NRC Group — Investor Presentation 2018

May 8, 2018

Q1 2018 Result presentation

Oslo, 8 May 2018

Disclaimer

Forward Looking Statements

This presentation contains forward-looking statements that involve risks and uncertainties. All statements other than statements of historical facts are forward-looking. You should not place undue reliance on these forward-looking statements for many reasons.

These forward-looking statements reflect current views with respect to future events and are by their nature subject to significant risk and uncertainties because they relate to events and depend on circumstances that will occur in future. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot assure you that our future results, level of activity or performance will meet these expectations. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. Unless we are required by law to update these statements, we will not necessarily update any of these statements after the date of this presentation, either to conform them to actual results or to changes in our expectations.

Highlights

Record-high order intake of NOK 1,727 million, an increase of 126% compared to first quarter 2017 Appointed largest-ever contract in Norway of NOK 402 million Entering a new and significant market by award of first maintenance contract in Sweden

Key figures Q1

Revenues of NOK 528 million in 2018 vs NOK 341 million in 2017 EBITDA of NOK 2 million in 2018 vs NOK 6 million in 2017 Order backlog of NOK 3,500 million

Subsequent events

Mats Williamsson, former executive in Skanska, was elected new board member at the AGM 19 April, effective from 1 July Dividend of NOK 1.75 per share approved by AGM and paid to shareholders 3 May

Financials

Q1 2018 key figures – profit and loss

• Revenue in Q1 2018 of NOK 528 million (NOK 341 million)
• EBITDA in Q1 2018 of NOK 2 million (NOK 6 million)
• Margins affected by long and cold winter and start-up of large projects
• EBITA in Q1 2018 of NOK -12 million (NOK -3 million)
• EBIT in Q1 2018 of NOK -18 million (NOK -11 million)

(Amounts in NOK million)	Q1 2018	Q1 2017	FY 2017
Revenue	528	341	2 373
Operating expenses	526	335	2 144
EBITDA	2	6	229
EBITA	-12	-3	184
EBIT	-18	-11	149
EBT	-21	-13	144
EBITDA (%)	0.3%	1.8%	9.7%

Order book development

Order book* Q1 2016 – Q1 2018

In NOK million

*Reported figures

Order book development Q4 17 – Q1 18

In NOK million

Q1 2018 key figures – balance sheet

• Cash is NOK 305 million
• Net debt is NOK 105 million
• Intangible assets of NOK 1,012 million
• Equity ratio is 57%
• Dividend of NOK 73 million was paid 3 May

(Amounts in NOK million)
ASSETS	31.03.2018	31.03.2017	31.12.2017
Intangible assets	1 012	629	1 048
Other non-current assets	272	208	287
Other current assets	682	338	741
Cash and cash equivalents	305	328	408
Total assets	2 271	1 503	2 484
EQUITY AND LIABILITIES Total equity	1 300	1 009	1 357
Non-current interest-bearing liabilities	292	138	317
Other non-current liabilities	23	9	27
Interest-bearing current liabilities	118	58	121
Other current liabilities	537	288	662
Total equity and liabilities	2 271	1 503	2 484

Q1 2018 key figures – cash flow

•	Cash flow from operating activities of NOK - 69 million	(Amounts in NOK million)	Q1 2018	Q1 2017	FY 2017
•	Net cash flow from investing activities is NOK 2 million	Profit/loss before tax	-21	-13	144
		Net cash flow from operating activities	-69	-59	133
•	Net cash flow from financing activities is NOK - 27 million	Net cash flow from investing activities	2	-22	-243
	– Payment of borrowings and leasing: NOK - 24 million – Share buyback: NOK - 3 million	Net cash flow from financing activities	-27	-10	92
		Net change in cash and cash equivalents	-94	-91	-18
		Cash and cash equivalents at the start of the period	408	418	418
		Translation differences	-10	1	8
		Cash and cash equivalents at the end of the period	305	328	408

Long-term growth for railway activity in Sweden

Annual average spending in new proposed NTP* Long-term railway spending development**

SEK billion SEK billion

• Continued high activity levels expected in Sweden for 2018
• The new NTP is scheduled for approval during first half 2018 and is a likely trigger for further growth in demand for infrastructure services
• The Government's estimates for railway spending indicate another step-up in activity in 2019 and 2020

Sources: *) Preliminary 2018-29 NTP proposal **) 2006-2020: Swedish national budget: Tables for Investment plan for Trafikvärket and Maintenance of the State transport infrastructure

Continued market growth in Sweden

Building position in the maintenance market

First maintenance contract in Sweden

• Estimated value SEK 357 million over five years from January 2019
• Preventive maintenance and corrective measures on railways around Hallsberg, Sweden
• Involves deliveries across all specialist railway competencies
• Trafikvärket holds options to extend for two years
• Entry to a market with SEK ~5 billion annual value
• Contracts with high visibility and reduced seasonality
• Strengthens NRC Group's strategic position
• For further maintenance work in Sweden
• Expected privatisation of maintenance market in Norway

Long-term growth and improved visibility in Norway

2018 proposed railway spending Long-term railway spending development

• NOK 430 million additional funding to railway operations and maintenance in final 2018 budget vs. proposed budget
• Norwegian Government supportive of increased investments in environmentally friendly transport systems
• Improved visibility on future spending as Bane NOR signed first four-year funding agreement with the Government

*)Sources: The Norwegian national budget, national accounts and the most recent NTP

Revised Intercity plan increases long-term visibility

• Overall investments maintained
• Improved long-term visibility for the railway supply chain
• Unsustainable activity peak in 2024 avoided

Revised plan for Intercity projects

Number of finalised IC projects

SWEDEN NORWAY

Revised Intercity plan increases long-term visibility

• Overall investments maintained
• Improved long-term visibility for the railway supply chain
• Unsustainable activity peak in 2024 avoided

Revised plan for Intercity projects

Number of finalised IC projects

SWEDEN NORWAY

Revised Intercity plan increases long-term visibility

• Overall investments maintained
• Improved long-term visibility for the railway supply chain
• Unsustainable activity peak in 2024 avoided

Revised plan for Intercity projects

Number of finalised IC projects

Several tramline contracts coming up for award in Oslo

Key tramway development projects

Source: Oslo Sporveier

A selection of upcoming tram tender processes

Q1 2018 large turnkey contracts

Confirms strategy

Summary & outlook

• Record-high order intake of NOK 1,727 million
• Order backlog of NOK 3,500 million
• Strong market outlook with project pipeline visibility
• Continue to build orderbook
• Continued focus on consolidation and M&As

Appendix

20 largest shareholders

Per 7 May 2018

INVESTOR	NO OF SHARES	% OF TOTAL	COUNTRY
DATUM	5 100 000	12,05	NOR
MIDDELBORG INVEST	3 310 714	7,82	NOR
ARCTIC FUNDS	2 939 384	6,94	IRL
DNB NOR MARKETS	1 797 951	4,25	NOR
DANSKE BANK	1 463 256	3,46	SWE
SWEDBANK	1 365 240	3,23	SWE
NORRON SICAV TARGE	1 350 000	3,19	LUX
CHARLOTTE HOLDING	1 328 008	3,14	NOR
NORDEA BANK	1 152 708	2,72	SWE
LGA HOLDING	1 133 193	2,68	NOR
SOGN INVEST	1 103 807	2,61	NOR
KGL PROSJEKT 2	1 096 319	2,59	NOR
VERDIPAPIRFONDET ALFRED BERG	975 810	2,31	NOR
JP MORGAN	781 767	1,85	SWE
NORDEA NORDIC	753 999	1,78	FIN
E.K HOLDING	680 000	1,61	NOR
SEB	630 142	1,49	SWE
SEB	540 869	1,28	LUX
VERDIPAPIRFONDET ALFRED BERG	521 787	1,23	NOR
SVENSKA HANDELSBANKEN	500 000	1,18	SWE
TOTAL NUMBER OWNED BY TOP 20	28 524 954	67,41
TOTAL NUMBER OF SHARES	42 327 848

Seasonal fluctuations – reported figures

Revenues Q1 2016 – Q1 2018

In NOK million

EBITDA Q1 2016 – Q1 2018

In NOK million

Segments – key figures quarterly development

	Restated	Restated	Restated	Restated	Restated	Reported	Reported	Reported	Reported	Reported
Norway operations (NOK million)	Full year
	2015	Q1 2016	Q2 2016	Q3 2016	Q4 2016	Q1 2017	Q2 2017	Q3 2017	Q4 2017	Q1 2018
Total revenue	349	113	162	161	168	108	189	255	219	212
Operating profit/loss before depr. and amort. (EBITDA)	27	-5	6	14	-2	-6	10	19	18	-1
Operating profit/loss before amort. (EBITA)	21	-8	3	11	-4	-10	5	13	10	-7
Operating profit/loss (EBIT)	19	-9	2	9	-5	-12	2	8	4	-13
Sweden operations (NOK million)	Full year 2015	Q1 2016	Q2 2016	Q3 2016	Q4 2016	Q1 2017	Q2 2017	Q3 2017	Q4 2017	Q1 2018
Total revenue	330	207	341	439	384	233	396	525	460	316
Operating profit/loss before depr. and amort. (EBITDA)	44	11	34	73	56	19	42	96	62	9
Operating profit/loss before amort. (EBITA)	42	9	32	67	52	15	37	89	55	2
Operating profit/loss (EBIT)	35	3	26	61	47	9	32	84	52	1
Parent, holding companies and eliminations (NOK million)	Full year 2015	Q1 2016	Q2 2016	Q3 2016	Q4 2016	Q1 2017	Q2 2017	Q3 2017	Q4 2017	Q1 2018
Eliminations	0	0	0	0	0	0	-3	-3	-5	-1
Operating profit/loss before depr. and amort. (EBITDA)	-39	-5	-17	-5	-7	-8	-9	-4	-10	-6
Operating profit/loss before amort. (EBITA)	-40	-5	-17	-5	-7	-8	-9	-4	-10	-6
Operating profit/loss (EBIT)	-40	-5	-17	-5	-7	-8	-9	-4	-10	-6