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Fjord Defence Group ASA

Investor Presentation Nov 8, 2023

3569_rns_2023-11-08_2cadb145-feb1-46b5-b541-fa1fa9f18d42.pdf

Investor Presentation

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Presentation Q3 2023

8 November 2023

Disclaimer

  • The information in this presentation has been prepared by Aquila Holdings ASA (the "Company"). By attending the meeting where this presentation is made, or by reading the presentation slides, you agree to be bound by the following limitations and provisions:
  • This presentation has been prepared by the Company based on information available as of the date hereof. By relying on this presentation you accept the risk that the presentation does not cover all matters relevant of an assessment of an investment in the company.
  • No representation or warranty (expressed or implied) is made as to, and no reliance should be placed on, any information, including projections, estimates, targets and opinions, contained herein, and no liability whatsoever is accepted as to any errors, omissions or misstatements contained herein, and, accordingly, none of the Company, any advisor or any such persons' officers or employees accepts any liability whatsoever arising directly or indirectly from the use of this presentation. The information herein is subject to change, completion, supplements or amendments without notice.

page 2

  • The presentation is based on the economic, regulatory, market and other conditions as in effect on the date hereof, and may contain certain forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company's current expectations and assumptions as to future events and circumstances that may not prove accurate. It should be understood that subsequent developments may affect the information contained in this document, which neither the Company nor its advisors are under an obligation to update, revise or affirm.
  • This complete presentation is for informational purposes only and does not constitute an offer to sell shares in the Company. This presentation is not a prospectus, disclosure document or offering document and does not purport to be complete. Nothing in this presentation should be interpreted as a term or condition of the Transaction. The presentation is strictly confidential and may not be reproduced or redistributed, in whole or in part, to any other person.
  • This presentation has not been reviewed or approved by any requlatory authority or stock exchange. The (re)distribution of this presentation and/or any prospectus or other documentation into iurisdictions other than Norway may be restricted by law. This presentation does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to acquire any securities offered by any person in any jurisdiction in which such an offer or solicitation is unlawful. Neither this presentation nor anything contained herein shall form the basis of any contract or commitment whatsoever. Persons into whose possession this presentation comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such restrictions.
  • The contents of this presentation are not to be construed as legal, business, investment or tax advice. Each recipient should consult with its own legal, business, investment and tax adviser as to legal, business, investment and tax advice.
  • Any investment in the Company involves inherent risks and is suitable only for investors who understand the risks associated with this type of investment and who can afford a loss of all or part of the investment, investors should carefully review the summary of risk factors set out in the following slides before making any investment decision.
  • The presentation and any purported liability in connection with it is subject to Norwegian law and is subject to the exclusive jurisdiction of the Norwegian courts.

Quarterly highlights

  • Multi-client revenues USD 2.1 million
  • Fair value of multi-client library USD 32.7 million
  • Fair value of investment portfolio USD 6.6 million
  • Available liquid funds of USD 9.1 million*
  • Cash earnings for the quarter USD 0.4 million**
  • Net asset value NOK 2.00 per share
  • The company repurchased 2.1 million shares in Q3 2023
  • As of 27 October, company holds 18.1 million own shares, equal to 7.6% of share capital
  • Bank deposits, net trade receivable and marketable securities
  • ** Revenue, cost of sales, SG&A

Multi-client portfolio

Norwegian North Sea - Utsira

Discounted cash-flow valuation: USD 25.4 million

Observations:

  • Historical investment USD 82.3 million
  • State of the art high-density ILX OBN survey covering 2,000 square kilometers of highly prospective acreage; processing completed Q3 2020
  • Industry-funded reprocessing project with CGG
  • Progressing according to plan and cost
  • Completion estimated summer 2024
  • New data will be licensed as "upgrade product" to existing licensees of underlying data
  • June 2023, Vår Energy announced acquisition of Neptune Energy Norge; change of control fees expected upon closing of transaction Q1 2024

Egypt - Gulf of Suez

Discounted cash-flow valuation: USD 7.3 million

Observations:

  • State of the art node and streamer survey, designed to understand subsalt geology; processing completed Q3 2022
  • . Revenue-share agreement with Schlumberger
  • Cap at USD 13.7 million
  • Late sale USD 1.6 million Q3 2022
  • USD 12.1 million remaining revenue share; book value USD 7.3 million
  • Neptune Energy acquired by Eni June 2023; change of control fees expected upon closing of transaction Q1 2024

Financial assets

  • Ocean bottom node operations sold to Magseis Fairfield in March 2022
  • Industry-leading node deployment speed; system optimal for shallow water surveys
  • Node-agnostic technology provides flexibility
  • Earnout structure with cap of USD 12.0 million over three years
  • Year-three floor payment of USD 1.5 million, subject to certain milestones
  • Booked financial asset of USD 3.0 million $\bullet$

Investments

  • Select investments in listed and unlisted securities
  • Current focus on energy and industrial sectors
  • Will take a cautious approach
  • Transformative transactions will also be considered
  • Fair value of investment portfolio USD 6.6 million
  • Capsol Technologies USD 4.6 million $\bullet$
  • Dolphin Drilling USD 1.6 million $\bullet$

Net asset value

  • Multi-client library base on discounted $\bullet$ probability-adjusted late sales
  • Other seismic assets represents earn-out related to seismic handling equipment
  • Cap USD 12.0 million $\bullet$
  • Floor USD 1.5 million, subject to certain $\bullet$ milestones
  • Book value USD 3.0 million $\bullet$
  • Investments based on market trading prices (with exception of Arbaflame)

Comprehensive income

USD millions

Comprehensive income Q3 2023 Q3 2022
Revenue 2.1 1.6
Changes in fair value of investments (loss) 0.6 (3.4)
Cost of sales (1.2) (0.2)
Selling, general and administrative expenses (0.5) (0.4)
Amortization multi-client (1.6) (1.4)
Operating profit (loss) (0.6) (3.7)
Net financial income (loss) (0.1) (0.1)
Profit (loss) for the period (0.7) (3.8)
  • Revenue relates to Utsira reprocessing sales
  • Cost of sales primarily related to Utsira reprocessing costs
  • SG&A includes non-recuring costs of approximately USD 150 thousand related to legal services
  • Cash earnings USD 0.4 million*

Financial position

USD millions

Assets 30.09.2023 31.12.2022
Multi-client library 32.7 37.5
Investments 6.6 6.8
Financial assets 3.0 3.0
Trade receivables 0.9
Other current assets 12 3
Bank deposits, cash in hand 2.4 $\mathcal{P}$
Total assets 46.8 52.8
Equity and Liabilities 30.09.2023 31.12.2022
Equity 41.6 47 7
Trade payables 0.6 0.1
Taxes payables 23 2.3
Other current liabilities 2.3 2.8
Total equity and liabilities 46.8 52.8
  • Seismic investments representing approximately 75% of total assets
  • . No financial indebtedness
  • Equity ratio 88.9%
  • Available liquid funds USD 9.1 million
  • . Net asset value NOK 2.00 per share

$\overline{\phantom{a}}$ Cash flow

USD millions

Cash flow Q3 2023 Q3 2022
Profit (loss) before tax (0.7) (3.8)
Taxes refund (paid) (0.0)
Depreciation, amortization and net impairment 1.6 1.4
Changes in fair value of investments (0.6) 3.4
Other working capital changes (0.7) 0.4
Cash flow from operating activities (0.4) 1.4
Cash received/paid from investments (2.0)
Cash flow from investment activities (2.0)
Cash flow from financing activities
Investment in own shares (0.2) (0.5)
Cash flow from financial activities (0.2) (0.5)
Net change in cash (0.6) (1.1)
Cash and cash equivalents balance 01.07 3.0 2.7
Cash and cash equivalents balance per 30.09 2.4 1.6

Outlook

  • Solid industry fundamentals support historically high oil prices and continued investment in E&P sector
  • Timing of multi-client late sales is unpredictable and driven by licensing rounds and internal oil company scheduling
  • Should expect sales to be lumpy
  • Does not speak to long-term underlying multi-client values $\bullet$ and future sales potential
  • We will evaluate new multi-client investment opportunities
  • We will also evaluate opportunities outside of the seismic sector

OBN multi-client library and investments.

Askekroken 11 0277 Oslo Norway

aquilaholdings.no copyright © 2023 Aquila Holdings

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