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Frontline Plc Investor Presentation 2022

May 24, 2022

6242_rns_2022-05-24_d49b0d43-26d2-4e53-9be7-24e7909a1f37.pdf

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First Quarter Presentation May 2022

Forward Looking Statements

MATTERS DISCUSSED IN THIS DOCUMENT MAY CONSTITUTE FORWARD-LOOKING STATEMENTS. THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 PROVIDES SAFE HARBOR PROTECTIONS FOR FORWARD-LOOKING STATEMENTS IN ORDER TO ENCOURAGE COMPANIES TO PROVIDE PROSPECTIVE INFORMATION ABOUT THEIR BUSINESS. FORWARD-LOOKING STATEMENTS INCLUDE STATEMENTS CONCERNING PLANS, OBJECTIVES, GOALS, STRATEGIES, FUTURE EVENTS OR PERFORMANCE, AND UNDERLYING ASSUMPTIONS AND OTHER STATEMENTS, WHICH ARE OTHER THAN STATEMENTS OF HISTORICAL FACTS.

FRONTLINE DESIRES TO TAKE ADVANTAGE OF THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND IS INCLUDING THIS CAUTIONARY STATEMENT IN CONNECTION WITH THIS SAFE HARBOR LEGISLATION. THE WORDS "BELIEVE," "ANTICIPATE," "INTENDS," "ESTIMATE," "FORECAST," "PROJECT," "PLAN," "POTENTIAL," "MAY," "SHOULD," "EXPECT" "PENDING" AND SIMILAR EXPRESSIONS IDENTIFY FORWARD-LOOKING STATEMENTS.

THE FORWARD-LOOKING STATEMENTS IN THIS DOCUMENT ARE BASED UPON VARIOUS ASSUMPTIONS, MANY OF WHICH ARE BASED, IN TURN, UPON FURTHER ASSUMPTIONS, INCLUDING WITHOUT LIMITATION, MANAGEMENT'S EXAMINATION OF HISTORICAL OPERATING TRENDS, DATA CONTAINED IN FRONTLINE'S RECORDS AND OTHER DATA AVAILABLE FROM THIRD PARTIES. ALTHOUGH FRONTLINE BELIEVES THAT THESE ASSUMPTIONS WERE REASONABLE WHEN MADE, BECAUSE THESE ASSUMPTIONS ARE INHERENTLY SUBJECT TO SIGNIFICANT UNCERTAINTIES AND CONTINGENCIES WHICH ARE DIFFICULT OR IMPOSSIBLE TO PREDICT AND ARE BEYOND FRONTLINE'S CONTROL, YOU CANNOT BE ASSURED THAT FRONTLINE WILL ACHIEVE OR ACCOMPLISH THESE EXPECTATIONS, BELIEFS OR PROJECTIONS. THE INFORMATION SET FORTH HEREIN SPEAKS ONLY AS OF THE DATES SPECIFIED AND FRONTLINE UNDERTAKES NO DUTY TO UPDATE ANY FORWARD-LOOKING STATEMENT TO CONFORM THE STATEMENT TO ACTUAL RESULTS OR CHANGES IN EXPECTATIONS OR CIRCUMSTANCES.

IMPORTANT FACTORS THAT, IN FRONTLINE'S VIEW, COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE DISCUSSED IN THE FORWARD-LOOKING STATEMENTS INCLUDE, WITHOUT LIMITATION: THE STRENGTH OF WORLD ECONOMIES AND CURRENCIES, GENERAL MARKET CONDITIONS, INCLUDING FLUCTUATIONS IN CHARTERHIRE RATES AND VESSEL VALUES, CHANGES IN DEMAND IN THE TANKER MARKET, INCLUDING BUT NOT LIMITED TO CHANGES IN OPEC'S PETROLEUM PRODUCTION LEVELS AND WORLD WIDE OIL CONSUMPTION AND STORAGE, CHANGES IN FRONTLINE'S OPERATING EXPENSES, INCLUDING BUNKER PRICES, DRYDOCKING AND INSURANCE COSTS, THE MARKET FOR FRONTLINE'S VESSELS, AVAILABILITY OF FINANCING AND REFINANCING, ABILITY TO COMPLY WITH COVENANTS IN SUCH FINANCING ARRANGEMENTS, FAILURE OF COUNTERPARTIES TO FULLY PERFORM THEIR CONTRACTS WITH US, CHANGES IN GOVERNMENTAL RULES AND REGULATIONS OR ACTIONS TAKEN BY REGULATORY AUTHORITIES, POTENTIAL LIABILITY FROM PENDING OR FUTURE LITIGATION, GENERAL DOMESTIC AND INTERNATIONAL POLITICAL CONDITIONS, POTENTIAL DISRUPTION OF SHIPPING ROUTES DUE TO ACCIDENTS OR POLITICAL EVENTS, VESSEL BREAKDOWNS, INSTANCES OF OFF-HIRE AND OTHER IMPORTANT FACTORS. FOR A MORE COMPLETE DISCUSSION OF THESE AND OTHER RISKS AND UNCERTAINTIES ASSOCIATED WITH FRONTLINE'S BUSINESS, PLEASE REFER TO FRONTLINE'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING, BUT NOT LIMITED TO, ITS ANNUAL REPORT ON FORM 20-F.

THIS PRESENTATION IS NOT AN OFFER TO PURCHASE OR SELL, OR A SOLICITATION OF AN OFFER TO PURCHASE OR SELL, ANY SECURITIES OR A SOLICITATION OF ANY VOTE OR APPROVAL.

Reported earnings basis load to discharge

Com
Q1 2022 Q2 2022 est. % done
VLCC \$15,700 \$22,600 74%
Suezmax \$16,900 \$32,700 70%
LR2 / Aframax \$19,000 \$46,300 58%
  • Net income of \$31.1 million, or \$0.15 per basic and diluted share
  • Adjusted net loss of \$1.6 million, or \$0.01 per basic and diluted share

  • Took delivery of one newbuilding VLCC tanker from HHI

  • Entered into a term loan facility at attractive terms for a total amount of up to \$104.0 million to refinance an existing loan facility
  • Announced a potential stock-for-stock combination between Frontline and Euronav to create a leading global independent oil tanker operator which on a combined basis would own and operate 67 VLCC and 56 Suezmax vessels, and 18 LR2/Aframax vessels

Large, diverse fleet of modern tankers

One of the youngest and most energy efficient fleets in the industry

The average TCE (\$/day) for VLCCs, Suezmax and LR2s in Q1-2022, demonstrates the advantage of running a fleet with Eco and scrubber

Income Statement – Highlights

2022 2021 2021
(in thousands of \$ except per share data) Jan - Mar Oct - Dec Jan - Dec
Total operating revenues (net of voyage expenses) 103 790 100 656 356 684
Other operating gain 6 818 4 482 5 893
Contingent rental (income) expense (551) (991) (3 606)
Ship operating expenses 43 680 41 902 175 607
Charter hire expenses - 102 2 695
Administrative expenses 7 142 7 107 27 891
EBITDA 86 708 81 089 207 620
EBITDA adj (*) 52 752 50 707 154 187
Interest expense (16 966) (16 801) (61 435)
Net income 31 148 19 783 (11 148)
Net income adj (*) (1 611) (4 758) (55 077)
Diluted earnings per share 0,15 0,10 (0,06)
Diluted earnings per share adjusted (0,01) (0,02) (0,28)

Adjustment items for Q1 2022:

  • \$0.3 million gain on marketable securities
  • \$24.9 million gain on derivatives
  • \$1.2 million amortization of acquired time charters
  • \$6.1 million gain on sale of vessels
  • \$0.4 million gain on insurance claim
  • \$0.1 million share of losses of associated companies

Note: Diluted earnings per share is based on 203,531 and 202,404 weighted average shares (in thousands) outstanding for Q1 2022 and Q4 2021, respectively

*See Appendix 1 for reconciliation to nearest comparable GAAP figures

Balance Sheet - Highlights

2022 2021
(in millions \$) Mar
31
Dec
31
Assets
Cash 111 113
Other
current
assets
245 220
Non-current
assets
Vessels
and
newbuildings
3
560
3
657
Goodwill 112 112
Prepaid
consideration
- -
Other
long-term
assets
33 15
Total
assets
4
061
4
117
Liabilities
and
Equity
Short
of
term
debt
and
current
portion
long
term
debt
434 189
Obligations
under
finance
and
operational
lease
9 9
Other
current
liabilities
94 95
Non-current
liabilities
Long
debt
term
1
796
2
127
Obligations
under
finance
and
operating
lease
42 44
Other
long-term
liabilities
1 1
Noncontrolling
interest
(0) (0)
Frontline
Ltd
. stockholders'
equity
1
684
1
653
Total
liabilities
and
stockholders'
equity
4
061
4
117

Notes

  • \$179 million in cash and cash equivalents, including undrawn amount of unsecured facility, marketable securities and minimum cash requirements bank as per 31.03.22
  • Short term debt includes total balloon payments of \$267.1 million for two existing loan facilities with maturity in the first quarter of 2023, which is expected to be refinanced prior to maturity

Significantly lower costs than Peers

Keeping costs down has always been in Frontline's DNA

* Excl. Dry dock ** After Recharges Note: All numbers based on Q1-2022. Source: Frontline, Company reports (peers)

7

Our industry leading cash break even rates are \$20.100 on average, even when including dry dock costs for 13 vessels in 2022*

Huge cash generation potential – Free Cash Flow Yield (%) and Free Cash Flow per share (\$) indicates strong potential return

Avg. historical earnings for Non-Eco vessels for the period 2000-2021 Source: Clarkson Research

*Estimated dry dock of 3 VLCCs, 5 Suezmax tankers and 5 LR2s

Note: Daily cash breakeven in USD based on estimate for 2022

Free cash flow / yield (yearly) based on current fleet and closing price on 23rd May 2022. TCE rates based on Clarkson Research for the period 2000-2021 and used same relative performance as historical average between the three segments. Also adjusted for Eco / Scrubber and Newbuilding deliveries 8

Q1-22 Tanker Market

Volatility is back!

  • Global oil demand was estimated to average 98.8 mbd in Q1-22, down 1.7 mbd on the quarter
  • Supply came in at 98.8 mbd too, but year on year Q1 22 demand was up 4.5mbd, and supply 6.3 mbd!
  • As we entered the year oil in transit stabilizing around ~1 billion barrels as inventory draws dwindled
  • The invasion of Ukraine sparked volatility as trade lanes changed
  • High product demand growth in both US and Europe opening arbs from Asia
  • Covid-19 continues (and zero tolerance policies) to affect Chinese demand and VLCC utilization

Russian flows

New trading patterns evolving, incurring ton miles

Commentary

  • Russian oil and products exports from Black Sea and Baltic down 360kbd since Feb-22
  • European imports from Russia down 1.4 mbd in same period
  • Asia increased imports from Russia by 850kbd, "Unknown" (as still in transit) another 1.1mbd
  • ~2mbd of diverted flow, on approx. 6% of global seaborne oil, is significant
  • China expected to increase their imports of Russian crude from Baltic and Black Sea
  • India another significant receiver
  • Americas, Asia and Africa supply to Europe have increased by 1.4mbd since the invasion
  • A blockade of Russian exports, or direct sanctions on oil itself can limit these flows
  • Venezuela sanctions considered to be lifted on exports to US and Europe

Diesel shortages causing record refining margins and 'arbs' open up

Commentary

  • European demand growth and limitations on imports from Russia causing refinery margins to boom
  • Lack of feedstock and capacity open arbitrages from Middle East and Asia
  • Diesel shortages an issue in Lat-Am, US and Europe, as we enter high demand season
  • Longevity of the current situation hard to call, but this is a structural challenge
  • Refinery capacity in both US and Europe was reduced during the Covid-19 pandemic, ample refining capacity exists in Middle East and Asia to supply these regions

Tanker Orderbooks

Fleet growth turned negative in the first quarter !

Delivered Sum on order Scrapped 20Y+

Source: Fearnleys; Frontline, Clarkson SIN 12

Summary

  • Oil demand continues to rise, but global oil supply issues swelling with Russian exports curtailed
  • Volatility in tankers returned in Q1-22, too early to call the big cyclical upswing
  • Tanker fleet growth now in negative territory, expected to continue at an accelerating pace
  • Ton miles expanding, in particular for Suezmax and Aframax, as Russian flows diverted
  • High product demand and record refinery margins in Europe and US supportive of LR2 markets
  • Overall refinery runs should increase under these conditions, also supporting the VLCC
  • Frontline is able to quickly capture the volatility with our efficient diversified fleet, low cost base and agile approach to the market!

Creating a Global Leader with 144 Tankers / 32 million DWT(1)

Frontline and Euronav Combination

US \$ 4.2 Billion market cap (6)

  • Index inclusion, attracting share liquidity, broker coverage
  • Improved access to Cap restricted finance resources

Enhanced commercial offering

• Significant size in all relevant trading areas, efficiency and utilization gains expected

Significant synergies

  • Cost synergies on Opex, G&A and financing
  • Combine industry leading ESG strategies

Pro Forma Key Financials 2021 Combined Companies (2)

Net Revenue

\$ 648m

Adj. EBITDA (3) \$ 244m

Employees (4)

~279

(1)Includes new buildings, bareboats, charter-ins and latest fleet developments (vessel disposals and acquisitions) (2)No synergies included (3)Frontline EBITDA figures adjusted to IFRS-16 accounting standard to facilitate a like-for-like comparison (4)Onshore employees (5)Including V-Plus Vessels (6)Basis share prices 23.05.2021

Questions & Answers

Appendix

Appendix 1

Reconciliation
(Million \$ except per share) Q1 2022 Q4 2021 FY 2021
Total operating revenues net of voyage expenses
Total operating revenues 217 214 749
Voyage expenses and commission (114) (113) (393)
Total operating revenues net of voyage expenses and commission 104 101 357
Adjusted net income (loss)
Net income (loss) attributable to the Company 31 20 (11)
Add back:
Loss on marketable securities
Share of losses of associated company 1
Loss on derivatives 5
Tax expense on dividend received 4 4
Less:
Share of results of associated company
Gain on settlement of claim
Gain on marketable securities (4)
Gain on sale of vessels (6) (5) (5)
Dividend received (18) (18)
Gain on derivatives (25) (5) (22)
Amortization of acquired time charters (1) (1) (5)
Adjusted net income (loss) (2) (5) (55)
(in thousands)
Weighted average number of ordinary shares (basic) 203,531 202,404 198,965
Weighted average number of ordinary shares (diluted) 203,531 202,404 198,965
(in \$)
Adjusted basic earnings (loss) per shar (0.01) (0.02) (0.28)
Adjusted diluted earnings (loss) per share (0.01) (0.02) (0.28)
Adjusted EBITDA
Net income (loss) attributable to the Company 31 20 (11)
Add back:
Interest expense 17 17 61
Depreciation and amortization 37 39 148
Income tax expense 5 5
Share of losses of associated company 1
Loss on marketable securities
Loss on derivatives 5
Less:
Gain on marketable securities (4)
Gain on settlement of claim
Share of results of associated company
Gain on sale of vessels (6) (5) (5)
Dividend received (18) (18)
Gain on derivatives (25) (5) (22)
Amortization of acquired time charters (1) (1) (5)
Adjusted EBITDA 53 51 154

This presentation describes : total operating revenues net of voyage expenses, net income (loss) attributable to the Company adjusted for certain non cash items ("Net income (loss) adj.") and related per share amounts and Earnings Before Interest, Tax, Depreciation & Amortisation adjusted for the same non -cash items ("EBITDA adj."), which are not measures prepared in accordance with US GAAP ("non -GAAP").

We believe the non -GAAP financial measures presented in this press release provides investors with a means of evaluating and understanding how the Company's management evaluates the Company's operating performance.

These non -GAAP financial measures should not be considered in isolation from, as substitutes for, nor superior to financial measures prepared in accordance with GAAP.

Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided.