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Vow Green Metals AS

Investor Presentation Jul 12, 2021

3786_rns_2021-07-12_e1cdc789-fb68-4b6e-9259-68899326dce1.pdf

Investor Presentation

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Investor presentation July 2021

DISCLAIMER AND IMPORTANT INFORMATION (1)

This Presentation and its appendices (the "Presentation") has been prepared by Vow Green Metals AS, company reg. no. 926 589 989 (the "Company") in consultation with DNB Markets, a part of DNB Bank ASA and Clarksons Platou Securities AS (jointly, the "Managers"), solely for information purposes. For the purposes of this notice, "Presentation" means and includes this document and its appendices, any oral presentation given in connection with this Presentation, any question-and-answer session during or after such oral presentation and any written or oral material discussed or distributed during any oral presentation meeting. The distribution of this Presentation may be restricted by law in certain jurisdictions and persons into whose possession this Presentation comes should inform themselves about, and observe, any such restriction. Any failure to comply with such restrictions may constitute a violation of the laws of any such jurisdiction. Neither the Company nor the Managers shall have any responsibility for any such violations. No representation, warranty or undertaking, express or implied, is made by the Company, the Managers or any of their respective affiliates or 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, the Managers nor any of their respective 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. 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, the Managers or any of their respective affiliates or representatives undertake 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. This Presentation do not purport to contain a complete description of the Company or its prospects. Any analysis contained in this Presentation is not, and does not purport to be, appraisals of the assets, shares or business of the Company or any other person.

An investment in the Company should be considered as a high-risk investment. An investment in the Company is only suitable if you have sufficient knowledge, sophistication and experience in financial and business matters to be capable of evaluating the merits and risks of an investment decision relating to the Company's shares, and if you are able to bear the economic risk, and to withstand a complete loss, of your investment. The contents of this Presentation are not to be construed as financial, legal, business, investment, tax or other professional advice. Each recipient should consult with its own financial, legal, business, investment and tax advisers to receive financial, legal, business, investment and tax advice. In particular, nothing herein shall be taken as constituting the giving of investment advice and this Presentation is not intended to provide, and must not be taken as, the exclusive basis of any investment decision or other valuation and should not be considered as a recommendation by the Company, the Managers or any of their respective affiliates that any recipient enters into any transaction. This Presentation comprises a general summary of certain matters in connection with the Company. This Presentation does not purport to contain all of the information that any recipient may require to make a decision with regards to any transaction. Any decision as to whether or not to enter into any transaction should be taken solely by the relevant recipient of this Presentation. Before entering into such transaction, each recipient should take steps to ensure that it fully understands such transaction and has made an independent assessments of the appropriateness of such transaction in the light of its own objectives and circumstances, including the possible risks and benefits of entering into such transaction. The recipient acknowledges and accepts that it will be solely responsible for its own assessment of the Company, the potential future performance of the Company and the Company' shares.

DISCLAIMER AND IMPORTANT INFORMATION (2)

This Presentation contains forward-looking information and statements relating to the business, financial performance and results of the Company and/or industry and markets in which it intends to operate. Forward-looking statements are statements that are not historical facts and may be identified by words such as "aims", "anticipates", "believes", "estimates", "expects", "foresees", "intends", "plans", "predicts", "projects", "targets", and similar expressions. Such forward-looking statements are based on current expectations, estimates and projections, reflect current views with respect to future events, and are subject to risks, uncertainties and assumptions. Forward-looking statements are not guarantees of future performance and risks, uncertainties 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 the 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 each recipient of this Presentation are cautioned not to place any undue influence on any forward-looking statement.

This Presentation does not constitute an offer of, or an invitation to purchase, any of the shares in the Company.

This Presentation and the information contained herein do not constitute and offer of securities for sale in the United States and are not for publication or distribution to U.S. person (within the meaning of Regulation S under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"). The Company's shares have not been and will not be registered under the U.S. Securities Act, or with any securities regulatory authority of any state or other jurisdiction in the United States, and may not be offered, sold, resold, pledged, delivered, distributed or transferred, directly or indirectly, into or within the United States, absent registration under the U.S. Securities Act or under an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act or in compliance with any applicable securities laws of any state or jurisdiction of the United States.

When distributed in the United Kingdom, its distribution shall be limited to, and directed solely at, "Qualified Investors" who (i) have professional experience, knowledge and expertise in matters relating to investments falling within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 of the United Kingdom, as amended, (ii) are high net-worth entities and other persons falling within Article 49(1)

of the Financial Promotion Order or (iii) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 of the United Kingdom, as amended (the "FSMA")) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "Relevant Persons"). This Presentation is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this Presentation relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. This Presentation does not constitute a prospectus for the purposes of Section 85(1) of the FSMA. Accordingly, this Presentation has not been approved as a prospectus by the UK Financial Conduct Authority (the "FCA") under Section 87A of the FSMA and has not been filed with the FCA pursuant to the UK Prospectus Rules nor has it been approved by a person authorized pursuant to Section 31 of the FSMA. Neither this Presentation nor any part of it may be reproduced, distributed, passed on, or the contents otherwise divulged, directly or indirectly, to any person who is not a Relevant Person without the prior written consent of the Company.

The Company has not authorised any offer to the public of securities or has undertaken or plans to undertake any action to make an offer of securities to the public requiring the publication of an offering prospectus, in any member state of the European Economic Area. This Presentation is an advertisement and this Presentation is only addressed to and directed at persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2 (E) of the Prospectus Regulation (Regulation (EU) 2017/1129). Neither this Presentation nor the information contained herein is being issued, nor may this Presentation nor the information contained herein be distributed, directly or indirectly, to or into any jurisdiction in which such issuance and/or distribution would be unlawful. The Company has not authorised any other person to provide any persons with any other information relating to the Company and neither the Company nor any of the Managers will assume any responsibility for any information other persons may provide.

This Presentation is subject to and governed by Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts with Oslo District Court as exclusive legal venue.

VOW GREEN METALS

  • An industrial processing company Providing products that are essential for the green transition
  • Enabling the metallurgical industry to decarbonize Our products can easily replace fossil carbon with biocarbon in the metal making process
  • Large and growing market As our customers are moving fast to meet new regulation and economic realities in a carbon neutral future
  • A product and promoter of the circular economy Using biomass and biogenic waste as raw materials and source of CO2 neutral energy and feedstock for petrochemical industry as valuable by-products
  • Fully funded, backed by committed partners and buyers of our products Planned for completion in 2022, our first plant in Norway will make Vow Green Metals the largest producer of biocarbon in Europe
  • Supported by Vow Our largest owner and provider of technology and experience in delivering industry scale industrial solutions

COMPANY STATUS

  • Vow Green Metals AS created by and spun off from Vow ASA through a demerger completed in July 2021
  • Shares distributed to Vow shareholders, 1 Vow Green Metals share for 1 Vow ASA share
  • Vow retaining a 30.5% ownership stake
  • Experienced company management and board recruited
  • Planning of company's first biocarbon production facility well underway
  • Agreements in place with feedstock providers Viken Skog and Lindum, and customer Elkem and Vardar Green Energy
  • Company listed on Euronext Growth Oslo on or about 12 July 2021
  • Ticker VGM

Planning of Europe's largest biocarbon factory well underway

Listed as separate company on Euronext Growth on or about 12 July 2021

INVESTMENT HIGHLIGHTS

EXPERIENCED BOARD OF DIRECTORS

Active Board of Directors with industry relevant experience

Narve Reiten Elise Must

Chairman

  • Founder of Reiten & Co
  • Extensive investing and operational experience
  • On the Board of Directors of Vow ASA, Con-Form AS and Navamedic ASA

Education: MSc in Business and Economics from BI and CFA from NHH

Board member

  • Head of Strategy and Sustainability in Batteries at Norsk Hydro
  • Broad experience from Norsk Hydro

Education: MSc in Global Politics and PhD in Political Science from London School of Economics

Kari Stine Tærum

Board member

  • Senior Engineer for R&D in REC Solar
  • 17 years experience from the cellulose industry with Hunsfos Fabrikker

Education: Degree in Pulp Technology from NTNU and degree in Analytical Chemistry from University of Agder

Line Tønnessen

Board member

  • Investment Director in Reiten & Co
  • Strong analytical and corporate finance background

Education: BSc in Business Administration from BI and MBA in Finance and CFA from NHH

Carl Hartmann

Board member

  • CEO of NOAH AS
  • 16 years experience in the oil and gas industry, and 18 years experience in the process industry

Education: Degree in Business Economics from BI and MSc in Chemical Engineering from NTNU

MANAGEMENT WITH PROVEN TRACK RECORD

Dedicated and competent management with 50 years of relevant experience

Chief Executive Officer

  • Broad experience from valorizing biomass on an industrial scale
  • Previously held the position as Director of Operations Support in Norske Skog, where she has held various positions in Germany and Norway since 2005

Education: MSc in Chemical Engineering from NTNU

Chief Financial Officer

  • Broad experience from financial transactions, structured finance and capital markets across several capital-intensive industries
  • Previously CFO of Gram Car Carriers
  • Experience from Höegh LNG and Kistefos

Education: MSc in Finance from NHH

Technology adviser

  • Vice President in Vow ASA, and based on the Cooperation agreement, responsible for technology for metallurgical industry
  • 14 years experience with thermal conversion of biomass. The last seven years at SINTEF
  • Several research projects for Elkem and other potential Vow Green Metals customers

Education: PhD Energy Engineering from Luleå University of Technology

VALUE PROPOSITION OF VOW GREEN METALS

Valorising organic waste | Decarbonizing industry

Scalable and standardized

Input

Biomass and organic waste from forestry or construction

Offtake

Biocarbon (biocoke, biochar, biocoal)

Potential for other Carbon products (graphite, graphene)

CO2 neutral gas

Low-carbon fuels

CO2 removal certificates

End user

Replacing fossilbased reducing agents in Metallurgic Industry

Gas and bio-fuels for industry decarbonization

Build, own and operate plants which produce advanced high-quality biocarbon, CO2 neutral gasses and low-carbon fuels, resulting in diversified revenue streams and risk mitigation

DECARBONIZING INDUSTRIES GLOBALLY

Circular economy will be crucial... ...in decarbonising industries

Across industries, growing realization that waste is value and an asset which must be utilized

Strong demand from energy intensive industries for solutions that can replace fossil coal and fossil energy

BIOCARBON FOR INDUSTRY DECARBONIZATION

Replacing fossil coal and energy

Large emissions from metallurgical industry Vow Green Metals provides the solutions

  • Almost 10% of the world's emissions come from the metallurgical industry
  • The Norwegian metallurgical industry consumes approx. 1 mill tonnes of fossil coal, which represents 7-10% of Norway's annual CO2 emissions
  • Working with Clients that use 40% of the fossil based reducing agents in Norwegian today

  • Biocarbon as a reducing agent: 1 ton of biocarbon reduces up to 3.6 tonnes CO2

  • Replacing fossil energy with advanced high-quality biocarbon from Vow Green Metals is a giant leap for carbon neutrality for metallurgical industry
  • Biocarbon-based steel offers the lowest cost and fastest way to decarbonize
  • CO2 neutral gas and oil as other products

BUSINESS CASE DRIVEN BY INCREASED CO2 TAX

Carbon price is imperative for Vow Green Metals...

As an important part of the price achievement, rising cost on carbon emission supports the economics

Emission Trading Systems (ETS) Designed to reduce CO2 emissions which could drive prices

METALLURGICAL INDUSTRY IS RESPONDING

Elkem is targeting a 40% reduction in CO2 emissions by 2030 by using biocarbon, with an aim to reach net-zero emissions by 2050.

"Using climate-neutral renewable biocarbon instead of fossil coal as a reduction agent is a key part of our sustainable production strategy. Through our activities in biocarbon, like this exciting cooperation with Vow Industries, we aim to secure long-term access to low-cost, highquality renewable biocarbon to replace fossil reduction material, and further improve our competitive position for the sustainable future"

Michael Koenig, Former CEO Elkem

… AND MAJOR INDUSTRIAL PLAYERS HAVE COMMITTED

"We are determined to be a climateneutral company by 2050 in line with the Paris Agreement (…) This means that our vehicles and machines will be emissionfree when in operation, but also that we will review the materials, like steel, used in our products and will gradually switch to fossil-free alternatives here as well (…) This is an important step on the road to completely climate-neutral transports."

Martin Lundstedt, President and CEO at Volvo Group

HUGE REPLACEMENT DEMAND IN EUROPE

Use of coking coal

Primarily used in production of

Metallurgical industry in Europe chasing net zero by 2050

2030 coking coal demand in Europe of est. 56 million tonnes highlights the huge replacement potential with biocarbon

COMMITTED TO BECOME CO2 NEUTRAL BY 2050

Norwegian metallurgical industry commitments

2021 ~1 million tonnes of fossil coal and coke is

consumed annually in Norway

7% of Norway's CO
emissions is due to the
2
consumption of fossil coke in the
metallurgical industry
2030
400,000 tonnes of biocarbon per year is the
estimated demand in Norway (equivalent
to
40x capacity
at first plant phase 1)
~40% of fossil coke is replaced with

biocarbon (Elkem's commitment)
2050
Zero fossil-based coal and coke is consumed
annually in Norway (industry commitment

The metallurgical industry in Norway is CO
-
2

Norwegian biocarbon market

neutral

STRATEGIC PARTNERS IN PLACE

SUPPORTED BY VOW'S PROVEN CAPABILITIES

  • Vow Green Metals has secured strong support from Vow, which will be instrumental in delivering the projects
  • Building on Vow expertise and legacy in technology development and project execution
  • Vow offers solid experience and a track record of delivering complex technology in large industrial solutions
Biogreen
systems in operation
Biomass 17
Plastic and polymers
Calcination
Sludge 6
Other
Total number of systems

Nearly 300 Scanship systems for processing waste and purifying waste water installed on 140 cruise ships

KEY DETAILS OF THE FOLLUM PROJECT

Elkem is targeting a 40% reduction in CO2 emissions by 2030 by using biocarbon. Aim to reach net-zero emissions by 2050 by entirely replacing coal with biocarbon

Joining forces, competence and technology solutions with Elkem ASA to produce biocarbon at Vow Green Metal's planned plant in Norway

  • Production capacity of more than 10,000 tonnes
  • Requiring up to 40,000 tonnes of feedstock
  • Equipment Capex in the range of 175-200 MNOK
  • First production 2H2022, ramping up in 2023
  • Phase I fully funded by 150 MNOK from Vow and 80.7 MNOK granted from Enova in May 2021
  • Fully standardised and replicable facilities

STEPWISE EXPANSION PLAN

Huge market potential

Uniquely positioned

Proven execution capability

Attractive economics

THANK YOU FOR YOUR ATTENTION

Vow Green Metals AS Lysaker Torg 12 | 1366 Lysaker | Norway | www.vowgreenmetals.com Vow

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