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Salmon Evolution ASA — Investor Presentation 2021
Aug 19, 2021
3732_rns_2021-08-19_e9b978de-e9bd-428f-bb80-e0f759c0201c.pdf
Investor Presentation
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Q2 2021 PRESENTATION
19 August 2021
DISCLAIMER
This presentation (the "Presentation") has been prepared by Salmon Evolution Holding ASA (the "Company" and together with is subsidiaries, the "Group") except where context otherwise requires, solely for information purposes. This Presentation, and the information contained herein, does not constitute an offer or invitation to sell, or any solicitation of any offer to subscribe for or purchase any securities of the Company and neither the issue of the materials nor anything contained herein shall form the basis of or be relied upon in connection with, or act as an inducement to enter into, any investment activity. and do not constitute or form part of any offer, invitation or recommendation to purchase, sell or subscribe for any securities in any jurisdiction.
This Presentation is furnished by the Company, and it is expressly noted that no representation, warranty, or undertaking, express or implied, is made by the Company, its affiliates or representative directors, officers, employees, agents or advisers (collectively "Representatives") as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or the opinions contained herein, for any purpose whatsoever. Neither the Company nor any of its affiliates or representatives shall have any responsibility or liability whatsoever (for negligence or otherwise) for any loss whatsoever and howsoever arising from any use of this Presentation or its contents or otherwise arising in connection with this Presentation. The Presentation comprise a general summary of certain matters in connection with the Group and do not purport to contain all of the information that any recipient may require to make an investment decision. These materials have not been approved, reviewed or registered with any public authority or stock exchange. By attending a Presentation meeting or receiving these materials, you acknowledge that you will be solely responsible for your own assessment of the Company, the Group and its market position, and that you will conduct your own analysis and be solely responsible for forming your own view of the Company and its prospects. Each recipient should seek its own independent advice in relation to any financial, legal, tax, accounting or other specialist advice
This Presentation speaks as of the date hereof. All information in this Presentation is subject to updating, revision, verification, correction, completion, amendment and may change materially and without notice. None of the Company or its affiliates or representatives undertakes any obligation to provide the recipient with access to any additional information or to update this Presentation or any information or to correct any inaccuracies in any such information. The information contained in this Presentation should be considered in the context of the circumstances prevailing at the time and has not been, and will not be, updated to reflect developments that may occur after the date of this Presentation. These materials do not purport to contain a complete description of the Group or the market(s) in which the Group operates, nor do they provide an audited valuation of the Group. The analyses contained in these materials are not, and do not purport to be, appraisals of the assets, stock or business of the Group or any other person. The Company has not authorized any other person to provide any persons with any other information related to the Group and the Company will not assume any responsibility for any information other persons may provide
Matters discussed in this Presentation may constitute or include forward-looking statements. Forward-looking statements are statements that are not historical facts and may include, without limitation, any statements preceded by, followed by or including words such as "aims", "anticipates", "believes", "can have", "continues", "could", "estimates", "expects", "intends", "likely", "may", "plans", "forecasts", "projects", "should", "target" "will", "would" and words or expressions of similar meaning or the negative thereof. These forward-looking statements reflect the Company's beliefs, intentions and current expectations concerning, among other things, the Company's potential future revenues, results of operations, financial condition, liquidity, prospects, growth and strategies. Forward-looking statements involve known and unknown risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The forward-looking statements in this Presentation are based upon various assumptions, many of which are based, in turn, upon further assumptions that may not be accurate or technically correct, and their methodology may be forward-looking and speculative. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond its control. None of the Company or any of its Representatives provide any assurance that the assumptions underlying such forward-looking statements are free from errors nor do any of them accept any responsibility for the future accuracy of the opinions expressed in this Presentation or the actual occurrence of the forecasted developments. Forward-looking statements are not guaranteeing of future performance and such risks, uncertainties, contingencies and other important factors could cause the actual results of operations, financial condition and liquidity of the Company or the industry to differ materially from those results expressed or implied in this Presentation by such forward-looking statements. No representation is made that any of these forward-looking statements or forecasts will come to pass or that any forecast result will be achieved, and you are cautioned not to place any undue influence on any forward-looking statement. Furthermore, information about past performance given in these materials is given for illustrative purposes only and should not be relied upon as, and is not, an indication of future performance.
These materials are not intended for distribution to, or use by, any person in any jurisdiction where such distribution or use would be contrary to local laws or regulations, and by accepting these materials, each recipient confirms that it is able to receive them without contravention of any unfulfilled registration requirements or other legal or regulatory restrictions in the jurisdiction in which such recipients resides or conducts business. In member states of the European Economic Area ("EEA"), the materials are directed at persons, who are "qualified investors" as defined in Article 2(e) of the Prospectus Regulation (Regulation (EU) 2017/1129, as amended) ("Qualified Investors"), and in the United Kingdom only at (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order; or (iii) other persons to whom it may otherwise be lawfully communicated. The materials do not constitute an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, and the securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The materials are not for general distribution in or into the United States of America, but directed only at persons reasonably believed to be a "qualified institutional buyer", as defined in the Securities Act.
This Presentation is subject to Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts with Romsdal City Court as first venue.
- Introduction and highlights
- Extending the ocean potential™
- Operations
- Financials
- Summary and outlook
- Appendices
SALMON EVOLUTION – EXTENDING THE OCEAN POTENTIAL
A Norwegian land-based salmon farming company with a goal to become a global supplier of high-quality and sustainable salmon
Q2 2021 HIGHLIGHTS
Q2 2021
- Construction of Phase 1 at Indre Harøy progressing according to plan – on time and on budget
- Closing of first equity tranche of NOK 27.4 million in Korean JV company K Smart and signed agreement for extended feasibility study for both the smolt and grow out facility in South Korea
- Secured and formalized a NOK 625 million debt financing package ensuring a fully funded platform for Indre Harøy phase 1 and equity commitment for K Smart
- Available cash of NOK 868 million (NOK 2.86 per share) on 30 June 2021
Post quarter events
- Listing of the company's shares at the main list on Oslo Stock Exchange
- Acquisition of renowned smolt company Kraft Laks AS securing in-house sourcing of high quality smolt for Indre Harøy phase 1, with identified growth potential to cover smolt needs for at least Phase 2
ACQUISITION OF KRAFT LAKS
- Kraft Laks has been a family owned smolt producer located in Dalsfjorden in Volda municipality
- Current production of around 1.8 million smolt p.a. but license to produce 5 million smolt p.a. subject to certain conditions
- Documented track record as a high quality smolt producer - smolt production at the site since 1995 under the selling family's ownership
- Over the last years the majority of the smolt produced has been sold to one of the major salmon farmers
- Production technology is based on HFS; reuse of water, CO2 stripping and oxygenation
- Excellent freshwater supply form 3 inlet stations (2 rivers). The company also has a royal resolution securing minimum freshwater supply from the local power station
- The acquisition of Kraft Laks gives Salmon Evolution full operational control over the critical value chain and secures that SE is fully with smolt for phase 1 at Indre Harøy
- Reduced risk and increased flexibility for Salmon Evolution in a cost and capex effective manner
- Identified growth potential to cover SE's smolt needs for at least phase 2 at Indre Harøy
| Background | Kraft Laks AS – Key financials |
|||
|---|---|---|---|---|
| NOKm | 2020 | 2019 | 2018 | |
| Revenues | 27.6 | 30.9 | 26.9 | |
| EBITDA | 8.7 | 11.1 | 10.2 | |
| EBITDA % | 31% | 36% | 38% | |
| Book equity | 19.8 | 23.9 | 16.0 | |
| Total assets | 27.6 | 32.6 | 28.5 |
Transaction highlights
| Enterprise value | NOK 70m 7x last 3 years average EBITDA |
|---|---|
| Share purchase price |
NOK 76.5m |
| Share settlement | NOK 16.6m in new Salmon Evolution ASA shares @ NOK 7.5775 per share (WVAP last 20 days). 12 month lock-in |
| Cash settlement | NOK 35.0m at closing and the remaining as a deferred cash payment |
6 Q2 2021 Presentation
- Introduction and highlights
- Extending the ocean potential™
- Operations
- Financials
- Summary and outlook
- Appendices
CONSERVATIVE APPROACH IN A "DISRUPTIVE INDUSTRY"
There is much to learn, even though we have decades of experience → That's why we start in Norway 2
International expansion can be accelerated with strong local partners → That's why we don't go solo on our first project overseas 3
OPTIMIZED BIOLOGY WITH HFS TECHNOLOGY
- No biofilters less complexity
- Each tank functions as one independent biozone
- Maintenance flexibility, separate cleaning and disinfecting between biomass transfers
- Easy to operate and reduced risk of technical accidents
- Area efficient
HYBRID FLOWTHROUGH ADVANTAGES INCREASED COMPLEXITY ABOVE 65% RECIRCULATION
- Proven technology used in smolt production for decades
- Fresh seawater as primary water treatment source
- Optimal and stable production environment
- Minimal handling of the fish
OUR TECHNOLOGY EXTENDS THE OCEAN POTENTIAL NEW AREAS POSSIBLE FOR LOW RISK PRODUCTION THROUGH USE OF HFS
10 Q2 2021 Presentation
- Introduction and highlights
- Extending the ocean potential™
- Operations Norway
- Financials
- Summary and outlook
- Appendices
INDRE HARØY CONSTRUCTION PROGRESS ACCORDING TO PLAN
- Seven out of twelve fish tanks assembled, remaining fish tanks expected to be completed in Q4
- Solid progress on construction of buildings and structures
- Concrete work on water intake station almost completed and water inlet pipes arrived at site and awaiting installation
- First process equipment and pipes arrived at site and installation work commenced in August
- Peak in workload during Q3/Q4 with an estimated 250 workers on site
- The company remains on track for the first smolt release which is scheduled to be in March 2022 with first harvest in Q4 2022
Concrete work on water intake station almost completed
- Seven out of twelve fish tanks assembled
- Phase 1 at Indre Harøy will consist of 12 fish tanks each with a diameter of 28 meter and a height of 13 meter
- Fully developed, Indre Harøy will consist of 48 fish tanks with a combined cubic capacity of 240,000m3
Photo taken 16th April 2021 Photo taken 8th August 2021
• Both water inlet pipes arrived at site and awaiting installation
• Concrete work on water intake station almost completed
• Two water inlet pipes that is 425 meter and 180 meter long, each with a diameter of 1.6m
• Seawater intake at 25 and 90 meter water depth ensuring fresh and ideally tempered seawater free from sea lice
• The seawater is pumped through UV-filters for cleansing and then distributed to the twelve independently connected fish tanks
• At maximum capacity in phase 1, 245,000 litres are pumped per minute
- Introduction and highlights
- Extending the ocean potential™
- Operations Korea
- Financials
- Summary and outlook
- Appendices
K SMART FARMING – SOUTH KOREA EXPANSION STARTED
- K Smart JV with Dongwon Industries formalized end of March and first tranche of equity investment (NOK 27.4m) completed in May
- Ownership split 49/51% for SE and Dongwon, respectively
- Target construction start for phase 1 during 2022 and first grow out production in 2024
- Commenced extended feasibility study for both the smolt site and grow out site – expected completion October 2021
- In process of retaining Korean civil engineering and project management company
- Most relevant permits filed and pending approval from respective authorities – expect starting to receive approvals during 2H 2021
- Continued focus on recruitment
- Head of Asia Odd Frode Roaldsnes will commence work in September
- Retained separate project manager
- Established joint SE / Dongwon project team
Yangyang on-growing site
Jeongseon smolt site
FIRST MOVER ADVANTAGE IN SOUTH KOREA – A FAST GROWING AND HIGH PAYING MARKET FOR SALMON WITH SOLID PRICE POTENTIAL
18 Q2 2021 Presentation
Consistent premium pricing of salmon to South Korea
K SMART – KEY FIGURES
Summary of estimated KPIs for the South Korean JV facility1)
| Item | Phase 1 | Phase 2 | Total |
|---|---|---|---|
| Capex | NOK 1,400m | NOK 1,300m | NOK 2,700m |
| Total project cost | NOK 1,600m | NOK 1,500m | NOK 3,100m |
| SE equity requirement | NOK 200m | NOK 0m | |
| Annual volume (HOG) | 8,400t | 8,400t | 16,800t |
| Capex / kg (HOG) | NOK ~165 | NOK ~155 | NOK ~160 |
| EBITDA cost / kg (HOG) | NOK 39-41 | NOK 39-41 | NOK 39-41 |
| EBIT cost / kg (HOG) | NOK 44-46 | NOK 44-46 | NOK 44-46 |
Expected strong relative price achievement combined with cost efficient operations enable solid operating margins and high return on invested equity
Dongwon to facilitate debt financing of K Smart at 75% loan to cost
Salmon Evolution's capital contribution of ~NOK 200m is expected to be sufficient to finance both phases. First tranche of NOK 27.4m paid in May 2021
Phase 2 is expected to be financed with issuance of local debt financing and retained earnings from K Smart
- Introduction and highlights
- Extending the ocean potential™
- Operations
- Financials
- Summary and outlook
- Appendices
PROFIT & LOSS
Summary of result
| (figures in NOK 1000) | Q2 2021 | Q2 2020 | YTD 2021 | YTD 2020 | 2020 |
|---|---|---|---|---|---|
| Total operating income | 0 | 0 | 0 | 30 | 704 |
| Personnel expenses | -6 001 | -1 370 | -8 726 | -2 478 | -8 877 |
| Depreciations | -404 | -81 | -767 | -148 | -550 |
| Other operating expenses | -7 567 | -2 021 | -11 260 | -3 775 | -8 954 |
| Operating profit (EBIT) | -13 971 | -3 472 | -20 752 | -6 371 | -17 676 |
| Financial income | 4 017 | 0 | 5 250 | 1 | 1 114 |
| Financial expense Share of net income from |
-41 | -8 | -74 | -16 | -263 |
| associated companies | 3 | 0 | 3 | 0 | 0 |
| Financial expense - net |
3 979 | -7 | 5 178 | -15 | 850 |
| Profit/loss before tax | -9 993 | -3 479 | -15 574 | -6 385 | -16 826 |
| Income tax expense | 0 | 0 | 0 | 0 | 0 |
| Profit/loss for the period | -9 993 | -3 479 | -15 574 | -6 385 | -16 826 |
- Board remuneration expensed in 2q under personnel expenses
- One-off costs relating to OSE listing, debt financing package and Korean JV of NOK ~3.2 million in 2q
- Unrealized agio of NOK 3.5m in Q2 relating to hedging of underlying Euro exposure
- Key management positions in place
- Increasing focus on implementation of quality systems, certifications, digital infrastructure and preparations for commercial activities
- Gradual build-up of organization during 2021 ahead of first smolt release in March 2022
• Feed tender expected to close in Q3
CAPEX INDRE HARØY
- On time and on budget
- Increased capex over the last quarters on back of solid progress on site
- Total CAPEX of NOK 171.8 million in Q2
- NOK 168.0 million related to turnkey project with Artec Aqua
- NOK 3.8 million capitalized personnel and shared cost
- Accumulated capex of NOK 506 million from project initiation in 2019
Accumulated CAPEX Q2 20211 (NOK million) 26 36 103 149 220 334 506 IB '20 Q1 20 Q2 20 Q3 20 Q4 20 Q1 21 Q2 21 Capitalized internal G&A Investments (Indre Harøya) Land
1) Net of grants directly tied to capital expenditure and exclusive of internal capitalized G&A costs.
HIGH ACTIVITY LEVEL ON SITE
- High activity level at Indre Harøy for the remaining of the year
- Completion of concrete works for buildings, structures and fish tanks
- Installation of process equipment and aboveground piping
- Capex expected to peak around NOK 225m in Q3 and 4Q 2021 prior to first smolt release in Q1 2022
1) Net of grants directly tied to capital expenditure and exclusive of internal capitalized G&A costs.
- Introduction and highlights
- Extending the ocean potential™
- Operations
- Financials
- Summary and outlook
- Appendices
ROADMAP TO 70,000 TONNES HOG
SUMMARY & OUTLOOK
- Construction of facility at Indre Harøy progressing according to plan – on time and on budget
- International ambitions JV with Dongwon formalized, with target construction start during 2022
- Global demand growth for salmon expected to continue
- Salmon Evolution's HFS technology addressing industry growth and ESG challenges
- Secured in-house smolt production
- Fully funded for committed projects
Kraft Laks smolt facility
Q3 2021
www.salmonevolution.no
Q&A
- Introduction and highlights
- Extending the ocean potential™
- Operations
- Financials
- Summary and outlook
- Appendices
DEBT FINANCING PACKAGE AT HIGHLY COMPETITIVE TERMS
Summary of bank debt term sheet
| • Nordea and Sparebanken Vest (the "Lenders") |
|
|---|---|
| Lenders | • Innovation Norway |
| • NOK 525 million senior secured credit facility which will be used to finance construction capex for Indre Harøy phase 1 (the "Construction Facility") |
|
| Credit Facilities | • NOK 525 million in long term debt which will refinance the Construction Facility upon completion of Indre Harøy phase 1 and consisting of the following: |
| ➢ NOK 385 million senior secured term loan facility with the Lenders (the "Term Loan Facility") |
|
| ➢ NOK 140 million in a separate long term loan facility with Innovation Norway (the "IN Facility"). |
|
| • NOK 100 million senior secured overdraft facility with Nordea (the "Overdraft Facility") which will be used for working capital purposes, hereunder financing of biomass and receivables |
|
| Term and profile | • The Term Loan Facility will be repaid over a 15 year profile and have a 3 year term from completion of Indre Harøy phase 1 with 2x1 year extension options |
| • The IN Facility has a 15 year term and profile |
|
| Other commercial terms | • Cost and covenant structure aligned with "traditional bank financing" |
| Status | • Closed in June 2021, with first drawing of NOK 50m under the Construction Facility in July which was used to refinance existing NOK 40m bank loan |
CASH FLOW
Cash flow summary
| (figures in NOK 1000) | Q2 2021 | Q2 2020 | YTD 2021 | YTD 2020 | 2020 |
|---|---|---|---|---|---|
| Net cash flow from operating activities | -23 548 | -3 226 | -35 363 | -7 356 | -10 021 |
| Net cash flow from investments activities | -119 484 | -57 980 | -219 580 | -68 245 | -165 961 |
| Net cash flow from financing activities | -4 213 | 244 609 | 474 990 | 244 609 | 802 664 |
| Net change in cash and cash equivalents | -147 245 | 183 403 | 220 048 | 169 008 | 626 682 |
| Cash and cash equivalents at start of period | 1 015 098 | 6 729 | 647 806 | 21 124 | 21 124 |
| Cash and cash equivalents at end of period | 867 853 | 190 131 | 867 853 | 190 131 | 647 806 |
• NOK 500m private placement completed March 2021
• Solid cash position of NOK 868 million per Q2 2021