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Volue ASA

Quarterly Report Aug 18, 2023

3783_rns_2023-08-18_f5ce5e51-d100-46f1-958e-199908bdf232.pdf

Quarterly Report

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Technology for a sustainable tomorrow

First half-year 2023 interim report

H1 2023, Interim Report Chapter title

Contents

Highlights of the first 3
4
5
6
8
10
11
12
23
24

Highlights of the First Half-Year of 2023

Volue continuing to grow revenues, ARR and SaaS

  • Total operating revenues in the first half-year of 2023 amounted to NOK 715 million, compared to NOK 584 million in first half-year of 2022. For the second quarter 2023, the revenues were NOK 375 million, compared to NOK 298 million for second quarter 2022.
  • The revenue growth for the first half-year of 2023 was 22% compared to the first half-year of 2022. For the second quarter, the revenue growth was 26% compared to the second quarter of 2022
  • The Energy segment continues to grow, increasing from NOK 361 million in the first halfyear of 2022 to NOK 434 million in 2023. This corresponds to a growth rate of 20%. For the second quarter 2023 the revenue increased from 189 million from 225 million in the second quarter of 2023. This corresponds to a growth rate for the second quarter of 19%
  • Adjusted EBITDA was NOK 118 million for the first half year of 2023, compared to NOK 90 million in the same period in 2022. This represents an increase in adjusted EBITDA margin from 15% in first half year 2022 to 16% in first half year of 2023. For the second quarter 2023 adjusted EBITDA was NOK 63 million up from NOK 44 million in the same quarter in 2022. This represents an increase in adjusted EBITDA margin from 15% in second quarter 2022 to 17% in second quarter of 2023.
  • The transformation towards recurring revenues and Software as a Service (SaaS) continues. SaaS revenues were NOK 186 million in the first half-year, an increase of 39% compared to the first half-year of 2022, while annual recurring revenue has increased by 24% in the same period. SaaS revenues were NOK 98 million in the second quarter of 2023, an increase of 43 % compared to the same quarter in 2022, while annual recurring revenue has increased by 27% in the same period
  • Expansion of the European footprint and growing international activities are the main drivers for growth through new markets and solutions such as trading, optimisation, forecast and analysis for the Energy segment, while strong market development in the Nordics is driving the growth for Power Grid and Infrastructure segments.
  • Volue achieves sustained growth through key customer acquisitions, highlighted by strategic wins in the quarter. Notably, the company expands its presence in Japan reaching nineteen paying customers, secures additional contracts for our Insight business line, and clinches a significant Trading Solution deal in Europe. Volue is also pleased to see Smart Power being adopted by new customers as well as extended usage from existing customers.
  • In the second quarter, Volue made its biggest acquisition to date in the shape of Enerim Oy's

Energy Market Services division. Through the acquisition, Volue creates the undisputed Nordic market leader in the space of Portfolio management as-a-service, and is well positioned to become a dominating player in Europe. The acquisition was funded by establishment of new credit facilities of NOK 350 million.

  • In Q2 Volue sold its position within Fire and Chimney with annual revenues of 4,8 MNOK. A net gain on 23 MNOK was booked as other income in the quarter. The net gain is not adjusted EBITDA.
  • The company reiterates the strong market outlook

Subsequent events

There have been no subsequent events relevant to the Q2 2023 reporting.

Key figures

Financial highlights

Amounts in NOK million and per cent

Q2 2023 Q2 2022 YTD 2023 YTD 2022 LTM
Operating revenues 375 298 715 584 1,348
Adjusted EBITDA1 63 44 118 90 232
Adjusted EBITDA margin 17% 15% 16% 15% 17%
EBITDA 80 39 127 79 168
EBITDA margin 21% 13% 18% 14% 12%
Recurring revenues growth (%) 27% 17% 24% 15% 21%
Recurring revenues (% of revenues) 62% 63% 64% 63% 63%
SaaS revenues growth (%) 43% 29% 39% 39% 34%
SaaS revenues (% of revenues) 26% 23% 26% 23% 25%
R&D CAPEX (% of revenues) 8% 9% 9% 10% 10%

1) EBITDA adjusted for non-recurring items.

Financial review

Volue continued the positive development of strong growth in revenues, ARR and SaaS in the first halfyear of 2023. Volue is maintaining the ambition of NOK 2 billion in revenues, including M&A, by 2025.

The company sees a strong development in building a continually increasing recurring revenue base, where the SaaS transformation of the company is steadily progressing with a solid development from the corresponding period last year.

Total operating revenues in the first-half year 2023 amounted to NOK 715 million (584 million). For the second quarter, revenues were NOK 375 million (298 million). This represents a growth of 22% for the first-half year and 26 % for the second quarter compared to the same periods in 2022. The revenues have been positively impacted by 6% from changes in currency during first half year.

Total operating expenses comprises materials and consumables used, employee benefit expenses, other operating expenses, depreciation, amortisation and impairment. The total operating expenses in the first half-year 2023 have increased by 15% to NOK 643 million, up from NOK 559 million in the same period last year. For the second quarter 2023, total operating expenses have increased by 14% to NOK 328 million, up from NOK 287 million in the same period last year. The total operating expenses have been negatively impacted by 5% from changes in currency during first half year.

Materials and consumables used have increased by 12% from NOK 93 million in the first half-year 2022 to NOK 105 million in the first half-year 2023. For the second quarter, the increase is 8% from NOK 50 million in 2022 to NOK 54 million in 2023. This growth is related to increased trading and thirdparty cost.

Employee benefit expenses and other operating expenses increased by 25 % and 16 % respectively, compared to the first half-year in 2022. The increased costs are explained by a higher number of employees and increased activity levels as a result of Volue's strategic decision to pursue growth.

Adjusted EBITDA for the first half-year 2023 ended at NOK 118 million (NOK 90 million for the same period in 2022), while the adjusted EBITDA margin was 16% (15%). For the second quarter 2023, adjusted EBITDA was NOK 63 million (44 million for the same period in 2022), while the adjusted EBITDA margin was 17% (15%).

Recurring revenues ended at NOK 459 million for the first half-year of 2023 (NOK 369 million for the same period in 2022), representing 64% (63%) of total revenues. The SaaS revenues ended at NOK 186 million, representing 26% of total revenues in the period.

Total assets were NOK 2 036 million at the end of the period, compared to NOK 1 861 million at the end of 2022.

Total equity was NOK 878 million at the end of the half-year. Thus, the equity ratio was 43%.

Net cash flow from operating activities in the first half-year 2023 was NOK 173 million, compared to NOK 158 million in the same period in 2022. The development is related to ordinary prepayments from customers and also good underlying performance. Net cash flow from investing activities was NOK -534 million (-62 million) following mainly from acquisitions of Enerim Market Services Division and minority interest, payment of earnout related to the acquisition of Likron (acquired in 2020) and R&D investments. Acquisition of Enerim Energy Market Services division funded through new loan facility of 350 MNOK

Volue's cash balance at the end of the first half-year 2023 was NOK 361 million (445 million at the end of 2022), of these were NOK 43 million restricted cash deposits. The decrease from year-end 2022 is mainly due to net cash flow from investing activities, including the purchase of Enerim Oy. This is partly offset by positive cash flow from financing- and operating activities.

Volue in brief

Volue was established in March 2020 as the result of the merger of four companies: Powel, Markedskraft, Scanmatic and Wattsight. Since listing, Likron was acquired in 2020, ProCom in 2021 and Enerim Energy Market Service division in 2023. Volue transferred listing from Euronext Growth to Oslo Børs in May 2021.

Volue is a market leader in technologies and services that power the green transition. Based on 50 years of experience, Volue provides innovative solutions, systems and insights to industries critical to society. More than 820 employees work with around 2,700 customers across energy, power grid, water and infrastructure projects that ensure a sustainable, flexible and robust future. The company is headquartered in Oslo, Norway and active in 40+ countries.

Volue operates in industry segments that offer critical infrastructure to society, including energy, water supply and infrastructure building. In addition, Volue delivers instrumentation and automation for transport, offshore, maritime and defence purposes.

Volue is operating through three industry segments; Energy, Power Grid and Infrastructure, with eight product lines: Optimisation, Trading, Insight, Market Services, Power Grid, Industrial IoT, Water and Construction.

Volue's digital platforms and innovative solutions support digital water management and the automation of processes and machines for the construction industry. The software suite, built on deep domain knowledge, enables customers across the clean energy value chain to provide services critical to society flexibly, reliably and efficiently, thereby accelerating the green energy transition.

Mission

To build a global technology leader who provides innovative services ciritcal to society, unlocking a cleaner, better and more profitable future

Vision

To develop technology for a sustainable tomorrow

Volue by numbers

820+ EMPLOYEES

2 700 CUSTOMERS IN 40+ COUNTRIES

36 OFFICES IN 8 COUNTRIES

Where we are:

  • Volue's HQ
  • Volue's offices
  • Countries where Volue has customers

Development

Industry segments

The business is organised into three industry segments: Energy, Power Grid and Infrastructure, with eight product lines. The Energy segment delivers solutions that help customers master the energy transition by enabling wall-to-wall digitalisation of the green energy value chain. The Power Grid segment enables power distributors to support the electrification of society by unlocking flexibility and digital management of the power grid. The infrastructure segment offers customers flexible capabilities for digital water management and helps automate processes and machines for the construction industry.

Energy

Revenue in the Energy segment was NOK 225 million for the quarter. The growth rate from the second quarter of 2022 was 19 %. For the first halfyear revenue in the Energy segment was NOK 434 million. Growth rate from first half-year 2022 was 20 %. Adjusted EBITDA margin for the first half year was 20%, towards 21% same period in 2022. EBITDA margin for the quarter (17%) is at the same level as 2022. Volue has initiated a strategical assessment of its ownership in Industrial IoT, which is part of the Energy segment. When looking at Volue without IIoT for H1 2023, adjusted EBITDA margin is estimated to improve by approximately 2 percentage points.

Volue sees high volatility in the power market, which creates tail-wind for the trading software from the company's SaaS-platform as well as increasing demand for the company's services. Volue's business outside the Nordic is growing rapidly and in the home market where Volue is leading, there is a strong development within portfolio management as a service. Combined, this results in strong growth in SaaS revenues. Expansion of the European footprint and growing international activities are the main drivers for further growth through new markets and solutions such as trading, optimisation, forecast and analysis. Part of the international expansion is the establishment of operations in Japan, where Volue are pleased to report the number of customers having increased to nineteen.

Part of Volue's initial focus was the most complex optimisation challenges for hydropower. Since then, the company has expanded its platform into thermal, solar, wind and batteries, which is important to Volue's customers as they continue to operate existing assets, while at the same time expanding capacity in new asset types. Trading solutions is a growing part of the portfolio and the integrated business of Likron and ProCom will be a core part of Volue's offering across the value chain. Going forward, Volue see substantial potential and growth coming from the renewable elements of batteries, wind and solar. Consequently, the company is working to capture such opportunities either structurally, organically or both.

CAPEX levels in the Energy segment represents approximately 7% of sales and are mainly composed of R&D investments.

Volue is making significant investments into new products related to optimisation, trading solutions, analyses and forecast solutions.

In the second quarter, Volue made its biggest acquisition to date in the shape of Enerim Oy's Energy Market Services division. Through the acquisition, measured in 2022 figures, 9,8 MEUR in revenues, 7,9 MEUR in ARR and 2,35 MEUR in EBITDA will be added to the group from Q3. The aquired business will bring approx. 150 new clients, 63 new employees and combined with Volue Market Services creates a strong foundation for further growth for Portfolio management as a service.

Power Grid

Revenue in the Power Grid segment was NOK 89 million for the quarter. The growth rate from the second quarter 2022 was 47%. For the first half-year 2023 revenue was NOK 165 million. The growth rate from the first half-year 2022 was 33%. During the quarter, approximately 4 million in one-time, nonrecurring revenues were recognized.

Within Power Grid, Volue holds a strong market position in the Nordics. The segment delivered strong sales and good progress on project deliveries, resulting in solid uplift in ARR base.

The segment delivered increased Adjusted EBITDA margins and the market outlook for the segment is good. The area invests in new business activity and furthermore sparks investments in SaaS products.

With decades of experience, the Nordic region has built one of the strongest grids in Europe, which is now being put under pressure by the enormous growth in power supply assets that will start playing an active role in the energy system. The electrification of society is progressing, creating new challenges and opportunities. Volue is in a strong position to capitalise on this growth with its 50 years of asset- and vendor- independent experience.

Volue aims to further expand its footprint in the Power Grid segment through its market position in the Energy segment.

CAPEX levels in the Power Grid segment represented approximately 10% of revenues and are related to R&D. All R&D in the segment is supporting Volues SaaS transformation. CAPEX levels are expected to

be steady over the next 12 months as Volue continue to investment in new product development, such as Distributed Energy Resources.

Infrastructure

Revenue in the Infrastructure segment was NOK 62 million for the quarter. The growth rate from the second quarter 2022 was 27%. For the first half-year 2023 revenue was NOK 116 million. The growth rate from the first half-year 2022 was 17%.

For the Infrastructure segment, the shift in business models towards SaaS is progressing as planned. Increased market focus in Sweden and investments of new product gives a margin impact in Q2 compared to Q2 2022.

Volue has so far focused on SaaS transformation in its home market. Volue forecasts further increased profitable growth in Scandinavia, driven by the ongoing expansion to Sweden and Denmark.

CAPEX levels in the Infrastructure segment represents approximately 10 per cent of sales and are expected to remain at these levels in the near term. All investments are directed towards Volue's SaaS offerings.

Risks and uncertainty factors

Volue's Board of Directors and Executive Management conduct risk assessments relating to various dimensions and aspects of operations to verify that adequate risk management systems are in place. The Group's risk management is predominantly controlled by the finance departments in the group companies, under policies approved by the Board of Directors. The responsible identifies, evaluates, and hedges financial risks in close co-operation with the Group's operating units. The Board provides written principles for overall risk management, as well as policies covering specific areas, such as currency risk, interest rate risk and credit risk.

The turbulence in the world economy has had limited impact on Volue in the quarter, and the exposure to Russia is minimal. However, several of Volue's customers are impacted by the changes in the supply of energy following the Ukraine war,

and this may impact Volue's financial situation in the short to mid-term. In the long run the ongoing changes will accelerate the energy transition and furthermore increase the demand for Volue's products and services.

Currently, Volue sees limited risk related to the Ukraine war. The ongoing situation in the world economy has increased inflation and the risk of increased salary and general cost levels. A more global job market and inflation may increase the risk of not getting access to the right competence.

The Group's software platforms and solutions are subject to substantial external threats associated with data security, such as the risk of virus attacks, attempts at hacking, social manipulation and phishing scams. Volue is exposed to cyber risk and continues to invest in cyber security measures.

Market outlook

Volue is a market leader in technologies and services that power the green transition. Based on 50 years of experience, Volue provides innovative solutions, systems and insights to industries critical to society. Over 820 employees work with around 2 700 customers across energy, power grid, water and infrastructure projects to ensure a sustainable, flexible and reliable future.

Furthermore, Volue is a solid company that has a strong position for profitable growth and expansion based on the following pillars:

The shift towards green, non-controllable energy sources drives increased volatility and complexity for customers, requiring dynamic and cloud-based software solutions.

Volue offers wall-to-wall SaaS solutions and has built up a customer base comprising the leading European energy companies.

The ongoing SaaS-transformation creates solid growth in recurring revenues and will strengthen the EBITDA margins through economy of scale as more and more services are delivered through Volue's platform.

Volue continues to prioritise strategic investments in its SaaS platform and expansion into new markets. This creates short- to mid-term EBITDA impact and increased R&D capitalisation in line with plans. Measures are in place to counter margin effects, and Volue will work diligently to improve profitability going forward.

The long-term ambition of NOK 2 billion in revenues, including M&A, by 2025 is maintained. The longterm target of 15% annual organic revenue growth is also maintained. Volue see year-by-year increase of adjusted EBITDA margin, cash conversion, share of ARR and SaaS revenues.

For H2 2023, Volue has the following priorities and ambitions:

  • Position Volue to deliver long-term growth of 15%
  • Continue to grow scalable ARR business in line with long-term targets
  • Focus on profitability initiatives to improve profitability and cash conversion
  • Successfully integrate Enerim Market Services division into Volue and continue to explore structural growth opportunities

Condensed interim financial information

Condensed consolidated statement of income 13
Condensed consolidated Statement of other comprehensive income 14
Condensed consolidated balance sheet 15
Condensed consolidated statement of changes in equity 16
Condensed consolidated statement of cash flows 17

Notes to the Condensed consolidated Financial Statements

Note 1 Basis for preparation 18
Note 2 Estimates 18
Note 3 Related parties 18
Note 4 Subsequent events 18
Note 5 Segments 19
Note 6 Disaggregation of revenue from contracts with customers 20
Note 7 Fair value measurement of financial instruments 21
Note 8 One-off adjustment of depreciation 21
Note 9 New investments 22
Note 10 Borrowings 22

Condensed consolidated statement of income

Q2 Half-year
Amounts in NOK 1000 Note 2023 2022 2023 2022
Revenues 4,5 399 342 298 334 738 833 584 316
Materials and consumables used 54 318 49 797 104 634 93 140
Employee benefit expenses 193 591 144 974 373 331 295 685
Other operating expenses 71 110 64 679 134 224 116 612
EBITDA 80 323 38 884 126 643 78 880
Depreciation and amortisation 8 31 964 26 809 54 609 53 287
Net operating income/(loss) 48 359 12 075 72 034 25 593
Finance income 3 807 6 141 15 255 10 287
Finance costs 2 118 2 004 12 629 9 475
Profit/(loss) before income tax 50 048 16 212 74 660 26 405
Income tax expense 16 365 5 759 22 344 9 590
Profit/(loss) for the period 33 683 10 452 52 316 16 816
Attributable to equity holders of the company 33 683 10 389 52 330 16 792
Attributable to non-controlling interests - 63 -14 23
Basic earnings per share 0.23 0.07 0.36 0.12
Diluted earnings per share 0.23 0.07 0.36 0.12

Condensed consolidated Statement of other comprehensive income

Q2 Half-year
Amounts in NOK 1000 2023 2022 2023 2022
Items that may be reclassified to statement of income
Exchange differences on translation of foreign operations 2 255 15 914 26 138 8 787
Changes on cash flow hedges - -1 812 - -2 163
Income tax related to these items - - - -
Items that may be reclassified to statement of income 2 255 14 102 26 138 6 624
Other comprehensice income/(loss) for the period, net of tax 2 255 14 102 26 138 6 624
Total comprehensive income/(loss) for the period 35 938 24 555 78 455 23 440
Attributable to equity holders of the company 35 938 24 775 78 462 23 418
Attributable to non-controlling interests - 73 -8 21

Condensed consolidated balance sheet

Amounts in NOK 1000 Note 30 Jun 2023 30 Jun 2022 31 Dec 2022
Assets
Non-current assets
Property, plant and equipment 119 418 130 142 123 852
Intangible assets 9 1 037 373 572 864 623 364
Pension assets 5 713 7 919 5 879
Non-current receivables and investments 46 855 35 216 34 600
Total non-current assets 1 209 359 746 140 787 695
Current assets
Inventories 27 335 24 034 29 488
Contract assets 108 039 81 705 54 181
Trade and other receivables 330 106 277 317 542 850
Other current assets - -
Cash and cash equivalents 361 353 475 338 446 350
Total Current assets 826 832 858 390 1 072 870
Total assets 2 036 191 1 604 530 1 860 565
Amounts in NOK 1000 Note 30 Jun 2023 30 Jun 2022 31 Dec 2022
Equity and liabilities
Equity
Share capital and share premium 4 498 184 4 491 089 4 498 184
Own shares -127 -154 -127
Other reserves -3 620 171 -3 708 352 -3 691 918
Capital and reserves attributable to
holders of the company
877 885 782 582 806 138
Non-controlling interests -5 2 862 2 587
Total equity 877 880 785 444 808 725
Non-current liabilities
Lease liabilities 72 825 79 072 77 492
Employee benefits 0 571 0
Other non-current liabilites 10 490 13 979 14 999
Provisions 300 495 300
Deferred tax liabilities 9 213 7 832 22 874
Total non-current liabilities 92 827 101 950 115 664
Current liabilities
Borrowings 10 280 413 9 660 6 892
Lease liabilities 17 707 24 976 18 970
Trade and other payables 108 782 71 757 397 362
Current tax liabilities 52 181 41 450 23 678
Contract liabilities 236 096 183 200 31 411
Provisions 15 930 85 982 77 394
Other current liabilities 354 375 300 117 380 469
Total current liabilities 1 065 484 717 137 936 175
Total liabilities and equity 2 036 191 1 604 531 1 860 564

Oslo, Norway, 17 August 2023 The Board of Directors and CEO Volue ASA

Lars Peder Fensli Board Member

Benjamin Golding Chairman

Board Member

Ingunn Ettestøl Henning Hansen

Board Member

Christine Grabmair

Board Member

Knut Ove Stenhagen Board Member

Kjetil Kvamme Board Member

Annette Maier Board Member

CEO

Vija Pakalkaite Board Member

15

Condensed consolidated statement of changes in equity

Attributable to equity holders of the company
Amounts in NOK 1000 Note Share capital and
share premium
Own
Shares
Other
reserves
Total Non
controlling
interests
Total
equity
Balance at 1 January 2022 4 498 115 -92 -3 733 989 764 035 2 842 766 876
Profit/(loss) for the period - - 16 792 16 792 23 16 816
Other comprehensive income/(loss) - - 6 626 6 626 -2 6 624
Own shares -63 -2 080 -2 143 - -2 143
Other equity transactions -2 729 -2 729 -2 729
Balance at 30 June 2022 4 498 115 -154 -3 715 377 782 582 2 862 785 447
Balance at 1 January 2023 4 498 184 -127 -3 691 918 806 138 2 587 808 725
Profit/(loss) for the period - - 52 330 52 330 -14 52 316
Other comprehensive income/(loss) - - 26 132 26 132 6 26 138
Transaction with owners
Share based remuneration scheme - 2 576 2 576 - 2 576
Acquisition of non-controlling interests - -10 266 -10 266 -2 585 -12 851
Other equity transactions 974 974 - 974
Balance at 30 June 2023 4 498 184 -127 -3 620 171 877 885 -5 877 880

Condensed consolidated statement of cash flows

Half-Year
Amounts in NOK 1000 Note 2023 2022
Cash flow from operating activities
Profit/(loss) before income tax 74 660 26 405
adjustments for:
Depreciation, amortization and impairment 53 109 53 312
Net financial items -1 128 -812
(Gain)/Loss from sales of assets - -246
Total after adjustments to profit before income tax 126 641 78 660
Change in Inventories 2 291 -4 147
Change in other current assets 191 231 -48 568
Change in other current liabilities -135 964 136 731
Change in other provisions 1 278 182
Change in employee benefits 166 -278
Total after adjustments to net assets 185 644 162 579
Change in tax paid -12 215 -4 684
Net cash from operating activities 173 429 157 896
Cash flow from investing activities
Interest received 6 166 2 905
Proceeds from the sales of PPE - 109
Purchase of PPE and intangible assets -83 205 -64 727
Cash flows related to acquisitions -94 610 2 012
Purchase of shares in subsidiaries 9 -362 764 -1 922
Net cash flow from investing activities -534 412 -61 623
Half-Year
Amounts in NOK 1000 Note 2023 2022
Cash flow from financing activities
Movement in short term borrowings 10 268 653 -20 137
Interest paid and realised FX losses -14 516 -3 782
Cash Flow from Own Shares - -4 372
Net cash flow from financing activities 254 137 -28 290
Net change in cash and cash equivalents -106 846 67 982
Cash and cash equivalents at the beginning of the financial year 446 350 404 390
Effects of exchange rate changes on cash and cash equivalents 21 849 2 962
Cash and cash equivalents at end of period 361 353 475 333
Of this relating to restricted cash deposits 43 347 37 710

Notes to the Condensed consolidated Financial Statements

Note 1 Basis for preparation

This condensed interim consolidated financial report for Q2 reporting period ended 30 June 2023 has been prepared in accordance with International Financing Reporting Standards as adopted by the European Union ("IFRS") for interim reporting under International Accounting Standard ("IAS") 34 Interim Financial Reporting. The condensed interim consolidated financial report has not been audited.

The interim report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2022 and any public announcements made by Volue during the interim reporting period.

The accounting policies adopted in the preparation of the interim report are consistent with those followed in the preparation of the Group's annual consolidated financial statements for 2022. New standards effective from 1 January 2023 have had no material effect on the interim report.

Note 2 Estimates

The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Group's accounting policies. Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectation of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances.

Note 2 in the annual report for 2022 provides an overview of the areas that involves a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be wrong.

Note 3 Related parties

Volue has transactions and balances with key management. Note 23 in the annual report for 2021 provides details of transactions with related parties and the nature of these transactions. During first half year board member Henning Hansen has delivered consulting services to the company. Through his fully owned company, Hepe Consulting AS, it has been invoiced NOK 37.500,- ex. VAT to Volue ASA.

All related party transactions have been carried out as part of the normal course of business and at arm's length.

Note 4 Subsequent events

There have been no events after the reporting period relevant for the interim financial report.

Note 5 Segments

Segment information

The Group's management examines the Group's performance both from a product and services perspective and has identified three reportable segments of its business:

Energy - Help customers master the energy transition by enabling end-to-end optimisation of the green energy value-chain by offering software solutions and consulting services related to forecasting and optimsation of the different energy markets.

Power grid - Enable power distributors to support electrification of society by unlocking flexibility and digital management of the power grid. The Group offer both software solutions and consulting services.

Infrastructure - Deliver flexible capabilities for digital water management, consisting of both software solutions and consulting services. Help automate processes and machines for the construction industry.

In order to asses the performance of the operating segments, the Group's management uses a measure of adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA, see below). Compared to EBITDA, non-recurring expenses are not included in adjusted EBITDA. Non-recurring items is related to items that are not part of the ordinary business, such as external costs related to implementation of corporate back-office cloud-based systems (e.g. ERP), M&A related costs and costs related to the share based remuneration schemes. In addition the key performing indicators recurring revenue growth, recurring revenue (as percentage of total revenues), SaaS revenue growth (SaaS) and SaaS revenue (as a percentage of total revenues) are assessed each month.

The measurement basis of segment profit is net operating income. From 2021, all revenues and expenses are distributed to the three reportable segments.

Amounts in NOK 1000 Energy Power
grid
Infra
structure
Other
segments
and
eliminations
Total
Half-year 2023
Operating revenues 433 805 165
324
115
742
0 714
870
Total revenues and other income 433 805 165
324
115
742
0 714
870
Materials and consumables used 59 008 29 458 16 749 -581 104 634
Employee benefit expenses 214 239 86 072 69 893 0 370 204
Other operating expenses 81 085 22 417 19 063 0 122 564
Adjusted EBITDA 79 473 27 377 10 037 581 117 468
Non-recurring items 8 599 3 451 -20 649 0 -8 599
EBITDA 70 874 23 926 30 686 581 126 067
Depreciation and amortization 35 409 9 115 10 084 0 54 609
Net operating income/(loss) 35 465 14 811 20 602 581 71 458
Amounts in NOK 1000 Energy Power
grid
Infra
structure
Other
segments
and
eliminations
Total
Half-year 2022
Operating revenues 361 272 124 020 99 023 0 584 315
Total revenues and other income 361 272 124 020 99 023 0 584 315
Materials and consumables used 63 067 17 785 12 345 -57 93 140
Employee benefit expenses 171 808 72 031 51 845 0 295 684
Other operating expenses 66 312 23 118 16 506 0 105 936
Adjusted EBITDA 60 085 11 086 18 327 57 89 555
Non-recurring items 6 235 2 477 1 964 10 676
EBITDA 53 850 8 609 16 363 57 78 879
Depreciation and amortization 31 051 10 475 11 761 0 53 287
Impairment 22 798 -1 866 4 603 57 25 592
Net operating income/(loss) 22 798 -1 866 4 603 57 25 592

H1 2023, Interim Report Condensed interim financial information

Note 6 Disaggregation of revenue from contracts with customers

The Group derives revenue from the transfer of goods and services over time and at a point in time in the following major product and service lines:

Other
segments and
Energy Power grid Infrastructure eliminations Total
433 805 165 324 115 742 0 714 870
433 805 165 324 115 742 0 714 870
128 304 0 0 0 128 304
305 501 165 324 115 742 0 586 566
433 805 165 324 115 742 0 714 870
361 272 124 020 99 023 0 584 315
361 272 124 020 99 023 0 584 315
285 173
299 143
361 273 124 020 99 023 0 584 316
186 724
174 549
0
124 020
98 449
574
0
0

Note 7 Fair value measurement of financial instruments Amounts in NOK 1000 Level 1 Level 2 Level 3 Total

This note provides an update on the judgements and estimates made by the Group in determining the fair values of the financial instruments since the annual report for 2022.

Fair value hierarchy

To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified its financial instruments into three levels.

Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using valuation techniques which maximise the use of

observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities.

At 30 June 2023
Financial assets
Financial assets at fair value through profit
or loss (FVPL)
- - - -
Total financial assets at fair value - - - -
Financial liabilities
Earn-out - - - -
Total financial liabilities - - - -
At 30 June 2022
Financial assets
Financial assets at fair value through profit
or loss (FVPL)
- - - -
Total financial assets at fair value - - - -
Finacial liabilities
Earn-out - - 57 253 57 253
Total financial liabilities - - 57 253 57 253

The earn-out is a part of the purchase consideration for the purchase of Likron GmbH in 2020 and is based on Likron reaching threshold revenue targets indicating ARR growth for 2021. The earn-out for 2020 was paid out in 2021. Settlement in 50 per cent cash and 50 per cent shares.

Note 8 One-off adjustment of depreciation

In connection with the implementation of a new ERP system in Volue, a technical error in the old ERP system has been discovered. This is related to the of depreciation of fixed assets and activated development cost. As a result some assets have been overdepreciated for a number of years. Since the error has occurred over several years it has not had any material effect on the financial statements for the affected periods and the over-depreciation has been reversed in Q1 2023. Thus, a one-off reduction in depreciation costs of 8,3 MNOK was recognized in Q1 2023.

Note 9 New investments

Volue OY (Enerim OY)

In the second quarter, Volue made its biggest acquisition to date in the shape of Enerim Oy's Energy Market Services division. Through the acquisition, measured in 2022 figures, 9,8 MEUR in revenues, 7,9 MEUR in ARR and 2,35 MEUR in EBITDA will be added to the group from Q3. The aquired business will bring approx. 150 new clients, 63 new employees and combined with Volue Market Services creates a strong foundation for further growth for Portfolio management as a service.

Purchase consideration

Amounts in NOK 1000 Total
Cash paid 364 415
Total purchase consideration 364 415

Assets and liabilities recognised as a result of the acquisition

Amounts in NOK 1000 Total
Intangible assets 74 748
Fixed assets 197
Other receivables 11 109
Cash and cash equivalents 11 704
Other current liabilities -11 704
Net assets acquired 86 055
Purchase price shares in Volue OY 364 415
Goodwill 278 360

Final PPA is not yet completed.

Note 10 Borrowings

The group has during Q2 secured borrowing facilities for the acquisition of Enerim and other general corporate purposes of NOK 350 million. The loan has a duration of three years without down payments before termination date. In addition NOK 200 million on a multi-option facility has been established and drawn on for securing of funds general corporate purposes, including working capital and guarantees.

Responsibility statement

We confirm to the best of our knowledge, that the condensed interim financial report for the period 1 January 2023 to 30 June 2023 has been prepared in accordance with IFRS as adopted by EU, and that the information gives a true and fair view of the Group's assets, liabilities, financial position and result for the period. We also confirm that presented information provides a fair overview of important events that have occurred during the period and their impact on the financial statements, key risks and uncertainty factors that Volue is facing during the next accounting period.

Oslo, Norway, 17 August 2023 The Board of Directors and CEO Volue ASA

Benjamin Golding

Chairman

Board Member

Lars Peder Fensli Ingunn Ettestøl Board Member

Knut Ove Stenhagen Board Member

Kjetil Kvamme Board Member

Annette Maier Board Member

Anja Schneider Board Member Vija Pakalkaite

Board Member

Trond Straume

Board Member CEO

Alternative Performance Measures

Volue ASA presents alternative performance measures as a supplement to measures regulated by IFRS. The alternative performance measures are presented to provide better insight and understanding of operations, financial position and the basis for future developments.

The definitions of these measures are as follows:

  • Adjusted EBITDA: In order to give a better representation of underlying performance, EBITDA is adjusted with non-recurring items.
  • ARR: Annual Recurring Revenues is defined as revenues from recurring contracts including software as a service.
  • EBIT: Profit/loss before tax and net finance cost.
  • EBITDA: Profit/loss before tax, net finance cost, depreciation, amortisation and impairment.
  • SaaS Software as a service. SaaS revenues are defined as revenues from software & services operated by Volue in the cloud.
  • Non-recurring items: Items that are not part of the ordinary business, such as external costs related to implementation of corporate back-office cloud-based systems (e.g. ERP), M&A related costs and costs related to the share based remuneration schemes. In accordance with IFRS IC agenda decision (Configuration or Customisation Costs in a Cloud Computing Arrangement) from April 2021, these costs have not been capitalised, as they previously would have been.

Through digital platforms and innovative solutions, we deliver services critical to society for a cleaner, better, and more profitable future.

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Volue ASA

Chr. Krohgsgate 16 Postboks 9008 NO-0186 Oslo Norway

[email protected] +47 73 80 45 00

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