Asetek A/S

Investor Presentation • Aug 21, 2017

Second Quarter 2017

16 August 2017

This presentation and its enclosures and appendices (jointly referred to as the "Presentation") has been produced by Asetek A/S (the "Company") and has been furnished to a limited audience (the "Recipient[s]")on a confidential basis in connection with a potential securities issue by the Company. The content of this Presentation is not to be construed as legal, business, investment or tax advice, and has not been reviewed by any regulatory authority. Each Recipient should consult with its own legal, business, investment and tax adviser as to legal, business, investment and tax advice. The information cannot stand alone but must be seen in conjunction with the oral presentation and are expressed only as of the date hereof.

The Presentation may include certain statements, estimates and projections with respect to the business of the Company and its anticipated performance, the market and the competitors. However, no representations or warranties, expressed or implied, are made by the Company, its advisors or any of their respective group companies or such person's officers or employees as to the accuracy or completeness of the information contained herein and such statements or estimates, no reliance should be placed on any information, including projections, estimates, targets and opinions contained herein, and no liability whatsoever is accepted by the Company as to any errors, omissions or misstatements contained herein. The information contained herein is subject to change, completion, or amendment without notice and the Company does not assume any obligation to update or correct the information included in this Presentation. Neither the delivery of this presentation nor any further discussions by the Company or any if its advisors with any of the Recipients shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since the date of the Presentation.

This presentation may contain certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates. Forward-looking statements concern future circumstances and results and other statements that are not historical facts, sometimes identified by the words "believes", expects", "predicts", "intends", "projects", "plans", "estimates", "aims", "foresees", "anticipates", "targets", "will", "should", "may", "continue" and similar expressions. Forward-looking statements include statements regarding: objectives, goals, strategies, outlook and growth prospects; future plans, events or performance and potential for future growth; liquidity, capital resources and capital expenditures; profit; margin, return on capital, cost or dividend targets; economic outlook and industry trends; developments of the Company's markets; the impact of regulatory initiatives; and the strength of the Company's competitors. The forward-looking statements contained in this presentation, including assumptions, opinions and views of the Company, are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in the Company's records and other data available from third party sources. Although the Company believes that these assumptions were reasonable when made, the statements provided in this presentation are solely opinions and forecasts which are uncertain and subject to risks, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. A multitude of factors can cause actual results to differ significantly from any anticipated development expressed or implied in this document. No representation is made that any of these forward-looking statements or forecasts will come to pass or that any forecast result will be achieved and you are cautioned not to place any undue reliance on any forward-looking statement. he distribution of this Presentation and the offering, subscription, purchase or sale of securities issued by the Company in certain jurisdictions is restricted by law. Persons into whose possession this Presentation may come are required by the Company to inform themselves about and to comply with all applicable laws and regulations in force in any jurisdiction in or from which it invests or receives or possesses this Presentation and must obtain any consent, approval or permission required under the laws and regulations in force in such jurisdiction, and the Company shall not have any responsibility or liability for these obligations. In particular, neither this presentation nor any copy of it may be taken or transmitted or distributed, directly or indirectly, into Australia, Canada, Hong Kong, Japan, Switzerland, United Kingdom or the United States unless pursuant to available exemptions from registration requirements.

In relation to the United States and U.S. persons, this Presentation is strictly confidential and is being furnished solely in reliance on applicable exemptions from the registration requirements under the U.S. Securities Act of 1933, as amended. The shares of the Company have not and will not be registered under the U.S. Securities Act or any state securities laws, and may not be offered or sold within the United States, or to or for the account or benefit of U.S. persons, unless an exemption from the registration requirements of the U.S. Securities Act is available. Accordingly, any offer or sale of shares in the Company will only be offered or sold (i) within the United States, or to or for the account or benefit of U.S. persons, only to qualified institutional buyers ("QIBs") in private placement transactions not involving a public offering and (ii) outside the United States in offshore transactions in accordance with Regulation S. Any purchaser of shares in the United States, or to or for the account of U.S. persons, will be deemed to have made certain representations and acknowledgements, including without limitation that the purchaser is a QIB. This Presentation and its contents are confidential and its distribution (which term shall include any form of communication) is restricted pursuant to section 21 (restrictions on financial promotion) of the Financial Services and Markets Act 2000 (as amended). In relation to the United Kingdom, this Presentation is only directed at, and may only be distributed to, persons who fall within the meaning of article 19 (investment professionals) and 49 (high net worth companies, unincorporated associations, etc.) of the Financial Services and Markets Act 2000 (financial promotion) Order 2001 (as amended) or who are persons to whom the document may otherwise lawfully be distributed. This Presentation may only be distributed in circumstances which do not result in an offer to the public in the United Kingdom within the meaning of the Public Offers of Securities Regulations 1995 (as amended).

The contents of this Presentation shall not be construed as legal, business or tax advice. Each reader of this Presentation should consult its own legal, business or tax advisor as to legal, business or tax advice. If you are in doubt about the contents of this Presentation, you should consult your stockbroker, bank manager, lawyer, accountant or other professional adviser.

This Presentation is subject to Danish law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of the Danish courts.

Disclaimer

ASETEK in brief

• Listed on Oslo Børs OSE4520 Technology Hardware & Equipment
• Business Provider of liquid cooling solutions for data centers, servers and PCs
• Sales Q2'17 USD 11.1 million / FY'16 USD 51 million
• Operating profit Desktop PC segment Q2'17 USD 2.4 million / FY'16 USD 14.3 million Data center segment Q2'17 USD (2.2) million / FY'16 USD (6.9) million
• Market cap USD ~385 million / NOK ~3.0* billion

* 1 USD = NOK 7.97 (15.AUG.17)

Asetek specializes in liquid cooling solutions data centers, servers and PCs

What we do

Our integrated value chain and global reach

Aalborg (Denmark) R&D and Engineering

> 4.2 million liquid cooling units deployed in the field

Asetek liquid cooling units deployed in the field

Highlights

• Revenues of USD 11.1 million, up 33% vs. Q2'16
• Driven by high-end gaming cooling demand
• Q2 data center revenue fueled by OEM shipments
• Increased end-user adoption through new and repeat orders from data center OEM partners
• New desktop DIY design wins
• Successful patent defense award
• Paid NOK 1 per share dividend in May
• Raised full-year 2017 revenue guidance for desktop segment

Revenue per segment, USD thousands

DA

Two business segments

Positive development despite challenged PC industry

DESKTOP SEGMENT

Do-It-Yourself PC enthusiasts 72% sales*
Gaming and Performance Desktop PCs 27% sales*
Enterprise Workstations 1% sales*

• Desktop segment driven by new, powerful technologies and high profile computer games
• Strong demand within the DIY market
• 2 new design wins (Thermaltake and Fractal Design)
• Increasing need for advanced cooling due to customer desire for a more immersive gaming experience
• Total addressable market expanding
• 2 new products began shipping
• Workstation category marginal part of segment today

Asetek now reaching end-users across all continents

DESKTOP SEGMENT

• The partnership will enable customers to easily utilize any existing Asetek liquid cooler with the new platform right out of the box • AMD's Ryzen Threadripper is a new processor platform targeting the high-end desktop (HEDT) market

Liquid Cooling Retention Kits included in Ryzen Threadripper CPUs

• Asetek technology to be deployed on Thermaltake's new Floe Riing RGB TT Premium edition all-in-one cooler series • Partnership with Thermaltake has progressed over the years and liquid cooling has expanded in their portfolio

Partnering with Thermaltake on new cooler series

Partnering with Fractal Design on new CPU cooler

• Liquid cooling technology to be deployed on Fractal Design's new Celsius Series CPU cooler

• Asetek supplies liquid cooling technology to multiple respected global brands – AMD, Corsair, EVGA, Fractal, NZXT and Thermaltake

Quarterly desktop revenue by market 2015-Q2 2017

Continued data center expansion

11

Taiwan's new supercomputer to use Asetek's technology

• Fujitsu order for RackCDU D2CT (Direct-to-Chip) liquid cooling
• Increasing end-user The technology is to be used at the new HPC installation at the National Center for High Performance Computing in Taiwan

adoption through

existing OEMs Asetek to cool the world's most advanced GPU's

• Selected by Penguin Computing to cool NVIDIA's P100 GPU accelerators, the most advanced GPU produced by NVIDIA
• Penguin to utilize Asetek's RackCDU D2C™ liquid cooling into its Tundra™ Extreme Scale (ES) platform

DATA CENTER SEGMENT

Asetek launch products with global player

• Undisclosed global player is expected to launch the first product at the SC17 tradeshow in November 2017.
• Revenue to begin at that time

New global partner

Global leadership in OEMs & installations

DATA CENTER SEGMENT

Revenue development

• Q2'17 group revenue of \$11.1m driven by DIY and Gaming Performance desktop sales
• Increase of 33% vs Q2'16
• Q2'17 desktop revenue \$10.1m
• Driven by demand in DIY and Gaming Performance desktop markets
• Compares with \$7.6m in Q2'16 and \$11.1m in Q1'17
• Q2'17 data center revenue of \$1.0m
• Driven by shipments to OEMs
• Compares with \$0.8m in Q2'16 and \$0.4m in Q1'17
• Raised full-year desktop revenue expectations and

Group revenue, USD thousands

Gross margin and earnings development

• Group gross margin of 35.0% (38.0%)
• Desktop gross margin at 37.0% (38.3%)
  • Decline due to replacement of products shipped to a customer in Q4/16

• Data center gross margin at 15.0% (35.4%)

  • Decline due primarily to replacement of products at customer site (\$0.2m/20% points) in order to stand behind quality leadership position

• Desktop EBITDA margin of 27.5% (28.6%)

• Data center EBITDA of USD (1.6) million
• Since Q4/16, the expenditure level has been increased in preparation of launch with a global player as announced in February 2017.

14

Income statement

USD (000's)		Q2 2017			Q2 2016
	Group	Desktop	Data center	Group	Desktop	Data center
Revenue	11 147	10 147	1,000	8356	7585	771
Gross Margin	35.0%	37.0%	15.0%	38.0%	38.3%	35.4%
Other operating expenses	2 748	960	1788	2 2 5 9	735	1 5 2 4
EBITDA adjusted	1 1 5 6	2 7 9 4	(1638)	917	2 1 6 8	(1251)
Depreciations	631	296	335	700	232	468
Share based compensation	330	111	219	82	27	55
EBIT	195	2 3 8 7	(2 192)	135	1909	(1774)
EBIT Margin	1.7%	23.5%	N/A	1.6%	25.2%	N/A
HQ, Litigation expenses	448			292
HQ, Settlement received	(651)
HQ, Share based compensation	161			38
HQ, Other	267			282
Headquarters costs	225			612
EBIT, total	( 30)			(477)

• Increased costs related to headcount growth, investments in developing OEM partnerships and intellectual property defense • USD 0.7 million settlement awarded for a patent infringement lawsuit

Cash flow statement

USD (000's)	Q2 2017	Q1 2017	Q4 2016	Q3 2016	Q2 2016
Income (loss) for the period	(625)	151	7 578	2 055	(387)
Depreciation, amortization and impairment	631	388	563	598	702
Finance cost (income) and taxes	10	8	(4 707)	6	9
Share based compensation	491	72	88	115	120
Changes in current assets other than cash	(198)	4 353	(4 182)	(3 142)	(752)
Changes in payables and accrued liabilities	2 576	(5 769)	1 342	3 670	2 088
Net cash provided (used) in operating activities	2 885	( 797)	682	3 302	1 780
Additions to intangible assets and other assets	(674)	(391)	(433)	(398)	(539)
Purchase of property and equipment & other	(637)	(225)	(528)	(169)	(251)
Net cash used in investing activities	(1 311)	(616)	(961)	(567)	(790)
Proceeds from debt issuance, other LT liabilities
Cash flows on credit lines/debt/lease	286	(213)	125	(44)	(37)
Issuance of capital / conv debt / dividend	(2 281)	274	112	-	4
Net cash provided (used) by financing activities	(1 995)	61	237	(44)	(33)
Effect of exchange rate changes on cash	491	(74)	(641)	25	(114)
Net changes in cash and cash equivalents	70	(1 426)	( 683)	2 716	843
Cash and cash equivalents at beginning of period	16 184	17 610	18 293	15 577	14 734
Cash and cash equivalents at end of period	16 254	16 184	17 610	18 293	15 577

17

Balance sheet

Balance sheet composition - USD thousands

• NOK 1.00 per share distribution of 2016 dividend in May
• Limited investments in fixed asset
• Strong cash position
• Low interest bearing debt
• Balance sheet enabling growth and financial flexibility

Desktop strategy and outlook

	Outlook
• Drive differentiation • Increase GPU attach • Recover market share	Expecting revenue growth between 10% and 20%* for the full year 2017 compared with the full year 2016. Thus expecting a couple of strong quarters ahead exceeding even the strong quarters of 2016.

DESKTOP SEGMENT

* Updated full year 2017 revenue guidance published 21.07.17

Data center strategy and outlook

Exploit established leadership within HPC

Goal	Strategy
Increase end-user adoption with existing OEMs Add new OEMs
	segment

Execute on the development agreement with the as yet to be disclosed major player in data center market

Explore potential opportunities to grow beyond the HPC

Outlook

Reaffirming 2017 expectations. Despite a small delay in the release of our new partner we expect a strong second half year.

DATA CENTER SEGMENT

• Revenues of USD 11.1 million, up 33% vs. Q2'16
• Increased end-user adoption through new and repeat order from data center OEM partners
• Zero-tolerance quality policy cost a couple of margin points in Q2
• New desktop DIY design wins
• Successful patent defense award
• Paid NOK 1 per share dividend in May
• Raised full-year 2017 revenue guidance for desktop segment
• Expect a couple of strong quarters ahead

Summary

Largest shareholders as of 15 August 2017

Name	Holding	Percentage	Country Account Type
SUNSTONE TECHNOLOGY	3,186,341	12.5%	DNK ORDINARY
ARBEJDSMARKEDETS TIL	2,015,838	7.9%	DNK ORDINARY
DANSKE BANK A/S	1,596,248	6.3%	DNK NOMINEE
UBS SWITZERLAND AG	1,371,766	5.4%	CHE NOMINEE
HSBC BANK PLC	1,267,579	4.9%	GBR NOMINEE
CLEARSTREAM BANKING	1,003,215	3.9%	LUX NOMINEE
KLP AKSJENORGE	970,406	3.8%	NOR ORDINARY
STATE STREET BANK &	960,000	3.8%	USA NOMINEE
NORDEA BANK AB	912,097	3.6%	DNK NOMINEE
THE BANK OF NEW YORK (1)	768,447	3.0%	DNK NOMINEE
KOMMUNAL	705,871	2.8%	NOR ORDINARY
NORDNET BANK AB	606,890	2.4%	SWE NOMINEE
THE BANK OF NEW YORK	568,464	2.2%	BEL NOMINEE
RBC INVESTOR SERVICE	489,068	1.9%	LUX NOMINEE
VERDIPAPIRFONDET DNB	488,662	1.9%	NOR ORDINARY
J.P. MORGAN CHASE (1)	428,113	1.7%	GBR NOMINEE
CITIBANK, N.A.	426,937	1.7%	KWT NOMINEE
J.P. MORGAN CHASE	358,000	1.4%	DEU NOMINEE
EUROCLEAR BANK S.A./	301,400	1.2%	BEL NOMINEE
SKANDINAVISKA ENSKIL	290,394	1.1%	SWE NOMINEE
Total Top 20	18,715,736	73.4%
Other Shareholders	6,469,761	25.3%
ASETEK Treasury Shares	336,400	1.3%
Total share capital	25,521,897	100.0%

Income statement

Figures in USD (000's)	Q2 2017	Q2 2016	1H 2017	1H 2016	2016
	Unaudited	Unaudited	Unaudited	Unaudited
Revenue	\$ 11 147	\$ 8 356	\$ 22 618	\$ 18 760	\$ 50 921
Cost of sales	7 243	5 180	14 299	11 522	31 171
Gross profit	3 904	3 176	8 319	7 238	19 750
Research and development	1 007	849	1 890	1 556	3 428
Selling, general and administrative	3 578	2 804	6 831	5 539	11 653
Other income	(651)	-	(651)	-	-
Total operating expenses	3 934	3 653	8 070	7 095	15 081
Operating income	(30)	(477)	249	143	4 669
Foreign exchange (loss) gain	(562)	118	(672)	(84)	330
Finance costs	(3)	(9)	(12)	(23)	(8)
Total financial income (expenses)	(565)	109	(684)	(107)	322
Income before tax	(595)	(368)	(435)	36	4 991
Income tax (expense) benefit	(30)	(19)	(39)	(32)	4 646
Income for the period	(625)	(387)	(474)	4	9 637
Other comprehensive income items that may be reclassified
to profit or loss in subsequent periods:
Foreign currency translation adjustments	733	(149)	727	100	(455)
Total comprehensive income	\$ 108	\$ (536)	\$ 253	\$ 104	\$ 9 182
Income per share (in USD):
Basic	\$ (0.02)	\$ (0.02)	\$ (0.02)	\$ 0.00	\$ 0.39
Diluted	\$ (0.02)	\$ (0.02)	\$ (0.02)	\$ 0.00	\$ 0.38

Balance sheet

Figures in USD (000's)	30 June 2017	31 Dec 2016
ASSETS	Unaudited
Non-current assets
Intangible assets	\$ 2 290 \$	1 871
Property and equipment	2 503	1 684
Deferred income tax assets	4 988	4 874
Other assets	708	642
Total non-current assets	10 489	9 071
Current assets
Inventory	1 450	1 158
Trade receivables and other	9 694	13 325
Cash and cash equivalents	16 254	17 610
Total current assets	27 398	32 093
	\$ 37 887 \$	41 164
Total assets
EQUITY AND LIABILITIES
Equity
Share capital	\$ 418 \$	417
Retained earnings	25 752	28 130
Translation and other reserves	473	(257)
Total equity	26 643	28 290
Non-current liabilities
Long-term debt	350	264
Total non-current liabilities	350	264
Current liabilities
Short-term debt	743	524
Accrued liabilities	2 526	1 305
Accrued compensation & employee benefits	1 729	1 413
Trade payables	5 896	9 368
Total current liabilities	10 894	12 610
Total liabilities	11 244	12 874
Total equity and liabilities	\$ 37 887 \$	41 164

Equity

Share Share Translation Other Retained Figures in USD (000's) capital premium reserves reserves earnings \$ 417 \$ - \$ (248) \$ (9) \$ 28 130 \$ Equity at January 1, 2017 Total comprehensive income - six months ended June 30, 2017 Income for the period - - - - (474) Foreign currency translation adjustments - - 727 - - Total comprehensive income - six months ended June 30, 2017 - - 727 - (474) Transactions with owners - six months ended June 30, 2017 Shares issued 1 - - 3 440 Share based payment expense - - - - 563 Dividends - - - - (2 907) Transactions with owners - six months ended June 30, 2017 1 - - 3 (1 904) \$ 418 \$ - \$ 479 \$ (6) \$ 25 752 \$ Equity at June 30, 2017
	Total
	28 290
	(474)
	727
	253
	444
	563
	(2 907)
	(1 900)
	26 643
Equity at January 1, 2016 \$ 416 \$ 76 665 \$ 207 \$ (9) \$ (58 633) \$	18 646
Total comprehensive income - six months ended June 30, 2016
Loss for the period - - - - 4 Foreign currency translation adjustments - - 100 - -	4 100
Total comprehensive income - six months ended June 30, 2016 - - 100 - 4	104
Transactions with owners - six months ended June 30, 2016 Shares issued - 21 - - -	21
Share based payment expense - - - - 125	125
Transactions with owners - six months ended June 30, 2016 - 21 - - 125	146
\$ 416 \$ 76 686 \$ 307 \$ (9) \$ (58 504) \$ Equity at June 30, 2016	18 896

	Share	Share	Translation	Other	Retained
Figures in USD (000's)	capital	premium	reserves	reserves	earnings	Total
Equity at January 1, 2017	\$ 417	\$ -	\$ (248)	\$ (9)	\$ 28 130 \$	28 290
Total comprehensive income - six months ended June 30, 2017
Income for the period	-	-	-	-	(474)	(474)
Foreign currency translation adjustments	-	-	727	-	-	727
Total comprehensive income - six months ended June 30, 2017	-	-	727	-	(474)	253
Transactions with owners - six months ended June 30, 2017
Shares issued	1	-	-	3	440	444
Share based payment expense	-	-	-	-	563	563
Dividends	-	-	-	-	(2 907)	(2 907)
Transactions with owners - six months ended June 30, 2017	1	-	-	3	(1 904)	(1 900)
Equity at June 30, 2017	\$ 418	\$ -	\$ 479	\$ (6)	\$ 25 752 \$	26 643
Equity at January 1, 2016	\$ 416	\$ 76 665	\$ 207	\$ (9)	\$ (58 633) \$	18 646
Total comprehensive income - six months ended June 30, 2016
Loss for the period	-	-	-	-	4	4
Foreign currency translation adjustments	-	-	100	-	-	100
Total comprehensive income - six months ended June 30, 2016	-	-	100	-	4	104
Transactions with owners - six months ended June 30, 2016
Shares issued	-	21	-	-	-	21
Share based payment expense	-	-	-	-	125	125
Transactions with owners - six months ended June 30, 2016	-	21	-	-	125	146
Equity at June 30, 2016	\$ 416	\$ 76 686	\$ 307	\$ (9)	\$ (58 504) \$	18 896