Nekkar — Management Reports 2018

Feb 26, 2018

CEO Letter

TTS Group ASA (the "Company" or "TTS") announced on February 8th 2018 that it has signed an asset sale agreement with MacGregor, a part of Cargotec Oyj. TTS Group ASA will continue, but in a new strategic direction, concentrating the operations around Business Unit Shipyard Solutions. The "new TTS" to be renamed Nekkar ASA will also seek new investment opportunities to build a new platform for the company and its shareholders.

The announced transaction with MacGregor is expected to be completed within 3Q 2018. The company has therefore chosen to continue to report both total group performance, continued business, and the performance of the discontinued businesses. The final settlement for the transaction is impacted by the change in net working capital and net interest bearing debt at the time of closing. Hence the importance of providing information beyond the operations of the continued business only.

Despite a challenging 2017 with tough market conditions for both the maritime and offshore industry and a drop in turnover of nearly 30%, TTS delivered an EBITDA adjusted for restructuring costs and other non-recurring items of MNOK 117 (5,4%) vs. MNOK 133 (4,3%) in 2016. The performance improvements are a result of the restructuring processes executed over the last 12 months, and partially offset by the negative impact of the revenue drop from 2016 of 30 %. TTS Group is now a leaner, stronger and more focused company, prepared to take advantage of the positive market signals observed over the last few months.

TTS reported EBITDA of MNOK -2 for 4Q 2017 compared to MNOK 13 in 4Q 2016, as earnings were impacted by MNOK 11 in restructuring charges and a MNOK 13 bad debt provision related to an old contract. EBITDA adjusted for non-recurring items were MNOK 22 compared to MNOK 33 in 2016. Revenues, were as expected lower compared to 3Q 2017 due to the holiday season and to soft market conditions, which will also continue into 1Q 2018. However, gross margins adjusted for restructuring costs and impairment were maintained, and operating expenses reduced with savings of MNOK 150 realized over the last 18 months.

The back log increased with MNOK 43 during the quarter to MNOK 2802. TTS was awarded several contracts for business units RoRo/Cruise/Navy (BURCN) and Container/Bulk/Tank (BUCBT). The Book to Bill ratio was 1.1 for 4Q, which resulted in a ratio of 1.07 for the year. Although operating performance continues to vary between the Business Units, 4Q illustrates the improvement observed throughout 2017 in that all BU's but BUMPG (small loss) are profitable at EBITDA level adjusted for non-recurring items.

Management has taken a two track approach to the immediate future after the announcement of the transaction with MacGregor. Until closing of the transaction focus will be on:

• Business as usual to ensure that the performance improvements continue in all business units, and facilitate integration processes within the rules and regulations governing such processes
• Firming up business strategies, goals and plans for Nekkar ASA, post-closing of the transaction.

After the closing of the transaction, the total number of employees in the Group will be reduced to approximately 35-45 of which the majority will be employed in TTS Syncrolift AS ("Syncrolift"). There will be no changes in the top management of the Group as a consequence of the closing of the Transaction. The continued business of TTS Group, to be renamed Nekkar ASA, will primarily focus around the continued operation and development of the ship handling system business through TTS Syncrolift AS. The company has in addition entered into an agreement to acquire 51% of the shares in Intellilift AS, a company established for the purpose of developing control systems and technology for the drilling industry and other related industries. A detailed business plan for Nekkar ASA will be presented shortly after closing of the transaction.

Toril Eidesvik, CEO

Fourth Quarter 2017/ Full Year 2017

As a consequence of the announced sale of assets to MacGregor, financial tables are presented in accordance with IFRS 5, Assets Held for Sale, which means that only the part of the business representing the continued business is included with detailed numbers. However, one section has been added to provide an overview of the businesses held for sale, and the notes provides additional information on total group numbers.

FINANCIAL PERFORMANCE – CONTINUED BUSINESS

• 4Q 2017 revenues increased with MNOK 6 vs 4Q 2016 to MNOK 51.
• 4Q EBITDA of MNOK 8 vs MNOK -1 in 4Q 2016. The EBITDA is high due to reclassification of Group costs related to the MacGregor transaction.
• Earnings before interest and tax (EBIT) in 4Q was MNOK 7 vs. -2 in 2016, and MNOK 9 in 2017 vs. MNOK -16 in 2016
• Cash flow from operations has improved with MNOK 161 from MNOK -94 in 2016 to MNOK 67 in 2017.

TTS Group - Continued Business	4Q		Full year
MNOK	2017	2016	2017	2016
Revenue	51	45	211	202
EBITDA	8	-1	11	-14
EBITDA margin (%)	16 %	-2 %	5 %	-7 %
Order backlog	458	315	458	315
Order intake	46	21	351	418
EPS (NOK) Total	0,3	0,03	0,0	-0,16

FINANCIAL PERFORMANCE – GROUP

TTS GROUP ***)	4Q		Full year
MNOK	2017	2016	2017	2016
Revenue	541	758	2181	3 087
EBITDA **)	-2	-30	53	70
Operational EBITDA	22	33	117	133
EBITDA margin (%)	0 %	-4 %	2 %	2 %
Order intake	548	446	2267	2 398
Order backlog*	2802	2 722	2802	2 722
EPS (NOK) Total	-0,05	-1,35	-0,39	-1,40

* Order backlog includes 50% of backlog from equity consolidated investments in China.

** 2017 EBITDA includes a restructuring cost of MNOK 50, and MNOK 13 in bad debt provision related to an old contract.

** 2016 EBITDA includes a negative inventory impairment in BUMPG of MNOK 20, and a negative impairment in BUCBT of MNOK 43.

*** TTS Liftec OY, a former part of BUSYS, w as sold in 1Q/2017. Profit from the transaction is calculated to MNOK 12,7 and classified as a finance transaction. Based on overall immaterial effect on the comparable figures, TTS Liftec is retained in the 2016 figures.

ORDER BACKLOG

The order intake for 4Q 2017 was MNOK 506. MNOK 46 for BUSYS, and MNOK 460 for the discontinued businesses. No significant order-cancellations or delays were reported in 4Q 2017.

Fourth Quarter 2017/ Full Year 2017

The order backlog* at the end of 4Q 2017 was MNOK 2802 vs MNOK 2722 in 4Q 2016 of which approximately MNOK 1700 will be turned into revenue in 2018. The order backlog in BUSYS was MNOK 458. The order backlog in the discontinued businesses was MNOK 2344.

*including 50% of the order backlog of MNOK 111 (221), in equity consolidated investments in China. Expected revenues from BUSER is not included in the reported order backlog

TOTAL ASSETS AND NET INTEREST-BEARING DEBT

Total assets at the end of 4Q 2017 was MNOK 2 329, an increase of MNOK 113 compared to the end of 2016, and increase of MNOK 227 compared to the end of 3Q 2017. See note 13 and 14 for additional information regarding assets and liabilities for discontinued business.

Net working capital at the end of the 4Q 2017 was MNOK 31, a decrease of MNOK 93 compared to the end of 2016, and a decrease of MNOK 13 compared to the end of 3Q 2017.

Net interest-bearing debt at the end of the 4Q 2017 was MNOK 200 (Ref. note 11), a decrease of MNOK 94 compared to the end of 2016, and a decrease of MNOK 12 compared to the end of 3Q 2017. The effect of the consolidation of TTS Hua Hai (THH) and TTS-SCM represents a total reduction of the reported net interestbearing debt of MNOK 165.

The equity at the end of 4Q 2017 was 26.1%. Including the convertible bond debt the equity was 30.1%.

TTS meets the covenants for both equity ratio and EBITDA related to its debt and bonding facilities with Nordea and DNB. Financial debt, bond facilities and the subordinated debt mature in January 2019. (Ref. note 11).

Business units

SHIPYARD SOLUTIONS – CONTINUED BUSINESS

BUSYS delivered revenues of MNOK 51 and EBITDA of MNOK 6 in 4Q 2017 vs. revenues of MNOK 39 and EBITDA of MNOK 3 in 4Q 2016. The quarter confirms the strong performance of the business unit.

YTD 2017 revenues of MNOK 204 were MNOK 25 higher than last year, and EBITDA of MNOK 31 were MNOK 13 higher than in 2016.

The activity in the business unit is expected to remain high going forward based on the strong order book, high utilization of resources, and a strong market.

SHIPYARD SOLUTIONS (SYS) *	4Q		Full year
MNOK	2017	2016	2017	2016
Revenue*	51	39	204	179
EBITDA*	6	3	31	18
Order backlog*	458	315	458	315
* 2016: excl. Norlift and Liftec Oyj.

BUSINESS UNITS – DISCONTINUED BUSINESS

RORO/CRUISE/NAVY – DISCONTINUED BUSINESS

The activity levels in the BU continued to increase in 4Q after the slow start of the year. 4Q revenues were MNOK 104, which is MNOK 23 lower than last year. However, EBITDA of MNOK 8 was higher than 4Q 2016 (MNOK 0), and the BU delivered a positive EBITDA for the year, despite revenues 46% lower than in 2016. The improved EBITDA is a consequence of improvements in project execution and lower operating expenses due to cost savings initiatives.

The order backlog at the end of 4Q 2017 was MNOK 910, up from MNOK 838 in 3Q 2017, and up MNOK 258 compared to last year.

The Group expects a gradual recovery in the market for car carriers. The outlook for the business segment is good due to high activity in the market for RoPax and Cruise.

RORO, CRUISE, NAVY (RCN)	4Q		Full year
MNOK	2017	2016	2017	2016
Revenue	104	127	298	555
EBITDA	8	0	5	15
Order backlog	910	652	910	652

Business units

CONTAINER/BULK/TANK – DISCONTINUED BUSINESS

Operational EBITDA decreased to MNOK 1 from MNOK 24 in 4Q 2016, as lower activity levels and prior period adjustments impacted the results negatively.

4Q 2017 consolidated revenues and EBITDA from the 50% owned subsidiary THH were MNOK 139 and MNOK 1, vs MNOK 209 and MNOK 22 in 2016. The quarter was negatively impacted by adjustments related to prior periods.

The order backlog was MNOK 822 compared to MNOK 1265 in 4Q 2016. The business unit has experienced lower activity during 4Q 2017 as expected. This negative trend will continue into 1Q but is expected to improve over the year as the activity in the shipbuilding market for bulk and tank are increasing, and the order intake is picking up.

YTD EBITDA of MNOK 77 was MNOK 13 higher than the comparable period in 2016 MNOK 64, despite reduction in revenues, from MNOK 1138 to MNOK 894. Higher margins and lower operating costs more than offset the impact of lower revenues.

CONTAINER, BULK, TANK (CBT)	4Q			Full year
MNOK	2017	2016	2017	2016
Revenue	223	302	894	1 138
EBITDA **	1	-19	77	21
Order backlog *	929	1 403	929	1 403

* Order backlog includes 50% of order reserve in equity consolidated investments in China.

** One off effect from impairment of TTS Jiangnan included in 2016 by MNOK 43.

MULTIPURPOSE/GENERAL CARGO – DISCONTINUED BUSINESS

Operational EBITDA was MNOK -2 vs MNOK 1 in 4Q 2016. The 2017reported EBITDA included a MNOK 10 bad debt provision related to an old contract. The 2016 impact was MNOK 20. Revenues were down from MNOK 72 to MNOK 19 on the back of another quarter with low activity levels. The risk of further delays or cancellations of ongoing heavy lift projects remains high and might impact performance in the short term.

YTD EBITDA was MNOK -62 vs MNOK -24 last year, including a MNOK 32 in restructuring costs due to the close down of the German manufacturing setup, and a MNOK 10 impairment as described above.

The order backlog of MNOK 412 is approximately 100% higher than at the same time in 2016, but delays or cancellations may occur.

The previously announced consolidation of the reporting of BUMPG and BUOFF from 1Q 2018 will not be implemented due to the announced transaction.

MULTIPURPOSE, GENERAL CARGO (MPG)	4Q		Full year
MNOK	2017	2016	2017	2016
Revenue	19	72	127	322
EBITDA *	-12	-19	-62	-24
Order backlog	412	205	412	205

* 2017 EBITDA includes restructuring cost of MNOK 32.

* 2016 EBITDA includes an inventory impairment of MNOK 20.

Business units

OFFSHORE – DISCONTINUED BUSINESS

Operational EBITDA was MNOK 2 in 4Q 2017 vs. MNOK 2 in the same period 2016. Revenues were down from MNOK 59 in 4Q 2016 to MNOK 32 in 2017. The reported EBITDA included a MNOK 3 restructuring charge, hence the BU delivered a positive operational EBITDA for the quarter.

Operational YTD EBITDA of MNOK -13 was MNOK 17 lower than last year. YTD revenues were reduced with 37% to MNOK 142.

The order backlog was MNOK 94 at the end of 2017 vs MNOK 150 in 2016. The BU is experiencing a moderate increase in market activity.

The previously announced consolidation of the reporting of BUMPG and BUOFF from 1Q 2018 will not be implemented due to the announced transaction.

OFFSHORE (OFF)	4Q				Full year
MNOK	2017	2016	2017	2016
Revenue	32	59	142	226
EBITDA	-1	2	-16	4
Order backlog	94	150	94	150
* 2017 EBITDA includes restructuring costs of MNOK 3.

SERVICES – DISCONTINUED BUSINESS

Revenues of MNOK 110 was MNOK 16 lower than 4Q 2016. The operational EBITDA was MNOK 9 in 4Q 2017 vs. MNOK 4 in 4Q 2016. The reported EBITDA of MNOK 1 included MNOK 8 of restructuring costs. The margins are still impacted by tough competition reflected in the low charter rates in several shipping markets.

YTD revenues of MNOK 507 was MNOK 26 lower than in 2016, and the reduction was mainly related to the relatively low activity levels in 1Q, and a weak 4Q 2017. The EBITDA of MNOK 27 was impacted both by lower activity levels, lower margins, and the MNOK 11 of restructuring costs.

The outlook for the service market remains very competitive. However, the Group see the potential to improve performance in the segment by obtaining more work from the substantial installed base and utilization of the global service network, in combination with capacity adjustments and cost reductions which have been implemented.

SERVICES (SER)	4Q		Full year
MNOK	2017	2016	2017	2016
Revenue	110	126	507	533
EBITDA*	1	4	27	42
* 2017 EBITDA includes restructuring cost of MNOK 11.

Outlook

The newbuilding activity has increased throughout the 4th quarter and into 2018, particularly for bulk and tank. Although the offshore market remains weak there are some signs of improvements.

For BUSYS, the continued business of TTS, the outlook is solid. The ongoing business is running well, the order back log is solid, and the activity in the market is also good.

For the discontinued businesses, the outlook has improved compared to 3Q 2017. It is particularly applicable for BUCBT, but also BUOFF and BUMPG have experienced a moderate increase in activity represented by new orders and a larger hot offer list. The recovery is however slow, and there is still risk for delays and cancellations, especially for BUMPG. Since TTS is exposed towards several ship-segments in different stages of the market cycle, the market improvement will vary with respect to time as well as strength.

The company will in the coming months prepare a strategy and business plan for the continued business going forward. The new strategy will be presented shortly after closing of the transaction.

The Board of Directors will propose a significant dividend to the shareholders when the transaction is completed.

The order backlog at the end of the quarter was MNOK 2802 (BUSYS MNOK 458, discontinued businesses MNOK 2344). Expected revenues from the business unit Services is not included in the Group's reported order backlog.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

TTS GROUP
(NOK 1 000)		Unaudited	Unaudited	Unaudited	Unaudited
CONTINUED OPERATIONS Revenue from projects	Note	31.12.17 211 038	31.12.16 202 339	4Q 2017 50 873	4Q 2016 45 024
Total operating revenue		211 038	202 339	50 873	45 024
Raw materials and consumables used		137 196	126 283	35 110	26 500
Other operating costs		63 327	90 022	8 079	19 304
EBITDA		10 516	-13 966	7 684	-780
Depreciation	7,8	1 680	1 659	415	407
Other impairments		-	-	-	-
Operating profit		8 835	-15 625	7 269	-1 187
Financial income		4 676	12 860	-388	-1 174
Financial expense		9 284	14 296	-1 258	2 680
Net finance		-4 608	-1 436	870	-3 854
Profit/loss before tax		4 228	-17 061	8 139	-5 041
Tax		-3 970	-3 390	-14 073	-7 207
Profit/loss from continued operations		8 197	-13 671	22 212	2 166
DISCONTINUED OPERATIONS
Profit/loss from discontinued operations	13	-26 330	-113 401	-27 082	-131 008
Profit/loss for the period		-18 132	-127 072	-4 870	-128 842
Attributable to equity holders of the company	4	-33 540	-120 854	-4 523	-116 377
Attributable to non-controlling interests		15 408	-6 218	-347	-12 465
NET RESULT FOR THE YEAR
Net result for the period		-18 132	-127 072	-4 870	-128 842
Currency effects		20 490	-58 680	37 848	33 963
Total comprehensive income		2 358	-185 752	32 978	-94 879
Attributable to equity holders of the company		-16 421	-162 044	28 222	-95 814
Attributable to non-controlling interests		18 779	-23 708	4 756	934
Earnings per share (NOK)	4	-0,39	-1,40	-0,05	-1,35
Diluted earnings per share (NOK)*		-0,39	-1,40	-0,05	-1,35
Earnings per share - Continued operations (NOK)		0,09	-0,16	0,26	0,03
Diluted earnings per share - Continued operations (NOK)		0,08	-0,16	0,21	0,03
Weighted-average number of ordinary shares (Basic)		86 493	86 493	86 493	86 493
Weighted-average number of ordinary shares (Diluted)**		105 592	86 493	106 545	86 493

*For EPS calculation of TTS Group total, the effect of stock options and convertible loan is anti-dilutive,

hence no effect on calculation of Diluted earnings per share (NOK)

**The w eighted-average number of ordinary shares (diluted) is only relevant for continuing business. For the total group, the conversion rights are anti-dilutive

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

TTS GROUP

(NOK 1 000)	Unaudited	Unaudited
	31.12.17	31.12.16
Intangible assets 6, 7	25 319	709 762
Tangible assets 8	7 322	94 338
Financial assets 9	-	29 160
Assets available for sale	-	-
Total fixed assets	32 641	833 260
Inventories	636	229 034
Total receivables 5	92 587	937 148
Bank deposits/cash 11	261 843	175 784
Assets held for sale 14	1 940 777	-
Total current assets	2 295 843	1 341 966
Total assets	2 328 483	2 175 226
Share capital 3	9 527	9 527
Other equity	446 551	462 410
Non-controlling interests	151 382	144 489
Total equity	607 460	616 426
Provisions 6	-	46 350
Long term interest bearing debt 11	-	271 750
Long term liabilities	-	318 100
Current interest bearing debt 11	339 845	198 307
Current liabilities 5	129 936	1 042 393
Liabilities held for sale 14	1 251 241	-
Total current liabilities	1 721 023	1 240 700
Total liabilities	1 721 023	1 558 800
Total equity and liabilities	2 328 483	2 175 226

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

TTS GROUP

(NOK 1 000)	Share	Treasury	Share	Other	Shareholder	Non controlling
	capital	shares	premium	equity	s equity	interest	Total equity
Equity as of 1.1.2017	9 527	-12	149 378	313 044	471 937	144 489	616 426
Comprehensive income	-	-	-	-16 421	-16 421	18 779	2 358
Share option cost	-	-	-	561	561		561
Dividend to non-controlling interest	-	-	-	-	-	-11 886	-11 886
Equity Closing balance	9 527	-12	149 378	297 184	456 077	151 382	607 460

CONSOLIDATED STATEMENT OF CASH FLOWS

TTS GROUP
(NOK 1 000)		Audited
CONSOLIDATED STATEMENT OF CASH FLOWS	Total YTD 31.12.2017	Total YTD 31.12.16
EBITDA	53 285	70 130
EBITDA - CONTINUED BUSINESS	10 516	-13 966
EBITDA - DISCONTINUED BUSINESS	42 769	84 096
Change in net current assets	14 110	-164 216
Cash from operations (A)	67 395	-94 086
Aquisition and sale of non-current assets	-2 551	-376
Proceeds discontinued business	52 855	-
Other investing activities	-	-
Cash from investments (B)	50 304	-376
New loans and repayment	-30 778	-42 919
Paid-in equity	-	-
Payments to shareholders *	-	-51 863
Net interest paid	-31 108	-31 609
Cash from financing ( C)	-61 886	-126 391
Change in cash (A+B+C)	55 813	-220 853
Cash position OB	175 785	413 210
Effect of exchange rate changes on cash	4 375	-16 572
Cash position CB*	235 973	175 785

*Total cash position for the Group. Continued business has a cash position of 261 843

CONSOLIDATED STATEMENT OF CASH FLOWS

TTS GROUP

Cash position CB

	Unaudited
(NOK 1 000)	31.12.17
Cash position CB from Consolidated Statement of Cash Flows	235 973
Reclassification positive cash pool balance continued operations	260 892
Total Cash and banks	496 865
Cash and banks classified as held-for-sale	235 022
Cash and banks continuing business	261 843

Due to the terms in the asset sale agreement, the group financing through the Cash Pool arrangement, Cash pool balances has not been eliminated between continuing and discontinuing business. The basis for this is that each company will be responsible for refinancing the cash pool receivables/liabilities post transaction. As a result, the cash balance CB consists of the following items;

NOTE 1. GENERAL INFORMATION

Reporting entity

TTS Group ASA is registered and domiciled in Norway, and the head office is located in Bergen.

The consolidated financial statements cover TTS Group ASA including its subsidiaries. Due to the process that resulted in signing of the asset sale agreement with MacGregor on February 8th 2018, the assets included in the transaction, have been reclassified as discontinued business under the profit and loss statement, and all assets and liabilities included in the transaction have been classified as held-for-sale in the balance sheet. See further information and principles for the reclassification in note 13 and 14.

In addition, in January 2017, TTS Group sold the subsidiary TTS Liftec OY, which from this time is not included in the consolidated financial statements of the group.

Jointly controlled and associated companies are accounted for using the equity method.

The Board of Directors approved the consolidated financial statements for the year 2016 on the 26 April 2017.

The annual report 2016 including the consolidated financial statements for the TTS Group, the separate financial statements for TTS Group ASA and the auditors' opinion from KPMG, are available at our website www.ttsgroup.com

Basis of preparation

TTS Group's financial reports are prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union.

The unaudited consolidated financial statements for 4Q 2017 have been prepared in accordance with IAS 34 Interim Financial Statements. The interim accounts do not include all the information required for a full financial statement and should therefore be read in connection with the consolidated financial statements of 2016.

The accounting principles applied are the same as those described in the consolidated financial statements of 2016.

This condensed consolidated 4Q interim report for 2017 was approved by the Board of Directors on 25 February 2018.

Judgments, estimates and assumptions

The preparation of the interim report requires the use of judgments, estimates and assumptions that affect the application of accounting principles and the reported amounts of assets and liabilities, income and expenses. Actual future outcome may differ from these estimates.

In preparing these consolidated interim financial statements, the key assessments made by the management in applying the Group's accounting principles and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the financial year that ended 31 December 2016.

IFRS 5 Non-current assets held for sale and discontinued operations

On February 8th 2018 TTS Group ASA announced that it has entered into an asset sale agreement with MacGregor, a part of Cargotec Oyj. This has been an ongoing process, and during Q4 2017 the criteria for classifying parts of the assets and operations as held for sale and discontinued operations were met. The purpose of IFRS 5 is to specify the accounting for assets held for sale, and the presentation and disclosure of discontinued operations. A discontinued operation is a component of the Group's business, operations and cash flows which can be clearly distinguished from the rest of the Group and which;

• Represents a separate major line of business or geographical area of operations
• Is part of a single coordinated plan to dispose of a separate major line of business or geographical area of operations, or
• Is a subsidiary acquired exclusively with a view to re-sale

Classification as a discontinued operation occurs on disposal or when the operation meets the criteria to be classified as held-for-sale, if earlier.

TTS Group ASA will continue with a new strategic direction, focusing on the operations around Business Unit Shipyard Solutions (BUSYS), hence all assets and liabilities connected to other activities than BUSYS is classified as held for sale, and the financial position and results will be presented separately. Since the other BUs' were not previously classified as held-for-sale or as a discontinued operation, the comparative consolidated statement of profit or loss and OCI has been represented to show the discontinued operation separately from continuing operations.

When assets meets the criteria to be classified as held for sale, it shall be measured at the lower of the carrying amount and fair value less costs to sell. In addition depreciation on such assets are ceased.

Fair value is a market-based measurement, not an entity-specific measurement. The objective of a fair value measurement is to estimate the price at which an orderly transaction to sell the assets and transfer the liabilities which would take place between market participants at the measurement date under current market conditions

Please see further information in note 7 and 8 for the reclassification of assets and liabilities held for sale, and the presentation of revenue and costs as discontinued operations.

New standards, amendments and interpretations not yet adopted by TTS:

IFRS 9 Financial instruments

IFRS 9 replaces the existing guidance in IAS39, and is effective from the annual reporting beginning after 1 January 2018. The fair value hedge structure applied by TTS Group for 4Q 2017 and the full year 2017 is set within the framework of IAS39. However, the company has elected to report in accordance with the IFRS 9 standard from January 1st 2018.

TTS have assessed potential impact of IFRS 9, giving basis for minor changes to the internal hedge documentation process. The assessment has not identified any effects that will cause any material change to, or impact on the consolidated financial statements.

As per 31 December 2017 the market value of FX-derivatives qualifying as fair value hedges is negative by MNOK 20, compared to a negative value of MNOK 43 as per 31 December 2016. FX-derivatives qualifying as fair value hedges related to assets not held for sale is MNOK -18 while the amount related to assets held for sale is MNOK -2.

IFRS 15 Revenue from contracts with customers

Summary of the requirements:

IFRS 15 deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. Revenue is recognized when a customer obtains control of a good or service and thus has the ability to direct the use and obtain the benefits from the good or service. The standard replaces IAS 18 'Revenue' and IAS 11 'Construction contracts' and related interpretations.

The standard is effective for annual periods beginning on or after 1 January 2018.

IFRS 15 was issued in May 2014 and establishes a five-step model to account for revenue arising from contracts with customers. Under IFRS 15, revenue is recognized at an amount that reflects the consideration to which an entity expects to be entitled in exchange for transferring goods or services to a customer.

IFRS 15 will supersede all current revenue recognition requirements under IFRS. The effective date of the standard is annual periods beginning on or after 1 January 2018. Early adoption is permitted. The standard can be adopted applying a full retrospective method, or a modified retrospective method. The Group will implement IFRS 15 from 01.01.2018

Possible impact on consolidated financial statements:

The Group has performed an assessment of the consequences of IFRS 15 based on its existing contracts and assessed that the amount of revenue recognized over time would not be impacted by IFRS 15, however timing of revenue recognition will be changed.

Current contract term structure do not fulfill the requirement of retaining POC-based methods described in IFRS 15. The consequence will be a shift of revenue recognition method from "over time" recognition to "point of time" recognition.

IFRS 15 will require a substantial change to the timing of revenue recognition. All projects in TTS Group will be recognized at a "point in time" rather than "over time".

TTS currently apply two general principle for determining timing of revenue recognition:

• Revenue from "configure to order" deliveries (BUCBT/ BUSER) are currently recognized at point of time (delivery date). IFRS 15 will not give basis for any change in the currently applied method. "Configure to order" projects represent MNOK 1401 of the revenue, and MNOK 104 of the EBITDA as of YTD 4Q 2017.
• Revenue from "engineer to order" projects (BURCN/ BUOFF/ BUMPG/ BUSYS) are currently recognized based "on over time" (POC) structure. "Engineer to order" projects represent MNOK 780 of the revenue, and MNOK -51 of the EBITDA as of YTD 4Q 2017.

At year-end 2017 the estimated equity effect of implementation of IFRS 15 for the activity in the continuing business is estimated to approximately MNOK -84, while the assessment of the effect for the activity in discontinued business is not completed. For the equity effect on discontinued business, there will be a corresponding effect on the gain/loss calculation for the transaction in a subsequent period.

Implementation method to IFRS 15

TTS Group will adopt to IFRS 15 by implementing the modified retrospective implementation method. The Group will also consider clarifications issued by the IASB in April 2016 and monitor any further developments including industry specific developments in the implementation phase to IFRS 15.

Disclosure requirements

Regardless of any effect on the P&L and balance sheet, TTS Group will be subject to more comprehensive disclosure requirements under IFRS 15.

IFRS 16

IFRS 16 principally require lessees to recognize assets and liabilities for all leases.

IFRS 16 is effective from the annual reporting beginning after 1 January 2019.

TTS is currently assessing the impact from IFRS 16. As set out in note 6 to the annual report 2016, committed nominal lease payments at the end of 2016 were MNOK 194. The material part of the future lease payments are related to the discontinued businesses.

Based on the current structure of lease contracts, a 10% discount rate and 3.5% annual increase in nominal leases, lease assets and lease liabilities as per 31 December 2017 is estimated at MNOK 140.

NOTE 2. SEGMENT INFORMATION

TTS Group has up to 3Q 2017 reported on the following segments:

• RoRo/Cruise/Navy (BURCN)
• Container/Bulk/Tank (BUCBT)
• Offshore (BUOFF)
• Multipurpose/General cargo (BUMPG)
• Shipyard Solutions (BUSYS)
• Services (BUSER)

From 4Q 2017 TTS Group and until closing of the MacGregor transaction will report on the following segments:

Continued businesses:

• Shipyard Solutions (BUSYS)

BUSYS includes ship lift and transfer systems, as well as complete production lines to the yard industry. Product range includes ship lift system, ship transfer systems.

Discontinued businesses:

• RoRo/Cruise/Navy (BURCN)
• Container/Bulk/Tank (BUCBT)
• Offshore (BUOFF)
• Multipurpose/General cargo (BUMPG)
• Services (BUSER)

BURCN delivers complete cargo handling solutions to RoRo, PCTC, cruise and navy vessels, including terminal loading and passenger systems. Product range includes external and internal ramps, covers and doors, liftable decks, passenger gangways and link span systems.

BUCBT delivers complete cargo handling solutions to the container, tanker and bulk vessels. Product range includes 10-40 t winches, 15-50 t cranes and specialized hatch covers designs.

BUOFF delivers support solutions to the offshore based oil industry and the supporting service industry. Product range includes 15-50 t offshore cranes, 40-400 t active heave compensated cranes, mooring winches, internal and external covers and doors.

BUMPG delivers supporting solutions to the vessels which are designed to operate in the multipurpose or general cargo market, requiring specialized operating capabilities. Product range includes 40-2200 t heavy lift cranes, side loading systems, hatch covers and mooring winches.

BUSER includes service and after sales for all segments within TTS. This enables TTS to offer service and after sale worldwide for the full range of its products.

NOTE 3. SHARE CAPITAL AND EQUITY

As per 31 December 2017 TTS Group ASA has issued 86 605 660 shares, each with a face value of NOK 0.11 giving a share capital of total NOK 9 526 623.

TTS Group ASA holds 112 882 own shares.

At the end of 4Q 2017 senior employees' hold 1 270 000 share options with a strike price of NOK 3.43. The options were awarded in 2Q 2017.

At period closing there are 18 781 690 conversion rights related to the subordinated convertible bond with a conversion value of 4.97.

NOTE 4. EARNINGS PER SHARE

Earnings per share (EPS) is based upon the weighted average number of shares outstanding during the period. Diluted EPS includes the effect of the assumed conversion of potentially dilutive instruments. Instruments that have a positive intrinsic value have been included in dilution effects.

Earnings per share
	31.12.2017	31.12.2016	4Q 2017	4Q 2016
Net income available to shareholders - Continued Business	8 197	-13 671	22 212	2 166
Effect of dilution	-	-	-	-
Diluted net income available to shareholders	8 197	-13 671	22 212	2 166
Net income available to shareholders	-33 540	-120 854	-4 523	-116 377
Effect of dilution	-	-	-	-
Diluted net income available to shareholders	-33 540	-120 854	-4 523	-116 377
Weighted average number of shares outstanding	86 493	86 493	86 493	86 493
Effect of dilution	19 099	-	20 052	-
Diluted numbers of shares**	105 592	86 493	106 544	86 493
Earnings per share (NOK) continued business	0,09	-0,16	0,26	0,03
Diluted earnings per share (NOK) continued business*	0,08	-0,16	0,21	0,03
Earnings per share (NOK)	-0,39	-1,40	-0,05	-1,35
Diluted earnings per share (NOK)	-0,39	-1,40	-0,05	-1,35

*For EPS calculation of TTS Group total, the effect of stock options and convertible loan is anti-dilutive,

hence no effect on calculation of Diluted earnings per share (NOK)

**The w eighted-average number of ordinary shares (diluted) is only relevant for continuing business. For the total group, the conversion rights are anti-dilutive

Closing price at Oslo Stock Exchange

31 December 2017	NOK 4.20
30 September 2017	NOK 3.99
30 June 2017	NOK 3.55
31 March 2017	NOK 3.67
31 December 2016	NOK 3.78
30 September 2016	NOK 3.09
30 June 2016	NOK 5.22

NOTE 5. RELATED PARTIES

Note 21 together with accounting principles section 2.2 in the consolidated financial statements of 2016 describe the principles related to elimination of transactions between group subsidiaries. Eliminated transactions have no significance for the financial position and profit for the period.

The Group has carried out various transactions with subsidiaries and joint ventures. All the transactions have been carried out as part of the ordinary operations and at arm's length principles. The material part of related parties transactions are related to the discontinued businesses.

Please also see note 13 and 14 for further information on classification, elimination and presentation of continuing business vs. discontinuing business.

NOTE 6. TAX

TTS Group is taxable in more than one jurisdiction based on its operations. A loss in one jurisdiction may not be offset against taxable income in another jurisdiction. Thus, the Group may pay tax within some jurisdictions even though it might have an overall loss or have tax losses exceeding taxable profit at the consolidated level.

Deferred tax

Deferred income tax reflects the impact of temporary differences between the amount of assets and liabilities recognized for financial purposes and such amounts recognized for tax purposes. The net recognized deferred tax consists of the following:

(NOK 1000)	31.12.2017	31.12.2016
Gross deferred tax asset	18 845	29 680
Gross deferred tax liability		-46 350
Gross deferred tax asset classified as held for sale	22 632
Gross deferred tax liability classified as held for sale	-42 583
Net deferred tax asset (+) / liability (-)	-1 106	-16 670

Recognized deferred tax asset primarily relates to tax losses in the Norwegian and German companies, as well as short term tax differences from the Chinese companies. The criteria that have been applied to estimate that future taxable profit can be utilized have been unchanged during the 4Q 2017.

NOTE 7. GOODWILL AND OTHER INTANGIBLE ASSETS

TTS Group tests the value of goodwill and other intangible assets annually or at the end of each reporting period if there is any indication that the assets may be impaired.

TTS shares are freely traded at Oslo Stock Exchange. Closing price of last trading date in December 2017 was NOK 4,20 per share, indicating a nominal trade value of TTS of MNOK 364.

Book value of equity at 31 December 2017 was MNOK 456 excluding minority interest.

At the end of the current reporting period, TTS Group has not identified any changes in the overall financial market that give basis for a significant change in the average cost of capital.

As a result of the process that ended with the signing of the asset sale agreement with MacGregor, TTS Group reclassified the divested activities, assets and liabilities to discontinued operations and assets/liabilities held for sale during Q4 2017. Immediately before the initial classification of the asset as held for sale, the carrying amount of the asset shall be measured in accordance with ISA 36 Impairment of Assets. This standard states that an asset is impaired when its carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less cost of disposal and its value in use.

TTS Group have chosen a fair value approach due to the expected sales transaction and a sales price being available. The fair value approach is based on the expected transaction price less cost of sale of the disposal group sold to MacGregor. The company has reviewed both assets related to continued operations as well as the assets related to discontinued operations.

Based on the assessment of the assets for continued operations, TTS Group has concluded that the assets are not impaired.

The company has tested the allocation of value of the assets sold against net present value projections based on the company's view of the future, and made further adjustments to the allocation based on an assessment of the impact of additional external value drivers. The allocation of the sales price has been performed based on an orderly transaction between market participants under current market conditions.

Based on the fair value assessment, TTS Group has concluded that the recoverable amount based on a fair value less cost of disposal is higher than the carrying amount, resulting in no impairment on assets prior to reclassification to assets held-for-sale.

Overview of goodwill and other intangible assets (excl. deferred tax asset) are as follows:

Changes in goodwill and other intangible assets: - input to note:

	Goodwill		Other intangible assets
(NOK 1000)	31.12.2017	31.12.2016	31.12.2017	31.12.2016
Net book value, beginning of period	575 798	701 807	104 283	141 821
Acquisition	-	-	-	-
Divestment	-21 807	-	-757	-
Additions			-	2 033
Depreciations/Amortizations	-	-	-23 502	-18 609
Impairment	-120	-82 269	-	-
Foreign currency differences	30 103	-43 740	-453	-20 963
Reclassification to assets held for sale	-583 974		-73 098
Net book value, end of period	-0	575 798	6 473	104 282

NOTE 8. NON-CURRENT ASSETS

(NOK 1000)	31.12.2017	31.12.2016
Net book value, beginning of period	94 338	134 521
Acquisition
Divestment	$-2127$	$-3773$
Additions	2.551	10 463
Depreciations/Amortizations	$-16796$	$-18768$
Impairment	$-1113$	$-20098$
Foreign currency differences	4 0 6 0	$-8006$
Assets held for sale	$-73591$
Net book value, end of period	7 3 2 2	94 338

NOTE 9. EQUITY ACCOUNTED INVESTMENTS

All equity accounted investments are included in the assets held for sale, and not accounted for separately.

NOTE 10. INVENTORY

This note is not applicable as a result of the transaction. BUSYS has MNOK 1 of inventory as per December 31st 2017.

NOTE 11. FINANCIAL RISK MANAGEMENT

The Group's objectives and principles of financial risk management are consistent with what is stated in the consolidated financial statements for the fiscal year 2016.

On 22 March 2017, the bondholders agreed to an extension of the subordinated debt until 18 January 2019. The TTS General Assembly approved the extension on 30 March 2017.

The amendments mainly involves a 21 month extension of the maturity date from 18 April 2017 to 18 January 2019, and a change of fixed coupon rate from 12% to 10% p.a. Changes also include minor amendments to conversion and redemption provisions, and a repayment of MNOK 2 to a bondholder. Terms and conditions in the renewed agreement have been evaluated according to IAS 39. Based on the evaluation the renewed agreement is considered a prolonging of the prior bond debt agreement.

There has been no execution related to the convertible subordinated bond facility during 2017. The conversion price of the convertible bond loan is unchanged from 4th quarter 2015 at 4.97/share. After the partial repayment to

a bondholder at 28 March 2017, the nominal value of the bond debt is MNOK 93,345 giving right to 18.781.690 shares upon full conversion.

The subordinated convertible bond debt is classified as short term debt as per 31st December 2017. The bond debt has been reclassified as one of the bond covenants states that the loan will be repaid at the same time as the bank loans.

On 19 December 2016, TTS Group ASA entered into an agreement with Nordea and DNB on new financing agreements for credit and guarantee facilities, which represents an extension of the agreements the company had at the beginning of the prior fiscal year. The extended agreements expire on 1 January 2019.

The credit facility in the agreement is MNOK 1073, consisting of:

• MNOK 173, term loan facility (DNB)
• MNOK 100, term loan facility (Nordea)
• MNOK 200, multi-currency overdraft facility (Nordea)
• MNOK 600, guarantee facility (Nordea MNOK 465, DNB MNOK 135)

Divestment of TTS Liftec has reduced value on pledges. TTS Group has made a repayment of MNOK 13 to Nordea and MNOK 13 to DNB during 1st quarter 2017. The overall facility remain unchanged.

At the end of 4Q 2017, TTS Group has drawn MNOK 159 of the total MNOK 173 loan facility with DNB. TTS Group has drawn MNOK 156 of the total MNOK 300 loan facility with Nordea.

Both the term loan facilities and the overdraft facilities are classified as short-term debt as per 31 December 2017.

TTS Korea have drawn MNOK 28 of MNOK 31 related to its credit facility with Kookmin Bank in Korea. The facility is allocated as short-term debt.

At the end of 4Q 2017 TTS Group meets the set covenants. The company will repay both of the terminal facilities at the end of closing.

Debt covenants from 4Q 2017 are:

Bank loan covenants	1Q 2017 - 3Q 2017		4Q 2017 1Q 2018 - 4Q 2018
NIBD / EBITDA* maximum	4.25	4.00	3.00
Equity*** minimum	24 %	24 %	25 %
Minimum liquidity reserve	MNOK 50	MNOK 50	MNOK 50

** EBITDA from 100% ow ned companies + 50% of EBITDA from 50% ow ned companies, adjusted for one-time effects, including impairment, restructuring, gains from * NIBD = Net interest bearing debt, excluding subordinated convertible bond loan, and including 50% of cash from 50% ow ned companies

sale of businesses and changes of accounting regulations

*** Equity, including subordinated convertible bond loan

Consolidation of TTS Hua Hai and TTS SCM has significant effects on the cash flow and presented cash in the balance. Cash within the 50/50 companies is not available to other companies within TTS Group. Bank deposits in 50/50 owned companies also includes restricted cash.

(NOK 1000)	31.12.2017	31.12.2016
Bank deposits in fully owned companies	71 124	76.679
Bank deposits in 50/50 owned companies	164 849	99 105
Bank deposits	235 973	175 784

Calculation of NIBD/EBITDA covenant
	31.12.2017
Calculation of NIBD for covenant measures (MNOK)
Reported NIBD from TTS Group	$-200$
+ Add back nominal value of Subordinated Convertible Bond agreement	93
- Deduction of reported NIBD from group consolidated 50/50 owned companies	-165
+ Add back 50% of NIBD from 50/50 owned companies	127
Adjusted NIBD for covenant calculation	$-145$
Calculation of EBITDA for covenant measures (MNOK) Rolling 12 month reported EBITDA in TTS Group - Deduction of reported EBITDA-effects from 50/50 owned companies which are consolidated + Add back 50% of EBITDA in 50/50 owned companies +/- Adjustment of one time effects on reported EBITDA - rolling 12 months Adjusted EBITDA for covenant calculation	53 -57 36 50 82
NIBD/EBITDA calculation	1.76
NIBD/ EBITDA Covenant according to the finance agreement as per 4Q-2017	4.00

An overall description of debt facilities, and additional information regarding financial risk management is available as part of the notes to the annual report 2016.

The MacGregor transaction assumes repayment of external debt to the lenders. The lenders have approved the transaction subject to repayment. The parties will subsequently ensure that liens and securities are released postclosing.

NOTE 12. SUBSEQUENT EVENTS

Major events reported to Oslo Stock Exchange after December 31st 2017

TTS Group ASA (the "Company" or "TTS") signed on February 8th 2018 an asset sale agreement with MacGregor, a part of Cargotec Oyj, which is a company listed on Nasdaq Helsinki Stock Exchange. The agreement implies a takeover by MacGregor of all of TTS' assets except for TTS Group ASA and its subsidiary TTS Syncrolift AS. Reference is made to extended notice to the Oslo Stock Exchange dated February 8th 2018.

The company has agreed to repay the terminal facilities at the close of transaction. One tranche of MNOK 1 for the convertible bond loan has been converted to shares in February.

TTS Group ASA has entered into new contracts for MNOK 158 during the month of January 2018 of which MNOK 2 was related to BUSYS (Syncrolift), and MNOK 156 to discontinued business.

Additional information on subsequent events is available at www.newsweb.no – ticker TTS.

NOTE 13 DISCONTINUED OPERATION

See accounting policy in Note 1.

During Q4 2017 TTS Group has reclassified major parts of the business, the disposal group, as discontinued operations. The basis for this reclassification is the ongoing process with MacGregor, which resulted in signing an asset sale agreement on February 8th 2018. TTS Group will continue under the new name Nekkar ASA in a new strategic direction, concentrating the operations around Business Unit Shipyard solutions.

The disposal group was not previously classified as held-for-sale or as a discontinued operations. The comparative consolidated statement of profit or loss and OCI has been represented to show the discontinued operation separately from continuing operations.

The principles for the reclassification to discontinued operations has been as follows;

• All revenue and expenses from legal entities included in the disposal group has been reclassified

• Revenue and costs directly attributable to activities relating to the disposal group that is performed within legal entities that forms the basis for continuing operations are allocated to discontinued operations

• Revenue and costs directly attributable to activities relating to the continuing business, that is performed within legal entities that forms the basis for the discontinuing business, are allocated to continuing operations

• Since transactions between continuing business and discontinuing business are expected to cease when the transaction with MacGregor is completed, all intercompany transactions are eliminated
• Intercompany interest related to cash pool arrangement is not eliminated based on the accounting treatment of the cash pool arrangement. See further information under note 14.
• Interest from bank loans and bond loan have been allocated to the disposal group due to the fact that these loans have funded these operations, and that the loans will be repaid as part of the transaction.

TTS GROUP

(NOK 1 000)	Unaudited	Unaudited	Unaudited	Unaudited
Results of discontinued operation	31.12.17	31.12.16	4Q 2017	4Q 2016
Revenue	1 971 564	2 884 367	490 648	713 445
Expenses	2 002 047	2 963 993	522 228	840 553
Results from operating activities	-30 483	-79 627	-31 580	-127 108
Income tax	14 253	33 774	1 230	3 901
Results from operating activities, net on tax	-44 736	-113 401	-32 810	-131 008
Gain on sale of discontinued operation	18 406		5 728
Income tax on gain on sale of discontinued operation
Profit (loss) from discontinued operations, net of tax	-26 330	-113 401	-27 082	-131 008
Basic earnings (loss) per share	-0,30	-1,31	-0,31	-1,51
Diluted earnings (loss) per share	-0,30	-1,31	-0,31	-1,51

NOTE 14 DISPOSAL GROUP HELD FOR SALE

See accounting policy in Note 1 and description for the basis of reclassification to held-for-sale and discontinued operations in note 13.

During Q4 2017 TTS Group has reclassified major parts of the business, the disposal group, as discontinued operations. The basis for this reclassification is the ongoing process with MacGregor, which resulted in signing an asset sale agreement on February 8th 2018. Accordingly, the majority of the group's assets and liabilities is presented as a disposal group held for sale. The transaction is expected to be completed during Q3 2018.

Prior to reclassification to assets and liabilities held for sale, an impairment assessment was performed. For further information, see note 7. On initial classification as held-for-sale, an impairment assessment was performed. The basis for this assessment was fair value, based on the expected transaction value, adjusted for estimated cost for disposal.

The principles used for reclassification to held-for-sale is as follows;

• All assets and liabilities from the legal entities included in the disposal group has been reclassified
• Since transactions between continuing business and discontinuing business are expected to cease when the transaction with MacGregor is completed, all intercompany balances are eliminated
• Due to the terms in the asset sale agreement, the group financing through the Cash Pool arrangement, Cash pool balances has not been eliminated between continuing and discontinuing business. The basis for this is that each company will be responsible for refinancing the cash pool receivables/liabilities post transaction.

TTS GROUP

Assets and liabilities of disposal group held for sale

At 31 December 2017, the disposal group was stated at fair value less costs to sell and comprised the following assets and liabilities:

	Unaudited
(NOK 1 000)	31.12.17
Intangible assets	679 704
Tangible assets	82 229
Financial assets	37 198
Inventories	165 917
Trade and other receivables	740 707
Bank deposits/cash	235 022
Assets held for sale	1 940 777
Provisions	47 300
Long term interest bearing debt	343
Current interest bearing debt	364 390
Current liabilities	839 209
Liabilities held for sale	1 251 241

Share- and bondholders

Shareholders per 31.12.2017		Shares	Share portion
SKEIE TECHNOLOGY AS	*)	22 655 763	26,2 %
RASMUSSENGRUPPEN AS		11 512 506	13,3 %
BARRUS CAPITAL AS		5 770 785	6,7 %
VINTERSTUA AS		4 595 000	5,3 %
SKEIE CAPITAL INVESTMENT AS	*)	4 203 361	4,9 %
PIMA AS		2 288 130	2,6 %
TRAPESA AS		1 771 735	2,0 %
TIGERSTADEN AS		1 668 250	1,9 %
ITLUTION AS		1 475 261	1,7 %
FIRST PARTNERS HOLDING 16 AS		1 455 237	1,7 %
GMC JUNIOR INVEST AS		1 250 000	1,4 %
DANSKE BANK AS	MEG	1 186 604	1,4 %
AVANZA BANK AB	NOM	1 168 831	1,3 %
AVANT AS		1 000 000	1,2 %
SALT VALUE AS		929 447	1,1 %
ESPEDAL & CO AS		743 557	0,9 %
PHAROS INVEST I AS		675 000	0,8 %
GLASTAD INVEST AS		668 000	0,8 %
WIECO AS		469 283	0,5 %
FLOSTA INVEST AS		410 800	0,5 %
TRYM SKEIE	*)	323 140	0,4 %
SKEIE CONSULTANTS AS	*)	300 000	0,3 %
SKEIE ALPHA INVEST AS	*)	250 000	0,3 %
Other		19 834 970	22,9 %
Total		86 605 660	100,0 %

*) Shares ow ned or controlled by members of the Skeie family, 27.732.264 shares representing 32,02 % of total shares.

			Share portion if fully
Bondholders as per 31.12.2017		Conversion rights	diluted
MP PENSJON PK		6 639 839	6,3 %
SKEIE TECHNOLOGY AS	*)	3 912 474	3,7 %
PONDERUS SECURITIES AB	NOM	1 951 710	1,9 %
SKEIE CONSULTANTS AS	*)	1 207 243	1,1 %
SKANDINAVISKE ENSKILDA BANKEN AB	NOM	985 915	0,9 %
TAMAFE HOLDING AS		804 828	0,8 %
SKEIE CAPITAL INVESTMENT AS	*)	704 225	0,7 %
NORDA ASA		503 018	0,5 %
TEAM ATLANTIC AS		382 293	0,4 %
PIMA AS		326 961	0,3 %
Other		1 363 170	1,3 %
		18 781 676	17,8 %
*) Shares ow ned or controlled by members of the Skeie family.