Nordic Financials ASA — Investor Presentation 2015

Dec 21, 2015

AEGA Delivering green energy

Company presentation December 2015

CONFIDENTIAL

Important information

This company presentation (the "Presentation") has been prepared by Nordic Financials ASA and Aega AS (the "Companies") for information purposes only in connection with a stock exchange notice made by Nordic Financials ASA on 21 December 2015 regarding a letter of intent with Aega AS regarding the proposed combination of Nordic Financials ASA and Aega Yieldco AS. The Presentation does not constitute or form part of any solicitation for any offer to purchase or subscribe any securities and is not an offer or invitation to sell or issue securities for sale in any jurisdiction. The Presentation has not been reviewed or registered with, or approved by, any public authority, stock exchange or regulated market place.

The Companies make no representation or warranty (whether express or implied) as to the correctness or completeness of the information contained herein, and neither the Companies nor any of their subsidiaries, directors, employees or advisors assume any liability connected to the Presentation and/or the statements set out herein. This presentation is not and does not purport to be complete in any way.

The information included in this Presentation may contain certain forward-looking statements relating to the business, financial performance and results of the Companies, Aega Yieldco AS and/or the industry in which they operate. 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 Companies 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 Companies or their advisors or any of their parent or subsidiary undertakings or any such person's affiliates, 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 contents of the Presentation are not to be construed as financial, legal, business, investment, tax or other professional advice. Each recipient should consult with its own professional advisors for any such matter and advice.

This Presentation speaks as of the date on its cover, and there may have been changes in matters which affect the Companies subsequent to the date of this Presentation. Neither the issue nor delivery of this Presentation shall under any circumstance create any implication that the information contained herein is correct as of any time subsequent to the date hereof or that the affairs of the Companies have not since changed, and the Companies does not intend, and does not assume any obligation, to update or correct any information included in this Presentation.

Company structure

Current structure Proposed structure (post transaction)

CONFIDENTIAL ¹Prior to the transaction AEGA AS owns 33% of the share capital of Nordic Financials ASA. As part of the proposed transaction Aega AS will receive consideration shares for its 14% ownership in Aega Yieldco AS, ²After the transaction is completed, Nordic Financials ASA will change name to Aega ASA

AEGA has followed Italian PV from the cradle

Company originates from >40 years of combined experience with designing and installing solar projects, on top of unique insight into Italian solar concession and PV politics

Extensive operational experience from the solar industry AEGA's Italian PV team

Italy, Lars-Gøran Hansen starts development of projects in Italy through Norsk Solkraft

3

Partners with Statkraft to develop projects in Italy 5

Develops the first Italian solar concessions with Italian government through industry association Assosolare along with Edwin Cunow

Part of Italian PV boom where 500 000 parks are constructed – participating in development construction and financing of small parks.

Sees opportunity in 1 MW segment to improve profitability of distressed and

Lars-Gøran D. Hansen COO and Founder

• 12 years in the solar utility business
• Developed earliest Italian PV concessions
• Founder of Norsk Solkraft (2003)
• Pioneer in Italian PV

Edwin Cunow

• 30 years in solar

• 230 MW designed and installed solar projects

• Shell Solar, Siemens Solar
• MSc in Electrical Engineering & MBA
• IEA Solar expert.

Management and Board of Directors

Team with solid operational performance backed by a strong Board of Directors

Aega Management team

Håvard Lillebo CEO and CFO

Edwin Cunow CTO

Fabio Buonsanti Head of Operations

Steinar Fretheim Founder

• Extensive operational experience from the solar industry
• CEO and solar professionals have previously worked for companies such as Shell Solar, Siemens Solar, Innotech Solar, REC Scancell, and Norsk Solkraft
• COO and CTO with over 40 years of combined experience with designing and installing solar projects

Aega YieldCo Board of Directors

Knut Øversjøen Ida Helliesen MikaelSchoultz

• Broad mix of skills, knowledge and experience board members have background from various fields such as infrastructure, renewable energy, basic materials, oil & gas, investment management, and investment banking
• Chairman of the Board has held several board positions in both listed and unlisted companies. He also has extensive experience from management positions within several industries, most notably CFO in Hafslund ASA and PGS ASA

AEGA business summary

Buying from non-professionals, turn-around to professional excellence

Optimizing and improving yield through hands on approach

The retroactive FiT cuts hurt mid-size projects the most…

…and non-professional owners of ~1MW sized projects are facing financial distress

- 2 4 6 8 10 12 14 16 18 20 2006 2007 2008 2009 2010 2011 2012 2013 2014 PV Installed in Italy (GW) <200kW 200kW-5MW >5MW Project size Yearly FiT reduction 200-500 kW 6 % 500-900 kW 7 % >900 kW 8 %

Italian accumulated PV installations (GW) Typical non-professional sellers

• Many parks are set up and owned by owners that are not industry professionals, hence operational performance is often poor
• In general, downturn in the European economy means that equity owners need liquidity for their core business.
• As parks were typically highly leveraged, most of the equity has been lost

Cherry picking secondary assets in Italy

Dedicated deal sourcing team on-ground in Italy reduce project risk significantly

Well defined approach for deal sourcing minimizes risks

Sourcing of solar projects is complicated, key to success is industry experience and local knowledge

Invests in smaller parks (1-5 MW) 1 2

• Niche market which is below the radar for larger established players
• Best in class and low deal sourcing costs
• 2-4 years performance proven on fixed ground mounted parks

Geographical criteria

• Only invests in parks north of Rome
• Parks located in geographical clusters to enable frequent site visits

Strict asset criteria 3 4

• Focus strictly on AU concessions, safest asset class for investors
• Professional due diligence and technical on-site evaluation

No red flags allowed

Improvement potential criteria

• Categorization of performance optimization potential
• Renegotiating potential in existing contracts

Opex in Italy is down by 25% due to lower O&M cost

The price reduction has moved even faster in UK/Germany and will lead the way for Italy

O&M cost Italy vs Germany (EUR/MW/year) Italian O&M cost development

Originally high O&M cost due to boom years 2010- 2012, where expensive O&M offset discounted ECP cost to hedge risk of not reaching performance ratio levels.

• O&M price under pressure in later years due to:
• Oversupply of O&M services as limited EPC business in Europe forces EPC's to focus more on O&M
• Consolidation of parks has drastically lowered cost/MW
• UK/France EPC's now offer high EPC cost, but attractive O&M – this put pressure on Italian O&M suppliers in the aftermath of the 8% FiT cut.
• Italy are lagging UK/Germany cost reductions due to expensive contracts, but prices continue to come down due to O&M consolidation and renegotiations.

Proof of concept from previous acquisitions

Aggregate portfolio production up 6% since Aega takeover vs. pre-takeover figures*

Specific improvements

• Real-time monitoring will be implemented to achieve maximum yield
• Quick fault identification
• Full scalability with standardized monitoring platform, jointly developed with leading global provider of monitoring solutions
• Spare parts availability on-site to minimize downtime
• Debottlenecking to minimize energy loss

CONFIDENTIAL ¹¹ *Period: Photo-Volt One Srl: Sep - Aug (2013/2014 vs. 2014/2015), DT Srl: Apr-Sep (2014 vs. 2015), Collesanto Srl (both plants): Apr-Sep (2014 vs. 2015)

Early stages of a success story

The company currently operates 5 solar parks in Italy

Location of existing parks and high interest parks

• AEGA owns and operates 5 Italian parks:
• Park I: Montalto di Castro , Lazio (1.0 MW)
• Park II: Terni, Umbria Italy (1.0 MW)
• Park III: Narni, Umbria Italy (1.0 MW)
• Park IV: Amelia, Umbria Italy (1.0 MW)
• Park V: Magnacavallo, Mantova Italy (1.0 MW)
• The management team estimates that roughly 25% of the total potential market amounting to ~ 8,900 MW of smaller parks meet their investment criteria – approximately 2,000 MW
• Current pipeline consists of 260 MW

Aega investment case

Key investment highlights

Proven business model	 Aega has improved direct project IRR on the four parks in their current portfolio from 15% to >20%  The management has delivered best in class opex and asset performance relative to benchmark
Market opportunity	 Focusing on market segment largely overlooked by major peers, and with limited professional competition  First mover advantage at current stage  Smaller 1-5 MW parks owned by non-professionals presenting a unique possibility for improvements and delivering strong financial returns
Scalability	 Current organization able to take on considerable growth through utilizing strong network of professional partners on operations and deal sourcing: Wise Energy, Deloitte and Meteocontrol
Minimizing asset risk	 Strict focus only on top level concessions (AU)  Thorough technical DD performed by world class solar professionals  CTO with 30+ years from solar industry, IEA solar expert