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Hexagon Composites

Interim / Quarterly Report Aug 14, 2025

3619_rns_2025-08-14_3d31697c-8dbb-4bd4-8eaa-883eb884fa11.pdf

Interim / Quarterly Report

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A word from the CEO

Dear shareholders,

We are now halfway through 2025, and macroeconomic challenges mixed with positive progress have defined the year so far. Our second quarter results reflect the current market environment and its impact on the main industries we operate within.

In the second quarter, Hexagon delivered weak results with NOK 674 million (1 150) in revenue and EBITDA of NOK 12 (137) million. After consecutive record years, our Mobile Pipeline segment has been significantly impacted by broader market uncertainty and capital investment delays, heavily affecting our revenue and EBITDA. Positively, despite the trucking and freight industries continuing their negative trend, our Fuel Systems segment delivered solid first half results due to strong demand in the refuse sector.

We are actively adapting to the market, with cost savings measures, right-sizing of the organization and strategic progress.

Strengthening our European footprint

In July, we announced the acquisition of SES Composites from Worthington Enterprises.

SES Composites is a key supplier to European transit bus OEMs, with plants in Poland and Germany. Taking 100% ownership of this business will allow us to drive supply chain synergies and strengthen our operational footprint to better serve global markets. With this acquisition we will be the leading supplier of gas fuel systems to the European market.

Extended strategic alliance agreement with Mitsui & Co

This week, we extended our strategic alliance agreement with Mitsui & Co until 2030.

Mitsui & Co. has been a key strategic partner and dedicated shareholder of Hexagon for nearly a decade. Their expertise and global reach have been essential in the development of Hexagon, and I look forward to continuing our collaboration.

Commercial momentum picking up

Our technology has been proven across multiple applications and industries, and I am pleased to see that our solutions are succeeding in driving energy transformation in new and emerging markets as well. This week, we concluded an order for Mobile Pipeline

modules in Jordan, where we will support our new customer in unlocking regional energy production in the Middle East.

Despite the market uncertainty in North America, we are now seeing momentum building in long-haul heavy-duty natural gas trucking and have received two major orders for CNG/RNG fuel systems that will be installed on 160 heavy-duty trucks with the new game-changing X15N engine from Cummins.

Regulatory support

We are seeing positive signs that governments are increasingly realizing the need for technological neutrality; with the Big Beautiful Bill, RNG will be funded to at least 2029, and the EU is reviewing the ban on internal combustion engines. In addition, the EPA recently proposed to eliminate the greenhouse gas regulations for vehicles while keeping current Nox levels. Compliance with these regulations can already be met by CNG or RNG with the available natural gas engines. While diesel might require additional emission after treatment.

As an industry, transportation needs to be allowed to use the best solutions available, to decarbonize, to modernize and to be cost-effective.

Looking ahead

We continue to navigate macro-economic challenges, whilst taking steps to ensure we position ourselves for further growth. I'm confident that when the market recovers, as the leader, we are in pole position to capture long-term profitable and sustainable growth and continue to drive this industry forward.

Philipp Schramm

CEO, Hexagon Composites

Key take aways

  • · Weak financial performance in all segments due to market uncertainty
  • High truck quoting activity
  • · Cost savings measures implemented to mitigate effects of uncertain demand and market outlook
  • Received significant order from GILLIG for fuel systems to 476 new buses in Dallas, Texas
  • · Received fuel systems order for 160 X15N natural gas-powered trucks from two new fleets
  • Signed agreement to acquire 100% of Worthington's Sustainable Energy Solutions alternative fuels business
  • · New segment reporting under IFRS following internal reorganizations of the Group

Key figures - new segment structure1

Second quarter Year to date Full year
(NOK millions) 2025 2024 2023 2025 2024 2024
Fuel Systems
Revenue
EBITDA
EBITDA margin
463
32
7%
568
57
10%
584
25
4%
928
24
3%
895
-12
-1%
2 287
180
8%
Mobile Pipeline
Revenue
EBITDA
EBITDA margin
132
-33
-25%
482
101
21%
460
62
13%
488
12
3%
1 000
197
20%
2 165
430
20%
Aftermarket
Revenue
EBITDA
EBITDA margin
109
4
3%
109
13
12%
105
13
13%
231
8
4%
211
27
13%
450
71
16%
Corporate and eliminations
Revenue
EBITDA
-31
10
-10
-34
12
10
-61
11
-11
-16
-25
- 44
Hexagon Group
Revenue
EBITDA
EBITDA margin
674
12
2%
1 150
137
12%
1 161
110
9%
1 586
56
4%
2 094
196
9%
4 877
637
13%

I) Effective April 2025, Heagon management made of the Group's operations. The corganization formalizes and bocuses on the new business segments which previously have been integrated in the segments Hexagon Digital Wave. The new reportable segments and their link to the former segments are summarized as follows

  • Fuel Systems comprises Hexagon Agility's fuel systems business for commercial vehicles

  • Mobile Pipeline comprises Hexagon Aglity's gas distribution business in addition to distribution cyinder sales to Hexagon Purs

  • Afternarket compises Heragon Agliotal of Sering under the brand name Heragon Aglity ReeCare in addition of Heragon Digtal Wave (Modal Acoustic Eamination requalification service and Ultrasonic Examination machines)

  • Corporate and eliminations do not repessert an compises non-operating corporate entitles within the Group similar to the former structure as well as corporate unctions peri reported within Heagon Aglin, Elininations of reverses and coss inter-segment and corporate entilies, as well as aquisition-related anorizations arising form purchase price allocations and other group eliminations arising from purchase price allocations were previously reported within Heargon Aglily

See also note 3 for further information pertaining to segment reporting.

Quarterly pro-forma for the new segment structure are made available in excel on the Company's webpage up.com/reports

Financial summary

Hexagon Group

Group structure

Following the sale of Hexagon Ragasco in 2024 and the divestment of Hexagon Purus in 2023, Hexagon has become a more focused and integrated company within the alternative fuel space. To further integrate and streamline the organizational structure of the group, Hexagon implemented an internal reorganization as of 1 April 2025, which also affects the external segment reporting. Under the new organization structure, the group is organized in three business segments: 1) Fuel systems, 2) Mobile Pipeline and 3) Aftermarket - all focused on specific product lines, dedicated to distinct markets and product offerings. The Fuel Systems segment comprises of fuel systems for commercial vehicles such as heavy-duty trucks, medium-duty trucks, refuse trucks and transit buses. The Mobile Pipeline segment comprises our Mobile Pipeline® gas distribution solutions for CNG, RNG, hydrogen and industrial gases. The Aftermarket segment comprises Hexagon's aftermarket offering for maintaining and servicing commercial vehicles in the field, under the brand Hexagon Agility FleetCare, as well as Hexagon Digital Wave's cylinder requalification offering. Compared to the previous segment reporting, Hexagon Agility is in the new structure separated into all of the three new segments, while Hexagon Digital Wave is organized under the Aftermarket segment.

In addition to its operating segments, Hexagon has non-controlling interests in three associated companies - Hexagon Purus, Sustainable Energy Solutions (SES) and Cryoshelter BioLNG, all of which are being accounted for by use of the equity method.

Operating results of the Group

In the second quarter of 2025, Hexagon Group reported revenues of NOK 674 (1,150) million. The decline in revenues is a result of lower volumes in all segments and most notably in the Mobile Pipeline segment. Within the Fuel Systems business, refuse truck volumes were strong, while heavy- and medium duty truck and transit bus volumes were soft.

The weak topline development negatively impacted the operating results of the Group, with an EBITDA of NOK 12 (137) million and an EBITDA margin of 2% (12%). With total depreciation and amortization of NOK 66 (62) million in the second quarter, EBIT ended at NOK -53 (75) million.

For the first half of 2025, group revenues were NOK 1,586 (2,094) million generating EBITDA of NOK 56 (196) million, for an EBITDA margin of 4% (9%). EBIT was NOK -80 (77) for an EBIT margin of -5% (4). The development in the first half of 2025 is largely explained by the same factors as for the second quarter. See also the segment results section for further details regarding the operating performance.

Profit/loss from continuing operations

Profit/loss before taxes from continuing operations in the second quarter was NOK 48 (-85) million, positively impacted by a reversal of impairment loss in the associate Hexagon Purus of NOK 258 million. The reversal of impairment loss was recognized due to a significant improvement in the market value of Hexagon Purus during the quarter. Additionally, the share of losses from associates was negative by NOK -115 (-101) million and net financial items were NOK -41 (-59) million. See also note 12 and 4 for further details about associates and net financial items.

Profit/loss from discontinued operations

Profit/loss from discontinued operations is only relevant for 2024 comparable figures, as Hexagon Ragasco was a part of the Group until 3 June 2024, when it was sold to Worthington Enterprises. See note 14 for further details.

Balance sheet development

At the end of the quarter, the Group balance sheet amounted to NOK 5 518 million compared to NOK 5 605 million at the end of the first quarter of 2025. The reduction in the balance sheet during the quarter was impacted by a weaker USD versus NOK as of 30 June 2025 compared to 31 March 2025 - lowering the reported values of assets and liabilities of subsidiaries presented in NOK. At the end of the quarter, interest-bearing debt amounted to NOK 1 560 million and net Interest-bearing debt was NOK 1 431 million, compared to NOK 1 293 and NOK 1 142 million respectively at the end of the first quarter of 2025.

Cash flow and liquidity

Net cash flow from operating activities from continuing operations in the second quarter was NOK -158 million (-42) million. Weak operating profits coupled with higher working capital levels, largely inventory, explain the soft cash generation in the second quarter. For the first half of 2025, cash flow from operating activities was NOK -143 (-121) million.

Net cash flow from investing activities from continuing operations in the second quarter was NOK 7 (905) million, including capital expenditures of NOK -31 (-64) million, margin payments under the Hexagon Purus total return swap of NOK +34 (+69) million. Last year's Q2 figure was also heavily impacted by NOK 1 073 million in proceeds from the sale of Hexagon Ragasco. For the first half of 2025, cash flow from investing activities was NOK -77 (498) million.

Net cash flow from financing activities from continuing operations was NOK 135 (-630) million in the second quarter, explained by changes in borrowings of NOK 267 (-537), interest- and leasing payments of NOK -56 (-60) million and share buy-back of NOK -75 (0) million. For the first half of 2025, net cash flow from financing activities from continuing operations was NOK 70 (-159) million. Reference is made to the consolidated cash flow statement for further details.

Unused credit facilities at the end of the quarter amounted to NOK 633 million, translating to a liquidity reserve of NOK 763 million, compared to NOK 1 051 million in liquidity reserve per March 2025.

Key developments in the quarter

  • Hexagon Agility received an order from GILLIG, a leading North American manufacturer of heavy-duty transit buses, to deliver compressed natural gas (CNG) fuel systems for 476 new buses in Dallas, Texas, USA.
  • Hexagon Agility reached USD 20 million in cumulative orders for natural gas fuel systems for Cummins X15N powered trucks, including additional orders valued at USD 4.3 million from over 20 leading Class 8 fleets.

Key developments after balance sheet date

  • · Hexagon Composites announced an agreement to acquire 100% of SES' alternative fuels business, SES Composites, for an estimated consideration of the remaining 51% of EUR 6.1 million.
  • Hexagon Agility received fuel systems orders for 60 X15N natural gas-powered trucks from a leading American consumer goods manufacturer
  • · Hexagon Agility received an order for fuel systems featuring the X15N engine, coupled with our largest available onboard CNG fuel systems for 100 heavy-duty trucks to be operated by Trayecto, the largest trucking company in Mexico.
  • · Hexagon Agility received inaugural order for Mobile Pipeline®modules from Watani, The National Advanced Natural Gas Company of Jordan, for USD 6.9 million
  • · Hexagon Composites extended strategic alliance agreement with Mitsui & Co.

Segment results

Fuel Systems

Global provider of alternative fuel systems for commercial vehicles.

In the second quarter of 2025, the Fuel Systems segment recorded revenues of NOK 463 (568) million, down 18% compared to the same period last year. The decline is predominantly explained by weaker volumes within the heavy-duty truck and transit bus sectors, both negatively impacted by increased macroeconomic uncertainty. Heavy-duty truck is also impacted by a weaker US freight market, causing fleet owners to pause investments. Refuse sector revenue however increased by close to 2x.

EBITDA in the second quarter of 2025 came in at NOK 32 (57) million, for an EBITDA margin of 7% (10%). The softer EBITDA performance is explained by lower overall volumes as well as negative mix effects from lower heavy-duty truck volumes.

In the first half of 2025, the Fuel Systems segment recorded revenues of NOK 928 (895) million, representing an increase of 4% compared to the same period last year, explained by high activity and volumes in the refuse sector, while heavyduty and transit bus volumes were both weaker.

EBITDA in the first half of 2025 came in at NOK 24 million (3%) compared to NOK -12 (-1%) in the same period last year. Somewhat improved margins and lower fixed costs from cost savings initiatives in 2025 explain the improvement from last year.

■ Revenue (MNOK)

Mobile Pipeline

Gas distribution systems with the largest transport capacity worldwide for the safe transport of CNG, RNG, hydrogen and industrial gases.

In the second quarter of 2025, the Mobile Pipeline segment recorded revenues of NOK 132 (482) million, down 73% compared to the same period last year. 2024 was a peak year for this segment with record-high output and deliveries of gas distribution modules, following strong order intake. The reduced demand is a result of macroeconomic uncertainties and low oil prices, delaying spending and investment decisions - leading operators to focus on asset utilization.

EBITDA in the second quarter of 2025 was NOK -33 (101) million, representing an EBITDA margin of -25% (21%). The negative EBITDA performance is a direct result of the lower volume.

In the first half of 2025, the Mobile Pipeline segment recorded revenues of NOK 488 (1 000) million, a decline of 51% compared to the same period last year. EBITDA for the first half of 2025 ended at NOK 12 (197) with an EBITDA margin of 3% (20%). The weaker revenue and EBITDA performance are largely explained by the same factors as for the second quarter described above.

Aftermarket

Aftermarket comprises parts, service, support, and fuel systems install for commercial vehicles from Hexagon Agility FleetCare, and cylinder requalification offering from Hexagon Digital Wave.

In the second quarter of 2025, the Aftermarket segment recorded revenues of NOK 109 (109) million. While the Hexagon Agility FleetCare business unit saw a strong increase in revenue compared to the same period last year, Hexagon Digital Wave's requalification business saw volume contractions, resulting in neutral revenue development. The activity level in Hexagon Digital Wave is highly correlated to historical volumes of gas distribution trailers, and as both 2015 and 2020 were historically low years for composite gas distribution trailers, the revenue development within this business unit is in line with expectations.

EBITDA in the second quarter of 2025 came in at NOK 4 (13) million for an EBITDA margin of 3% (12%). The softer EBITDA performance is largely a result of negative contributions from Hexagon Digital Wave's cylinder requalification.

In the first half of 2025, the Aftermarket segment recorded revenues of NOK 231 (211) and an EBITDA of NOK 8 (27) for an EBITDA margin of 4% (13%), largely explained by the same factors as for the second quarter described above.

■ Revenue (MNOK)

Investments in associates

Hexagon holds strategic investments in three associated companies: Hexagon Purus (HPUR.OL) with 38% ownership, Sustainable Energy Solutions (SES) with 49% ownership, and Cryoshelter BioLNG with 40% ownership.

Hexagon Purus - 38% ownership

Hexagon Purus is a global leader in key technologies needed for zero-emission hydrogen and battery-electric mobility and infrastructure with production facilities in North America, Europe and Asia.

In the first half of 2025, Hexagon Purus generated revenues of NOK 424 (935) million and an EBITDA of NOK -403 (-194) million. The reduced revenue and widened EBITDA loss were mainly driven by weaker demand and significant restructuring costs within the Hydrogen Mobility & infrastructure (HMI) segment, and continued losses in the Battery Systems and Vehicle Integration (BVI) segment.

Profit after tax for Hexagon Purus in the first half of 2025 ended at NOK -660 (-39). Hexagon's share of losses in Hexagon Purus amounted to NOK -260 million for the first half of 2025. Additionally, due to the adverse share price development in Hexagon Purus in 2025, and the weakened market sentiment in the hydrogen and batteryelectric industry, Hexagon made an impairment test of its investment as of 31 March which resulted in an impairment of NOK 509 million. Hexagon Purus' share price did, however, increase by approximately 70% in the second quarter, resulting in a reversal of impairment of NOK 258 million and a net impairment loss in the first half of 2025 of NOK -251 million. See note 12 for further information on the equity method accounting of Hexagon Purus.

For further details about the operational and financial development of Hexagon Purus, reference is made to the Company's second quarter report published on 17 July 2025 on www.hexagonpurus.com/investors.

Sustainable Energy Solutions (SES) - 49% ownership

SES is a leading European supplier of high-pressure cylinders and systems for storage and distribution of compressed natural gas, hydrogen, and industrial gases, with production facilities in Austria, Poland and Germany. Hexagon acquired a noncontrolling 49% stake in SES from Worthington Enterprises on 29 May 2024, which has been accounted for as an associated company by use of the equity method since. On 14 July 2025, Hexagon announced the acquisition of SESs alternative fuels business, referred to as SES Composites. The acquisition of SES Composites is expected to close by the end of Q3 2025 following a demerger of SES Composites from its industrial gas business. Following a successful close of the SES Composites business, Hexagon will consolidate SES Composites on a 100% basis in its group accounts, while the remaining industrial gas business will remain a 49% investment accounted for under the equity method. Meanwhile, Hexagon continues to account for SES as a whole under the equity method.

In the first half of 2025, Hexagon's 49% share of the profits/losses in SES amounted to NOK -10 million. On a gross (100%) basis, SES generated NOK 628 million in revenues, EBITDA of NOK -2 million and profit after taxes of NOK -21 million in the same period. See note 12 for further information on the equity method accounting of SES.

Cryoshelter BioLNG - 40% ownership

Cryoshelter BioLNG is an Austria-based company specializing in the development of cryogenic tank technology for liquified natural gas (LNG). Hexagon acquired 40% of the shares in Cryoshelter BioLNG in August 2022.

In the first half of 2025, Hexagon's 40% share of the profits/losses in Cryoshelter BioLNG amounted to NOK -35 (-18) million. The company finalized its inaugural order to a large global package delivery company during the first half of 2025, but has no further orders in backlog. Consequently, the Company is currently in the process of scaling down its operation until demand, market outlook, and regulatory development for LNG technology is further clarified. See also note 12 for further details related to the equity method accounting of Cryoshelter BioLNG.

Outlook

Due to the current macroeconomic uncertainty, the company discontinued its guidance in May 2025. The company will reinstate guidance when conditions allow.

Despite the current uncertainty and limited visibility, we are starting to see positive commercial momentum and remain confident in the Company's resilience and the outlook for medium- and long-term profitable growth.

Our core technology is key to solving global energy challenges, including energy security, energy reliability, emissions reductions, and, most importantly, lowering the total cost-of-ownership for energy and mobility companies. In North America, natural gas-powered heavy-duty trucks currently represent our largest growth opportunity – natural gas is the only alternative fuel ready for mass adoption in that segment.

Continued regulatory support

In the US, natural gas in transportation is supported by current and proposed changes in regulations.

The One Big Beautiful Bill Act was passed in July 2025 and ensures the funding of renewable natural gas at least until 2029.

In addition, the United States Environmental Protection Agency (EPA) has proposed to eliminate the greenhouse gas regulations for vehicles. The elimination is not expected to negatively affect Hexagon, as existing NOx level regulations remain in place. CNG/ RNG engines already comply with the 2027 regulations, while diesel engines require additional costs to meet these regulations.

With Cummins X15N natural gas engine now being available from major OEMs representing two-thirds of the market – fleets are for the first time faced with an option that matches diesel on range and performance, whilst reducing operational costs, lowering emissions and ensuring compliance with future environmental regulations. As natural gas truck technology advances and fleets look to replace aging trucks, they can confidently plan for future growth and procurement.

Hexagon Group will continue to investigate opportunities to strengthen our current position and utilize our core technology to expand our footprint, and we are confident that as the market comes back, we are in pole position to capture long-term profitable growth and continue to drive this industry forward.

These forward-looking statements reflect current views about future events and are, by their nature, subject to significant risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. For further information please refer to the section "Forward-Looking Statements" at the end of this report.

Risks and uncertainties

The Hexagon Composites Group is active in sales and purchasing in many geographies and markets. Exports represent a considerable part of the Group's sales. Currency risk is the Group's largest financial risk factor, and the Company employs forward currency contracts in addition to natural hedges to mitigate these risks. In the Board's view there are no major changes to the risk composition for the Group compared with 2024. The Group is by nature exposed to the general macro climate factors, including those resulting in global supply chain disruptions, and how these directly impact the business positively or negatively. For additional information about risks and uncertainties we refer to Hexagon Composites' 2024 annual report. It is not expected that the above exposures and risks will have a material effect on the Group or its financial position in the next reporting period.

Statement from the Board and CEO

To the best of our knowledge, we confirm that:

• the consolidated financial statements for the period 1 January to 30 June 2025 have been prepared in accordance with "IAS 34 Interim Financial Reporting",

· the information provided in the financial statements gives a true and fair view of the Company's and Group's assets, liabilities, financial position, and results for the period viewed in their entirety, and that;

• the information presented in the financial statements gives a true and fair view of important events of the period, financial position, material related party transactions and principal risks and uncertainties of the Group for the next quarter.

Oslo, 13 August 2025

The Board of Directors of Hexagon Composites ASA

Knut Flakk Chair

Sam Gabbita Board member Liv Astri Hovem Deputy Chair

Eva Sagemo Board member

Harald Arnet Board member

Mimi Berdal Board member

Ko Mizukawa Board member

Philipp Schramm Chief Executive Officer

Condensed Interim Financial Statements for the Group

Consolidated statement of income

(NOK 1000) Note Q2 2025 Q2 2024 YTD 2025 YID 2024 FY 2024
Unaudited Unaudited Unaudited Unaudited Audited
Revenue from contracts with customers 3 671 492 1 147 270 1 580 353 2 090 153 4 856 973
Other operating income 3 142 887 558 1 209 14 920
Rental income 3 2 609 1 355 5 101 2 778 5 320
Total revenue and other income 674 243 1 149 512 1 586 012 2 094 140 4 877 213
Cost of materials 336 993 584 687 815 265 1 073 158 2 494 220
Payroll and social security expenses 11 222 914 280 202 487 564 533 162 1123 997
Other operating expenses 101 919 147 507 226 851 291 665 622 102
Operating profit before depreciation and amortization (EBITDA) 12 416 137 116 56 333 196 155 636 894
Depreciation, amortization, and impairment 5, 6 65 805 62 025 135 909 119 354 266 765
Operating profit (EBIT) - 53 389 75 091 - 79 577 76 800 370 129
Share of profit/loss of investments in associates 12, 13 - 115 427 - 101 102 - 288 786 - 176 570 -520 951
Impairment loss (-) / reversal of impairment loss (+) on associates 12 258 000 O - 267 533 0 - 555 847
Other financial items (net) 4 - 41 393 - 58 961 - 158 676 - 172 734 - 199 470
Profit/loss before taxes from continuing operations 47 791 - 84 972 - 794 571 - 272 504 - 906 139
Income tax expenses - 7 475 6 797 - 13 986 - 15 460 62 516
Profit/loss after taxes from continuing operations 55 266 - 91770 - 780 535 - 257 044 - 968 655
Profit/loss after taxes from discontinued operations (Hexagon Ragasco) 13, 14 0 683 487 0 691 023 689 526
Total profit/loss after taxes 55 266 591718 - 780 585 433 979 - 279 129
of which attributable to equity holders of the parent 55 266 591 718 - 780 585 433 979 - 279 129
of which attributable to non-controlling interests 0 0 0 0 0
Earnings per share in NOK
Basic 0.25 2.95 - 3.74 2.16 - 1.36
Diluted 0.25 2.85 - 3.74 2.06 - 1.36

Consolidated statement of comprehensive income

(NOK 1000) Note Q2 2025 Q2 2024 Y D 2075 Y D 2024 FY 2024
Profit/loss after taxes Unaudited
55 266
Unaudited
591 718
Unaudited
- 780 585
Unaudited
433 979
Audited
- 279 129
Other comprehensive income
Translation differences when translating foreign activities - 77 000 - 27 322 - 229 642 75 554 200 054
Translation differences related to deconsolidated subsidiary reclassified to profit or loss 13 0 10 693 0 10 693 10 693
Share of other comprehensive income of associates 12 1 169 - 17 784 - 28 321 12 283 46 979
Net total of items that may be reclassified to profit or loss in subsequent periods - 75 831 - 34 413 - 257 962 98 530 257 726
Actuarial gains/losses for the period (net after tax) O O O 0 0
Net total of items that will not be reclassified to profit or loss in subsequent periods 0 0 0 0 0
Total other comprehensive income - 75 831 - 34 413 - 257 962 98 530 257 726
Attributable to:
Equity holders of the parent - 75 831 - 34 413 - 257 962 98 530 257 726
Non-controlling interests O 0 0 0 O
Total comprehensive income - 20 566 557 305 - 1 038 548 532 509 - 21 403
Attributable to:
Equity holders of the parent - 20 566 557 305 - 1 038 548 532 509 - 21 403
Non-controlling interests 0 0 0 0 O

Consolidated statement of financial position

(NOK 1000) Note 30.06.2025 30.06.2024 31.12.2024
Unaudited Unaudited Audited
ASSETS
Property, plant, and equipment 5 826 936 835 657 940 874
Right-of-use assets 5 434 442 294 389 502 214
Intangible assets 6 1 722 200 1 800 598 1 926 414
Investment in associates 12, 13 452 352 1364 761 1 009 075
Other non-current financial assets 10 160 461 241 971 220 246
Deferred tax assets 33 198 14 961 33 198
Total non-current assets 3 629 589 4 552 337 4 632 021
Inventories 1 204 674 1062 765 1 191 954
Trade receivables 469 769 528 360 742 861
Other current financial assets 13 0 50 000 120 000
Other current assets 84 162 154 372 88 339
Cash and cash equivalents 129 538 335 736 302 297
Total current assets 1 888 143 2 131 233 2 445 451
Total assets 5 517 732 663 570 7 077 472
(NOK 1000) Note 30.06.2025 30.06.2024 31.12.2024
Unaudited Unaudited Audited
EQUITY AND LIABILITIES
Paid-in capital 1 016 990 726 649 1 017 198
Other equity 1397 566 3 039 257 2 515 503
Total equity 2 414 556 3 765 906 3 532 700
Interest-bearing liabilities (non-current) 9 1 443 434 1 088 735 1 091 773
Lease liabilities (non-current) 7 471 447 309 040 541 058
Other financial liabilities (non-current) 8 270 164 359 569 451 737
Pension liabilities 449 460 422
Deferred tax liabilities 139 264 107 014 163 782
Provisions (non-current) 18 745 9 302 19 297
Total non-current liabilities 2 343 503 1 874 119 2 268 069
Interest-bearing liabilities (current) 9 117 003 0 201 498
Lease liabilities (current) 7 ૨૮ ୧૪૩ 73 013 60 523
Trade payables 279 356 391 561 389 300
Contract liabilities 74 086 151 427 164 289
Other financial liabilities (current) 8, 10 1 701 104 034 62 758
Income tax payable 794 47 415 6 146
Other current liabilities 158 889 206 638 294 150
Provisions (current) 71 161 69 456 98 038
Total current liabilities 759 673 1043 545 1 276 703
Total liabilities 3 103 176 2 917 664 3 544 77
Total equity and liabilities 5 517 732 6 683 570 7 077 472

Consolidated statement of cash flows

(NOK 1000) Note Q2 2025 Q2 2024 Y D 2075 Y D 2024 FY 2024
Unaudited Unaudited Audited
Operating cash flows
Profit before taxes from continuing operations 47 791 - 84 972 - 794 571 - 272 504 - 906 139
Profit before taxes from discontinued operations 14 O 685 254 O 694 950 693 453
Profit before taxes 47 791 600 281 - 794 571 422 446 - 212 686
Depreciation, amortization and impairment 5,6 65 805 69 111 135 909 137 044 284 454
Share of profit/loss of investments in associates 12 115 427 101 102 288 786 176 570 520 951
lmpairment loss (+) / reversal of impairment loss (-) on associates 12 - 258 000 0 267 533 0 555 847
Net interest expense 42 137 37 061 82 467 77 395 161 095
Share based payment expenses (non-cash) 11 - 10 070 6 749 - 4 485 19 364 45 998
Changes in net operating working capital 1) - 77 830 - 162 774 60 226 - 292 672 - 612 807
Other working capital items and adjustments to operating cash flow - 83 354 - 703 046 - 178 919 - 691 400 - 595 756
Net cash flow from operating activities - 158 093 - 51 515 - 143 054 - 151 253 147 097
- of which from continuing operations - 158 093 - 42 327 - 143 054 - 121 152 177 198
- of which from discontinued operations - Hexagon Ragasco 0 - 9 188 O - 30 101 - 30 101
Investing cash flows
Purchase of property, plant & equipment 5 - 20 583 - 73 053 - 44 368 - 123 403 - 259 286
Purchase of intangible assets 6 - 10 661 - 3 446 - 27 979 - 5 870 - 31 527
Interest received 3 571 7 149 7 149 10 413 21 606
Total return swap cash collateral payments 34 254 68 507 - 102 761 - 68 507 - 137 015
Investment in subsidiaries 0 0 O 0 - 18 246
Proceeds from sale of shares in subsidiary 13 0 944 200 120 000 944 200 942 703
Other proceeds from sale of subsidiary (repayment of intercompany debt) 0 128 973 0 128 973 128 973
Investment in associates 12 0 - 162 878 - 29 509 - 202 921 - 505 497
Other investments in associates (convertible bond investment in Hexagon Purus 10 0 0 0 - 200 000 - 200 000
Other investments 10 0 - 4 974 O - 5 336 - 178 921
Net cash flow from investing activities 6 580 904 776 - 77 469 477 579 - 237 211
of which from continuing operations 6 580 917 321 - 77 469 498 263 - 216 497
of which from discontinued operations - Hexagon Ragasco 0 - 12 545 O - 20 714 - 20 714

1) Changes in net operating working capital consisted trade receivables, contract assets, trade payables and contract libilities.

Consolidated statement of cash flows (cont.)

(NOK 1000) Note 072025 02 2024 YID 2025 YID 2024 FY 2024
Financing cash flows
Net repayment (-) / proceeds (+) from interest bearing loans 9 267 003 - 537 316 265 506 - 11 255 188 902
Interest payments on interest-bearing liabilities - 32 653 - 39 406 - 71 996 - 78 684 - 145 770
Repayment of lease liabilities (incl. Interests) 7 - 23 712 - 21 011 - 47 974 - 42 311 - 97 915
Net proceeds from share capital increase 0 0 0 O 290 531
Net proceeds from share capital increase in subsidiary 0 0 0 0 0
Net proceeds from purchase (-) and sale (+) of treasury shares - 75 112 0 - 75 112 0 0
Net cash flow from financing activities 135 525 - 597 732 70 423 - 132 250 235 748
- of which from continuing operations 135 525 630 316 70 423 - 159 344 208 654
- of which from discontinued operations - Hexagon Ragasco 0 32 584 0 27 095 27 095
Net change in cash and cash equivalents - 15 988 255 529 - 150 100 194 046 145 634
Net currency exchange differences - 5 426 - 5 197 - 22 659 11 212 26 185
Cash and cash equivalents derecognized due to deconsolidation of subsidiary 13 0 - 23 872 - 23 872 - 23 872
Cash and cash equivalents at start of period 150 952 109 279 302 297 154 350 154 350
Cash and cash equivalents at end of period 129 538 335736 129 538 335 736 302 297
Liquidity overview
Cash and cash equivalents at end of period 129 538 335736 129 538 335 736 302 297
Available unused credit facilities 632 997 1 100 000 632 997 1 100 000 898 502
Liquidity reserve 762 535 1 435 736 762 535 1435736 1 200 799

Consolidated statement of changes in equity

Movement in treasury shares etc.

As of 30 June 2025

Treasury Share Other capital Foreign currency
(NOK 1 000) Note Share capital shares premium reserves translation reserve Other equity Total equity
As of 1 January 2024 20 162 - 138 706 544 180 674 270 893 2 035 899 3 214 033
Profit/loss after tax for the period 433 979 433 979
Other comprehensive income for the period 13 86 247 12 283 98 530
Total comprehensive income 86 247 446 262 532 509
Share-based payments 19 364 19 364
Movement in treasury shares etc. 81 - 81 O
As of 30 June 2024 20 162 - 57 706 544 200 03:3 357 140 2 482 080 3 765 906
Treasury Share Other capital Foreign currency
(NOK 1 000) Note Share capital shares premium reserves translation reserve Other equity Total equity
As of 1 January 2024 20 162 - 133 706 544 180 674 270 893 2 035 899 3 214 033
Profit/loss after tax for the period - 279 129 - 279 129
Other comprehensive income for the period 13 210 747 46 979 257 726
Total comprehensive income 210 747 - 232 150 - 21 403
Share-based payments 45 998 45 998
Movement in treasury shares etc. 98 3 442 3 540
Share capital increase 845 299 155 300 000
Transaction cost related to capital increase - 9 469 - 9 469
As of 31 December 2024 21 007 - 40 996 230 226 672 481 640 1 807 191 3 532 700
Treasury Share Other capital Foreign currency
(NOK 1 000) Note Share capital shares premium reserves translation reserve Other equity Total equity
As of 1 January 2025 21 007 - 40 996 230 226 672 481 640 1 807 191 3 532 700
Profit/loss after tax for the period - 780 585 - 780 585
Other comprehensive income for the period 13 - 229 642 - 28 321 - 257 962
Total comprehensive income - 229 642 - 808 906 - 1038 548
Share-based payments - 4 485 - 4 485
  • 208

21 007

  • 75 112

2 414 556

  • 74 905

Note 1: General information and basis for preparation

The concensed consoliated interim for the second quarer of 2025, vinch ended 30 June 2025, comprise Hexagon Composites ASA and its subsidianis (together referied to as "the Group"). The company are at Korsegate 43, 6002 Aalesund, Norway. Heagon Composites ASA is listed on the Cisco the the titler HEX.

These consolidated interin financial statements have been presence with AS 34 Interim Financial Reporting, They do not include all of the information required for full annual financial statements and should be consolidated financial statements of The Group for the year which ended 31 December 2024.

For a more detailed description of accounting principle statements for 2024, available on the Company's website www.heagor.com/investors

The accounting principles used in the preparation accounts are the same as those applied to the consolidated financial statements for 2024.

The Group has not early-adopted any other standard, interpretation or amendment that has been issued but is not yet effective.

These condensed consolidated interim financial statements were approved by the Board of Directors on 13 August 2025.

Note 2: Estimates

The preparation of the interim accounts entimates and assumptions that affect the application of the accounting polices and the announts recognized as assets and liablities, income, and expenses may deviate from these estimates. The material assessments underlying the application of the Group s accounting policy and the main sources of uncertainty are the same as for the consolidated accounts for 2024.

Note 3: Operating segments

(NOK 1000) @2 2025 02 2024 YID 2025 YTD 2024 FY 2024
Fuel Systems
Sale of cylinders, systems, and equipment (at point in time) 457 241 550 853 910 677 863 466 2 238 060
Sale of systems, services, and funded development (transferred over time) 0
Sales of cylinders, systems, and equipment to group- and associated companies 3 053 14 441 13 115 26 982 37 024
Other operating income 2 750 2 842 3 715 4 318 11 942
Total revenue 463 044 568 Bis 927 507 894 767 2 287 026
Rental income O 0 0
Total revenue and other operating income 463 044 568 Bis 927 507 894 767 2 287 026
Segment operating profit before depreciation (EBITDA) 32 337 56 694 24 099 - 11 626 179 568
Segment operating profit (EBIT) 1 573 33 008 - 39 907 - 58 325 68 558
Mobile Pipeline
Sale of cylinders, systems, and equipment (at point in time) 110 356 360 234 459 704 746 320 1 753 011
Sale of systems, services, and funded development (transferred over time)
Sales of cylinders, systems, and equipment to group- and associated companies 17 883 120 350 21 361 250 263 406 629
Other operating income 1 708 - 39 2 168 172 437
Total revenue 129 948 480 545 483 233 996 754 2 160 077
Rental income 2 318 1 355 4 810 2 767 5 309
Total revenue 132 266 481 900 488 043 999 521 2 165 386
Segment operating profit before depreciation (EBITDA) - 33 049 101 032 12 410 196 685 429 903
Segment operating profit (EBIT) - 44 471 88 487 - 10 944 171 602 377 764
(NOK 1000) Q2 2025 02 2024 Y ID 2025 Y ID 2024 FY 2024
Aftermarket
Sale of cylinders, systems, and equipment (at point in time) 78 763 94 712 162 176 187 856 380 922
Sale of systems, services, and funded development (transferred over time)
Sales of cylinders, systems, and equipment to group- and associated companies 30 679 14 701 69 144 22 756 69 280
Other operating income
Total revenue 109 442 109 413 231 320 210 612 450 202
Rental income O
Total revenue 109 442 109 413 231 320 210 612 450 202
Segment operating profit before depreciation (EBITDA) 3 617 13 125 8 373 26 684 71 189
Segment operating profit (EBIT) - 3 387 7 117 - 5 971 15 112 43 456

Effective I April 2025, Hexagon management me Group's perations. The reorganization formalizes and focuses on three new business segments which previously have been integrated in the segments Hexagon Digital Wave. The never and their link to the former segments are summarized as follows:

  • Fuel Systems comprises Hexagon Agility's fuel systems business for commercial vehicles

  • Mobile Pipeline compises Hexagon Aglity's gas distribution busines in addition to distribution cylinder sales to Hexagon Purus

  • Aftermarket compriss Hexagon Aglity's parts, support and install offering under the brand name Hexagon Digital Wave (Modal Acoustic Examination requalification service and Ultrasonic Examination machines)

  • Corporate and eliminations on not repesent an comprises non-operating corporate entities within the Group similar o the former structure as well as corporate functions previously reported within Hexagon efer to eliminations of revenues and costs inter-segment and corporate entities, as well as acquisition s arising from purchase price allocations and other group eliminations arising from purchase price alocations were previously reported within Hexagon Agility.

Note 4: Other financial items (net)

(NOK 1000) Q2 2025 (072720729 YID 22075 YID 2024 FY 2024
Interest income 12 442 7 646 21 623 11 694 56 904
Interest expenses - 37 909 - 38 583 - 73 591 - 74 646 - 149 521
Interest expenses on lease liabilities (IFRS 16) - 8 630 - 6 214 - 17 685 - 12 038 - 35 095
Net interest expenses - 34 097 - 37 151 - 69 652 - 74 990 - 127 712
Change in fair value – total return swap instrument in Hexagon Purus 13 073 27 331 - 41 704 - 47 932 - 75 163
Change in fair value – convertible bond investment in Hexagon Purus -35 433 O - 55 769 0 - 41 622
Change in fair value - contingent considerations (earn-out sale of Ragasco)™ 0 0 71 000
Other derivatives - gains/losses - 777 - 44 467 - 239 - 35 729 - 20 834
Foreign exchange gains/losses 16 487 - 4 240 9 892 - 13 416 -3 859
Other financial expenses/income (net) - 645 - 435 - 1 203 - 667 - 1 279
Other financial items (net) - 41 393 - 58 961 - 158 676 - 172 734 - 199 470

1) Earn-out of NOK 7 million in F 2024 related ear-out payable from Worthington from the sale of Heagon Ragasco, offee by NOK + million in addicional estimated earn-our payaso management. Coupled with estimated earn-out recognized inmediately with the sale, total earn-our on the sale of Helagon Ragasco ended a NOV 120 million, which was settled and received in March 2025.

Note 5: Tangible assets

2025 2024
Property, plant, Right of use Property, plant, Right of use
(NOK 1000) and equipment assets Total and equipment assets Total
Carrying value as of 1 January 940 874 502 214 1443 088 947 938 365 624 1313 562
Additions continuing operations 44 368 6882 51 250 101 484 13 443 114 927
Additions discont. operations - Hexagon Ragasco 21 919 3 269 25 488
Depreciations from continuing operations - 69 079 - 32 876 101 955 - 55 074 - 30 476 - 85 550
Depreciations from discont. operations - Hexagon Ragasco (note 14) 0 0 0 - 13 336 - 4 215 - 17 551
lmpairments from continuing operations 0 0 - 1 849 - 1 849
Currency translation differences - 89 228 - 41 777 - 131 005 28 523 12 617 41 140
Derecognition from deconsolidation of Hexagon Ragasco (note 13) - 193 948 66 174 - 260 122
Carrying value as of 30 June 826 936 434 442 1 261 378 835 657 294 389 1 130 046

Note 6: Intangible assets

2025 20224
Other Other
Customer intangible Total Customer intangible Total
(NOK 1000) Goodwill relationships assets]) intangibles Goodwill relationships assets1) intangibles
Carrying value as of 1 January 1 338 158 253 420 334 836 1 926 414 1232 880 252 447 300 279 1785 606
Additions continuing operations O 0 27 979 27 979 5 870 5 870
Additions discont. operations - Hexagon Ragasco O 0 0 0
Amortizations from continuing operations O - 13 292 - 20 662 - 33 954 0 - 13 209 - 18 747 - 31 955
Amortizations from discont. operations - Hexagon Ragasco (note 14) O - 138 - 138
Currency translation differences - 139 544 - 27 211 - 31 483 - 198 238 53 240 11 650 10 854 75 744
Derecognition from deconsolidation of Hexagon Ragasco (note 13) 0 - 32 350 - 2 179 - 34 529
Carrying value as of 30 June 1 198 614 212 916 310 670 1722 200 1 253 771 250 889 295 939 1 800 598
1 ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( ) ( )

1) Other intangible assets consist of technology and development, patents and licenses and other rights

Note 7: Lease liabilities

(NOK 1000) 2075 20224
Carrying value as of 1 January 601 581 449 127
New lease liabilities recognized in the period - continuing operations 6882 13 443
New lease liabilities recognized in the period - discont. operations - Hexagon Ragasco 3 569
Cash payments for the principal portion of the lease liability - 30 290 - 29 221
Cash payments for the interest portion of the lease liability - 17 685 - 13 090
Interest on lease liabilities - continuing operations 17 685 12 038
Interest on lease liabilities - discontinued operations - Hexagon Ragasco 1 052
Currency translation differences - 50 043 15 499
Derecognition from deconsolidation of Hexagon Ragasco (note 13) - 70 366
Carrying value as of 30 June 528 130 382 053

Note 8: Other financial liabilities

Settlements/ Reclass. from Reclass from
Carrying value Fair value Additions payments non-current to liabilities to Carrying value
(NOK 1000) 1 January 2025 adjustment in the period in the period current assets 30 June 2025
Cross currency swap (fair value) 451 737 - 181 573 o o o 0 270 164
Total non-current other financial liabilities 451 737 - 181 573 0 270 164
Cross currency swap (fair value) 0 O o
Other current financial liabilities (TRS) 62 758 41 704 O - 102 761 O o 1 701
Total current other financial liabilities 62 758 41 704 0 - 102 761 0 o 1 701

The tables above and below show the movements of current and non-current other financial liabilities in the period.

Settlements/ Reclass. from Reclass from
Carrying value Fair value Additions payments non-current to liabilities to Carrying value
(NOK 1000) 1 January 2024 adjustment in the period in the period current assets 30 June 2024
Cross currency swap (fair value) O O 359 569 359 569
Total non-current other financial liabilities o 0 359 569 359 269
Cross currency swap (fair value) 252 299 107 270 O - 359 569
Other current financial liabilities (TRS) 124 609 47 932 C - 68 507 104 034
Total current other financial liabilities 376 909 155 202 0 - 68 507 - 359 569 104 034

Note 9: Interest-bearing liabilities

20925 2024
Non-current Current Non-current Current
(NOK 1000) bank loans bank loans Total 2025 bank loans bank loans Total 2024
Liabilities as of 1 January 1 091 773 201 498 1 293 271 0 1 108 468 1 108 468
Financing activities with cash settlement:
New liabilities 350 000 O 350 000 0 607 339 607 339
- Transaction costs 0 0 O - 9 750 - 9 750
- Repayment of liabilities O 84 494 - 84 494 O - 618 595 - 618 595
Financing activities without cash settlement:
Reclassification 1st year`s instalments 0 O o O 0 o
Reclassifications 0 O o 1 088 735 - 1 088 735 o
- Currency translation differences 0 0 O 0 O
- Other transactions without cash settlement 1 660 O 1 660 O 1 272 1 272
Liabilities as of 30 June 1 443 434 117 003 1 560 437 1 088 735 O 1 088 735

The principal loan financing facility in Hexagon Comed blateral facility with DNB Bank and Danske Bankwhich was reneved on 30 April 2024. The overal size of the committed facility is NOK 2 200 million, complex facility of NOK 250 million, and a nulti-currency revolving credit fecilly (RCF) of NOK 850 million. The main tenor is for 3 years with extent to the term loan and RCF. As of quarter-end, total drawings anounted b NOK 150 million excluding amortized transaction costs of 6.6 million. Unused credit facilities were NOK 633 million.

All financial covenants related to the financing facility agreement were compliant per quarter-end.

Note 10: Financial instruments

For financial instruments that are recuring basis, the Group deternines whether transfers have occurred between levels in the hierarchy by reassessing categorization at the end of each reporting period.

Fair value hierarchy

The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2: Other techniques for which have a significant effect on the recorded fair value are observable, either directly or indirectly or indirectly

Level 3: Techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data

There were no transfers for one level to another in the arrent quarter of 2025. Hexagon Group nas no items defined as level . Set out below is a comparison of the carrying amount and the fair value of financial instruments as of the current balance sheet date and 31 December 2024.

30 June 2025 31 December 2024
(NOK 1000) Level Carrying amount Fair value Carrying amount Fair value
Financial assets:
Interest rate swap 2 11 472 11 472 26 806 26 806
Investment in shares 3 5 769 5 769 5 981 5 981
Convertible bond at fair value 3 132 296 132 296 177 128 177 128
Total return swap (net of margin payments) 2
Other non-current financial assets 3 10 924 10 924 10 331 10 331
Other current financial assets 3 0 120 000 120 000
Total financial assets 160 461 160 461 340 246 340 246
Financial liabilities:
Non-current contingent liabilities 3 1 443 434 1 450 000 1 091 773 1 100 000
Other non-current financial liabilities (cross currency swap) 2 270 164 170 164 451737 451 737
Current interest-bearing liabilities 3 117 003 117 003 201 498 201 498
Total return swap (net of margin payments) 2 1 701 1 701 62 758 62 758
Total financial liabilities 1 832 302 1 838 868 1 807 766 1 815 992

On 29 June 2023, Hexagon Composites entered into a total exposure to 13 89 872 shares in Hexagon Purus ASA, representing 5% of the total outstanding shares in Hexagon Purus ASA. The total return swaposites financial exposure to any change in the fair value of the underlying 1839 872 shares from the initial amount of NOK 9.00 per share. The TRS is classfied as a final value to be recognized through proft or loss. At the end of the quarter, the fair value of the TRS was NOK -24.5 million, ville margin payment were NOK 29.0 million, resulting in a net liability classfication of NOK 17 million of the TRS agreement.

Note 11: Share-based payment

Share-based payment in Hexagon Composites ASA

The Company has a performance share units program (RSUs) covering certain employees in senior positions.

Performance share unit programs (PSUs)

All PSUs are non-transferable and will vest subjection of the applicable vesting conditions (fulfilling revenue, group EBTDA and share of PSUs vested will depend on performance and the maximum avaded PSUs in each program. Each vested PSU will give the right to receive one share in the Company at an exercise price corresponding to the shares being NOK 0.10.

Restricted share unit programs (RSUs)

The RSUs are subject to continued employment the exch participant will at such ime receive such number of Hexagon shares as correspons to the number of RSUs allocated to them.

Privation
Share-based payment programs (maximum) RSUs
Outstanding 1 January 2025 10 106 415 433 554
Granted during the year 6 339 555 0
Instruments exercised 0
Instruments lapsed/cancelled/adjusted - 9 007 451 - 15 996
Outstanding 30 June 2025 7 438 519 417 558
Exercise price (NOK) (in the case of new shares issued) 0.10 0.10
Expected lifetime (years) 3 years 3 years
Weighted average exercised share price (NOK) during the year NA NA

The fair value of the PSUs was calculated on the Black-Scholes model, and the cost is recognized over the service period. Cost associated with the programs were NOK - 1.7 million YTD per 3 June 2025. The second quarter was NOK - 122 million. The unanotited fair value of all outstanding PSU (maximum 7,48,519) and RSUs (417,558) is estimated to NOK 69.8 million per 30 June 2025.

in addition to the above-mentioned institus arrangement to a former executive of the Group which is dependent upon the share price development of Hexagon Purus ASA. The bonus arrangement is convernment options in Heragon Purus ASA for the purpose of calculating quartely fair ralues using the Black-Scholes model. This cash settlement arranses of NOK-0.6 million year o date per 30 lune 2025. Expenses in the second quarter were NOK -0.1 million. The remaining unamortized accrual is estimated to NOK 0 million as of 30 June 2025.

Note 12: Investments in associates

Business Acquisition / Ownership Ownership Accounting
List of associated companies Country segment recognition 30.06.2024 30.06.2025 method
Hexagon Purus ASA Norway Other 20 June 2023 38.4% 38.4% Equity method
Worthington Cylinders Austria GmbH ("SES") Austria Other 29 May 2024 49.0% 49.0% Equity method
Cryoshelter BioLNG GmbH ("Cryoshelter") Austria / Agility 40.0% 40.0% Equity method

Income statement reconciliation

Sustainable Energy
Hexagon
Solutions (SES)
Purus
Cryoshelter BioLNG Total
(NOK 1000) 2025 2024 2025 2024 2025 2024 2025 2024
Share of profit after tax - 247 567 - 145 367 - 10 454 - 1 149 - 16 959 - 16 269 - 274 981 - 162 786
PPA amortizations - 12 448 - 12 448 - 1356 - 1336 - 13 804 - 13 784
Impairment - 251 000 - 16 533 - 267 533 D
Total profits/losses and other gains/losses from
investments in associates per 30 June - 511 015 - 157 815 - 10 454 - 1 149 -34 849 - 17 605 - 556 319 - 176 570

Balance sheet reconciliation

Hexagon
Purus
Sustainable Energy
Solutions (SES)
Cryoshelter BioLNG llota
(NOK 1000) 2025 2024 20225 2024 2025 2024 2025 2024
Carrying value as of 1 January 907 571 1 225 107 101 505 O 0 O 1 009 075 1 225 107
Purchase of shares 121 354 0 121 354
Share capital contributions 0
Reclassification of loans classified as net investment in the
associate 182 520 O 182 520
Loans classified as net investment in the associate provided in
the period 28 533 28 533 O
Fair value recognition of remaining shareholding 0 0
Sale of shares 0 0
Share of profit after tax incl. PPA amortizations - 260 015 - 157 815 - 10 454 - 1 149 - 18 316 - 17 605 - 288 786 - 176 570
Share of other comprehensive income - 28 321 12 283 - 28 321 12 283
Derecognition following deconsolidation 0 0
lmpairment - 251 000 O - 16 533 - 267 533 0
Currency translation effects 616
-
0 65 616 67
Carrying value per 30 June 368 235 1 079 575 90 873 120 207 -6 317 164 979 452 352 1 364 761
Fair value (if there is a quoted market) per period end 373 594 842 929 n/a n/a n/a n/a

Cryoshelter BioLNG

In addition to its equity investment in Crysheler Biol 2022, Heagon has provided the company with vans and convertible bans, which a of 30 lune 2025 anounted to NOK 39 (45 million incudine interests. These loans nave, cue to an agreement made in 2024 with effect from I January 2024, been considered in substance a part of Heassociate. Consequently, the loan balance as of 30 June 2024 of NOK 183 million has been reclassfied from being classified as a separate financial asset in assified and accunted for as a net investment in the associate. Loans provided in 2025 have been recognized as increased net investments in the associate.

On 3 December 2024, Hexagon performed an in Cryshelter BioLNG which resulted in an imparment of NOK244 million and an adjusted carryng value of zero. As per 31 March 2025, Hexagon contin the associate at zero and recognized an impairment los of NOK 7 million, after providing additional funding of NOK 29 million and recognizing share of I2025 of NOK - 2 million. In the second quarter, Heragon's share of lock 3 million. Generally, when the carping anount of the associate is recept is March 2025, no additional share of bsses are recognized unless Heragon nas a egal or constructive obligation to fund the associate for her assessed to have alegal obligation to provide NOK 6 million in additional funding to the associae, explaining the negative carrying anount of the associaed NOK 6 million in addional share of osses in Q2-2025, willion remains unrecognized.

Cryssheler BioLMG is not a listed company implying the company has not been maketed for sale, and herce - there are ittle reliable indications and or estimates from other to deemine the fair ralue of the Company. As of 30 June 2025, Cyoshelter Biol.No does not his uncertain whether the Company will generate revent on the longer term. The Company has incurred accumulated losses over the past four years of aproximately NOK -237 milion and the equity was negative by NOK -280 million as of 30 June 2025. Consequently, to continue as agoing concern - the Company is cependent upon additional funding, Giren of the Company as of 30 June 2025, coupled with the prevailing world he regulator environment (especially in Europe) for Cryshelt of fering, Hexagon has retained a zero valuation of the Company, Additionally, Heagon considers having a legal obligation to continue to fund the negative carrying amount of NOK -6 million as of 30 lune 2025.

Key estimation uncertainly reated to the valuation of Che requirant in the EU Should the regulator deleopment in the EU (Wrich is currently not supporting LNG and bio-ING as a dealinge-enissions only) turn in favor of LNG and Bio-LNG as an alternative dean-fuel, it to onsidered much more likely that European truck of the technology at sale, in which case Cryshelter Bo-LNG's business could become significantly stronger. Ithough it i possible that regulatory changes need to occur for the heavy ation sector to make the switch away from diesel, Hexagon have chosen to write down the investment in Cryoshelter BioLNG to zero until more positive signs and evidence are seen.

Sustainable Energy Solutions (SES)

On 14 July 2025, Hexagon announced the full acquisition of SES Composites"). SES Composites is a separate business whith SES which Heragon indieddy holds a 49% owneship state in SES Composite cylinders and systems in Supsk, Poland, and operates a valve assembly facility in Burcheil, Germany Cosing of the transaction is estimated to the end of Q2225 subject to, among other from its industrial gas see cyliner business. Following a successful closing of the transoldate SES Composites fully in its group accounts while the remaining industrial gas/steel glinder business will renain an associate with 49% owner the equity method. Unil then, Hexagon vill continue to account for the whole of SES under the is also what is reflected in the financials for Q2 2025 and YTD 2025.

SES Composites is valued at an Etterprise value of EUR a preliminary purchase price for the remaining 51% estimated to EUR 61 million. The purchase price will be settled party in Hexagon Purus shares. Based on the preliminary purchase price and 30-day volume veighted average share prices, the number of considerations shares to Worthington Enterprises as seller are estimated to:

  • · 2,117,851 Hexagon Composites shares, corresponding to 1.0% of shares outstanding.
  • · 19,55,225 Hexagon Purus shares corresponding. Consequently, Heragon's post-transaction ovnership in Hevagon Purus will be 3.8%.

Hexagon Purus

During the past two years, Heragon Purus has experienced in its market value of approximately 90%. Companies within the hythogen and battery sector have experienced similar share period. Due to the adverse share price development of Heragon Purus over the past two years, Hexagon has performed several impairnent tests and rinpairment in the associate. On 31 December 2024, Hexagor's carrying anount in Heragon Puns was impaired to NOV 908 million (equating to NOK 5.50 per share) anount mirroring the fair market value (ess cost of disposa) of Hexagon Prus on the same date. Due to the cortinued adverse share price development in on the impairment test of its investment as of 31 March 2025 which resoled in a recoverable anount of NOK 27 million (equating to NOK 1.32 per share), based on the market value of Hexagon Purus as of 31 March 2025 of NOK 509 million, after recognition of Hexagon's share of losses and other comprehensive income.

As of 30 June 2025, Heagon Purus' share, transating to a fair value of Hexagon s share in Hexagon Purus of NOK 374 million. During Q2 2025, Heragon Purus' share price increased by apoximately 70%, which increase and trigged a test of revesal of impairment. As the recoverable anount is based on the fair narket value (ess cost of disposal), Hexal of impairnent loss of NOK 258 million in Q2 2025, after having recognized its share of losse in the same period. The carrying anount as of 30 June 2025 equals NOK 374 million less estimated value of NOK 374 million less estimated cost of NOK 6 million.

The impairnent loss was determined on a year to NOK 25 million for the first half of 2025, wheely an impairment loss of NOK 509 million was recognized in Q1 2025, and a reversal of impairment loss of NOK 258 million was recognized in Q2 2025.

Note 13: Changes to the Group structure

Sale and deconsolidation of Hexagon Ragasco on 3 June 2024

On 29 May 2024, Heragon announced an agreement with the sale of 10% of the shares in Hexagon Ragasco - the Groups LPG comps. The sale transaction closed on 3 June 2017 he transation was settled based on an enterprise value of NOK 1000 million and depending on the full year 2024 EBTDA performance of Herapise value may be adjusted between minus NOK 50 million These potential adjustments epresent contingent considerations writch have been and accounted for by using management's best estimates. Based on the EBTDA critier for the contingent considerations, Heagon management concluded to basing of NOK 1050 in enterprise value, equating to an estimated purchase price for the shares, after all of net debt and net working capital (post-closing adjustments), of NOK 987 million.

The sale transaction yielded an accounting gain (before taxes and transaction costs) of NOK is further depicted below.

Gain from sale of Hexagon Ragasco as of 3 June 2024
(NOK 1000)
Fair value of consideration paid in cash at closing 944 200
Fair value of subsequent consideration post-closing - 7 685
Fair value of contingent consideration 1) 50 000
a) Total consideration for the shares in Hexagon Ragasco 986 515
b) Derecognition book value of net assets (equity) in Hexagon Ragasco 260 475
c) Reclassification of negative FX translation differences from OCI to profit/loss related to Hexagon Ragasco - 10 693
a-b+c) Gross gain from sale of Hexagon Ragasco before taxes and transaction cots 715 347
Income tax from sale of Hexagon Ragasco
Transaction costs 2) - 40 107
Gain from deconsolidation of Hexagon Ragasco after taxes and transaction costs 675 240

(17th continent consideration was extinated on the may on and media a certain EBTDA target for 2024. The earn-oth was in March 2025 following the frameri of the earn-out, which also yelded another NOK 75 million in earn-out consideration, recognized separately as a financial gain in 2024.

2) Transacion coss included fees to final and legal as cash settements of stare-based payment instruments and boruses to management and employees of Heragon Ragasco of NOK 15.7 million.

Note 14: Discontinued operations

The after tax profit or loss from discontinued operation which was sold to Worthington Enterprises on 3 June 2024. See also note 13 for further information. As Heragon Ragasco repesented a separate major line of beparate segment within the Hexagon Group prior to the sale, the component represents discontinued operations and has thus been presented as such.

The profit on loss from discontinued operations as promin in the tables below. As Hexagon Ragasco was sold on 3 June 2024, the financials for 2024 in the tables below show only Hexagon Ragas up to 3 June 2024. Hence, there are thus no quarterly figures for Hexagon Ragasco in 2025.

(NOK 1000) Hexagon Ragasco 2024
Q2 YID FY
Total revenue and other operating income 119 731 263 111 263 111
Cost of materials 49 098 98 433 98 433
Payroll and social security expenses 28 989 72 007 72 007
Other operating expenses 22 232 55 672 55 672
Total operating expenses before depreciation 100 318 226 112 226 112
Operating profit before depr. and amort. (EBITDA) 19 413 37 000 37 000
Depreciation, amortization, and impairment 7 086 17 690 17 690
Operating profit (EBIT) 12 328 19 310 19 310
Profit/loss from investments in associated companies 0 0 0
Other financial items (net) - 3 810
8 518
- 1 096
18 214
- 1 096
18 214
Profit/loss before taxes from discontinued operations
Income tax expenses 1 767 3 927 3 927
Profit/loss after taxes from discontinued operations 6 751 14 286 14 286
Gain from sale/deconsolidation before taxes (note 13) 676 736 675 240 675 240
Income tax on gain from sale/deconsolidation 0 O O
Gain from sale/deconsolidation after taxes 0 675 240 675 240
Profit/loss after taxes from disc. operations
reconciled to the income statement
683 487 689 526 689 526

· On 14 July 2025, Hexagon Composites ASA announce 100% of SES' alternative fuels business, SES Composites. See note 12 for moe information.

Terminology

BAR

Unit of pressure. 1 millibar = 100 N/m2

BIOGAS

Produced from raw materials such as agricultural waste, manure, municipal waste, plant material, sewage, green waste, or food waste

BIO-LPG

Propane produced from renewable feedstocks such as plant and vegetable waste material

BEV

Battery Electric Vehicle

CHASSIS

The base frame of a car, carriage, or other wheeled vehicle

CHG

Compressed Hydrogen Gas

CNG

Compressed Natural Gas

CO2 Carbon Dioxide

COMPOSITE

Combination of glass/carbon fiber and thermosetting plastic, exploiting the malleability of the plastic and the stiffness and strength of the glass/ carbon fiber

EBIT

Earnings before interests and taxes

EBITDA

Earnings before interest, taxes, depreciation, and amortization

EV

Electric Vehicle

FCEV

Fuel Cell Electric Vehicle

GHG

Greenhouse Gas

GVW Gross Vehicle Weight

HDV Heavy-Duty Vehicle

H2

Hydrogen, light, colorless gas (Symbol H), produced on an industrial scale

JOINT VENTURE

Legally signed contractual agreement whereby two or more parties undertake an economic activity

LDV Light-Duty Vehicle

LNG Liquefied Natural Gas

LPG Liquefied Petroleum Gas (propane gas)

MOBILE PIPELINE® Gas distribution products

NGV Natural Gas Vehicle

OEM Original Equipment Manufacturer

X-STORE® High-pressure composite cylinder for bulk transportation and storage of CNG

RNG

Renewable Natural Gas Pipeline compatible gaseous fuel derived from biogenic or other renewable sources that has lower lifecycle carbon dioxide equivalent (CO2- eq) emissions than geological natural gas

SCBA CYLINDER

Self-contained breathing apparatus

SCM3

Standard cubic meters. Unit for volumetric measurement of oil, natural gas and natural gas condensate at standard conditions defined in the ISO standard ISO 13443

TITAN®

High-pressure composite cylinder for bulk transportation and storage of CNG

TUFFSHELL®

High-pressure CNG cylinder for heavy duty vehicles

TYPE 1 Steel cylinder

TYPE 2 Steel cylinder, composite-reinforced

TYPE 3 Composite cylinder with metal liner

TYPE 4 Composite cylinder with polymer liner

U.S. DOT U.S. Department of Transportation

Forward looking statements

This quarterly report (the "Report") has been Composites ASA ("Hexagon" or the "Company"). The Report has not been registered with, or approved by, any public authority, stock exchange or regulation or varranty (whether express or implied) as the corectress or completeness of the information contained herin, and nei its subsidiaries, directors, employees, or advisors assume any liability connected to the statements set out herein. This Report in any vay. The information included in this Report nay contain certain forward- loving statements elating to the business, finance, and results of the industry in which it operates. Foward-looking statements concern future circumstances and esults and other statements that are not historial of the words "believe", expects", "prodict", "intends", "projects", "plans", "foreses", " "anticipates", "target", and sinilar expressions. The Report, including assumptions, opinons, and rievs of the Company, or cited forn third party sources are solely opinions and forecasts which and other factors that may cause actual events to differ materially from any anticipated development. None of the Company or its advision undertakings or any such person's affiliates, officers or employees provides any assurance hat the assumptions underlying such from errors nor does any of them accept any responsibility for the future accuracy of the opinions expressed in this Report or the actual occurrence of the foreased development its advisors assume no obligation to update any fonward-looking statements or to conform these fonvard-looking statements to the Company's actual resultsed, however, to inform them public disclosures made by the Company, such as flings made with the Oslo Stock Exchange of prepared for information purposes only. This Report does not constitute any oblicitation for any offer to purchase or subscribe and is not an offer or invitation to sell or issue securities for sale in any jurisdiction, including the Report in or into any in isdiction where such distibution may be unless as of 13 August 2025, and there may have been changes in matters which affect he Company subsequent to the date of this Report. Neither of this Report stall under any creamstance create any inplication that the information contained heein is cored as of any time subsequent to the alteris of the Company have not since changed, and the Company does not intend, and does not assume any obligation, to update or correct any information included in this Report is subject to Norwegian law, and any dispute arising in respect of this Report is subject to the exclusive joirisdicin of Norwegian courts with Oslo City Court as exclusive venue. By receiving this Report, you accept to be bound by the terms above.

Hexagon Composites ASA Korsegata 4B, 6002 Ålesund, Norway www.hexagongroup.com

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