas transmission network is roughly equal to its carrying amount. Accordingly, we have not recognised an impairment loss (or reversed a previously recognised impairment loss) in profit and loss.
We provide further details on this matter in note 4 ‘Impairment tests’.
Dividend payment
In 2023, we paid out € 200 million (2022 financial year: € 217.5 million) in dividend to our sole shareholder, the Dutch State. This was the appropriation of the result for the 2022 financial year following a resolution by the General Meeting of 29 March 2023. We provide further details on this matter in note 49 ‘Unappropriated result’.
2. Business combinations and disposals of group companies
In 2023, one material business combination and one business combination under common control (which is completely eliminated in the consolidation) took place. Additionally, we sold a part of one of our wholly-owned group companies. These transactions are explained in more detail below.
Acquisition of Uniper Ruhrgas BBL B.V.
Since 2006, BBL Company has been operating a gas pipeline between Balgzand in the Netherlands and Bacton in the UK. Gasunie already had a 60% interest in BBL Company. Uniper was forced by law to divest its 20% interest in BBL Company, held through its wholly-owned subsidiary Uniper Ruhrgas BBL B.V. Based on the contractual arrangement, Gasunie and co-owner Fluxys had the option of exercising their pre-emptive right to acquire Uniper’s interest in BBL Company. Gasunie and Fluxys exercised this option in the first quarter of 2023, and on 8 May 2023 the shares in Uniper Ruhrgas BBL B.V. were obtained. Uniper Ruhrgas BBL B.V. was subsequently renamed GUFU BBL B.V. Gasunie holds 75% of the shares in GUFU BBL B.V. and Fluxys holds the other 25%. Based on the provisions set out in the company’s governing document, Gasunie obtained control over GUFU BBL B.V.
Now, after this acquisition, Gasunie has a 75% economic interest in BBL Company (year-end 2022: 60% interest):
- our shareholding of 100% in our group company Gasunie BBL B.V. gives us a 60% interest; and
- our shareholding of 75% in our group company GUFU BBL B.V. gives us a 20% interest (effectively a 15% interest).
Based on the agreements between the partners of BBL Company, the voting threshold for significant decisions regarding BBL Company is 80%. Although Gasunie can exercise a total of 80% of the voting rights via Gasunie BBL B.V. and GUFU BBL B.V., certain relevant decisions require unanimity. Furthermore, if the parties are unable to agree on certain relevant matters that do not require unanimity, the matter may be subject to a binding ruling by an independent third party. Based on these considerations, Gasunie has not obtained control over BBL Company. Accordingly, this remains a case of joint control and we continue to recognise our interest as a joint operation in accordance with IFRS 11.
Given that no control over BBL Company has been acquired, Gasunie’s existing 60% interest held through Gasunie BBL B.V. has not been remeasured at fair value. We note here that the fair value and the carrying amount of the existing 60% interest are virtually equal. This is because the existing interest in BBL Company was already measured at the recoverable amount at the end of 2022 as a result of an impairment.
The acquired assets and the assumed liabilities of GUFU BBL B.V. are, however, measured at fair value. Based on our control, we include GUFU BBL B.V. in our consolidation (and, with this, also its 20% share in BBL Company). In accounting for Fluxys' 25% share in GUFU BBL we recognise a non-controlling interest in the equity and in the result. The legal structure as described above results in a de facto 80% consolidation of BBL Company with a 5% non-controlling interest. We have opted to measure the non-controlling interest using the proportional method.
Assets acquired and liabilities assumed
The fair value of the assets acquired and liabilities assumed at the acquisition date was as follows:
In millions of euros | Notes | Fair value at acquisition date |
---|---|---|
Assets | ||
- tangible fixed assets | 4,5 | 64.6 |
- other participating interests | 10 | 0.1 |
- trade and other receivables | 13 | 18.2 |
- cash and cash equivalents | 15 | 36.4 |
Total assets | 119.3 | |
Liabilities | ||
- interest-bearing loans | 18 | 3.8 |
- lease liabilities | 20 | 1.8 |
- deferred tax liabilities | 22 | 6.4 |
- trade and other payables | 27 | 13.5 |
Total liabilities | 25.5 | |
Total identified net activa at fair value | 93.8 | |
Thrid party share - proportional method | 17 | 23.5 |
Purchase price | 55.1 | |
Bargain purchase - accounted for in the profit and loss | 31 | 15.2 |
Total | 93.8 |
We paid the acquisition price of € 55.1 million outright and in cash. As part of the acquisition, we acquired € 36.4 million in cash and cash equivalents and included them in our consolidated financial position at the acquisition date. This means that the acquisition price for the assets and liabilities, excluding cash and cash equivalents, totals € 18.7 million.
The fair value of the tangible fixed assets on the acquisition date was determined using a DCF valuation model. When calculating the recoverable amount, we made assumptions, the most important of which concerned the expected revenues and the pre-tax discount rate. The figures for the main cash flows are based on the business plan for the next three years drawn up by the management of BBL Company and approved by Gasunie (as shareholder) and on a recent medium-term forecast. These assumptions do not differ significantly from the assumptions applied at year-end 2022 for the impairment test carried out.
When determining expected future revenue, a distinction was made between revenue from existing fixed transport contracts and revenue from auctioning future transport capacity. The assumptions regarding the expected future transmission volumes are partly based on transmission capacity that has already been reserved (auctioned capacity) and on scenario studies and National Grid’s 10-year network development plan. The tariffs for capacity sales are determined on the basis of the current tariffs, which are adjusted annually for expected inflation. In the fair value calculation it has been assumed that the BBL interconnector will be used in the future for the offshore hydrogen network and that this will therefore generate a future cash flow once it is transferred to a hydrogen transmission operator. The forced sale by Uniper in combination with other assumptions in the measurement are the main reasons for this transaction constituting a bargain purchase under IFRS 3.
The deferred tax liabilities refer to temporary differences in measurement of tangible fixed assets and right-of-use assets. The fair value of the trade and other receivables has been set at their contractual value based on the nature of these receivables and the fact that they are short term. There are no expected material credit losses on these receivables, nor are there any contingent liabilities or transactions that need to be processed separately from the acquisition. The acquisition price was paid outright and in cash. There are no relevant future conditions attached to the acquisition price that could influence the final acquisition price.
From the date of the acquisition, GUFU BBL B.V. has contributed € 15.7 million to revenue and € 8.1 million to the result from continuing operations before taxation. If the business combination had taken place from the beginning of the financial year, these figures would have been € 27.3 million and € 15.0 million respectively.
Merger of LdM entities
In 2019, on the recommendation of the Ministry of Economic Affairs and Climate Policy, Gasunie took over a group of entities that were jointly developing the Leiding door het Midden (‘LdM’) pipeline. These entities aimed to investigate the feasibility of a regional heat network and subsequently develop it in the province of Zuid-Holland. From 2020, LdM was developed further under the name WarmtelinQ, and to simplify business operations all LdM entities merged on 1 October 2023. These entities were wholly owned by Gasunie prior to the merger; accordingly, this qualifies as a merger under common control. The merger had no effect on the cash flows or result for 2023 nor on the equity at year-end 2023.
The financial data of the acquired companies has been recognised in the financial statements of the acquiring company, WarmtelinQ Transport Services B.V., with effect from 1 January 2023. The acquired companies are shown in note 62 ‘List of group companies and participating interests’.
Sale of 50% of shares in EemsEnergy Terminal B.V.
In April 2023, Gasunie concluded an agreement in principle with Vopak LNG Holding B.V. (‘Vopak’), under which Vopak would become a shareholder in EemsEnergy Terminal B.V., an LNG import terminal at the port of Eemshaven in the Netherlands. Gasunie has developed this floating storage and regasification terminal at this port to increase the security of gas supply and reduce dependence on Russian gas. The addition of Vopak opens the way for bundling knowledge and experience of LNG import and terminal activities, and the two companies will work together to further optimise EemsEnergyTerminal.
This transaction was completed in mid-November 2023 through Gasunie selling 50% of its shares in EemsEnergyTerminal to Vopak. From a financial perspective, the transaction was effected on 1 October 2023, from which date EemsEnergyTerminal qualifies as a de facto joint venture based on joint control and is no longer included in the consolidation. At the acquisition date, the fair value estimate of the net sales price was € 27.9 million, consisting of the gross sale proceeds of € 41.6 million less compensation of € 13.7 million payable to Vopak for certain corporate income tax. It has been agreed that Vopak will pay for the shares outright in cash in April 2024. In accordance with the contractual agreements, we will set the final selling price in mid-2024.
When determining the fair value of the selling price, an additional earnout of € 4.5 million was not taken into account given that the earnout payment is contingent on certain EBITDA targets for 2028 and 2029 being achieved, i.e. after the end of the current business case period (September 2027). Realisation of these targets is still uncertain. However, the effect of corporate income tax compensation agreed between the two shareholders as part of the transaction has been taken into account. This concerns corporate income tax to be paid by EemsEnergyTerminal on certain payments already received in full by Gasunie before Vopak joined the venture, but which will only be taxed in the future. We have estimated the fair value of this compensation to be € 13.7 million and we will pay the compensation annually to Vopak between 2024 and 2027. The exact amount of the compensation will be determined annually and depends in part on EemsEnergyTerminal’s tax results. We have included this liability under non-current and current liabilities. If these estimates change in the future, we will process the effects in the profit and loss account at that time.
By effecting this share deal we no longer have control in EemsEnergyTerminal and, accordingly, we have remeasured the interest we retain at fair value and applied this as the initial carrying amount. Differences between the carrying amount and the fair value of EemsEnergyTerminal, as determined at the time of loss of control, has been recognised in profit and loss. This also applies to the result on the part of the interest we have disposed of. The transaction resulted in a one-off result of € 29.5 million on the portion of the interest disposed of. With regard to the interest we have retained, the fair value of the sold portion is a reasonable approximation of the fair value of the retained portion, and so we have remeasured the retained portion at € 29.5 million. We have included the remeasurement result of € 29.5 million in the profit and loss account.
3. Financial information by operating segment
We break down our financial information according to our operations, with the operating segments reflecting our management structure. We differentiate between the following segments:
- Gasunie Transport Services
This segment covers network operations in the Netherlands and is responsible for managing natural gas transmission, developing the natural gas network and related plants, and helping to facilitate a well functioning market.
- Gasunie Deutschland
This segment covers network operations in Germany and is responsible for managing natural gas transmission, developing the natural gas network and related plants, and helping to facilitate a well functioning market.
- Participations
This segment focuses on developing infrastructure for alternative energy carriers and making optimal use of existing participating interests, including by facilitating gas flows to north-western Europe through the supply of LNG and transporting gas over long-distance pipelines.
The accounting policies for measurement of assets and liabilities and the determination of the results used for the operating segments are the same as the accounting policies used when drawing up these consolidated financial statements. The assets, revenues and results of a segment comprise items directly related to the segments and items that can reasonably be attributed to them. Because our financing mainly takes place at group level, liabilities are not segmented and are, therefore, not reported on separately. Transactions between companies which belong to the segments are carried out at arm’s length. As regards intersegment eliminations, we have removed transactions between the segments in the financial information by operating segment.
Revenues and results for each operating segment
The information about revenues and the result for each operating segment is as follows:
In millions of euros | Net revenues | Result | ||
---|---|---|---|---|
2023 | 2022 | 2023 | 2022 | |
Operating segments | ||||
- Gasunie Transport Services | 1,213.5 | 1,624.8 | 295.0 | 698.9 |
- Gasunie Deutschland | 386.9 | 360.8 | 181.7 | -17.2 |
- Participations | 489.0 | 382.7 | 139.6 | 47.2 |
Inter-segment adjustments | -134.4 | -128.7 | -1.7 | - |
Operating segments total | 1,955.0 | 2,239.6 | 614.6 | 728.9 |
Unallocated financial income and expenses | -18.9 | -8.1 | ||
Result before taxation | 595.7 | 720.8 | ||
Income taxes | -112.4 | -165.9 | ||
Revenue and result after taxation | 483.3 | 554.9 | ||
Allocation of the result after taxation | ||||
- Result attributable to the N.V. Nederlandse Gasunie | 482.3 | 554.9 | ||
- Result attributable to non-controlling interest | 1.0 | - | ||
Result after taxation | 483.3 | 554.9 |
During 2023, the Gasunie Transport Services operating segment provided inter-segment services worth € 54.3 million (2022: € 59.6 million), the Gasunie Deutschland operating segment provided such services to the value of € 0.8 million (2022: € 0.6 million) and the Participations operating segment provided such services to the value of € 79.3 million (2022: € 68.5 million).
We provide more information on net revenue in note 30 ‘Net revenue’.
Major customers
We generated more than 10% (but less than 15%) of our external revenues from gas transmission and associated services from a single customer in 2023 (2022: the same). This customer had no payment arrears at year-end 2023 (2022: the same). For a more detailed explanation of the credit risk see note 28 ‘Financial instruments’.
Assets by operating segment
The information about assets by operating segment is as follows:
In millions of euros | Assets | |
---|---|---|
31 Dec. 2023 | 31 Dec. 2022 | |
Operating segments | ||
- Gasunie Transport Services | 6,540.1 | 6,573.9 |
- Gasunie Deutschland | 1,837.9 | 1,560.8 |
- Participations | 1,354.9 | 1,734.4 |
Operating segments total | 9,732.9 | 9,869.1 |
Unallocated assets | 1,285.6 | 1,222.9 |
Total assets | 11,018.5 | 11,092.0 |
The assets of the Gasunie Deutschland segment are increasing mainly due to the construction of transmission pipelines connecting onshore and FSRU-based LNG import terminals of third parties to the German gas transmission network. The decrease in the assets of the Participations segment is mainly due to the disposal of a portion of our shares in EemsEnergyTerminal, as explained in note 2 ‘Business combinations and disposals of group companies’.
Allocated assets include tangible and intangible fixed assets, investments in joint ventures and associates, and investments in other equity interests. Unallocated assets comprise deferred tax assets, the derivative financial instruments and current assets.
Investments in and depreciation and amortisation of tangible and intangible fixed assets (including right-of-use assets) and other material non-cash items were as follows:
In millions of euros | Gasunie Transport Services | Gasunie Deutschland | Participations | Operating segments total | |
---|---|---|---|---|---|
Investments in tangible fixed assets | 2023 | 187.7 | 342.0 | 220.2 | 749.9 |
2022 | 209.3 | 83.4 | 618.7 | 911.4 | |
Depreciation of tangible fixed assets | 2023 | -216.6 | -48.7 | -137.7 | -403.0 |
2022 | -219.7 | -46.9 | -95.8 | -362.4 | |
Material non-cash items | 2023 | -19.2 | -9.1 | 41.4 | 13.1 |
2022 | 41.2 | -115.8 | -20.2 | -94.9 |
Other material non-cash items consist of, among other things, movements in personnel-related and other provisions, results of disposals and certain costs of the defined benefit pension plan.
In 2023, the other material non-cash items also include the remeasurement result in the retained interest in EemsEnergyTerminal and the result on the acquisition of GUFU BBL B.V., as explained in note 2 ‘Business combinations and disposals of group companies’.
Assets by geographical area
Fixed assets by geographical area are determined primarily on the basis of the area where the activities take place. We differentiate between two geographical areas: the Netherlands and outside the Netherlands.
The geographical distribution of the assets is as follows:
In millions of euros | Fixed assets | |
---|---|---|
31 Dec. 2023 | 31 Dec. 2022 | |
The Netherlands | 7,664.0 | 8,057.7 |
Outside the Netherlands | 2,159.3 | 1,811.4 |
Total fixed assets | 9,823.3 | 9,869.1 |
Fixed assets included in the table above comprise tangible and intangible fixed assets and the share in the joint ventures, associates and other equity interests.
Information about joint ventures and associates
Operating segment information about joint ventures and associates is as follows:
In millions of euros | Investments in joint ventures and associates | Share in equity of joint ventures and associates | ||
---|---|---|---|---|
2023 | 2022 | 2023 | 2022 | |
Operating segments | ||||
- Gasunie Transport Services | - | - | - | - |
- Gasunie Deutschland | - | - | 91.0 | 98.5 |
- Participations | 101.5 | 90.3 | 397.9 | 306.5 |
Operating segments total | 101.5 | 90.3 | 488.9 | 405.1 |
Investments in joint ventures in 2023 mainly refer to our interest in the German LNG Terminal and Porthos.
In millions of euros | Acquisition of joint ventures and associates | Share in result of joint ventures and associates | ||
---|---|---|---|---|
2023 | 2022 | 2023 | 2022 | |
Operating segments | ||||
- Gasunie Transport Services | - | - | - | - |
- Gasunie Deutschland | - | - | 5.7 | -2.6 |
- Participations | - | - | 32.3 | 36.9 |
Operating segments total | - | - | 38.0 | 34.3 |
We have included a further explanation of the changes in joint ventures and associates in note 8 ‘Investments in joint ventures’ and note 9 ‘Investments in associates’.
4. Impairment tests
At the end of each reporting period, we determine whether there are any events or indications for impairment of fixed assets and we investigate whether there are reasons to reverse previously recognised impairments.
The outcomes of this analysis for the most significant cash-generating units are shown below.
Gas transmission network in the Netherlands
Reason for the impairment test
At the end of 2023, we calculated the value in use of the GTS gas transmission network. We carried out a value-in-use calculation in part in response to the ruling by the Dutch Trade and Industry Appeals Tribunal regarding various appeals brought by GTS and several market parties against the GTS methodology decision for the 2022-2026 regulatory period. GTS’ main grounds for appeal centred on the static efficiency benchmark and post-calculation of the energy costs. The Tribunal largely decided in GTS’ favour on both matters. The Tribunal required that ACM apply a static efficiency score of 100% and that we be allowed, for a large part, to offset increases in energy costs in future regulated tariffs.
Furthermore, in the autumn of 2023, ACM, GTS and market parties made additional sector agreements on various topics pursuant to NC-TAR (network code regarding harmonised transmission tariff structures for natural gas). With these agreements, all related objection and appeal proceedings have been concluded and the parties have agreed not to initiate new proceedings regarding the cases that are part of the sector agreements during the remaining years of the current methodology decision. We expect that the additional sector agreements will be finalised in their present form in Q1 2024.
Prior to the impairment test at year-end 2023, the carrying amount of the gas transmission network – which is considered to be a single interrelated cash-generating unit – was approximately € 6.4 billion.
Impairment test method
We use an impairment test based on value in use (a ‘value-in-use calculation’) to determine the recoverable amount of the gas transmission network. The value in use is determined using a discounted cash flow (DCF) model. A fair value less costs to sell figure was not available at year-end 2023; there is no indication that the fair value less costs to sell is higher than the value in use.
Key assumptions in determining the recoverable amount and the key assumptions and estimates
The recoverable amount is, in principle, determined on the basis of the regulatory framework as laid down in the 2022-2026 methodology decision for GTS and in other regulations and decisions.
The starting point for the forecast revenue in the period 2024-2026 is the expected permitted revenue based on the 2022-2026 methodology decision for GTS and the cash flows derived from this, as well as cash flows from the post-calculations from previous years. For the period after 2026, the value of the network is derived from the regulatory asset base expected at that time (terminal value approach). The regulatory asset base is the value of the investments which the network operator may charge through the tariffs allowing for a reasonable return. Given the regulated nature of the business operations and the use of the expected regulatory asset base as the terminal value, no growth percentage has been applied to the future cash flows. In the regulatory framework, the stance has always been that GTS is entitled to recoup its adequately targeted investments in its future tariffs.
When making the value-in-use calculation, it was assumed that this stance will not change in the future, not even as a result of a possible phasing out of the gas transmission network in the long term as a result of the energy transition. We explain this further in note 1 ‘Significant matters and events in 2023’. For this reason, the regulatory asset base has been used as the terminal value in the terminal value approach.
The company’s management determines the starting point for the forecast expenditure and other variables, such as the expected development of operating costs, and the investment level. The key operating and investment cash flows (relevant for the capital cost allowance and the related post costing) are based on the business plan for the next three years.
A nominal pre-tax discount rate of 5.1% (derived from the post-tax discount rate of 3.8%) was applied when making the value-in-use calculation. The value-in-use calculation assumes a discount rate for determining the present value of the projected future cash flows equal to the capital cost allowance determined by ACM. In determining the future discount rate in the value-in-use calculation we have used the same methodology ACM uses, with the result that the value-in-use calculation has only limited sensitivity to changes in the discount rate (for example the timing effect of the post calculation of the capital cost allowance).
The key principles in the value-in-use calculation are explained below.
Static efficiency after the 2022-2026 regulatory period
For the calculation of value in use at year-end 2023, we assumed that the average weighted static efficiency for the regulatory period after 2026 will be maintained at 100%. For the 2022-2026 regulatory period, ACM initially set GTS’ average weighted static efficiency at 96.1%, based on a benchmark study. This was one of the grounds for GTS filing an appeal with the Dutch Trade and Industry Appeals Tribunal against ACM’s methodology decision for GTS. In GTS’ view, the robustness of ACM’s benchmark study was too limited and the model was not verifiable and did not provide a basis for the imposed efficiency discount. In 2023, the Tribunal ruled in favour of GTS on this point and required that ACM apply a static efficiency score of 100%.
Inflation adjustment for permitted revenue
For the forecast revenue in 2025 and 2026, the value-in-use calculation includes an estimate of the inflation adjustment allowance for the permitted revenue. ACM determines the amount of the inflation adjustment allowance over a reference period that differs from the assumption used in the business plan regarding the projected inflation. If the actual inflation adjustment allowance deviates from the allowance assumed in the value-in-use calculation, this will affect the projected future cash flows and, with this, the value in use of the gas transmission network.
Actual (vs forecast) operating expenses
The forecast operating expenses for the 2024-2026 period are based in part on the approved business plan for the next three years. With the exception of most of the energy costs, for almost all operating expenses no post calculation is carried out. If the actual operating expenses deviate from the forecast costs this will affect the projected future cash flows and, with this, the value in use of the gas transmission network.
Sensitivity analysis
The recoverable amount is based on significant assumptions. Changes may have a considerable effect on these assumptions. The table below provides an indication of the effect that changes to an important assumption will have on the recoverable amount. We assume that, all other things being equal, the change will take place at the start of the business plan period.
Change in the assumption or estimate | Size | Impact on recoverable amount |
---|---|---|
Static efficiency after the regulatory period | -1% | approx. € 50-60 million negative |
Inflation adjustment for permitted revenue | +/- 1% | approx. € 10-20 million |
Actual (vs forecast) operating expenses | +/- 5% | approx. € 40-50 million |
Outcome of the impairment test
From the value-in-use calculation, we have determined that the recoverable amount of the gas transmission network in the Netherlands is virtually the same as its carrying amount. This means that there is neither an impairment loss nor a need to reverse a previously recognised impairment loss.
Gas transmission network in Germany
Our assessment has not revealed any indication of an impairment of the Gasunie Deutschland gas transport network as at 31 December 2023.
Gas transport network BBL Company
Our assessment has not revealed any indication of an impairment of the BBL Company gas transport network as at 31 December 2023.
EnergyStock underground gas storage facility
Our assessment has not revealed any indication of an impairment of the EnergyStock gas storage facility as at 31 December 2023.
Other tangible and financial fixed assets
Our assessment has not revealed any indication of impairment of other tangible and financial fixed assets as at 31 December 2023.
5. Tangible fixed assets
Movements in tangible fixed assets in 2023 were as follows:
In millions of euros | Carrying amount as at 1 Jan. 2023 | Acquisition GUFU BBL | Investments | Disposals | Depreciation | Disposals EemsEnergy-Terminal | Carrying amount as at 31 Dec. 2023 |
---|---|---|---|---|---|---|---|
Land and buildings | 129.8 | - | 26.5 | - | -8.6 | - | 147.7 |
Compressor stations | 710.0 | 17.1 | 18.7 | -0.1 | -60.8 | - | 684.9 |
Installations | 1,018.2 | 3.7 | 102.9 | -0.2 | -84.6 | -112.7 | 927.3 |
Main transmission lines and related plant and equipment | 4,792.4 | 37.6 | 62.9 | -0.4 | -96.8 | - | 4,795.7 |
Regional transmission lines and related plant and equipment | 921.5 | - | 34.7 | -0.9 | -29.0 | - | 926.3 |
Underground gas storage | 412.1 | - | -1.7 | -0.1 | -28.1 | - | 382.2 |
Other fixed operating assets | 209.4 | 4.3 | 40.9 | -8.0 | -21.5 | - | 225.1 |
Right-of-use assets | 525.8 | 1.7 | 5.2 | - | -65.3 | -370.0 | 97.4 |
Fixed assets under construction | 688.7 | 0.2 | 410.4 | - | - | -48.7 | 1,050.6 |
Total for 2023 financial year | 9,407.9 | 64.6 | 700.5 | -9.7 | -394.7 | -531.4 | 9,237.2 |
In the Netherlands, the investments related mainly to the GTS nitrogen plant in Zuidbroek and to the WarmtelinQ pipeline. We have provided more details of the disposal of a portion of our shares in EemsEnergyTerminal and the acquisition of GUFU BBL in note 2 ‘Business combinations and disposals of group companies’. In Germany, the investments mainly related to the construction of transmission pipelines connecting onshore and FSRU-based LNG import terminals of third parties to the German gas transmission network. The investments column also contains transfers from fixed operating assets under construction to the other asset categories for assets that were taken into use in 2023.
The conditional investment obligations at year-end 2023 are detailed in note 29 ‘Off-balance sheet obligations’.
Tangible fixed assets at year-end 2023 includes an amount of € 97.4 million (year-end 2022: € 525.8 million) for right-of-use assets. We have economic but not legal ownership of these right-of-use assets. More detailed information about the associated lease liabilities can be found in note 20 ‘Lease liabilities’. Tangible fixed assets also includes a number of pipelines that are jointly owned with other network operators; this only concerns a number of German gas transmission pipelines, of which EUGAL and NEL are the most important. At year-end 2023, the carrying amount of our share in these pipelines was € 486.6 million (year-end 2022: € 536.7 million).
Movements in right-of-use assets associated with leases in 2023 were as follows:
In millions of euros | Carrying amount as at 1 Jan. 2023 | Acquisition GUFU BBL | Investments | Disposals | Depreciation | Disposal of EemsEnergy-Terminal | Carrying amount as at 31 Dec. 2023 |
---|---|---|---|---|---|---|---|
Land and buildings | 171.7 | 1.7 | 0.1 | - | -7.5 | -81.4 | 84.6 |
Installations | 341.4 | - | 2.2 | - | -55.0 | -288.6 | - |
Regional transmission lines and related plant and equipment | 5.5 | - | 0.4 | - | -0.1 | - | 5.8 |
Other fixed operating assets | 7.2 | - | 2.5 | - | -2.7 | - | 7.0 |
Total for 2023 financial year | 525.8 | 1.7 | 5.2 | - | -65.3 | -370.0 | 97.4 |
Movements in tangible fixed assets in 2022 were as follows:
In millions of euros | Carrying amount as at 1 Jan. 2022 | Acquisitions | Investments | Disposals | Depreciation | Impairments | Carrying amount as at 31 Dec. 2022 |
---|---|---|---|---|---|---|---|
Land and buildings | 134.2 | - | 4.1 | -0.2 | -7.9 | -0.4 | 129.8 |
Compressor stations | 763.2 | - | 11.0 | -1.2 | -50.3 | -12.7 | 710.0 |
Installations | 923.7 | - | 171.5 | -0.5 | -65.0 | -11.5 | 1,018.2 |
Main transmission lines and related pland and equipment | 4,923.9 | - | 115.0 | -0.2 | -113.9 | -132.4 | 4,792.4 |
Regional transmission lines and related pland and equipment | 917.0 | - | 34.7 | -0.9 | -29.3 | - | 921.5 |
Underground gas storage | 439.8 | - | 0.6 | - | -28.3 | - | 412.1 |
Other fixed operating assets | 233.3 | -7.1 | 7.8 | -0.3 | -22.6 | -1.7 | 209.4 |
Right-of-use assets | 101.7 | - | 459.7 | - | -35.6 | - | 525.8 |
Fixed assets under construction | 602.7 | - | 86.0 | - | - | - | 688.7 |
Total for 2022 financial year | 9,039.5 | -7.1 | 890.4 | -3.3 | -352.9 | -158.7 | 9,407.9 |
In the Netherlands, investments in 2022 related mainly to the construction of the new nitrogen plant, switching certain customers from high-calorific to low-calorific gas, the FSRUs and appurtenances at the port of Eemshaven, and the WarmtelinQ heat network.
In Germany we also invested in assets required for the import of LNG. The investments column also contains transfers from fixed operating assets under construction to the other asset categories for assets that were taken into use in 2022.
The change in the reclassifications column relates to a changed use of a small portion of the line pack/cushion gas and part of the nitrogen inventories. From 2022, we present this portion of the gas inventories under the balance sheet item ‘Inventories’.
Movements in right-of-use assets associated with leases in 2022 were as follows:
In millions of euros | Carrying amount as at 1 Jan. 2022 | Investments | Disposals | Depreciation | Carrying amount as at 31 Dec. 2022 |
---|---|---|---|---|---|
Land and buildings | 89.0 | 88.4 | - | -5.7 | 171.7 |
Installations | - | 368.2 | - | -26.8 | 341.4 |
Regional transmission lines and related pland and equipment | 6.9 | - | - | -0.2 | 5.5 |
Other fixed operating assets | 5.8 | 3.1 | - | -2.9 | 7.2 |
Total for 2022 financial year | 101.7 | 459.7 | - | -35.6 | 525.8 |
The cost and accumulated depreciation of tangible fixed assets were as follows:
In millions of euros | Cost as at 31 Dec. 2023 * | Accumulated depreciation as at 31 Dec. 2023 ** | Cost as at 31 Dec. 2022 * | Accumulated depreciation as at 31 Dec. 2022 ** |
---|---|---|---|---|
Land and buildings | 287.7 | -140.0 | 261.2 | -131.4 |
Compressor stations | 1,884.8 | -1,199.9 | 1,859.6 | -1,149.6 |
Installations | 2,624.8 | -1,697.5 | 2,690.2 | -1,672.0 |
Main transmission lines and related pland and equipment | 10,142.6 | -5,346.9 | 10,015.0 | -5,222.6 |
Regional transmission lines and related pland and equipment | 1,794.8 | -868.5 | 1,764.1 | -842.6 |
Underground gas storage | 649.7 | -267.5 | 651.8 | -239.7 |
Other fixed operating assets | 701.3 | -476.2 | 668.2 | -458.8 |
Right-of-use assets | 139.7 | -42.3 | 586.2 | -60.4 |
Fixed assets under construction | 1,050.6 | - | 688.7 | - |
Total | 19,276.0 | -10,038.8 | 19,185.0 | -9,777.1 |
Depreciation periods
We use assumptions when determining the relevant depreciation periods. At year-end 2023, we concluded that there was no reason at that time to revise the depreciation periods.
Our assets largely comprise regulated assets. The regulated depreciation periods are set by the regulatory authorities for the regulated networks in the Netherlands (ACM) and Germany (BNetzA). In the methodology decision for GTS for the 2022-2026 period, ACM still assumes – based partly on their energy transition studies – a long depreciation horizon (up to as long as 55 years for transmission pipelines) for the gas transmission network. At year-end 2023, the German gas transmission network was in a similar situation in terms of the useful life of existing assets assumed by the regulatory authority for the gas transmission network. However, in the Netherlands depreciation of the regulated assets has been accelerated in the current methodology decision through the application of a declining factor. Furthermore, with regard to certain assets under construction that will be put into use in the coming years, at the end of 2023 the regulatory authority in Germany gave German TSOs the option of writing these down over a period ending in 2045, a much shorter period than that set for writing down current regulated assets (the ‘regulated depreciation period’). Depreciation of these assets had not yet started at year-end 2023. No formal decision has yet been taken regarding the regulated depreciation period for current German assets.
When determining the depreciation periods in the financial statements, at the end of 2023 we attached particular importance to the regulatory framework as it stood at that time and to the assumed longer useful life of regulated assets resulting from this. We anticipate that in the coming years more clarity will arise concerning the regulators’ view on the expected useful life of the regulated assets in the long term and on any further adjustments to the expected useful life/depreciation period set by the regulator for current and new regulated assets. At that time, we will reassess the impact on our depreciation period and/or methodology in the financial statements.
Alongside external regulations, another key consideration in determining depreciation periods is our own view on the energy transition and environmental and climate targets, as well as on other social and political developments. This goes both for the regulated and the non-regulated assets and/or or assets exempted from regulation. We share ACM’s and BNetzA’s view that the existing gas infrastructure will continue to be needed in the medium to long term. We are also working on the possibility of using the existing gas infrastructure, in due course, for the transmission and storage of alternative energy carriers, such as hydrogen. In the Netherlands, an increasingly concrete long-term vision is emerging in the field of hydrogen, heat and CCS, and the details are expected to become ever more clear over the coming years. A practical example of this is the start of the construction of the national hydrogen grid in the Netherlands at the end of 2023. The German government is also working on plans in the climate domain, in which hydrogen is also expected to feature heavily. The Russian invasion of Ukraine in 2022 further accelerated these developments. We periodically evaluate the impact of social and political developments on the depreciation periods. At the end of 2023, this review did not result in a change in the depreciation periods.
Lastly, in our regular assessments of depreciation periods we check whether they relate to individual assets that will in the medium term no longer be used for the transmission or storage of gas. In such specific cases, we may possibly amend the depreciation periods for these individual assets. These installations have been temporarily decommissioned, or could be in the near future; in such cases these assets are depreciated at an accelerated rate until the date of decommissioning. In the approach to the technical decommissioning, if an alternative use is foreseen for hydrogen, heat or CCS, we take into consideration the possibility of recommissioning the installations in the future. The installations will therefore not be removed/replaced, but sustainably preserved. In 2023, accelerated depreciation was applied to one installation, resulting in additional depreciation costs of approximately € 4.5 million.
We have no indications that the expected useful life of the other regulated and non-regulated assets and/or or assets exempted from regulation is shorter than the current depreciation period.
The depreciation periods for the most important asset categories were as follows:
Land | no depreciation |
Buildings | 50 years |
Compressor stations | 30 years |
Installations | 30 years |
Main transmission lines | until 2070 |
Regional transmission lines and related plant and equipment | until 2070 |
Underground gas storage facility | until 2035 |
Other fixed operating assets | 5-20 years |
Fixed operating assets under construction | no depreciation |
We depreciate right-of-use assets in accordance with the above categories; we depreciate leased land in accordance with the useful life of the asset with which the land lease is connected. We do not calculate depreciation on land, line pack/cushion gas volumes or assets under construction.
6. Intangible fixed assets
Movements in intangible fixed assets in 2023 were as follows:
In millions of euros | Carrying amount as at 1 Jan. 2023 | Investments | Disposals | Depreciation | Impairments | Carrying amount as at 31 Dec. 2023 |
---|---|---|---|---|---|---|
Software | 25.7 | 11.3 | - | -8.3 | - | 28.7 |
Fixed assets under construction | 23.4 | 38.1 | - | - | - | 61.5 |
Total for 2023 financial year | 49.1 | 49.4 | - | -8.3 | - | 90.2 |
The intangible fixed assets exclusively concerned activated software, insofar as these assets were not directly related to the IT operating system for the gas transmission network; we present the latter under tangible fixed assets. The investments include the implementation of a new ERP system.
The amortisation period for intangible fixed assets varies between five and ten years, depending on the nature of the software.
Movements in intangible fixed assets in 2022 were as follows:
In millions of euros | Carrying amount as at 1 Jan. 2022 | Investments | Disposals | Depreciation | Impairments | Carrying amount as at 31 Dec. 2022 |
---|---|---|---|---|---|---|
Software | 26.0 | 9.6 | - | -9.5 | -0.4 | 25.7 |
Fixed assets under construction | 12.0 | 11.4 | - | - | - | 23.4 |
Total for 2022 financial year | 38.0 | 21.0 | - | -9.5 | -0.4 | 49.1 |
The cost and accumulated amortisation of intangible fixed assets were as follows:
In millions of euros | Cost as at 31 Dec. 2023 | Accumulated depreciation as at 31 Dec. 2023 * | Cost as at 31 Dec. 2022 * | Accumulated depreciation as at 31 Dec. 2022 * |
---|---|---|---|---|
Software | 86.3 | -57.6 | 78.8 | -53.0 |
Fixed assets under construction | 61.5 | - | 23.4 | - |
Total | 147.8 | -57.6 | 102.2 | -53.0 |
7. Investments in joint operations
We have interests in the following joint operations, either directly or indirectly:
Company name | Registered office | Interest | |
---|---|---|---|
31 Dec. 2023 | 31 Dec. 2022 | ||
BBL Company V.O.F. | Groningen | 75.0% | 60.0% |
BBL Company
BBL Company was founded in 2004 and has been operating a gas pipeline between Balgzand in the Netherlands and Bacton in the United Kingdom since 2006. The interests in BBL Company are held by Gasunie BBL B.V. (60%), Fluxys BBL B.V. (20%), and GUFU BBL B.V. (20%). Gasunie is the sole shareholder of Gasunie BBL B.V. and holds 75% of the shares in GUFU BBL B.V. At the end of 2023, Gasunie effectively had a 75% financial interest in the BBL Company joint arrangement (year-end 2022: 60% interest). As a result of the de facto joint control agreements regarding GUFU BBL and BBL Company, we are consolidating our interest in BBL Company for 80% (with a non-controlling interest of 5%).
See note 2 ‘Business combinations and disposals of group companies' for more details on our acquisition of the shares in GUFU BBL B.V. in 2023. Acquiring the shares in GUFU BBL B.V. did not at any point give Gasunie control over BBL Company. Moreover, a V.O.F. structure is considered to be a transparent structure in the Netherlands, with the partners having a direct interest in the assets and liabilities of the V.O.F. The legal and economic reality of BBL Company is therefore comparable with that of a joint operation.
8. Investments in joint ventures
We have interests in the following joint ventures, either directly or indirectly:
Company name | Registered office | Interest | |
---|---|---|---|
31 Dec. 2023 | 31 Dec. 2022 | ||
Biogas Netwerk Twente B.V. (in liquidatie) | Almelo | 50.0% | 50.0% |
Demonstratie Faciliteit Super Kritische Water Vergassing (SKW) Alkmaar B.V. | Alkmaar | 35.0% | 35.0% |
DEUDAN - Deutsch/Dänische Erdgastransport GmbH | Handewitt, Duitsland | 75.0% | 75.0% |
DEUDAN - Deutsch/Dänische Erdgastransport GmbH & Co. KG | Handewitt, Duitsland | 33.4% | 33.4% |
EemsEnergyTerminal B.V. ¹ | Groningen | 50.0% | 100.0% |
EemsGas Asset Company B.V. | Amsterdam | 50.0% | 50.0% |
Gate terminal C.V. | Rotterdam | 50.0% | 50.0% |
Gate terminal Management B.V. | Rotterdam | 50.0% | 50.0% |
German LNG Terminal GmbH | Hamburg, Duitsland | 40.0% | 100.0% |
National Energy Information Services B.V. ² | Groningen | 50.0% | - |
NETRA GmbH Norddeutsche Erdgas Transversale | Emstek/Schneiderkrug, Duitsland | 50.0% | 50.0% |
NETRA GmbH Norddeutsche Erdgas Transversale & Co. KG | Emstek/Schneiderkrug, Duitsland | 44.1% | 44.1% |
Porthos System Operator B.V. | Rotterdam | 50.0% | 50.0% |
Porthos Offshore Transport and Storage GP B.V. | Rotterdam | 50.0% | 50.0% |
Porthos CO2 Transport and Storage GP B.V. | Rotterdam | 33.3% | 33.3% |
Porthos Onshore Transport GP B.V. | Rotterdam | 50.0% | 50.0% |
Porthos Offshore Transport and Storage C.V. | Rotterdam | 50.0% | 50.0% |
Porthos CO2 Transport and Storage C.V. | Rotterdam | 33.3% | 33.3% |
Porthos Onshore Transport C.V. | Rotterdam | 50.0% | 50.0% |
VertiCer B.V. | Arnhem | 50.0% | 50.0% |
Biogas Netwerk Twente (in liquidation)
Biogas Netwerk Twente was a joint arrangement with Cogas aimed at providing installations to enable the feed-in of biogas into the gas transmission network. Gasunie’s share was 50% and we had joint control based on the contractual arrangement. Partway through 2023, the parties decided to dissolve Biogas Netwerk Twente, with Cogas being appointed liquidator and custodian of the company’s books and records. The liquidation was completed in January 2024. The financial settlement was processed already in 2023 and had no material effect on Gasunie’s assets, results or cash flows in 2023.
Demonstratiefaciliteit SKW
SCW Systems and Gasunie founded the SKW Alkmaar demonstration facility (Demonstratiefaciliteit SKW) in 2017. This is a joint arrangement for developing supercritical water gasification plants to produce biogas to be fed into the gas transmission network.
The aim of the joint arrangement is to build a demonstration facility to demonstrate that this new technology can work robustly on an industrial scale over the coming years. Gasunie’s financial interest has been 35% since 2021; however, based on the contractual arrangements there is joint control.
DEUDAN
DEUDAN stands for German/Danish Natural Gas Transport (Deutsch/Dänische Erdgastransport - DEUDAN) and operates a gas pipeline in Germany between the Itzehoe region and the German/Danish border in the Flensburg region. The other shareholder is Open Grid Europe. Gasunie Deutschland’s financial interest in this participating interest differs from its voting right: while Gasunie Deutschland has a 33.4% interest in DEUDAN, based on the agreements between the shareholders the two companies have joint control.
EemsGas
EemsGas is a joint arrangement between Gasunie and Perpetual Next. With the EemsGas project, we are exploring possibilities for building a gasification plant in Delfzijl for the gasification of torrefied woody biomass originating from recycled wood waste. A two-stage gasification process is used to sustainably produce green gas from syngas, which can then be distributed, further reducing dependence on fossil feedstock. Gasunie jointly owns the installation together with Perpetual Next; Perpetual Next will be solely responsible for operating the plant if and when it comes into operation. Based on the agreements between the shareholders, the partners have joint control. Gasunie has a 50% financial interest.
EemsEnergyTerminal
EemsEnergyTerminal is an LNG import terminal based on two floating storage and regasification units (FSRUs) located at the port of Eemshaven. Gasunie developed this FSRU-based terminal in 2022 to increase the security of gas supply in Europe and reduce dependence on Russian gas. We are investigating the possibility of eventually using the site for the import of green hydrogen. Since 1 October 2023, we have been operating the terminal together with Vopak. At year-end 2023, both Gasunie and Vopak had a 50% financial interest in EemsEnergyTerminal and, based on agreements between the shareholders, the two companies have joint control. At year-end 2022 Gasunie had a 100% financial interest in EemsEnergyTerminal. Further details of the sale of 50% of the shares in EemsEnergyTerminal to Vopak in 2023 are provided in note 2 ‘Business combinations and disposals of group companies’.
Gate terminal
Gate terminal is a joint arrangement with Vopak for the operation of an LNG terminal at Rotterdam's Maasvlakte industrial park. Gasunie and Vopak each have a 50% financial interest in both Gate terminal Management B.V. and Gate terminal C.V. Gate terminal B.V. is the actual operator of the LNG terminal and is wholly-owned by Gate terminal C.V. However, based on the agreements between the shareholders, the two companies have joint control.
German LNG Terminal
German LNG Terminal GmbH was set up to develop an LNG terminal in Brunsbüttel in northern Germany (‘German LNG Terminal’). At year-end 2023, Gasunie had a 40% interest in German LNG Terminal (year-end 2022: 100%, 60% of which qualified as assets held for sale). The shareholder structure of German LNG Terminal was changed in the first half of 2022, at which time Gasunie acquired all shares in the consortium from the former shareholders. At the same time, Gasunie signed a letter of intent with Kreditanstalt für Wiederaufbau (KfW, on behalf of the German government) and RWE for the construction of an LNG terminal. Gasunie is the intended operator of this terminal and, as set out in the letter of intent, sold 50% of its shares to KfW and 10% to RWE in 2023. Based on the agreements between the shareholders, the parties have joint control. Given that, based on the provisions of the letter of intent, we did not acquire control over German LNG Terminal even before the transfer of the shares to KfW and RWE, our shareholding qualified as a joint venture, and measurement using the equity method was maintained. Further details of the result of disposal of 60% of the shares in German LNG Terminal are provided in note 31 ‘Other revenue’.
NETRA
NETRA GmbH Norddeutsche Erdgas Transversale & Co KG manages a natural gas pipeline in the north of Germany comprising around 350 kilometres of pipeline and two compressor stations. The other shareholder in NETRA is Open Grid Europe. Gasunie Deutschland has a 44.1% financial interest in NETRA. Open Grid Europe has the remaining financial interest of 55.9%. Gasunie Deutschland’s financial interest in this participating interest differs from its voting right. However, based on the agreements between the shareholders, the two companies have joint control.
National Energy Information Services
National Energy Information Services (NEIS) was founded in 2023 by Gasunie and TenneT. The purpose of NEIS is to develop and provide information services in the area of energy and energy systems and to provide access to and an understanding of energy/energy system data, including information to be used to advance the energy transition and a sustainable energy supply. Gasunie and TenneT each hold 50% of the shares in NEIS and, based on agreements between the shareholders, the two companies have joint control.
Porthos
Porthos is a joint arrangement between Gasunie, Energie Beheer Nederland (EBN) and Port of Rotterdam Authority. Porthos focuses on storing CO2 in empty gas fields on the North Sea bed. The project extends to the development of a carbon capture, storage and transport system, which various industries and businesses can connect to. Gasunie is contributing its expertise particularly in terms of transport and storage. Based on the agreements between the shareholders, the partners have joint control. From a legal standpoint, Porthos comprises multiple companies. Gasunie’s interest in the individual participating companies varies between 33.3% and 50%.
VertiCer
VertiCer was founded at the end of 2022 and merged with Vertogas B.V. (formerly a Gasunie group company) and CertiQ B.V. (formerly a TenneT group company) on 1 January 2023. With this merger, from 2023 VertiCer became the central point for the provision of Guarantees of Origin (GOs) and Certificates of Origin (COs) for electricity, sustainable thermal energy, green gas and hydrogen. With VertiCer, a solid partner that combines the strengths and knowledge of Vertogas and CertiQ has been created for the certification of all energy carriers. The VertiCer certification system provides assurance on the origin, method of generation/production and the quality of sustainable energy. Gasunie and TenneT each hold 50% of the shares in VertiCer and, based on the agreements between the shareholders, the two companies have joint control.
The movements in joint ventures have been aggregated as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 371.9 | 284.0 |
Reclassification EemsEnergyTerminal from group companies to joint venture | 27.8 | - |
Investments | 101.5 | 90.0 |
Disposals | -14.9 | - |
Changes in equity | -1.1 | 23.7 |
Result from joint ventures | 38.0 | 42.3 |
Impairments | - | -8.0 |
Dividend received | -39.3 | -27.9 |
Classified as 'assets held for sale' | - | -32.2 |
Balance as at 31 December | 483.9 | 371.9 |
Loans to joint ventures | 4.4 | 0.4 |
Total investments in joint ventures | 488.3 | 372.3 |
The investments in 2023 mainly related to German LNG Terminal and Porthos. The direct movements in equity referred to the remeasurement of the interest in Gate terminal as a consequence of the change in fair value of the effective part of one of Gate terminal’s cash flow hedges. Gasunie has recognised this change in equity in other comprehensive income.
The reclassification of EemsEnergyTerminal from group company to joint venture ensued from the sale of 50% of Gasunie’s shares in EemsEnergyTerminal on 1 October 2023. By effecting this share deal, Gasunie no longer has control in EemsEnergyTerminal and, accordingly, we have remeasured the interest we have retained in the terminal at fair value. For more details on this share deal, see note 2 ‘Business combinations and disposals of group companies’. The disposals mainly related to the sale of 60% of our interest in Germany LNG GmbH. The shareholding to be transferred was already recognised as ‘assets held for sale’ at the end of 2022.
Loans to joint ventures concern loan facility agreements with EemsEnergyTerminal and VertiCer. See note 43 ‘Financial fixed assets’. In 2023 an amount of € 46 million was taken out in loans. An amount of € 42 million was redeemed. These amounts are included in the consolidated cash flow statement.
Of the joint ventures, Gate terminal and EemsEnergyTerminal have a material effect on our equity and result. Information about the carrying amount, the share in other comprehensive income, the result for the financial year and the dividend received on investments broken down into Gate terminal, EemsEnergyTerminal and other joint ventures is as follows:
In millions of euros | Gate terminal | EemsEnergy-Terminal | Other joint ventures | Total joint ventures | |
---|---|---|---|---|---|
Carrying amount as at 31 December | 2023 | 216.0 | 29.5 | 238.5 | 483.9 |
2022 | 193.2 | - | 178.7 | 371.9 | |
Share in result after taxation for the financial year | 2023 | 39.9 | 1.5 | -3.4 | 38.0 |
2022 | 37.6 | - | 4.7 | 34.3 | |
Gasunie's share in comprehensive income | 2023 | 38.8 | 1.5 | -3.4 | 36.9 |
2022 | 61.3 | - | -4.8 | 56.5 | |
Dividend received in the financial year | 2023 | 26.0 | - | 13.3 | 39.3 |
2022 | 21.0 | - | 6.9 | 27.9 |
Due to the material effect on Gasunie’s equity and result, we have included more detailed information below with regard to Gate terminal and EemsEnergyTerminal.
Information about Gate terminal and EemsEnergyTerminal
The financial information concerning Gate terminal and EemsEnergyTerminal is as follows:
Gate terminal | EemsEnergy-Terminal | |||
---|---|---|---|---|
In millions of euros | 31 dec. 2023 | 31 dec. 2022 | 31 dec. 2023 | 31 dec. 2022 |
Fixed assets | 855.4 | 851.9 | 583.2 | 569.4 |
of which deferred tax assets | 3.7 | 3.9 | - | - |
Current assets | 113.1 | 93.4 | 139.7 | 63.5 |
of which current tax assets | 5.8 | 1.4 | - | - |
of which cash and cash equivalents | 80.0 | 72.7 | 21.3 | 18.8 |
Non-current liabilities | -412.4 | -480.8 | -446.8 | -356.2 |
of which interest-bearing loans | -286.8 | -338.8 | -8.0 | - |
of which derivative financial instruments | -18.0 | -15.1 | -6.1 | - |
of which deferred tax liabilities | -3.1 | - | ||
Current liabilities | -124.1 | -78.1 | -217.2 | -280.9 |
of which current financing liabilities | -86.0 | -49.7 | - | - |
of which current tax liabilities | -10.0 | -9.6 | -3.8 | -3.1 |
Net investment | 432.0 | 386.4 | 58.9 | -4.2 |
Gasunie's share | 50% | 50% | 50% | 100% |
Carrying amount | 216.0 | 193.2 | 29.5 | -4.2 |
Gate terminal | EemsEnergyTerminal | |||
---|---|---|---|---|
In millions of euros | 2023 | 2022 | 2023* | 2022 |
Revenue | 207.8 | 191.8 | 337.2 | 42.9 |
Total expenses | -77.2 | -64.9 | -319.5 | -64.5 |
of which depreciation | 40.6 | 39.4 | 112.3 | 32.5 |
Financial income | 0.9 | - | 11.7 | 21.4 |
Financial expenses | -23.6 | -25.1 | -23.6 | -4.0 |
Taxes | -28.2 | -26.7 | -1.1 | - |
Result after taxation | 79.7 | 75.1 | 4.7 | -4.2 |
Other comprehensive income | -2.2 | 47.5 | - | - |
Total comprehensive income | 77.5 | 122.6 | 4.7 | -4.2 |
Gasunie's share | 50% | 50% | 50% | 100% |
Gasunie's share in comprehensive income | 38.8 | 61.3 | 2.4 | -4.2 |
9. Investments in associates
At year-end 2023, investments in associates related solely to the interest in Trading Hub Europe GmbH and Beheerder Afsprakenstelsel B.V.
Trading Hub Europe
Trading Hub Europe GmbH (THE) was established on 1 June 2021 and has been operational since 1 October 2021. THE is the market area coordinator for the German high-pressure transport network and, in that capacity, is involved in managing network balancing, data collection and exchange of relevant market data, managing virtual trading points, and more. THE was founded by bayernets GmbH, Fluxys TENP GmbH, GASCADE Gastransport GmbH, Gastransport Nord GmbH, GRTgaz Deutschland GmbH, Nowega GmbH, ONTRAS Gastransport GmbH, Open Grid Europe GmbH, terranets bw GmbH, Thyssengas GmbH and Gasunie Deutschland Transport Services GmbH. Under the joint arrangement, the eleven shareholders each hold a 9.09% stake and each can exert significant influence on the relevant operations of THE. Accordingly, we recognise the interest in THE as an associate and apply the equity method for its measurement.
THE has no material effect on our equity and result. The value of Gasunie’s interest in THE was € 0.6 million at year-end 2023 (€ 0.6 million at year-end 2022).
Beheerder Afsprakenstelsel B.V.
At the end of 2021, Gasunie obtained 25% of the shares in the newly established entity Beheerder Afsprakenstelsel (BAS) B.V. BAS is responsible for the practical support of the Market Facilitation Forum (MFF) association and also responsible for the implementation and monitoring of the agreements made within MFF. The other shares in BAS are held by TenneT (25%) and the seven regional TSOs (jointly 50%). BAS has its registered office in Amersfoort, the Netherlands. At the end of 2023, the value of our share in BAS was less than € 0.1 million (year-end 2022: less than € 0.1 million).
Gasunie’s total share in the other comprehensive income of associates in 2023 is less than € 0.1 million (2022: less than € 0.1 million).
10. Other equity interests
The other equity interests are as follows:
Company name | Registered office | Interest | |
---|---|---|---|
31 Dec. 2023 | 31 Dec. 2022 | ||
Energie Data Services Nederland (EDSN) B.V. | Arnhem | 12.5% | 12.5% |
Nord Stream AG | Zug, Switzerland | 9.0% | 9.0% |
PRISMA European Capacity Platform GmbH | Leipzig, Germany | 12.8% | 12.7% |
SCW Systems B.V. | Schoorl | 4.7% | 4.9% |
Energie Data Services Nederland (EDSN)
EDSN works in conjunction with the regional transmission system operators, TenneT and GTS on central market facilitation for the energy sector. EDSN develops and manages IT infrastructure for the energy market. EDSN has its registered office in Arnhem, the Netherlands. Based on agreements with shareholders, Gasunie has no significant influence in EDSN.
Nord Stream
Gasunie has a 9% financial interest in Nord Stream AG, which is headquartered in Switzerland. The majority of shares (51%) are held by the Russian state-owned company Gazprom, with the remaining shares owned by the western European energy companies Wintershall Dea (15.5%), the E.ON pension fund administrator (15.5%) and ENGIE (9%).
Nord Stream is responsible for the two gas pipelines that form the Nord Stream connection which runs under the Baltic Sea from Russia to Germany. Gasunie gained a stake in the equity of Nord Stream in 2008. Based on agreements with shareholders, Gasunie has no significant influence in Nord Stream.
PRISMA European Capacity Platform
PRISMA is a European platform for trading transport capacity. Gasunie offers its transport capacity on this and other platforms. PRISMA has its registered office in Leipzig, Germany. Based on agreements with shareholders, Gasunie has no significant influence in PRISMA. The slight increase in our interest in PRISMA is related to our increased interest in BBL Company, which is one of the PRISMA shareholders. For further details see note 2 ‘Business combinations and disposals of group companies’.
SCW Systems
SCW Systems and Gasunie are the joint shareholder in Demonstratiefaciliteit SKW Alkmaar B.V. This is a joint arrangement for developing supercritical water gasification plants to produce biogas to be fed into the gas transmission network. At year-end 2023 Gasunie had a 4.7% interest in SCW Systems (year-end 2022: 4.9%). Based on agreements with shareholders, Gasunie has no significant influence in SCW Systems.
Explanation of fair value of other equity interests
The context of our shareholding in Nord Stream has changed significantly due to the continued Russian aggression and warfare in Ukraine since the beginning of 2022, and certainly due to the serious damage to the pipelines as a result of the explosions that occurred on 26 September 2022, which has resulted in the pipelines not being operational since. At the end of 2023, we considered several scenarios regarding the future of the Nord Stream pipeline and assessed the financial implications of each. Based on our latest risk assessment, including our expectations regarding any future dividends to be received, we decided to keep the value of our interest in Nord Stream at year-end 2023 at € zero (year-end 2022: € zero). A fair value calculation and sensitivity analysis have not been included in the financial statements for these interests.
The fair value of other equity interests at year-end 2023 was € 7 million (also € 7 million at year-end 2022). For all participating interests this is a level 3 measurement (year-end 2022: level 3). The other equity interests paid no dividend in 2023 (the same as in 2022).
The assumption for the other equity interests in PRISMA, EDSN and SCW Systems is that, partly on account of their relatively small size, the carrying amount is a good estimate of the fair value. We have, therefore, not included a fair value calculation and sensitivity analysis in the financial statements for these interests.
11. Deferred tax assets
Deferred tax assets arise from temporary differences between the measurement of assets and liabilities for financial reporting purposes and their measurement for tax purposes. There are no capitalised losses carried forward. At year-end 2023, we expected sufficient future taxable profits to utilise the deferred tax asset (year-end 2022: the same). This assumption is based on the projected taxable results for the coming years (based on the most recent multi-year plan) and on the assumption that, based on the current regulatory frameworks, we can in principle always make a reasonable return on our invested amounts and the operating expenses and depreciation costs will always be recovered, meaning that we will also earn sufficient taxable profits in the long term.
The temporary differences concerned the tax treatment of the purchase price paid by the Dutch State, the differences in respect of the measurement of tangible fixed assets and other temporary differences. The first difference arose when Gasunie was split into a transport and a trading company in 2005. At the time, the Dutch State made a deemed capital contribution to Gasunie for tax purposes. Gasunie did not capitalise this purchase price for tax purposes under IFRS. This recognition of the purchase price has given Gasunie an additional tax depreciation potential, for which a deferred tax asset has been recognised.
The temporary difference resulting from the measurement of tangible fixed assets is mainly due to the one-time remeasurement of tangible fixed assets when Gasunie was split in 2005 and the subsequent transition to IFRS. In addition, the depreciation method for tax purposes deviates from time to time from the depreciation principles under IFRS (including the recognition of impairments and their reversals). Such temporary differences are recognised in the balance sheet. On balance, temporary differences in tangible fixed assets result in a deferred tax liability.
The other differences relate mainly to temporary differences resulting from employee benefits and derivative financial instruments.
The aforementioned deferred tax assets and liabilities relate to the fiscal unity for Dutch corporate income tax and satisfy the conditions for setting off tax debts. We have therefore presented deferred taxation as a net amount.
The movements in deferred tax assets in 2023 were as follows:
In millions of euros | Purchase price paid by the Dutch State | Financial instruments | Tangible fixed assets | Other | Total |
---|---|---|---|---|---|
Balance as at 1 January 2023 | 1,200.6 | 4.0 | -955.5 | -9.9 | 239.2 |
Recognition of temporary differences in profit and loss | -54.6 | 0.3 | 25.1 | 8.7 | -20.5 |
Recognition of temporary differences in equity | - | - | - | 2.7 | 2.7 |
Disposal of EemsEnergy-Terminal | - | 0.7 | - | - | 0.7 |
Balance sheet as at 31 December 2023 | 1,146.0 | 5.0 | -930.4 | 1.5 | 222.1 |
The deferred tax assets at year-end 2023 to be settled within one year after the balance sheet date amounted to € 33.5 million (year-end 2022: € 34.3 million). This amount is not shown separately under current assets. The non-current portion of the deferred tax assets has a term until 2070.
The movements in deferred tax assets in 2022 were as follows:
In millions of euros | Purchase price paid by the Dutch State | Tangible fixed assets | Other | Total |
---|---|---|---|---|
Balance as at 1 January 2022 | 1,254.8 | -999.1 | 2.3 | 258.0 |
Recognition of temporary differences in profit and loss | -54.2 | 43.6 | -8.2 | -18.8 |
Balance as at 31 December 2022 | 1,200.6 | -955.5 | -5.9 | 239.2 |
12. Inventories
Inventories can be broken down as follows:
In millions of euros | 31 dec. 2023 | 31 dec. 2022 |
---|---|---|
Gas inventories | 77.8 | 113.3 |
Emission allowances | 2.0 | 3.2 |
Other inventories | 90.1 | 83.3 |
Total inventories | 169.9 | 199.8 |
‘Inventories’ consists of gas inventories, emission allowances and other inventories.
Gas inventories comprise the physical stores of gas and mainly consist of natural gas inventories, though also a small store of nitrogen, which we use for quality conversion. Our group company GTS maintains natural gas reserves, for one to fulfil its statutory duty to provide peak capacity in the Netherlands. GTS is required to take measures to secure peak capacity for suppliers of small-scale consumers. Peak capacity concerns the supply of gas in case of extremely cold weather conditions, i.e. when temperatures over a 24-hour period at the Royal Netherlands Meteorological Institute's base in the town of De Bilt drop to below -9°C. When that happens, GTS supplies gas to licence holders (i.e. the suppliers to the small-scale consumer market).
In addition to possibly using our own natural gas, we contract third parties specifically for the purpose of fulfilling this statutory duty, putting the fulfilment of this obligation out to tender. However, given the volatile gas market in 2022 the tender was unsuccessful. The invitation to tender for the provision of peak capacity for the winter of 2023/2024 was successful, meaning we could store less of our own physical natural gas at the end of 2023.
The emission allowances relate almost entirely to emission allowances under the EU ETS. The balance of the allowances included in the balance sheet concerned the surplus emission allowances not required to meet the obligation at the end of the financial year. We can use these allowances to settle future obligations.
The other inventories concerned items kept for regular daily maintenance, for the company’s own present and future investments, and for projects carried out for third parties and joint ventures.
In measuring the inventories at year-end 2023, we already took into account a write-down based on the lower recoverable amount. In 2023, an amount of € 0.3 million (2022: € 2 million) has been recognised in other costs as a result of the adjustment of the inventory measurement to the lower recoverable amount. This addition strictly concerned other inventories and not the gas inventories or emission allowances.
13. Trade and other receivables
Trade and other receivables are as follows:
In millions of euros | 31 dec. 2023 | 31 dec. 2022 |
---|---|---|
Trade receivables | 140.0 | 195.0 |
Receivables from joint ventures and associates | 118.1 | 30.2 |
Other taxes | 40.7 | 45.1 |
Other receivables and accruals | 142.5 | 75.1 |
Total trade and other receivables | 441.3 | 345.4 |
Receivables from joint ventures and associates related mainly to costs we incurred and investments we made on behalf of the joint ventures in which we are a partner that are yet to be settled. The receivables have a regular payment term and therefore bear no interest.
Other taxes mainly concerned current VAT receivables. The other receivables and accrued income include the acquisition price yet to be received for the sale of 50% of our shares in EemsEnergyTerminal, as explained in note 2 ‘Business combinations and disposals of group companies’ and the receivables following the settlement of the sale of 60% of our interest in German LNG Terminal, as explained in note 8 ‘Investments in joint ventures’.
Trade and other receivables have a nominal term of less than one year. Note 28 ‘Financial instruments’ provides more information on the securities received. Trade and other receivables are measured less a provision to cover expected credit losses. Movements in the provision for expected credit losses were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 25.9 | 16.9 |
Addition, charged to profit and loss | 3.0 | 9.0 |
Write-offs, charged against provisions | - | - |
Release, credited to profit and loss | - | - |
Balance as at 31 December | 28.9 | 25.9 |
The addition of € 3 million to the provision in 2023 is related to one of our customers failing to fulfil a contractual obligation. We also have outstanding liabilities vis-à-vis the same customer, which we have reduced, also by € 3 million, based on our expectation that we will be able to set off our debt against our receivable. Accordingly, the above credit loss ultimately had no impact on the result in 2023.
The total of trade receivables and other receivables, excluding receivables under other taxes, totalled € 400.6 million at year-end 2023 (year-end 2022: € 300.3 million). The ageing of these receivables as at the balance sheet date was as follows:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 | ||||
---|---|---|---|---|---|---|
Nominal value receivables | Expected credit losses | Carrying amount receivables | Nominal value receivables | Expected credit losses | Carrying amount receivables | |
Not due | 391.4 | - | 391.4 | 261.2 | - | 261.2 |
<30 days | 8.1 | - | 8.1 | 36.7 | - | 36.7 |
30 - 60 days | 0.2 | - | 0.2 | 9.2 | 9.1 | 0.1 |
60 - 90 days | 0.1 | - | 0.1 | 0.9 | - | 0.9 |
90 - 120 days | 0.1 | - | 0.1 | 0.3 | - | 0.3 |
>120 days | 29.6 | 28.9 | 0.7 | 17.9 | 16.8 | 1.1 |
Total | 429.5 | 28.9 | 400.6 | 326.2 | 25.9 | 300.3 |
Our exposure to credit risk does not exceed the carrying amount of the trade and other receivables. We have implemented strict processes and measures to limit credit risk. We determine the expected credit loss on trade and other receivables for each individual debtor separately, taking into account the age of the receivable, the probability of non-payment, and the loss incurred in the event of non-payment, among other factors. We use internal and external credit checks and ratings when accepting new customers and for determining credit limits for our existing customers.
When deemed appropriate, we request bank guarantees or other securities to cover the credit risk. For a more detailed explanation of the credit risk see note 28 ‘Financial instruments'.
14. Corporate income tax
N.V. Nederlandse Gasunie and its wholly-owned Dutch group companies constitute a fiscal unity for corporate income tax. Gasunie Deutschland GmbH & Co. KG and its wholly-owned German group companies also constitute a fiscal unity for German corporate income tax purposes. We do not present receivables and liabilities relating to corporate income tax on different fiscal unities as a net amount. This also applies to receivables and liabilities for companies that do not belong to the fiscal unity.
The corporate income tax refund receivable was as follows:
In millions of euros | 31 dec. 2023 | 31 dec. 2022 |
---|---|---|
The Netherlands | 47.9 | - |
Germany | 12.4 | 2.6 |
Total corporate income tax receivables | 60.3 | 2.6 |
The corporate income tax payable was as follows:
In millions of euros | 31 dec. 2023 | 31 dec. 2022 |
---|---|---|
The Netherlands | 3.7 | 32.7 |
Germany | 0.3 | - |
Total corporate income tax payables | 4.0 | 32.7 |
Current receivables and liabilities relating to corporate income tax constitute the corporate income tax due for the current financial year less any sums paid on receipt of provisional or final tax returns and adjusted for any corrections from previous periods for the relevant fiscal unities.
Movements in the corporate income tax payable/receivable were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | -30.1 | 28.0 |
Acquisition GUFU BBL | -0.3 | - |
Corporate income tax for the financial year | -56.5 | -184.5 |
Corporate income tax for the previous financial years | 0.5 | 4.2 |
Paid taxes | 142.8 | 122.2 |
Balance as at 31 December | 56.3 | -30.1 |
The relatively large changes in taxes to be paid and tax refunds to be received mainly related to the amount and timing of the provisional tax returns in relation to the significant fluctuations in the results in 2022 and 2023 and the consequent corporate income tax to be paid. We provide further details on the result development in note 30 ‘Net revenue’.
More details of the acquisition of GUFU BBL are provided in note 2 ‘Business combinations and disposals of group companies’.
15. Cash and cash equivalents
The cash and cash equivalents were as follows:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
---|---|---|
Banks | 39.0 | 85.9 |
Security deposits | 255.7 | 350.0 |
Payments in transit | - | - |
Total cash and cash equivalents | 294.7 | 435.9 |
Bank balances carry an interest rate based on daily interest and are payable immediately. The call funds and deposits are also interest bearing and have a short term (varying between 1 and 90 days).
The cash and cash equivalents balance decreased at year-end 2023, mainly due to lower security deposits received from customers. The higher balance in 2022 was an effect of the uncertainties and high prices on the European energy markets, as a result of which we received more financial security from our customers in that year.
16. Shareholders’ equity
Policy regarding capital and financial position
Our policy regarding the capital and financial position is geared towards:
- guaranteeing our continuity;
- financing investments in the transport and transmission network and enabling the energy transition, while taking sustainability goals into account;
- maintaining a capital and financing structure with a view to optimising borrowing costs and keeping good access to financial markets.
We aim to have a financial profile that will enable us to implement our strategy and, at the same time, lead to a satisfactory credit rating that aligns with our profile and the shareholder’s policy.
We have included further information about the company’s financial position, the financial and other instruments used, and the size of these instruments in note 18 ‘Interest-bearing loans’ and note 28 ‘Financial instruments’.
For a further explanation of our equity, we refer to the notes to equity in the company financial statements (notes: 45 ‘Issued share capital’; 46 ‘Remeasurement reserve’; 47 ‘Legal reserve for participating interests’; 48 ‘Other reserves’; and 49 ‘Unappropriated result’).
Issued share capital
The authorised share capital amounts to € 756,000 and is divided into 7,560 ordinary shares, each having a nominal value of € 100, of which 1,513 have been issued and paid up in full. No movements took place in the issued and paid-up shares during the financial year (2022: the same).
All shares issued are held by the Dutch State.
Fair value reserve
For a description of the fair value reserve please refer to the note on equity in the company financial statements (note 47 ‘Legal reserve for participating interests’).
Cash flow hedge reserve
The cash flow hedge reserve concerned the changes in the fair value of the effective part of a cash flow hedge of the non-consolidated joint venture Gate terminal. The hedge related to the hedging part of the variable interest rate risk of Gate terminal. Gate terminal recognises this change in equity in other comprehensive income. In our consolidated financial statements, we also recognise this change in equity in other comprehensive income, as part of the cash flow hedge reserve.
Other reserves
Amounts included under ‘other reserves’ are classified as accumulated profits.
17. Non-controlling interest
Movements in the minority interest were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | - | - |
Acquisition GUFU BBL | 23.5 | - |
Non-controlling interest in results | 1.0 | - |
Dividend payments | -8.5 | - |
Balance as at 31 December | 16.0 | - |
At the end of 2023, the non-controlling interest strictly concerned the 25% minority interest in GUFU BBL B.V. More details of the acquisition of GUFU BBL are provided in note 2 ‘Business combinations and disposals of group companies’.
GUFU BBL’s condensed financial information is as follows:
In millions of euros | 2023* | 2022 |
---|---|---|
Fixed assets | 63.4 | - |
Current assets | 29.4 | - |
Provisions | -6.6 | - |
Non-current liabilities | -1.8 | - |
Current liabilities | -20.5 | - |
Total equity | 63.9 | - |
Of which: | ||
Equity attributable to the N.V. Nederlandse Gasunie | 47.9 | - |
Non-controlling interest | 16.0 | - |
Total equity | 63.9 | - |
Total revenues | 15.7 | - |
Total expenses | -8.5 | - |
Financial income and expenses | 0.9 | - |
Income taxes | -3.9 | - |
Result after taxation | 4.2 | - |
Allocation of the result after taxation: | ||
- Result attributable to the N.V. Nederlandse Gasunie | 3.2 | - |
- Result attributable to non-controlling interest | 1.0 | - |
Result after taxation | 4.2 | - |
18. Interest-bearing loans
At year-end 2023, the nominal amount of € 3,090 million (year-end 2022: € 3,015 million) in non-current loans comprised € 2,550 million (year-end 2022: € 2,250 million) in bond loans and € 540 million (year-end 2022: € 765.0 million) in private loans. The transaction costs and discount still to be amortised amounted to € 14.6 million (year-end 2022: € 14.5 million). These are loans drawn at group level, but which also serve as financing of group company investments.
Movements in interest-bearing loans were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Principal as at 1 January | 3,015.0 | 3,140.0 |
Total repayments as at 1 January | - | -130.8 |
Remaining principal as at 1 January | 3,015.0 | 3,009.2 |
Cost and discounts on loans to be amortised | -14.5 | -9.0 |
Balance as at 1 January | 3,000.5 | 3,000.2 |
Movements financial year: | ||
Repayments | -225.0 | -494.2 |
Loans and bonds issued | 300.0 | 500.0 |
Amortisation of costs and discounts on loans | 1.6 | 1.5 |
Addition of costs and discounts | -1.6 | -6.9 |
Total movements financial year | 75.0 | 0.3 |
Principal as at 31 December | 3,090.0 | 3,015.0 |
Total repayment as at 31 December | 0.0 | - |
Remaining principal as at 31 December | 3,090.0 | 3,015.0 |
Costs and discounts on loans to be amortised | -14.5 | -14.5 |
Balance as at 31 December | 3,075.5 | 3,000.5 |
Included under current liabilities | -175.0 | -225.0 |
Total | 2,900.5 | 2,775.5 |
In November 2023, we issued our first green bond, with a value of € 300 million. With an agreed term of 9.5 years, this bond will be repaid in one lump-sum payment at the end of the term. The bond has been placed under Gasunie’s Green Financing Framework and, as a result, we must fully allocate the proceeds from this bond to ‘green’ spending. Our Framework complies with the International Capital Markets Association (ICMA) Green Bond Principles and the European Green Bond Standard approved by the European Council in October 2023. The effective coupon rate is 3.918% and is fixed for the entire term. After deducting € 1.6 million in discount and transaction costs, € 298.4 million in cash was received. This amount is also included in the consolidated cash flow statement.
In October 2021 and July 2022, we issued ‘sustainability-linked bonds’ (SLBs), with a total value of € 800 million. Both bonds were issued in compliance with the Sustainability-Linked Bond Framework. This framework is in line with the 2020 version of the ICMA’s Sustainability-Linked Bond Principles (SLBPs). We have set two targets that have to be achieved by 31 December 2030. The first is for us to reduce our methane emission levels by approximately 50% compared to the 2020 level. The second target relates to our CO2-equivalent emissions that we can influence, which are to be reduced by 30% by 2030, compared to the 2020 level. From 2031 onwards, the sustainability targets could possibly result in an annual coupon increase of 0.10% to 0.20% or 0.125% to 0.25% (depending on the SLB) if we have not achieved one or more targets by 31 December 2030. Any coupon increases apply to the period from 2030 to either 2034 or 2036 (depending on the SLB).
These potential coupon increases on our SLBs were not recognised in the effective interest at year-end 2023 because, based on the agreed scope, there is currently no reason to assume that the company will not hit the targets.
In 2023, two private loans were repaid in full on the maturity date. This repayment is also included in the consolidated cash flow statement.
The maturity schedule for interest-bearing loans (nominal value) is as follows:
In millions of euros | First half-year | Second half-year | Total |
---|---|---|---|
Repayment in | |||
2024 | - | 175.0 | 175.0 |
2025 | - | 125.0 | 125.0 |
2026 | 650.0 | - | 650.0 |
2027 | - | - | - |
2028 | - | 300.0 | 300.0 |
after 2028 | - | - | 1,840.0 |
Total repayment obligations | 3,090.0 |
Non-current loans, including current repayment obligations are as follows:
In millions of euros | ||||||
---|---|---|---|---|---|---|
Type of loan | Principal | Term | Effective interest rates | Interest review date | Remaining principal 2023 | Remaining principal 2022 |
Private loan | 125.0 | 2008-2023 | 4.80% | Fixed rate until maturity | 125.0 | 125.0 |
Private loan | 125.0 | 2009-2024 | 4.27% | Fixed rate until maturity | 125.0 | 125.0 |
Private loan | 125.0 | 2010-2025 | 3.58% | Fixed rate until maturity | 125.0 | 125.0 |
Private loan | 50.0 | 2014-2024 | 1.33% | Fixed rate until maturity | 50.0 | 50.0 |
Private loan | 90.0 | 2021-2030 | 0.26% | Fixed rate until maturity | 90.0 | 90.0 |
Private loan | 150.0 | 2021-2029 | 0.13% | Fixed rate until maturity | 150.0 | 150.0 |
Private loan | 100.0 | 2021-2023 | Variabel | 22 March, 22 June, 22 September en 22 December every year | 100.0 | 100.0 |
Total private loans | 540.0 | 765.0 | ||||
Bond loan | 650.0 | 2016-2026 | 1.04% | Fixed rate until maturity | 650.0 | 650.0 |
Bond loan | 300.0 | 2018-2028 | 1.48% | Fixed rate until maturity | 300.0 | 300.0 |
Bond loan | 500.0 | 2019-2031 | 0.47% | Fixed rate until maturity | 500.0 | 500.0 |
Bond loan | 300.0 | 2021-2036 | 0.76% | Fixed rate until maturity | 300.0 | 300.0 |
Bond loan | 500.0 | 2022-2034 | 3.38% | Fixed rate until maturity | 500.0 | 500.0 |
Bond loan | 300.0 | 2023-2033 | 3.92% | Fixed rate until maturity | 300.0 | - |
Total bond loans | 2,550.0 | 2,250.0 | ||||
Total nominal amount interest bearing loans | 3,090.0 | 3,015.0 |
The weighted average effective interest rate on the non-current loans at year-end 2023 was 1.8% (year-end 2022: 1.6%).
We have not provided any securities to credit providers with regard to the interest-bearing loans. Neither were there any significant financial covenants or ratios with which we had to comply.
Our loans with the European Investment Bank (EIB) with a remaining value of € 540 million at year-end 2023 are subject to a number of change-of-control conditions regarding the Dutch State holding shares in N.V. Nederlandse Gasunie and regarding N.V. Nederlandse Gasunie holding shares in GTS B.V. We deem it unlikely that these change-of-control events will take place within the foreseeable future.
See note 28 ‘Financial instruments’ for more information on the financial risks associated with the interest-bearing loans and how the company manages the financial risk with the aim of limiting these risks.
19. Other non-current liabilities
As at year-end 2023, the other non-current liabilities related to a long-term corporate income tax compensation obligation vis-à-vis Vopak arising from the sale of 50% of the shares in EemsEnergyTerminal, as explained in note 2 ‘Business combinations and disposals of group companies’. The liability has a term ending in 2027. The current part of this liability is recognised under trade and other payables.
20. Lease liabilities
We have entered into lease contracts covering such matters as land and buildings, regional transmission pipelines, and company vehicles. These right-of-use assets are for the company’s own use; there are no sub-leases involved. For more information about the related right-of-use assets see note 5 ‘Tangible fixed assets’.
Movements in lease liabilities were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 481.1 | 104.7 |
Acquisition GUFU BBL | 1.8 | - |
New leases | 0.8 | 418.4 |
Expired leases | - | - |
Adjustments of lease variables | 2.2 | 8.2 |
Lease payments | -61.9 | -35.9 |
Accrued interest | 8.0 | 4.7 |
Foreign exchange result | 1.4 | -19.0 |
Disposal of EemsEnergyTerminal | -331.8 | - |
Total | 101.6 | 481.1 |
Included under current liabilities | -8.0 | -70.1 |
Balance as at 31 December | 93.6 | 411.0 |
The increase in lease payments concerned EemsEnergyTerminal. This entity was part of the consolidation scope for approximately four months in the 2022 financial year and around nine months in 2023. Further information on the disposal of a portion of our shares in EemsEnergyTerminal and the acquisition of GUFU BBL is provided in note 2 ‘Business combinations and disposals of group companies’.
In certain cases, lease terms are based on estimates. This is specifically the case for leases payable on leased land. While these third-party assets are generally leased for an indefinite period, we have the option to terminate the lease at short notice. We measured the most likely lease period by looking at the useful life of the asset, such as a pipeline or a plant, for which the land is leased.
The weighted average incremental borrowing rate in 2023 was 2.14% (2022: 2.20%). Lease contracts with a term of less than one year or with a contract value of less than € 5,000 are not included in the balance sheet. Both categories represented less than € 0.1 million per year at year-end 2023 (2022: the same).
Adjustments of lease variables concern interim adjustments of variables in the existing lease contracts that result in a change in the measurement of the contracts, such as expected or agreed lease terms and the size of lease payments.
The remaining term of the lease liabilities is as follows:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
---|---|---|
Maturity < 1 year | 8.0 | 70.1 |
Maturity ≥ 1 year and ≤ 5 years | 23.9 | 265.0 |
Maturity > 5 year | 69.7 | 146.0 |
Total lease liability | 101.6 | 481.1 |
The current part of the lease liabilities is presented separately under current liabilities. For more information on the nominal value of the future lease payments see the ‘price risk’ section of note 28 ‘Financial instruments’.
21. Contract liabilities
Contract liabilities relate to recognition of our revenue from contracts with customers. The payment schedule for certain contracts is not synchronous with the way in which we are required to allocate revenues to the financial years. This happens in the case of contracts in which customers have made a financial contribution to an investment in specific transport capacity. In principle, these contributions are attributed to the contract with the customer and not to the asset to which the contribution relates. We have included a contract liability for such customer contributions, taking account of the financing element in these contracts.
At year-end 2023, our contract liabilities totalled € 91.8 million (year-end 2022: € 70.8 million). The following table shows the movements in these contract liabilities.
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 70.8 | 49.8 |
Recorded as net revenue | -3.7 | -14.5 |
Accrued interest | 2.6 | 1.8 |
Additions | 44.1 | 33.7 |
Disposal of EemsEnergyTerminal | -22.0 | - |
Total | 91.8 | 70.8 |
Included under current liabilities | -4.9 | -10.1 |
Balance as at 31 December | 86.9 | 60.7 |
The increase in contract liabilities related in part to EemsEnergyTerminal. This entity was part of the consolidation scope for approximately four months in the 2022 financial year and around nine months in 2023. Further information on the disposal of a portion of our shares in EemsEnergyTerminal and the acquisition of GUFU BBL is provided in note 2 ‘Business combinations and disposals of group companies’. The increase in contract liabilities is further related to contributions received from third parties for the construction of transmission pipelines connecting onshore and FSRU-based LNG import terminals of third parties to the German gas transmission network.
The remaining term of the contract liabilities is as follows:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
---|---|---|
Maturity < 1 year | 4.9 | 10.1 |
Maturity ≥ 1 year and ≤ 5 years | 16.7 | 30.9 |
Maturity > 5 years | 70.2 | 29.8 |
Total contract liabilities | 91.8 | 70.8 |
We have presented the current part of the contract liabilities separately under current liabilities.
22. Deferred tax liabilities
Deferred tax liabilities arise from temporary differences between the measurement of assets and liabilities for financial reporting purposes and the measurement for tax purposes. In particular, deferred tax liabilities mainly refer to temporary differences in the measurement of tangible fixed assets in Germany. In addition, there are a few other differences that lead to deferred tax liabilities and assets.
The deferred tax liabilities and assets mainly relate to the fiscal unity for German corporate income tax and satisfy the conditions for setting off tax debts. We have therefore presented deferred taxation as a net amount.
The movements in deferred tax liabilities in 2023 were as follows:
In millions of euros | Tangible fixed assets | Financial fixed assets | Provision employee benefits | Provision for abandonment costs and redevelopment | Other deferred tax liabilities | Total |
---|---|---|---|---|---|---|
Balance as at 1 January 2023 | 148.6 | 9.9 | -10.4 | 23.0 | -0.9 | 170.2 |
Acquisition GUFU BBL | 6.5 | - | - | - | - | 6.5 |
Recognition of temporary differences in profit and loss | 5.7 | -0.2 | -0.1 | 0.8 | 29.1 | 35.3 |
Recognition of temporary differences in equity | - | - | -2.4 | - | - | -2.4 |
Balance as at 31 December 2023 | 160.6 | 9.7 | -12.9 | 23.8 | 28.2 | 209.5 |
More details of the acquisition of GUFU BBL are provided in note 2 ‘Business combinations and disposals of group companies’. The amount of deferred tax liabilities to be settled more than one year after the balance sheet date was € 209.5 million at year-end 2023 (year-end 2022: € 170.2 million).
The movements in deferred tax liabilities in 2022 were as follows:
In millions of euros | Tangible fixed assets | Financial fixed assets | Provision employee benefits | Provision for abandonment costs and redevelopment | Other deferred tax liabilities | Total |
---|---|---|---|---|---|---|
Balance as at 1 January 2022 | 174.8 | 11.4 | -20.0 | 21.8 | 5.9 | 193.9 |
Recognition of temporary differences in profit and loss | -26.2 | -1.5 | 0.2 | 1.2 | -6.8 | -33.1 |
Recognition of temporary differences in equity | - | - | 9.4 | - | - | 9.4 |
Balance as at 31 December 2022 | 148.6 | 9.9 | -10.4 | 23.0 | -0.9 | 170.2 |
23. Employee benefits
The liabilities recognised in the balance sheet relating to deferred employee benefits can be broken down as follows:
In millions of euros | 31 dec. 2023 | 31 dec. 2022 |
---|---|---|
Pension obligations Gasunie Deutschland | 87.1 | 77.2 |
Long-service awards | 9.5 | 8.7 |
Post-employment fringe benefits for non-active and retired employees | 0.2 | 0.3 |
Total employee benefits | 96.8 | 86.2 |
Provisions for pension obligations, Gasunie Deutschland
The pension plan for employees of Gasunie Deutschland who joined the company before 2012 is a defined benefit pension plan, based on a final salary pension system. The entitlements of these employees have not been funded. We treat this pension plan as a defined benefit pension plan.
For the most part, this is a non-current provision. The increase in the pension obligation in 2023 can be mainly explained by the decrease in the discount rate at year-end 2023.
The pension obligation as at the end of the financial year is set out in the historical summary below:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 | 31 Dec. 2021 | 31 Dec. 2020 | 31 Dec. 2019 |
---|---|---|---|---|---|
Present value of pension entitlements | 87.1 | 77.2 | 107.5 | 116.8 | 108.5 |
Pension obligation | 87.1 | 77.2 | 107.5 | 116.8 | 108.5 |
Experience adjustments | 0.8 | 1.1 | -1.0 | -2.2 | 0.1 |
The weighted average duration of the pension obligations was approximately 17 years at year-end 2023 (year-end 2022: approx. 17 years). The assumptions underlying the calculation of the pension obligations are as follows:
31 Dec. 2023 | 31 Dec. 2022 | |
---|---|---|
Discount rate | 3.2% | 3.7% |
Expected future salary increases | 3.2% | 3.2% |
Expected future pension increases | 2.2% | 2.2% |
Movements in the present value of pension obligations were as follows:
In millons of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 77.2 | 107.5 |
Increase in pension entitlements | 1.4 | 2.2 |
Interest on obligation | 2.8 | 1.3 |
Actuarial result and adjustments in actuarial tables | 7.9 | -31.7 |
Pension benefits paid | -2.2 | -2.1 |
Balance as at 31 December | 87.1 | 77.2 |
The actuarial results are as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Changes in actuarial financial assumptions | 7.1 | -32.8 |
Experience adjustments | 0.8 | 1.1 |
Total actuarial result on pension entitlements | 7.9 | -31.7 |
The actuarial results for 2023 were affected mainly by a decrease in the discount rate.
Actuarial results taken directly to other comprehensive income totalled € 7.9 million in 2023 (2022: € 31.7 million). At year-end 2023, the accumulated actuarial result, net of deferred taxation, was € 12.5 million negative (year-end 2022: € 4.6 million negative). The actuarial results are accounted for in other comprehensive income.
The sensitivity of the calculation of the provision for pension obligations is as follows:
- If the discount rate changes by 0.1% point in otherwise unchanged circumstances, this is expected to lead to a change in the present value of pension entitlements and a change in other comprehensive income of € 1.5 million (year-end 2022: € 1.2 million).
- If the expected future salary increase changes by 0.1% point in otherwise unchanged circumstances, this is expected to lead to a change in the present value of pension entitlements and a change in other comprehensive income of € 0.3 million (year-end 2022: € 0.2 million).
- If the expected future pension increase changes by 0.1% point in otherwise unchanged circumstances, this is expected to lead to a change in the present value of pension entitlements and a change in other comprehensive income of € 1.1 million (year-end 2022: € 0.9 million).
The total pension expenses for the defined benefit pension plan as presented in the statement of profit and loss comprise:
In millions of euros | 2023 | 2022 |
---|---|---|
Increase in pension entitlements | 1.4 | 2.2 |
Interest on obligation | 2.8 | 1.3 |
Total pension expenses | 4.2 | 3.5 |
Provision for long-service awards
This provision relates to long-service awards we pay our employees on certain long-service occasions. The movements in this provision were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 8.7 | 10.3 |
Provisions made during the year | 2.0 | - |
Provisions used during the year | -1.2 | -1.5 |
Provisions reversed during the year | - | -0.1 |
Balance as at 31 December | 9.5 | 8.7 |
The increase in the provision is mainly the result of the increased number of employees and a lower notional rate of interest. For the most part, this is a non-current provision.
Provision for costs of post-employment fringe benefits for non-active and retired employees
This provision relates to certain allowances we pay our non-active and retired employees. The movements in this provision were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 0.3 | 0.4 |
Provisions made during the year | - | - |
Provisions used during the year | -0.1 | -0.1 |
Provisions reversed during the year | - | - |
Balance as at 31 December | 0.2 | 0.3 |
For the most part, this is a non-current provision.
24. Other provisions
The other provisions are as follows:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
---|---|---|
Provision for abandonment costs and redevelopment | 78.7 | 70.9 |
Provision for demobilisation and other obligations relating to site clearing and new construction | - | 26.1 |
Total other provisions | 78.7 | 97.0 |
Provision for abandonment costs and redevelopment
The provision for abandonment costs and redevelopment (asset rehabilitation, replacement or removal) was formed in 2010 following our decisions to decommission or remove specific GTS assets. Legislation, regulations and permits, including those governing the environment and spatial planning, require pipelines to be removed in certain cases. This provision relates to the removal or rehabilitation of pipelines that have already been decommissioned. The redevelopment programme also includes pipelines that have already been disconnected and former third-party pipelines that we have since acquired. The removal/rehabilitation activities are being carried out under two programmes, the 2013-2024 Programme and the 2025-2034 Programme. Accordingly, at year-end 2023, there was still a term of around ten years left to run on the redevelopment programme.
We update the redevelopment programme annually, including with regard to expected future prices, the estimate of the assets to be removed, and the nature and extent of the work to be carried out in connection with the removal (or rehabilitation) of the pipelines.
At year-end 2023, we considered it unlikely that all transmission pipelines and appurtenances would have to be removed. In our assessment, we have taken into consideration that natural gas transmission will continue to be important over the coming years. Moreover, we see sufficient opportunities for various alternative uses, including for the transmission of alternative energy carriers, such as hydrogen. We expect to be gradually repurposing the existing natural gas transmission network for the transmission of alternative energy carriers in the near and further future. Aside from that, the revenues from alternative use (in the longer term) less the costs of preservation are anticipated to outweigh the costs of removal, including the societal costs. Based on the above considerations, a provision for abandonment costs for the gas transmission network as a whole in the longer term has not been recognised.
In measuring the provision for abandonment costs and redevelopment, we take into account that our judgements and estimates may be affected by developments in the area of the energy transition and tightened environmental and climate targets. With respect to hydrogen, heat and CO2, the long-term vision is becoming increasingly concrete and is expected to be worked out further over the coming years. On the balance sheet date, we have brought the provision for abandonment costs and redevelopment into line with the most recent developments. The aforementioned developments may also in future years lead to an adjustment to the scope of the provision for redevelopment, such as if certain network components turn out not to be fit for an alternative use that was previously thought feasible. Aside from that, the provision can be adjusted if experience figures prompt a change to the redevelopment method or if the costs of historic redevelopment activities are reason to assume higher or lower costs for future redevelopment activities.
Provision for demobilisation and other obligations relating to site clearing and new construction
As a result of the disposal of a portion of our shares in EemsEnergyTerminal, this provision is no longer included in the consolidated financial statements. We provide further details on this disposal in note 2 ‘Business combinations and disposals of group companies’.
The movements in other provisions were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Balance as at 1 January | 97.0 | 28.8 |
Provisions made during the year in profit and loss | 14.4 | 54.8 |
Provisions capitalised under tangible fixed assets | - | 30.5 |
Provisions used during the year | - | -8.6 |
Accrued interest | 3.2 | 1.3 |
Provisions reversed during the year | -17.6 | -9.9 |
Disposal of EemsEnergyTerminal | -18.3 | - |
Balance as at 31 December | 78.7 | 97.0 |
The ‘disposal of EemsEnergyTerminal’ item concerned the fact that EemsEnergyTerminal is no longer recognised in the consolidation as of 1 October 2023. We provide more information on this transaction in note 2 ‘Business combinations and disposals of group companies.
The current part of the provision for abandonment costs and redevelopment was expected to total € 14.6 million at year-end 2023 (year-end 2022: € 11.5 million). This amount is not shown separately under the current liabilities. In 2023, we applied a discount rate of between 3.5% and 3.6% (2022: between 3.5% and 3.8%).
25. Derivative financial instruments
The fair value of the derivative financial instruments was as follows:
Assets | ||
---|---|---|
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
Maturity < 1 year | ||
Forward currency contracts measured at fair falue | 0.8 | - |
Gas price swaps measured at fair value | - | - |
Total | 0.8 | - |
Maturity ≥ 1 year and ≤ 5 years | ||
Forward currency contracts measured at fair falue | 6.1 | - |
Gas price swaps measured at fair value | - | - |
Total | 6.1 | - |
Total derivative financial instruments | 6.9 | - |
Liabilities | ||
---|---|---|
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
Maturity < 1 year | ||
Forward currency contracts measured at fair falue | 0.8 | - |
Gas price swaps measured at fair value | 2.6 | 1.8 |
Total | 3.4 | 1.8 |
Maturity ≥ 1 year and ≤ 5 years | ||
Forward currency contracts measured at fair falue | 6.1 | 0.5 |
Gas price swaps measured at fair value | 16.6 | 13.6 |
Total | 22.7 | 14.1 |
Total derivative financial instruments | 26.1 | 15.9 |
The forward exchange contracts were concluded in 2022 by N.V. Nederlandse Gasunie for the hedging, at group level, of the currency risk on the use of two FSRUs by our joint venture (at the time a wholly-owned group company) EemsEnergyTerminal. We are required to pay the costs of the charter of these FSRUs in US dollars. We fully consolidated EemsEnergyTerminal up to 1 October 2023, from which date we subsequently recognise EemsEnergyTerminal as a joint venture, as explained in note 2 ‘Business combinations and disposals of group companies’. As part of the share deal, N.V. Nederlandse Gasunie concluded an agreement with EemsEnergyTerminal under which changes in value of the forward exchange contracts that N.V. Nederlandse Gasunie has with its external counterparties are fully settled with EemsEnergyTerminal. This agreement itself also qualifies as a financial instrument under IFRS 9. Given that the conditions for netting have not been met, we present both balance sheet positions regarding the forward exchange contracts separately. Further, given that the two positions change in unison in opposite directions, there is on balance no effect on N.V. Nederlandse Gasunie’s result and the derivative and the hedged items are effectively recognised via EemsEnergyTerminal.
We provide further details on the gas price swaps in note 28 ‘Financial instruments'.
The derivative financial instruments are measured at fair value. Although we hold these derivative financial instruments for the purpose of risk hedging, as explained in note 28 ‘Financial instruments’, for practical reasons, and given the relatively short term of the derivative financial instruments, we have not used the option of cash flow hedge accounting or fair value hedge accounting. This means that changes in the value of these derivative financial instruments are recognised directly in profit and loss.
Further details of the derivative financial instruments are provided in notes 28 ‘Financial instruments’, 35 ‘Financial income’ and 36 ‘Financial expenses’.
26. Current financing liabilities
Current financing liabilities were as follows:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
---|---|---|
Repayment obligation non-current loans | 175.0 | 225.0 |
Short-term loans | - | - |
Total current financing liabilities | 175.0 | 225.0 |
For more information about non-current interest-bearing loans see note 18 ‘Interest-bearing loans’.
At year-end 2023, we had not taken out any current interest-bearing loans (year-end 2022: the same). During the financial year we took out and subsequently redeemded an amount of € 435 million in short-term loans. These amounts are included in the consolidated cash flow statement.
27. Trade and other payables
Trade and other payables can be broken down as follows:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 |
---|---|---|
Trade payables | 143.5 | 75.3 |
Other taxes and social security contributions | 17.0 | 9.9 |
Other liabilities and accruals | 567.8 | 748.0 |
Total trade and other payables | 728.3 | 833.2 |
Other taxes and social security contributions primarily consist of VAT payable, social security contributions and wage tax payable.
The other liabilities and accruals consist mainly of accrued interest on loans, receivable invoices, security deposits received, and debts to joint ventures. Security deposits received are securities our customers have given us to cover the credit risk. We calculate a market interest charge for the security deposits. At year-end 2023, deposits received amounted to € 236.6 million (year-end 2022: € 307.8 million). Debts to joint ventures amounted to € 27.1 million at year-end 2023 (2022: € 26.4 million) and related entirely to the cash pools we manage with respect to several joint ventures.
Trade and other payables, apart from the security deposits received, bear no interest and have a term of less than one year.
28. Financial instruments
General
The main financial risks to which Gasunie is exposed are market risk (consisting of interest rate risk, currency risk, and price risk), credit risk and liquidity risk. We use financial risk management to limit these risks through operational and financial measures. We can use specific hedging instruments for this purpose, depending on the nature and size of the risks.
We may use derivative financial instruments to manage interest rate, currency, and price risks arising from ordinary operational activities. We only use derivative financial instruments to hedge risks and not for trading or any other purpose.
Interest rate risk
The interest rate risk relates to the risk of future outgoing interest cash flows increasing due to changes to the market interest rate for interest-bearing loans with floating interest rates and for deposits taken and commercial paper issued with terms of less than one year. The interest rate risk of these instruments, to the extent they are held by us or by our wholly-owned group companies, was not hedged at year-end 2023 (year-end 2022: the same). We are also exposed to an interest rate risk in the period between the decision to issue or refinance non-current loans with a fixed rate and the uptake of these loans.
On average, between 5% and 10% of our non-current debts (including the current repayment obligation on non-current loans) are current financing arrangements (e.g. ECP or deposit loans). However, this situation may differ from day to day, including on the balance sheet date, and depends on the exact liquidity situation and the need for liquidity. Although we conclude these current loans with a fixed interest rate for the term, we do run an interest rate risk on the periodic refinancing.
At year-end 2023, we had no outstanding non-current loans with a variable rate of interest (year-end 2022: € 100 million).
A 1% point change in the interest rate will alter the interest expenses by approximately € 1.6 to € 3.1 million. We do not hedge the interest rate risk on loans with a variable interest rate given the limited size and term of these loans.
Currency risk
The currency risk consists of the risk that future cash flows will fluctuate over time due to changes in exchange rates. Currency risks arise if contracts or transactions are entered into in a currency that is not the functional currency.
The currency risk is limited in the context of regulated business operations in the Netherlands and Germany because virtually all transactions take place in euros. For a few non-regulated business activities and/or business activities exempted from regulation, the transactions take place in currencies other than the euro as well, mainly in pounds sterling. As a result of no longer consolidating EemsEnergyTerminal, as explained in note 2 ‘Business combinations and disposals of group companies’, the currency risk exposure arising from USD transactions no longer applies directly to Gasunie (year-end 2022: exposure, after hedging, of $ 26.6 million). We hedge currency risks if there is sufficient certainty about the amount and timing of the foreign currency cash flows.
The total value of these liabilities in pounds sterling was £ 4.3 million at year-end 2023 (£ 0.5 million at year-end 2022). The currency risk on the liabilities in pounds sterling is not hedged by forward exchange contracts. Given the limited size of foreign currency positions at the end of the financial year, no sensitivity analysis has been included.
At the end of 2023, no other foreign currency positions of significant size were held nor were other currency risk hedging instruments used, other than as explained in note 25 ‘Derivative financial instruments’.
Price risk
We use gas and electricity for our day-to-day operations, including for gas transmission, balancing actions in the gas transmission network, and internal and external production of nitrogen for quality conversion. For the provision of this gas and electricity, we have entered into gas and power supply contracts with energy providers. These are supply contracts that are common in the market today, with variable energy prices based on current spot market prices at the moment of contracting/supply. These contracts are not subject to a minimum purchase obligation. We are exposed to a price risk if the variable charges for gas and electricity increase and regulations do not allow us to offset these price increases in the future regulated tariffs or pass these on to customers in the non-regulated domain and/or the domain exempted from regulation through our commercial contracts.
As a result of the ruling by the Dutch Trade and Industry Appeals Tribunal, the original agreements concerning post calculation of GTS’ energy costs have been amended. For the 2022-2026 period, GTS may apply post calculation for 75% of the difference between the actual and estimated costs, provided that actual costs do not deviate from estimated costs by more than 20%. In the case of a deviation of more than 20% between the estimated and actual costs, we may fully apply post calculation to the costs above the 20% deviation. As a result, GTS’ price risk is limited.
GTS applies a procurement strategy aimed at achieving a market-competitive price. The basic principle of our policy is that we do not trade in energy supply contracts and do not take speculative positions. We have committed to purchasing the contracted volumes ourselves and using them for our day-to-day operations.
The energy supply contracts come with the contractual option to partly fix prices for a certain future supply period. We do this, for example, through forward supply contracts, in which we take into account the anticipated energy requirements for specific periods, in order to meet the own-use exemption under IFRS 9.2.4. The level of price risk hedging is influenced in part by the predictability of the volume and timing of the energy usage. GTS aims to cover at least 65% of the forecast energy usage. For required energy that has not been contracted under forward supply contracts, we procure this on the spot market as and when the need for energy arises.
Gasunie Deutschland fixes the prices only to a very limited extent or not at all under its current procurement contracts and within the current regulatory framework. In Germany, too, we are allowed to charge on higher energy costs in future tariffs. For other important group companies, such as EnergyStock and BBL Company, because their energy usage and timing is harder to predict in practice and because the price risk is predominantly borne by customers of these group companies, there is limited or no price fixing. For required energy that has not been contracted under forward supply contracts, we procure this on the spot market as and when the need for energy arises.
At year-end 2023, the nominal value of the forward supply contracts for the company’s energy usage totalled approximately € 73.5 million (year-end 2022: € 205.2 million). The forward supply of energy under these contracts consists entirely of electricity and gas to be supplied in the 2024 financial year. Under IFRS 9.2.4, liabilities from forward supply contracts are not recognised in the balance sheet.
With regard to the gas inventories held for GTS to fulfil its obligation to provide peak capacity, given the underlying regulated settlement system we do not run a price risk.
Lastly, Gasunie has entered into investment obligations in a joint venture, the amount of which may vary depending on gas price developments. To limit the cash flow risk on these expected capital expenditures, we use gas price swaps, this way effectively fixing the future variable investment obligation – in terms of our share in this investment obligation – over the term of the investment obligation (until 31 December 2027). At year-end 2023, the volume of the variable investment obligation was 408,887 MWh (year-end 2022: 268,825 MWh). The increase in the hedged volume is related to the expected increase in the investment obligation now that we have made the final investment decision for this project. The price risk on the variable investment obligation was fully hedged at year-end 2023 (year-end 2022: the same). The value of the gas price swap was € 19.2 million negative at year-end 2023 (2022: € 15.3 negative).
At the end of 2023, we determined the sensitivity of the gas price swaps to reasonable changes in forward gas prices. The impacts of such changes on the result before taxation and on equity, based on the exposure at the end of the financial year, were as follows:
In millions of euros | Position in euros | Increase / decrease price | Effect on result for taxation | Effect op equity |
---|---|---|---|---|
2023 | ||||
Movements gas price forwards | -19.2 | +/- 30% | +/- 3,6 | +/- 2,7 |
2022 | ||||
Movements gas price forwards | -15.3 | +/- 30% | +/- 4,7 | +/- 3,5 |
Credit risk
Credit risk relates to the loss that would arise if financial or operational counterparties entirely or partially default and fail to meet their contractual obligations. At the balance sheet date, we were not exposed to any material credit risk relating to capacity sales with regard to any individual customer or counterparty (year-end 2022: the same), other than as explained in note 13 ‘Trade and other receivables’. To limit the credit risk on trade and other receivables, if appropriate, we ask for guarantees from our customers and other parties with whom transactions take place.
At year-end 2023, we had received the following guarantees from third parties:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 | ||
---|---|---|---|---|
Number | Balance | Number | Balance | |
Security Deposits | 166 | 236.6 | 211 | 307.8 |
Bank Guarantees | 67 | 193.9 | 65 | 166.6 |
Parent Company Guarantees | 40 | 610.8 | 37 | 582.3 |
Surety Agreements | 9 | 45.7 | 8 | 39.3 |
Total guarantees received | 282 | 1,087.0 | 321 | 1,096.0 |
Securities received are primarily guarantees issued as part of gas transmission and storage arrangements, as well as guarantees provided by contractors and suppliers involved in major investment projects. The security deposits are held in cash and are interest-bearing. We calculate a market interest charge for the security deposits. The balance of security deposits received was lower than in 2022 due to energy markets stabilising somewhat.
The individual terms of the guarantees received are generally short (one to three years), with the terms of a few guarantees exceeding five years. The guarantees are not freely assignable.
In making use of financial instruments (such as derivative financial instruments) we apply strict limits for each individual counterparty in keeping with our treasury policy to mitigate the related credit risk. This limits the level of risk we are exposed to from our counterparties. We have drawn up criteria for selecting counterparties in financial transactions. These criteria limit the risk associated with possible credit concentrations and market risks. No collateral has been received/provided with regard to the derivative financial instruments held at year-end 2023 (year-end 2022: the same).
Liquidity risk
The liquidity risk is the risk that we have insufficient cash to meet our immediately payable current liabilities. We quantify our liquidity risk by using a long-range forecast of capital expenses and investments and a liquidity forecast with a horizon of at least one year for operational expenses.
Among other things, our financial policy is to reduce our liquidity risk at as low a cost as possible. The options for reducing this risk depend in part on our solvency. We are a solvent company and can therefore attract credit facilities relatively easily. According to Standard & Poor’s, Gasunie’s long-term creditworthiness is AA- with a stable outlook; the short-term rating is A-1+. According to Moody’s Investors Service, the long-term credit rating is A1 with a stable outlook, and the short-term rating is P-1.
At year-end 2023, to hedge our liquidity risk we had an uncommitted current account facility of € 45 million (year-end 2022: € 45 million), a committed credit facility of € 600 million (year-end 2022: € 600 million), a Euro Commercial Paper (ECP) programme of € 750 million (year-end 2022: € 750 million) and a European Medium Term Note (EMTN) programme of € 7.5 billion (year-end 2022: € 7.5 billion). The committed credit facility runs until April 2027.
No funds were drawn on the committed credit facility over the past year. As part of our normal operational activities, we have occasionally raised short-term loans on the money market in the form of deposit loans and debt securities under the ECP. Under the EMTN programme, € 2,550 million had been issued in loans as at year-end 2023 (year-end 2022: € 2,250 million). The EMTN programme was approved on 30 October 2023 and applies for one year from the date of approval.
Summary of future cash flows
The maturity profile of future cash flows relating to non-current and current financial liabilities outstanding as at the balance sheet date was as follows:
In millions of euros | Total | Due immediately | < 1 year | 1-5 years | > 5 years |
---|---|---|---|---|---|
2023 | |||||
Non-current liabilities | |||||
- interest-bearing loans | 2,915.0 | - | - | 1,075.0 | 1,840.0 |
- other non-current liabilites | 10.2 | - | - | 10.2 | - |
- lease liabilities | 112.8 | - | - | 26.6 | 86.2 |
- derivative financial instruments | 22.7 | - | - | 22.7 | - |
Current liabilities | |||||
- current financing liabilities | 175.0 | - | 175.0 | - | - |
- lease liabilities | 8.7 | - | 8.7 | - | - |
- trade payables | 143.5 | 114.9 | 28.6 | - | - |
- tax liabilities | 17.0 | - | 17.0 | - | - |
- other liabilities and accruals | 567.8 | - | 526.1 | 32.5 | 9.2 |
- derivative financial instruments | 3.4 | - | 3.4 | - | - |
Interest payable on liabilities | 375.9 | - | 51.1 | 158.6 | 166.2 |
Total for the 2023 financial year | 4,352.0 | 114.9 | 809.9 | 1,325.6 | 2,101.6 |
The maturity profile of future cash flows relating to non-current and current financial liabilities outstanding in 2022 was as follows:
In millions of euros | Total | Due immediately | < 1 year | 1-5 years | > 5 years |
---|---|---|---|---|---|
2022 | |||||
Non-current liabilities | |||||
- interest-bearing loans | 2,790.0 | - | - | 950.0 | 1,840.0 |
- lease liabilities | 474.6 | - | - | 289.5 | 185.1 |
- derivative financial instruments | 14.1 | - | - | 14.1 | - |
Current liabilities | |||||
- current financing liabilities | 225.0 | - | 225.0 | - | - |
- lease liabilities | 78.7 | - | 78.7 | - | - |
- trade payables | 75.3 | 64.6 | 10.7 | - | - |
- tax liabilities | 9.9 | - | 9.9 | - | - |
- other liabilities and accruals | 748.0 | 17.8 | 730.2 | - | - |
- derivative financial instruments | 1.8 | - | 1.8 | - | - |
Interest payable on liabilities | 312.0 | - | 45.5 | 128.2 | 138.3 |
Total for the 2022 financial year | 4,729.4 | 82.4 | 1,101.8 | 1,381.8 | 2,163.4 |
Virtually all the lease contracts included in the balance sheet are subject to an annual inflation adjustment based on underlying price indexes. The stated cash flows relating to the leases do not take future increases into account. At year-end 2023, there were no leases with a start date in the future, nor were there any residual value guarantees or material extension or termination options (year-end 2022: the same).
Fair value
Various financial instruments measured at fair value or for which the fair value can deviate from the carrying amount on the basis of amortised cost are included in these financial statements. This concerns:
- Other equity interests
- Derivative financial instruments
- Interest-bearing loans
- Other primary financial instruments
The way in which fair value is determined is described under ’Determining fair value’ in the accounting policies for the measurement of assets and liabilities and the determination of the results. In 2023 no transfers took place between the various fair value measurement levels (2022: the same).
Other equity interests
At year-end 2023, the value of other equity interests measured at fair value in the balance sheet was € 7 million (year-end 2022: € 7 million). This is a level 3 fair value measurement (year-end 2022: level 3). For more information see note 10 ‘Other equity interests’.
Derivative financial instruments
The derivative financial instruments are forward exchange contracts and a gas price swap. The fair value of the forward exchange contracts is determined based on the present value of projected future cash flows. For this purpose, we made use of forward exchange rates with a comparable term and a zero-coupon discount rate that matches the currency and the term of the transactions, taking into account Gasunie’s credit risk and that of the relevant counterparties. This is a level 2 fair value measurement. At year-end 2023, the fair value of the forward exchange contracts totalled € zero (year-end 2022: € 0.5 million negative). We explain this further in note 25 ‘Derivative financial instruments’.
The fair value of the gas price swap is determined based on the present value of quoted commodity prices for gas price swaps. For this purpose, we made use of the closing prices for gas forward products with a comparable term and a zero-coupon discount rate that matches the currency and the term of the transactions, taking into account Gasunie’s credit risk and that of the relevant counterparties. This is a level 2 fair value measurement. At year-end 2023, the fair value of the gas price swap was € 19.3 million negative (year-end 2022: € 15.4 million negative).
Interest-bearing loans
The interest-bearing loans are bond loans with a listing on the Amsterdam stock exchange, and private loans.
The fair value of listed bonds is the same as the year-end exit price. This is a level 1 fair value measurement (year-end 2022: level 1). The fair value of the private loans has been determined by calculating the present value of the expected future cash flows at a discount rate equal to the applicable risk-free market interest for the remaining term, plus credit and liquidity surcharges. We also take the company’s risk profile and those of the counterparties into account. This is a level 2 fair value measurement (year-end 2022: level 2).
The carrying amount and the fair value of the interest-bearing loans as at year-end 2023 were:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 | ||||
---|---|---|---|---|---|---|
Carrying amount | Fair value | Difference | Carrying amount | Fair value | Difference | |
Bond loans | 2,535.5 | 2,364.5 | -170.9 | 2,235.5 | 1,899.1 | -336.4 |
Private loans | 540.0 | 511.5 | -28.5 | 765.0 | 723.8 | -41.2 |
Other primary financial instruments
Other primary financial instruments comprise trade and other receivables, cash and cash equivalents, current financing liabilities (excluding current repayment obligations on non-current loans), trade and other payables.
Given the short term of these instruments, their carrying amount approximates their fair value.
29. Off-balance sheet obligations
Investment obligations
We entered into conditional investment obligations of € 260 million at year-end 2023 (year-end 2022: € 279.8 million). These obligations in the Netherlands mainly related to CCS projects, the WarmtelinQ heat network, and the hydrogen transmission network. In Germany, the obligations mainly concerned the construction of transmission pipelines connecting onshore and FSRU-based LNG import terminals of third parties to the German gas transmission network. Regular replacement investments in the Netherlands and Germany are also included in the investment amount.
Guarantees issued
We have issued, either directly or indirectly, the following guarantees to third parties:
In millions of euros | 31 Dec. 2023 | 31 Dec. 2022 | ||
---|---|---|---|---|
Number | Value | Number | Value | |
Bank Guarantees | 4 | 0.4 | 4 | 0.4 |
Parent Company Guarantees | 17 | 701.6 | 12 | 293.7 |
Other | 2 | 76.0 | 1 | 0.8 |
Total guarantees issued | 23 | 778.0 | 17 | 294.9 |
The securities provided include securities and guarantees provided to our customers, suppliers and other stakeholders (or those of our joint ventures). The increase in the ‘Parent company guarantees’ is mainly attributable to the disposal of a portion of our shares in EemsEnergyTerminal, as explained in note 2 ‘Business combinations and disposals of group companies’. This concerns guarantees for the charter of two floating storage and regasification units (FSRUs). We note here that we received € 186.1 million in counter-guarantees from the other shareholder in EemsEnergyTerminal at year-end 2023 (year-end 2022: € zero). Given that the legal conditions for netting have not been met, we have not deducted the counter-guarantees from the guarantees we have provided.
The increase in the ‘Other guarantees’ item related to a guarantee provided to our joint venture German LNG Terminal. The guarantees are not freely assignable. The term of the securities provided generally varies between 1 and 10 years; a limited number of securities do not have an agreed end date.
Non-current obligations
Non-current obligations were as follows:
In millions of euros | Contract value | |
---|---|---|
Term | 31 Dec. 2023 | 31 Dec. 2022 |
0 – 1 year | 88.9 | 88.5 |
1 – 5 years | 219.9 | 187.0 |
> 5 years | 90.2 | 97.4 |
Total non-current obligations | 399.0 | 372.9 |
The non-current obligations mainly related to the procurement of nitrogen production capacity, reserved transmission capacity over transmission pipelines not owned by us and the associated management services, and IT and other services. The non-current obligations do not include amounts relating to the future supply of energy under forward supply contracts we have concluded. For further details of these contracts see the ‘price risk’ section of note 28 ‘Financial instruments’.
Liabilities arising from physical imbalances
Although we strive to minimise operational imbalances, steering differences do arise in practice, meaning that the actual physical gas flow may differ to some extent from the volumes nominated (and confirmed) by our customers. Due in part to practical feasibility, these differences are not financially settled on a daily basis but are included in a cumulative steering differences account (an Operational Balancing Account, or OBA).
GTS and BBL Company have agreed with adjacent networks, storage facilities and production locations to the establishment and operation of OBAs. For Gasunie Deutschland, imbalances are managed by Trading Hub Europe and not by Gasunie Deutschland itself.
The operational imbalance is closely and continuously monitored and continuously settled in kind with the relevant counterparty/counterparties through the physical intake or supply of natural gas. OBAs are only used for operational, not commercial, purposes.
We base the use of the OBA on the going concern assumption and a continuous settlement in kind. The imbalances will only be settled financially if a party to the agreement ceases to exist and settlement in gas is therefore no longer possible. The OBAs are perpetual in nature. Given the considerations stated above, the balance of gas to be received or to be supplied can be regarded as ‘perpetual’ and has no value on the balance sheet date. For this reason, the imbalances are included in the off-balance sheet receivables and liabilities.
At year-end 2023, the cumulative operational imbalance volume was 41 GWh negative (2022: 252 GWh positive), with a balancing claim against adjacent networks, storage facilities and/or production sites. Based on the TTF spot price on the balance sheet date, the value of this imbalance was approx. € 1.3 million negative (2022: approx. € 19.2 million negative).
In addition to imbalances based on the OBAs, imbalances with customers can also occur based on the ‘System Balance Signal’ (SBS), the sum of the Portfolio Imbalance Signals of all shippers active in our transport network. Here, too, we apply a going concern assumption and a continuous settlement in kind. The imbalances will only be settled financially if the shipper’s licence is withdrawn and settlement in gas is, consequently, no longer possible. At year-end 2023, the shippers had a negative cumulative imbalance volume of 3 GWh (2022: 17 GWh negative). Based on the TTF spot price on the balance sheet date, the value of this imbalance was approx. € 0.1 million (2022: approx. € 1.3 million).
Claims and disputes
Various claims relating to construction and contracting agreements have been filed against N.V. Nederlandse Gasunie and/or our group companies, which we have disputed. At year-end 2023, these claims totalled approximately € 30-40 million. Although we cannot predict the outcome of these disputes with certainty, we expect – partly based on legal advice obtained – that they will not have a significant adverse effect on the consolidated financial position; accordingly, we have not included a provision in the balance sheet for these claims and disputes. Should these claims be found to be valid, which we consider unlikely, we can capitalise the resulting expenses as part of the cost of the asset and these expenses will then form part of the value of the regulated asset.
We also face a claim for termination of certain existing transmission contracts, a claim that, in our view, is without merit. If the claim is nonetheless deemed to be legitimate, in whole or in part, we do not expect this to have any direct financial impact due to the legally stipulated revenue regulation system.
Lastly, we have brought various claims against other parties as well, for example regarding breach of contract. We cannot predict the outcome of these claims with certainty either. We have not recognised a receivable on the balance sheet for the outcome of these claims and disputes.
Joint and several liability of the fiscal unity
N.V. Nederlandse Gasunie and its Dutch wholly-owned group companies form a fiscal unity for the collection of corporate income tax and VAT. Pursuant to the Dutch Collection of State Taxes Act, the company is jointly and severally liable for the corporate income tax and VAT liabilities of all the companies in the fiscal unity. There is a similar liability regime in Germany for the German fiscal unity.
Joint and several liability of private companies
We have a number of indirect joint arrangements in the form of private companies (without legal personality). In addition, we are an indirect managing partner in a number of limited partnerships. The group company above the relevant company without legal personality and its managing partners are jointly and severally liable for the obligations these private companies enter into.
Declarations of consent and joint and several liability
N.V. Nederlandse Gasunie has drawn up and filed a declaration of consent and a declaration of joint and several liability, as set out in Section 2:403 of the Dutch Civil Code, for Gasunie Assets B.V.
30. Net revenue
Net revenue decreased by 12.7% compared to the previous financial year (2022: increase of 62%). A further explanation of this decline in revenue is provided below.
Information about operating activities
We categorise our revenue according to the way in which economic factors influence the nature, amount, timing and uncertainty of the cash flows. A distinction can be made between two categories in the case of Gasunie. The first revenue stream is revenue from regulated transmission and related services, as generated by the Gasunie Transport Services and Gasunie Deutschland business units. The Dutch and German regulatory authorities set the permitted revenue for this revenue stream for the long term.
The second revenue stream is generated through non-regulated services and/or those exempt from regulation. The income for these services is determined by the market on the basis of supply and demand and it is generally subject to greater volatility in revenue compared to the regulated services. Revenue from the non-regulated services and/or those exempt from regulation is almost completely generated by the Participations business unit.
Revenue for each operating activity was as follows:
In millions of euros | Revenue | |
---|---|---|
2023 | 2022 | |
Regulated services | 1,574.6 | 1,880.4 |
Non-regulated and/or exempt services | 380.4 | 359.2 |
Total revenue | 1,955.0 | 2,239.6 |
The regulated revenue somewhat normalised in 2023 compared to the exceptional year 2022. Revenue from capacity bookings and auctions was substantially lower. This decline was tempered in part due to the regulated tariffs in the Netherlands and Germany being higher than in 2022.
Information on products and services
Revenue can be divided into revenue from gas transmission and transport and related services and from other activities. Gas transmission and transport and associated services covers revenue from regulated gas transmission and from non-regulated or exempt gas transmission and transport. Other activities include revenue from gas storage, LNG import and regasification, and other services to third parties.
The breakdown is as follows:
In millions of euros | Revenue | |
---|---|---|
2023 | 2022 | |
Gas transport and related services | 1,629.7 | 2,076.3 |
Other services | 325.3 | 163.3 |
Total revenue | 1,955.0 | 2,239.6 |
Revenue from other activities increased mainly because of revenue from EemsEnergyTerminal forming part of the consolidated revenue for nine months in 2023, compared to approximately four operational months in 2022.
Geographical information
Revenue per geographical area is determined on the basis of the area where the activities take place (in or outside the Netherlands). The geographical distribution of the revenue was as follows:
In millions of euros | Revenue | |
---|---|---|
2023 | 2022 | |
The Netherlands | 1,459.8 | 1,703.3 |
Outside the Netherlands | 495.2 | 536.3 |
Total revenue | 1,955.0 | 2,239.6 |
31. Other revenue
The other revenue was as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Operating grants | 24.0 | 16.1 |
Result acquisition GUFU BBL | 15.2 | - |
Result disposal of EemsEnergyTerminal | 29.5 | - |
Result on remeasurement retained interest EemsEnergyTerminal | 29.5 | - |
Other | 7.8 | 1.9 |
Total other revenues | 106.0 | 18.0 |
The operating grants in 2023 mainly concerned grants received for the WarmtelinQ project and grants for research into the realisation of a hydrogen transmission network in the Netherlands. The operating grants in 2022 mainly related to a contribution to the WarmtelinQ project in the form of a grant.
More details of the acquisition of GUFU BBL and the disposal of a portion of our shares in EemsEnergyTerminal and the subsequent remeasurement are provided in note 2 'Business combinations and disposals of group companies’.
In 2023, the ‘Other’ item under ‘Other revenue’ mainly related to activities we carry out for third parties that are not part of our normal business operations (such as providing secondments, contributions we charge to third parties as a result of damage or diversions, etc.). This item also includes the result on the disposal of 60% of the shares in German LNG Terminal, which we already presented as held for sale at the end of 2022. For more information on this matter see note 8 ‘Investments in joint ventures’.
32. Personnel expenses
The personnel expenses were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Salary expenses | 211.3 | 167.0 |
Social security expenses | 24.9 | 19.6 |
Pension expenses | 44.8 | 35.3 |
Total personnel expenses | 281.0 | 221.9 |
The increase in personnel expenses related to an increase in staff numbers and to the index-linked pay rises (based on the consumer price index of Statistics Netherlands), as set out in our collective agreement. New employees were hired mainly for our energy transition-related activities.
The cost of the defined contribution plans recognised in profit and loss was € 40.6 million (2022: € 31.8 million). For the cost of the defined benefit pension plan and the part of the costs taken directly to other comprehensive income, see note 23 ‘Employee benefits’.
Remuneration for current and former members of the company’s Executive Board and Supervisory Board
Remuneration for current and former members of the company’s Executive Board in 2023 was as follows:
In euros | Salary | Variable remuneration | Fixed & variable remuneration | Deferred remuneration | Social security expenses | Other benefits | Total |
---|---|---|---|---|---|---|---|
2023 | |||||||
Executive Board | |||||||
Mr J.J. Fennema* | 317,907 | 54,044 | 371,951 | 77,173 | 9,535 | 38,659 | 497,318 |
Ms J. Hermes, (interim) chair** | 343,340 | 54,934 | 398,274 | 83,604 | 11,442 | 1,173 | 494,493 |
Mr U. Vermeulen*** | 152,595 | 24415 | 177,010 | 37,301 | 5,721 | 990 | 221,022 |
Mr B.J. Hoevers | 305,191 | 48831 | 354,022 | 74,601 | 11,442 | 11,207 | 451,272 |
Mr. J.A.F. Coenen**** | 210,000 | 33600 | 243,600 | 51,492 | 8,582 | 990 | 304,664 |
Total for 2023 financial year | 1,329,033 | 215,824 | 1,544,857 | 324,171 | 46,722 | 53,019 | 1,968,769 |
The variable remuneration is based on the meeting of agreed targets during the financial year, as explained under ‘Remuneration policy for the Executive Board’ in the annual report.
The pension plan for members of the Executive Board is the same as that for other Gasunie employees in the Netherlands.
The reimbursements under the ‘Other benefits’ item are payments from the flexible allowance and a one-off payment made in the 2023 financial year under the terms of the collective agreement. In the case of Mr Fennema, any other benefits he had not yet received were paid out at the end of his employment.
Remuneration for current and former members of the company’s Executive Board in 2022 was as follows:
In euros | Salary | Variable remuneration | Fixed & variable remuneration | Deferred remuneration | Social security expenses | Other benefits | Total |
---|---|---|---|---|---|---|---|
2022 | |||||||
Executive Board | |||||||
Mr J.J. Fennema, chair | 340,736 | 54,518 | 395,254 | 83,388 | 10,257 | 26,178 | 515,077 |
Ms J. Hermes | 299,848 | 47,976 | 347,824 | 73,616 | 10,257 | 1,062 | 432,759 |
Mr U. Vermeulen | 272,577 | 43,612 | 316,189 | 67,098 | 10,257 | 28,807 | 422,351 |
Mr B.J. Hoevers | 272,577 | 43,612 | 316,189 | 67,098 | 10,257 | 10,307 | 403,851 |
Total for 2022 financial year | 1,185,738 | 189,718 | 1,375,456 | 291,200 | 41,028 | 66,354 | 1,774,038 |
Remuneration for current and former members of the company’s Supervisory Board in 2023 was as follows:
In euros | SB | AC | RAC | HIA premium | Total |
---|---|---|---|---|---|
2023 | |||||
Supervisory Board | |||||
Mr P.J. Duisenberg* | 29,193 | - | 1,959 | - | 31,152 |
Mr D.J. van den Berg** | 7,139 | - | 653 | 521 | 8,313 |
Mr T.H.J.J. van der Hagen, (interim) chair*** | 20,983 | - | 1,959 | - | 22,942 |
Mr J. Meier | 25,948 | 6,496 | - | 2,167 | 34,611 |
Ms A.L.M. Mutsaers | 25,948 | - | 2,612 | - | 28,560 |
Mr A.S. Visser | 25,948 | 6,496 | - | - | 32,444 |
Ms C. Wielinga | 25,948 | 6,496 | - | - | 32,444 |
Total for 2023 financial year | 161,107 | 19,488 | 7,183 | 2,688 | 190,466 |
Remuneration for current and former members of the company’s Supervisory Board in 2022 was as follows:
In euros | SB | AC | RAC | HIA premium | Total |
---|---|---|---|---|---|
2022 | |||||
Supervisory Board | |||||
Mr P.J. Duisenberg, chair | 34,764 | - | 2,332 | - | 37,096 |
Mr D.J. van den Berg | 25,504 | - | 2,332 | 1,879 | 29,715 |
Ms M.M. Jonk * | 5,794 | - | 583 | - | 6,377 |
Mr J. Meier | 23,176 | 5,800 | - | 1,956 | 30,932 |
Ms A.L.M. Mutsaers | 23,176 | - | 2,332 | - | 25,508 |
Mr W.J.A.H. Schoeber * | 5,794 | 1,450 | - | 489 | 7,733 |
Mr A.S. Visser | 23,176 | 5,800 | - | - | 28,976 |
Ms C. Wielinga | 23,176 | 5,800 | - | - | 28,976 |
Total for 2022 financial year | 164,560 | 18,850 | 7,579 | 4,324 | 195,313 |
Remuneration for current and former members of the Supervisory Board comprises a basic payment and an additional payment for those who participate in the Audit Committee (AC) and/or the Remuneration, Selection and Appointment Committee (RSAC). Remuneration also includes premiums to be paid under the Dutch Health Insurance Act.
33. Depreciation costs of tangible and intangible fixed assets
The depreciation costs were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Depreciation costs tangible fixed assets | 329.4 | 317.3 |
Depreciation costs right-of-use assets | 65.3 | 35.6 |
Depreciation costs intangible fixed assets | 8.3 | 9.5 |
Result form disposals | 1.9 | 3.3 |
Total depreciation costs | 404.9 | 365.7 |
The increase in depreciation costs of the right-of-use assets can mainly be explained by the depreciation of the chartered FSRUs at the port of Eemshaven commissioned in August 2022. These depreciation costs are included in the consolidated financial statements up to 1 October 2023, the date on which Gasunie sold a portion of it shares in EemsEnergyTerminal, which resulted in us reclassifying this as a non-consolidated joint venture from that date on.
The result from disposals is the balance of the net realisable value of the assets sold or transferred minus the carrying amount of these assets when they were delivered.
34. Other costs
The other costs were as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Costs of subcontracted work and other external costs | 292.2 | 213.2 |
Cost of network management | 506.6 | 545.9 |
Other costs | 73.5 | 94.8 |
Total other costs | 872.3 | 853.9 |
The costs of subcontracted work and other external costs increased due to higher prices, more use of external personnel, and our intensified activities in the area of the energy transition. The cost of network operations mainly comprises the procurement of nitrogen production capacity and electricity for the production of nitrogen and the cost of electricity and gas for gas transmission and gas storage operations. The decrease in network management costs compared to 2022 is due mainly to lower energy prices and a decrease in the use of compression capacity. Having the operating activities of EemsEnergyTerminal included in the consolidation for about four months in 2022 and for around nine months in 2023 tempered this decline somewhat.
Other operating expenses comprise mainly insurance costs, other material and personnel expenses, and non-recurring costs, including the addition to the provision for abandonment costs and redevelopment. Other operating expenses will be lower in 2023 than in 2022 because in 2022 there was a relatively high addition to the provision for abandonment costs and redevelopment.
35. Financial income
Financial income can be broken down as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Interest and financial expenses on instruments measured at amortised costs | 12.4 | 3.1 |
Fair value movement for instruments measured at fair value | 3.2 | - |
Foreign exchange results | 2.1 | 21.3 |
Total financial income | 17.7 | 24.4 |
Interest income and similar income mostly comprises interest on deposits and call funds with a term of less than one year and the interest income on security deposits received (security provided by customers), to which a negative interest rate applied during part of 2023.
The income relating to the instruments measured at fair value concerned the movement in the forward exchange contracts measured at fair value. No hedge accounting has been applied to these contracts.
Additional information on derivative financial instruments is provided in note 25 ‘Derivative financial instruments’.
36. Financial expenses
Financial expenses can be broken down as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Interest on loans measured at amortised cost | 52.7 | 50.4 |
Interest on leases | 8.0 | 4.7 |
Interest on contract liabilities | 4.8 | 1.8 |
Foreign exchange results | 1.3 | - |
Accrued interest on provisions | 3.2 | 1.3 |
Other financial expenses on instruments measured at amortised cost | 7.9 | 2.0 |
Fair value movement for instruments measured at fair value | 8.7 | 15.9 |
Total interest and financial expenses | 86.6 | 76.1 |
Capitalised as part of tangible fixed assets | -12.0 | -9.2 |
Total financial expenses | 74.6 | 66.9 |
Of the interest expenses, a total amount of € 12 million was capitalised in 2023 (2022: € 9.2 million). This capitalisation was based on the weighted average interest rate of N.V. Nederlandse Gasunie’s non-current loan portfolio. This interest rate averaged 1.7% in 2023 (2022: the same). The other finance expenses mainly comprise amortised transaction costs and discount on non-current loans, as well as interest we pay on security deposits received from customers.
The expenses relating to the instruments measured at fair value concerned the movement in the gas price swaps measured at fair value. No hedge accounting has been applied to these contracts. We provide additional information on these derivative financial instruments in note 25 ‘Derivative financial instruments’.
37. Income taxes
The tax expense was as follows:
In millions of euros | 2023 | 2022 |
---|---|---|
Corporate income tax for the financial year | 56.1 | 184.5 |
Corporate income tax for the previous financial years | 0.5 | -4.2 |
Movement in deferred taxation | 55.8 | -14.4 |
Total tax expense | 112.4 | 165.9 |
In addition to the above, € 2.4 million in taxes was directly recognised in the total result in 2023 (2022: € 9.4 million negative). This concerned the tax effect of the actuarial adjustments of a German pension plan, which are also taken directly to the total result.
The effective tax rate was as follows:
In percentages | 2023 | 2022 |
---|---|---|
Applicable tax rate in the Netherlands | 25.8% | 25.8% |
Effect of tax rates in other countries | 1.3% | -0.1% |
Prior-year adjustments | -1.1% | -0.6% |
Effect of corporate income tax rate change on deferred taxation | - | 0.1% |
Effect of innovation box and EIA | -2.5% | -0.9% |
Effect participation exemption | -5.4% | -1.3% |
Other differences | 0.8% | -0.1% |
Effective rate | 18.9% | 23.0% |
The other differences concerned various non-taxable results in the Netherlands and Germany.
The tax expenses for 2023 do not include taxes relating to levies resulting from the introduction of the Pillar 2 framework. Further information on the impact of the introduction of this framework is included in the accounting policies under the heading ‘New and amended standards for financial reporting’.
For the 2023 financial year, tax expenses are relatively low, partly as a result of a number of one-off transactions, as explained in note 2 ‘Business combinations and disposals of group companies’. These transactions qualify for application of the participation exemption or a comparable tax scheme. Furthermore, with our increased activities in the area of the energy transition we qualify for a higher ‘EIA ’ tax rebate for energy-saving and energy-greening investments than previously.
38. Workforce
The average number of employees expressed in FTEs was 1,948 in 2023, with 278 of these stationed outside the Netherlands (2022: 1,707 FTEs, with 250 stationed outside the Netherlands).
The staff numbers grew mainly due to Gasunie’s intensified activities in the area of the energy transition.
39. Related parties
Intra-group transactions
Services between Gasunie and its group companies and between group companies are provided at arm’s length. This also applies to transactions with joint ventures, joint operations and associates, and other equity interests. For a full list of related entities see note 62 ‘List of group companies and participating interests’. Note 3 ‘Financial information by operating segment’ provides more information on these intercompany services.
Transactions with members of the Executive Board and Supervisory Board
The members of the Executive Board qualify as a related party, because they can exercise control or significant influence over the company’s financial or operational policy. No other transactions took place with the Executive Board other than the transactions by virtue of their remuneration and possible expense claims. The same applies to members of the Supervisory Board. Note 32 ‘Personnel expenses' to the consolidated financial statements provides more information on the remuneration of the members of the Executive Board and Supervisory Board.
Other transactions with related parties
GTS provides gas transmission and transport services to its customers, including GasTerra B.V. Our sole shareholder, the Dutch State, also owns 50% of GasTerra. This allows the Dutch State, in its capacity as shareholder, to exercise significant influence on the policy of the two companies.
The services provided by GTS to GasTerra are performed in line with the provisions of the Dutch Gas Act. Under this legislation, GTS must not discriminate in its treatment of all market parties and must conduct business as requested. The tariffs charged to GasTerra are determined by the regulatory authority ACM. ACM works independently of GTS, GasTerra and the Dutch State.
40. External auditor’s fees
The following fees charged by Ernst & Young Accountants LLP for auditing the consolidated and company financial statements were charged to the company, its subsidiaries and other companies it consolidates, in accordance with Sections 2:382a(1) and (2) of the Dutch Civil Code.
In millions of euros | Total Ernst & Young | Of which Ernst & Young Accountants LLP | ||
---|---|---|---|---|
2023 | 2022* | 2023 | 2022* | |
Audit of the financial statements | 0.9 | 1.0 | 0.6 | 0.8 |
Other audit engagements | 0.4 | 0.3 | 0.3 | 0.3 |
Tax-related advisory services | - | - | - | - |
Other non-audit services | - | - | - | - |
Total external auditor's fee | 1.3 | 1.3 | 0.9 | 1.1 |
41. Events after the balance sheet date
No significant events occurred after the balance sheet date that have to be recognised or explained in the financial statements.