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ABL Group Investor Presentation 2022

Feb 25, 2022

3519_rns_2022-02-25_fb8e1c7d-749b-45de-967a-96019f9c89d4.pdf

Investor Presentation

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2021 Q4 results

25 February 2022

1. Highlights Reuben Segal, CEO

  1. Financial review Dean Zuzic, CFO

Reuben Segal, CEO

© 2012-2022 AqualisBraemar LOC

Disclaimer

  • This Presentation has been produced by AqualisBraemar LOC ASA (the "Company" or "ABL") solely for use at the presentation to investors and other stake holders and may not be reproduced or redistributed, in whole or in part, to any other person. This presentation is strictly confidential, has not been reviewed or registered with any public authority or stock exchange, and may not be reproduced or redistributed, in whole or in part, to any other person. To the best of the knowledge of the Company, the information contained in this Presentation is in all material respect in accordance with the facts as of the date hereof, and contains no material omissions likely to affect its importance. However, no representation or warranty (express 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, neither the Company nor any of its subsidiary companies or any such person's officers or employees accepts any liability whatsoever arising directly or indirectly from the use of this Presentation. This Presentation contains information obtained from third parties. Such information has been accurately reproduced and, as far as the Company is aware and able to ascertain from the information published by that third party, no facts have been omitted that would render the reproduced information to be inaccurate or misleading.
  • 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. Forward-looking 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 any of its parent or subsidiary undertakings or any such person's 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. The Company assumes no obligation, except as required by law, to update any forward-looking statements or to conform these forward-looking statements to our actual results.
  • AN INVESTMENT IN THE COMPANY INVOLVES RISK, AND SEVERAL FACTORS COULD CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS THAT MAY BE EXPRESSED OR IMPLIED BY STATEMENTS AND INFORMATION IN THIS PRESENTATION, INCLUDING, AMONG OTHERS, RISKS OR UNCERTAINTIES ASSOCIATED WITH THE COMPANY'S BUSINESS, SEGMENTS, DEVELOPMENT, GROWTH MANAGEMENT, FINANCING, MARKET ACCEPTANCE AND RELATIONS WITH CUSTOMERS, AND, MORE GENERALLY, GENERAL ECONOMIC AND BUSINESS CONDITIONS, CHANGES IN DOMESTIC AND FOREIGN LAWS AND REGULATIONS, TAXES, CHANGES IN COMPETITION AND PRICING ENVIRONMENTS, FLUCTUATIONS IN CURRENCY EXCHANGE RATES AND INTEREST RATES AND OTHER FACTORS.
  • 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. THE COMPANY DOES NOT INTEND, AND DOES NOT ASSUME ANY OBLIGATION, TO UPDATE OR CORRECT THE INFORMATION INCLUDED IN THIS PRESENTATION.
  • By attending or receiving this Presentation you acknowledge that you will be solely responsible for your own assessment of the market and the market position of the Company and that you will conduct your own analysis and be solely responsible for forming your own view of the potential future performance of the Company's business. This Presentation does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such an offer or solicitation in such jurisdiction.

2021 Highlights – Continued delivery on growth and energy transition targets

  • 2021 revenue of USD 150.7 million, up 96% from 2020 (2020: USD 77.0 million)
    • Up 8% on a pro-forma combined basis1 (2020: USD 139.5 million)
  • Adjusted EBIT of USD 9.6 million (2020: USD 4.8 million)
  • 53% revenue growth1 in renewables bringing LTM renewables share to 27%
  • Total dividend of NOK 0.5 per share paid during 2021
  • Completed integration of LOC Group
    • Part of a long-term plan to consolidate the offshore energy and marine consulting space, the acquisition of LOC in December 2020 roughly doubled the size of the group
  • Completed multiple strategic add-on acquisitions
    • Q1: East Point Geo, a geoscience consultancy delivering services primarily to renewables
    • Q4: OSD-IMT, a ship design consultancy with more than 150 designs launched to date
    • Q4: The remaining 29% stake in Innosea, ABL's engineering, design and R&D consulting firm specialising in marine renewables

Renewables revenues and LTM share of group revenues

4

Q4 2021 Highlights

  • Revenue increased 8% compared to proforma combined Q4 2020
    • Revenues of USD 37.8 million (Q4 20: USD 19.6 million stand-alone1 , USD 35.0 million pro-forma combined2 )
    • Revenue growth primarily driven by renewables consultancy OWC (+54%) and specialist engineers Longitude (+60%)
  • Adjusted EBIT of USD 2.5 million (Q4 20: USD 1.0 million)
    • EBIT of USD 1.9 million (Q4 20: USD -0.4 million)
  • Cash balance of USD 19.8 million (Q3 21: USD 23.2 million)
    • Interest bearing bank debt of USD 11.7 million (Q3 21: 12.5 million)
    • Negative cash flow driven by dividends, debt repayment and Innosea / OSD-IMT acquisitions
  • Cost synergy target of USD 4.0 million from LOC acquisition maintained
    • Run rate synergies of USD 1.9 million realised, with the remainder to be gradually realised through 2022
  • Semi-annual dividend of NOK 0.3 per share proposed for 1H 2022
    • To be decided by AGM and paid in June 2022

1 Reported figures are AqualisBraemar stand-alone up to and including Q4 2020. LOC was consolidated at end of Q4 2020. 2 Pro-forma combined AqualisBraemar and LOC, based on LOC unaudited management accounts

5

Our Markets

Our Service Portfolio

CONSULTING & ENGINEERING

  • Technical due diligence
  • Owner's engineering & construction monitoring
  • Geotechnical & geophysical
  • HSEQ & risk
  • Marine operations
  • Marine design, upgrade & conversion
  • Site investigations
  • Clean shipping
  • Engineering & design • Jack-up & wind far
  • installation vessels • Advance analysis &
  • simulation • Digital services
  • Cable engineering
  • Marine consulting

• Client Reps & secondments

LOSS PREVENTION

Marine surveys, inspections & audits

  • Vessel and marine assurance
  • Rig inspections and assurance
  • Industrial standard audit
  • Vessel condition survey
  • Pre-purchase survey

Marine warranty survey

  • Renewables
  • Oil & gas • Operations
  • Project cargo
  • Rig moving
  • Decommissioning

LOSS MANAGEMENT

Marine casualty support & management

  • Salvage & wreck removal
  • Hull & machinery (H&M) claims
  • P&I claims
  • Loss adjusting & claims management
  • Expert witness & litigation
  • Energy expert witness & litigation
  • Marine expert witness & litigations
  • Marine casualty investigations

Global partner, local expert – 4% staff growth in quarter

Global footprint provides clients with local expertise and swift response

8

Renewables now ABL's second largest market (27% LTM, 30% in 4Q21)

Note: No adjustment for intercompany eliminations.

9

Note: Market sector revenue based on management accounts

(1) OWC segment includes activities in OWC, Innosea and East Point Geo entities

Offshore wind going global – Europe to drop below 50% of installed base by 2025

Offshore wind, new installations (GW) Total installations (% and GW)

Project: ABL awarded second Erebus owner's engineering contract

  • In November, OWC entered into a large1 contract to provide engineering services for the second phase of the floating wind project "Erebus" offshore Wales
    • Developed by Blue Gem Wind, a JV between Total and Simply Blue Energy
    • The award reaffirms OWC's world-leading position in floating wind owner's engineering
  • Contract term of approximately three years
    • The scope of work includes owners engineering and project development support
  • The contract follows the Phase 1 owners engineering contract awarded in Q1 2020
    • OWC currently responsible for multiple aspects of the project including the environmental impact assessment, engineering and management of onshore and offshore surveys

In 2021, ABL Renewables…

...worked on

99

new offshore wind farms with total capacity of

68 GW

…carried out

100+ MWS projects

Project: ABL partnered on 20% of capacity awarded in ScotWind

  • Record 25GW of offshore wind leases awarded as part of "ScotWind" in January 2022, of which ~15GW of floating wind, positioning Scotland at the forefront of this industry
    • The auction was hotly contested, attracting 74 bids from a range of utilities, IPPs and oil and gas companies
  • OWC provided consultancy support to help developers put competitive bids forward, resulting in successful bids for both partnerships we supported
    • OWC's partners were awarded 4 of the total 17 project awards
    • In total, OWC were named project partners in ~20% of the capacity awarded (5GW)
    • We are continuing to support both clients in the development of their projects in 2022
  • OWC is currently supporting clients in other lease/auction processes in the US, Europe and Asia

2021 marked significant expansion of ABL Renewables services

OIL & GAS

E&P capex growth and sanctioning set to hit highest levels since 2012-2013

OIL & GAS

Project: MWS for two major CNOOC development projects

  • ABL has been appointed by CNOOC to provide Marine Warranty Services on the Enping 15-1 oil complex and the Kenli 6-1 oil complex developments
  • The Enping 15-1 oil complex development comprises 4 new platforms, 4 subsea pipelines and 3 subsea cables
    • Enping 15-1 is the first Chinese offshore field development to apply carbon capture and storage (CCS) technology, and will capture up to 300,000 tonnes per annum of CO2
  • The Kenli 6-1 oil complex development comprises 7 new platforms, 14 subsea pipelines and 6 subsea cables
  • Work on the projects will begin in 2022 and carry on through 2023

In 2021, ABL Oil&Gas…

...carried out

650+ rig moves

500+ MWS projects

600+ vessel/asset surveys

2000+ …and worked for different clients

MARITIME

Project: ABL representing H&M underwriters in collision outside India

  • On November 26, a tanker collided with a bulk carrier in the Gulf of Kutch, India
  • ABL has since December represented the H&M underwriters of the struck vessel, including inter alia:
    • estimating costs for temporary and permanent repairs and CTL options
    • providing on-site Naval Architect support
    • assisting owners in identifying ports of refuge for further temporary repairs
    • hydrostatic modelling to assess if vessel is safe for ocean transit to repair yard
  • The project has utilised resources across the organisation, using staff from London, Dubai and Mumbai offices, including Longitude resources

In 2021, ABL Maritime…

...received

2,900+ instructions from

1,100+

unique clients

1,800+

of these instructions were casualty related

Acquisition of OSD-IMT

  • In December, ABL acquired OSD-IMT, a specialist consultancy in ship design, operating across renewables, maritime, defence and oil and gas, from Damen Shipyard Group
    • The acquired operations generated revenues of EUR 1.4 million in 2020 and had 11 employees
  • OSD-IMT has launched more than 150 vessel designs to date, and will become part of the ABL Group's specialist engineering and design arm Longitude
    • The firm's expert knowledge covers a broad selection of vessel types and technologies, including design and engineering for alternative fuels
  • OSD-IMT's track record and market access will allow Longitude to leverage its existing expertise in specialist ship design, marine consultancy and marine operations, as well as improve capacity and economics in future design projects

Staff growth driven by increased subcontractors usage and OWC recruitment

  • Average staff levels increased 4% from Q3 to Q4
    • Increased seasonal activity across APAC, Middle East driving subcontractor hours
    • High recruitment and subcontractor activity in our renewables companies OWC, EPG and Innosea
  • Subcontractor share of 32%, up from 30% in Q3
    • Subcontractor share significantly higher in offshore and renewables than in the less cyclical marine and adjusting divisions
    • The group aims to further increase the subcontractor share to allow for a more flexible cost base
  • Targeted recruitment underway for additional technical staff

Highlights Q4 2021 Staff level development1

  1. Highlights Reuben Segal, CEO

2. Financial review Dean Zuzic, CFO

Reuben Segal, CEO

© 2012-2022 AqualisBraemar LOC

Revenue and adjusted EBIT

(USDm)

Adjusted EBIT

20 Note: LOC results consolidated from 1Q21. Unless otherwise noted, figures prior to 1Q21 are as reported as AqualisBraemar. Adjusted EBIT: Refer to Alternative Performance Measures in Appendix

1) LOC figures based on unaudited management reports

Segment revenues and EBIT

  • Revenue growth primarily driven by renewables consultancy OWC and specialist engineers Longitude (+54% and +60% proforma YoY)
  • Strong EBIT contribution from Asia Pacific (12% margin) and seasonal improvement in Middle East (9% margin)
  • Europe and Americas weak due to low utilisation, particularly in December due to Omicron restrictions and holidays
  • Low margin in OWC as utilisation hit by high recruitment, new business areas and high bid activity expect improvements in Q1

Note: LOC P&L not consolidated in 4Q20.

  • 21 1) Adjusted EBIT: Refer to Alternative Performance Measures in Appendix
    • 2) OWC segment includes activity in OWC, Innosea and East Point Geo entities
      • 3) Other revenue consists of eliminations. Other EBIT consists of group overheads and eliminations

Income Statement

USD
thousands
Consolidated
income
statement		 Q4
2021		 Q4
2020		 FY
2021		 FY
2020
Revenue 37
797		 19
565		 150
748		 77
015
Total
revenue		 37
797		 19
565		 150
748		 77
015
Staff
costs		 (20
225)		 (10
964)		 (81
978)		 (41
495)
Other
operating
expenses		 (14
658)		 (8
657)		 (57
605)		 (31
096)
Depreciation
, amortisation
and
impairment		 (998) (360) (3
790)		 (1
477)
Operating
profit
(loss)
(EBIT)		 1
916		 (416) 7
375		 2
946
Gain
bargain
purchase
on		 54 - 54 -
Finance
income		 48 (655) 112 399
Finance
expenses		 (196) (170) (765) (271)
Net
foreign
exchange
gain
(loss)		 585 (1
088)		 (592) (568)
Profit
(loss)
before
income
tax		 2
408		 (2
328)		 6
184		 2
507
Income
tax
expenses		 (1
263)		 (363) (2
965)		 (993)
Profit
(loss)
after
tax		 1
145		 (2
691)		 3
218		 1
513
  • Revenues for Q4 2021 up 96% from Q4 2020
    • Reported growth driven by consolidation of LOC
    • Revenues up 8% vs pro-forma combined Q4 2020
  • EBIT of USD 1.9 million (Q4 20: USD -0.4m)
    • Adjusted EBIT of 2.5 million (Q4 20: USD 1.0m)
    • Adjusted EBIT margin of 6.6%
    • EBIT adjustments relate to amortisation of intangible assets, and other extraordinary or noncash items
    • Depreciation, amortization and impairment (USD 1.0 million) includes approximately USD 0.5 million depreciation of right-of-use assets (IFRS 16) and USD 0.1 million amortization of intangible assets

Strong financial position, returning excess cash to shareholders and banks

Highlights Q4 2021

  • USD 19.8 million in cash
    • Down from USD 23.2 million in Q3
    • USD 1.6 million cash flow from operations
    • USD -0.7 million cash flow from investing activities, including acquisition of OSD-IMT and remaining shareholding in Innosea
    • USD -4.3 million cash flow from financing, primarily dividends, debt repayment and lease payments
  • USD 11.7 million bank debt (Q3: USD 12.5 million)
    • Capitalised lease of USD 3.8 million (Q3: USD 3.1 million)
  • Net working capital of USD 35.5 million
    • Up from USD 35.2 million in Q3
    • Focus on freeing up underlying working capital continues

Working capital1 (% of quarterly revenue)

Proposing semi-annual dividend of NOK 0.3 per share

  • Proposing dividend of NOK 0.3 per share, corresponding to USD 3.2 million
    • The distribution will for tax purposes be considered a repayment of paid-in capital
    • The dividend is subject to shareholder approval at the AGM planned for 2 June 2022 and will be paid shortly thereafter
  • Total dividend paid in 2021 was NOK 0.5 per share, corresponding to USD 5.4 million
    • Returning capital to shareholders remains a strategic priority for AqualisBraemar
    • AqualisBraemar LOC has implemented a semi-annual dividend schedule
    • If granted the requisite authorisation at the AGM, the Board expects to resolve and declare an additional dividend during the second half of 2022

Paid and proposed dividends (NOK/share)

H1 2020 H2 2020 H1 2021 H2 2021 H1 2022

  1. Highlights Reuben Segal, CEO

  2. Financial review Dean Zuzic, CFO

ABL – Market views and strategic positioning for 2022

Renewables

Status and market outlook:

  • Strong renewables growth for ABL: 3 new renewable hubs and 3 new service lines (onshore wind, storage, hydrogen) driving 53% revenue growth for the year
  • Market growth: Continued strong growth in existing and new geographies
  • Profitability and supply/demand balance a concern in parts of the industry

ABL strategic focus:

  • Continued focus on organic growth to serve growing market, expansion to new market segments
  • Focus on profitability and capital efficiency, avoid commoditised services
  • Very selective on M&A in sector a lot of opportunities but valuation does not match profitability

Oil & Gas, Maritime

Status and market outlook:

  • Clear sign of upturn from 2022, with E&P capex growth and project sanctioning set to hit levels not seen since 2012-2013
  • Some of our rates have fallen 35-40% since 2014 in nominal terms – expected to improve in 2022

ABL strategic focus:

  • Positioning for increased activity and market growth in legacy markets
  • Targeted expansion in new service lines and growth markets
  • Attractive M&A market in O&G, but the right opportunities are rare
    • looking for companies with strong O&G position today, but clear path to energy transition services

Internal

Status and market outlook:

  • ABL has increased revenues 4x in the last 3 years, from USD 36 million to USD 151 million
  • Still a lot of internal improvement in the pipeline – streamlining and modernising from former smaller specialist companies into one group – one culture
  • Capital efficiency did not hit targets in 2021 – renewed focus in 2022

ABL strategic focus:

  • Improve capital efficiency
  • Attract, develop and nurture top talent
  • Maintain leading QHSE performance

Ambition: 50% renewables and sustainability oriented services in business mix by 2025

Summary and outlook

  • Continued year-on-year growth in revenues and EBIT
    • Strong profitability in APAC and ME compensating for low utilisation in OWC, Europe, Americas
    • Expect improved utilisation in OWC in Q1
  • Strong market outlook: Continued market growth in renewables, expecting major improvement in O&G
  • Cost synergy target of USD 4.0 million maintained, of which USD 1.9 million run rate synergies realised and remainder to be gradually realised through 2022
  • Improving capital efficiency and returning cash to shareholders
    • Proposing semi-annual dividend of NOK 0.3 per share to be paid in June 2022, corresponding to USD 3.2 million
    • Total dividends paid during 2021: NOK 0.5 per share (NOK 0.25 in June and December)
  • We will continue to be active in consolidation of the energy consultancy industry

Appendix

© 2012-2022 AqualisBraemar LOC

  • Financial targets
    • Organic revenue growth of 5 percent over a business cycle
    • Renewable and sustainability-oriented services target at 50% of revenue in 2025
    • Adjusted EBIT margin of 10 percent (excluding effects from IFRS 16 Leases and items affecting comparability) over a business cycle
    • More efficient cash management and working capital use in the group
    • Dividend policy: The Company's intention is to pay a semi-annual dividend in support of its objective to maximise capital efficiency. The majority of the Company's free cash flow is intended to be distributed, subject to maintaining a robust cash buffer to satisfy commitments and support working capital requirements, planned capital expenditure and growth opportunities

Billing ratio development

1 For AqualisBraemar: Billing ratio excludes management, business development, administrative support staff and temporary redundancies. Figure calculated as billable hours over available hours. Available hours excludes paid absence (public holidays, time off in-lieu, compassionate leave, authorized annual leave) and unpaid absence (sabbatical and other unpaid leave). For LOC, figure is calculated as billable hours over standard hours.

30

General (1/2)

Basis of preparations

This presentation provides consolidated financial highlights for the quarter of the Company and its subsidiaries. The consolidated financial information is not reported according to requirements in IAS 34 (Interim Financial Reporting) and the figures are not audited.

The accounting policies adopted in the preparation of this presentation are consistent with those followed in the preparation of the last annual consolidated financial statements for the year ended 31 December 2020. A description of the major changes and the effects are included in note 2 (standards issued but not yet effective) on page 44 in the AqualisBraemar LOC annual report 2020 available on www.abl-group.com.

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

Alternative Performance Measures (APMs)

AqualisBraemar LOC discloses APMs in addition to those normally required by IFRS. APMs are meant to provide an enhanced insight into the operations, financing and future prospects of the company. Certain items may not be indicative of the ongoing operating result of the company and are excluded from the alternate profit measures. Profit measures excluding those adjustment items are presented as an alternative measures to improve comparability of the underlying business performance between the periods. The Company has defined and explained the purpose of the following APMs:

Adjusted EBITDA which excludes depreciation, amortization and impairments, share of net profit (loss) from associates, transaction costs related to acquisitions, restructuring and integration costs is a useful measure because it provides useful information regarding the Company's ability to fund capital expenditures and provides a helpful measure for comparing its operating performance with that of other companies. EBITDA may not be comparable to other similarly titled measures from other companies.

Adjusted EBIT which excludes amortisation and impairments, share of net profit (loss) from associates, transaction costs related to acquisitions, restructuring and integration costs is a useful measure because it provides an indication of the profitability of the Company's operating activities for the period without regard to significant events and/ or decisions in the period that are expected to occur less frequently.

Adjusted profit (loss) after taxes which excludes amortisation and impairments, share of net profit (loss) from associates, transaction costs related to acquisitions, restructuring and integration costs and certain finance income is a useful measure because it provides an indication of the profitability of the Company's operating activities for the period without regard to significant events and/or decisions in the period that are expected to occur less frequently.

Order backlog is defined as the aggregate value of future work on signed customer contracts or letters of award. AqualisBraemar LOC's services are shifting towards "call-out contracts" which are driven by day-to-day operational requirements. An estimate for backlog on "call-out contracts" are only included in the order backlog when reliable estimates are available. Management believes that the order backlog is a useful measure in that it provides an indication of the amount of customer backlog and committed activity in the coming periods.

Working capital is a measure of the current capital tied up in operations. The amount of working capital will normally be dependent on the revenues earned over the past quarters. Working capital includes trade and other receivables and contact assets, trade and other payables, current tax payable, and contract liabilities. Working capital may not be comparable to other similarly titled measures from other companies. Working capital ratio provides an indication of the working capital tied up relative to the average quarterly revenue over the past two quarters.

General (2/2)

Alternative Performance Measures (APMs) continued

Return on equity (ROE)

ROE is calculated as the adjusted profit (loss) for the period attributable to equity holders of the parent, divided by average total equity for the period. The adjusted profit (loss) is annualised for interim period reporting. This measure indicates the return generated by the management of the business based on the total equity. The calculation of ROE is shown below.

Return on capital employed (ROCE)

ROCE is calculated as the adjusted EBIT for the period, divided by average capital employed for the period. Capital employed is defined as total assets less non-interest bearing current liabilities. The adjusted EBIT is annualised for interim period reporting. This measure indicates the return generated by the management of the business based on the capital employed. The calculation of ROCE is shown below.

Adjustment items

USD
thousands
Adjustment
items
(EBITDA)		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Restructuring
and
integration
costs		 5 528 4
8		 5
5		 2
5		 3
0		 185 283 3
6		 2
9		 1
4
Other
(incl
expenses)
special
items
. share-based		 - - 7
8		 7
6		 8
0		 8
3		 318 106 353 531 485
Transaction
related
M&A
costs
to		 - 1
129		 - 130 1
0		 1
253		 1
393		 6
7		 - - -
Share
of
profit
(loss)
from
net
associates		 - - - - - - - - - - -
Total
adjustment
items
(EBITDA)		 5 1
657		 127 262 141 1
367		 1
897		 465 389 560 500
(EBIT)
Adjustment
items		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Adjustment
items
(EBITDA)		 5 1
657		 127 262 141 1
367		 1
897		 465 389 560 500
Amortisation
and
impairment		 - - - - - - - 8
9		 8
9		 8
9		 8
9
Total
adjustment
items
(EBIT)		 5 1
657		 127 262 141 1
367		 1
897		 554 478 649 589
Adjustment
items
(profit
(loss)
after
taxes)		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
(EBIT)
Adjustment
items		 5 1
657		 127 262 141 1
367		 1
897		 554 478 649 589
Fair
value
adjustments		 575 575 (1
179)		 109 6
7		 874 (130) - - - -
Gain
on bargain
purchase		 4
1		 (11
026)		 - - - - - - - - (54)
Other
finance
income		 661 - - - - - - - - - -
Total
adjustment
items
(profit
(loss)
after
taxes)		 1
283		 (8
793)		 (1
052)		 370 208 2
240		 1
767		 554 478 649 535

APMs and Key Figures

USD
thousands
Profitability
measures		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Operating
profit
(loss)
(EBIT)		 444 (332) 1
279		 1
577		 506 (416) 2
946		 1
859		 2
281		 1
319		 1
916
Depreciation
, amortisation
and
impairment		 252 690 362 363 392 360 1
477		 1
072		 899 820 998
EBITDA 696 357 1
641		 1
940		 898 (56) 4
423		 2
932		 3
180		 2
139		 2
914
Total
adjustment
items
(EBITDA)		 5 1
657		 127 262 141 1
367		 1
897		 465 389 560 500
Adjusted
EBITDA		 701 2
015		 1
767		 2
201		 1
040		 1
311		 6
320		 3
397		 3
568		 2
699		 3
414
Operating
profit
(loss)
(EBIT)		 444 (332) 1
279		 1
577		 506 (416) 2
946		 1
859		 2
281		 1
319		 1
916
Total
adjustment
items
(EBIT)		 5 1
657		 127 262 141 1
367		 1
897		 554 478 649 589
Adjusted
EBIT		 450 325
1		 1
406		 1
839		 648 951 4
843		 2
413		 758
2		 1
968		 505
2
Profit
(loss)
after
taxes		 (1
450)		 9
037		 835
2		 1
171		 199 (2
691)		 513
1		 1
128		 1
088		 (143) 145
1
Total
adjustment
items
(profit
(loss)
after
taxes)		 1
283		 (8
793)		 (1
052)		 370 208 2
240		 1
767		 554 478 649 535
Adjusted
profit
(loss)
after
taxes		 (167) 243 1
782		 1
541		 407 (451) 3
280		 1
682		 1
566		 507 1
680
Basic
earnings
per share
(USD)		 (0.02) 0.16 0.04 0.02 0.00 (0.04) 0.02 0.01 0.01 (0.00) (0.00)
Adjusted
basic
earnings
per share
(USD)		 (0.00) 0.00 0.03 0.02 0.01 (0.01) 0.05 0.02 0.02 0.01 0.02

APMs and Key Figures

USD
thousands
Working
capital		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Trade
and
other
receivables		 24
252		 24
252		 26
064		 26
568		 24
714		 41
498		 41
498		 45
954		 51
977		 51
898		 43
235
Contract
assets		 12
019		 12
019		 11
145		 9
264		 9
873		 12
916		 12
916		 14
952		 14
905		 18
490		 18
101
Trade
and
other
payables		 (9
487)		 (9
487)		 (9
215)		 (8
300)		 (9
392)		 (25
207)		 (25
207)		 (28
123)		 (30
239)		 (33
594)		 (24
467)
Contract
liabilities		 (719) (719) (905) (1
011)		 (990) (757) (757) (764) (1
189)		 (934) (949)
Income
payable
tax		 (371) (371) (407) (235) (293) (907) (907) (809) (747) (673) (398)
capital(3)
working
Net		 25
693		 25
693		 26
683		 26
285		 23
912		 27
543		 27
543		 31
210		 34
708		 35
188		 35
523
Working
capital
ratio		 140% 140% 138% 135% 127% 79% 79% 87% 93% 92% 94%
Return
on equity
(ROE)		 -0.3% 0.7% 3.7% 3.2% 0.8% -0.8% 5.8% 2.5% 2.3% 0.7% 2.5%
Return
on capital
employed
(ROCE)		 0.8% 3.3% 2.7% 3.5% 1.2% 1.3% 6.7% 2.6% 3.0% 2.2% 2.8%
Operational
metrics		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Order
of
(USD
million)
backlog
at
the
end
the
period		 13.8 13.8 19.0 20.5 28.3 76.0 76.0 71.3 64.6 60.4 63.2
(1)
Average
number
of
full-time
equivalent
employees		 423 307 431 448 465 462 452 895 922 922 960
period(2)
Average
billing
ratio
during
the		 69% 76% 75% 74% 69% 72% 72% 76% 75% 75% 73%

1) Full time equivalent numbers include subcontractors on 100% utilization equivalent basis

2) Billing ratio for technical staff includes subcontractors on 100% basis

Consolidated Statement of Income

USD
thousands
Consolidated
income
statement		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Revenue 18
785		 54
792		 19
787		 19
232		 18
431		 19
565		 77
015		 36
698		 38
266		 37
986		 37
797
Total
revenue		 18
785		 54
792		 19
787		 19
232		 18
431		 19
565		 77
015		 36
698		 38
266		 37
986		 37
797
Staff
costs		 (9
801)		 (28
536)		 (10
414)		 (9
920)		 (10
198)		 (10
964)		 (41
495)		 (20
295)		 (20
868)		 (20
590)		 (20
225)
Other
operating
expenses		 (8
288)		 (25
900)		 (7
732)		 (7
372)		 (7
335)		 (8
657)		 (31
096)		 (13
472)		 (14
218)		 (15
257)		 (14
658)
Depreciation
, amortisation
and
impairment		 (252) (690) (362) (363) (392) (360) (1
477)		 (1
072)		 (899) (820) (998)
Operating
profit
(loss)
(EBIT)		 444 (332) 1
279		 1
577		 506 (416) 2
946		 1
859		 2
281		 1
319		 1
916
Gain
on bargain
purchase		 (41) 11
026		 - - - - - - - - 5
4
Finance
income		 (616) 7
9		 1
198		 (81) (62) (655) 399 3
7		 4 2
3		 4
8
Finance
expenses		 (563) (625) (38) (32) (31) (170) (271) (162) (243) (164) (196)
Net
foreign
exchange
gain
(loss)		 (216) (248) 562 (70) 2
8		 (1
088)		 (568) (320) (175) (683) 585
(loss)
Profit
before
income
tax		 (992) 9
900		 3
000		 1
394		 441 (2
328)		 2
507		 1
414		 1
866		 495 2
408
Income
tax
expenses		 (458) (863) (166) (223) (242) (363) (993) (286) (778) (638) (1
263)
Profit
(loss)
after
tax		 (1
450)		 9
037		 2
835		 1
171		 199 (2
691)		 1
513		 1
128		 1
088		 (143) 1
145
Other
comprehensive
income
Currency
translation
differences		 701 137 (1
691)		 553 397 2
367		 1
626		 666 738 (328) (1
551)
Income
effect
tax		 (46) (46) - - - 3
0		 3
0		 - - - (343)
for
Total
comprehensive
income
the
period		 655 9
1		 (1
691)		 553 397 2
398		 1
657		 666 738 (328) (1
894)
Total
comprehensive
income
for
the
period
is
attributable
to:
Equity
holders
of
the
parent
company		 (795) 9
128		 1
144		 1
724		 596 (293) 3
170		 1
762		 1
772		 (504) (705)
Non-controlling
interests		 - - - - - - - 3
1		 5
4		 3
3		 (44)

Consolidated Statement of Financial Position

USD
thousands
Consolidated
balance
sheet		 Q4
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Property
, plant
and
equipment		 559 509 475 452 1
213		 1
350		 1
284		 1
169		 1
137
Right-of-use
assets		 2
376		 2
021		 1
757		 1
485		 4
707		 4
046		 3
363		 2
938		 3
629
Goodwill
and
intangible
assets		 12
974		 12
573		 12
681		 12
838		 26
665		 27
105		 27
033		 26
779		 27
465
Deferred
tax
assets		 447 419 425 407 1
395		 1
987		 2
287		 2
180		 1
708
Trade
and
other
receivables		 24
252		 26
064		 26
568		 24
714		 41
498		 45
954		 51
977		 51
898		 43
235
Contract
assets		 12
019		 11
145		 9
264		 9
873		 12
916		 14
952		 14
905		 18
490		 18
101
Cash
and
cash
equivalents		 10
930		 10
079		 10
987		 14
123		 30
642		 28
319		 24
532		 23
212		 19
815
Total
assets		 63
558		 62
811		 62
156		 63
892		 119
036		 123
712		 125
382		 126
665		 115
090
EQUITY
AND
LIABILITIES
Equity 47
364		 48
586		 48
913		 49
589		 65
319		 67
687		 69
290		 68
526		 66
865
Deferred
liabilities
tax		 409 335 365 346 682 648 658 649 1
259
Long
borrowings
term		 - - - - 6
414		 6
431		 6
386		 4
171		 3
328
Lease
liabilities
(non-current)		 1
214		 924 655 370 2
340		 1
837		 1
660		 1
409		 2
481
(non-current)
Provisions
and
other
payables		 2
809		 1
311		 1
536		 1
754		 5
147		 5
114		 5
247		 5
496		 5
661
Trade
and
other
payables		 9
487		 9
215		 8
300		 9
392		 25
207		 28
123		 30
239		 33
594		 24
467
Contract
liabilities		 719 905 1
011		 990 757 764 1
189		 934 949
Short
borrowings
term		 - - - - 8
669		 8
664		 6
924		 8
333		 8
333
Lease
liabilities
(current)		 1
184		 1
128		 1
141		 1
160		 2
552		 2
388		 1
804		 1
673		 1
349
Income
payable
tax		 371 407 235 293 907 809 747 673 398
Provisions
(current)		 - - - - 1
042		 1
247		 1
238		 1
207		 -
Total
equity
and
liabilities		 63
558		 62
811		 62
156		 63
892		 119
036		 123
712		 125
382		 126
665		 115
090

Consolidated Statement of Cash Flow

USD
thousands
Consolidated
cashflow
statement		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
2020		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Profit
(loss)
before
taxes		 (992) 9
900		 3
000		 1
394		 441 (2
328)		 2
507		 1
414		 1
866		 495 2
408
Adjustments
for:
Depreciation
, amortisation
and
impairment		 252 690 362 363 392 360 1
477		 1
072		 899 820 998
Non-cash
employee
benefits
expense – share-based
payments		 7 1
3		 7
8		 7
4		 8
1		 8
3		 317 106 353 532 484
Interest
costs
- net		 (22) (46) (6) (9) (2) (1) (18) 4
8		 213 118 110
Increase
(Decrease)
in
fair
value
of
consideration
warrants		 575 575 (1
179)		 109 6
7		 676 (328) - - - -
Gain
on bargain
purchase		 4
1		 (11
026)		 - - - - - - - - (54)
Changes
in
working
capital:
Changes
in
trade
and
other
receivables		 3
143		 1
119		 (938) 1
378		 1
244		 517 2
201		 (6
493)		 (5
977)		 (3
506)		 9
052
Changes
in
trade
and
other
payables		 (2
087)		 (2
531)		 (87) (1
011)		 922 2
675		 2
499		 2
924		 2
836		 3
100		 (9
112)
Income
paid
taxes		 (346) (847) (80) (265) (81) (764) (1
190)		 (606) (299) (1
019)		 (1
270)
Unrealised
effect
of
in
exchange
movements
rates		 (105) (512) (1
364)		 590 289 1
495		 1
009		 455 (1
079)		 (71) (1
006)
Cash
flow
from
(used
in)
operating
activities		 469 (2
665)		 (214) 2
622		 3
354		 2
712		 8
474		 (1
080)		 (1
188)		 469 1
611
Payments
for
plant
and
equipment
property,		 (30) (182) (49) (27) (45) (29) (150) (109) (143) (98) (184)
Interest
received		 2
2		 4
6		 6 9 2 1 1
8		 8 8 1
5		 2
2
Net
cash
acquired
(paid)
on acquisition
of
subsidiary		 - 3
000		 (13) - - (14
606)		 (14
619)		 1 0 - (556)
Cash
(used
in)
flow
from
investing
activities		 (8) 2
864		 (56) (18) (43) (14
634)		 (14
751)		 (100) (135) (83) (717)
Dividends
paid
to
company's
shareholders		 - - - (1
472)		 - (1
559)		 (3
030)		 - (2
807)		 - (2
668)
Principal
elements
of
lease
payments		 (246) (501) (289) (285) (298) (225) (1
096)		 (823) (671) (561) (547)
from
Proceeds
loans
and
borrowings		 - - - - - 14
621		 14
621		 - - - -
Repayment
of
borrowings		 - - - - - - - (34) (1
495)		 (806) (1
087)
Proceeds
from
issuance
of
shares
capital		 - 5
812		 - - - 15
317		 15
317		 (13) 2
314		 - -
Payments
for
shares
bought
back		 (41) (41) - - - - - - - - -
Cash
flow
from
(used
in)
financing
activities		 (287) 5
270		 (289) (1
756)		 (298) 28
154		 25
811		 (870) (2
658)		 (1
367)		 (4
302)
Net
change
in
cash
and
cash
equivalents		 174 5
469		 (559) 847 3
013		 16
233		 19
534		 (2
050)		 (3
981)		 (981) (3
408)
Cash
and
cash
equivalents
the
beginning
of
the
period
at		 10
670		 5
454		 10
930		 10
079		 10
987		 14
123		 10
930		 30
642		 28
319		 24
532		 23
212
Effects
of
exchange
rate
changes
on cash
and
cash
equivalents		 8
6		 7 (292) 6
1		 123 286 177 (273) 194 (339) 1
1
Cash
and
cash
equivalents
the
end
of
the
period
at		 10
930		 10
930		 10
079		 10
987		 14
123		 30
642		 30
642		 28
319		 24
532		 23
212		 19
815

Revenues and EBIT

- split per segments

USD
thousands
Revenues Q4 FY Q1 Q2 Q3 Q4 FY Q1 Q2 Q3 Q4
19 19 20 20 20 20 20 21 21 21 21
Middle 6 19 7 5 4 5 22 7 7 6 7
East 087 955 013 595 019 738 365 230 775 282 186
Asia 5 14 5 5 5 5 22 8 9 9 11
Pacific 636 958 745 256 638 610 249 959 129 950 237
Europe 3 8 3 3 3 3 14 10 10 10 9
548 243 913 378 176 803 269 387 317 419 464
Americas 4 9 3 3 3 3 13 6 6 6 6
080 906 010 317 271 585 183 170 901 532 717
OWC 2 8 2 3 4 3 14 4 6 6 6
339 900 714 708 302 438 162 610 077 665 759
Longitude - - - - - - - 2
015		 2
285		 2
351		 2
232
Eliminations (2 (7 (2 (2 (1 (2 (9 (2 (4 (4 (5
905) 168) 608) 022) 975) 609) 214) 672) 217) 211) 798)
Total 18 54 19 19 18 19 015 36 38 37 37
revenues 785 792 787 232 431 565 77 698 266 986 797
Operating
profit
(loss)
(EBIT)		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Middle
East		 361 1
084		 867 479 (25) 387 1
707		 699 874 158 656
Asia
Pacific		 7
8		 253 305 666 574 362 1
907		 691 105 1
151		 1
301
Europe (205) (404) 459 300 103 (32) 829 489 824 145 269
Americas 7 (135) (123) 230 9
4		 2
3		 225 205 794 422 9
6
OWC 9
4		 948 202 403 445 314 1
365		 371 440 397 9
Longitude - - - - - - - 331 167 3
9		 8
0
Corporate
group costs		 109 (2
079)		 (431) (501) (685) (1
470)		 (3
087)		 (927) (924) (992) (495)
Total
EBIT		 443 (333) 1
279		 1
577		 506 (416) 2
946		 1
859		 2
281		 1
319		 1
916

Trade receivable & Cash and cash equivalents

- split per segments

USD
thousands
Trade Q4 FY Q1 Q2 Q3 Q4 FY Q1 Q2 Q3 Q4
receivables 19 19 20 20 20 20 20 21 21 21 21
Middle 5 5 6 6 4 6 6 6 6 6 6
East 648 648 915 778 937 338 338 316 997 251 363
Asia 6 6 6 6 6 8 8 8 9 7 7
Pacific 207 207 844 597 050 091 091 243 327 631 611
Europe 3 3 3 4 2 8 8 7 7 8 8
719 719 578 069 952 411 411 232 312 271 274
Americas 3 3 3 3 3 286 286 6 6 6 6
868 868 494 323 372 7 7 462 864 633 494
OWC 356 356 443 1
501		 1
551		 1
094		 1
094		 1
942		 3
445		 2
779		 3
004
Longitude - - - - - 1
636		 1
636		 2
105		 1
805		 1
479		 1
884
Total
trade
receivables		 19
799		 19
799		 21
273		 22
268		 18
862		 32
856		 32
856		 32
299		 35
750		 33
043		 33
631
Cash
and
cash
equivalents		 Q4
19		 FY
19		 Q1
20		 Q2
20		 Q3
20		 Q4
20		 FY
20		 Q1
21		 Q2
21		 Q3
21		 Q4
21
Middle 1 1 1 1 1 2 2 2 2 2 2
East 576 576 428 574 291 185 185 426 064 388 402
Asia 2 2 2 3 2 6 6 5 3 4 4
Pacific 819 819 108 159 981 526 526 826 901 416 707
Europe 1 1 1 1 1 5 5 5 4 3 3
184 184 155 064 202 464 464 517 624 780 398
Americas 1
335		 1
335		 1
013		 780 546 4
665		 4
665		 3
738		 3
735		 3
065		 2
781

OWC 784 784 515 923 1 266 3 822 3 822 3 683 3 485 3 548 3 356 Longitude - - - - - 1 191 1 191 1 353 1 209 1 053 1 139 Corporate group 3 233 3 233 3 860 3 488 6 836 6 789 6 789 5 777 5 515 4 962 2 032 Total cash and cash equivalents 10 930 10 930 10 079 10 987 14 123 30 642 30 642 28 319 24 532 23 212 19 815

6

Top 20 shareholders

# Name
of
shareholder		 No
. of
shares		 %
ownership
1 GROSS 14 15
MANAGEMENT 890 4%
AS 351
2 HOLMEN
SPESIALFOND		 9
650
000		 10
0%
3 BJØRN
STRAY		 6
017
743		 6
2%
4 MELESIO 4 4
INVEST 611 8%
AS 016
5 SOBER
AS		 3
500
000		 3
6%
6 MUSTANG 2 2
CAPITAL 830 9%
AS 334
7 HAUSTA 2 2
INVESTOR 488 6%
AS 623
8 CAPITAL 2 2
AS 348 4%
KRB 818
9 PENSJON 2 2
MP 081 1%
PK 128
10 VALOREM
AS		 2
020
000		 2
1%
11 LGT 1 1
BANK 798 9%
AG 003
12 AMPHYTRON 1 1
INVEST 600 7%
AS 339
13 CATILINA 1 1
INVEST 339 6%
AS 555
14 TRAPESA
AS		 1
532
704		 1
6%
15 BADREDDIN
DIAB		 1
517
695		 1
6%
16 GINKO
AS		 1
428
480		 1
5%
17 THE
BANK
OF
NEW
YORK
MELLON		 1
261
662		 1
3%
18 ACME 1 1
CAPITAL 250 3%
AS 000
19 BANQUE
PICTET
&
CIE
SA		 1
126
998		 1
2%
20 CARNEGIE
INVESTMENT
BANK
AB		 940
000		 1
0%
Top 64 66
20 449 5%
shareholders 233
Other
shareholders		 32
473
350		 33
5%
Total 96 100
outstanding 922 0%
shares 583

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