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Argeo AS

Investor Presentation Feb 27, 2025

3540_rns_2025-02-27_b10b2383-fe26-4e71-9c7a-363584a7de28.pdf

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Q4 Report

2024

Contents

CEO Letter 3
Financial Highlights 4
Main events Q4 2024 5
A fully integrated subsea company 6
Our verticals 7
Market Report 8
Q4 2024 Financials 9
Notes 13
Argeo Fleet & Assets 17
Argeo Technology 18
ESG 20
Contact 23

The year 2024 has been a period of significant growth and development for Argeo. We have successfully expanded our market presence, introduced innovative new products, and strengthened key client relationships though delivery of complex projects. On the commercial front, we have achieved significant revenue growth and increased customer acquisition, driven by a combination of strategic decisions and an extended portfolio of service offerings. Our expansion into new markets has further reinforced our position as a strong challenger in the industry. As we move forward, we aim to continue this development and remain committed to innovation, operational excellence, and delivering exceptional value to our customers and stakeholders.

While fourth-quarter results came in below expectations, Argeo delivered solid full-year growth, with key financials metrics showing a positive upward trend.

The Q4 results & cash position have been negatively affected by an extended yard stay, and an earlier-than-anticipated investment in equipment and rigging for Argeo Venture. These investments have positioned Argeo for enhanced operational capabilities moving forward. Additionally, we accelerated the deployment of Argeo Searcher on the Multiclient Program ahead of schedule, adapting to shifts in contract timelines being moved to 2025.

Argeo Venture completed re-configuration for the geotechnical part of the project for TotalEnergies and is estimated to complete this final part of the Venus project towards the end-of March 2025.

Argeo Searcher is finishing for Woodside on the Calypso project in Trinidad & Tobago and has moved on to the Suriname Multi Client project, now estimated to complete February-March depending on weather.

Backlog

Firm backlog of USD 14m per year-end 2024 primarily for Q1 2025 production and USD 176m of additional expected contracts currently in negotiations (including 4-year contract) giving a total backlog of USD 190m. Total tender volume currently stands at USD 160m. USD 4m in remaining backlog for NCPOR is rescheduled to 2025, either as an add-on to potential new projects in the region or aligned with the mobilization of one of our nearby vessels.

Health, Safety, Environment & Quality

In 2024 we completed significant operational and organisational growth both onshore and offshore. The entire team has shown dedication and focus, reaching, and in some areas, exceeding our corporate HSEQ KPI targets. Achieving a Total Recordable Incident Frequency (TRIF) under 0.6 with zero LTIs over 775,000 exposure hours underscores our solid commitment to safety. This performance highlights our dedication to maintaining a safe working environment.

Innovation & Technology

We have continued to strengthen our intellectual property protection, and we have YTD been granted a total of seven patents. Our digital platform "Argeo SCOPE" has been significantly upgraded with new features, and it plays a key role as a global commercial business to business (B2B) digital sales and product platform to the industry. Argeo SCOPE plays a key role in our quality control and data review processes offshore and onshore.

Both vessels now have geotechnical capabilities and Argeo Venture is already in full deep-water geotechnical operation. The Hugin fleet continues to perform well with good performance numbers and production rates.

CEO LETTER

CEO LETTER

Trond E. Figenschou Crantz CEO

Key Q4 2024 and full year financial highlights include:

All amounts in USD million (Q4 2023 in brackets)

Revenue: 5.4 (1.0) EBITDA: -5.7 (-2.2) EBIT: -7.9 (-6.4) Net profit (loss): -8.5 (–9.4)

2024 Revenue: 53.5 (10.1)
2024 EBITDA 6.8 (-6.3)
2024 Net profit (loss) -6.9 (-16.9)

(Note: Figures are in accordance with IFRS accounting principles.)

Financial Highlights REVENUE

USD 5.4 million (1.0 million)

REVENUE PAST YEAR

Financial highlights (Q4 2023 in brackets)

(-2.2 million)

NET PROFIT (LOSS) USD -8.5 million (-9.4 million)

NET PROFIT (LOSS) PAST YEAR

Firm backlog per year-end 2024 for execution in Q1 2025. USD 4m in backlog for NCPOR deferred to later 2025.

BACKLOG* FOR PRODUCTION IN Q1 2025 USD 14m

ADDITIONAL EXPECTED BACKLOG USD 176m

TOTAL EXPECTED BACKLOG USD 190m

Value of additional expected contracts currently in negotiations (including 4-year contract)

ADDITIONAL TENDER VOLUME USD 160m

* Aggregated unrecognised value of customers contracts

Total includes firm and additional expected contracts currently in negotiations (including 4-year contract)

Main Events Main events Q4 2024

  • \$13 deal in strategic equipment optimization
  • 8-year MultiClient agreement with National Energy Company Staatsolie in Suriname
  • Hugin 6000 sale lease-back finalised
  • 5-year Global Frame Agreement with optional extension between Argeo and TotalEnergies
  • First day of trading Oslo Stock Exchange
  • Prolonged yard stay in Namibia

Subsequent events Q4 2024

  • Argeo in first position after a tender competition for ROV & AUV Support Vessel (RSV) contract for a total of four years in South America
  • Private placement with gross proceeds of NOK 150 million

A fully integrated subsea company

Serving the entire value chain from exploration to decommissioning

Argeo is a fully integrated subsea company operating across three major verticals: oil & gas, marine minerals, and the renewables sector. We provide a comprehensive suite of services, combining multipurpose vessels, advanced AUVs and ROVs, geotechnical equipment, and cutting-edge digital imaging technology. Our AUVs are equipped with highly advanced sensors, enabling precise data collection and enhanced subsea mapping capabilities. With our own vessels and superior autonomous underwater technology, we offer fast, flexible, and full lifecycle services, including survey, inspection, maintenance, and repair. Our intuitive digital platform transforms complex data into actionable insights, increasing efficiency and reducing the carbon footprint for our customers.

Equipment SUPERIOR

Vessels MULTIPURPOSE

Final product TURNKEY

Sensor systems UNIQUE PATENTED

Bringing complex data to life

in three key verticals

Argeo conducts ocean surveys & inspections using autonomous robotic solutions for three key markets, Oil & Gas, Marine Minerals and Renewables Oil & Gas

Argeo offers comprehensive services for the oil and gas (O&G) industry, specializing in geophysical surveys combined with geotechnical services. We also excel in inspection, maintenance, and repair (IMR) services, utilizing our proprietary sensors to deliver efficient, contactless inspections of subsea infrastructure. Maintenance and repair operations are supported by our advanced ROV solutions.

Our expertise spans the entire lifecycle of an O&G project, from greenfield development site surveys and route surveys, including geotechnical sampling, to IMR services during production and surveys for the decommissioning phase. Typically, deep-water areas are surveyed using autonomous underwater vehicles (AUVs), while shallower regions are covered by unmanned surface vehicles (USVs) or remotely operated vehicles (ROVs).

More cost-efficient survey and inspection giving our clients

• Faster inspections

  • Faster project turnaround
  • Lower CO2 footprint
  • Safer operations with lower HSE risk

Easy access to actionable data

  • Rapid decision ready data to clients during mission and project lifecycle
  • Intuitive visualizations of complex data

Marine Minerals Renewables

Argeo collaborates with marine mineral companies and national geological institutions to conduct exploration surveys for resource estimation and the development of new mineral exploration licenses.

Our advanced multi-physics data acquisition, including proprietary electromagnetic sensors, provides a unique combination of exploration data for resource estimation and environmental studies. With strong environmental monitoring capabilities, Argeo's services remain valuable throughout the entire lifecycle of a marine mineral project.

Argeo delivers advanced geophysical surveys and geotechnical investigations for new offshore wind sites and transmission routes.

Our proprietary electromagnetic technology is particularly effective for cable inspections, ensuring precise estimation of burial depths.

We provide valuable data throughout the lifecycle of an offshore wind project, enabling low-emission solutions and high-quality insights for rapid decision-making

Market report

Market report

Q4 2024 FINANCIALS

Revenue

Revenue for Q4 2024 was USD 5.4 million, compared to USD 1.0 million in Q4 2023, and was mainly from the contract with TotalEnergies in Namibia. Revenue in Q4 2024 was negatively impacted by a 60-day yard stay for Argeo Venture in Namibia for the upgrade to support geotechnical services and Argeo Searcher starting on a multiclient program in Suriname.

Revenue for the full year 2024 amounted to USD 53.5 million, compared to USD 10.1 million in 2023. The increase in 2024 is mainly due to Argeo Venture coming into operation in 2024, higher utilisation for Argeo Searcher and better pricing for executed projects.

Cost

Cost of sales in Q4 2024 was USD 9.5 million, compared to USD 3.1 million in Q4 2023. Main reason for the increase is having two vessels in activity in Q4 2024 compared to one in the previous quarter, combined with higher operating cost in the area of operation. USD 3.2 million of operating cost was capitalised as multiclient expenses in the quarter.

Cost of Sales for the full year 2024 was USD 41.3 million compared to USD 14.5 million in 2023.

Selling, general and administrative expenses increased from USD 0.1 million in Q4 2023 to USD 1.6 million in Q4 2024. The change is mainly due to reversal of accruals in Q4 2023, but also a build-up of the organisation to handle more activity in 2024.

Selling, general and administrative expenses for the full year 2024 were USD 5.5 million, compared to USD 1.9 million in 2023.

EBITDA

EBTIDA was minus USD 5.7 million in Q4 2024, compared to minus USD 2.2 million in Q4 2023. EBITDA for full year 2024 was USD 6.8 million, up from minus 6.3 million in 2023.

Depreciation and amortisation

Depreciation and amortisation increased from USD 1.6 million in Q4 2023 to USD 2.2 million in Q4 2024. The increase in Q4 2024 is mainly due to an increased asset base, including the new vessel Argeo Venture. USD 0.5 of depreciation was capitalised as investment in multiclient in Q4 2024.

Depreciation for the full year 2024 was USD 9.2 million, compared to USD 4.7 million i 2023.

Financial items

Net financial loss in Q4 2024 was USD 0.4 million and includes currency exchange gain amounting to USD 1.2 million. Net financial loss in Q4 2023 was USD 3.0 million and included a USD 2.4 million currency exchange loss.

Net financial loss for the full year 2024 was USD 4.4 million, which includes a USD 2 million currency exchange gain. Net financial loss in 2023 was USD 3.2 million, including a USD 1.4 million currency exchange loss.

Net Profit (Loss)

Net loss for Q4 2024 was USD 8.5 million compared to a net loss of USD 9.4 million in Q4 2023.

Net loss for the full year 2024 was USD 6.9 million, compared to a net loss of USD 16.9 million in 2023.

Balance Sheet

Total non-current assets at the end of the period were USD 78.0 million. Of this, Right-of-use assets amounted to USD 26.1 million consisting of the bareboat charter Argeo Searcher, two Hugin Superior leases and office leases. Property, plant and equipment was USD 43.0 million in the end of the quarter, and is mainly one Hugin 6000 AUV, the Argus USV, the vessel Argeo Venture and lease additions to Argeo Searcher.

Investments amounted to USD 18.8 million in 2024. This is mainly for the reactivation and upgrade of Argeo Venture.

Cash and cash equivalents balance was USD 0.8 million at the end of the quarter, compared to USD 5.3 million at year end 2023.

Total liabilities at the end of the quarter were USD 66.1 million, compared to USD 36.6 million at the end of 2023. The increase is mainly due to new lease for a Hugin Superior, and new loans for Argeo Venture (USD 14 million) and Hugin 6000 AUV (USD 8.7 million).

Shares1

In April 2024, Argeo concluded its subsequent offering of 11,000,000 new shares

at NOK 2.75 per share, raising gross proceeds of NOK 30,250,000.

In June 2024, Argeo did a consolidation (reverse split) of the Company's shares in the ratio 5:1. The new share capital of the Company after the reverse share split is NOK 22,208,174.50 divided into 44,416,349 shares, each with a nominal value of NOK 0.50.

As per 31 December 2024, a total of 1 526 054 options are outstanding in connection with the Company's share option program. 29 000 have vested and has a strike price of NOK 41. 1 487 000 options have a strike of NOK 16. The remaining 10 000 options are formalised as warrants ("Tranche 1 Warrants"). Exercise price for these is NOK 4.15, and all have vested.

In connection with the private placement in April 2021, the Company's general meeting approved the issuance of 750,000 new warrants to the existing shareholders of the Company before the private placement ("Tranche 2 Warrants"). 375 000 of these warrants expired in April 2023, and 258 103 was replaced with share options granted 23 January 2024. The remaining 116 897 Tranche 2 Warrants can be exercised at NOK 0.50 given a demonstrated share market price appreciation of three times the Subscription Price within a period of 4 years. The Subscription Price in the private placement in April 2021 was NOK 41 per share.

Subsequent events

A private placement of 18 750 000 new shares at NOK 8.00 per share was completed on 12 February 2025, with gross proceeds of NOK 150 million. 8 875 000 shares were issued on 18 February 2025 pursuant to an earlier authorization granted to the board, and issuance of 9 875 000 shares will be issued by an extraordinary general meeting in the Company to be held 6 March 2025.

Financial statements

1 Historical numbers are adjusted for the reverse share split made in June 2024

Condensed statement of comprehensive income Condensed statement of financial position

Revenues
5,250
371
52,014
7,210
4
Other income
134
670
1,494
2,916
4
Total revenues and other income
5,384
1,041
53,508
10,126
Cost of sales
-9,526
-3,065
-41,272
-14,541
Gross profit (loss)
-4,142
-2,024
12,237
-4,415
Selling, general and administrative expenses
-1,602
-135
-5,454
-1,859
Impairment
0
-2,700
0
-2,700
5,6
Depreciation and amortisation
-2,193
-1,554
-9,237
-4,689
5,6
Total operating expenses
-3,795
-4,389
-14,691
-9,248
Operating profit (loss)/EBIT
-7,937
-6,413
-2,455
-13,663
Share of results from joint venture
0
-20
-66
-81
Finance income
24
33
49
55
Finance expense
-1,663
-628
-6,346
-1,750
8
Net exchange gains/(losses)
1,197
-2,357
2,002
-1,417
Net financial items
-442
-2,972
-4,361
-3,193
Profit (loss) before tax
-8,379
-9,385
-6,816
-16,856
Income tax expense
-125
-2
-123
-79
Net profit (loss) for the period
-8,504
-9,387
-6,939
-16,935
Other comprehensive income
Items which may subsequently be reclassified to profit or loss:
Exchange differences on translation of foreign operations
-1,599
2,070
-2,779
1,074
Other comprehensive income for the period
-1,599
2,070
-2,779
1,074
Total comprehensive income for the period
-10,104
-7,317
-9,718
-15,861
Earnings per share
Basic EPS - profit or loss attributable to equity holders (USD)
-0.19
-0.28
-0.16
-0.82
12
Diluted EPS - profit or loss attributable to equity holders (USD)
-0.19
-0.28
-0.16
-0.82
12
Net profit/loss for the period attributable to:
Equity holders of the parent company
-8,504
-9,387
-6,939
-16,935
Total comprehensive income attributable to:
All amounts in USD 1,000 Note Q4 2024 Q4 2023 2024 2023
Equity holders of the parent company -10,103 -7,317 -9,718 -15,861
All amounts in USD 1,000 Note 31.12.2024 31.12.2023
Other intangible assets 6 4,908 3,790
Deferred tax asset 0 0
Right-of-use assets 26,052 18,456
Property, plant and equipment 5 42,965 36,250
Multi-client inventory 6 4,108 699
Investment in joint venture 0 152
Total non-current assets 78,032 59,347
Trade receivables 6,881 219
Other receivables 7 11,509 4,071
Contract assets 0 552
Other current assets 1,764 2,073
Cash and cash equivalents 827 5,340
Total current assets 20,981 12,254
Total assets 99,013 71,601
All amounts in USD 1,000 Note
Share capital 10 2,163 1,890
Share premium 68,715 62,204
Other capital reserves 2,582 1,734
Other equity -40,536 -30,818
Total equity 32,923 35,010
Deferred tax liabilities 0 2
Non-current interest-bearing liabilities 8 18,573 4,940
Non-current lease liabilities 16,800 13,113
Non-current provisions 1 2
Other non-current liabilities 0 0
Total non-current liabilities 35,373 18,055
Current interest-bearing liabilities 8 2,427 2,394
Trade and other payables 11,161 6,456
Current lease liabilities 7,559 4,751
Current provisions 870 432
Income tax payable 125 0
Contract liabilities 6,271 2,225
Other current liabilities 2,303 2,278
Total current liabilities 30,716 18,536
Total liabilities 66,089 36,591
Total equity and liabilities 99,013 71,601

Condensed statement of changes in equity Condensed statement of cash flows

Paid-in equity Other equity
2023 Note Share
capital
Share
premium
Other
capital
reserves
Cumulative
translation
differences
Retained
earnings
Total
equity
Equity January 2023 565 27,356 1,640 -2,191 -12,766 14,604
Net profit or loss for the year -16,935 -16,935
Other comprehensive income 1,074 1,074
Total comprehensive income for the year 0 0 0 1,074 -16,935 -15,861
Issue of share capital (Note 10) 1,112 35,062 36,174
Registration of shares from December 2022 213 -213 0
Share-based payments (Note 11) 93 93
Equity December 2023 1,890 62,204 1,734 -1,117 -29,701 35,011
Paid-in equity Other equity
Q4-2024 Note Share
capital
Share
premium
Other
capital
reserves
Cumulative
translation
differences
Retained
earnings
Total
equity
Equity 1 January 2024 1,890 62,204 1,734 -1,117 -29,701 35,010
Net profit or loss for the year -6,939 -6,939
Other comprehensive income -2,779 -2,779
Total comprehensive income for the year 0 0 0 -2,779 -6,939 -9,718
Issue of share capital (Note 10) 273 6,511 6,783
Share-based payments (Note 11) 848 848
Equity 31 December 2024 2,163 68,715 2,582 -3,896 -36,640 32,923

Consolidated statement of cash flows

All amounts in USD 1,000 Note Q4 2024 Q4 2023 2024 2023
Cash flow from operating activities
Profit/loss before tax -8,379 -9,385 -6,816 -16,856
Adjustments to reconcile loss before tax to net cash flow
Net financial items 442 2,972 4,361 3,193
Depreciation, amortisation and impairment 5,6 2,193 4,255 9,237 7,389
Share-based payment expense 222 6 768 13
Loss on sale of equipment 0 0 82 0
Working capital adjustments
Changes in trade and other receivables 536 -163 -6,954 2,006
Changes in contract assets and other current assets 980 -1,137 860 -2,624
Changes in trade payables 481 2,022 4,705 4,046
Changes in provisions -292 -842 438 -385
Changes in contract liabilities and other current liabilities 157 1,989 -2,199 -1,012
Net cash flows from / (used in) operating activities -3,660 -284 4,483 -4,230
Cash flow from investing activities
Purchase of property, plant and equipment 5 -1,549 -19,208 -18,776 -21,064
Investment in joint venture -0 0 -122 0
Proceeds from disposals of property, plant and equipment 876 0 1,752 0
Investment in Multi-client 6 -3,229 -1 -2,937 -293
Development expenditures 6 -355 -188 -1,398 -1,524
Interest received 27 45 51 53
Net cash flows from / (used in) investing activities -4,230 -19,352 -21,431 -22,828
Cash flow from financing activities
Proceeds from issuance of equity -277 27,720 6,783 36,174
Repayments of long-term debt 8 -3,097 -556 -5,703 -5,271
Proceeds from long-term debt 8 8,690 -208 22,690 2,602
Payments for principal for the lease liability -1,201 -1,793 -5,845 -2,155
Payments for interest for the lease liability -811 -406 -3,248 -750
Interest paid -816 -240 -2,659 -336
Net cash flows from financing activities 2,489 24,516 12,019 30,263
Net change in cash and cash equivalents -5,402 4,881 -4,930 3,205
Cash and cash equivalents at beginning of the period 5,457 114 5,340 2,163
Net foreign exchange difference 772 345 417 -28
Cash and cash equivalents at the end of the period 827 5,340 827 5,340

-0 0

Note 1 General information

Argeo ASA ("the Company") is open for trading on Oslo Børs, with the ticker symbol ARGEO. The Company is incorporated and domiciled in Norway with principal offices located at Nye Vakås vei 14, 1395 Hvalstad, Norway.

Argeo ASA and its subsidiaries (collectively "the Group" or "Argeo") offers services and technical solutions to the surveying and inspection industry.

The interim consolidated financial statements of the Group for 2024 were authorised for issue in accordance with a resolution of the Board of Directors on 27 February 2025.

Note 2 Basis of preparation and significant accounting policies

The interim consolidated financial statements of the Group comprise consolidated statement of comprehensive income, consolidated statement of financial position, consolidated statement of cash flows, consolidated statement of changes in equity and selected explanatory notes.

The interim consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by The European Union ("EU"). The interim consolidated financial statements are unaudited.

The interim consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with Argeo's 2023 consolidated financial statements, which is available at www.argeo.no. The accounting policies adopted in the preparation of the interim consolidated financial statements are consistent with those applied in the preparation of the Group's consolidated annual financial statements for the year ended 31 December 2023.

The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

The interim consolidated financial statements have been prepared on a historical cost basis. All figures are presented in United States dollar ("USD") thousands (USD 1,000), except when otherwise stated.

Further, the interim consolidated financial statements are prepared on a going concern assumption.

Presentation and functional currency

Argeo ASA has USD as its functional currency and its subsidiaries have NOK, USD or Brazilian real (BRL) as their functional currencies. The Group presents its interim consolidated financial statements in USD to provide the primary users of the financial statements with more convenient information.

Note 3 Significant accounting judgements, estimates and assumptions

The preparation of the interim consolidated financial statements in accordance with IAS 34 and applying the chosen accounting policies requires management to make judgements, estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. The estimates and the underlying assumptions are reviewed on an ongoing basis.

The Group calculates the period income tax expense using the tax rate that would be applicable to the expected total annual earnings.

In preparing the interim consolidated financial statements, the significant judgments, estimates and assumptions made by management in applying the Group's accounting policies and the key source of estimation uncertainty were the same as those applied to the Group's annual financial statements for the year ended 31 December 2023.

Customer Areo Timing Q1-24 Q2-24 Total

Specification of revenue from contracts with customers (USD 1,000): Q4 2024 Q4 2023 2024 2023
Revenue from contracts with customers 5,250 371 52,014 5,652
Rental income 134 670 1,494 4,473
Total revenues 5,384 1,041 53,509 10,126

Dec 23 - Jan

24 5,420 153 5,573

NCPOR

India Asia

Feb 24 - June

24 2,743 5,350 8,093

Woodside,

Trinidad Americas

Aug 24 - Sep

24 0

Note 4 Revenues Note 4 Revenues

Geographical markets (USD 1,000) Q4 2024 Q4 2023 2024 2023
Africa 4,789 - 30,463 -
Asia - - 9,355 -
Americas 431 - 12,088 -
Europe 30 371 109 5,652
Total revenue from contracts with customers 5,250 371 52,014 5,652

RWE, Cali-

fornia Americas 0 0

Misc:

Office rental

Tromsø etc Norway 105 56 161

Total 9,467 15,663 25,130

10.239 10.698 10.482 10.847

Projects: Q1-23 Q2-23 Q3-23 Q4-23 2023

Argeo has one operating segment focused on the delivery of subsea services. The operating segment is reported in a manner consistent with the internal reporting to the Board of Directors (the Group's chief operating decision-maker).

The Group's revenue from contracts with customers arise primarily from the performance of subsea services in accordance with customer specifications.

USD 1,000 Vessels AUV, USV 1) Misc. Equipment Office equipment Total
Acquisition cost 1 January 2023 844 20,301 558 361 22,063
Additions 20,259 298 365 143 21,064
Sale equipment - - -169 - -169
Currency translation effects - - -
Acquisition cost 31 December 2023 21,102 20,598 754 504 42,959
Additions 16,063 1,602 628 310 18,603
Currency translation effects - 10 - -3 6
Sale equipment - -11,470 - - -11,470
Acquisition cost 31 December 2024 37,166 10,740 1,382 811 50,099
Acc.dep. & impairment 1 January 2023 - 858 210 130 1,198
Depreciation for the year 344 2,411 125 142 3,022
Impairment for the year - 2,700 - - 2,700
Sale equipment - - -133 - -133
Currency translation effects - -52 - -26 -78
Acc.dep. & impairment 31 December 2023 344 5,917 202 246 6,709
Depreciation for the period 2,303 2,707 240 211 5,461
Sale equipment - -5,012 - - -5,012
Currency translation effects - -23 - -1 -24
Acc.dep. & impairment 31 December 2024 2,647 3,589 443 456 7,134
Carrying amount 31 December 2023 20,759 14,681 552 259 36,250
Carrying amount 31 December 2024 34,519 7,151 939 356 42,965
Economic life 5-10 years 7 years 3-5 years 3 years
Depreciation method Linear Linear Linear Linear

Note 5 Property, plant and equipment Note 6 Intangible assets

WIP Patents and
USD 1,000 Development Software licenses WIP Multi-client Total
Acquisition cost 1 January 2023 1,675 871 203 406 3,154
Additions 1,509 - 14 293 1,816
Currency translation effects 9 -9 - - -
Acquisition cost 31 December 2023 3,192 862 217 699 4,970
Additions 1,398 - - 3,485 4,884
Retiremet - -420 - - -420
Currency translation effects 14 -59 - - -46
Acquisition cost 31 December 2024 4,604 383 217 4,184 9,389
Acc. amortisation 1 January 2023 - 247 36 - 282
Amortisation charge for the year - 130 40 - 170
Currency translation effects - 28 - - 28
Acc. amortisation 31 December 2023 - 405 76 - 481
Amortisation charge for the period - 190 50 76 316
Retirement - -420 - - -420
Currency translation effects - -5 - - -5
Acc. amortisation 31 December 2024 - 171 125 76 372
Carrying amount 31 December 2023 3,192 457 141 699 4,489
Carrying amount 31 December 2024 4,604 212 92 4,108 9,016
Economic life 5 years 5 years 5 years
Depreciation method Linear Linear Linear

Additions in Q4 2024 amounting to USD 18.6 million are mainly related to completion of upgrade for the vessel Argeo Venture.

In November 2024, the Group signed agreements for sale, leaseback and upgrade of the Hugin 6000 AUV. Net proceeds after repayment of sellers credit was USD 4.2 million.

No indicators for impairment of property, plant and equipment were identified for the twelve months ended 31 December 2024.

1) Autonomous Underwater Vehicles (AUV) and Unmanned Surface Vessels (USV).

The capitalised development costs in Q4 2024 are mainly related to development of Argeo's digital twin solution "Argeo Scope", and various sensor solutions.

No indicators for impairment of property, plant and equipment were identified for the twelve months ended 31 December 2024.

Specification of other receivables (USD 1,000): 31/12/2024 31/12/2023
Governmental grants 247 119
Prepaid expenses 8,460 1,943
Other 2,803 251
Unpaid share capital - 1,758
Total other receivables 11,509 4,071

Note 7 Other receivables

Prepaid expenses in 2024 is mainly related to upgrade of Hugin 6000, prepaid expenses for geotech work in Namibia, opex for vessels and lease payments invoiced in December 2024 but paid in January 2025.

Other includes receivable from Teledyne related to the sale of SeaRaptor AUV's and performance bond.

Note 8 Interest-bearing debt

Loans from Innovation Norway

The Group had one loan from Innovation Norway at the end of December 2024, bearing an interest at 8.20%*. Two loans were repaid in Q4 2024.

The Group has covenants related to the Innovation Norway loan. The covenants are measured half-yearly based on the Group's ordinary financial reporting. The Group was compliant with all covenants as of 31 December 2024.

Assets pledged as security for secured liabilities

The loan from Innovation Norway is secured with machinery and plant in Argeo Survey AS, Argeo ASA and Argeo Robotics. Further, the loans are secured with 50% of the shares in H1000 JV AS, a parent company guarantee from Argeo ASA, and trade receivables in Argeo Survey AS.

Seller's credits

All three seller's credits related to purchases of AUVs were repaid in Q3 and Q4 2024.

Loan Argeo Venture

In February 2024 the Group entered into a sale-and-leaseback transaction involving the Company's vessel Argeo Venture. The transaction has been accounted for as a financing arrangement.

Loan Hugin 6000 AUV

The Group entered into a sale/leaseback and upgrade agreement for its Hugin 6000 AUV in November 2024. The transaction has been accounted for as a financial arrangement; the sale/leaseback is recorded as a financial liability, and the upgrade cost is recorded as Capex.

*Innovation Norway may adjust the interest rate with a six week notice upon changes in underlying market rates.

Note 10 Share capital and shareholders information

Note 9 Fair value measurement

Fair value disclosures

Management has assessed that the fair values of cash and cash equivalents, trade and other receivables, trade payables and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

Interest-bearing debt

For the interest-bearing liabilities, the fair values are not materially different from their carrying amounts, since the interest payable on those borrowings is close to current market rates. The fair values of Interest-bearing liabilities are based on discounted cash flows using the current borrowing rate. Issued capital and reserves:

Number of shares issued Par value per
Financial position
Share capital in Argeo ASA and fully paid share (NOK) (USD 1,000)
At 1 January 2023 51,096,960 0.1 565
Share capital increase January 21,783,840 0.1 213
Share capital increase February 3,124,368 0.1 31
Share capital increase February 139,337 0.1 1
Share capital increase June 15,576,168 0.1 146
Share capital increase July 2,670,531 0.1 25
Share capital increase October 78,125,000 0.1 721
Share capital increase November 20,123,625 0.1 186
Share capital increase December 260,095 0.1 2
At 31 December 2023 192,899,924 0.1 1,890
Share capital increase March 18,181,818 0.1 172
Share capital increase April 11,000,000 0.1 101
Share capital increase June 3 0.1 0
Reverse share split (1:5) June -177,665,396 0.5 0
At 31 December 2024 44,416,349 0.5 2,163
Shareholders in Argeo AS at 31 December Total shares Ownership/voting
KISTEFOS AS 6,524,368 14.7%
LANGEBRU AS 2,500,000 5.6%
PRO AS 2,211,560 5.0%
SPAREBANK 1 MARKETS AS 1,578,705 3.6%
REDBACK AS 1,358,903 3.1%
ØSTERBRIS OFFSHORE AS 1,290,909 2.9%
ASCENT AS 1,089,316 2.5%
RANUM 1,000,000 2.3%
NORDNET LIVSFORSIKRING AS 887,288 2.0%
DNB Markets Aksjehandel/-analyse 840,254 1.9%
DNB BANK ASA 700,830 1.6%
MP PENSJON PK 691,417 1.6%
HUNDERI HOLDING AS 662,587 1.5%
Carun Holding AS 660,949 1.5%
BERGSTÅ 600,000 1.4%
Nordnet Bank AB 514,759 1.2%
BERGEN KOMMUNALE PENSJONSKASSE 400,000 0.9%
TROPTIMA AS 366,194 0.8%
SOLHEIM 363,000 0.8%
HEGGELUND 340,851 0.8%
Other 19,834,459 44.7%
Total 44,416,349 100%
Non-current interest-bearing liabilities (USD 1,000) Interest rate Maturity 31.12.2024 31.12.2023
Seller's credit - A 12.80% 2024 - 1,971
Seller's credit - B 14.10% 2024 - 691
Seller's credit - C 14.10% 2024 - 293
Loan Innovation Norway - A 8.20% 2024 - 5
Loan Innovation Norway - B 8.20% 2024 - 177
Loan Innovation Norway - C 8.20% 2028 1,321 1,802
Loan Argeo Venture 2029 11,037 -
Loan Hugin 6000 2029 6,215 -
Non-current interest-bearing debt 18,573 4,940
Current interest-bearing Interest rate Maturity 31.12.2024 31.12.2023
Seller's credit - A 12.80% 2024 - -
Seller's credit - B 14.10% 2024 - -
Seller's credit - C 14.10% 2024 - 2,096
Loan Innovation Norway - A 8.20% 2024 - 16
Loan Innovation Norway - B A8.20% 2024 - 118
Loan Innovation Norway - C 8.20% 2028 294 164
Loan Argeo Venture 2029 971 -
Loan Hugin 6000 2029 1,162 -
Current interest-bearing debt 2,427 2,394

11 Share-based payment

Employees (including members of Executive management) and the Board of Directors receive remuneration in the form of share-based payment (options and warrants). As per 31 December 2024, the Group had 1,516,054 outstanding options and 10,000 outstanding warrants, with a weighted average strike price of NOK 16.48 and NOK 4.15, respectively.

On the 23rd of January 2024¹) the Group granted 1,501,000 share options which will vest 1/3 each year over a total vesting period of 3 years. The last possible exercise date is 5 years from the grant date. The grant replaces 111,000 outstanding share options from the grant in December 2021 and 7,200 of the "Tranche 1" warrants, and 516,213 of the "Tranche 2" warrants.

The new awards in 2024 have been assessed to represent a replacement of the original awards from 2021. The incremental value arising from the granting of the replacement awards in 2024 is recognised over the vesting period of the replacement award.

The Group recognised USD 848 thousand of share-based payment expense in the consolidated statement of comprehensive income for the nine months ended 31 December 2024.

As at 31 December 2024, the Group has recognised a social security provision for share-based payment of USD 1 thousand.

1) Historical numbers are adjusted for the reverse share split in June 2024.

12 Earnings per share

The following table reflects the income and share data used in the basic and diluted EPS calculations:

USD Q4 2024 Q4 2023 2024 2023
Profit/(Loss) attributable to ordinary equity holders -8,504,159 -9,387,221 -6,938,993 -16,935,221
Weighted average number of ordinary shares - for basic EPS 44,416,349 33,657,336 42,944,269 20,684,313
Weighted average number of ordinary shares adjusted for the effect of dilution* 46,059,237 34,242,530 44,522,878 21,399,946
Basic EPS - profit or loss attributable to equity holders of the Company -0.19 -0.28 -0.16 -0.82
Diluted EPS - profit or loss attributable to equity holders of the Company* -0.19 -0.28 -0.16 -0.82

* The ordinary shares are not adjusted for the effect of dilution as the effect of including the additional shares is antidilutive.

13 Events after the reporting period

Adjusting events

There have been no adjusting events subsequent to the reporting period.

Non-adjusting events

On 24 January 2025, Argeo announced that the Company is in first position after a tender competition for ROV & AUV Support Vessel (RSV) contract for a total of four years in South America.

On 12 February, 2025, Argeo announced the completion of a private placement of NOK 150 million in gross proceeds by issuing 180 750 000 new shares at a subscription price of NOK 8.00 per share, with NOK 71 million received in February 2024 and the remaining to be received in March 2024.

There have been no other significant non-adjusting events subsequent to the reporting period.

Alternative performance measures

Alternative performance measures

This section includes information about alternative performance measures (APMs) applied by the Group.

These alternative performance measures are presented to improve the ability of stakeholders to evaluate the Group's operating performance.

The Group applies the following APMs:

EBITDA

The Group's earnings before interest, tax, depreciation and amortisation (EBITDA) are used to provide consistent information on the Group's operating performance relative to other companies, and is frequently used by analysts, investors and other stakeholders when evaluating the financial performance of the Group. EBITDA, as defined by the Group, includes total revenue and other income and excludes depreciation, amortisation and impairment loss. A reconciliation of EBITDA is presented below.

EBITDA (USD 1,000) Q4 2024 Q4 2023 2024 2023
Total revenues and other income 5,384 1,041 53,508 10,126
Cost of sales -9,235 -3,065 -41 272 -14,541
Selling, general and administrative expenses -1,602 -135 -5,454 -1,859
EBITDA -5,744 -2,159 6,783 -6,274
EBITDA margin -106.7 % -207.4 % 12.7 % -62.0 %

Vessels ROBUST AND MODERN

With the most advanced fleet available Superior capacity

Argeo Searcher Argeo Venture

EQUIPMENT SUPERIOR

Hugin AUV's

ROV's

USV

EFFICIENT

Geotechnical equipment

Argeo Argus

Note: ROV's and geotechnical equipment is in procurement stage

Argeo Electromagnetic sensor system Advanced Robotics

ARGEO LISTEN ARGEO WHISPER ARGEO DISCOVER

Inspection of subsea cathodic protection systems

  • Marine Mineral exploration
  • General site survey
  • Tracking/burial depth of "dead" power cables
  • Tracking buried pipelines
  • Detection of Unexploded Ordnance (UXO)
  • Marine Minerals exploration

Marine Minerals exploration

with Argeo SCOPE digital solution Turn key final product

Cloud-based solution for management, analysis, and interpretation of Ocean Space data

Enables efficient 3D visualization of Ocean Space Data in a user-friendly browser-based interface, supporting a collaborative data sharing and a smoother interpretation workflow.

Seamless data fusion from seabed measurements such as:

  • Synthetic aperture sonar (SAS)
  • Sub-bottom profiler (SBP)
  • Backscatter
  • Bathymetry
  • Subsea camera and snapshots
  • Environmental data
  • Laser measurements
  • Geo-taggable documents
  • WMS Services
  • Interpreted surfaces and horizons from legacy platforms
  • Electromagnetic field data

Clean and safe oceans

through responsible operations

Our operations include inspection and maintenance of equipment for the Oil & Gas industry in addition to identification of outdated production equipment for removal, contributing to decommissioning (DECOM) efforts. Furthermore, Argeo's use of fuel-efficient vessels and battery-run robotic equipment underscores our commitment to sustainability, providing our company and services with a distinct green profile. Through these initiatives, Argeo continues to lead by example in promoting environmental stewardship and innovative solutions within the industry.

One of Argeo's most important value is to be responsible. This means that we must conduct business operations in a responsible and safe manner and to foster a healthy and prosperous workplace based on fairness and equality.

The UN Sustainable Development Goals were adopted by all the world's governments at the United Nations in 2015 and provide a common and necessary roadmap. At Argeo, we celebrate these goals and believe in making a difference in the ocean space. All 17 of the UN SDGs are relevant to our business, yet we have chosen to focus on four main areas; 7: affordable and clean energy, 9: industry, innovation and infrastructure, 13: climate action and 14: life below water. We find that we can contribute more within these areas and that they are enablers to further strengthen the full set of UN goals.

Status & ambition

As of Q4 2024 we have not yet started measuring a comprehensive carbon footprint, but it is our ambition to do so going forward. As our company grows it is also our ambition to set clear goals and to integrate an environmental awareness into all levels ofthe company, meaning we want sustainability to permeate the business. From how we write the contracts with our customers to the waste management in every office.

Through our core business, we help our clients become more efficient in keeping the oceans safe and clean. Our complete set-up of vessels, robotic subsea equipment and our own developed and patented sensor systems enables us to perform inspection surveys up to eight times more efficiently than traditional methods. This technological edge not only enhances operational efficiency but also reduces environmental impact. Therefore, HSEQ management is paramount for Argeo and being responsible is part of our core values.

Environmental

Status & ambition

Responsibility is a fundamental value at Argeo. We are dedicated to conducting our business with in tegrity, prioritizing safety and responsibility, and striving to minimize our environmental footprint. Argeo places significant emphasis on preventing negative environmental impacts from our opera tions.

Our company policy is to maintain safe and pollu tion-free practices that comply with both national and international regulations, as well as relevant standards and guidelines. Our objective is to con tinuously enhance our management skills in rela tion to environmental protection and we are com mitted to understand and collectively work towards reducing our environmental footprint.

Through our core business, we help our clients become more efficient

Social

The right balance of people

We believe maintaining a balanced and diverse workforce in terms of gender, age, and national ities is a strategic advantage that fosters diverse perspectives and drives innovation.

This diversity enhances our ability to understand and serve a global customer base, strengthening our competitiveness and market presence. A varied team promotes an inclusive and collaborative work environment, encouraging creativity and improving overall performance.

By embracing diverse experiences and viewpoints, we attract top talent, enhance employee satisfac tion, and reduce turnover. This balance results in better decision-making and a more robust, adapt able organization.

We are building and sustaining a fair, responsible, and attrac tive workplace

-

Co2 1783 Tons NOx 31380 Kg Sox 440 Kg

Vessel emissions in Q4 2024

Argeo Searcher

Age distribution per date

End of Q4 2024 Argeo had 111 employees from 24 nationalities

Co2 1905 Tons NOx 26140 Kg Sox 490 Kg Argeo Venture

Governance

We believe active corporate governance is vital to the development of companies and that it provides longterm benefits for all Argeo's stakeholders.

Raising concerns & whistleblowing

All employees are encouraged to raise concerns wherever they identify activities which are not aligned with Argeo's values and behaviors. Argeo encourages employees to raise concerns in the first instance directly to line management. In circumstances where this is not possible or it may be more appropriate to do so due to the nature or seriousness of the concern, a confidential Whistleblowing portal is available.

Bribery and anti-corruption

Argeo has a zero tolerance for bribery and corrupt payments in whatever form, whether given or received, directly or indirectly, anywhere in the world. Most countries, including the USA, the UK and Norway, have strict anti-bribery and anti- corruption laws in place, which are intended to prevent companies and individuals from gaining an unfair advantage, and from undermining the rule of law. We must never offer or accept bribes or kickbacks and must not participate in or facilitate corrupt activities of any kind. We must also never engage a third party (in particular, a commercial agent or other business representative) who we believe may attempt to offer a bribe to conduct company business.

From 2023 our suppliers are asked to fill out a "self-assessment form" and our future goal is to develop a formal Supply Chain Sustainability Code of Conduct.

Antitrust

Antitrust laws, sometimes also called competition laws, govern the way that companies behave in the marketplace. Antitrust laws encourage competition by prohibiting unreasonable restraints on trade and anti-competitive conduct. The laws deal in general terms with the way companies deal with their competitors, clients, and suppliers. Violating antitrust laws is a serious matter and could place both the company and the individual at risk of substantial criminal penalties.

Human rights policy

An important part of Argeo's commitment to responsible business is respecting human rights in accordance with internationally recognised standards. There is both a business and a moral case for ensuring that human rights principles are upheld during our operations and throughout our value chain.

Our approach is informed by the International Bill of Human Rights, the UN Guiding Principles on Business and Human Rights, and the International Labour Organisation's Declaration on Fundamental Principles and Rights at Work.

Code of conduct

Argeo aspires to be an honest and trustworthy company. Our reputation depends upon each of us understanding the Code of Conduct, and always demonstrating integrity and honesty. The Code of Conduct sets the standard for how we should work together to develop and deliver our services, how we protect the value of Argeo, and how we work with customers, contractors, suppliers, and others.

Responsible business practices

At Argeo we are all committed to

  • Create a healthy and safe working place for both employees and contractors
  • Create measurable goals

  • Strive to achieve corporate environmental goals set forward

  • Comply with relevant laws and regulations
  • Promote a culture in which all employees share this commitment
  • Promote responsible purchasing through our Supplier's Code of Conduct
  • Develop and communicate a Company Code of Conduct
  • Respecting and promote human rights of all individuals potentially affected by our operations. We respect the fundamental principles set forth in the Universal Declaration of Human Rights and related UN documents

Argeo's framework for corporate governance is intended to decrease business risk, maximize value and utilize our resources in an efficient, sustainable manner, for the benefit of shareholders, employees, and society at large.

JUST A DUMMY

BACKGROUND

Argeo

Nye Vakås v. 14 1395 Hvalstad Norway Telephone: +47 66 85 90 99 www.argeo.no

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