Eqva ASA — M&A Activity 2023

Jun 28, 2023

Eqva ASA

Transaction announcement "Intention to acquire Kvinnherad Elektro"

28 June 2023

Disclaimer and important information

This presentation and its appendices (jointly the "Presentation") have been prepared jointly by Eqva ASA and Kvinnherad Elektro AS, including their subsidiaries (referred to as the "Combined Group"). The Presentation is made solely for information purposes in connection with the contemplated acquisition by Eqva ASA of Kvinnherad Elektro AS, including 51 % of the shares in Vassnes Solutions AS and 3 subsidiaries.

The Presentation is not intended to, and should not by anyone, form the basis of any investment activity or decision and does not constitute or form part of an offer to sell or issue, or a solicitation of an offer to purchase or subscribe for, any securities or other interests in the Combined Group or any related entity. The information set out in the Presentation shall not form the basis of any contract and should not be relied upon in relation to any contract or commitment.

This Presentation speaks only as of June 28th, 2023. There may have been changes in matters that affect the Combined Group subsequent to the date of this Presentation. The Combined Group undertakes no obligation to amend, correct or update this Presentation or to provide any additional information about any matters.

This Presentation is subject to Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo city court (Nw: Oslo tingrett) as exclusive venue.

Introduction to Eqva ASA

Eqva's business platform

Strong foundation for further value creation

Broad service offering to maritime and landbased industries

Positioned in industries where we can make a change for a more sustainable future and create attractive shareholder value.

Long history

Building on our over 100-year long history of expertise to create innovative, competitive, profitable and sustainable solutions and services for our customers.

Our people

Performance-driven culture - focus on environment, safety and superior quality in everything we do.

460 employees within the group with complementary competences.

Preferred by customers

Recognised for our contribution to enable the green transition. Strong partnerships and trust. Focus on high quality in every delivery.

Our business segments

Maritime services

Maritime Services (previously Ship Technology) with the shipyard Havyard Leirvik in Sogn, delivers conversion, service and maintenance of vessels to a wide customer base.

Products, solutions & renewables

Products, solutions & renewables (new segment) consists of the service and maintenance provider BKS, with underlying subsidiaries, and the small-scale power plant company Fossberg Kraft.

Strong foundation for further value creation

New regulation is driving a paradigm shift in the maritime and landbased industry sectors towards low emission solutions

The Norwegian government and EU green deal support solutions in maritime and landbased industries (i.e. Enova in Norway) where emission cuts are solved by improving efficiency through digitalisation.

Uptake of more advanced technology is

expected to increase in the coming years due to IMO requirements and stakeholder expectations.

Digitalisation Sustainability, clean energy and decarbonisation

The Norwegian government aims to facilitate emission-free solutions along the coast.

• reducing emissions from domestic shipping and fishing vessels by half by 2030

Defined IMO Goals baseline year 2008² :

• 40% reduction of CO2e by 2030
• 70% reduction of CO2e by 2050
• 50% reduction of GHGe by 2050

Maritime service conversion

The cost of energy and climate emissions expected to rise with regulatory measures e.g., carbon tax.

Maritime transport sector is proposed by the European Commission to be included in EU's CO2 Emission Trading System (ETS)³

• 2% reduction of CO2e by 2025
• 6% reduction of CO2e by 2030
• 26% reduction of CO2e by 2040
• 75% reduction of CO2e by 2050

Norway aims to be a frontrunner in the shift toward low emission solutions

New regulation is driving a paradigm shift in the maritime and landbased industry sectors towards low emission solutions

Eqva is exposed to a variety of industrial sectors

Secures a diversified and recurring revenue stream from industries along the western coast of Norway

Experienced management team

Executive management

Erik Høyvik CEO Eqva ASA

15+ years of experience in maritime- and landbased industries

Eirik Sævareid CFO Eqva ASA

15+ years of experience from executive finance positions in large industrial companies

Tor Leif Mongstad CEO Havyard Leirvik

25+ years diversified experience in the maritime industry

Trygve Kjerpeseth CEO BKS / Group Head of Risk and Projects

30+ years of experience from senior project management

Tom Jensen CEO Fossberg Kraft

30 years of leadership experience with primary focus on production and procurement

Sverre Olav Handeland In-house lawyer.

15+ years of experience as partner in law firm, 8 years as in-house lawyer in HG Group.

Backed by strong board and industrial owners

The board of Directors

Even Matre Ellingsen Chairman

Former Group CEO in Astrup Fearnley. Extensive board experience from both regulated and non-regulated businesses.

Vegard Sævik Board member

Employed in Havila Holding and holds several board positions and is Chairman of the Board in Fjord1

Rune Skarveland Board member

CEO Skarveland AS from '97-'08 and held several board positions in property development, industrial and hydropower companies

Ellen Hanetho Board member

20+ years of financial & strategic business development

Anne Bruun-Olsen Board member

Senior Partner Cushman & Wakefield Realkapital

Jan Olav Gjerde Board member

Employee representative

Geir Helge Nordstrand Board member

Employee representative

Top shareholders as of 18 June 2023

Shareholders	Number of shares	Ownership
Nintor AS	16,938,645	23.53%
Havila Holding AS	10,000,000	13.89%
Neve Eiendom AS	7,993,462	11.10%
ROS Holding AS	5,660,027	7.86%
Eikestø Eiendom AS	4,960,847	6.89%
Fureneset Eiendom AS	4,960,847	6.89%
Eikestø AS	2,999,511	4.17%
Fureneset Invest AS	2,999,511	4.17%
Emini Invest AS	1,290,000	1.79%
HSR Invest AS	1,290,000	1.79%
Innidimman AS	1,290,000	1.79%
MP Pensjon PK	1,112,768	1,55%
Eqva ASA	576,571	0.80%
Other shareholders	9,915,252	13.77%
Total shares	71,987,441

Intention to acquire Kvinnherad Elektro group

Eqva intends to strengthen the company's position within the power and automation market

Eqva ASA intend to acquire Kvinnherad Elektro AS with effect from Q4 2023

The shares in Kvinnherad Elektro AS will be acquired by BKS Holding AS, a wholly owned subsidiary of Eqva ASA. The transaction includes Kvinnherad Elektro's 51 % ownership stake in Vassnes Solutions AS and its 3 subsidiaries.

The acquisition is aligned with Eqva's strategic focus

• The power and automation market has a positive outlook and high activity level
• Eqva seeks to take a broader position in the power and automation segment through organic growth and M&A activities
• Eqva is already a significant service provider of power and automation solutions to maritime- and land-based industry through its ownership in BKS
• After consolidation, BKS will be prominent and fully integrated system supplier within the piping, power and automation disciplines, and increase its total number of FTE's from 380 to 535.

Eqva will strengthen its position in power and automation

• Increase Eqvas revenues by FY 125 175 MNOK (ref 2022 accounts)
• Get access to a broader customer base
• Get access to a highly qualified employee-base of 156 FTE's including engineers and electricians
• Utilize from competence-, system- and support-synergies across the Eqva group

The acquired companies complies with regulatory standards and certificates

Post transaction, the Eqva group will count ~240 FTE's within power and automation

Changes in the organization structure:

• Kvinnherad Elektro will be part of Eqva's Products, Solutions & Renewables segment.
• As of today, BKS Industri (a subsidiary of BKS Holding), has 80 technicians / electricians.
• The acquisition adds 156 new engineers, technicians and electricians.
• The combined group will have ~240 FTE's within the power and automation disciplines.

Eqva consolidated - will be a strong power and automation player in the region

Eqva will after the acquisition total ~240 dedicated employees within the power and automation segment – which accounted for approx. NOK 188 millions in 2022* revenues.

Kvinnherad Elektro NOK 60 millions

Issue a broad specter of deliveries

• Design of electrical installations
• Engineering / installation of electrical systems
• Installation of solar panels
• Instrumentation
• Staffing

Well diversified power & automation portfolio

• BKS Power & Automation and Vassnes group have large, renown clients in the maritime sector
• All three companies deliver services to large customers in land-based industry
• Approximately half of Kvinnherad Elektro's projects are for smaller clients or households

Maritime Landbased industry Other

Vassnes group NOK 86 millions =

Kvinnherad Elektro is located in Rosendal and Husnes, while Vassnes group is located in Ølen – both close to BKS's HQ location.

A strong orderbook

22,9 BKS P&A KE VG Eqva P&A

BKS Power & Automation NOK 42 millions

Companies at a glance

Full-service provider – A part of the Products, Solutions & Renewables segment

Company highlights

• Founded in 2008 and HQ in Sunde, Kvinnherad

BKS at a glance

• ~380 FTE's spread across 5 companies, of which 80 are technicians and electricians in the power and automation segment
• BKS is a full-service supplier for technical installations, meaning presence throughout the entire value-chain in industrial deliveries from idea to installation.
• It performs a wide range of tasks, from simple missions to more complex total deliveries
• Goal to be a preferred and competitive supplier and partner to the maritime, offshore and landbased industry in Norway.

Full-service provider:

Blue-chip customer base

2018 2019 2020 2021 2022*

Financial performance

Kvinnherad Elektro at a glance

Strong position in the regional power and automation market

Company highlights

• Founded in 1941 and HQ in Rosendal, Kvinnherad.
• ~40 FTE's engineers and electricians.
• Full-service supplier for power and automation installations, meaning presence throughout the entire value-chain in industrial deliveries from idea to installation.
• The company has a long and good cooperation with local shipyards, fish farming and the smelting industry, as well as other small- and large industry players in the region around the Folgefonn peninsula.
• Performs a wide range of tasks, from simple missions to more complex total deliveries.
• Goal to be a preferred and competitive supplier and partner to the maritime, offshore and land-based industry in the region.

Full-service provider:

Vassnesgruppen at a glance

Strong position in the regional power and automation market

Company highlights

• Founded in 2012 and HQ in Ølen, Rogaland.

• The Vassnes group (VG) is owned by Kvinnherad Elektro 51% and Miranda Invest 49%. The parent company is Vassnes Solution AS with 3 subsidiaries.
• In total 116 FTE's engineers and electricians.
• ISO-certified: ISO 9001:2015, ISO 14001:2015 and ISO 45001:2018
• Full-service supplier for power and automation installations, meaning presence throughout the entire value-chain in industrial deliveries from idea to installation.
• The company has a long and good cooperation with local shipyards, offshore companies and the smelting industry, as well as other small- and large industry players in the region Haugalandet and western Norway.
• Goal to be a "preferred electrical supplier to the marine- and offshore market both nationally and internationally for our quality, expertise and ability to deliver".

Full-service provider:

Financial performance

Revenues, NOKm

Thank you