Prosafe SE

Investor Presentation • May 8, 2024

Q1 2024 Results

08 May 2024

Disclaimer

All statements in this presentation other than statements of historical fact are forward-looking statements, which are subject to a number of risks, uncertainties, and assumptions that are difficult to predict and are based upon assumptions as to future events that may not prove accurate. Certain such forward-looking statements can be identified by the use of forward-looking terminology such as "believe", "may", "will", "should", "would be", "expect" or "anticipate" or similar expressions, or the negative thereof, or other variations thereof, or comparable terminology, or by discussions of strategy, plans or intentions. Although we believe that the expectations reflected in such forward -looking statements are reasonable, these forward-looking statements are based on a number of assumptions and forecasts that, by their nature, involve risk and uncertainty. Various factors could cause our actual results to differ materially from those projected in a forward-looking statement or affect the extent to which a particular projection is realized. Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this presentation as anticipated, believed or expected. To the extent this information includes information sourced from third parties, such as concerning the industry in which Prosafe operates, has not prepared such information and assumes no responsibility for it. Prosafe does not intend and does not assume any obligation to update any industry information or forward-looking statements set forth in this presentation to reflect subsequent events or circumstances.

Key events Q1 2024

Operations and HSSE

• Good operating and safety performance on all vessels
• Utilisation of 56.3%, four out of seven vessels operating during the quarter
• Safe Concordia, Safe Notos and Safe Zephyrus with 100% uptime. Safe Eurus had 95% utilisation due to minor repairs
• Safe Concordia extended to Nov 2024, increasing backlog by USD 12.7 million

Financials

• Q1 revenue of USD 34.0 million and EBITDA of USD 7.2 million
• Liquidity of USD 63.4 million at end of Q1
• Closely monitoring compliance with the minimum liquidity covenant into 2025
• Investigating potential measures to strengthen liquidity and balance sheet going forward

Outlook

• Prosafe controlling a significant share of open high-end accommodation capacity from 2024 to 2026 in the North Sea
• North Sea operators planning future campaigns with ongoing bidding for 2025
• Improving Brazil market with rising day rates and durations on the back of increased demand
• Expect higher utilisation, improved day rates and earnings growth

Market

Improved utilisation in 2024 with 4 of 7 rigs operating

• Firm/option - SPS/Maintenance compliance

Rates in Brazil and the North Sea reaching 2015 levels

000 000 000 000 000 000 000 000 000 000 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 Av. Dayrate Current Brazil opex: USD 50-54k/d Latest datapoint ~120k-130k Latest contract

Depends on region and if the vessel is moored, DP or non-DP, please refer to slide 28 for OPEX details Assuming only summer work in the North Sea

Brazil day rate development (USD/d) – 365 days operations North Sea day rate development (USD/d) – seasonal operations

Brazil FPSO growth driving increased demand

Potential FPSO

driven demand 10 2022 2023 2024 2025 2026 2027 Incremental Demand Contracted Forecast Contracted

Brazil market (units)1 Floating production units in Brazil2

1) Source: Prosafe, company and market reports 2) Source: Petrobras Strategic Plan 2024-28, market reports

Indicative earnings potential in an improving market

Fleet EBITDA potential, assuming re-activation of Caledonia and Boreas, Concordia SPS and Eurus / Notos day rate reset

USD million	Current market1	Peak2 2014-15	Growth Case3
EBITDA/vessel North Sea	22	50	40
EBITDA/vessel Brazil/RoW	25	30	30
# vessels in North Sea # vessels in Brazil/RoW	2 4	2 4	3 6
EBITDA	144	220	300
Selling, General & Administrative (SG&A)4	(19)	(20)	(25)
Illustrative EBITDA	125	200	275

Current NIBD of USD 356m5 vs EBITDA potential

1) Based on latest observable and relevant fixtures of USD 200k/day in North Sea and USD 120k/day in Brazil, excluding Safe Scandinavia. Notos and Eurus contracted to 20226 / 2027 at below market rates

• 2) Excluding Mexico and Safe Scandinavia during TSV operation. Excludes Safe Scandinavia
• 3) Includes newbuilds Nova and Vega plus Safe Scandinavia, calculations exclude required delivery payments, mobilisation and reactivation costs
• 4) Expected underlying SG&A run rate

8

5) NIBD per Q1'24, NIBD is reduced by a USD 8.5 million fair value adjustment of which USD 2.4 million is short-term

Enterprise value to replacement cost attractive in segment

Accommodation vessels attractively priced compared to other assets1

Attractive average EV / replacement value versus other assets in the oil service segment

Low Prosafe asset valuation relative to replacement cost2

• Accommodation vessels trading at 30% to 45% of historical newbuild cost
• Broker valuations confirm robust asset backing to EV

Operations

Stable operations

• Safe Notos and Safe Zephyrus on contract with Petrobras in Brazil with 100% utilisation
• Safe Eurus on contract with Petrobras with 95% utilisation in Q1
• Safe Concordia on-hire in US Gulf of Mexico with 100% utilisation
• TSV Safe Scandinavia laid up in Norway and marketed for both tender support and accommodation work
• Safe Boreas and Safe Caledonia laid up in Norway and UK respectively and being actively tendered for 2025 work

1) Expected utilisation rate based on firm contracts

Backlog into 2027

• Backlog of USD 218 million at end Q1
• Safe Eurus, Safe Notos, Safe Zephyrus and Safe Concordia contracted
• Safe Concordia firm contract extended to 9 November 2024 with 2x30-day options to January 2025 remaining
• The client has expressed an interest in extending Safe Zephyrus in Brazil beyond its current term ending in February 2025

Order backlog (USD million)

Expected phasing of order backlog (USD million)

Financials

Operating revenues

• Charter income of USD 33 million and USD 1 million in reimbursable income from charterer in Q1, increase from last quarter due to higher utilisation
• EBITDA of USD 7.2 million reflecting increased utilisation and lower fuel cost

Operating revenues and EBITDA (USD million)

Income statement

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• Operating revenue and expense increase due to four operating vessel in quarter compared to two in same quarter last year
• Interest expense was USD 7.9 million in Q1 (USD 7.2 million), with interest rate of 8.1% (7.3%)
• Tax expense of USD 1.0 million in Q1 (USD 0.5 million), increase due to operation in US Gulf of Mexico

(Unaudited figures in USD million)	Q1 24	Q1 23	12M 23
Operating revenues	34,0	14,3	97,7
Operating expenses	(26,8)	(20,7)	(108,2)
Operating results before depreciation	7,2	(6,4)	(10,5)
Depreciation	(7,6)	(7,5)	(31,1)
Operating profit/(loss)	(0,4)	(13,9)	(41,6)
Interest income	0,4	0,5	2,1
Interest expenses	(7,9)	(7,2)	(30,9)
Other financial items	0,3	(0,6)	(2,8)
Net financial items	(7,2)	(7,3)	(31,6)
(Loss)/Profit before taxes	(7,6)	(21,2)	(73,2)
Taxes	(1,0)	(0,5)	5,4
Net (loss)/Profit	(8,6)	(21,7)	(67,8)
EPS	(0,48)	(2,47)	(6,00)
Diluted EPS	(0,48)	(2,47)	(6,00)

Balance sheet

• Total assets of USD 478 million
• Cash position of USD 63.4 million
• Net working capital1 USD (7.8) million driven by a decrease in accounts payable and increase in receivables
• Equity ratio of 5.3%
• Q1 NIBD2 of USD 355.6 million whereof USD 4.5 million is short-term debt

(Unaudited figures in USD million)	Q1 24	Q1 23	12M 23
Vessels	377,7	384,3	383,7
New builds	0,0	0,0	0,0
Other non-current assets	1,9	1,3	1,8
Total non-current assets	379,6	385,6	385,5
Accounts and other receivables	26,4	13,0	24,9
Other current assets	8,6	7,2	7,7
Cash and deposits	63,4	74,6	74,6
Total current assets	98,4	94,8	107,2
Total assets	478,0	480,4	492,7
Share capital	24,8	12,4	24,8
Other equity	0,5	4,1	9,0
Total equity	25,3	16,5	33,8
Interest-free long-term liabilities	1,6	1,7	1,8
Interest-bearing long-term debt	414,5	418,0	415,5
Total long-term liabilities	416,1	419,7	417,3
Accounts and other payables	22,0	24,7	27,5
Tax payable	10,1	16,7	10,1
Current portion of long-term debt	4,5	2,8	4,0
Total current liabilities	36,6	44,2	41,6
Total equity and liabilities	478,0	480,4	492,7

2) Net Interest-bearing is equal to Interest-bearing debt less cash. NIBD is reduced by a USD 8.5 million fair value adjustment of which USD 2.4 million is short term

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Operating cash flow

• Operating cash flow of USD (1.4) million in Q1 2024
• EBITDA USD 7.2 million mainly driven by good utilisation and reduced bunker cost for vessels operating in Brazil
• Capex spend of USD 1.7 million in Q1
• Working capital USD (7.2) million due to payment of accounts payable related to Safe Eurus SPS completed year end 2023
• Interest paid in quarter USD 6.8 million, in line with last quarters
• Cash position of USD 63.4 million at 31 March 20241

Cash flow in the quarter (USD million)

Summary and outlook

Summary

• Good operating and safety performance on all vessels
• Improving Brazil market with further long and short-term contracts expected
• North Sea operators planning future campaigns with ongoing bidding for 2025
• Controlling a significant share of open high-end accommodation capacity in the North Sea in 2024 to 2026

Appendix

Interim condensed consolidated statement of cash flows

Q1 24	Q1 23	12M 23
(7,6)	(21,2)	(73,2)
0,0	0,0	(1,7)
7,6	7,5	31,1
(0,4)	(0,5)	(2,1)
7,9	7,2	30,9
0,3	0,3	0,4
(7,8)	14,3	4,6
(0,4)	0,4	1,0
(1,0)	(1,8)	(2,5)
(1,4)	6,2	(11,5)
(1,7)	(14,8)	(37,7)
0,0	0,0	1,7
0,4	0,5	2,1
(1,3)	(14,3)	(33,9)
(1,6)	(1,6)	(6,4)
(0,1)	0,0	62,8
(6,8)	(7,3)	(28,0)
(8,5)	(8,9)	28,4
(11,2)	(17,0)	(17,0)
74,6	91,6	91,6
63,4	74,6	74,6

Interim condensed consolidated statement of comprehensive income

(Unaudited figures in USD million)	Q1 24	Q1 23	12M 23
Net loss for the period	(8,6)	(21,7)	(67,8)
Foreign currency translation	(0,2)	0,6	1,3
Pension remeasurement	0,0	0,0	(0,1)
Other comprehensive income	(0,2)	0,6	1,2
Total comprehensive income	(8,8)	(21,1)	(66,6)

Interim condensed consolidated statement of changes in equity

(Unaudited figures in USD million)	Q1 24	Q1 23	12M 23
Equity at beginning of period	33,8	37,3	37,3
Revised equity at beginning of period	33,8	37,3	37,3
Share based payment	0,3	0,3	0,4
New share issue	0,0	0,0	62,7
Comprehensive income for the period	(8,8)	(21,1)	(66,6)
Equity at end of period	25,3	16,5	33,8

Vessel update - Brazil

Safe Eurus DP3 – Worldwide1

• Contracted to Petrobras until Q1 2027
• 100% utilisation in 2023 excluding SPS
• Next SPS in 2028

Safe Notos DP3 – Worldwide1

• Contracted to Petrobras until Q3 2026
• 100% utilisation in 2023 excluding hull cleaning
• Next SPS to be conducted between September/October 2025
• Thruster overhauls (some or all) to be considered in conjunction with SPS in 2025 and/or post contract in 2026

Safe Zephyrus DP3 - Worldwide operations

• Contracted to Petrobras until February 2025
• 100% utilisation since contract start May 2023
• Next SPS in 2025. Exact timing to be determined
• Thruster overhauls (some or all) to be considered in conjunction with SPS in 2025 and/or post potential contract extension

Vessel update – North Sea and rest of world

Safe Boreas DP3 - Worldwide

• Actively marketed, currently in Norway
• Potentially only NCS DP3-vessel available in 2025 and 2026 for work in North Sea
• Estimated reactivation cost USD 14- 16 million including SPS
• Thruster overhaul (some or all) may be done with SPS depending upon contract length and terms
• 4-month reactivation period

2) Worldwide excluding North Sea (UK and NCS) NCS – Norwegian Continental Shelf TAMS – Thruster assisted mooring system

Safe Caledonia TAMS - UK North Sea

• Actively marketed, currently in the UK
• Estimated reactivation cost USD 13- 14 million including SPS
• No thruster overhauls considered
• 4-month reactivation period

Safe Concordia DP2 – Worldwide2

• Firm contract extended to 10 November 2024 with 2x30-day options remaining to January 2025 in US Gulf of Mexico
• 100% utilisation since contract start August 2023
• SPS due March 2025. Estimated at USD 15 to 20 million. Life extension will require additional capex
• Depending on contract opportunities, may lay-up vessel after US Gulf of Mexico project

Safe Scandinavia TSV/accommodation - UK / NCS

• Tender assist ("TSV") or accommodation support
• Accommodation capacity
  • ‒ 155 beds NCS
  • ‒ ~300 beds UK / Rest of world
• Potential option to re-activate should market improve significantly
• Reactivation estimate of USD ~20 million
• USD 1 million per annum to lay-up

SPS/maintenance capex

• Maintenance capex of ~USD 1-3 million per vessel per year. Higher in Brazil than North Sea and increasing over time
• 5-year SPS cost of USD 9 to 11 million per vessel, including life extension / repair work and any contract modifications / hull cleaning required
• 10-year thruster overhaul cost of USD 6 to 8 million per vessel
• Boreas, Zephyrus and Notos thruster overhauls (all or some) may be required in conjunction with contract extensions, SPS and reactivations in coming 12 to 36 months.
• Eurus thruster overhaul likely in conjunction with next SPS or contract extension in 2027 / 2028
• SPS usually takes 1-2 months to complete and is targeted to be completed in off hire season in North Sea, between contracts in Brazil and/or in agreement with Petrobras

SPS Schedule

	2025	2026	2027	2028
Boreas	Subject to contract
Zephyrus	Q1 to Q3 (TBD)
Notos	Q3
Eurus				H2
Caledonia	Subject to contract
Concordia	March - subject to contract
Scandinavia	Subject to contract

Two newbuilds available at yard

• Only two DP3 newbuild semis available at yard
  • ‒ 500 POB and suited for Petrobras requirements
  • ‒ Ongoing dialogue with the yard on how to facilitate delivery in expected future Petrobras tenders
  • ‒ Long-term contracts required to justify delivery
  • ‒ Typhoon in late September 2022 caused material damage that must be repaired prior to delivery
  • ‒ The yard is in the process of undertaking repairs

Fixed interest rate mechanism

Average day rate	Year 1-2	Year 3-5	Year 6 to maturity
< USD 99k	-	-	2 %
USD 100k - 124k	-	2 %-3%	3 %-5%
USD 125k - 149k	-	3 %-4%	5 %-8%
> USD150k	-	4 %	8 %

‒ \$210m (Nova), \$212m (Vega), total \$422m, includes mobilisation costs of ~\$20m each

Funding at favourable credit terms:

Remaining purchase price for vessels:

‒ Sellers Credit: \$165m (Nova), \$167m (Vega), 10-year term from August 2018

Existing delivery terms with COSCO (under discussion):

‒ Estimated cash/equity requirement1: \$45m (Nova), \$45m (Vega), total for both vessels of \$90m

1) Cash / equity requirement includes USD 25 million in yard installment due on delivery plus USD 20 million in estimated mobilization costs. Additional costs may be required subject to agreement with COSCO

Analytical information

Item	2024 Estimated (USDm)	Comment
SG&A1	~18-20	SG&A may increase depending on activity
Depreciation	~32-33	Straight line depreciation
Interest expense payable	~29-31	Exposed to interest rate changes
Tax payable	~2-3	Norwegian deferred tax asset base of USD 1.7bn per year end 2022, local and contract specific taxes
Maintenance / contract specific capex	~14-15	2024 capex mainly for Safe Eurus, Safe Notos, Safe Concordia and new ERP system. Excludes potential re activation capex / cost for 2025

P&L information Indicative opex/day by region

Region	2024 Opex Estimated (USDk/day)
UK (DP-Boreas/Zephyrus)	35-45k
UK (Moored – Caledonia)	25-30k
Brazil3	50-54k
Norway (DP – Boreas/Zephyrus) 2	60-65k
RoW (Concordia)	35-45k
US GoM (Concordia)2	45-50k
Scandinavia (cold)	2.5-3k
Stacking (warm)4	10-20k

1) Expected run-rate level, excluding one-offs and non-cash option costs. May increase based on activity

2) Excluding amortisation of mobilisation cost.

3) Including approximately USD 5 -10/day in fuel cost

4) Ramp-up and ramp-down before and after contract at full operational cost. Stacking cost and re-activation highly dependent on time in lay-up and region

Outstanding debt

	Two tranches
	Main tranches	COSCO Sellers Credit	Debt maturity profile
Outstanding debt	\$343m (250m + 93m Notos)	\$93m
Pledged vessels	Boreas, Zephyrus, Caledonia, Concordia, Scandinavia, Notos	Eurus
Interest rate	SOFR + Credit Adjustment Spread* + 2.5%. Unhedged	0% (increase to 2% from year 6 / mid 2024)			COSCO
Amortizations	Cash sweep above \$67m forecasted liquidity on 12-month forward basis	50-50 EBITDA split. Minimum \$6m/year, \$7m/year from Q3 2026			343	Main Tranche
Maturity	31 Dec 2025	~Q3 2028 or when debt reaches ~\$50m	6	6	6	7	7	56
PCG	PSE fully liable	\$60m	2023	2024	2025	2026	2027	2028
Financial Covenant	2024 cash > \$28 million
	Cash held in the COSCO tranche and restricted cash shall be deducted when calculating compliance with the cash covenant. At end Q1 2024, USD 1.7m was held in the COSCO tranche and USD 2.0m was restricted	Newbuilds (Nova and Vega) could be added to the COSCO silo. Cross default provisions in place vis-à-vis Eurus and Nova/Vega Delivery of newbuilds requires 2/3 approval	Ringfenced structure with restrictions on funding respective funding groups			between 2
	Major corporate actions including M&A, new indebtedness and delivery of new vessels require 2/3 approval by the lenders	of lenders in main tranches

• Prosafe SE is a permanent tax resident in Norway and its Norwegian tax resident subsidiaries have a base for deferred tax assets of approximately USD 1.7 billion as at end 2022. The deferred tax assets are currently not recognized in the financial statements. In Q4 2023, the Norwegian tax authorities initiated a review of the basis for a portion of the deferred tax losses. This review may lead to a reduction in the unrecognized deferred tax asset base. At this time, Prosafe does not believe that this will have a material impact on Prosafe's financial position irrespective of the outcome of this review
• The company will from time to time operate in countries where local taxes will apply. These taxes are included in the opex assumptions in this presentation where applicable. In relation to the historical Concordia contract in Trinidad and Tobago, a tax provision of USD 6 million is provided for in the accounts
• Prosafe and OSM Thome have jointly received a Tax Assessment from the Brazilian Tax Authorities imposing import taxes and customs penalties related to the challenging of the special customs regimes used to import the Safe Concordia for the Modec contract in the period from October 2018 to July 2019. Both Prosafe and OSM Thome have presented an administrative defence, challenging the view of the Brazilian Tax Authorities. Based on external advice, Prosafe is of the view that the enquiry has no merit, hence it has not made any provisions in the financial statements

We are headquartered in Norway and have offices in the UK, Brazil and Singapore

prosafe.com