kistefos as · • this presentation may include certain forward-looking statements, estimates,...

May 2018

Kistefos ASCompany update

Disclaimer

2

• This presentation has been prepared by Kistefos AS (THE «Company») for information purposes only. The presentation does not constitute an offering of securities of the Company or any affiliated company thereof

• The distribution of this presentation may, in certain jurisdictions, be restricted by law. Persons in possession of this presentation arerequired to inform themselves about and to observe any such restrictions. No action has beed taken or will be taken in any jurisdiction by the Company that would permit the possession or distribution of this presentation in any country or jurisdiction where spescific action for that purpose is required

• Unless otherwise indicated, the information contained in this presentation is current as of the date hereof. Neither the publication nor distribution of this presentation shall under any circumstances create any implication that there has been no change in the Company`saffairs since the date hereof or that the information in the presentation is correct as of any time since its date. The Company does not assume anyobligation to update or revise any of the information set out herein.

• This presentation may include certain forward-looking statements, estimates, predictions, influences and projections with respect to anticipatedfuture prefomance and as to the market for products or services which may reflect various assumptions made by the management of the Company. These assumptions may or may not prove to be correct and no representation is made as to the accuracy of such statements, estimates, projections, predictions and influences. These statements and forecasts involve risk and uncertainty because they relate to events and depend on cicumstancesthat will occur in the future. The information and options contained in this presentation are subject to change without notice and the Company assumes no responsibility or obligation to update publicly or review any of the forward-looking statements contained herein.

• No representation or warranty (expresed or implied) is made as to, and no reliance should be placed on, the fairness, accuracy or completeness of theinformation contained herein. Accordingly neither the Company nor any of its directors or employees will accept liability whatsoever arising directlyor indirectly from the use of this presentation

KISTEFOS OVERVIEW ADVANZIA BANK APPENDIXOTHER PORTFOLIO

COMPANIES FINANCIALS

3

Kistefos in brief

Kistefos AS was established in 1998 when Mr. Christen Sveaas merged his various investment vehicles into one company

Kistefos has major investments in financial services, telecommunications, IT, commercial real estate development, logistics, offshore services and various financial investments

Value creation is achieved through financial and industrial expertise in core sectors and active ownership – investments range from start-ups to mature companies and the investment mandate is flexible with respect to horizon and asset classes

Experienced team and strong owner with proven track record in value creation and executing successful transactions across sectors

Kistefos’ investment portfolio is mainly focused towards Europe, and is managed from Oslo, Norway

The Company

Christen SveaasFounder, chairman and owner

Founder & owner Christen Sveaas has more than 35 years of

experience with investment companies

Mr. Sveaas has had several board positions, including Treschow-Fritzøe AS, Board member of Stolt-Nielsen SA, Orkla ASA, SkipsKredittforeningen AS, Vestenfjeldske Bykreditt AS, Tschudi & Eitzen Shipping AS, and he has served as senior advisor to EQT, Sweden

Mr. Sveaas is presently Executive Chairman of Kistefos AS and A/S Kistefos Træsliberi, Vice Chairman of the board of The Kistefos Museum Foundation and Chairman of Anders Sveaas' Allmennyttige Fond, a Norwegian charitable foundation. He is member of Dean's Council’s Executive Committee, Harvard Kennedy School, Boston, USA

Mr. Sveaas is a member of Tate International Council, and is a founding member of theMetropolitan Museum International Council. Further, he is a Global Patron of Art Basel

Mr. Sveaas is educated at University of St. Gallen, Switzerland. Lic. Oec. HSG; equivalent to an MBA

4

55%

22%

23%

Portfolio market value of NOK ~6 billion per December 31, 2017

Portfolio values (December 31, 2017)* Comments

Kistefos currently has influential stake in a portfolio of a dozen, plus a few financial investments with smaller stakes

Total portfolio market values of NOKbn ~6 as of 31 December 2017 using Kistefos’ internal valuations

Advanzia valuation is based on a price-to-earnings multiple equal to the average of a peer group consisting of Bank Norwegian, Komplett Bank, Nordax Bank, Resurs Bank and TF Bank as of 31 December 2017, which read a 12.1x on a consensus 2017e basis

The value of the investment in Viking Supply Ships is based on prevalent vessel broker values relative to book values

Valuation of other portfolio companies are based on internal valuations

Interest bearing debt of NOKbn ~1.6 and cash and cash equivalents of NOKbn 0.5 brings value adjusted equity to NOKbn 4.9

Based on bond covenant reporting as of 31 December 2017, the market-adjusted equity is NOKbn 4.0 (65%)

NOKbn ~6

Financials

Technology and services

Logistics & Offshore services

* Kistefos valuation. ** as of 31 December 20175

~6.0

1.6 0.5

~4.9

Portfolio marketvalue

Int. bearing debt Cash and cashequivalents

Value adjustedequity

Gross and net market values (NOKbn)

Company Description Industry Ownership

Advanzia Bank S.A. (“Advanzia”) is a credit card bank based in Luxembourg, offering no-fee credit cards and deposit accounts to customers within the EU. Germany is the main market, additional markets include France, Austria and Luxemburg

Financials

Viking Supply Ships (“VSS”) has world leading expertise in operations in areas with ice and extreme weather conditions

Offshore services

Western Bulk Chartering (“WBC”) is one of the world’s leading logistics operators in the Handymax and Supramax market

Logistics

Oslo Airport City was established in 2016 by a consortium of experienced entrepreneurs in real estate and land development by purchasing several prime located land areas in the Gardermoen area outside of Oslo. Built around the previous Kistefos companies of Bergmoen and Gardermoen Forum

Real estate

1881 Group owns Opplysningen 1881 and Digitale Medier 1881, which combined is the leading Norwegian provider of personal and corporate directory services via phone, SMS, web and mobile applications

TMT

The key investments are diversified across sectors and provide liquidity through dividends or potential for realization

60.3%

78.6%

75.0%

27.0%

100%

6


NextGenTel provides fixed and mobile internet communications direct to consumer and to small businesses segments

Promon is a Norwegian technology company specializing in securing software applications within the cyber-security segment. Promon focuses on solutions that are incorporated into applications, and can recognize and prevent attacks without human intervention - so-called RASP (Runtime Application Self Protection) technology

TradeIX is rewiring trade finance by providing the most connected and secure platform infrastructure for banks, asset managers, B2B networks and value added service providers. Built on distributed ledger technology, the platform’s applications, developer tools, and core protocol represent the dawn of the “internet of trade”

The company provides trade finance solutions on its platform unlocking billions of working capital that has not yet been accessed by financial institutions or alternative funders

The San Francisco based company provides cloud based phone services that adds a second line to mobile phones, tablets and computers with the simplicity of an app

Strong TMT track record with a portfolio of exciting investments

30.4%

26.7%

47.1%

25.0%

7

An active 2017 with both exits and new investments

8

April 2017 The Norwegian Competition

authority (“NCA”) approved the announced sale of Phonero to Telia

Kistefos’ remaining share was 20% at the time, post the initial divestment in 2015 to Norvestor

The sale released NOKm 400 to Kistefos, a multiple to cost of 2.7x since 2015

September 2017 Kistefos owned ~31% of the

shares in Infront pre-IPO

The IPO was closed late September and valued Infront at NOKm 498 pre-money

Kistefos controlled ~8.9% of the total shares outstanding post the transaction

January 2018 In January 2018, VSS

successfully negotiated a restructuring with the banks with adjusted loan terms, including reduced instalments and interest payments until the first quarter of 2020

As part of the restructuring, Kistefos invested SEKm 98 in a rights issue raising SEKm 123 in total proceeds

August 2017 Kistefos subscribed for NOKm

~80 in Insr’s private placement in connection with the acquisition of NemiForsikring, giving an ownership of ~9% post money

September 2017 All operational subsidiaries

divested

Liquidation process started

Small positive cash effect for Kistefos

November 2017 Issued NOKm 600 bond issue

(“KIST05”) in November 2017

The net proceeds from the placement was used to partly repurchase KIST04 and for general corporate purposes providing Kistefos with an extended maturity profile

Major events since January 2017

October 2017 Kistefos purchased shares in

NextGenTel for approximately NOKm 98

After the purchase Kistefos controls ~25% of the total shares outstanding

In April 2018, Nextgentelagreed to sell Kvantel to Broadcom for around NOKm250

December 2017 Kistefos AS divested all the

remaining ~2.3m shares in Infront at a price of NOK 24,5 per share, with gross proceeds of NOKm 57

Nov./Dec. 2017 Kistefos purchased ~3.1m and

1m shares in Sevan Marine ASA during November and December 2017, respectively

After the latest purchase, Kistefos controls 11.2% of the shares outstanding (~5.8m shares in total)

Kist05 Bond Issue

A proven track record of successful exits…

Company Kistefos Ownership Exit year Gross Exit value

(Kistefos’ share)Multiple to cost* Description

31% 2017 NOKm 170 5.7x Infront offers electronic trading solutions and real-time market data, news and

analytics covering over 50 exchanges worldwide Listed on Oslo Børs September, 2017

57% 2016 NOKm 392 1.8x Holder of ~1,000,000 sq.m. of land close to Oslo Airport Sold to a consortium of investors with a reinvestment of NOKm 205 for a continued

ownership

20% 2016 NOKm 400 2.7x Sold to Telia Company AB Subject to approval from Competition Authority

57% 2015 NOKm 750 10.7x Second largest business telecom provider in the Norwegian market Sold to Norvestor, with re-investment of NOKm 152 for a continued 20.1% ownership

29.9% 2015 NOKm 461 6.7x Provides consumer loans and credit cards to Norwegian clients through a no-branch,

fully digital distribution model Sold to Resurs Bank, yielding a strong return to Kistefos

100% 2015 NOKm 218 1.6x Chinese private equity fund investing in Chinese companies with exposure to domestic growth across a wide range of sectors and industries

100% 2013 NOKm 317 3.7x Sells directory listings and banner advertising on www.1881.no Spin-off from Opplysningen 1881 ultimo 2010 Sold to Amedia AS, yielding a strong return to Kistefos

100% 2012 NOKm 140 n/a Owns and operates seven large North Sea barges in the offshore markets for

construction, windmill projects and decommissioning Fleet sold to Ugland Shipping AS, yielding a strong return to Kistefos

CNEI

9 * Including dividends

317

2,914

273

21

750

187

394

10

461

72

154

10

218

34

13

2013 2014 2015 2016 2017 SUM

…has released significant liquidity over the past five years…

Realized investments (NOKm) Comments

Divestments of NOKbn ~2.9 since 2013 within IT/telecom, shipping & offshore, finance and real estate

During 2017, close to NOKm 600 has been realized (mainly sale of remaining part of Phonero and IPO and sale of shares in Infront in September/December 2017)CNEI

10

5678

37 45 30

30

179*

87

162

61

198

728

13

46

66

2013 2014 2015 2016 2017

Opplysningen 1881 Advanzia Western Bulk Viking Supply Ships Phonero

…combined with solid annual dividends from the portfolio…

Dividend history – portfolio companies (NOKm) Comments

Advanzia is the primary source of dividends, and has demonstrated strong dividend capacity since 2013 (paid out EURm 95 in period 2013-17 on 100% basis. Net profit after tax of EURm 172 in the same period)

Opplysningen 1881 has a history of strong and consistent free cash flow with NOKm 246 in dividends to Kistefos since 2013 – strong dividend capacity expected to continue

Western Bulk and Viking Supply Ships have contributed with NOKm 336 in dividends since 2013

Kistefos will continue to keep investments contributing with dividends to the parent company

292

342

236

207

91

5y avg. NOKm ~234m

11 * Including EUR 12m in capital reduction (on 100% basis)

497

332

300

300

614668

668

328 392

1,151

1,325

381

839

1,055

800680

200

600

YE 2013 YE 2014 YE 2015 YE 2016 YE 2017

KIST01 KIST02 KIST03 KIST04 KIST05 Bank Net debt

…has kept net interest-bearing debt at a comfortable level

Outstanding debt in Kistefos AS (NOKm) Comments

Current interest bearing debt consists primarily of unsecured bond debt

The nominal amount of KIST04 is NOKm1,000, but the company has repurchased NOKm 320 giving a net balance YE 2017 of NOKm 680

KIST01, KIST02 and KIST03 were repaid at maturity

NOKm 300 bank financing is debt in a subsidiary with share pledge in Advanzia Bank and guarantee from Kistefos AS

1,592

668

1,100

1,580

1,439

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KISTEFOS OVERVIEW ADVANZIA BANK APPENDIXOTHER PORTFOLIO COMPANIES FINANCIALS

13

n.a. 97 160164

226 306 405499 605 732 890

1170 119410%

20% 23% 26%34%

40%48% 44% 41% 40%

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Q1'2018/LTM

Advanzia Bank – a consistent growth story…

Advanzia Bank S.A (“Advanzia”) is a Luxembourg-based fully digital bank incorporated in 2005 focusing on the European market

Current product offering comprises revolving no-fee Mastercard Gold credit cards for B2C and B2B, traditional deposit accounts as well as professional card services forbanks and financial institutions

Highly scalable business model with no physical branches – characterized by attractive interest margins, cost efficient operations and moderate credit losses

EEA cross-border banking license granted from the CSSF – current operations in Luxembourg, Germany, France and Austria (entering Spain during 2018)

Impressive track-record of delivering ~40% ROE

The bank’s growth in Germany is superior compared to the general market growth and the bank has become the largest issuer of revolving MasterCard credit cards in the country

Company description Ownership overview

60,3%

7,8%4,9%

15,0%

12,0%

Skips AS Tudor (Wilhelmsen)

Sundt AS

Founders

Seed investors and other

Advanzia Bank

commences banking

operations

Advanzia enters France

Advanzia enters AustriaAdvanzia managed

well through the financial crisis, while lowering funding costs

Acquisition of French customer

loan portfolio

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Entering Spanish market

Net loans (EURm) ROE(%)

50100

150194

246327

425

529

642

772

940

1 2291 284

-4-8

-6

26

913

21

28

36

40

4750

'06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 '17 Q1'18/LTM

…providing an impressive and consistent value creation over more than a decade

Financial developments – 2006-Q1 2018 Comments

Advanzia Bank is Kistefos’ most important investment

Kistefos has been the majority shareholder since 2006 and has been instrumental in the long-term focus and development of the bank

Through active ownership including industry expertise and the right management, Advanzia has managed impressive and consistent value creation through economic cycles

Strong and consistent growth with loan growth CAGR of 26% since 2010

Loan losses of 4.0% in Q1’18 (annualized), down from 4.5% and 4.1% in Q1’17 and Q4’17, respectively

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Gross loan balance (EURm) Net profit (EURm)

Loan growth from 2010 (CAGR)

26%

33%

Net Profit growth from 2010 (CAGR)

~725,300 active credit card customers

Present since 2006

A snapshot of Advanzia Bank S.A.

HQ ~42,900 active credit card customers

Present since 2012

~37,000 active credit card customers

Present since 2015

805kActive credit cards

EUR 1,284mGross loan balance

EUR ~1,470

Avg. outstanding

17.4%Credit card yield

(YTD)

EUR ~4,350

Avg. credit limit

37%/21.5%1

Cost/Income ratio (YTD)

40%ROE

(LTM)

15.1%Tier1 ratio

(incl. interim profit)

Size

Risk

Perf

orm

ance

Solid

ity

Key figures (Q1’18)

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Entering Spain in 2018

1) Incl. /excl. customer acquisition costs

378445

525614

758 805

24 25 27 31 33 34

2013 2014 2015 2016 2017 Q1'2018Active credit card ('000) Depositors ('000)

Stellar financial history with controlled and profitable growth

Key financial figures Comments

Advanzia has delivered strong growth combined with high margins and profitability, while maintaining a strong balance sheet

High customer acquisition costs implies higher potential underlying profits, as CAC can be cut to boost profits significantly

High credit card yield of ~17-18% and decreasing funding costs

Low cost/income in the mid 30s

Deposits are the primary source of funding and are adjusted according to prevalent liquidity needs

Active cards1 and deposit customers Net loan balance (EURm)

Net interest income (EURm) & NIM (%) Profitability

Cost/income ratio (%) Capital adequacy

1) 2017 number includes portfolio acquired in France in H1 for an amount of EURm 6317

499 605 732 8901 170 1 19430

3741

49

59 9023,3% 21,4% 20,9% 21,7%

31,4% 30%

2013 2014 2015 2016 2017 Q1'2018Value adj. Net loan balanceNet loan balance growth (%, YoY)

34,2% 32,0% 33,6%36,2%

38,6% 38,5%

20,8% 19,7% 20,6% 21,5% 23,2% 22,7%

2013 2014 2015 2016 2017 Q1'2018 LTMCost/income ratio (%) Cost/income ratio excl. acq. (%)

2128

3640

47 50

11 13 1520

26 28

34%40%

48%44%

41% 40%

2013 2014 2015 2016 2017 Q1'2018 LTMNet profit Customer acq. cost ROE (%)

16,1%

11,2% 10,9% 10,4% 10,5%13,0%

1,0% 2,7% 2,2% 2,8%1,2%1,5%

1,3% 0,9%0,9%

16,1%

12,2%

15,0%13,8% 14,2%

15,1%

2013 2014 2015 2016 2017 Q1'2018CET1 Interim profit T1 capital

72 91

111 133

163

17,0% 17,0% 17,1% 16,8% 16,2%

2013 2014 2015 2016 2017Net interest income (EURm) NIM (%), credit cards


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Western Bulk Chartering

Company description Key financials and ownership structure

Western Bulk Chartering AS (“Western Bulk”) Western Bulk Chartering is a global dry bulk operator with an untraditional business model; Asset light, trading-oriented and decentralized, with risk management as a key component

The Company is a major operator of Supramax and large Handysizetonnage, and is currently operating 140-150 vessels

Western Bulk matches cargo with vessels in all market conditions; leasing vessels from various vessel owners and transporting cargo for a large number of customers worldwide

The company has a strong brand name and excellent customer relationships in diversified segments

The dry bulk shipping market saw an improvement in freight rates, and the Baltic Supramax Index (BSI) reached the highest rate since 2014, with the USD 12,000/d barrier breached for the first time since March 2014

During 2017, Western Bulk has rebuilt its market position and after a particularly strong fourth quarter in 2017, further profit growth is expected in 2018

USDm* 2015 2016 2017Revenues (T/C basis) 522,0 314,8 500,3Net TC 44,5 4,4 40,5EBITDA 9,1 -19,2 8,3Result after-tax 7,2 -20,1 4,3

Total assets 117,3 98,6 101,4Book equity 47,1 13,8 20,2

Ojada9.2%

Other 15.8%

Kistefos 75.0%

*Adjustments: FY 2016 annual result is excluding USDm -16.9 in losses, write-offs, provisions, and other impairment charges with no cash effect. FY 2015 figures are excluding USDm -23.3 in write-off1) Source: Bloomberg

Baltic Exchange Dry Index 1)

0

200

400

600

800

1 000

1 200

1 400

1 600

1 800

2 000

jan.16 apr.16 jul.16 okt.16 jan.17 apr.17 jul.17 okt.17 jan.18 apr.18

19

USD

Viking Supply Ships A/S

Company description Key financials

Viking Supply Ships (“VSS”) has world leading expertise in operations in areas with ice and extreme weather conditions

VSS owns three AHTS ice-breakers and four AHTS ice class vessels customized for operations in harsh and icy environments, whereof two ice class vessel are laid up due to the market conditions within the offshore services sector

In addition, the company owns five PSVs and one regular AHTS, all of which are laid up due to the market conditions within the offshore services sector

In January 2018, VSS successfully negotiated a restructuring agreement with the banks with adjusted loan terms, including reduced installments and interest payments until the first quarter of 2020

As part of the restructuring, VSS raised SEK 123 million in new equity, of which Kistefos invested SEK 98 million

Despite the current weak market conditions, there are however positive indications that activity levels within VSS core areas as the Barents Sea, Russia and Canada will increase in 2018, which will be of significant importance for VSS

SEKm 2013 2014 2015 2016 2017 Q1 2018Net sales 1,138 1,897 1,114 760 331 84EBITDA 270 695 293 160 -184 -34Profit after tax -359 200 -440 -406 -332 -85

Total assets 4,884 5,260 4,117 3,693 2,558 2,892Book equity 1,749 2,042 1,386 1,440 971 1,011Net Debt 2,269 2,245 2,139 1,654 1,714 1,718Equity ratio 36% 39% 34% 39% 38% 35%

Folke Patriksson; 10,5%

Lindén Urnes Jenny; 1,7%

Others; 9,2%

Kistefos *; 78,6%

*Ownership Indirectly through Viking Invest AS and Odin Viking SPV AS

Ownership structure (share of votes)

20 Kistefos has no guarantees or commitments for VSS’ debt or obligations

1881 Group AS

Company description Key financials

The wholly-owned 1881 Group AS is comprised of Opplysningen 1881 and Digitale Medier 1881 AS. The latter was re-acquired from Amedia in December 2016, after initially being sold to Amedia in 2013

Opplysningen 1881 AS is the leading Norwegian provider of directory services via phone and SMS

Digitale Medier 1881 AS is one of the largest providers of directory services online

Combined, 1881 Group is the leading Norwegian provider of personal and company directory services with more than 130 years of history

Opplysningen continues to deliver strong cash conversion and provides Kistefos with solid annual dividends

Volumes are declining as expected, and in line with the general market conditions for its services

Initiatives are undertaken to provide new services in the combined company in order to capitalize on one of the strongest Norwegian brands, and 1881 Group AS is considered to be an ideal platform for additional acquisitions within the industry

Opplysningen 1881 ASNOKm 2011 2012 2013 2014 2015* 2016

Revenue 480 444 421 344 291 270EBITDA 158 143 165 112 94 87EBITDA margin(%) 32.9 32.2 39.2 32.6 32.3 32.3Profit after tax* 90 91 111 73 45 35

* For 2015, profit after tax, equity and total assets are affected by the merger between Opplysningen 1881 AS and its parent company Telecom Holding AS. The merger resulted in the booking of intangible assets in Opplysningen with corresponding, non-cash effect, depreciations.

Digitale Medier 1881 ASNOKm 2011 2012 2013 2014 2015 2016

Revenue 183 190 200 199 192 183EBITDA 15 34 42 42 43 45EBITDA margin (%) 8.2 17.9 21.0 21.1 22.4 24.6Profit after tax 6 23 31 30 27 35

1881 Group AS (Opplysningen 1881 AS and Digitale Medier 1881 AS)NOKm 2017

Revenue 373EBITDA 108EBITDA margin (%) 29%Profit after tax 15

21

27%

57%

Oslo Airport City

Company description Property illustration

Oslo Airport City (“OAC”) controls more than 1,000,000 sq.m. of land for commercial property development purposes, next to Oslo Airport (“OSL”)

OAC has partnered up with Vedal, one of Norway’s leading commercial developers, which will be responsible for the development and completion of future projects

Experienced management team – previous projects include, amongst other, the development of Bjørvika, Oslo

Commercial properties will include a mix of office space, hotels/conference centers as well as logistic properties in separate areas

The first project is expected to initiate within the next 2 years

Due to its location, increasing traffic figures and expansion plans, we expect OSL to attract a number of commercial players to Oslo Airport City over the next years

Ownership structure and 2016 realization

Sale

Ownership Gross proceeds Performance

NOKm 392

1.8xMultiple to cost

Pre-sale ownershipPost-sale ownership

22


Kappa Bioscience develops and sells ultra high purity synthetic K2 (MK-7), a vitamin for both bone and heart health

Kappa Bioscience focuses on the worldwide food supplement and fortified food markets, where vitamin K2 is currently gaining stronger momentum

Med Tech

Lumarine is a producer of lumpfish with production facilities in Tømmervåg, Møre og Romsdal

Lumpfish is used in fish farming facilities to combat the Salmon parasite sea lice Fish Farming

OstomyCure is a Medical Technology company that has developed a revolutionary technology involving a titanium implant solution with lid which is intended to replace conventional ileostomies

OstomyCure’s technology called the TIES system (Transcutaneous Implant Evacuation System), received CE marking in 2016

Med Tech

Sevan Marine ASA is a specialized marine engineering and design house The company pioneered the cylindrical hull as a cost effective alternative to traditional ship-

shaped, turret offshore moored designs The innovative, geostationary design avoids the need for a costly turret while allowing for a

larger number of risers and the flexibility for future tie-ins. In total, 11 units has been constructed and the company has over 35 years of accumulated

operational experience

Offshore design

Portfolio overview – other direct investments

55.0%

94.9%

68.5%

23

11.2%


24

Net income in 2017 was negatively affected by a write down of shares in a subsidiary of NOK 715 million following a value adjustment of shares in VSS

The company has a strong liquidity position YE 2017 of NOKm 525

Moderate leverage following the issue of KIST05 – NIBD/total assets of 30% and NIBD/value adjusted equity of 21%

Kistefos AS – Key financials

Key financials – Kistefos AS Comments

Key credit metrics

46% 47%

59%52%

37%30% 32%

9%

23%30%

2013 2014 2015 2016 2017

Book equity ratio NIBD/total assets

P&L (NOKm) 2013 2014 2015 2016 2017

Operating results -64 -68 -87 -118 -77

Income from subs and ass. companies 355 161 955 423 413

Net Gains/value change (losses) 50 36 13 -566 -737

Net interest -104 -121 -117 -76 -109

Other Financial 2 190 91 -2 -2

Net income 258 220 873 -343 -499

Balance sheet (NOKm) 2013 2014 2015 2016 2017

Investments in subsidiaries 1,925 2,586 2,309 2,330 2,203

Total fixed assets 2,549 2,783 2,376 2,919 2,440

Total stock-in-trade and receivables 250 134 944 408 280

Shares and other financial instruments 784 827 580 130 195

Cash and cash equivalents 288 267 287 261 525

Total Assets 3,871 4,011 4,187 3,717 3,440

Total Equity 1,780 1,874 2,472 1,927 1,258Interest-bearing debt 1,439 1,552 668 1,100 1,580Non-interest-bearing debt 652 585 1,048 690 602

Key ratios and metrics

Book equity ratio 46% 47% 59% 52% 37%

IBD/total assets 37% 39% 16% 30% 46%

NIBD/total assets 30% 32% 9% 23% 30%

25

Kistefos Group – Key financials

Key financials – group consolidated Comments

The Kistefos Group’s revenue increased by NOKm 1,197 y-o-y, from NOKm 8,180 to NOKm 9,377

The operating result (EBIT) for the year was NOKm 205, an improvement of NOK 566 y-o-y (NOKm -361 in 2016)

The increase in the Group’s revenue and operating result is is due to significantly higher rate levels and freight revenues in Western Bulk and strong growth in Advanzia Bank's revenues and earnings

Group cash of NOKm 1,057 per YE 2017

Growth in total assets from 2015 to 2016 was significantly affected by the first time consolidation of Advanzia Bank, adding ~NOKm 10,000 to overall balance sheet

P&L (NOKm) 2013 2014 2015 2016 2017

Total operating income 10,488 12,120 12,241 8,180 9,377

EBITDA 635 714 973 84 490

EBIT 304 515 560 -361 205

Net financial items -538 -259 61 -436 188

Net income -317 253 557 -857 341

Balance sheet (NOKm) 2013 2014 2015 2016 2017

Total fixed assets 4,788 5,489 5,273 3,675 3,420

Other current assets 2,446 2,995 2,143 12,518 18,354

Cash & cash equivalents 1,392 1,521 980 863 1,057 Total assets 8,625 10,005 8,396 17,056 22,831

Total equity 2,533 2,628 2,908 2,070 2,209

Interest-bearing debt 4,563 5,173 3,701 3,517 4,032

Non interest-bearing debt 1,530 2,204 1,787 11,468 16,590

1) The Group’s financials for the first half of 2016 have been restated to include Advanzia Bank. Advanzia Bank was consolidated into theGroup with full year effect for the first time in the fourth quarter of 2016

26

Kistefos investment approach

Agile

Balanced portfolio

Active ownership

Pragmatic and opportunistic approach Flexible mandate, e.g., in terms of sector, geography, ticket size and holding period

(evergreen) Capture windows of opportunity through swift decision-making

Main focus on influential stakes to create value through active ownership, typically with board representation and strong focus on both operational and strategic activities.

Focus on balancing the portfolio between cash-flow generating and early-stage investments with high potential

Commitment and track

record

Proven track record and long-term commitment as an owner has made us an attractive partner on multiple cases

27

• Moderate gearing – strong asset backing

Portfolio has proven robust even in adverse market conditions

Strong track record of value creation and cash flow generation

Well-positioned to take advantage of attractive opportunities with a flexible approach and long-term commitment to portfolio companies

Summary

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Simplified legal structure

78.6% 75.0% 27%

100% 100%

100%

100% 60.3%100%

100%100%

Not consolidated in the Kistefos Group

Consolidated in the Kistefos Group

Kistefos AS

Viking Supply Ships

AB

Viking Supply

Ships A/S

Kistefos Equity

Holdings AS

Kistefos Eiendom AS

Oslo Airport City

Kistefos Venture

Capital AS

1881 Group AS

Advanzia Holding AS

Advanzia Bank S.A.

Viking Invest AS

Trans-Atlantic AB

Western Bulk

CharteringAS

100%

Kistefos Equity

Operations AS

OtherNextGenTel

25.02%

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Debt overview

78,6%

75%

100%

100%

100%

100%

100%Debt:KIST04: NOKm 680 (net)KIST05: NOKm 600

Kistefos AS

Viking Supply Ships

AB

Viking Supply

Ships A/S

Kistefos Equity

Holdings AS

Kistefos Venture

Capital AS1881 Group AS

Advanzia Holding AS

Viking Invest AS

Western Bulk

CharteringAS

100%

Kistefos Equity

Operations AS

Total NOKm 300 total debt Term loan maturing in September-19• Share pledge in Advanzia Bank shares• Distribution restrictions (allowing up to EUR 25m p.a.) • Guarantee from Kistefos AS

100% Total NOKm 170 of debt in 1881 Group AS YE 2017. Outstanding NOKm 150 per end of April-18 «Soft» guarantee from Kistefos AS

Total USDm 32 of debt NOKm 300 unsecured bond loan, maturing in April

2019 Bank credit facility of USDm 6, undrawn as of

31.12.2017. Secured with a pledge over WB’s account receivables and bank accounts and a guarantee from Kistefos AS

Total USDm ~210 of bank debt, all maturing in March 2020

100%

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Prior to joining Kistefos in 2015, Bengt A. Rem was CEO in Arctic Partners. His previous experience includes Executive Vice President & CFO as well as other leading positions in the industrial investment company Aker ASA, Head of the Department Responsible for Financial Instruments on the Oslo Stock Exchange and state authorized accountant in Arthur Andersen & Co

Holds a MSc in Business Administration and Finance from the Norwegian Business School (BI) and is a state authorized public accountant from the Norwegian School of Economics and Business Administration (NHH)

Represented on the boards of: Advanzia Bank S.A., Viking Supply Ships AB, Western Bulk Chartering AS and Oslo Airport City AS

Management & key investment team

Bengt A. RemCEO

Erik BorgenInvestment Director

Gunnar JacobsenInvestment Director

Prior to joining Kistefos, Mr. Jacobsen was CEO of BlueCom, a Norwegian telco company targeting primarily the residential market. His previous experience includes senior project management in Catch Communications, and different roles in Telenor

Holds a MSc in Marketing and Management as well as Corporate Finance from the Norwegian School of Management (BI) Represents Kistefos AS on the following boards: Opplysningen 1881 AS, Digitale Medier 1881 AS, Kappa AS, Atex Group, Infront

ASA, Alliance Venture Spring

• Prior to joining Kistefos in 2016, Mr. Borgen was a partner at the private equity firm HitecVision. His previous experience includes partner at Arctic Securities AS including other positions in Morgan Stanley and Perella Weinberg Partners

• Holds an MSc in finance from the Norwegian School of Economics (NHH)• Represents Kistefos on the following boards: Western Bulk Chartering AS, Viking Supply Ships AB, and Rognkallen AS

Prior to joining Kistefos in 2017, Nils Are Karstad Lysø was the CEO of the Norwegian National Opera & Ballet in Oslo. His previous experience includes Executive Vice President in the industrial investment company Aker ASA, CEO of Moods of Norway and partner at management consulting firm McKinsey & Company

Mr. Lysø holds a MSc in Business Administration and Finance from the Norwegian School of Management (BI)Nils Are Karstad Lysø

CFO

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Kistefos Board of Directors

Christen SveaasExecutive Chairman and

Owner of Kistefos AS

Christen Sveaas is the founder and sole owner of Kistefos Mr. Sveaas has held several board positions including chairman of the Board at Treschow-Fritzøe AS, Board member of Stolt-Nielsen SA (NYSE listed), Orkla ASA,

SkipsKredittforeningen AS, Vestenfjeldske Bykreditt AS, Tschudi & Eitzen Shipping AS, and he has served as senior advisor to EQT, Stockholm, Sweden Mr. Sveaas is presently Executive Chairman of Kistefos AS and A/S Kistefos Træsliberi, Vice Chairman of the board of The Kistefos Museum Foundation and

Chairman of Anders Sveaas' Allmennyttige Fond, a Norwegian charitable foundation. He is member of Dean's Council’s Executive Committee, Harvard Kennedy School, Boston, USA

Mr. Sveaas is educated at University of St. Gallen, Switzerland. Lic. Oec. HSG; equivalent to an MBA

Erik WahlstrømMember since 1989

Erik Wahlstrøm has practiced law since 1976, served as member of several public law commissions, lectured in tax-law and published several publications. He has previously been chairman of the Norwegian Shareholder Association and the Norwegian Taxpayer Association

Mr. Wahlstrøm is the chairman of the Kistefos-Museum and serves as member of board of AS Kistefos Træsliberi and Anders Sveaas' Allmennyttige Fond a Norwegian charitable foundation

Tom RuudMember since 2010

Tom Ruud served as CEO of Kistefos Group for the period 2013-2015. Before joining Kistefos Ruud was a member of the Group Executive management of the UmoeGroup. Prior to that Ruud was a member of the Group Executive management of Nordea bank AB in Stockholm, the largest Nordic financial services group. Before that Ruud was the Group President and CEO of Kreditkassen and Group President and CEO of Aker Norcem, both major listed Norwegian companies at that time. Ruud has been chairman or board member in a large number of listed and private companies and organizations both in Norway and internationally over the past 30 years. Tom Ruud is currently a Board Member of Kistefos AS and Advanzia Bank S.A.

Tom Ruud is a Civil Engineer from Norwegian University of Science and Technology (1974)

Martin Reimers is a Professor in Applied Mathematics at the University of Oslo (UiO). He was educated at the Norwegian University of Science and Technology (NTNU) and at the University of California, Berkeley. He holds an MSc (Sivilingeniør) degree in Industrial Mathematics and a PhD in Applied Mathematics from UiO.

Dr. Reimers has worked in applied mathematics and computer science since 1996; as a research scientist at SINTEF, as a senior research scientist at the Norwegian startup-company SimSurgery AS and as a Professor at the Centre of Mathematics for Applications (CMA), a Centre of Excellence at the UiO. He is currently a Professor at the Department of Mathematics at UiO, and chairman of the board of Fridtjof Eiendom AS, a privately held real estate companyMartin Reimers

BoD member since 2011

Ragnhild Wiborg has over 30 years of experience from the financial markets and has an extensive network both within the international and Nordic business communities. She is non-executive director of several Nordic Stock Exchange listed companies; RECSilicon ASA, Borregaard ASA, Gränges AB, Intrum Justitia AB, Skandiabanken ASA, EAM Solar and I.M. Skaugen ASA. Ms. Wiborg was previously partner, owner and fund manager in Consepio, Wiborg Kapitalförvaltning, CIO and portfolio manager in Odin Fund Management and has held several positions within Investment Banking in the Nordic and UK capital markets; Pareto Securities, ABG Sundal Collier, First Chicago (now JPMorgan) and Scandinavian Bank (now SEB)

Ragnhild Wiborg has a BSc in Economics and International Business from Stockholm School of Economics and Master from Fundacao Getulio Vargas (Sao Paulo, Brazil)Ragnhild Wiborg

BoD member since 2014

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Kistefos – other activities

Examples of other activities

Kistefos-Museet is located about one hour drive from Oslo. The object of the museum is to run the industry museum and engage in research relating to the industrial activities of A/S Kistefos Træsliberi. The museum has also developed one of the biggest contemporary sculpture parks in Europe. Kistefos AS is the main sponsor for the museum, and will contribute to funding for construction of the new museum building. The building is scheduled to be finished 2019

2nd Chance is a staffing company that recruits its candidates from the populations where people need a second chance, and has a philosophy that the school of life is the most important asset a person might have. Kistefos started investing in 2nd Chance in 2016

Kistefos Public Service Fellowship Fund was established in 2007 to provide financial assistance to Norwegian students taking master’s degrees in public administration at Harvard Kennedy School in the USA

Kistefos African Public Service Fellowship was established in 2015 and will provide African students funding to take a masters degree at Harvard Kennedy School

«Castor & Pullox», sculpture at the Kistefos-Museeum. Artist: Tony Cragg. Photo: Frederic Boudin / Kistefos-Museet

Harvard Kennedy School, USA

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Visiting address: Dokkveien 1, N-0250 Oslo, Norway Tel: +47 23 11 70 00 Fax: +47 23 11 70 01 Email: [email protected]

Photo credit: Frédéric Boudin / Kistefos-Museet35

kistefos as · • this presentation may include certain forward-looking statements, estimates,...

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