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Magnora ASA

Investor Presentation Apr 25, 2025

3659_rns_2025-04-25_1d59930a-0f4a-4866-925e-8078bbc0f190.pdf

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Magnora ASA

Q1 2025

Highlights Q1 2025

Continued high growth in project portfolio – (15% global growth in renewables 2024 up from 2023)

  • 66% growth since Q1 2024, 19% growth during the quarter (Q4 2024 to Q1 2025). Landbank reached 7.5 GW
  • High-value onshore wind projects accounted for the largest additions
  • At a low cost loyal towards our greenfield operating and business model costs moderately down during the quarter

Much stronger engagement from potential customers and partners

  • Scarcity of good projects and improved sentiment across Europe driving growth in inbound requests
  • As of Q1 2025, the company is engaged in commercial discussions across all our regions and technologies
  • Strong cash position allows us to sell when the price is right

Our German subsidiary picking up pace and commercial discussions

  • More than 50 projects prospects for high grid potential (> 5,000 MW) since start-up in 2024
  • Pre-marketing in Q1 2025 showed strong demand for both small and large BESS projects (Battery Energy Storage Systems)

Magnora Offshore Wind reviewing details in grid agreement and "farm down"

▪ Also, as of Q1 2025, there are no environmental red flags and we observe an improved supply chain

Magnora Italy partnered with local co-developer and secured 250 MW of mid-stage BESS projects and initiated commercial discussions

  • The BESS projects secured will be positioned for MACSE auctions (15-yr capacity contracts) coming up later this year, 2026 and 2027
  • Magnora Italy in the process of expanding team, portfolio and partnerships

Magnora South Africa surpassed 5 GW mark and initiated project-sales process

  • Roughly 1 GW was added during the quarter, incl high-demand onshore wind (67% growth) / 3-4 times premium prices over solar and BESS
  • Structured process for 500 MW fully permitted hybrid project (50/50 wind and solar in combination with BESS) due to high interest
  • Multiple other commercial discussions around projects and portfolios

Magnora UK advanced 140 MW of solar PV and BESS – projects ready for market near-term

Quarterly dividend at NOK 0.187 per share (unchanged) decided

Market observations Q1 2025

Record-high global renewable energy additions in 20241

  • Global renewable capacity increased by 585 GW in a year, a record 15% annual growth. Renewables made up more than 92% of total power expansion, up from 86% in 2023
  • Strong business case for renewables by the continued falling Levelized Cost of Energy (LCOE)

General improvement in sentiment across Europe

  • Supportive regulations, more firm grid access dates, developing supply chains, more PPAs and derisked CfDs, and increased governmental spending
  • German government committed EUR 100 billion to its energy and climate fund (KTF)
  • Corporate PPAs soared by 14% in Europe (2024), driving more projects to financial close
  • Data centres and AI expected to fuel growth for clean electricity in Europe further
  • Italy starting its auctions for battery (BESS) capacity contracts later this year
  • Offshore wind in UK has strong public support; favourable regulatory regime, such as CfDs with fixed price/kWh and government backing supply chain and work to attract investors and operators
  • State owned GB Energy established with an original GBP 8.5 billion government guarantee

Shifting interest towards more early-phase projects as opposed to fully ready-to-build projects

South Africa outlining ambitious targets for grid expansion and renewable energy integration

  • Newly established Department of Electricity and Energy (DEE) has announced procurement of 20 GW of renewables capacity and the addition of 5,000 km of new powerlines
  • Also, onshore wind projects getting developer premiums 3-4x higher than BESS and solar PV in South Africa

300 350 400 450 500 550 600 Non-renewables Renewables Global additions

Annual power capacity expansion (GW)1

1 IRENA - Renewables Energy Statistics 2025, global additions

A pure play, asset-light, profitable renewable developer with greenfield origination

Growing an asset-light development portfolio of renewable energy projects with strict capital discipline in high-growth global markets

Highly experienced team from investments and renewable energy development – operating leverage

Landbank of more than 7.5 GW across diversified markets and technologies

Zero debt, low burn, solid cash position and near-term cash flow from project sales, milestones and earnouts

Listed on the main board of Oslo Stock Exchange with ~7,000 shareholders

Capital distribution programme continues

Dividend policy

Magnora allocates capital to where the company expects a return well above the cost of capital.

The capital structure is normally all equity based with substantial cash.

Taking into account the need for growth capital and expected future cash flows, excess capital will normally be returned to the shareholders through dividend, repayment of paid-in capital or share buybacks with subsequent cancelling of shares.

Regular dividend Extraordinary dividend Share buyback

Capital return until Q1 2025

Total cash dividend of NOK 12.0 million paid to shareholders in Q1 2025, amounting to NOK 0.187 per share.

Magnora repurchased 136,865 shares for in total NOK 3.2 million during the quarter.

In total 1 billion NOK returned to shareholders since 2018.

Cash return and buyback going forward

Quarterly dividend at NOK 0.187 per share (unchanged) decided 24 April 2025.

Recent share buyback programme is prolonged.

The proposal to the AGM1 is authorisation for buyback of shares up to 10% of share capital and for deciding cash dividend.

Given renewed AGM authorisation, we

  • will continue share buybacks and more actively buy back shares in periods where the share is perceived as favourably priced relative to fundamentals
  • see a potential for prioritising buybacks in a range of up to NOK 100 million during the next four quarters, depending on the market

Shares purchased under the programme will be used to reduce the number of shares, for incentive programmes and/or for other corporate purposes.

For further details see quarterly report for Q1 2025 (magnoraasa.com)

1 Devex and M&A cost reductions. Primarily driven by disciplined use of legal services

2 ROE figures from Pareto, comparable IPPs players consisting of Nordic and European peer group

3 NIBOR + 185 basis points – Tier 1 Nordic Bank

Consistent portfolio growth with a quarterly average of 13% providing sales visibility over the next decade

Development portfolio – last 9 quarters – excluding the Helios portfolio

A portfolio diversified across technologies and regions

BUSINESS MODEL

Developing renewable projects to the Ready-to-Build phase

Criteria: Small initial investment (2-20 MNOK) and active target search in select markets

Criteria: Minimum 5x return potential

Magnora is early in the value chain, but has competence on also construction and operations

Opportunities search and evaluation

  • Market and regulations analyses
  • Due diligence
  • Risk assessments
  • Commercial and exit scenario

Project development

  • Landowner agreement
  • Grid connection
  • Market contact & engagement
  • Environmental assessment and concession
  • Design and technical planning
  • Co-operation with partners
  • Possibly co-ownership

Exit before ready-to-build 5x

Construction phase

• Physical construction • Project management

• Power contracts or spot market

• Engineering • Procurement

Operations phase

  • Power production/storage
  • Management
  • Optimisation
  • Maintenance
  • Further development

First project investment (normally 2-20 MNOK)

-2 -1 0 1 2 3 4 5 ···

«Strategy as simple rules» – our approach

Rule Rationale Magnora history
Diversify
Shift money and people to areas of high return
Risk mitigation

Geographical expansion
Journey from wind to solar PV and BESS
Insist on early sales

Proof of concept/market
Business savvy people
Customer centric culture
Helios, Evolar, South Africa, etc.
Keep a "war chest" Negotiate from a position of strength Loan facilities, strong cash position
When things look perfect,
consider Exit

Business is cyclical
Aim for high growth/high return
Evolar, Helios
Look for entrepreneurs
with integrity
Sleep well Huge investment in screening people, build
network of advisors
Remain agile and
adaptable

Be able to respond quickly. Empower local teams
Seize opportunities
Rapidly entered Italy and Germany as
favourable market conditions were observed
Stay in Early-stage
renewables


Stay capital light –
free money for reinvestment and return of capital
Exploit mega-trends
Position Magnora
for large funds

Divest Legacy
Exit Evolar prior to full industrialization
No expensive stuff on
the balance sheet
Do not compete with cheap-capital players Disciplined investments and farm-downs (e.g.
green ammonia)

Developing projects to Ready-to-Build phase ("asset-light") with limited balance sheet risk

Our customers and partners are leaders in their respective markets with low risk and high future potential for Magnora

Globeleq Our first customer in South Africa -
is owned by the Norwegian and UK governments and
is an ambitious and respected developer
Commerz Real AG A Helios customer and a leading European bank and infrastructure investor
Hafslund Leading European utility Hafslund
produces 20 TWh year in green energy: a Helios customer
and a partner in Hafslund
Magnora
Sol AS
Nordic Solar Leading European Solar Independent power producers (IPP) and Helios customer
Red Rocket South Africa's most ambitious IPP –
home grown and determined to succeed
First Solar Inc. America's leading manufacturer of Solar PV, and the most valuable solar PV company anywhere,
acquired Evolar AB from Magnora
Vinci A Euronext 50 company and infrastructure champion heading into renewables

Magnora shifts financing and management attention to the segments where we get the highest return

BUSINESS & MARKET UPDATE

Portfolio update, sales/farm-down and outlook

  • Landbank reached ~2,000 MW in Q11
  • +30 MW ready for sale

xx%

  • Reviewing details in grid agreement
  • Improved supply chain (GB Energy)
  • Attractive CFDs
  • Farm-down

  • We scaled back spending on assets with little progress, and accelerated two RtB projects
  • Expected go-to-market with fully permitted 140 MW of solar PV and BESS projects

  • Added ~1 GW to portfolio during Q1and engaged advisor for sales of 500 MW (onshore wind) fully permitted hybrid project
  • Multiple other sales and partnering initiatives
  • Projects approaching financial close, awards (auctions) triggering milestone payments

Germany

  • Good interest from infrastructure funds and industrial players
  • More than 50 projects selected for further development
  • 150 MW project secured on municipality owned land
  • Magnora ownership share (%) • Partnership and sales may materialize already during 2025

  • Good interest from infrastructure funds and industrial players
  • Partnered with a co-developer and secured 250 MW of mid-staged projects
  • Partnerships and sales may materialize already during 2025

Sweden & Finland

Kustvind 48% Earn out

  • Slow progress on offshore wind
  • Steady progress (grid) with the Helios portfolio under new ownership - Earnouts
  • Earnout from Evolar

Geopolitical uncertainty changing our market environment

Recently, Eric Schmidt, former CEO of Google, made noteworthy statements during a hearing before the House Energy and Commerce Committee (US).

18 He asserted that artificial intelligence (AI) will consume 99% of the world's electricity in the future, a claim that sparked considerable attention and discussion among attendees.

A strong German BESS market emerging

Strengthened policy & regulatory support Renewable adoption continues Advancements in market design

✓ Comprehensive Energy Reform Package (Jan, 2025)

✓ The Federal Network Agency is revising grid connection regulations

  • ✓ Clarity on construction cost subsidies
  • ✓ Support for mixed-use operations

German infrastructure spending reaching historic levels

Increased renewable integration continues

Streamlined legal framework to support rapid BESS expansion

FINANCIALS

Condensed profit and loss Q1 2025, NOK million

  • EBITDA of NOK 41.1m vs. negative NOK 11m in Q1 '24
    • Mainly due to milestone licensing revenue from legacy business, sale income from divestment of two BESS projects, and contingent income recognized for earnouts from same divestments in accordance with IFRS 10 (see note 4 in the Q1 report)
    • Slightly lower development and M&A expense compared with same quarter prior year due to lower use of third-party service providers
    • Continued focus on cost discipline
  • Operating profit of NOK 36.9m vs. loss of NOK 2m in Q1 '24
    • Loss from associated companies was NOK 4m vs gain of NOK 9.3m in Q1 '24
  • Tax not payable due to accumulated tax losses of approximately NOK 3 billion from legacy business
  • Paid in capital of NOK 6.9 billion
Q1 '25 Q1 '24 2024
Operating revenue 49.7 0.3 2.3
Other income 12.8 14.9 358.6
Operating expense (ex. non-cash) -9.9 -11.7 -51.7
Development and M&A expense -11.5 -14.5 -69.9
EBITDA 41.1 -11.0 239.3
Depreciation and amortization -0.3 -0.3 -1.1
Profit/loss from associated companies -4.0 9.3 43.3
Operating profit/loss 36.9 -2.0 281.5
Net financial items 1.7 -4.6 -12.3
Profit/loss before tax 38.6 -6.6 269.2
Tax income/expense 0.0 0.0 -5.5
Net profit/loss 38.6 -4.9 579.4

Cash flow Q1 2025, NOK million

Cashflow from:

  • Operating activities: negative NOK 15.4m
    • Impacted by development costs in Magnora Offshore Wind, Magnora Germany, and Magnora South Africa in addition to salaries and employee related expenses, offset by interest income
  • Investment activities: NOK 6.5m
    • Mainly cash received from option sale
  • Financing activities: negative NOK 15.5m
    • Mainly capital distribution and share buyback
  • Ending cash balance: NOK 229.6m
    • The Group's cash and available credit facilities was NOK 379.6 million as of 31 March 2025

Consolidation of portfolio companies

  • Companies with a shareholder interest of more than 50% are accounted by the consolidation method
    • The full net profit/loss is recognised
  • Companies with a shareholder interest of less or equal to 50% and more than 20% are accounted by the equity method
    • The Group recognises its share of the financial results according to its ownership share
  • Typically, sales convert to revenues from 0-24 months from signing based on maturity of projects and "ready-to-build" status depending on multiple factors
  • Remaining companies IFRS

MAGNORA ASA

100% South Africa1
Magnora
100% African Green Ventures2
80% Magnora Offshore Wind
100% Magnora
Italy Holding
100% Magnora
Germany Holding

CONSOLIDATION METHOD

50% Magnora
in the UK
EQUITY
METHOD
48% Kustvind
AB
40% Hafslund
Magnora
Sol
30% Hermana Holding ASA

1 Through Magnora South Africa Projects AS

2 Through Magnora South Africa Development AS

Key persons have high economical exposure to company performance

Person Shares Options
Torstein Sanness Chairman of the Board 669.442 328.000
John Hamilton Board member 33.837 40.000
Hilde Ådland Board member 39.011 10.000
Erik Sneve CEO 1.183.871 525.000
Bård Olsen CFO 115.978 50.000
Stein Bjørnstad COO 21.496 50.000

Board and management exposure Ownership structure as of 31 March 2025

Shareholder Shares % of total
KING KONG INVEST AS 2.807.195 4,30%
GINNY INVEST AS 2.469.144 3,80%
ALDEN AS 1.963.200 3,00%
F1 FUNDS AS 1.926.870 2,90%
DNB BANK ASA 1.851.541 2,80%
MAGNORA ASA 1.843.030 2,80%
F2 FUNDS AS 1.700.000 2,70%
PHILIP HOLDING AS 1.648.377 2,50%
JPMORGAN CHASE BANK 1.434.737 2,20%
FENDER EIENDOM AS 1.268.560 1,90%
MP PENSJON PK 1.242.732 1,90%
TIGERSTADEN AS 1.212.500 1,80%
ALTEA AS 1.154.944 1,80%
NORDNET LIVSFORSIKRING AS 1.021.750 1,60%
TRAPESA AS 1.009.595 1,50%
AARSKOG 1.000.000 1,50%
CARE HOLDING AS 1.000.000 1,50%
VPF FIRST OPPORTUNITIES 838.923 1,30%
BALLISTA AS 779.124 1,20%
VALLELØKKEN AS 770.847 1,20%
Total
owned by top 20
29.023.069 44,10%

OUTLOOK

Outlook: Sales and acceleration in growing markets combined with continued capital discipline

Landbank growth Continued capital

2025

Advancement of
commercial efforts
  • Farm down and sales expected in all markets
  • Earnouts, revenue sharing and milestone payments from divested companies and option sales and projects
  • Continued strong interest for partnerships, co-investments or whole platform
  • New business development
    • New countries
    • Co-location with data centers
  • On track for 10 GW by 2025
  • Accelerating development efforts in growing markets
  • Sustainable and recurring project development for years ahead

• Quarterly dividend (cash return) of regular NOK 0.187 per share

distribution

• Financial position and expected cash flow allows for more active buybacks

  • Cost and capital discipline
  • The Group manages and controls cost and capital on a continuous basis

2025 guiding

counting assets with signed land agreements and a

reasonable prospect for grid connection

• As previously, outliers are excluded2

1 Most sales occur pre "ready-to-build" with significant advance payments and subsequent payments subject to milestones. We recognize revenue when these milestones are met 2 Solar PV and BESS in South Africa may trade below our guiding, but SA wind assets are in the high range. Due to costs and project size, developer margins are quite satisfactory in all asset classes. Certain assets in certain markets are also likely to trade above our guiding.

Disclaimer

The information in this presentation has been prepared by Magnora ASA (the "Company"). By attending the meeting where this presentation is made, or by reading the presentation slides, you agree to be bound by the following limitations and provisions:

This presentation has been prepared by the Company based on information available as of the date hereof. By relying on this presentation you accept the risk that the presentation does not cover all matters relevant of an assessment of an investment in the company.

No representation or warranty (expressed or implied) is made as to, and no reliance should be placed on, any information, including projections, estimates, targets and opinions, contained herein, and no liability whatsoever is accepted as to any errors, omissions or misstatements contained herein, and, accordingly, none of the Company, any advisor or any such persons' officers or employees accepts any liability whatsoever arising directly or indirectly from the use of this presentation. The information herein is subject to change, completion, supplements or amendments without notice.

The presentation is based on the economic, regulatory, market and other conditions as in effect on the date hereof, and may contain certain forward-looking statements, which include all statements other than statements of historical fact. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company's current expectations and assumptions as to future events and circumstances that may not prove accurate. It should be understood that subsequent developments may affect the information contained in this document, which neither the Company nor its advisors are under an obligation to update, revise or affirm. Forward-looking statements involve making certain assumptions based on the Company's experience and perception of historical trends, current conditions, expected future developments and other factors that we believe are appropriate under the circumstances. Although we believe that the expectations reflected in these forward-looking statements are reasonable, actual events or results may differ materially from those projected or implied in such forward-looking statements due to known or unknown risks, uncertainties and other factors. These risks and uncertainties include, among others, uncertainties in the electric consumer market, uncertainties inherent in projecting future rates of production, uncertainties as to the amount and timing of future capital expenditures, unpredictable changes in general economic conditions, volatility of prices, competitive risks, counterparty risks including partner funding, regulatory changes and other risks and uncertainties discussed in the Company's periodic reports. Forward-looking statements are often identified by the words "believe", "budget", "potential", "expect", "anticipate", "intend", "plan" and other similar terms and phrases. We caution you not to place undue reliance on these forward-looking statements, which speak only as of the date of this presentation, and we undertake no obligation to update or revise any of this information.

This complete presentation is for informational purposes only and does not constitute an offer to sell shares in of the Company. This presentation is not a prospectus, disclosure document or offering document and does not purport to be complete. Nothing in this presentation should be interpreted as a term or condition of any future transaction. The presentation is strictly confidential and may bot not be reproduced or redistributed, in whole or in part, to any other person.

This presentation has not been reviewed or approved by any regulatory authority or stock exchange. The (re)distribution of this presentation and/or any prospectus or other documentation into jurisdictions other than Norway may be restricted by law. This presentation does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to acquire any securities offered by any person in any jurisdiction in which such an offer or solicitation is unlawful. Neither this presentation nor anything contained herein shall form the basis of any contract or commitment whatsoever. Persons into whose possession this presentation comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such restrictions.

The contents of this presentation are not to be construed as legal, business, investment or tax advice. Each recipient should consult with its own legal, business, investment and tax adviser as to legal, business, investment and tax advice.

Any investment in the Company involves inherent risks and is suitable only for investors who understand the risks associated with this type of investment and who can afford a loss of all or part of the investment. Investors should carefully review the summary of risk factors set out in the following slides before making any investment decision.

The presentation and any purported liability in connection with it is subject to Norwegian law and is subject to the exclusive jurisdiction of the Norwegian courts.

Karenslyst allé 6 0278 Oslo, Norway www.magnoraasa.com

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