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Belships

Investor Presentation Feb 11, 2025

3553_rns_2025-02-11_40ba31d5-ebac-4725-b887-fea45217ba19.pdf

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COMPANY PRESENTATION | Q4 FEBRUARY 2025

Highlights – Q4 2024

LIQUIDITY EVENT FOR SHAREHOLDERS

Highlights –
Q4 2024
LIQUIDITY EVENT FOR SHAREHOLDERS

EBITDA of USD 19.4m

Net result of USD 7.5m

TCE of USD 15 552 gross per day for owned fleet

Agreement for recommended voluntary cash offer

No dividend declared

72 per cent of ship days in Q1 2025 are fixed at USD 13 600 gross per day

27 per cent of ship days in the next four quarters are fixed at USD 14 350 gross per day

Uniform fleet of 42x Ultramax vessels including 12x newbuildings
Average
TCE
USD 15 552 per day
Net Result
USD 7.5m
EBITDA
USD 19.4m
Dividend
No dividend declared
Cash and Cash Equivalents
USD 100.2m
Interest
Bearing
Debt
USD 525.3m

Overview of Voluntary Cash Offer by Blue Northern BLK

  • On December 19, 2024, Belships ASA ("Belships") announced an agreement with Blue Northern BLK Ltd (the "Offeror") for the Offeror to make a voluntary cash offer to all shareholders in Belships
  • The Offeror is a company established by Entrust Global, a global asset manager with multiple investments within shipping and offshore
  • The offer price is NOK 20.5 per share (adjusted for any dividends distributed before the completion of the offer). The settlement will be in cash (NOK), and the offer price represents a premium of 29.4% compared to the last closing price before the agreement was announced on December 19, 2024
  • A total of 68.43% of Belships' shareholders (including board members) have pre-accepted the offer. The offer is also recommended by the Belships' board, which unanimously advises Belships' shareholders to accept the offer
  • Belships' board has received a fairness opinion from Nordea Bank Abp, filial i Norge concluding that the offer price is fair, from a financial point of view

Overview of Voluntary Cash Offer by Blue Northern BLK

  • The offer is described in an offer document dated January 21, 2025, which has been approved by Oslo Børs (the "Offer Document")
  • ABG Sundal Collier is the financial advisor to the Offeror. The Offer Document and acceptance form is available on ABG Sundal Collier's website (www.abgsc.com/transactions)
  • Shareholders in Belships who wish to accept the offer can do so by returning the acceptance form to ABG Sundal Collier prior the expiration of the offer period on February 20, 2025 at 16:30 (CET) (subject to a possible extension of the offer period by the Offeror) in accordance with the procedures described in the Offer Document

Please refer to the Offer Document for complete information about the offer. This description is only intended as a summary of certain points in the Offer Document. The offer can only be accepted based on the Offer Document and the full terms and conditions stated therein.

Proven Track Record

Listed on the Oslo Stock Exchange

Modernised and increased the fleet from seven to 42x ships

STRATEGIC DIVESTMENTS

Simplified and renewed operating business and outsourced technical management

CREATING VALUE

GOVERNANCE

transparency

Norwegian-based corporate structure which protects shareholder rights and promotes

Dividends and share appreciation resulting in the highest total return of all listed dry bulk companies*

Simplified and Transparent

Dry Bulk Operator

30x Vessels on the water.....

JAPANESE LEASE

20x Vessels

Fixed interest rates, zero covenants

With purchase options, no obligations

Lease durations until 2027-2034

Average cost of debt 5.2 per cent, all-in

BANK FINANCE

7x Vessels*

Margin 195 bps

Maturity in 2029

USD 100m undrawn capacity

DEBT FREE

3x Vessels

BELSOUTH (2015) BELINDA (2016) BELMAR (2021)

* Includes new vessel BELSAKURA, will be delivered in Q1 2025 and intended financed by bank debt

......and 12x Newbuildings coming in 2025-2028

and 12x Newbuildings coming in 2025-2028
DELIVERIES INVESTMENT HIGHLIGTS
Q4 2025 Q3 2027 Japanese-design 64 000 dwt
Ultramax
the
highest
quality
and efficiency
available
represents
today
Q4 2025 Q3 2027 Japanese lease financing
with
fixed
interest
and
Q2 2026 Q3 2027 operating costs
Q4 2026 Q1 2028 Periods
up to a maximum
of
7 to 10 years
delivery
from
Q4 2026 Q3 2028
Q1 2027 Q3 2028 Purchase
options
during the
charter, all in USD
No obligation
to acquire
any
of
the
vessels

Ultramax – Superior Risk/Reward

Average earnings per day last 7 years

Supramax: BSI63, Kamsarmax: BPI82, Capesize: BCI 5TC sourced: Baltic Exchange as of Jan 2025

Historically Low Supply Side

The order book is about 10 per cent of the sailing fleet

Current rate of fleet growth is about 4 per cent per annum

Only 1/3 of the existing fleet are modern ECO type Ultramax vessels

There is not available shipyard capacity to renew or the change the fleet within the next decade

10 Source: Fearnleys, SSY (45,000-69,999 DWT)

Contract Coverage

73%

11

Important Information

This presentation has been prepared by Belships ASA (the "Company") exclusively for information purposes. This presentation is confidential and may not be copied, distributed, reproduced, published or passed on, directly or indirectly, in whole or in part, or disclosed by any recipient, to any other person (whether within or outside such person's organisation or firm) or published in whole or in part, by any medium or in any form for any purpose or under any circumstances.

The information in this presentation speaks as of 11 February 2025 and the Company assumes no obligation to amend, correct or update the information in this presentation. None of the Company or any of their respective directors, officers, employees, agents, affiliates, advisors or any person acting on their behalf, shall have any liability whatsoever, (whether direct or indirect, in contract, tort or otherwise) for any loss whatsoever arising from any use of this presentation, or otherwise arising in connection with this presentation. The contents of this presentation shall not be construed as legal, business or tax advice, and the furnishing of this presentation should not be considered as the giving of investment advice by the Company or any of its directors, officers, agents, employees or advisers. Prospective investors should consult its own legal, business or tax advisor as to legal, business or tax advice.

This presentation contains certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates. Forwardlooking 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", and similar expressions. The forward-looking statements contained in this presentation, including assumptions, opinions and views of the Company or cited from third party sources are solely opinions and forecasts which are subject to risks, uncertainties and other factors that may cause actual events to differ materially from any anticipated development. None of the Company or subsidiaries or any such person's directors, officers or employees provides any assurance that the assumptions underlying such forward-looking statements are free from errors nor does any of them accept any responsibility for the future accuracy of the opinions expressed in this presentation or the actual occurrence of the forecasted developments. This presentation has been prepared for information purposes only, and does not constitute or form part of, and should not be construed as, any offer, invitation or recommendation to purchase, sell or subscribe for any securities in any jurisdiction and neither the issue of the information nor anything contained herein shall form the basis of or be relied upon in connection with, or act as an inducement to enter into, any investment activity. This presentation is subject to Norwegian law and any dispute arising in respect of this presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo district court as legal venue.

Consolidated Statement of Income and Financial Position

Q4 Q4
USD 1 000 2024 2023 2024 2023
Gross freight revenue Note 86 327 145 083 411 725 563 441
Voyage expenses -21 168 -36 170 -97 753 -139 085
Net freight revenue 2 65 160 108 914 313 973 424 356
Management fees 410 2 167 3 296 3 408
Operating income 2 65 569 111 081 317 269 427 764
Share of result from j/v and assoc. comp. 0 591 2 206 6 407
T/C hire expenses -27 709 -50 077 -139 709 -194 155
Ship operating expenses -16 302 -16 054 -60 786 -60 865
Operating expenses management companies -589 -3 710 -6 125 -16 306
General and administrative expenses -1 568 -1 022 -5 867 -5 233
-270
Operating expenses -46 168 -70 273 -210 281 152
EBITDA 19 402 40 807 106 987 157 612
Depreciation and amortisation 3 -7 519 -12 497 -37 144 -45 738
Gain on sale of ships 3 0
0
6 537 316
Gain on sale of subsidiary 6 0
0
5 951 0
Other gains/(-losses) -857 -81 -595 350
Operating result (EBIT) 11 026 28 229 81 737 112 539
Interest income 1 222 688 6 008 2 527
Interest expenses -7 282 -7 786 -29 807 -33 184
Other financial items 642 1 225 -1 492 2 065
Currency gains/(-losses) -756 2 251 -998 1 049
Net financial items -6 175 -3 621 -26 290 -27 543
Result before taxes 4 851 24 609 55 447 84 996
Taxes 2 676 -1 973 5 954 -7 562
Net result from continuing operations 7 527 22 636 61 401 77 434
Result from discontinuing operation 5 0
0
0 8 806
Net result for the period 7 527 22 636 61 401 86 240
Hereof majority interests 7 718 18 162 58 165 75 895
Hereof non-controlling interests -192 4 474 3 236 10 346
Earnings per share for continuing operations 0.03 0.09 0.24 0.31
Diluted earnings per share for continuing operations 0.03 0.09 0.24 0.30
Earnings per share 0.03 0.09 0.24 0.34
Diluted earnings per share 0.03 0.09 0.24 0.34

Consolidated statement of income Consolidated statement of financial position

31 Dec 31 Dec
USD 1 000 2024 2023
NON-CURRENT ASSETS
Note
Ships
3
682 447 731 596
Property, Plant and Equipment 1 454 883
Investments in j/v and assoc. companies 0 9 934
Other non-current assets 463 2 956
Total non-current assets 684 364 745 370
CURRENT ASSETS
Bunker inventory 6 331 8 556
Other current assets 32 669 50 662
Cash and cash equivalents 100 228 128 276
Total current assets 139 228 187 495
Total assets 823 593 932 864
EQUITY AND LIABILITIES
Equity
Paid-in capital 132 895 141 736
Retained earnings 120 141 128 935
Non-controlling interests 8 809 34 890
Total equity 261 844 305 561
NON-CURRENT LIABILITIES
Deferred tax 524 6 537
Long-term interest-bearing debt
4
500 386 536 668
Other non-current liabilities 182 954
Total non-current liabilities 501 092 544 160
CURRENT LIABILITIES
Current portion of interest-bearing debt
4
24 874 26 735
Other current liabilities 35 782 56 409
Total current liabilities 60 656 83 144
Total equity and liabilities 823 593 932 864

Uniform and Modern Fleet of 42x Bulk Carriers

Vessel Built DWT Yard Vessel Built DWT Yard
BELFRIEND 2028 64 000 Imabari BELMAR 2021 64 000 Imabari
BELOCEAN 2028 64 000 Imabari BELFAST 2021 64 000 Imabari
*
BELNOR
2028 64 000 Imabari BELAJA 2020 61 000 Shin Kurushima
BELVICTORY 2027 64 000 Imabari BELMOIRA 2020 61 000 Shin Kurushima
BELCARGO 2027 64 000 Nacks BELFUJI 2020 63 000 Imabari
BELSTAR 2027 64 000 Imabari BELNIKE 2020 63 000 Imabari
BELROSSO 2027 64 000 Imabari *
BELTANGO
2020 64 000 Mitsui
BELTEMPO 2026 64 000 Imabari *
BELFORTE
2019 64 000 Mitsui
BELAVANTI 2026 64 000 Imabari BELRAY 2019 61 000 Shin Kurushima
BELFUTURE 2026 64 000 Imabari BELNIPPON 2018 63 000 Imabari
*
BELFOX
2025 64 000 Imabari BELAFONTE 2017 63 000 Imabari
BELFORTUNE 2025 64 000 Imabari BELHAVEN 2017 63 000 Imabari
BELGRACE 2024 64 000 Imabari BELTIGER 2017 63 000 New Times
**
TBN BELSAKURA
2024 64 000 Imabari BELISLAND 2016 61 000 Imabari
BELMONDO 2023 64 000 Imabari BELINDA 2016 63 000 Hantong
BELYAMATO 2022 64 000 Imabari BELMONT 2016 63 000 Hantong
BELTOKYO 2021 64 000 Imabari BELATLANTIC 2016 63 000 Hantong
BELFORCE 2021 61 000 Dacks BELLIGHT 2016 63 000 New Times
BELKNIGHT 2021 61 000 Dacks BELFOREST 2015 61 000 Imabari
BELTRADER 2021 61 000 Dacks BELHAWK 2015 61 000 Imabari
BELGUARDIAN 2021 61 000 Dacks BELSOUTH 2015 63 000 Hantong

* Scrubber fitted

** Expected delivery Q1 2025

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