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Nordic Financials ASA Interim / Quarterly Report 2016

Nov 23, 2016

3521_rns_2016-11-23_69eace84-d247-44ce-8b3c-06160d94e0ec.pdf

Interim / Quarterly Report

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Aega ASA Q3 REPORT – 2016

Contents

About Aega ASA 3
Q3 in short 3
Highlights from the reporting period 3
Financial review 4
Explanation of the accounting structure of the consolidated interim report 5
Aega Portfolio as of Q3 2016 6
Financials 7
Profit and loss 7
Balance sheet 8
Cash flow 9
Change in equity 10
Note 1: Summary of significant accounting policies 11
Note 2: Operational cost breakdown 11
Note 3: Property plant and equipment 11
Note 4: Group structure 12
Note 5: Cash and cash equivalents 12
Note 6: Power production 12
Note 7: Related party transactions 13
Note 8: Financing overview 13
Note 9: Trade receivables and other current assets 13
Note 10: Shares and shareholder information 13
Note 11: Subsequent events 14
Investor contact 15

About Aega ASA

Aega ASA is a solar utility company, listed on the Oslo Axess, which acquires and operates solar power plants benefiting from government supported solar feed-in tariffs. The company currently owns a portfolio of six solar parks located in Italy, with a combined production capacity of 6MW. Aega mainly invests in small operating solar parks (below 5MW capacity each) following the company's strict investment criteria. The company aims to grow its portfolio, considering the current favourable conditions for the secondary market in Italy. The company is headquartered in Oslo (NO) and has a branch office in Trento (IT).

Q3 IN SHORT

  • Quarterly dividend of NOK 0.075 per share was paid 31 August, and the Board of Directors will propose a quarterly dividend of NOK 0.03 per share for an extraordinary general meeting in December.
  • Attractive investment opportunities. Pipeline of 12.4 MW.
  • Production output was 3.1 per cent over budget in Q3 and 4.2 per cent over budget during the first nine months of 2016. OPEX was in line with budget and the previous quarters.

HIGHLIGHTS FROM THE REPORTING PERIOD Operations

Production was 4.2 per cent above the seasonally adjusted base case production as of 30 September 2016, due to (i) higher irradiation, (ii) close performance monitoring and (iii) the effect of the company's optimization measures. As a result revenues were 3.1 per cent higher than budget.

The company experienced operations according to plan during the quarter and close to 100 per cent uptime. The solar parks were unaffected by the nearby earthquakes.

Portfolio Cumulated Production vs. Base Case

Corporate events

Following Aega's policy to pay quarterly dividends, NOK 0.075 per share was distributed on 31 August 2016. The board will] call an extraordinary general meeting with a proposal of a quarterly dividend of NOK 0.03 per share payable in December.

Outlook

The management team has worked extensively with screening and evaluating new investment opportunities. There is an abundance of potential investments that meet the company's investment criteria and the management team has identified new investment opportunities with a total capacity of 12.4MW. For this pipeline attractive terms have been agreed and preliminary technical and legal screening have been performed. The company does not see sourcing of investment opportunities as a limiting factor to the company's growth plans.

The company aims to grow its portfolio and the first milestone will be to reach a size that provide alignment between cash flow and existing cost base.

Key figures

Unaudited Unaudited
(EUR 000') Q3 2016 Q3 2015
Electricity production (MWh) 2 730 891
Total revenues 857 300
Cost operations (69) (23)
Operating profit 788 278
Other costs Italy (36) (3)
Managment fee (161) (23)
EBITDA Operations 590 252
HQ cost and adm. Cost (96) (27)
Non recurring (76) (1)
EBITDA 418 224
Net profit 27 146
Quarterly yield solar parks 1 3.90% 5.47%
Total Assets 19 532 6 061
Equity (%) 33% 16%
Net interest bearing debt 10 444 3 997

Per share measures:

Earnings (0.02) 0.01
Stock price end of quarter (NOK) 3.10 NA
Distribution to shareholders in the quarter (NOK) 0.075 0.31
Quarterly yield 2.42% NA

1 EBITDA Operations/Power plant and equipment

FINANCIAL REVIEW

On 20 January 2016, Aega ASA (Former Nordic Financials ASA) acquired Aega Yieldco AS in a reverse takeover transaction. For accounting purposes Aega Yieldco AS has been identified as the acquiring party. Therefore, all numbers are compared to Aega Yieldco AS's business in Q3 2015. It should be noted that the Aega group in Q3 2015 had revenues from only two solar power parks, while in Q3 2016 the company owns and operates six solar power parks. This means that a comparison of financial numbers quarter to quarter provides limited information on financial performance.

Total revenue in Q3 2016 were EUR 857k compared to EUR 300k for the same period last year. The total power production was 2 730 MWh, which is 3.1 per cent higher than the seasonally adjusted base case production of 2 648 MWh.

Total operating costs in Q3 2016 were EUR 439k compared to EUR 76k for the same period last year. The company's non-recurring costs of EUR 76k mainly related to listing of new shares in August 2016.

Net financial income was negative EUR 117k in Q3 2016, compared to negative EUR 44k during Q3 2015. Pre-tax profit was negative EUR 25k for Q3 2016 and the tax gain was EUR 79k, resulting in a net profit of EUR 27k for the quarter compared to a profit of EUR 146k during Q3 2015.

Earnings per share (EPS) was negative EUR 0.02 for Q3 2016, compared to a gain of EUR 0.01 during the same period last year.

The assets on the balance sheet consist of the portfolio of six individual solar parks in Italy, one remaining financial investment and cash bank deposits. The solar parks are financed with bank loans or leasing finance, where the assets of the parks are registered as security. The parks are held in separate single purpose companies and each company has a separate non-recourse loan financing (ring fenced).

The company had cash and short term deposits of EUR 1 014k at the end of Q3 2016 compared to EUR 285k one year earlier.

Comments on remaining financial investments

The company holds shares in the listed company Wilson ASA. In accordance with the Norwegian Public Companies Act, requiring a majority owner with more than 90 per cent holding to make a compulsory offer to buy the remaining shares, the company has required the majority owner of Wilson ASA to buy the remaining shares. Court proceedings to determine fair value of the shares were held in April 2016 and the court's ruling concluded a fair value at NOK 10.60 per share, and that Aega shall bear its own and the other party's costs in connection with the proceedings. Aega has appealed the ruling. The appeal hearing has been scheduled for 7-8 of March 2017. The company is of the opinion that the fair value should be around NOK 22-23 per share, consistent with Wilson ASA's booked equity. In the accounts, Aega is using a valuation of NOK 10.60 per share and has made a provision for the other party's costs according to the appealed ruling.

The company's other financial investment held in Q2, a fixed income bond issued by Polarcus, was sold in September at market price.

EXPLANATION OF THE ACCOUNTING STRUCTURE OF THE CONSOLIDATED INTERIM REPORT

Company: 2015-01 2015-02 2015-03 2015-04 2015-05 2015-06 2015-07 2015-08 2015-09 2015-10 2015-11 2015-12 2016-1 2016-2 2016-3 2016-4 2016-5 2016-6 2016-7 2016-8 2016-9
AEGA Energy Prima AS Founded 28.4.2014
Photo-Volt One Srl Purchased 14.8.14
DT Srl Consolidated from 1.4.15
AEGA Yieldco AS Consolidated from 1.11.15
AEGA Energy Seconda AS Consolidated from 1.11.15
Collesanto Srl Consolidated from 1.11.15
AEGA Energy Terza AS Consolidated from 1.11.15
JER-12 Srl Consolidated from 1.11.15
AEGA ASA (NOFIN) Consolidated from 20.1.16
Piano Molino Srl Consolidated from 1.7.16

Coloured marking signals that the company accounts is included in the group-consolidated accounts.

As illustrated in the timeline above the Q3 report is based on Aega Energy Prima AS being identified as the acquirer of first Aega Yieldco AS and then Aega Yieldco AS as the acquirer of Nordic Financials ASA. This assessment is based on a substance over form consideration. The main argument for having Aega Energy Prima AS and later Aega Yieldco AS as the acquirer is that the shareholders in the acquired company actually gain a material stake in the acquiring company, and the business of the acquired company is the one that prevails. In addition, Aega Energy Prima AS has the longest history in the segment of the "new" Aega ASA.

Aega Energy Prima AS was established 28 April 2014 and bought the first solar power park in August 2014, Photo-Volt One Srl. At the end of Q1 2015 it bought the second park DT Srl. In November 2015, Aega Yieldco AS purchased Aega Prima Energy AS, Aega Seconda Energy AS and Aega Terza Energy AS, with consideration in shares, for accounting purposes. In January 2016 Aega Yieldco AS was purchased by Nordic Financials ASA with consideration in shares (now Aega ASA). The transaction was considered a reverse takeover for accounting purposes.

AEGA PORTFOLIO AS OF Q3 2016

Photo-Volt One Srl

Plant Name: Montalto
Company: Photo-Volt One Srl
Municipality: Montalto di Castro
Council: Lazio
Power (kWp): 997.5
Connection date: 12 August 2011
Type Ground mounted
Feed-in tariff (€/KWh): 0.242

DT Srl

Plant Name: DT
Company: DT Srl
Municipality: Terni
Council: Umbria
Power (kWp): 995.22
Connection date: 8 April 2011
Type Ground mounted
Feed-in tariff (€/KWh): 0.318

Collesanto Srl

Plant Name: Porchiano
Company: Collesanto Srl
Municipality: Amelia
Council: Umbria
Power (kWp): 997.6
Connection date: 29 April 2011
Type Ground mounted
Feed-in tariff (€/KWh): 0.318

Collesanto Srl

Plant Name: Collesanto Narni
Company: Collesanto Srl
Municipality: Narni
Council: Umbria
Power (kWp): 990
Connection date: 11 January 2011
Type Ground mounted
Feed-in tariff (€/KWh): 0.318

JER-12 Srl

Plant Name: Magnacavallo
Company: Jer-12 Srl
Municipality: Magnacavallo
Council: Lombardia
Power (kWp): 992.64
Connection date: 28 June 2012
Type Ground mounted
Feed-in tariff (€/KWh): 0.167

Piano Mulino Srl

Plant Name: Piano Mulino
Company: Piano Mulino Srl
Municipality: Casoli
Council: Abruzzo
Power (kWp): 999.58
Connection date: 30 December 2009
Type Ground mounted
Feed-in tariff (€/KWh): 0.292

Financials

Profit and loss

(EUR) Note Unaudited
Q3 2016
Unaudited
Q3 2015
Unaudited
9M 2016
Unaudited
9M 2015
Feed-In Tariff revenue 1, 7 735 002 252 670 1 663 712 539 854
Sales of electricity 1, 7 110 579 50 967 233 152 103 345
Other revenue 11 526 (3 399) 11 526 -
Revenues 1, 7 857 107 300 238 1 908 391 643 199
Cost of operations 2 (69 246) (19 676) (182 258) (58 288)
Sales, general and administration expenses 2, 8 (293 626) (55 416) (923 474) (122 747)
Acquisition and transaction costs 2 (76 053) (711) (1 221 947) (20 698)
EBITDA 418 183 224 435 (419 288) 441 466
Depreciation, amortizations and write downs 3 (272 692) (72 885) (702 292) (176 046)
Other Operating profit before OGL (EBIT) 145 491 151 550 (1 121 581) 265 420
Finance income 4 464 (2) 4 573 2
Finance costs (121 686) (43 759) (408 407) (103 621)
Net foreign exchange gain/(losses) (53 330) 58 755 (107 467) 59 183
Profit before income tax (25 060) 166 544 (1 632 882) 220 984
Income tax gain/(expense) 51 797 (20 807) 15 481 (20 178)
Profit/(loss) for the period 26 738 145 737 (1 617 402) 200 806
Other comprehensive income
Mark to market adjustment derivatives 14 013 10 133 (86 235) 23 804
Translation differences (712 138) (120 148) (710 475) (116 210)
Other comprehensive income net of tax (698 125) (110 015) (796 710) (92 406)
Total comprehensive income (671 387) 35 723 (2 414 111) 108 400
Profit for the period attributable to:
Equity holders of the parent company 26 738 145 737 (1 617 402) 200 806
Total comprehensive income attributable to:
Equity holders of the parent company (671 387) 35 723 (2 414 111) 108 400
Earnings per share (0.02) 0.007 (0.08) 0.040
Avg. no of shares 11 35 890 957 5 421 210 29 474 949 5 421 210

Balance sheet

Unaudited Unaudited
(EUR) Note 30 Sep 2016 30 Sep 2015
ASSETS
Property, plant and equipment 3 15 140 047 4 610 786
Intangibles and DTA 368 940 450 485
Other long term assets - -
Non-current assets 15 508 987 5 061 271
Receivables 10 1 348 901 533 539
Other current assets 10
5
1 659 706 181 072
Cash and short term deposits 1 014 049 284 930
999 541
Current assets 4 022 656
TOTAL ASSETS 19 531 643 6 060 811
EQUITY AND LIABILITIES
Share capital 11 3 823 384 977 768
Share premium 11 6 879 843 -
Other paid in equity 49 211 53 293
Paid in capital 10 752 438 1 031 061
Accumulated profit & loss (3 799 113) 75 575
Other equity - -
Foreign Currency translation reserve (485 966) (116 210)
Other equity (4 285 079) (40 635)
Total equity 6 467 359 990 426
Long term loans 9 3 068 659 1 786 731
Leasing 9 7 375 754 2 209 805
Other long term debt 9 - 429 576
Total non-current liabilities 10 444 413 4 426 112
Trade payables and other payables
Short term financing - interest bearing
728 861
945 436
263 630
207 504
Derivative financial instruments 945 574 173 138
Other current liabilities - -
Total current liabilities 2 619 871 644 273
Total liabilities 13 064 284 5 070 385
TOTAL EQUITY AND LIABILITIES 19 531 643 6 060 811

Cash flow

(EUR)
Note
Q3 2016
Ordinary profit before tax
(25 060)
166 544
Paid income taxes
-
Depreciation
3
272 692
Write down
6
-
Changes in trade receivables and trade payable
(773 975)
Changes in other accruals
359 012
Cash flow from operations
(167 331)
6
Acquisition of subsidiary, net of cash acquired
-
Cash flow from investments
-
Proceeds from issue of share capital
-
Dividends or shareholder distributions
(299 541)
Proceeds from new loans
-
Repayment of loans
(146 398)
Cash flow from financing
(445 938)
Cash at beginning of period
1 627 318
Net currency translation effect
-
Net increase/(decrease) in cash and cash equivalents
(613 269)
Unaudited Unaudited
Q3 2015
(20 807)
72 885
-
(212 980)
3 671
9 313
-
-
-
(27 823)
-
(56 286)
(84 109)
369 858
(10 133)
(74 796)
5
Cash at end of period
1 014 049
284 929

Change in equity

Foreign Currency
translation
Share premium Other paid in reserve and
(EUR) Share capital fund equity Other equity derivates Total equity
Equity as at 31 December 2015 60 442 5 232 154 (260 655) (364 555) 223 726 4 891 112
Acqusition NOFIN, inc. Increase denomination 2 845 745 110 039 309 866 (2 561 707) 703 943
Dividends or distribution to shareholders (296 743) (296 743)
Capital increase 30.5.2016 917 197 1 834 393 2 751 590
Profit (loss) After tax (1 617 402) (1 617 402)
Other comprehensive income (86 235) (710 475) (796 710)
Policy changes and other 831 568 831 568
Equity as at 30 September 2016 3 823 384 6 879 843 49 211 (3 798 330) (486 749) 6 467 359
Share Share Other Other Foreign
Currency
translation
Total
(EUR) capital premium fund paid in equity equity reserve equity
Equity as at 31 December 2014 977 768 - 139 822 (23 494) - 1 094 096
Dividends or distribution to shareholders (60 920) (60 920)
Profit (loss) After tax 200 806 200 806
Other comprehensive income 23 804 (116 210) (92 406)
Policy changes and other (25 609) (125 540) (151 149)
Equity as at 30 September 2015 977 768 - 53 293 75 576 (116 210) 990 427

Note 1: Summary of significant accounting policies

Aega ASA is a public limited company, incorporated and domiciled in Norway. The registered office of Aega ASA is Munkedamsveien 35, NO-0250 Oslo, Norway. Aega Energy Prima AS was the first company in the group, and was founded on 28 April 2014. Aega ASA owns and operates 6 photovoltaic power plants in Italy, and has as its business to invest in photovoltaic power plants in Italy.

Basis for preparation of the interim financial statement

These condensed interim consolidated financial statements are prepared in accordance with recognition, measurement and presentation principles consistent with International Financing Reporting Standards as adopted by the European Union ("IFRS") for interim reporting under International Accounting Standard ("IAS") 34 Interim Financial Reporting. These condensed interim consolidated financial statements are unaudited.

Aega Energy Prima AS was established 28 April 2014 and bought the first solar power park in August 2014, Photo-Volt One Srl. In the end of Q1 2015 it bought the second park DT Srl. In November 2015, Aega Yieldco AS purchased Aega Prima Energy AS, Aega Seconda Energy AS and Aega Terza Energy AS, with consideration in shares, for accounting purposes. In January 2016 Aega Yieldco AS was purchased by Nordic Financials ASA with consideration in shares (now Aega ASA), the transaction was considered a reverse takeover for accounting purposes.

The group's presentation currency is the Euro (EUR) and the parent company's functional currency is the Norwegian Krone (NOK). Balance sheet items in the group companies with a functional currency other than EUR are converted to EUR by applying the currency rate applicable on the balance sheet date. Currency translation differences are booked against other comprehensive income. Income statement items are converted by applying the average currency rate for the period. The interim financial report is prepared under the assumption of going concern.

We refer to the Q1 report for a full overview of the accounting principles applied by Aega ASA.

Key risk factors

There has not been any significant change in the risk exposures or the risks and uncertainties described in the Q1 report.

Note 2: Operational cost breakdown

AEGA AEGA
(EUR) 9M 2016 9M 2015
Revenues 1 908 391 643 199
Cost of operations (182 258) (58 288)
Land rent (7 000) (5 250)
Insurance (40 834) (6 515)
Operation & Maintenance (87 900) (25 338)
Other operations costs (46 524) (21 185)
Sales, General & Administration (923 474) (122 747)
Commercial management (30 566) (3 220)
Accounting, audit & legal fees (106 786) (12 589)
IMU tax (12 321) (12 736)
AEGA Solar management fee (405 066) (41 924)
Other administrative costs (368 734) (52 278)
Acquisition & financing cost (1 221 947) (20 698)
Acquisition transaction costs (759 603) -
Funding & IPO costs (344 112) -
Other non-recurring items (118 232) (20 698)
EBITDA (419 288) 441 466

Note 3: Property plant and equipment
-------------------------------------- --
(EUR)
Q3 2015
Photo-Volt One S.r.l DT S.r.l Other Total
Power plant 31 Dec 2015 1 980 573 - 151 023 2 131 596
Additions - 2 657 786 - 2 657 786
Depreciation (94 731) (74 535) (6 780) (176 046)
Value at 30 September 2015 1 885 842 2 583 251 144 243 4 613 336
(EUR)
Q3 2016
Photo-Volt One S.r.l DT S.r.l Collesanto S.r.l JER-12 S.r.l Piano Mulino S.r.l Other Total
Power plant 31 Dec 2015 1 854 829 2 544 708 5 239 877 1 374 978 - 1 682 724 12 697 116
Additions - - - - 2 501 501 252 411 2 753 912
Reclassification1 - - 235 517 43 395 11 251 101 149 391 312
Depreciation (92 844) (111 803) (227 400) (105 816) (57 575) (106 853) (702 292)
Value at 30 Sepember 2016 1 761 985 2 432 905 5 247 994 1 312 557 2 455 177 1 929 431 15 140 048

1 Land rights have been reclassified from intangibles to PPE

Power plants are depreciated over the feed-in tariff period of 20 years.

Note 4: Group structure

Note 5: Cash and cash equivalents

(EUR) Q3 2016 Q3 2015
Cash Norway 346 423 7 623
Cash Italy 567 626 177 307
Restricted cash Italy 100 000 100 000
Total cash 1 014 049 284 930

Note 6: Power production

Power production kWh Q3 2016 Q2 2016 Q1 2016 YTD 2016 Q1 2015 Q2 2015 Q3 2015 Q4 2015 FY 2015
Photo-Volt One S.r.l 439 642 451 772 253 638 1 145 051 229 809 406 535 448 461 213 074 1 297 879
DT S.r.l 449 667 408 051 245 328 1 103 046 - 429 523 442 588 219 652 1 091 763
Collesanto S.r.l 944 590 864 215 508 619 2 317 424 - - - 477 666 477 666
JER-12 S.r.l 464 002 437 307 243 325 1 144 634 - - - 85 995 85 995
Piano Mulino S.r.l 431 711 - - 431 711 - - - - -
Total 2 729 611 2 161 345 1 250 910 6 141 866 229 809 836 058 891 049 996 386 2 953 303
Base Case 1
Power production kWh
Q3 2016 Q2 2016 Q1 2016 YTD 2016 Q1 2015 Q2 2015 Q3 2015 Q4 2015 FY 2015
Photo-Volt One S.r.l 450 498 395 658 178 512 1 024 667 179 409 397 646 452 761 174 361 1 204 177
DT S.r.l 427 174 414 013 256 599 1 097 786 - 416 093 429 321 231 275 1 076 689
Collesanto S.r.l 902 111 858 926 561 427 2 322 463 - - - 468 422 468 422
JER-12 S.r.l 429 499 427 840 150 287 1 007 626 - - - 85 217 85 217
Piano Mulino S.r.l 438 458 - - 438 458 - - - - -
Total 2 647 739 2 096 437 1 146 824 5 891 001 179 409 813 739 882 082 959 275 2 834 505

1 Base case: Historic seasonally adjusted production. The company estimates that the production is reduced by 0.5 per cent yearly due to degradation of the solar modules.

Note 7: Related party transactions

Aega Solar AS owns approximately 12.77 per cent of Aega ASA.

Aega ASA has a management agreement with Aega Solar AS. The current management agreement was signed on 11 April 2016. The general assembly of Aega ASA approved the agreement on 18 May 2016. The agreement covers operations of the solar park portfolio, sourcing of new investments, due diligence and other services related to the solar plant business.

As consideration for the services provided Aega ASA will pay:

  • A fixed base fee of NOK 3 Million a year, until the time Aega ASA has made equity investments of at least NOK 500 Million
  • A variable fee of 2.5 per cent per year of invested equity in solar parks acquired after the signing of the management agreement
  • A success fee of 23 per cent of cash flow exceeding 7.5 per cent of invested equity per year
  • Management fee of 1 per cent per year of enterprise value of solar parks acquired before the date of signing of the new management agreement.

According to the agreement the parties should renegotiate the agreement when the first of the following occur: (i) Aega ASA has made equity investments of more than NOK 1 Billion or (ii) 31 December 2017.

Management fee Management fee
EUR 9M 2016 9M 2015
AEGA Solar managment fee (126 729) (41 924)
AEGA Solar basefee (278 337) -
Others - -
Total (405 066) (41 924)
Outstanding Outstanding
balance balance
EUR 30 Sep 2016 30 Sep 2015
AEGA Solar 342 860 (23 645)
Total 342 860 (23 645)

As of 30 September 2016 Aega ASA has a net receivable of EUR 342k towards Aega Solar AS. This amount is mainly related to coverage of cost related to listing of Aega Yieldco AS and split of other fees related to capital raising.

Note 8: Financing overview

Financial liabilities: Financial
liabilities at
30 Sep 2016
Financial
liabilities at
30 Sep 2015
Secured long term loans 3 068 659 1 786 731
Obligations under finance leases 7 375 754 2 209 805
Other long term debt - 429 576
Trade and other payables 728 861 263 630
Current interest bearing loans and
borrowings 156 929 87 481
Current leasing 524 062 120 023
Other current loans 1 210 019 173 138
Total 13 064 284 5 070 384
Total current 2 619 871 644 273
Total non-current 10 444 413 4 426 112

Note 9: Trade receivables and other current assets

Trade receivables are mainly accrued feed-in-tariff. 90 per cent of the feed-intariff on historical production is normally paid within 60 days, whereas surplus actual production is paid in June/July in the following year.

Note 10: Shares and shareholder information

30 Sep 2015
A Shares AEGA Prima Energy AS 3 000
B Shares AEGA Prima Energy AS 1 060 000
Equal in AEGA ASA shares1 5 421 210

1 Shares in Aega Prima Energy are recalculated based on the transaction value in the reverse takeover of Aega ASA.

30 Sep 2016
AEGA ASA Shares 35 890 957

AEGA ASA has only one shareclass.

Largest 20 shareholders as of 30 September 2016:

Shareholders Shares Percentage
AEGA SOLAR AS 4 582 534 12.8%
BEARHILL INC AS 2 615 034 7.3%
HARALDSEN THORVALD MORRIS 1 605 333 4.5%
SÆTREMYR TORE 943 694 2.6%
NEREM JAN STEINAR 919 724 2.6%
LJM AS 867 890 2.4%
MOGER INVEST AS 867 890 2.4%
VESAAS OLAV 710 141 2.0%
SØLAND TORSTEIN 668 890 1.9%
PENTHOUSE MIRADORES AS 667 717 1.9%
MORO AS 666 667 1.9%
STRØM-RASMUSSEN FINN 666 667 1.9%
RACCOLTA AS 595 840 1.7%
CLEAR THOUGHT AS 551 833 1.5%
JAN P HARTO AS 507 841 1.4%
NYGÅRD ROALD ARNOLD 500 000 1.4%
VIA GLORIA AS 500 000 1.4%
BETONGCONSULT EIENDOM AS 484 610 1.4%
SERCK-HANSSEN FIN 462 657 1.3%
MAGNOLIA SYSTEM AS 450 667 1.3%
Total 20 largest shareholders 19 835 629 55.3%
Aega ASA outstanding shares 35 890 957 100.0%

Note 11: Subsequent events

Two company subsidiaries were notified with tax claims relating to pre-acquisition tax liabilities during the quarter. The total amount of the tax liabilities is EUR 630k. The company is of the view that the share purchase agreement signed between the company and the seller of the affected subsidiaries covers said liabilities. No provisions are made in the Q3 accounts because the company expects the seller to cover the liabilities.

The date of the appeal of the case regarding the shares in Wilson ASA has been set to 7 and 8 March 2017, see the section "Comments on remaining financial investments" for further details.

Aega has responded to questions received from Norwegian tax authorities regarding the handling of running cost for portfolio management for the period 2012-2014. At the time, the company was a portfolio management company investing mainly in listed securities in the Nordic region. The tax authorities deem that portfolio management costs should be treated as acquisition costs (non-deductible) as opposed to deductible operational costs. The company disagrees with the tax authorities' assessment. Own process cost is booked as they accrue. The company has not made provisions for a potential penalty tax, as such penalty seems unlikely.

Investor contact

Vegard Finstad CEO Mob: +47 911 92 132 E-mail: [email protected] Web: www.aega.no

Munkedamsveien 35 N-0250 Oslo