Nordic Financials ASA — Interim / Quarterly Report 2017

Feb 28, 2018

Aega ASA Q4 REPORT – 2017

Contents

About Aega		3
Q4 in short		3
	Highlights from the reporting period	3
	Other operational developments	4
Financial review		4
	Aega Portfolio as of Q4 2017	5
Financials		7
Profit and loss		7
Balance sheet		8
Cash flow		9
Change in equity		10
Notes		11
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:	Trade receivables and other current assets	13
Note 8:	Financing overview	13
Note 9:	Shares and shareholder information	13
	Note 10: Tax issues	14
	Note 11: Subsequent events	14
	Investor contact	16

About Aega

Aega ASA is a solar utility company listed on Oslo Axess stock exchange. Aega ASA acquires and operates solar power plants, benefitting from government solar incentives – so called Feed-in-Tariffs. The company currently owns a portfolio of eight solar parks located in Italy, with a combined production capacity of approximately (as per 28 February 2018) 8MWp or around 10 GWh/ year. Aega ASA mainly invests in small operating solar parks (below 5MWp capacity), meeting the company's strict investment criteria. Management has identified numerous potential investments that meet the company's investment criteria and thus look opportunistic on further acquisitions. The headquarters are in Oslo (NO) and Trento (IT).

Q4 IN SHORT

• Good production in Q4, 13.7 per cent over base case production. 7.18 per cent over Q4 production 2016 adjusted for installed capacity and expected degradation. Opex per MWp in line with previous quarters.
• Revenue of EUR 534k, EBITDA of negative 1 928k mainly due to a write-down of goodwill of EUR 1 738k and provision for certain ongoing lawsuits, EBT of negative 2 179k. The net cash flow was EUR 156k.
• At the general meeting on 18 December 2017, a proposed share issue did not get sufficient votes and were hence not approved. The complete board was replaced 28 December 2017.
• The new board started full review and an optimization program, see the outlook section for further detail.
• Ongoing tax disputes in Italy, see note 10 for further detail.

HIGHLIGHTS FROM THE REPORTING PERIOD Operations

Production was 13.7 per cent above the seasonally adjusted base case production due to high irradiation in the quarter, however a theft in one of the parks caused a lower uptime than in previous quarters. Revenues were 15.8 per cent higher than budget, due to both a higher production than base case and a higher than budgeted spot price. In the quarter Aega signed a new power purchase agreement for 2018 that the company believes will increase the revenue with about 0.5 per cent.

Liquidity

As announced in previous quarterly reports, the Company continues to have strained liquidity, the new board of directors and administration has had focus on reducing cost to create profitability with the current

Portfolio Cumulated Production vs. Base Case

platform. The Company has about EUR 300k in overdue debt to creditors. The board of directors and management are working on solutions with the creditors and continue to search for investors to reach the Company's growth targets.

Corporate events

Change in board of directors and Management

At the general meeting 18 December 2017, a proposed share issue did not get sufficient votes and were hence not approved. As a result, the board announced that they requested to be replaced as soon as possible. The board is now, Halldor C. Tjoflaat (chair), Kristine Larneng (director), Nils Petter Skaset (director) and Kathrine Breistøl (director).

OTHER OPERATIONAL DEVELOPMENTS

The new board of directors in Aega ASA was formally appointed on 28 December 2017. Upon appointment, the board immediately identified a need to conduct a complete review of the company's commercial agreements, operational performance and overall financial situation. One outcome of this review is the EUR 1 738k goodwill write-down of assets purchased from Solex AS. Please see the chapter "financial review" for further details.

It is also the new board's view that Aega's 2017 administrative costs has not been at a sustainable level in order to deliver on the company's ambition of being a yield company for its shareholders. As a result, the board and management of Aega have started an optimization program to reduce the company's cost base and resolve outstanding debts, with the objective of obtaining a positive cash flow going forward.

The new board and administration acknowledge that operations of Aega's solar plants are running well. The company's objective to have the lowest possible cost per kwh produced is therefore within reach. To achieve this, the company will focus on having a lean organization, reduce the amount used on outside legal counsel and reduce all other administrative cost. So far the company has reduced the headquarter staff from 4 to 1, terminated the headquarter rent agreement, and terminated many minor third party agreements. The expectation of the new board is that the headquarter cost should be about 40 per cent lower in 2018 compared to 2017.

Another key priority for the new board has been to, together with the management, reactivate attractive acquisition opportunities that have been on the company's radar for quite some time but without being effectuated. As a result, Aega in February raised a 3.8 MNOK shareholder loan, of which the proceeds were used to purchase the Solar Park Luino on 15 February 2018, a 0.8MWp PV plant in Lombardy.

The board and management are working actively with different options for raising capital along with other strategic options.

For other important events, subsequent to the quarter, please see note 11.

Outlook

Management has identified numerous potential investments that meet the company's investment criteria, and the management will continue to look opportunistic on further acquisitions, preferably where due diligences are already performed. The management team has identified new short term investments with a total production capacity of 15.5MWp where attractive initial terms are agreed, and preliminary technical and legal screening have been performed. The company does not see investment opportunities as a limiting factor to the company's growth plans.

Key figures

(EUR 000')	Q4 2017	Q4 2016
Electricity production (MWh)	1 613	1 327
Total revenues	534	498
Cost operations	(78)	(134)
Operating profit	456	364
Other costs Italy	(89)	(100)
EBITDA Operations	367	264
HQ cost and adm. cost	(320)	(91)
Non recurring	(1 975)	25
EBITDA	(1 929)	198
Net profit	(2 260)	(59)
Quarterly yield solar parks 1	2.16%	1.77%
Total Assets	20 540	18 686
Equity (%)	31%	33%
Net interest bearing debt	11 156	10 223
Earnings per share (EUR) 2	(0.048)	0.012
Stock price end of quarter (NOK)	1.00	3.05
Distribution to shareholders in the quarter (NOK)	0.000	0.030
Quarterly distributed yield	0.00%	0.98%

= EBITDA Operations/Power plant and equipment

2 = Total comprehensive income/Average number of shares

FINANCIAL REVIEW

1

In Q4 2017 Aega ASA had 7MWp installed capacity compared to 6MWp in Q4 2016. This should be taken into consideration when comparing the quarters.

Total revenues in Q4 2017 were EUR 534k compared to EUR 498k in the same period last year. The total power production was 1 613MWh, which is 13.7 per cent higher than the seasonally adjusted base case production of 1 419MWh.

Cost of operations in Q4 2017 were EUR 78k compared to EUR 133k in the same period last year. Going forward the company aims to have a cost of operations incl. other costs from the Italian SPV's of roughly EUR 100k per quarter assuming a portfolio of 8MWp or EUR 50k/MWp/year. The company's non-recurring costs/income where negative EUR 1 975k, mainly due to EUR 1 738k in write-down of goodwill regarding the purchase of certain assets of Solex after performing the annual impairment test. The writedown does not have a cash effect.

Net financial income was EUR 86k in Q4 2017, compared to EUR 14k in Q4 2016. Pre-tax profit was negative EUR 2 179k in Q4 2017 and the tax was EUR 81k, resulting in a net loss of EUR 2 260k in the quarter compared to a loss of EUR 59k in Q4 2016.

Earnings per share (EPS) was EUR -0.048 in Q4 2017, compared to a gain of EUR 0.01 per share in the same period last year.

The assets on the balance sheet consist of the portfolio of seven individual solar parks in Italy, receivables 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 (SPVs), and each company has separate loan financing (ring fenced).

The company had cash and short term deposits of EUR 856k at the end of Q4 2017 compared to EUR 688k at years end.

AEGA PORTFOLIO AS OF Q4 2017

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

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

Piano Mulino 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

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

Casale Srl

Plant Name:	Casale
Company:	Casale Srl
Municipality:	Mercato Saraceno
Council:	Emilia-Romagna
Power (kWp):	999.58
Connection date:	30 December 2009
Type	Ground mounted
Feed-in tariff (€/KWh):	0.295

Financials

Profit and loss

(EUR)	Note	Q4 2017	Q4 2016	FY 2017	FY 2016
Feed-In Tariff revenue	1, 6	453 258	366 447	2 672 196	2 078 247
Sales of electricity	1, 6	80 557	60 910	471 321	314 270
Other revenue		39	70 444	3 514	93 863
Revenues	1, 6	533 854	497 801	3 147 031	2 486 380
Cost of operations	2	(78 079)	(133 999)	(305 700)	(358 516)
Sales, general and administration expenses	2	(408 895)	(190 802)	(1 387 739)	(1 176 135)
Acquisition and transaction costs	2	(1 975 397)	25 075	(2 248 016)	(1 141 020)
EBITDA		(1 928 516)	198 075	(794 424)	(189 293)
Depreciation, amortizations and write downs	3	(336 949)	(296 134)	(1 296 050)	(975 720)
Other Operating profit before OGL (EBIT)		(2 265 465)	(98 059)	(2 090 474)	(1 165 013)
Finance income		105 306	-	127 357	2 246
Finance costs	8	(207 432)	(154 374)	(627 554)	(577 983)
Mark to market adjustment derivatives	8	117 718	132 314	140 153	45 950
Net foreign exchange gain/(losses)		70 827	35 642	77 725	(70 229)
Profit before income tax		(2 179 046)	(84 477)	(2 372 793)	(1 765 029)
Income tax gain/(expense)		(80 810)	25 693	(171 529)	(106 249)
Profit/(loss) for the period		(2 259 856)	(58 784)	(2 544 322)	(1 871 278)
Other comprehensive income
Currency translation differences		153 563	484 346	175 727	93 738
Other comprehensive income net of tax		153 563	484 346	175 727	93 738
Total comprehensive income		(2 106 293)	425 562	(2 368 595)	(1 777 541)
Profit for the period attributable to:
Equity holders of the parent company		(2 259 856)	(58 784)	(2 544 322)	(1 871 278)
Total comprehensive income attributable to:
Equity holders of the parent company		(2 106 293)	425 562	(2 368 595)	(1 777 541)
Earnings per share		(0.048)	0.01	(0.054)	(0.060)
Avg. no of shares	9	43 882 141	35 890 957	43 533 876	31 078 951

Balance sheet

(EUR)	Note	31 Dec 2017	31 Dec 2016
ASSETS
Property, plant and equipment	3	16 957 053	15 168 954
Intangibles and DTA		379 684	635 776
Goodwill		-	-
Other long term assets		-	-
Non-current assets		17 336 737	15 804 730
Receivables	7	1 406 908	1 104 031
Other current assets	7	940 182	1 039 077
Cash and short term deposits	5	856 247	688 066
Current assets		3 203 337	2 831 174
TOTAL ASSETS		20 540 074	18 635 904
EQUITY AND LIABILITIES
Share capital	9	4 786 290	3 950 008
Share premium	9	8 329 427	6 524 409
Paid in capital		13 115 717	10 474 417
Accumulated profit & loss		(7 174 059)	(4 737 873)
Other equity		-	-
Foreign Currency translation reserve		508 511	332 784
Other equity		(6 665 548)	(4 405 089)
Total equity		6 450 169	6 069 327
Long term loans	8	2 853 256	3 019 563
Leasing	8	8 302 428	7 182 426
Other long term debt	8	-	-
Total non-current liabilities		11 155 684	10 201 990
Trade payables and other payables		1 120 853	629 451
Short term financing - interest bearing		1 106 060	963 660
Derivative financial instruments		707 308	771 477
Other current liabilities		-	-
Total current liabilities		2 934 221	2 364 588
Total liabilities		14 089 905	12 566 578
TOTAL EQUITY AND LIABILITIES		20 540 074	18 635 905

Oslo, 28 February 2018

Halldor Christen Tjoflaat Chair

Nils Petter Skaset Director

Kathrine Breistøl Director

Kristine Larneng Director

Markus H Enge Interim CEO

Cash flow

(EUR)	Note	Q4 2017	Q4 2016	FY 2016
Ordinary profit before tax		(2 179 046)	(84 477)	(1 765 029)
Paid income taxes		-	-	(138 341)
Depreciation	3	336 949	296 134	975 720
Changes in trade receivables and trade payable		436 759	168 186	(536 670)
Changes in other accruals		1 780 462	(366 172)	(8 995)
Cash flow from operations		375 124	13 671	(1 473 315)
Acquisition net of cash acquired		-	-	(1 106 449)
Cash flow from investments		-	-	(1 106 449)
Proceeds from issue of share capital		-	-	3 148 217
Dividends or shareholder distributions		-	(118 500)	(732 091)
Repayment of loans		(218 782)	(221 115)	(629 553)
Cash flow from financing		(218 782)	(339 615)	1 786 574
Cash at beginning of period		699 906	1 014 049	1 387 519
Net currency translation effect		-	-	93 738
Net increase/(decrease) in cash and cash equivalents		156 342	(325 945)	(793 191)
Cash at end of period		856 248	688 104	688 066

Change in equity

(EUR)	Share capital	Share premium fund	Other equity	Foreign Currency translation reserve	Total equity
Equity 2016	3 950 008	6 524 408	(4 737 873)	332 784	6 069 327
Share issue 3 January 2017	498 749	1 129 951			1 628 700
Share issue asset purchase	337 534	675 068	90 990		1 103 591
Profit (loss) After tax			(2 544 322)		(2 544 322)
Other comprehensive income			17 146	175 727	192 873
Equity 31 December 2017	4 786 290	8 329 427	(7 174 059)	508 511	6 450 169

(EUR)	Share capital	Share premium fund	Other equity	Foreign Currency translation reserve	Total equity
Equity 2015	60 442	4 829 919	(387 621)	239 046	4 741 786
Share issue Aega Yieldco 7 January 2016	4 710	562 342			567 052
Acqusition NOFIN, inc. Increase denomination	2 969 549	198 380	(2 478 974)		688 955
Dividends or distribution to shareholders		(732 091)			(732 091)
Capital increase 30 June 2016	915 307	1 665 859			2 581 166
Profit (loss) After tax			(1 871 278)		(1 871 278)
Other comprehensive income				93 738	93 738
Other					-
Equity 2016	3 950 008	6 524 408	(4 737 873)	332 784	6 069 327

Notes

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 Oscars gate 52, NO-0258 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 eight 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.

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 annual report of 2016 for a full overview of the accounting principles applied by Aega ASA.

Key risk factors

As mentioned in the operation section, the Company has overdue supplier debt of about EUR 300k. There has not been any other significant change in the risk exposures or the risks and uncertainties described in the Q4 report.

Note 2: Operational cost breakdown

(EUR)	FY 2017	FY 2016
Revenues	3 147 031	2 486 380
Cost of operations	(305 700)	(358 516)
Land rent	-	(7 000)
Insurance	(42 860)	(53 934)
Operation & Maintenance	(113 772)	(195 262)
Other operations costs	(149 068)	(102 321)
Sales, General & Administration	(1 387 739)	(1 176 135)
Accounting, audit & legal fees	(149 632)	(99 761)
IMU tax	(11 077)	(16 847)
AEGA Solar management fee	(140 000)	(466 282)
Other administrative costs	(1 087 030)	(593 246)
Acquisition & financing cost	(2 248 016)	(1 141 020)
Acquisition transaction costs	(1 958 274)	(718 527)
Funding & IPO costs	(198 033)	(347 134)
Other non-recurring items	(91 709)	(75 359)
EBITDA	(794 424)	(189 293)

Note 3: Property plant and equipment

2016 Photo-Volt Piano
(EUR) One Srl DT Srl Collesanto Srl JER-12 Srl Mulino Srl Casale Srl	Other	Total
Power plant 31 December 2015 1 976 663 2 612 498 6 636 500 1 719 366 - -	272 297	13 217 323
Additions - - - - 2 951 146 -	(23 795)	2 927 351
Depreciation (130 738) (174 720) (438 447) (128 198) (103 617) -		(975 720)
Value at 31 December 2016 1 845 925 2 437 778 6 198 052 1 591 168 2 847 529 -	248 502	15 168 955
2017 Photo-Volt Piano
(EUR) One Srl DT Srl Collesanto Srl JER-12 Srl Mulino Srl Casale Srl	Other	Total
Power plant 31 December 2016 1 845 925 2 437 778 6 198 052 1 591 168 2 847 529 -	248 502	15 168 955
Additions - 2 700 - - - 2 996 015	85 434	3 084 149
Depreciation (130 562) (174 922) (446 861) (128 330) (277 246) (138 129)	-	(1 296 050)
Value at 31 December 2017 1 715 363 2 265 556 5 751 191 1 462 838 2 570 284 2 857 886	333 936	16 957 054

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

Note 4: Group structure

SPV structure minimizes financial and operational risk

Note 5: Cash and cash equivalents

(EUR)	2017	2016
Cash Norway	48 838	63 457
Cash Italy	607 409	424 609
Restricted cash Italy	200 000	200 000
Total cash	856 247	688 066

Note 6: Power production

Power production kWh	Q4 2017	Q3 2017	Q2 2017	Q1 2017	YTD 2017	Q4 2016	Q3 2016	Q2 2016	Q1 2016	FY 2016
Photo-Volt One S.r.l	236 126	462 742	465 450	284 699	1 449 017	225 487	439 642	451 772	253 638	1 370 539
DT S.r.l	240 376	446 577	451 307	289 792	1 428 052	225 839	449 667	408 051	245 328	1 328 885
Collesanto S.r.l	490 266	932 985	942 200	596 726	2 962 177	489 379	944 590	864 215	508 619	2 806 803
JER-12 S.r.l	205 020	465 538	464 401	268 165	1 403 124	165 305	464 002	437 307	243 325	1 309 938
Piano Mulino S.r.l	244 274	469 790	467 523	261 544	1 443 131	221 388	431 711	-	-	653 099
Casale S.r.l	197 051	412 515	303 579	-	913 145	-	-	-	-	-
Total	1 613 113	3 190 147	3 094 460	1 700 927	9 598 647	1 327 398	2 729 611	2 161 345	1 250 910	7 469 264
Base Case 1 Power production kWh	Q4 2017	Q3 2017	Q2 2017	Q1 2017	YTD 2017	Q4 2016	Q3 2016	Q2 2016	Q1 2016	FY 2016
Photo-Volt One S.r.l	172 622	448 245	393 679	177 619	1 192 165	173 489	450 498	395 658	178 512	1 198 157
DT S.r.l	221 332	425 038	411 942	255 317	1 313 629	222 445	427 174	414 013	256 599	1 320 231
Collesanto S.r.l	463 751	897 600	854 632	558 620	2 774 603	466 080	902 111	858 926	561 427	2 788 543
JER-12 S.r.l	160 486	427 351	425 701	149 536	1 163 074	161 292	429 499	427 840	150 287	1 168 918
Piano Mulino S.r.l	219 635	436 266	438 125	243 688	1 337 714	220 738	438 458	-	-	659 196
Casale S.r.l	181 400	400 600	293 900	-	875 900	-	-	-	-	-
Total	1 419 226	3 035 100	2 817 979	1 384 780	8 657 085	1 244 045	2 647 739	2 096 437	1 146 824	7 135 045

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

Note 7: 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.

(EUR)	31 Dec 2017	31 Dec 2016
Trade receivables	1 323 429	1 101 915
Tax Outstanding and VAT	903 661	1 002 556
Other current assets
Receivables financial instruments	2 227 090	2 104 471
Prepayments	83 479	2 116
Receivables	2 310 569	2 106 587

Note 8: Financing overview

Financial liabilities	31 Dec 2017	2016
Secured long term loans	2 853 256	3 019 563
Obligations under finance leases	8 302 428	7 182 426
Trade and other payables	1 120 853	629 451
Current leasing or loans	1 106 060	963 660
Derivative financial instruments 1	707 308	771 477
Total	14 089 905	12 566 577
Total current	2 934 221	8 355 102
Total non-current	11 155 684	10 201 990
Finance costs	2017	2016
Interest paid on leasing	441 200	387 764
Interst paid on project finances	158 523	187 582
Other financial cost	27 830	2 638
Total finance costs	627 554	577 983

¹ The derivatives financial instruments are interest swap agreements entered to fix the interest rate. Aega ASA has a swap agreement attached to each of the solar power plants, except for two of the plants. The swap agreements are marked to market.

Note 9: Shares and shareholder information

	31 Dec 2017
AEGA ASA Shares	43 882 141
Aega ASA warrants	2 000 000
	31 Dec 2016
AEGA ASA Shares	35 890 957

Warrants:

The warrants are freely tradable non-listed warrants, which each entitles the holder to subscribe for one share in Aega for an exercise price of NOK 3.10 per share. The exercise price for each warrant are adjusted downwards on a NOKfor-NOK basis by any dividend per share paid by Aega in excess of an annual dividend of 7 per cent of NOK 3.10 in the period from 31 January 2017 until the exercise of the warrant.

The Warrants are exercisable during exercise periods lasting for four weeks from the date of publication of Aega's annual financial statements for the financial years 2017, 2018, 2019 and 2020, provided, however, that the last exercise period shall end no later than 30 June 2021. Any unexercised Warrants will expire without any compensation to Solex on 30 June 2021.

Largest 20 shareholders as of 31 December 2017:

Shareholders	Shares	Percentage
BEARHILL INC AS	3 359 034	7.7%
SOLEX AS1	2 162 615	4.9%
HARALDSEN THORVALD MORRIS	1 627 119	3.7%
SÆTREMYR TORE	1 277 694	2.9%
LJM AS	1 134 890	2.6%
MOGER INVEST AS	1 134 890	2.6%
AFT DEVELOPMENT AS	1 060 447	2.4%
MORO AS	933 667	2.1%
JAN STEINAR NEREM	919 724	2.1%
OLAV VESAAS	877 141	2.0%
PENTHOUSE MIRADORES AS	761 884	1.7%
TORSTEIN SØRLAND	668 890	1.5%
FIN STRØM-RASMUSSEN	666 667	1.5%
JAN P HARTO AS	599 524	1.4%
RACCOLTA AS	595 840	1.4%
CLEAR THOUGHT AS	551 833	1.3%
BETONGCONSULT EIENDOM AS	551 277	1.3%
NYGÅRD ROALD ARNOLD	539 319	1.2%
VIA GLORIA AS	500 000	1.1%
FIN SERCK-HANSSEN	459 917	1.0%
Total 20 largest shareholders	20 382 372	46.4%
Aega ASA outstanding shares	43 882 141	100.0%

¹ Chair in Aega ASA, Halldor Christen Tjoflaat is also the Chair of Solex AS.

Note 10: Tax issues

Tax dispute in Italy

In the second quarter Aega's subsidiaries have won the cases against the tax office related to the tax benefits used in 2012. The two group subsidiaries are now entitled to repayment of about EUR 40 thousand paid in to the tax office regarding the income year 2012. The Company has been informed that this ruling has been appealed, however as per 28 February 2018 not received the paperwork from the Italian Tax office.

The Company has now also received challenges of the tax years 2013, 2014 and 2015, the potential maximum claim is estimated to roughly EUR 1.2m. The Company has not made any provisions for costs related to this issue.

Tax dispute Norway

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.

VAT registering Norway

Aega ASA has since Q4 been registered in the Norwegian VAT register. As mentioned in previous quarterly reports the VAT registration has been reviewed by the tax authorities, and in November 2017 the tax authorities came back with a claim that roughly EUR 80k of was not deductable, this is in line with the reservation made in the annual report for 2016.

Note 11: Subsequent events

Shareholder loan

To secure financing for a potential near term acquisition target, Aega has entered into a loan agreement where 19 shareholders have committed to lend a total of NOK 3.8 million to the Company, at an interest rate of eight percent per annum. Three primary insiders are participating in the shareholder loan, either in person or through their limited companies, including chair Halldor Christen Tjoflaat (NOK 100 000), directors Nils Petter Skaset (NOK 350 000) and Kathrine Breistøl (NOK 250 000)

Aega will ask the annual general assembly (AGM) to decide if the shareholder loan, including interest rate of eight percent per annum, should be refinanced or converted to shares in Aega at a conversion rate of NOK 1 per share. If the AGM votes against converting the shareholder loan into shares in Aega, the loan will mature with immediate effect and trigger an additional interest rate compensation of ten percent to the lenders.

The shareholder loan is secured against the shares of Aega Yieldco AS, a wholly owned subsidiary of Aega ASA.

The loan has been arranged by the company and no commission will be paid to any external third party facilitator.

Extension of interim CEO contract

In addition, Aega is pleased to announce that it has extended the contract with Interim CEO, Markus Enge.

Acquisition of new solar park

Aega has on 15 February 2018 signed a contract to acquire all shares in Solar Park Luino S.r.l , which owns a 0.8MW solar plant in Luino, Lombardy, Italy, from a group of Italian investors.

The acquisition is completed and settlement for the acquisition was made in cash. Aega's funding of the project has been through the loan mentioned above.

The 0.8MW solar park in Luino is fixed ground mounted, has a second conto energia feed in tariff and is seven years into its 20-year concession period, and delivers an internal rate of return (IRR) in line with Aega's current assets and the group's overall investment target.

After the acquisition the chair of the group Mr. Halldor Tjoflaat has been appointed CEO and constitute the board of directors in Solar Park Luino S.r.l. There are no employees in the acquired company.

Key figures

As Solar Park Luino Srl is a special purpose company established in 2016 through a transformation, there is limited historical financial reports for this company. The key figures below are estimates for the current year.

	2018 E
Operating revenue	€ 319 000
Operating result (EBITDA)	€ 286 000
Debt outstanding 1 January 2018	€ 2 015 000
Enterprise value	€ 2 376 000

Solar Park Luino S.r.l has a max cap interest swap related to the loan agreement.

The revenue and EBITDA contribution from Solar Park Luino Srl in 2018 to AEGA ASA's Financial statement is estimated to be around 85 per cent of the numbers indicated above, since the plant is acquired on 15 February 2018.

There are no significant off balance assets or liabilities.

Investor contact

Markus H Enge Chief Financial Officer

Mobile: +47 40064820 E-mail: mhe@aega.no

Aega ASA Oscars gate 52 N-0258 Oslo Norway

Web: www.aega.no