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Cloudberry Clean Energy ASA

Investor Presentation Feb 10, 2023

3571_iss_2023-02-10_a0ce55a1-08f3-43f3-8042-a8cdb63505fa.pdf

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Odin Transaction

10 February 2023

Disclaimer

This concary presentation '' has been presend by Cloudberry Clean Energy ASA (the "Compony") and its subscloiries (together the "Group") and is made soley for information purposes. This Presentation to by , sell or chervise transot with any seurites issued by or pericining to the Company or any member of the Group.

This Presentation now include for and reflect the Graps current views with respect of financial on operations performance of the Group and/or the included in which the Group Coling stotements may be itentified by the use of forward-obling words such as "believe", "areas", "treads", "intends", "plone", "plans", "estimates", "articipates", "targets", or sinilar expressions. These forward-looking statements are not historic forts Readers of this Pesentotion is cautioned that forward cremot currences of that the Group's cottal financial position, costion, costion, costing results and he development of the industry in which in those nade in or those nade in or suggested, by the foward-ocking statements contained in this Presentation. No menter of the Group can guornee that the intentations upon which its forward-icoling stotements are based will occure . By their nature, for warel-looking statements includes and and unists, uncertainties and assumptions as they relate to events and depend on crums of coasin in the fully. Because of these known isks, uncertains, the cutome may differ moterially for thosest out in the forwardlocking stotements speak only as of the date on which of the Group or any officer or employee of the Group undertakes no ablicy upote or publicy revise any forward-looking statement, whether as a result of new information, future events or law.

No representation or wornty, express on increation, and new information, including but not imited to projections, estimates, torges on opinions, cartained here in a responsibility whotsever is occepted as to any erros, on issions or missioner in the Group or any officer a employee of the Grup ocept any resility of incliedly on incliedly from the use of this Presentation and the information on the information on the inframation on

All information set forth in the Presentation and without notice. In naking the Presentation public the Company undertakes no dolfonal information or to make upcates there in the Pesentation should be considered in the context of the circumstances prevoling of the dote hered and has not been and will not be updated to reflect material developments which may occur after such date.

The contents of this Presentation shall not be construction of the furnishing of this Presentation should not be considered as the giving of inestment calice by any member of the Group or any of their dress, and issus. Prospective investors should consult its own legal, business or tox advisor os to legal business or tax advice.

Alternative performance measures (APM) used in the described and presented in the unaudited interim financial report for the Group.

This presentation is subject to Version in espect of the presentation is subject to the exclusive in incrience with Osbation our os legal venue.

By reviewing this Presentation, you accept to be bound by the terms above.

Odin acquisition positions Cloudberry as a leading Nordic independent power producer ("IPP")

  • Cloudberry has today signed a sale and purchase agreement to acquire 80% of the Odin portfolio (1) from Skovgaard Energy A/S ("Skovgaard")
  • A high-quality and primarily Danish portfolio of producing wind assets located in the attractive DK1 price area
  • Portfolio consists of 51 producing Vestas and Siemens turbines in total 106MW (net to Cloudberry)
  • Acquisition includes land, re-powering options and a well anchored partnership with Skovgaard (a local and highly successful development team)
  • Please see stock exchange announcement for transaction details (dated 10.02.23 )

Odin transaction rationale

High strategic value • A transformative transaction for Cloudberry, establishing Denmark as the third Nordic area
• Partnership with Skovgaard, a local development team with a strong track record
Diversification & scale • Diversification towards the attractive DK1 area, away from Norway given uncertainty related to new
taxation on renewables
Immediately increasing production capacity up to 70%
Quality portfolio with
development
opportunities
· Vestas and Siemens turbines in operation with an historical availability of 98-99%
• Secured land-ownership and a development agreement with Skovgaard Energy giving first right to new
wind and solar projects
Fully financed &
immediate cash flow
• Fully financed through existing cash & bank facility (approx. 50% equity / 50% debt)
Economic ownership to all cashflows from 01.01.2023
Expected free cash flow over the 3 next years representing ~50% of the equity investment (1)
• Efficient deployment of capital – Increased cash flow to fund development projects

Cloudberry

Cloudberry creates a diversified portfolio across the Nordics

Odin acquisition takes total Cloudberry portfolio to >1.3 TWh

Significant growth in profitability

Cloudberry Production segment. Illustrative EBITDA 2023

construction.

Appendix

Asset overview: Two tranches of which 85 MW unconditional

roject COD* Price
region
Ownership
(Odin)
Capacity
(MW), net
Cloudberry
Production
(GWh), net
Cloudberry
Land
åre 2009 DK1 47% 1 4 Owned
iettrup 2008 DK1 100% 5 16 Leased
ikkenborg 2013 DK1 100% 5 16 Owned
em Kær M8 2016 DK1 100% 3 10 Owned
em Kær M9 2012 DK1 100% 3 9 Owned
em Kær 2011 DK1 100% 7 26 Owned
lees 2009 DK1 100% 2 6 Owned
Orreholmen 2020 ਟੇਤੇ 50% 3 9 Leased
takroge M5 2017 DK1 100% 3 7 Owned
im II 2013 DK1 100% 14 37 Owned
rikelshøj 2016 DK1 100% 5 12 Owned
roldhede 2012 DK1 100% 5 14 Owned
vkskov 2017 DK1 100% 5 13 Owned
emb 2015 DK1 54% 4 11 Owned
emb M8 2015 DK1 100% 3 6 Owned
indtved 2018 DK1 100% 11 32 Owned
older Mark M3 2015 DK1 100% 3 10 Owned
etteberget 2020 ਟੇਓਤੋ 50% 3 9 Leased
ranch 1 85 247
2013 DK1 50% 1 3 Owned
em Kær M1 2011 DK1 76% 2 7 Owned
ørhede-Hjortmose 2013 DK1 90% 2 8 Owned
takroge M2 2017 DK1 26% 1 2 Owned
takroge M4 2017 DK1 50% 1 র্ব Owned
rikelshøj M1 2016 DK1 60% 2 4 Owned
ornbygård 2015 DK2 81% 1 6 Owned
elling Mærsk 2020 DK1 15% 1 б Owned
emb M1 2015 DK1 50% 1 Owned
emb M9 2015 DK1 60% 2 4 Owned
indtved M2, M5 2018 DK1 37% 2 б Owned
older Mark M1 2014 DK1 16% O 2 Owned
older Mark M5 2014 DK1 85% 2 8 Owned
older Mark M6 2014 DK1 20% 1 2 Owned
ranch 2** 20 64
otal (1+2) ~ 2015 106 311

Key highlights

  • All assets in production, generating cash flow, with long remaining lifetime and majority on owned land
  • · Capacity weighted age of ~7 years (estimated useful life of ~30 years)
  • All assets located in attractive price areas (DK1, DK2 and SE3), with electricity sold in the spot market
  • · Majority of assets located in DK1, closely interconnected to the German electricity market
  • All WTGs from tier 1 turbine suppliers with fullservice agreements of 15-20 years from COD

Vestas SIEMENS Gamesa

  • Strong historical availability performance
  • Average availability of 98-99% across portfolio

Access to attractive repowering and construction opportunities within onshore wind and solar PV through agreement with Skovgaard Energy

* COD = Commercial Operation Date, weighted by capacity.

ರಿ

** Trans 2. For the entities included in tranche certains have certain shoreholder rights (such as inter clicright of first refusal) which noy be triggeed by

the transaction. Consequently, the exact size of the portfolio in relation to tranche 2 is uncertain and subject to changes.

Key transaction details from stock exchange announcement

  • · Cloudberry Clean Energy ASA's ("Cloudberry" or the "Company") has today indirectly signed a sale and purchase agreement with Skovgaard Energy A/S ("Skovgaard"), a Danish renewable energy developer. The agreement secures Cloudberry a majority stake in a portfolio consisting of up to 51 high-quality wind turbines in production, with 47 turbines located in Denmark and additional 4 turbines in southern Sweden
  • Cloudberry will acquire 80% ownership in the newly established company Odin Energy P/S ("Odin") while Skovgaard will remain with a 20% ownership. This adds a total capacity of 106 MW (~311 GWh) net to Cloudberry. The turbines are high quality Vestas and Siemens turbines with an average expected remaining lifetime of about 23 years.
  • · The agreed enterprise value for 80% of Odin Energy is DKK 1,488 million. The final purchase price will be reduced with the cash flow generation between 1st of January 2023 to Closing, potential pre-emptive rights in Tranche 2 (as described below) and adjustments related to net debt and net working capital. As part of the transaction and included in the enterprise value, Odin will also purchase the land associated with 44 (~95%) of the Danish turbines and certain rights to new wind and solar projects through a development agreement with Skovgaard.
  • The transaction will be divided into two tranches, where Tranche 1 includes all entities which are wholly owned and partially owned entities without pre-emptive rights (approx. 247 GWh). Tranche 2 covers entities which are partially owned with pre-emptive rights (approx. 64 GWh). For the entities included in Tranche 2, the existing co-owners have certain shareholder rights (such as inter alia right of first refusal) which may be triggered by the transaction. Consequently, the exact size of the portfolio to be transferred in relation to Tranche 2 is subject to changes.

"We are proud to have established a scalable partnership with Jørgen Skovgaard and his team. Denmark in general, and Skovgaard Energy in particular, have industry-leading experience. Add the size of the portfolio, immediate cash-flow and further growth opportunities, and the acquisition represents a gamechanger for Cloudberry and our long-term strategy. This puts us in a favorable position of becoming the leading Nordic Independent Power Producer, that can act locally and be a long-term responsible developer and owner of Danish wind and possibly solar assets", says Anders Lenborg, CEO Cloudberry.

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