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Hexagon Composites Investor Presentation 2018

Nov 8, 2018

3619_iss_2018-11-08_d3ad6e11-9f26-4bd5-ad1e-e5d034a56713.pdf

Investor Presentation

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Hexagon to acquire Agility Fuel Solutions

This company presentation (the "Presentation") has been prepared by Hexagon Composites ASA ("Hexagon" or the "Company").

The Presentation has not been reviewed or registered with, or approved by, any public authority, stock exchange or regulated market place. The Company makes no representation or warranty (whether express or implied) as to the correctness or completeness of the information contained herein, and neither the Company nor any of its subsidiaries, directors, employees or advisors assume any liability connected to the Presentation and/or the statements set out herein. This presentation is not and does not purport to be complete in any way. The information included in this Presentation may contain certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates. Forward-looking statements concern future circumstances and results and other statements that are not historical facts, sometimes identified by the words "believes", expects", "predicts", "intends", "projects", "plans", "estimates", "aims", "foresees", "anticipates", "targets", and similar expressions. The forward-looking statements contained in this Presentation, including assumptions, opinions and views of the Company or cited from third party sources are solely opinions and forecasts which are subject to risks, uncertainties and other factors that may cause actual events to differ materially from any anticipated development. None of the Company or its advisors or any of their parent or subsidiary undertakings or any such person's affiliates, officers or employees provides any assurance that the assumptions underlying such forward-looking statements are free from errors nor does any of them accept any responsibility for the future accuracy of the opinions expressed in this Presentation or the actual occurrence of the forecasted developments. The Company and its advisors assume no obligation to update any forward-looking statements or to conform these forward-looking statements to the Company's actual results. Investors are advised, however, to inform themselves about any further public disclosures made by the Company, such as filings made with the Oslo Stock Exchange or press releases. This Presentation has been prepared for information purposes only. This Presentation does not constitute any solicitation for any offer to purchase or subscribe any securities and is not an offer or invitation to sell or issue securities for sale in any jurisdiction, including the United States. Distribution of the Presentation in or into any jurisdiction where such distribution may be unlawful, is prohibited. This Presentation speaks as of 8 November 2018, and there may have been changes in matters which affect the Company subsequent to the date of this Presentation. Neither the issue nor delivery of this Presentation shall under any circumstance create any implication that the information contained herein is correct as of any time subsequent to the date hereof or that the affairs 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 Presentation. 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 as exclusive venue. By receiving this Presentation, you accept to be bound by the terms above.

Agenda

  • Investment at a glance
  • About Agility
  • Market update
  • Financials

Driving energy transformation

Investment highlight

  • To acquire remaining interests of Agility Fuel Solutions from Element Partners, Cummins and founders
  • Equity value USD 125m (approx. NOK 1.0bn)
  • Signing on 8 November, closing January 2019
  • Bridge facility secures financing, followed by bond issuance

Investment rationale

  • Take advantage of favourable macro dynamics
  • ‒ Fuel price spreads
  • ‒ Payback times
  • Economic and environmental benefits drive market adoption
  • Secure No.1 position as the integrated clean fuel systems provider
  • Accelerate Hexagon's green-tech strategy
  • Accretive investment for shareholders ‒ Fully consolidate financials into Group accounts

Hexagon Composites Group

Global market leader in all segments

HEXAGON PURUS HEXAGON MOBILE PIPELINES HEXAGON RAGASCO AGILITY FUEL SOLUTIONS

CNG Light-Duty Vehicles

Gas Transportation LPG

Hydrogen & Medium and Heavy-Duty Vehicles

Who is Agility?

8

Agility overview

  • 1 market position within alternative fuel solutions

  • ‒ Clean energy storage and delivery solutions
  • ‒ Unparalleled service expertise
  • 415 employees, including 70 Agility technology experts
  • Over 40,000 vehicles on the road today operating with Agility fuel systems

Medium Duty

Transit Buses Refuse Trucks

G-Mobility and E-Mobility Solutions

  • CNG cylinders
  • CNG fuel storage systems
  • Natural gas fuel systems and engines
  • Complete vehicle integration

Agility Alternative Fuel Strategy

  • Propane fuel systems and engines
  • Propane tanks
  • Complete vehicle integration
  • Dispensers

• Hydrogen fuel storage systems

  • Modular battery packs
  • Electric drivetrain and vehicle integration

A unique customer proposition

• CNG and hydrogen

• Medium duty vehicle market: propane and CNG

Market update

Greener and cleaner

  • Global and local climate goals
  • Demand for transport solutions meeting emission reduction regulations
  • Commitment to reduced local emissions

Economic

  • Attractive diesel and natural gas price delta
  • Locally produced renewable gas reduces imports and dependency
  • Available technology and infrastructure

Renewables & Natural Gas are expected to continue increasing their share of the global energy mix

Global natural gas vehicles count

Going forward we assume that growth will accelerate, driven by..

Fuel price spread is favorable

Price development last 12 months

Positive diesel vs CNG fuel price spreads

Oil price increase vs. stable natural gas price drives the fuel price spread in favor of CNG

15 Sources: EIA, NYMEX, cngprices.com, Agility Fuel Solutions, Hexagon Composites * LTA: Long-term agreement for non-retail fleet CNG refueling

Financial solutions reduce obstacles to adoption

  • Oil major Total makes investment of USD 83.4m for 25% of shares of Clean Energy Fuels Corp
  • ‒ Complements their strategy of expanding low carbon business
  • Strong validation of natural gas as transportation fuel
  • Clean Energy to provide USD 100m financing for natural gaspowered heavy-duty trucks
  • ‒ Aiming to match the prices of comparable diesel trucks
  • ‒ Allows fuel savings from day 1 of purchase
  • ‒ Funding capability of ~2,000 new trucks
Clean Energy
Press Room
ZERONOW
JULY 18, 2018
Clean Energy Launches Zero
Now Financing To Put Fleets
In Clean New Natural Gas

Clean Energy Fuels Corp. a leading provider of natural gas and RNG for transportation in North America, launched financing program

CNG adoption in the US

Financials

Agility acquisition allows for full P&L consolidation

Revenue expansion (NOKbn)

Relative size HEX vs Agility

Fully consolidated figures almost doubles Group revenues

Balance sheet expansion from acquisition

Assets (NOKbn)

Previously only accounted for as Investment in affiliates and JVs Full consolidation expands the combined group

Value of shares in Agility

(NOKbn)

The equity value in the transaction implies a gain on existing 50% of shares

Appendix

Expanding our geographical footprint

Strong roots