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BW Ideol AS

Investor Presentation Nov 9, 2022

3564_rns_2022-11-09_296fb1ba-e457-47bb-8d9c-c0213fa4e2ca.pdf

Investor Presentation

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BW Ideol Q3 2022 investor presentation

10 November 2022

CEO - Paul De La Guérivière CFO - Nicolas De Kerangal

Disclaimer

This Presentation and its appendices (the "Presentation") has been produced by BW Ideol AS (the "Company", and together with its direct and indirect subsidiaries, the "Group") solely for information purposes. This document and the information contained herein is being made available on a strictly confidential basis and may not be disclosed, reproduced or redistributed, directly or indirectly, to any other person or published or used in whole or in part, for any purpose. This Presentation, and the information contained herein, does not constitute or form part of, and is not prepared or made in connection with, an offer or invitation to sell, or any solicitation of any offer to subscribe for or purchase any securities of the Company and nothing contained herein shall form the basis of any contract or commitment whatsoever. By attending a meeting where this Presentation is made, or by reading the Presentation slides or by otherwise receiving this Presentation or the information contained herein, you agree to be bound by the following terms, conditions and limitations. Any failure to comply with the restrictions set out herein may constitute a violation of applicable securities laws or may result in civil, administrative or criminal liabilities. For the purposes of this notice, "Presentation" means and includes this document and its appendices, any oral presentation given in connection with this Presentation, any question-and-answer session during or after such oral presentation and any written or oral material discussed or distributed during any oral presentation meeting. No representation, warranty or undertaking, express or implied, is made by the Company, its affiliates or representatives as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein, for any purpose whatsoever. Neither the Company nor any of its affiliates or representatives shall have any responsibility or liability whatsoever (for negligence or otherwise) for any loss whatsoever and howsoever arising from any use of this Presentation or its contents or otherwise arising in connection with this Presentation.

This Presentation speaks as of the date hereof. All information in this Presentation is subject to updating, revision, verification, correction, completion, amendment and may change materially and without notice. None of the Company, its affiliates or representatives undertakes any obligation to provide the recipient with access to any additional information or to update this Presentation or any information or to correct any inaccuracies in any such information. The information contained in this Presentation should be considered in the context of the circumstances prevailing at the time and has not been, and will not be, updated to reflect developments that may occur after the date of this Presentation. These materials do not purport to contain a complete description of the Group or the market(s) in which the Group operates, nor do they provide an audited valuation of the Group. The analyses contained in these materials are not, and do not purport to be, appraisals of the assets, stock or business of the Group or any other person. Moreover, these materials are incomplete without reference to, and should be viewed and considered solely in conjunction with, the oral briefing provided by an authorised representative of the Company in relation to these materials. The Company have not authorised any other person to provide any persons with any other information related to the Group and the Company will not assume any responsibility for any information other persons may provide.

The contents of this Presentation are not to be construed as financial, legal, business, investment, tax or other professional advice. Each recipient should consult with its own financial, legal, business, investment and tax advisers to receive financial, legal, business, investment and tax advice. In particular, nothing herein shall be taken as constituting the giving of investment advice and these materials are not intended to provide, and must not be taken as, the exclusive basis of any investment decision or other valuation and should not be considered as a recommendation by the Company (or any of their affiliates) that any recipient enters into any transaction. These materials comprise a general summary of certain matters in connection with the Group. These materials do not purport to contain all of the information that any recipient may require to make a decision with regards to any transaction. Any decision as to whether or not to enter into any transaction should be taken solely by the relevant Recipient. Before entering into such transaction, each recipient should take steps to ensure that it fully understands such transaction and has made an independent assessments of the appropriateness of such transaction in the light of its own objectives and circumstances, including the possible risks and benefits of entering into such transaction.

This Presentation contains forward-looking information and statements relating to the business, financial performance and results of the Group and/or industry and markets in which it operates. Forward-looking statements are statements that are not historical facts and may be identified by words such as "aims", "anticipates", "believes", "estimates", "expects", "foresees", "intends", "plans", "predicts", "projects", "targets", and similar expressions. Such forward-looking statements are based on current expectations, estimates and projections, reflect current views with respect to future events, and are subject to risks, uncertainties and assumptions. Forward-looking statements are not guarantees of future performance and risks, uncertainties and other important factors could cause the actual results of operations, financial condition and liquidity of the Group or the industry to differ materially from this results expressed or implied in this Presentation by such forward-looking statements. No representation is made that any of these forward-looking statements or forecasts will come to pass or that any forecast result will be achieved and you are cautioned not to place any undue influence on any forward-looking statement.

The recipient acknowledges and accepts that it will be solely responsible for its own assessment of the Group, the market, the Group's market position, the Group's funding position, and the potential future performance of the Group's business and the Company's shares. The Company's shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or with any securities regulatory authority of any state or other jurisdiction in the United States, and may not be offered, sold, resold, pledged, delivered, distributed or transferred, directly or indirectly, into or within the United States, absent registration under the U.S. Securities Act or under an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act or in compliance with any applicable securities laws of any state or jurisdiction of the United States. Accordingly, any offer or sale of securities will only be offered or sold (i) within the United States or to U.S. Persons, only to qualified institutional buyers as defined under Rule 144A under the Securities Act ("QIBs") in offering transactions not involving a public offering and (ii) outside the United States in offshore transactions in accordance with Regulation S. Any purchaser of securities in the United States, or to or for the account of U.S. Persons, will be deemed to have been made certain representations and acknowledgements, including without limitation that the purchaser is a QIB.

The Company has not authorized any offer to the public of securities, or has undertaken or plans to undertake any action to make an offer of securities to the public requiring the publication of an offering prospectus, in any member state of the European Economic Area. No prospectus has or will be prepared in connection with this Presentation and the information contained herein. This Presentation is only addressed to and directed at persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2 (E) of the Prospectus Regulation (Regulation (EU) 2017/1129).

Neither this Presentation nor the information contained herein is being issued, and nor may this Presentation nor the information contained herein be distributed, directly or indirectly, to or into any jurisdiction in which such issuance and/or distribution would be unlawful.

By accepting these materials, each recipient represents and warrants that it is able to receive them without contravention of an unfulfilled registration requirements or other legal or regulatory restrictions in the jurisdiction in which such recipients resides or conducts business. This Presentation is subject to and governed by Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo District Court as exclusive legal venue.

Key highlights Q3 2022

1 GW of projects under development and ~2.9 GW of substantiated pipeline

  • | Design certification by Bureau Veritas and first steel cut on EolMed project
  • | Signed MoU with Taiya Renewable Energy in Taiwan, targeting in particular a floating demonstration tender expected in mid-2023
  • | Confirmation of tender application date for 250 MW South Brittany tender by French authorities and progress towards mid-2023 award
  • | Pre-selection of the consortium EDF Renewables/Maple Power and launch of the competitive dialogue in for the 2 x 250 MW AO6 Mediterranean Tender
  • | Signed contract for floating LIDAR deployment on Buchan Offshore Wind project
  • | Award of feasibility study for floating wind to power a greenfield FPSO
  • | Inauguration of the world's first offshore hydrogen production unit which will be powered by BW Ideol's Floatgen floating offshore wind turbine

Focusing on cash discipline

  • | Award of EUR 2.7 million subsidies from Ademe (French government owned Agency for the Ecological Transition) to fund R&D program
  • | Cash position of EUR 11.25 million at end of September supporting growth strategy
  • | Positive EUR 1.07 million operating cash-flow during Q3 2022

Under development: projects awarded

  • Substantiated pipeline: projects with agreements signed by BW Ideol for a specific site or tender with leading partners
  • Opportunity pipeline: tenders announced by Governments with timing and capacity over the next 3 years (see next slide)

Agenda

Market

Operations and projects

Financials

Outlook and Q&A

Global business environment and impact on BW Ideol

Geopolitical tensions are back

  • | No direct impact on activity
  • | Several governments are introducing laws to speed-up development times and renewable energy targets are confirmed or reinforced
  • | Increased focus on energy independence accelerating ambitions for renewable transition

Energy prices are peaking

  • | Potential EU electricity market reform
  • | Introduction of exceptional taxes on profits generated for power producers
  • | Impact on competitiveness of energy intensive industries and increased appetite for corporate power purchase agreements (PPAs)

Effects of climate change are accelerating

  • | Reduced hydropower production in California, Europe and China
  • | Reduced nuclear production at riverside plants
  • | Fires impacting grids and transmission lines
  • | Increased power demand for air conditioning in summer
  • | Increased stakeholder support and renewable policies

Inflation and higher interest rates are back

  • | Increase cost of supply of key components, including wind turbines
  • | Steel price volatility creates issues for pricing projects to be executed in seven years time
  • | Increased average cost of funding for projects increases LCOE (levelized cost of electricity)

Rapidly expanding global floating wind pipeline

Total global project pipeline1 more than doubled in the past 12 months from 91 GW to 185 GW

  • | Number of projects increased from 130 to 230
  • | 9 projects in 7 countries totalling 121 MW commissioned to date

Demand for floating foundations is expected to rapidly increase

  • | Potential for 3,200 floating foundations to be installed by end of 2030
  • | Nearly 1,000 of these could be installed off the UK

Global total announced floating wind portfolio1(GW)

1) Source: Renewables UK 11 October 2022, pipeline includes projects at any stage: operational, under construction, approved, in the planning system or at an early stage of development.

High visibility on near-term confirmed tenders > 25 GW

Agenda

Market Operations and projects Financials

Outlook and Q&A

New projects and cooperation agreements

Cooperation with Taiya Renewable Energy in Taiwan

  • | Demo Project (<50 MW) tender announced by the Taiwanese authorities for mid-2023
  • | Applicants need to obtain site recordation and preliminary Environmental Impact Assessment (EIA) approvals to qualify for the tender
  • | Taiya Renewable Energy has developed one of the few sites in position to qualify
  • | MoU for Partnership agreement signed with Taiya Renewable Energy in September for a 20% ownership by BW Ideol as co-developer
  • | In addition, exclusivity of BW Ideol as EPCI contractor for supply of the floating foundations to Demo Project if awarded
  • | Potential construction start in 2025 subject to FID with COD in 2026
  • | Agreement also covers the joint development of several commercial-scale projects

Projects in operation

Main Floatgen activities in Q3 2022

  • | 1 GWh production during Q3
  • | 21.8 GWh of cumulative production since January 2019
  • | Mooring line survey by ROV for bottom and mid buoys inspection on all the mooring lines
  • | Biofouling In the frame of BBRG project, quarterly inspection of the samples installed in the moonpool

Hibiki update

| Another powerfull typhoon passed over the Hibiki demonstrator in Japan without causing any damage in September 2022

Floatgen historical production

Projects under development – France

EolMed 30MW project under construction

  • | First steel cut for the floaters in September
  • | Floater design certified by Bureau Veritas

Confirmation of the tender application date for the AO5 South Brittany tender (250 MW)

  • | Offshore area of coast of South Brittany specified
  • | Final date of bid-submission set to February 2023 with award expected in mid -2023
  • | BW Ideol collaborates with EDF Renewables and Maple Power on the design of the floating foundations

Consortium pre -selection and launch of competitive dialogue for the AO6 Mediterranean tender

  • | Bid submission for the 2x250 MW tender expected in mid -2023 with award around end 2023
  • | BW Ideol collaborates with EDF Renewables and Maple Power on the design of the floating foundations
  • | The consortium is one of 13 pre-selected by French authorities in August

Projects under development – Scotland

Site investigations and environmental studies for Buchan Offshore Wind project proceeding

  • | Signed Floating LIDAR contract with Partrac with near shore testing on the Blyth test site before offshore deployment scheduled in November 2022
  • | Finalisation of geotechnical and geophysical campaign contract
  • | Natural Power appointed to lead the Environmental Impact Assessment
  • | Progress on birds' and mammals' surveys

Progressing Ardersier production line

  • | Set to finalise feasibility studies for the serial production line with yard lay-out and configuration by end-2022
  • | Progress on dredging activities with access channel reopened

Projects under development – Other regions

Advancing our 2.2 GW pipeline of projects in Japan

  • | Progressing the design, engineering and development activities of our commercial-scale projects with our partners ENEOS and Tohoku Electric Power
  • | Activities include site data collection, port surveys, grid connection preliminary feasibility studies, stakeholders' management, conceptual design

Preparing upcoming tenders

  • | California auction final date on December 6, 2022
  • | In Norway, Portugal, Celtic Sea & Spain, tenders are announced for mid 2023
  • | BW Ideol is in the process of identifying the right local partner in each geography

In pole position to capture Power-to-Platform market

  • | Finalization of a first feasibility study for an undisclosed project in 09/2022
  • | Signing of a contract for another feasibility study to power a greenfield FPSO for an undisclosed client in 09/2022

Technology development

Inauguration of world's first floating hydrogen production unit to be deployed on SEM-REV site, powered by Floatgen

  • | Floating electrolyser powered by BW Ideol's Floatgen floating offshore wind turbine in a project led by Lhyfe
  • | The Sealhyfe hydrogen production facility will be connected after a phase of dockside tests
  • | Targets to demonstrate reliability of an electrolyser at sea and validate the offshore hydrogen production technology before large-scale industrial deployment

Agenda

Market Operations and projects Financials Outlook and Q&A

Financial highlights

| Year-to-date 2022 revenue from design and engineering activities in Europe and Asia of EUR 5.1 million, including :

  • | Reinvoicing and payment of bid-related expenses on Buchan project
  • | Engineering support services and royalties on technology license on the EolMed project
  • | Engineering services for projects under development in Japan and in France

| Award of EUR 2.7 million public grant and reimbursable advance from Ademe to fund R&D program in September

| Disciplined operational management with net operating cash inflow of EUR 1.07 million in Q3 2022

| End of September cash position of EUR 11.25 million

| The Company is currently exploring various options to cover next three years financing needs underpinned by it growing portfolio of projects under development and identified pipeline of opportunities

| Expected completion during S1 2023

Consolidated cash-flow

EUR - 2.8 million cash burn in Q3 2022

  • | EUR 1.07 million in positive operating cash-flow from mainly engineering studies invoiced to customers and French R&D tax credit received
  • | EUR 3.17 million of investments mainly related to Buchan project development in Scotland and capitalized R&D
  • | Negative EUR 0.7 million in financing cash-flow mainly related to debts repayment

Operating cash-flow

Focus on operating cash-flow discipline since listing (in EUR million)

| Generating positive operating cash flow for the first time

Agenda

Market Operations Financials

Outlook and Q&A

A strong commitment to build a sustainable future

| As project developer and EPCI provider of renewable energy production solutions, sustainability is at the core of BW Ideol's mission and integrated in the company long-term value creation

PLANET

  • Majority of independent directors in the board
  • Implementation of customer satisfaction indicators

  • Progress on ISO14001 certification process with certification targeted in mid-2023

  • Progress on the definition of a carbon footprint calculation methodology
Figures at 30 Sept 2022 Sophie Fellah -
Chief Legal Officer and Cynthia Moutier -
Chief Human
Resources Officer joined the executive management team (total of 8
members)
74 22% 78% 71% Strong investment in employee training and competencies
PEOPLE Number
of
employees
Gender balance
(Total organisation)
Training programs
for employees
(at 31 dec 2021)
Promotion of diversity and launching of an internal women network to
improve the gender balance

Outlook

Development portfolio (GW)

Q3 2022

| Rapidly expanding global floating wind project pipeline

| Proven proprietary technology ready to be deployed on a secured pipeline of commercial-scale projects

| Accelerating focus on mid-term EPCI opportunities

| Preparing tenders in key markets by creating strong partnerships

| Focus on cash discipline while developing funding capacity

| Ahead of 2030 goal of engaging in approximately 10 GW gross portfolio

pipeline

10,0

Appendix

Consolidated P&L

K€ K€
(K€)
P&L
Q3
2022
H1
2022
FY
2021
from
with
Revenue
Contracts
Customers
2
413
2
666
2
259
Other
operating
income
0 1
107
1
402
Operating
expenses
(2
561)
(5
852)
(11
424)
/(loss)
depreciation/amortisation
profit
before
Operating
(148) (2
079)
(7
763)
(Unaudited
-
Depreciation (2
403)
(4
715)
(5
566)
Amortisation (1
106)
(2
211)
(3
251)
Impairment
vessels
and
other
assets
- -
Gain/(loss)
sale
of
assets
- -
profit/(loss)
Operating
(3
656)
(9
004)
(16
581)
-
income
Interest
484 4
9
-
Net
Interest
expense
(12) (66) (229)
Gain/(loss)
on financial
instruments
- -
Other
financial
items
(355) (518) (519)
income/(expense)
financial
Net
116 (536) (748)
-
profit/(loss)
Share
of
from
equity
accounted
investments
- - -
Profit/(loss)
before
tax
(3
540)
(9
540)
(17
329)
-
Income
tax expense
212 432 693
Profit/(loss)
from
continuing
operations
(3
328)
(9
108)
(16
636)
-
DISCONTINUED
OPERATION
-
Profit/(loss)
from
discontinued
operation
- - -
profit/(loss)
for
Net
the
period
(3
328)
(9
108)
(16
636)
Attributable
to shareholders
of
the
parent
(3
328)
(9
108)
(16
636)
Attributable
to non-controlling
interests
- -

Consolidated Balance sheet

K€ K€ K€
(K€)
ASSETS
Q3
2022
Q2
2022
YE
2021
Vessels
and
vessels
under
construction
Other
plant
Property,
&
equipment
532 463 154
Right-of-use
assets
5
873
6
464
5
344
Technical
Installations
6
687
8
409
11
852
Other
Intangible
assets
282
4
177
4
063
4
Goodwill 25
606
25
606
25
267
Technology
Asset
53
616
54
612
56
604
in
Subsidiary
Investment
- - -
Pension
assets
- - -
Derivatives - - -
Other
non-current
assets
19
605
16
681
3
270
Total
non-current
assets
116
201
116
412
106
553
Inventories
Trade
receivables
and
other
current
assets
3
064
4
627
3
200
Derivatives -
Cash
and
cash
equivalents
11
254
14
080
32
792
held
for
sale
Assets
Total
current
assets
318
14
18
708
35
992
TOTAL
ASSETS
130
519
135
120
142
545
K€ K€ K€
(K€)
EQUITY
AND
LIABILITIES
Q3
2022
Q2
2022
YE
2021
Share
Capital
313 313 313
Share
Premium
130
591
130
591
130
591
Other
Equity
(16
389)
(16
425)
-
(Unaudited
figures
in
KEUR)
Retained
Earnings
(12
436)
(9
108)
(17
300)
Translation
Foreign
Currency
Reserve
(9) (7) (2)
Total
equity
102
069
105
364
113
602
Interest-bearing
long-term
debt
4
417
4
830
5
654
obligations
Pension
229 229 229
retirement
obligations
Asset
2
172
2
172
2
172
Other
long-term
liabilities
3
308
3
489
3
539
lease
liabilities
Long-term
1
841
1
899
1
6
Deferred
Liability
Tax
11
795
12
015
12
453
Derivatives
Total
liabilities
non-current
23
763
24
633
24
063
Trade
payables
and
other
short-term
liabilities
2
796
3
161
3
405
- liability
- Ademe+Jera
- Scotwind
IC
Loan
- - -
Interest-bearing
short-term
debt
1
650
1
682
1
408
Short-term
lease
liabilities
228 274 6
2
liabilities
Income
tax
3
1
6 6
Total
liabilities
current
4
687
5
123
4
880
Total
liabilities
28
450
29
756
28
943
TOTAL
EQUITY
AND
LIABILITIES
130
519
135
120
142
545

Consolidated cash-flow (1/2)

K€ K€ K€
Cash Flow (K€) Q3 2022 H1 2022 FY 2021
Profit/(loss) before taxes - Adjusted (3 540) (9 540) (17 329)
Unrealised currency exchange loss/(gain) 339 469 2
Depreciation and amortisation 3 508 6 926 8 818
Share of loss/(profit) from equity accounted investments - - -
Loss/ (gain) on disposal of property, plant & equipment - (Unaudited
figures
-
in
KEUR)
-
Impairment - - -
Share-based payment expense 3
6
541 1 812
Change in Subsidies & Grants Receivable 1 218 (1 106) 825
Changes in ARO through income statement - - -
Add back of net interest expense (472) 1
8
229
Instalment on financial lease - - -
Changes in inventories - - -
Changes in trade and other current assets (117) (231) (305)
Changes in trade payables (99) (284) (228)
Changes in other balance sheet items and items related to operating activities 197 9 292
Taxes paid - - -
Changes in working capital (18) (506) (241)
Net cash flow from operating activities 1 071 (3 199) (5 884)
-
Investment in other property, plant & equipment (105) (377) (1 815)
Investment in other intangible assets (capitalized R&D) (300) (475) -
Investment in Technical Installations - - -
Investment in Right-of-use assets - - -
Investments - - -
Investment in subsidiaries, net of cash acquired - - (49 577)
Interest received - - -
Dividend received - - -
Investments in financial investments - (493) (2 854)
Investments in joint ventures (2 763) (13 234) -
Net cash flow from investing activities (3 168) (14 579) (54 246)

Consolidated cash-flow (2/2)

K€ K€ K€
(K€)
Cash
Flow
Q3
2022
H1
2022
FY
2021
from
Proceeds
Share
Company
Issue:
Parent
- - 52
219
Proceeds
from
Share
share
of
on Oslo
Stock
Market
Issue:
Parent
Company
issuance
- - 9
917
Proceeds
from
Share
Oslo
Stock
Market
Issue:
- - 39
683
Proceeds
from
Share
Greenshoe
Oslo
Stock
Market
Issue:
(Unaudited
-
figures
in
KEUR)
-
1
977
Proceeds
from
Share
Issuances
- - -
Proceed
from
investors
- - -
Relating
the
Share
Transaction
Costs
Issuance
to
- - (2
298)
Proceeds
from
new interest-bearing
debt
- - -
of
other
liabilities
Repayment
- - -
of
debt
and
other
liabilities
Repayment
(637) (769) (2
264)
paid
Interest
(12) (69) (438)
of
lease
liabilities
Payment
(81) (96) (5
878)
Dividends
paid
- - -
shares
acquired
Treasury
- - -
Cash
transfer
from
non-controlling
interests*
- - -
cash
flow
from
financing
Net
activities
(729) (934) 92
918
-
change
in
cash
and
cash
equivalents
Net
(2
826)
(18
712)
32
788
-
Cash
and
cash
equivalents
beginning
of
period
at
14
080
32
792
4
Cash
and
cash
equivalents
acquired
beginning
of
period
at
- - 2
642
Cash
and
cash
equivalents
end
of
period
at
11
254
14
080
32
792

Thank you

Contact : Nicolas de Kerangal, CFO [email protected] + 33 (0)7 76 87 70 08

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