Aker — Investor Presentation 2020

Feb 14, 2020

Proud ownership Proud

Q4 2019

Aker ASA Fourth-quarter and preliminary annual results 2019

14 February 2020

Highlights

Full year 2019:

• Net asset value: Increased NOK 10 billion (23.7% dividend adjusted) to NOK 50.0 billion
• Return: Aker share price increased 22.5%, dividend adjusted, to NOK 543.5 vs. OSEBX up 16.5%
• Liquidity reserve: NOK 6.6 billion, cash amounted to NOK 3.7 billion
• Dividend paid: NOK 22.5 per share cash dividend distributed (equals a total of NOK 1.7 billion)

Fourth quarter 2019:

• Net asset value: Increased NOK 6.9 billion (16%) to NOK 50.0 billion
• Return: Aker share up 12% to NOK 543.5

Subsequent events:

• Dividend for 2019: Aker's Board of Directors proposes a payment of NOK 23.5 per share
• Aker BP: Successfully raised USD 1.5 billion in senior notes with favorable pricing

Aker ASA and holding companies 24% return on NAV including paid dividend, 16% return in 4Q

Net asset value change in 4Q 2019

NOK billion

41.7 41.7 Net asset value change 2019 NOK billion

14 February 2020 3 AKER ASA | Fourth-quarter and preliminary annual results 2019

Aker ASA and holding companies Share price up 23% in 2019 dividend adjusted - strong balance sheet

NAV per share vs. share price NOK per share

Net asset value composition NOK billion, per 4Q 2019

Aker ASA and holding companies Portfolio composition

Portfolio composition NOK billion, per 4Q 2019

					Listed investments
Industrial Holdings				Financial Investments
	Aker BP	40.0%	41.5	3.7	Cash
	1)) Aker Solutions	34.8%	2.3	0.9	Listed financial investments
	1)) Akastor	36.7%	1.0	0.6	Real Estate Investments2)
	Kvaerner 1)	28.7%	0.9
	Ocean Yield	61.7%	5.2
	Aker BioMarine 2)	98.0%	2.4
	Aker Energy 2)	49.2%	0.9
	2) Cognite	64.0%	<0.1
	Gross asset value		54.2	7.7
Net asset value			50.0

Gross asset value distribution Per 4Q 2019 (3Q 2019)

1)Owned partly through Aker Kvaerner Holding, in which Aker has a 70% ownership interest. Additionally, Aker has a direct ownership interest in Aker Solutions and Akastor 2)Reflected at book value

Listed Industrial Holdings

Aker's portfolio of listed Industrial Holdings

- Share of Aker's GAV in circle color – return in the quarter inside the circle - and key highlights per company

• +20.3%
• Successful start-up of the Johan Sverdrup field
• Ærfugl project getting the go-ahead
• First oil at Valhall Flank West
• Upgraded to IG rating
• Successful issuance of USD 1.5 billion notes, at a very attractive price
• Guides for 205-220 kbd production in 2020

• Focus ahead is to build the backlog
• Won the following contracts:
  • Inspection service contract with Equinor
  • A subsea contract for Ærfugl with Aker BP
• Vår Energy MMO Contract
• A development contract with BP's Cypre project

• -2.8%
• Dhirubai-1 option expired
  • Successful private placement of NOK 717 million
• Successful placement of NOK 750 million senior unsecured bond
• Acquired 7 vessels in the quarter

• Guides for above NOK 10 billion in revenue in coming years on an identified project funnel of NOK 165 billion
• Signed a NOK 1.5 billion contract with Equinor for the development of Hywind Tampen
• Positive development in Aftermarket services and Digital Technology services for MHWirth – significant over performance versus plan for 2019
• Newbuilding market continues to be muted but with certain leads
• Seafarer vessel upgrade is on schedule

-4.5%

Non-listed Industrial Holdings

Aker's portfolio of non-listed Industrial Holdings

– These companies are at book value in Aker's accounts – key highlights shown below

Exploration & Production company in Ghana

• Change of leadership after strategy change
• Change in strategy was positive for the political process in Ghana
• The Petroleum Agreement on the Pecan field development amended just before Christmas
• Next milestone is PDO and FID

Industrial software and digitalisation company

• Continues to grow fast
  • Approx. 280 employees vs 120 a year ago
  • Fast growing customer base
• Advanced commercial discussions with world leading oil & gas companies
• Offices opened in Austin, Houston and Tokyo
• Work to establish a commercial Joint Venture with Saudi Aramco has started

Integrated biotech company – specialised in krill harvesting and processing

• Revenues and EBITDA starting to benefit from the investments undertaken the past several years
• Operational leverage means revenues can increase 3-4 times faster than costs going forward
• Fully owned and operated fleet, crew, production facility and warehouses
• Very positive results on dogs health through testing of dogs in a high performance setting
• Human protein consumer product market is an additional target

Aker Financial Investments

Financial Investments Overview

% of gross asset value (31.12.2019)

• Other financial investments
• Listed financial investments

Financial Investments Cash

% of gross asset value (31.12.2019)

• Cash up NOK 1.1 billion in the quarter to NOK 3.7 billion:
  • • NOK 873 million in dividend received in cash
  • • NOK 1 130 million in net proceeds from new and repurchased bonds
  • NOK 622 million invested in Ocean Yield, Abelee and REC Silicon
  • NOK 87 million in net increased receivables from portfolio companies and other
  • NOK 166 million in operating expenses and net interest
  • NOK 73 million in net other cash movements and f/x adjustments
• Total liquidity reserve of NOK 6.6 billion, including undrawn credit facilities.

4.5

Financial Investments Listed financial investments

% of gross asset value (31.12.2019)

• Acquired a 23 per cent ownership interest in REC Silicon ASA for NOK 85 million. Value increased to NOK 172 million as at end of Q4.
• Divestment of shares in Cxense for NOK 20 million.
• Value increase of Philly Shipyard of NOK 29 million.
• Dividend income from AMSC of NOK 22 million (shares and TRS).

Aker's investment

NOK million	4Q 18	3Q 19	4Q 19
Philly Shipyard	203	280	309
AMSC (excl. TRS)	385	383	380
Solstad Offshore	101	41	57
REC Silicon	-	-	172
Other	13	20	-
Total value	701	723	917
AMSC TRS*	(32)	(28)	(41)

*) Included in «interest-free liabilities» if negative value and in «other financial investments» if positive value.

Financial Investments

Real estate and other financial investments

% of gross asset value (31.12.2019)

• Other financial investments mainly consist of receivables against Aker BioMarine and Estremar Invest, airplanes, and unlisted share investments.
• NOK 95 million invested in Abelee and investment in Align written down by NOK 59 million.
• Loan issued to FP Eiendom increased by NOK 35 million.

Aker's investment

NOK million	4Q 18	3Q 19	4Q 19
Real estate	568	568	603
Other financial investments	1 860	2 437	2 498
Total value	2 428	3 005	3 101

Aker Financial Statements

Balance sheet at 31.12.2019

(after dividend allocation of NOK 23.50 per share)

	Main changes in fourth-quarter 2019
• •	Cash holdings increased to NOK 3.7 billion. Book value of investments increased by NOK 415 million, mainly due to participation in Ocean Yield
	equity issue.
•	Increase in fair value adjustment of NOK 6.2 billion, mainly explained by value increase of Aker BP investment, partly offset by value reduction of Ocean Yield.
•	Issuance of the new NOK 1.5 billion AKER15 bond, and partial repurchases of AKER10 and AKER13 bonds of in total NOK 350 million.
•	Dividend allocation of NOK 23.50 per share, NOK 1 746 million in total.

Total Assets Total equity and liabilities

Book value	Value-adjusted
12 969	48 229
48.6%	77.9%
NOK 175	NOK 649

Aker ASA and holding companies Interest-bearing items as of 31.12.2019

Interest-bearing receivables Interest-bearing debt

Average debt maturity is 2.9 years For details on interest-bearing items and loan guarantees, see: https://www.akerasa.com/Investor/Treasury

Financial Covenants	Limit	Status at 31.12.2019
i Total Debt/Equity - Aker ASA (parent only)	< 80%	46%
ii Group Loans to NAV or Group Loans	< 50% < NOK 10 bn	2.1% NOK 1.0 bn

Aker ASA and holding companies Income statement

Amounts in NOK million	4Q 2018	3Q 2019	4Q 2019	Year 2018	Year 2019
Sales gains	-	-	-	194	-
Operating expenses	(58)	(67)	(64)	(254)	(267)
EBITDA	(58)	(67)	(64)	(60)	(267)
Depreciation and impairment	(5)	(6)	(8)	(18)	(25)
Value change	(628)	(233)	(63)	(383)	(435)
Net other financial items	410	410	847	1 927	2 886
Profit before tax	(281)	104	711	1 467	2 159

Proud ownership

APPENDIX

ESG in Aker Setting the ESG agenda through active, responsible ownership

We are committed to being part of the solution

• Using our role as an active, responsible owner
• Be a driving force to reduce negative environmental impact from operations of our portfolio companies
• Making the NCS a benchmark for safe, sustainable and profitable oil and gas production
• The Aker Group will soon report in accordance with the recommendations by the Task Force on Climate-Related Financial Disclosures, or TCFD

We are committed to our employees and communities

• We invest in health and wellness of our employees
• We are committed to supporting and having a positive impact on our local communities, e.g. through Aker Scholarship and Stiftelsen VI
• Building on the "Aker model": 100-year history of collaboration between management, trade unions, employee representatives and the main owner
• Zero tolerance for discrimination, harassment and degrading treatment of employees

We are committed to be an example of good governance

• Based on best practice recommendations from Oslo Stock Exchange and NUES
• Code of Conduct as governing document with expected alignment throughout the portfolio
• Board of Directors reviews risk regularly, including environmental and climate-related risks
• Union representatives are represented in Aker's boardroom and in the board rooms of all portfolio companies

14 February 2020 20 AKER ASA | Fourth-quarter and preliminary annual results 2019

ESG in Aker

Continuous commitment to ESG setting the stage for the future

Disclaimer

• This Document includes and is based, inter alia, on forward-looking information and statements that are subject to risks and uncertainties that could cause actual results to differ. These statements and this Document are based on current expectations, estimates and projections about global economic conditions, the economic conditions of the regions and industries that are major markets for Aker ASA and Aker ASA's (including subsidiaries and affiliates) lines of business. These expectations, estimates and projections are generally identifiable by statements containing words such as "expects", "believes", "estimates" or similar expressions. Important factors that could cause actual results to differ materially from those expectations include, among others, economic and market conditions in the geographic areas and industries that are or will be major markets for Aker's businesses, oil prices, market acceptance of new products and services, changes in governmental regulations, interest rates, fluctuations in currency exchange rates and such other factors as may be discussed from time to time in the Document. Although Aker ASA believes that its expectations and the Document are based upon reasonable assumptions, it can give no assurance that those expectations will be achieved or that the actual results will be as set out in the Document. Aker ASA is making no representation or warranty, expressed or implied, as to the accuracy, reliability or completeness of the Document, and neither Aker ASA nor any of its directors, officers or employees will have any liability to you or any other persons resulting from your use.
• The Aker group consists of many legally independent entities, constituting their own separate identities. Aker is used as the common brand or trade mark for most of this entities. In this document we may sometimes use "Aker", "Group, "we" or "us" when we refer to Aker companies in general or where no useful purpose is served by identifying any particular Aker company.