PGS ASA — Investor Presentation 2023

Oct 26, 2023

Third Quarter 2023 Presentation

Oslo, October 26, 2023

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Cautionary Statement

• This presentation contains forward looking information
• Forward looking information is based on management assumptions and analyses
• Actual experience may differ, and those differences may be material
• Forward looking information is subject to significant uncertainties and risks as they relate to events and/or circumstances in the future
• This presentation must be read in conjunction with the Q3 2023 earnings release and the disclosures therein

Agenda Q3 2023 Earnings Presentation

Rune Olav Pedersen, President & CEO

Q3 highlights Financial summary Order book

Gottfred Langseth, EVP & CFO

Financial review

Rune Olav Pedersen, President & CEO

Operational update and market comments TGS & PGS merger Summary and Q&A

Q3 2023 Highlights

Mixed MultiClient performance

• Strong pre-funding revenues
• Late sales below expectations

Successfully entering offshore wind • First survey completed • Large contract award in Q3

Order book increase

• 28% sequential increase
• Rates holding up into the winter season

Combining PGS and TGS

• Creating the premier energy data company • Substantial synergy potential

Financial Summary

Contract Pre-funding Imaging & Other Late sales

USD million

Order Book Development

• Order book of \$437 million
• Booked position*
• Q4 23: 19 vessel months
• Q1 24: 13 vessel months
• Q2 24: 13 vessel months
• Optimizing vessel schedule for winter season
• Challenging regional transition in Q4

Q3 2023 Financials

Gottfred Langseth, EVP & CFO

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Consolidated Key Financial Figures

(In millions of US dollars share data) , except per	Q3 2023	Q3 2022	YTD 2023	YTD 2022	Year ended December 31 , 2022
Segment Reporting
Produced Revenues	184 8	216 5	543 4	566 6	817 2
Produced EBITDA	125 7	116 1	310 4	301 6	446 7
Produced EBIT Impairments and other charges , net ex.	20 5	32 6	24 1	51 3	108 8
Profit and loss numbers As Reported ,
Other Revenues and Income	157 3	198 5	456 4	608 4	825 1
EBIT Impairment and other charges , net ex.	11 7	33 8	20 7	71 2	117 1
Net financial items	(17 3)	(28 1)	(78 0)	(81 5)	(112 7)
Income (loss) before income tax expense	(5 6)	7 5	(63 5)	(8 6)	(6 7)
Income tax expense	(1 2)	(4 9)	(11 4)	(19 2)	(26 1)
Net income (loss) equity holders to	(6 8)	2 6	(74 9)	(27 8)	(32 8)
(\$ Basic earnings share share) per per	(\$0 01)	\$0 00	(\$0 08)	(\$0 05)	(\$0 06)
Other key numbers
Net cash provided by operating activities	117 6	177 9	351 4	284 9	371 3
Cash MultiClient Investment in library	70 4	33 7	148 1	81 4	106 4
Capital (whether not) expenditures paid or	12 6	9 5	65 3	44 6	50 2
Total assets	1 766 3 ,	1 719 5 ,	1 766 3 ,	1 719 5 ,	1 953 3 ,
Cash and cash equivalents	156 0	179 1	156 0	179 1	363 8
Net interest-bearing debt	571 4	773 0	571 4	773 0	616 7
Net interest-bearing debt including lease liabilities following IFRS 16 ,	654 8	861 6	654 8	861 6	703 9

Q3 2023 Operational Highlights

Contract revenues of \$36.1 million

• 17% of active time used for contract acquisition
• Realized Q3 rates impacted by framework agreement from 2021

Produced MultiClient revenues of \$142.2 million

• Strong client commitments and significant sales from surveys in processing phase secured pre-funding level of 144%
• Cash investment in MultiClient library of \$70.4 million

3D Vessel Allocation and Utilization

• 87% active vessel time in Q3 2023
• Expect 50-60% active vessel time in Q4 2023
• Significant steaming and yard time following high utilization in Q3
• Europe season ended earlier than plan due to adverse weather
• Starting large contract projects late Q4
• Active time allocated approximately equally to contract and MultiClient

Gross Cash Cost Development

• Moderate sequential gross cash cost increase

• More 3D vessel capacity in operation

• Expect full year 2023 gross cash cost below \$550 million

• Includes Sanco Swift on wind projects from Q2 and Ramform Victory in operation from Q3

Balance Sheet Key Numbers

US In millions of dollars	September 30 2023	September 30 2022	December 31 2022
Total assets	1 766 3 ,	1 719 5 ,	1 953 3 ,
MultiClient Library	329 6	322 4	300 3
Shareholders' equity	467 9	371 5	510 3
Cash and cash equivalents (unrestricted)	156 0	179 1	363 8
Restricted cash	62 3	75 5	70 8
Gross interest-bearing debt	789 7	1 027 6 ,	1 051 3 ,
Gross following IFRS interest-bearing debt including lease liabilities 16 ,	873 1	1 116 2 ,	1 138 5 ,
Net interest-bearing debt	571 4	773 0	616 7
Net interest-bearing debt including lease liabilities following IFRS 16 ,	654 8	861 6	703 9

• Cash and cash equivalents (unrestricted) of \$156.0 million
• Net interest-bearing debt of \$571.4 million

Consolidated Statements of Cash Flow

Consolidated Statements of Cash Flow
	Q 3	Q 3	YTD	YTD	Full year
In millions of US dollars	2023	2022	2023	2022	2022
Net cash provided by operating activities	117.6	177.9	351.4	284.9	371.3
Investment in MultiClient library	(70.4)	(33.7)	(148.1)	(81.4)	(106.4)
Investment in property and equipment	(11.5)	(13.2)	(64.7)	(40.0)	(48.6)
Other investing activities	(2.1)	(1.9)	(7.3)	(6.4)	(6.8)
Net cash flow before financing activities	33.6	129.1	131.3	157.1	209.5
Interest paid on interest-bearing debt	(37.4)	(24.7)	(70.5)	(66.5)	(90.5)
Proceeds, net of deferred loan cost, from issuance of long-term debt	69.2		501.7
Repayment of interest-bearing debt	(80.0)	(143.8)	(786.6)	(143.8)	(123.0)
Proceeds from share issue and share buy back	38.5	13.6	38.5	96.3	241.0
Payment of lease liabilities and related interest (recognized under IFRS 16)	(9.9)	(10.3)	(29.5)	(32.2)	(42.5)
Decrease (increase) in non-current restricted cash related to debt service	4.8	(4.6)	7.3	(1.8)	(0.7)
Net increase (decr.) in cash and cash equiv.	18.9	(40.7)	(207.8)	9.1	193.8
Cash and cash equiv. at beginning of period	137.1	219.8	363.8	170.0	170.0
Cash and cash equiv. at end of period	156.0	179.1	156.0	179.1	363.8

• Q3 cash flow from operations reflects continued strong cash collection
• Q3 2022 had a significant working capital "catch-up" from high Q2 revenues
• Successful completion of \$40.6 million private placement

Arbitration Award on 2022 Transfer Fee Dispute

• ~\$30 million revenues recognized in 2022
• Two separate arbitration proceedings initiated
• First arbitration now ruled in favor of PGS
• Expect to receive net ~\$43 million
• Covers agreements where \$18.2 million of revenues were already recognized
• \$16.8 million of additional late sales revenues and \$7.6 million of interest income recognized in Q3 2023
• The second arbitration proceeding scheduled to conclude during second half 2024 unless settled earlier

(In millions of US dollars)	Q4 2022	Q1 2023	Q2 2023	Q3 2023
Term loan B, due 2024	737.9	137.9	137.9	69.8
Super Senior Loan, due 2024*)	50.0	50.0	50.0	50.0
Export Credit Financing, due 2025	100.3	52.1	46.9	41.7
Export Credit Financing, due 2027	163.1	116.4	110.0	103.2
Senior Notes, due 2027		450.0	450.0	450.0
Term loan, due 2026				75.0
Total	1,051.3	806.4	794.8	789.7

*) The Super Senior Loan can be extended by 1 year at the Company's option.

Q1 2023

• Issued new \$450 million senior secured bond with 4-year tenor
• Repaid \$600 million of Term loan B
• Repaid the remaining \$83 million deferred Export Credit Financing amount (from 2021 debt rescheduling process)

Q3 2023

• New term loan of \$75 million, maturing 2026
• \$68 million repayment of Term loan B

Quarterly amortization on Export Credit Financing of ~\$12 million

Rune Olav Pedersen, President & CEO Operational Update and Market Comments

Fleet Activity October 2023

High Contract Sales Leads - Recovering Active Tenders

• Sales leads at high levels

• Active tenders dip due to significant contract awards

• Seismic vessel supply reduced from almost 60 3D vessels in 2013 to ~17 in today's market

• Seismic vessel supply in 2019 was ~25 3D vessels
• Majority of capacity controlled by PGS and Shearwater

Successfully Entering Offshore Wind Site Characterization Market

• Successfully completed first offshore wind site characterization project in Q3 for partners bp and EnBW in the Irish Sea
• Awarded large offshore windfarm site characterization contract in the US
• Mobilization commenced late in Q3
• PGS solution to reduce time for wind farm site characterization attracts considerable client interest
• Ordered a second Ultra High Resolution 3D streamer set

Strategic Rationale for Combining PGS and TGS

Complete, fully integrated service provider with "best-in-class" technologies from A to Z

Strong geographical fit with complementary MultiClient libraries and in-house acquisition capacity of both streamer and OBN

Vessel capacity for MultiClient ambitions

Similar cultures and values

Scale allows for better utilization of OBN, streamer and imaging

Significant synergies

Market capitalization of USD +2.5bn

Significant Synergy Potential

Preliminary synergy estimate

• 1. Related to corporate and admin costs, office leases, software costs, data management, high performance computing, source vessels etc.
• 1. Assuming 2-3% higher fleet utilization from TGS MC projects
• 1. Assuming 3-4% lower interest rate in \$500 million of gross debt

• Preliminary synergy estimate of approximately \$100 million (ex. tax)

• Operating costs
• Updated estimate of \$60-70 million
• Previous indication of "more than \$50 million"
• Fleet utilization
• Analysis of combined historical vessel need suggest 2-3% higher utilization rate
• Value of \$15-20 million p.a.
• Debt cost
• PGS bond yield reduced almost 3.5% after announcement
• Potential annual saving of \$15-20 million p.a long-term
• Additional savings from tax losses carried forward

2023 Guidance

	Group cash cost	MultiClient cash investment	Active 3D vessel time allocated to Contract	Capital expenditures
2023 Guidance	<\$550 million	~\$190 million	~45%	<\$100 million
Year-to-date	\$393.3 million	\$148.1 million	41%	\$65.3 million

Mixed MultiClient performance Successfully entering offshore wind

Significant order book increase PGS and TGS creating the premier energy data company

Thank You

Questions?

COPYRIGHT

The presentation, including all text, data, photographs, drawings and images (the "Content") belongs to PGS ASA, and/or its subsidiaries ("PGS") and may be protected by Norwegian, U.S., and international copyright, trademark, intellectual property and other laws. Accordingly, neither the whole nor any part of this document shall be reproduced in any form nor used in any manner without express prior written permission by PGS and applicable acknowledgements. In the event of authorized reproduction, no trademark, copyright or other notice shall be altered or removed. © 2023 PGS ASA. All Rights Reserved.

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Appendix Planned Yard Stays* Next Quarters

Vessel	When	Expected duration	Type of yard stay
Ramform Titan	Q4 2023	27 days	General maintenance, SourceLink upgrade and Gemini installation
Ramform Atlas	Q4 2023	12 days	10-year classing
Ramform Tethys	Q4 2023	29 days	Drydock for 7.5-year classing and general maintenance