SoftwareONE Holding AG — Investor Presentation 2021

Sep 3, 2021

Ørn Software Holding Q2 2021 presentation

September 3, 2021

Disclaimer

This presentation (the "Presentation") has been produced by Ørn Software Holding AS (the "Company", and together with its subsidiaries the "Group") solely for information purposes. This Presentation is dated September 3, 2021. The Company does not intend, and does not assume any obligation, to update or correct any information included in this Presentation.

This Presentation includes forward-looking statements that reflect the Company's current views with respect to future events and financial and operational performance. These forward- looking statements may be identified by the use of forward-looking terminology, such as the terms "anticipates", "assumes", "believes", "can", "could", "estimates", "expects", "forecasts", "intends", "may", "might", "plans", "projects", "should", "will", "would" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements reflect the Company's beliefs, intentions and current expectations concerning, among other things, the Company's results of operations, financial condition, liquidity, prospects, growth and strategies. These forward-looking statements are not historic facts. Persons reviewing this Presentation are cautioned that forward-looking statements are not guarantees of future performance and that the Company's actual financial position, operating results and liquidity, and the development of the industry in which the Company operates, may differ materially from those made in, or suggested, by the forward-looking statements contained in this Presentation. The Company cannot guarantee that the intentions, beliefs or current expectations upon which its forward-looking statements are based will occur.

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AN INVESTMENT IN THE COMPANY INVOLVES RISK, AND SEVERAL FACTORS COULD CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS THAT MAY BE EXPRESSED OR IMPLIED BY STATEMENTS AND INFORMATION IN THIS PRESENTATION, INCLUDING, AMONG OTHERS, RISKS OR UNCERTAINTIES ASSOCIATED WITH OUR BUSINESS, SEGMENTS, DEVELOPMENT, GROWTH MANAGEMENT, FINANCING, MARKET ACCEPTANCE AND RELATIONS WITH CUSTOMERS, AND, MORE GENERALLY, GENERAL ECONOMIC AND BUSINESS CONDITIONS, CHANGES IN DOMESTIC AND FOREIGN LAWS AND REGULATIONS, TAXES, CHANGES IN COMPETITION AND PRICING ENVIRONMENTS, FLUCTUATIONS IN CURRENCY EXCHANGE RATES AND INTEREST RATES AND OTHER FACTORS. SHOULD ONE OR MORE OF THESE RISKS OR UNCERTAINTIES MATERIALISE, OR SHOULD UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE DESCRIBED IN THIS PRESENTATION.

This Presentation is subject to Norwegian law and any dispute arising out of or in connection with this Presentation is subject to the exclusive jurisdiction of the ordinary Norwegian courts, with Oslo District Court as agreed legal venue.

Sten-Roger Karlsen CEO

Vidar André Løken CFO

Q2 highlights

• ARR 145.5 NOKm at the end of Q2, +103% growth since Q2 2020
• Q2 2021 revenue 37.8 NOKm, +93% Y/Y
• Q2 2021 adjusted EBITDA margin 22,4%, 25,6% in Q2 2020
• Acquisition of Landax closed in Q2, ARR +21,2 NOKm and 543 new customers
• Focus on integration of acquired companies and building sales capacity to accelerate new sales and cross-sales

Subsequent events:

Acquisition of Rapal signed in June 2021 (closed in July), bringing additional ARR 58,9 NOKm (new total ARR 205 NOKm) and 250 new customers

Pareto Securities has picked up research coverage

The Big Picture

Digitizing asset-heavy industries

• Most companies have fixed assets that need to be efficiently managed
• Ørn provides industry-leading digital tools
• Capture available data
• Digitize workflow
• Create field-apps for onsite maintenance & operations
• Provide analytics and optimization

An industry leading software portfolio Value propositions that enable

Helping all owners of facilities or industrial assets improve operational efficiency and lift sustainability performance

REAL ESTATE MANAGEMENT

ARR NOK

140m

INDUSTRIAL MAINTENANCE AND QUALITY CONTROL

ARR NOK ARR NOK

ENERGY & SUSTAINABILITY MANAGEMENT

50m 15m

strong financial KPIs

• Reduced cost
• Increased efficiency and uptime
• Extended asset lifetime
• Reduced environmental footprint
• Meeting reporting and regulatory compliance needs

A strong Nordic presence

Complementary best-of-breed offering

REAL ESTATE MANAGEMENT

Enables workflow automation and data-driven decision making across facility and property management activities

INDUSTRIAL MAINTENANCE AND QUALITY CONTROL

User-friendly digitalization of maintenance & quality control processes - improving asset uptime, operating efficiency & lifetime

ENERGY & SUSTAINABILITY MANAGEMENT

Helping operators reduce energy cost and improve sustainability record - with efficient monitoring and optimization tools

• Providing a user-friendly and agile, yet powerful, suite of process optimization tools
• Suite of complementary best-ofbreed solutions covering key customer needs

Large reputable Nordic customer base

1) Adjusted for the shortfall of one specific Swedish customer, that was known before acquisition of Avector in January 2020

Strong and consistent long-term ARR growth

*) Including negative adjustment of NOK 2.7 million at year-end 2020

1) Net upsales include upsales, price increases and contraction

2) ARR CAGR Q2 18-Q2 21, including acquisition of Rapal, which was closed in July 2021

Execution of M&A strategy drives ARR growth

• ARR growth primarily driven by acquisition of Landax in Q2
• Q2 churn of 2.1%, negatively affected by with NOK 1.5 million by one specific customer in Sweden that churned, as expected (0.8% adj. churn)
• New sales expected to ramp up in the second half of 2021, as newly hired sales personnel starts to deliver results
• The net retention rate was 98.5 percent in Q2, compared to 96.1 percent in Q2 2020
• The acquisition of Rapal, with closing in Q3, adding NOK 59.2 million to ARR (July 2021)

Significant ARR and customer growth by segment

(ARR NOKm)

Successful M&A execution combined with low churn

Real Estate Management (ARR NOKm)

46,4 46,2 65,3 81,1 80,7 139,9 Q2 20 Q3 20 Q4 20 Q1 21 Q2 21 Q2 21 inc. Rapal +202% +74% 25,5 25,9 26,7 27,8 Q2 20 Q3 20 Q4 20 Q1 21 Q2 21 +95%

Energy & Sustainability Management (ARR NOKm)

• Growth reflecting acquisitions made in Q4-20 and Q1-21, as well as development in new sale and upsell
• Q2 growth driven by new sale and upselling, as well as continued low churn (2.1%).

Industrial Maintenance & Quality Control

49,8

• Landax acquisition in Q2 adds 543 customers and ARR of NOK 21.2 million

• New segment as of Q4 2020 as a result of acquisition. Reduction in Q2 driven by down selling on existing customers.
• New sales resources under training, expected to enhance new sales in H2 2021

Strong revenue growth and sustained high gross margin

§ The revenue growth was primarily driven by acquisitions of MainManager, Entro IT, Facilit and Landax. The group's organic revenue growth was 12% in Q2 Y/Y

§ Substantial untapped scale potential in OPEX base as ARR grow rapidly and cost synergies are extracted from recent and planned acquisitions

• § Strong development in EBITDA. Increase of 69% compared to the same quarter in 2020.
• § Q2 21 margin slightly down as a result of increased headcount related to sales and M&A

Profit and loss statement

P&L Q2 2021 vs Q2 2020

NOKm	Q2 21	Q2 20	FY20
Recurring revenue	32 330	17 623	71 414
Non-recurring revenue	5 443	1 978	10 531
Total revenue	37 773	19 601	81 945
COGS	-3 684	-1 621	-5 900
Gross profit	34 089	17 980	76 045
Total Opex	-27 482	-12 956	-58 153
EBITDA	6 608	5 023	17 892
Special items	1 870		3 652
Adjusted EBITDA	8 478	5 023	21 544
Depreciation and amortisation	-11 912	-5 280	-20 925
Reported EBIT	-5 305	-256	-3 033
Net financial income	-8 422	-299	-2 855
Reported EBT	-13 727	-556	-5 888
Tax	3 295	421	1 685
Net income	-10 433	-135	-4 203
Gross margin	90 %	92 %	93 %
Adjusted EBITDA margin	22 %	26 %	26 %

• Operating revenue growth in Q2 2021 compared to Q2 2020 driven by acquisitions and organic growth of +11.5%
• Adjusted EBITDA +69%
• Special items of NOK 1.9 million is related to the capital raise and IPO
• Increased Depreciations & amortizations reflecting increased activity in the group and the acquisitions
• Negativ Net financial income as a result of a NOK 4.7 million currency loss related to SEK denominated interest -bearing debt, and NOK 3.5 million in interest expense
• Tax calculated as 24% of reported EBT

Strong cash flow and balance sheet

Q2 operating cash flow seasonally low, proceeds from capital raise in Q1 2021 provides M&A fire power

NOKm

Continued M&A execution

Landax and Rapal bring total number of acquisitions last 18 months to 6

• § The leading Nordic provider of Quality Management solutions, with a broad range of functionality including internal control, HSE and HR
• § Currently serving 543 customers with 72,000 users across many industries
• § Web-based and modularized all-in-one concept with recurring licencing model
• § ~NOK 18.6m in ARR, year-end 2020 21.7m in ARR at end of Q2 2021

• § Positioned as a best-of-breed solution with low entrance costs for customer

• § First entry into the Finnish market

• § Leading Finnish Real Estate Software-as-a-Service company
• § Focused on occupancy analytics, space management and smart office solutions
• § HQ in Espoo Finland, 70 employees
• § ~250 customers
• § NOK 59m in ARR, end of Q2 2021
• § Highly complimentary offering to Ørn's existing Real Estate platform

Closed in June 2021 Signed in June and closed in July 2021

Summary and outlook

17

Continue to grow through demonstrated model

Changing to pure SaaS model, upselling, price increases and cross-sales

Opportunistically acquire attractive targets in core/adjacent markets, both for new technology and customers

Proven M&A track record, through 10 successful acquisitions, of which 7 were completed since 2020

1. Acquire 2. Upsell & increase prices 3. Cross-sell

Increase value of customer base by upselling more functionality and increasing prices

Ørn with a highly proficient customer success division, keeping churn low, upselling and enabling price increases

Long track record of successfully upselling and increasing prices, with very low churn in response

Offer acquired technology to rest of customer base, and other products to acquired customers

A one-stop-shop, Ørn can offer customers solutions for their full workflow, enabling cross-selling of products

Scalable platform allowing more products to easily be developed and integrated

Updated high-level financial targets for 2025