SoftwareONE Holding AG — Investor Presentation 2022

May 20, 2022

Ørn Software Holding Q1 2022 presentation

20 May 2022

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 May 20, 2022. 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.

By their nature, forward-looking statements involve, and are subject to, known and unknown risks, uncertainties and assumptions as they relate to events and depend on circumstances that may or may not occur in the future. Because of these known and unknown risks, uncertainties and assumptions, the outcome may differ materially from those set out in the forward-looking statements. These forward-looking statements speak only as of the date on which they are made.

The information contained in this Presentation is furnished by the Company and has not been independently verified. No representation or warranty (express or implied) is made as to the accuracy or completeness of any information contained herein. None of the Company or any of its subsidiary undertakings or any such person's directors, officers, employees, advisors or representatives shall have any liability whatsoever arising directly or indirectly from the use of this

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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.

This presentation includes the use of the following Alternative Performance Measures: Annual Recurring Revenue (ARR), Organic growth in ARR, Net retention, Adjusted EBITDA and Churn rate. These are defined in Ørn Software's Q1 2022 report.

Vidar André Løken CFO Sten-Roger Karlsen CEO

3

Y/Y organic ARR growth2) 22.4% Operating cash flow 67.5m Adj. EBITDA margin1) 29.4% Churn 3% Net retention rate2) 107% Gross margin 89.1%

Strong performance in Q1 2022

2022 priorities communicated in March 2022

• Take out revenue and cost synergies from the string of acquisitions in 2020 and 2021
• Implement measures to significantly increase profitability and cash generation
• Continuing to scale commercial organization to improve new business and exploit potential in cross sales

Foundation laid in 2021 allows for Ørn to take a step-change in profitability in 2022

1. Adjusted for special items

2. Adjusted for FX effects

Q1 Operational highlights

• Finalizing plan for revenue and cost synergies from recent M&A
• Execution initiated in Q2, with financial results Q2-Q4 2022
• High public tender activity building sales pipeline
• Accelerated organic growth with several significant wins:
• 2.2 NOKm ARR agreement with Trøndelag County Authority
• 7.8 NOKm ARR upsell and expansion for Finnish customer MAKU (Maakuntien tilakeskus Oy)
• 1.7 NOKm ARR agreement with Norwegian Public Road Administration (awarded in March, but signed in April)
• Implemented price optimization representing +12 NOKm
• Implemented IFRS financial reporting standard
• Product releases:
• A new Customer Portal for our real estate platform is launched
• New Power BI integration for energy and sustainability solution

Value creation through best -of -breed worksite management software

We enable stakeholders of facilities and assets to improve quality, operational efficiency and sustainability performance

Leading position within several segments

Real Estate Management Industrial Maintenance & Quality Control

Energy & Sustainability Management

The beauty of Software as a Service (SaaS)

Our growth journey

11.5x

ARR increase

77.5% 1)

CAGR (total)

CAGR (organic)

Q1 highlights

Significant organic ARR growth acceleration

• Accelerated organic ARR growth of 9.3%1) quarter-on-quarter in Q1
• Strong new sales supported by increased sales capacity
• Significant effect of annual price optimizations imposed in Q1
• Q1 churn of 3.0%
• The trend of increased new sales has continued in Q2

Significant ARR and customer growth

Real Estate Management (ARR NOKm)

Industrial Maintenance & Quality Control (ARR NOKm)

Energy & Sustainability Management (ARR NOKm)

• Growth reflecting acquisitions made in Q1-21 and Q3-21

• Organic growth of 14.1% Y/Y Q1- 221)

• Q2-21 growth driven by acquisition of Landax

• Organic growth of 57.2% Y/Y Q1-22

• New segment as of Q4-2020 as a result of acquisition

• Organic growth of 3% Y/Y Q1-221)

Strong revenue growth and sustained high gross margin

• Growth is primarily driven by acquisitions of MainManager, Entro IT, Facilit, Landax and Rapal
• Gross margin decrease in Q4 as acquired companies have higher COGS related to nonrecurring revenue. In Q1-22 gross margin increased to 89%, but still lower because of low non-recurring revenues in Q1-22

• Wrong accruals according to salaries in Q3 with NOK 3.5 million made Q3 OPEX figures lower than actual. Adjusted for this the adjusted OPEX level was around 70% in both Q3 and Q4, same as Q1-22

Q1 21 Q2 21 Q3 21 Q4 21 Q1 22

• § Driven by acquisitions Ørn's adjusted EBITDA is more than doubled from Q1-21
• § After corrections for wrong accruals in Q3 and Q4 our adjusted EBITDA level was around NOK 18-19 million
• § In Q1-22 adjusted EBITDA was NOK 19.1 million, negatively impact by lower non-recurring revenues in Q1-22

Profit and loss statement

• Operating revenue growth in Q1 2022 compared to Q1 2021 driven by acquisitions and organic growth
• Adjusted EBITDA +113%
• Special items of NOK -1.5 million mainly related to changes in employer's contribution to the option scheme bonuses and one-off corporate development projects
• Increased depreciations & amortizations mainly related to acquisitions
• Net financial income in Q4 2021 was NOK -1.6 million. NOK 5.7 million reflecting interest expenses and other loan related expenses, and positive currency effects
• Reported tax in Q1 2022 was NOK -0.4 million, using a flat 22% assumption on profit before tax

NOKm	Q1 22	Q1 21	FY 21
Recurring revenue	59 868	27 325	164 511
Non-recurring revenue	5 222	3 882	31 930
Total revenue	65 089	31 207	196 441
COGS	-7 074	-1 722	-20 567
Gross profit	58 015	29 485	175 874
Total Opex	-40 416	-37 382	-141 499
EBITDA	17 600	-7 896	23 691
Special items and M&A cost	-1 525	-16 873	-32 459
Adjusted EBITDA	19 125	8 976	56 151
Depreciation and amortisation	-17 735	-8 923	-52 174
Reported EBIT	-135	-16 819	-28 482
Net financial income	-1 583	5 702	-18 461
Reported EBT	-1 718	-11 117	-46 943
Tax	-378	-2 727	8 005
Net income	-1 340	-8 390	-38 938
Gross margin	89 %	94 %	90 %
Adjusted EBITDA margin	29 %	29 %	29 %

Cash flow and balance sheet

Cash flow bridge

Outlook full year 2022

Revenue around	Adj. EBITDA-margin	Target CAPEX/revenue
270 NOKm	32–34%	16%
Up from 194 NOKm in 2021	Up from 29% in 2021	Down from 17% in 2021
Software expects to be cash positive in FY2022 1) Ørn

High-level targets for 2025

Organic growth

430 NOKm ARR

Profitability

EBITDA

margin

45%

Market recognition

Dominant European player