Company presentation Ticker: ELOP March 2020 Important notice - - PowerPoint PPT Presentation

Company presentation

March 2020

Ticker: ELOP

2

Disclaimer

Important notice

This presentation (the "Pres esen entatio ion") has been produced by ELOP AS (the "Company") solely for use at presentations to potential investors and other stakeholders and in connection with the registration of the Company's shares on the

• NOTC. By reading this Presentation or attending any meeting or oral presentation held in relation thereto, you (the "Rec

ecip ipien ent") agree to be bound by the following terms, conditions and limitations. The Presentation is for information purposes only and does not constitute or form part of, and should not be construed as, an offer, invitation or recommendation to purchase, sell or subscribe for any securities of the Company in any jurisdiction and neither the issue of the Presentation nor anything contained herein shall form the basis of or be relied upon in connection with, or act as an inducement to enter into, any investment activity. This Presentation does not purport to contain all of the information that may be required to evaluate any investment in the Company or any of its securities and should not be relied upon to form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. No due diligence review or other verification exercises have been performed by or on behalf of the Company in preparation of this Presentation, other than a limited review of selected legal areas documents, hereunder of certain agreements relating to the Company's patents. The Recipient acknowledges and accepts the risks associated with the fact that only limited investigations have been carried out. The Recipient is required to conduct its own analysis and acknowledges and accepts that it will be solely responsible for its own assessment of the Company, the market, the market position of the Company, the Company's funding position, and the potential future performance of the Company's business and securities. Information contained in this Presentation has not been independently verified. Neither the Company, nor any of its respective parent or subsidiary undertakings or affiliates, or any directors, officers, employees, advisors or representatives

• f any of the aforementioned (collectively the "Rep

epres esen entativ ives es") make any representation or warranty (express or implied) whatsoever as to the accuracy, completeness or sufficiency of any information contained herein, and nothing contained in this Presentation is or can be relied upon as a promise or representation by the Company, or any of their Representatives. None of its Representatives shall have any liability whatsoever (in negligence or otherwise) arising directly or indirectly from the use of this Presentation or its contents, including but not limited to any liability for errors, inaccuracies, omissions or misleading statements in this Presentation. The Company has not authorized any other person to provide Recipients with any other information related to the Company and the will not assume any responsibility for any information other persons may provide. AN INVESTMENT IN THE COMPANY INVOLVES SIGNIFICANT RISKS, AND SEVERAL FACTORS COULD CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS THAT MAY BE EXPRESSED OR IMPLIED BY STATEMENTS AND INFORMATION IN THIS PRESENTATION. A NON-EXHAUSTIVE OVERVIEW OF RELEVANT RISK FACTORS THAT SHOULD BE TAKEN INTO ACCOUNT WHEN CONSIDERING AN INVESTMENT IN THE SHARES ISSUED BY THE COMPANY IS INCLUDED IN THIS PRESENTATION. SHOULD ONE OR MORE OF THESE RISKS OR UNCERTAINTIES MATERIALISE, OR SHOULD UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE DESCRIBED IN THIS PRESENTATION. AN INVESTMENT IN THE COMPANY IS SUITABLE ONLY FOR INVESTORS WHO UNDERSTAND THE RISK FACTORS ASSOCIATED WITH THIS TYPE OF INVESTMENT AND WHO CAN AFFORD A LOSS OF ALL OR PART OF THEIR INVESTMENT. This Presentation speaks as at the date set out on its front page. Neither the delivery of this Presentation nor any further discussions of the Company with the Recipient shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since such date. The Company does not assume any obligation to update or revise the Presentation or disclose any changes or revisions to the information contained in the Presentation. The contents of this Presentation shall not be construed as financial, legal, business, investment, tax or other professional advice. The Recipient should consult its own professional advisers for any such matter and advice. This Presentation contains certain forward-looking statements relating to inter alia the business, financial performance and results of the Company and the industry in which it operates. Forward-looking statements relate to future circumstances and results and other statements that are not historical facts, sometimes identified by the words "believes", "expects", "predicts", "intends", "projects", "plans", "estimates", "aims", "foresees", "anticipates", "targets", and similar expressions. Any forward-looking statements contained in this Presentation, including assumptions, opinions and views of the Company or cited from third party sources, are solely opinions and forecasts and are subject to risks, uncertainties and other factors that may cause actual results and events to be materially different from those expected or implied by the forward-looking statements. Neither the Company nor any of its Representatives provides any assurance that the assumptions underlying such forward-looking statements are free from errors, nor do any of them accept any responsibility for the future accuracy of opinions expressed in this Presentation or the actual occurrence of forecasted developments. The Company assumes no obligation, except as required by law, to update any forward-looking statements or to conform these forward-looking statements to its actual results. Neither the Company nor any of its Representatives have taken any actions to allow the distribution of this Presentation in any jurisdiction where action would be required for such purposes. The Presentation has not been registered with,

• r approved by, any public authority, stock exchange or regulated market. This Presentation is not a prospectus within the meaning of the EU Prospectus Regulation (regulation 2017/1129), as amended, and does not contain the same level
• f information as a prospectus. Any new shares contemplated to be offered will be offered on the basis of this Presentation and publicly available information only, and no prospectus will have been approved or published at the time of any

application for or purchase of shares. The distribution of this Presentation, as well as any subscription, purchase, sale or transfer of securities of the Company, are in certain jurisdictions restricted by law. The Recipients are required to inform themselves about, and to comply with, all applicable laws and regulations in force in any jurisdiction in or from which it invests in the securities issued by the Company or receives or possesses this Presentation and must obtain any consent, approval or permission required under the laws and regulations in force in such jurisdiction. Any failure to comply with such restrictions may constitute a violation of the laws of any such jurisdiction. Neither the Company nor any of its Representatives shall have any responsibility or liability whatsoever (in negligence or otherwise) arising directly or indirectly from any violations of such restrictions. This Presentation is subject to Norwegian law, and any dispute arising in respect of this Presentation is subject to the exclusive jurisdiction of Norwegian courts.

3

Risk factors (1/3)

Important notice

Investing in the Company's shares involves a high degree of risk. Certain risk factors related to an investment in the Company's shares are described below. Other risks not presently known to the Company or that the Company currently deems immaterial may also impair the Company's business operations materially and adversely affect the value of the Company’s shares. If any of the risks identified in the risk factors actually materialise, the Company’s business, financial position and/or operating results could be materially adversely affected. A prospective investor should carefully consider each of the risks and all of the information in this Presentation, and should consult his or her own expert advisors before deciding to invest in the shares of the Company. An investment in the Company's shares is suitable only for investors who understand the risk factors associated with this type of investment and who can afford to lose a portion or all of the investment. Information on risk factors is presented as of the date hereof and is subject to change, completion or amendment without notice. Mark rket et risk sks

• The Company is entering a commercialization phase and is still relying on products and services under development. The Company's commercial success is inter alia dependent on the successful implementation of these

products and services.

• The Company is introducing new technology solutions and new business models in large established markets. The contracts, rights and obligations relating to such technology solutions are likely to carry a higher degree of

uncertainty and risk than those of mature businesses

• Risks relating to the successful commercialization of the Company's new technology solutions may increase by external factors, such as increased competition, unexpected changes in regulation or the materialisation of

any of the risk factors mentioned herein, which may require the management's focus and resources, and which in turn could imply failure or delay in such successful commercialization. Failure to commercialize the Company's technology solutions could have a material adverse effect on the Company’s results, financial condition, cash flow and prospects.

• The company is entering established competitive B2B markets with existing customer-supplier relationships/loyalty, and many of its stakeholders have deviating incentives. Thus, the management may be required to make

complex judgements and no assurance can be given that the Company will achieve its objectives or other anticipated benefits.

• The Company's main competitors are global corporates with track record, reputation and financial and organic strength, which in the future may copy the Company's data-driven business model and introduce other

disruptive solutions, challenging the Company's business case and model.

• The Company will be operating in markets exposed to rapid technological changes. New players and offerings might enter the market, challenging the Company’s competitive position and value proposition.

Op Oper eratio tiona nal l risk sks

• The Company is dependent on partners, suppliers, and other third parties to develop/supply certain products and services in order to successfully conduct its operations. If such development is delayed, or if the

development/supply of such products and services are not given priority or do not meet the required quality, this could have a material adverse effect on the Company’s results, financial condition, cash flow and prospects.

• The successful operation of the Company is dependent upon the Company's ability to identify and develop market opportunities.
• Failure to recruit and retain key personnel may impact the Company's business, and may in the short and/or long term influence the Company’s operational and financial results.
• The Company holds the rights to use its patented ultrasound concrete rolling scanner (COBRI) for fast data acquisition on concrete structures. Any failure to protect intellectual property rights or otherwise information or

trade secrets used in connection with the technology owned by the Company or invalidation, circumvention, or challenges to intellectual property rights used or owned by the Company could cause significant costs and have a material adverse effect on the Company's competitive position.

• The Company depends on goodwill, reputation and on maintaining good relationships with customers, partners, suppliers and employees. Any circumstances that publicly damage the Company's goodwill, injure the

Company's reputation or damage the Company's business relationships, may lead to a broader adverse effect in addition to any monetary liability arising directly from the damaging events by way of loss of business, goodwill, customers, partners and employees.

• The Company's operating and maintenance costs will not necessarily fluctuate in proportion to changes in operating revenues.

4

Risk factors (2/3)

Important notice

Ris isks rela elate ted to

• the

he sha hare res

• The Company's shares will be traded on the NOTC, which is neither a regulated market nor a multilateral trading facility (an "MTF") or an organised trading facility ("OTF"). Thus, neither the Company nor the shares will be

subject to statutory regulations, including the ongoing disclosure obligations, that apply to listed securities. Upon the registration of the shares on the NOTC, the Company accepts certain obligations set out in the NOTC Continuing Obligations as applicable from time to time, but any purchaser of shares must be aware that the duties under the NOTC Continuing Obligations are less stringent, compared to those that follow upon a listing of shares on a regulated market, MTF or OTF.

• No market currently exists, and an active trading market may not develop, for the Company's shares.
• The value of the Company's shares may fluctuate significantly.
• The offering price of the Company's shares in the contemplated private placement may not be indicative of the market price (if any) of the Company's shares after the contemplated private placement.
• The Company may require additional capital in the future to finance its business activities or to take advantage of business opportunities. Upon the Company issuing shares, or other financial instruments, to raise additional

capital, such issuance may have a dilutive effect on the ownership interest of the then existing shareholders that choose not to participate in such issues. Furthermore, shareholders may be unable to participate in future

• fferings, where the shareholder's pre-emptive rights have been deviated from and as such have their shareholdings diluted.
• Future issuances of shares or other securities and major sales of shares by major shareholders could materially affect the market price of the Company's outstanding shares (if any).
• Future issuances of shares or other securities may dilute the holdings of shareholders and could materially affect the market price of the Company's shares.
• Exchange rate fluctuations could adversely affect the value of the shares offered in the contemplated private placement and any dividends paid on such shares for an investor whose principal currency is not NOK.
• Investors may not be able to exercise their voting rights for shares registered in a nominee account.
• The limited free float of the Company's shares may have a negative impact on the liquidity and the market price (if any) of the Company's shares.
• Other than a limited review of selected legal areas documents, hereunder of certain agreements relating to the Company's patents, no due diligence investigations have been conducted in connection with the

contemplated private placement and the Company may be subject to material losses or claims which the Company is not aware of at the date of this Presentation.

• It is expected that any cash flow generated by the Company in the short to medium term will be used to fund product development and commercialization. It is thus expected that there will be no distributable profits or

payable dividends in the short to medium term.

• Beneficial owners of shares that are registered in a nominee account or otherwise through a nominee arrangement (such as through brokers, dealers or other third parties) may be unable to exercise their voting rights for

shares unless their ownership is re-registered in their names with the VPS prior to a general meeting. There can be no assurance that beneficial owners of the shares will receive the notice of any general meeting in time to instruct their nominees to either effect a re-registration of their shares or otherwise vote for their Shares in the manner desired by such beneficial owners.

• The rights of shareholders are governed by Norwegian law and by the articles of association of the Company. These rights may differ from the rights of shareholders in other jurisdictions. In particular, Norwegian law limits

the circumstances under which shareholders of Norwegian companies may bring derivative actions. Further, it may be difficult to prevail in a claim against the Company under, or to enforce liabilities predicated upon, securities laws in other jurisdictions.

5

Risk factors (3/3)

Important notice

Fi Fina nanc ncial l ris isks

• The Company may assume significant commitments during the introduction phase of the new technology solutions. If the Company fails to meet such commitments, this could adversely impact the Company's results of
• perations and financial conditions.
• The Company's business and future plans are capital intensive and, to the extent the Company does not generate sufficient cash from operations in the long term, the Company may need to raise additional funds through

public or private debt or equity financing to execute the Company's growth strategy and to fund capital expenditures. Adequate sources of capital funding might not be available when needed or on unfavourable terms. If funding is insufficient at any time in the future, the Company may be unable to fund maintenance requirements and acquisitions, take advantage of business opportunities or respond to competitive pressures, any of which could adversely impact the Company's financial condition and results of operations.

• Delayed or loss of payments from the Company's customers may adversely impair the Company's liquidity.
• Interest rate fluctuations could affect the Company's earnings and cash flow.
• Fluctuations in exchange rates and non-convertibility of currencies could result in losses to the Company.

Global challenges are creating market demand for new solutions

Executive summary

6

• 8% of the worlds CO2 emissions comes from the concrete production process – Large environmental benefit from extended life of concrete structures

through optimized maintenance and inspection

• Corrosion is a huge cots to society and several bridge and building collapses draws public attention to the issue
• Introducing preventive maintenance strategies including targeted inspection and surveys has a potential of 800 BUSD in annual savings
• Patented and unique rolling scanner (COBRI) for fast data acquisition on concrete structures
• Significantly more efficient scanning than existing solutions with real-time 3D data for higher fidelity analysis → will create unique data insight of the

concrete structure

• Pairing the unique data insight captured through the COBRI scanner with an intelligent and scalable cloud-based platform to offer valuable new services to

critical infrastructure owners

• For every scanner, a wide group of stakeholders will access the captured data through the platform → creating substantial recurring SaaS revenues
• Signed partnership with Dekra - joint pilot project initiated for first commercial use of the COBRI scanner
• Partnership agreement in please with Cognite to kickstart the development of the Asset Management Platform
• Commercialization plan with defined actions points and deadlines to ensure both commercialisation of COBRI and the Asset Management System
• CEO & CFO with strong background and experience from big global companies in similar roles
• Skilled team with several PhD’s and world class ultrasound expertise on the advisory board
• Board of directors with strong track record of building successful technology companies within multiple industries
• Scanner sales will build an installed base that yields a recurring user base with sticky SaaS revenue at attractive gross margins (60-80%)
• Strong revenue growth potential identified
• Estimated 12-16 months runway with current cash position, growth plan and conservative revenue assumptions

Patented ultrasound concrete scanner provides unique data insight Intelligent and scalable cloud- based platform for asset management Strategic partnerships and clearly defined commercialization plan in place Skilled and experienced

• rganization supported by strong

financial sponsors Attractive financial potential

Bac Background 1 Company Overview 2 Share Information 3

Aging structures and neglect over many years drives up the maintenance cost

Concrete is the most used construction material worldwide

8

Concrete is a major contributor to the current environmental challenges

9

*World Economic Forum,, IEA, *cement-related emissions will have to fall by at least 16% by 2030, and by far more after that, if nations are to meet the 2015 Paris Climate Accord target of staying below 2 degrees Celsius of warming this century, Chatham House 2018

The world needs to find ways of reducing the demand for concrete to meet climate change requirements

Recent safety incidents worldwide draws public attention to concrete structures

Examples of concrete bridge collapses past years partly due to poor monitoring

Source: Engineering.com; China Daily Aul Aulla, Tus usca cany ny

Concrete-steel bridge 400 m long bridge had been inspected recently (cracks detected from rain) . Only 1 person injured as there was limited traffic due to Covid19 lockdown

2017 2018 2019 2016

Lecco

Concrete overpass One killed and five injured as center span collapsed onto roadway below. Allegations made that maintenance company ANAS hd requested the bridge to be closed prior to collapse

Cam amerano

Concrete overpass Two killed and three injured as center span collapsed onto roadway below

Florida Un University

Concrete pedestrian bridge 6 killed and 9 injured as complete ridge collapsed onto roadway below. Faulty design and poor oversight by state was named as reasons for collapse

Can ancura

Concrete bridge 1 dead and 6 injured as bridge under surveillance collapsed

Ponte Morandi

Concrete cable-stayed bride 43 killed as concrete bridge from the 60's collapsed in Genova. A study a year earlier warned of anomalies in the concrete stays, but no further subsurface investigations were performed

Troja

Concrete pedestrian bridge 4 injured as complete ridge collapsed, likely due to corrosion damage. Bridge was assessed as in bad condition and fully monitored, data from two minutes prior to collapse stated nothing extraordinary

Zheji jiang

Concrete bridge 6 dead as bridge under surveillance collapsed

Pont De De Mirepoix

Concrete-steel bridge 2 dead and 5 injured as 150m long bridge collapsed

April 8 2020

2020

Underlying maintenance and repair spend on critical infrastructure is +35 BUSD globally

2-3 Vehicle tunnels Railway bridges Vehicle bridges 6-8 4-6 Railway tunnels 3-4 Dams Total 18-22 35-40 Global maintenance spend annually per sub-segment in critical concrete infrastructure, BUSD

Note: Numbers includes global spend on maintenance and repair on concrete bridges and tunnels (both for vehicles and railway), in addition to dams Source: Transport-network; Connexion France; Statens Vegvesen, Doffin; EnergiNorge; CIGB; Markets and markets; Expert interviews; BCG analysis

Significant maintenance backlog is building up requiring alternative strategies to prioritize limited funds

Source: American Road & Transportation Builders Association; Desktop research; News reports; BCG Analysis

Sign Signifi ficant ba back cklo log g of

• f bri

bridge mai aintenance

Current backlog at 125-170 BUSD expected to increase as current budget of 16 BUSD* and allow for only ~570 bridge repairs p.a. out of the 47,000 in urgent need Spanish backlog estimated to ~7 BUSD with some of the most high profile bridge collapses recently Statens Vegvesen annual budget for bridge repairs is 30 MUSD despite backlog of ~2 BUSD Similar significant backlogs seen in Germany, France and numerous developed countries, stipulating clear need for smarter maintenance

His istor

• ric main

intenance sp spend has has kep ept ba back cklog

• g stable at bes

best – bu but bac backlog expected to inc increase with ith cur urrent pac pace

40 38 37 39 38

50 100

2014 2015 2016 2017 2018

Share of US bridges that are insufficient (%) Total Other Structural Work Breakdown of US bridge maintenance backlog Recplacement Deck Rehabilitation / Replacement Rehabilitation 100% Widening & Rehabiliation 34% 29% 17% 15% 5%

There are enormous potential savings from introducing preventive maintenance strategies….

Note: Covers all applications, not only critical concrete infrastructure. 1. Excluding further impact from environmental or individual safety consequences 2. Cost of corrosion in European region 3. Assumes global average potential savings rate of total corrosion. Source: NACE International; Statista; Euroconstruct; Expert Interviews; BCG Analysis

375-875 ~ 2500 Pot

• tentia

ial l up upsi side de globa lobally lly from

• m

preventive maintenance… …e.g. in Norway, 4B USD could be sa saved annu annually ly

Total annual cost of corrosion1 Potential savings from preventive maintenance

3-8% ~ 3%

Cost of corrosion as % of global GDP Potential savings as a % of total construction industry (B USD)

~4

~ 15

Total annual cost of corrosion1 Potential savings from preventive maintenance3

~7% ~ 3.8%

Cost of corrosion as % of national GDP2 Potential savings as a % of total domestic construction industry

…However, the industry lacks the tools and data to succeed

14

Background 1 Co Company Ov Overv rview 2 Share Information 3

Introducing ELOP

• EL

ELOP is a Norwegian high-tech company that is developing advanced tools, applications and software for asset management, inspections and monitoring of concrete structures globally.

• ELOP’s vision is to provide asset owners with smart products and solutions that helps them extend

the service life of their constructions, improve the safety for users, and contribute to the overall reduction of their environmental footprint.

• ELOP’s patented technology for structural health insight, combined with ELOP’ systems for

managing and monitoring asset data gives assets owners the full insight of the condition of their constructions and the necessary tool to analyse and take care of their constructions.

• EL

ELOP currently has 14 employees under the leadership of CEO Kjersti Kanne and Øivind Horpestad as working Chairman of the Board.

• EL

ELOP work actively to promote and achieve the UN Sustainable Development Goals

Note: NDT = Non-Destructive Testing

16

Fou

• unded

2013 Lega gal na name ELOP AS Em Employees 14 WE WEBS BSITE www.elop.no

Reducing the environmental impact

8% of the worlds CO2 emissions comes from the concrete production process. Extending life

• f

existing concrete structures through

• ptimized

maintenance and inspection will have a significant environmental impact. ELOP’s patented technology for structural health insight, combined with ELOP’s systems for managing and monitoring asset data gives assets owners the full insight of the condition of their constructions and the necessary tool to analyse and take care

• f

their constructions. These being important to extend the asset lifetime and reduce CO2 emissions. We work to make durable products with a minimum impact on the environment, to protect the environment for future generations.

Securing critical infrastructure

Several global bridge and building collapses exemplifies the need for better inspection, surveys and maintenance

• f

critical infrastructure. ELOP technology and solutions provide information and insight of an asset’s condition. Using this data for optimised maintenance and control, extends the service life and quality to the benefit of society from a health and safety, environmental and economical perspective

ELOP shall lead by example and work with our suppliers to ensure that the whole supply chain comply with rules and regulation with regards to the environment, health and safety of everyone involved in the development and production of our products.

Furthermore, we will strive to ensure that all suppliers maximizes their effort to reuse and recycle materials and components to minimize the environmental footprint of our value chain.

Innovating the construction industry

Several global bridge and building collapses exemplifies the need for better inspection, surveys and maintenance

• f

critical infrastructure.

and manage their assets. We will continuously grow our competency and innovate together with

• ur

partners to create value for the society in general and our clients particular

Building a sustainable value chain

COBRI – Captures unique data and provides valuable insight

20

• Patented and unique rolling scanner for fast data

acquisition on concrete structures

• Real-time 3D data for a deeper and more

comprehensive analysis;

• Improved image quality that enables a higher

resolution evaluation

• Significantly more efficient than existing solutions

Protected by patents worldwide

21 Official No. Title Case Status Country BR 11 2017 005346 2 Device, Method and System for Ultrasonic Signal Transducer Application filed Brazil CN 107110828 A Device, Method and System for Ultrasonic Signal Transducer Under Examination China 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered Germany 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered EPO 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered Spain 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered France 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered United Kingdom 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered Italy 6549716 Device, Method and System for Ultrasonic Signal Transducer Registered Japan 337942 Ultralyd anordning Registered Norway 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered Poland 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered Sweden 3194955 Device, Method and System for Ultrasonic Signal Transducer Registered Turkey US-2017-0292936-A1 Device, Method and System for Ultrasonic Signal Transducer Application allowed USA BR 11 2018 075848 5 Device, system and method for emission and reception of ultrasonic signals to and from a test material Application filed Brazil 3,046,176 Device, system and method for emission and reception of ultrasonic signals to and from a test material Application sent to agent Canada CN 109564196 A Device, system and method for emission and reception of ultrasonic signals to and from a test material Application filed China 3494395 Device, system and method for emission and reception of ultrasonic signals to and from a test material Application filed EPO 2019-518216 Device, system and method for emission and reception of ultrasonic signals to and from a test material Application filed Japan WO 2017/217862 Device, system and method for emission and reception of ultrasonic signals to and from a test material Nasjonal fase PCT US-2019-0162703-A1 Device, system and method for emission and reception of ultrasonic signals to and from a test material Application filed USA

The unique data insight and services will be distributed to a wide stakeholder group through an intelligent and scalable cloud-based platform

For every scanner, a wide group of stakeholders will access the captured data through the platform → creating substantial SaaS revenues

22

Inspectors

Operating the scanner

Experts

Analyzing the data in the ELOP dashboard

Asset Manager

Responsible for managing the

• verall maintenance process

A technical platform to deliver a SaaS revenue model

Coll

• llect,

t, Con

• nnect

t & & For

• rward

Indu ndust strial Platfor

• rm

Artificial int ntellige gence, e, Augm ugmen ented ed rea eality Expert pert adv dvisor

• ry

Asse sset Managem ement nt, Dash shboa

• ards, Re

Repor porting, g, Ana nalys ysis, Re Recom commen endation

• ns,

s, Uni nified ed int nterf erfaces es and nd wor

• rkf

kflow

• w

OT OT* Data Collec ection

• n &

Conn nnec ectivi vity y Edg dge e Managem ement nt Cloud d forw

• rwarding

g & stor

• rage

Tran ansform & & Proc

• cess

Anal alyse & & Act

An attractive business model that scales

24

Sale ale of Scan annners.. .. ..will ill bui build ld an n ins nstalle lled equip quipment bas base.. ..th that bui build lds a recurrin ing da data us user ba base ov

• ver tim

ime

• Each scan is performed by one inspector, but generates data that is accessed by multiple stakeholders including expert consultants,

contractors, asset managers, and operators

• The installed base of scanners will drive exponential growth in data and usage
• Strategy to drive user base followed by the delivery of new services to drive revenue pr user
• Share of recurring revenue increases from 30% in 2021 to 80%in 2025
• 500

1,000 1,500 2,000 2,500 3,000 2020 2021 2022 2023 2024 2025

Scanners sold per year

• 500

1,000 1,500 2,000 2,500 3,000 2020 2021 2022 2023 2024 2025

Installed base of scanners

20 40 60 80 100 120 2020 2021 2022 2023 2024 2025

Thousands

Recurring data users (000)

Asset management users Scanner SW users

Commercialization plan in place

25

Scan anners Das ashboard Asset Man anagement 1. 1.0 Asset Man anagement 2. 2.0

Research and tech validation Product pilot with customer Product development Track 1: Hardware product to market

Track 2: Software to market

Develop service model Evolve ecosystem of rich services Evolve AI based new-build tool

Sale

• Product
• Service and spare parts
• Licenses
• Training
• Full potential strategy
• Full Asset Management solution
• Full Asset Management solution with

AI, machine learning and holistic data input

Key partnerships – both commercially and for software development

De Dekra part partnership

• Joint pilot project initiated for first commercial use of the COBRI scanner
• Multi year partnership to launch product and design new services for the market
• Joint marketing at key industry events
• Non-exclusive on the part of ELOP

26

Cog

• gnite part

partnership

• Close partnership to develop software and services
• Use of the Cognite’s Data Fusion platform to harvest, store data and access data
• Joint development of applications, prototyping, etc

Dekra is a European vehicle inspection company founded in Germany in 1925. With approximately 45,000 employees and revenues of roughly €3.3 billion, Dekra is the largest inspection company in Germany and the third-largest in the world. By its own account, it is the European market leader. The group focuses on the inspection of vehicles and technical systems, but also offers other

• services. Dekra has had its headquarters in Stuttgart.

Cognite was founded in 2016 to meet the demands of industrial

• digitalization. Cognite is a Nordic software company supporting the

full-scale digital transformation of heavy-asset industries around the world. With Cognite Data Fusion, Cognite supply contextualized data to drive industrial applications that increase safety and efficiency and drive revenue. Cognite is partly owned by Aker ASA.

Investing in our people

Building a sustainable business for the future

Demonstrating integrity Delivering quality Promoting safety

Our success is a result of our people and their expertise and commitment. ELOP invests in health and wellness

• f
• ur
• employees. We are committed to build a

collaborative environment and help

• ur

employees to develop their career and thrive at work. We believe equality and diversity mixed with a culture of respect and curiosity drive innovation and benefit the bottom line. ELOP celebrates differences and we are proud to be an equal opportunity workplace. How ELOP conducts our business is as important as why we do business. Integrity is a cornerstone of the way we work - and we will never compromise with our ethical standards and guidelines. Creating lasting value requires integrity and transparency. We sustain a trust-based relationship with

• ur

customers,

• ur

employees, our owners, partners and other stakeholders. We will comply with applicable laws and practice good corporate governance. Looking after assets as bridges and other critical infrastructure is challenging. Quality is of high importance to us and we succeed by ensuring that we deliver products and services to high standards and expectations. We believe in doing the right thing – through

• ur innovations, in operations and services.

We strive to make every day a day without accidents and injuries, and protect

• ur

employees, the operators of our solutions and ultimately the users

• f

critical infrastructure.

Management team with extensive experience

28 Kanne joined ELOP in 2019 from the position as Digital Engineering Director – Oilfield Equipment (OFE) in Baker Hughes, a GE

• company. Previously she held executive and

director positions in the Subsea Manifold & Connection Systems at GE Oil & Gas Kanne has a strong industry background from positions earlier in her career in Vetco Gray Scandinavia, ABB Offshore Systems, Sylvester Industrier (Norsk Hydro) and Oceaneering Currently board member in NRC Group ASA (listed at Oslo Børs) Master’s degree in Naval Architecture and Marine Engineering from NTNU (Norwegian University of Science and Technology)

Kjersti i Kan anne CEO

Bjerke has deep knowledge and experience in development of optical vision based hardware and software solutions Bjerke started in ELOP-Dolphiscan, a company founded by the ELOP founder, in 1998 and joined ELOP at a later stage as Project Engineer Bjerke has had main responsibility for systems delivered to Kongsberg Defence & Aerospace, Nammo, Vinghog/ SimradOptronics Group, Moelven Industrier and Norsk Hydro, among others Bjerke holds an MSc in IT and Digital Imaging from the University of Oslo

Werner Bjerke Prin incip ipal l Scientis ist

Blom-Hagen joined ELOP in 2019 from KONGSBERG Gruppen, where he was Head of M&A. Prior to this, he was Head and Financial Director of Multiconsult International Blom-Hagen has also led Aker Solutions’ Asset Integrity division, a division responsible for inspection and maintenance management

• ffshore

Blom-Hagen has more than 15 years of finance and business development

• experience. He started his career as an

engineer within telecom, having worked for Telenor and in Capgemini's telecom practice. Blom-Hagen holds an MBA from INSEAD, and a MSc in Engineering from NTNU (Norwegian University of Science and Technology)

Tor

• rbjø

jørn Blom lom-Hagen CFO Benedic icte Taugbøl Digit ital Dir irector

Taugbøl joined ELOP in 2020 from Cognizant Consulting as Associate Director and part of the leadership team, focusing

• n Robotic Process Automation (RPA).

Taugbøl has 15 years of experience in the IT industry, with both strategic and

• perational experience in tech leadership,

consulting services, sales and business

• development. She has held international

leadership roles and has many years of experience from demanding strategy and technology projects across various industries. Taugbøl holds a MSc in computer science from NTNU (Norwegian University of Science and Technology).

Board of Directors with strong track record

29

Øivind nd Horpe pest stad d Chai airman an

• One of the original founders and former CEO of NRC Group,

listed at Oslo Stock Exchange. Broad industrial experience through former positions in Team Bane (now part of NRC Group), VRS Rail AS and Coast Capital.

Kr Krist stian n Lu Lund ndkvist Boar ard d mem ember ber

• Serial entrepreneur and investor. Founded Middelborg in 1999

and has built it from a small telecom company to an investment company with a broad range of investments. Extensive experience from business development, M&A and restructuring.

Ke Ketil Skaget et Boar ard d mem ember ber

• Founder of Byggmetall AS. Early investor in ELOP, now also

working in ELOP as Business Development Manager.

Erik La Lang ngak aker er Boar ard d mem ember ber

• Investor and experienced board member with successful track

record of growing companies such as PayEx Group, Idekapital, OMG, StormGeo, CMR Surgical and Data Respons. Advisor to private equity houses EQT and HitecVision. Former board member in Aschehoug and Link Mobility.

La Lars s Ni Nilse sen Boar ard d mem ember ber

• Former majority owner and CEO of Block Watne/BWG Homes.

Real estate investor with extensive board experience.

Ola a Snøve Boar ard d obs bser erver er & Advisor

• r to the

e Boar ard

• Former Investment Director in Aker ASA, now investor and

chairman/board member in companies such as Aker Biomarine, Exabel, Abelee, Trygg Pharma, Just Technologies and Cognite. Holds a PhD in Bioinformatics from NTNU, and an MBA from INSEAD.

Background 1 Company Overview 2 Sh Share In Informatio ion 3

Share information

Shareholder overview as of 30.04.2020

31

Top 20 20 shar shareholders, s, war arrants s and and op

• ptions

Ad Additional shar share in information

• In an extraordinary general meeting held on 10 February 2020 the Board of

Directors was granted an authorization to issue up to 16,095,876 new shares in relation to M&A, private placement(s) and options to management.

• As of 28.02.2020 there was a total of 3,300,000 options and warrants outstanding

(with different strike prices) as outlined in the table. Warrants is issued to shareholders with strong involvement within capital raisings, strategy and business development, and software development the last 12 months and upcoming years(s). No other fees is charged from these shareholders for these services, except ordinary board remuneration.

# Na Name Sha hares es % 1 MELANDSØ INVEST AS 12,497,531 23.3% 2 GIMLE INVEST AS 6,024,578 11.2% 3 TIGERSTADEN MARINE AS 4,713,407 8.8% 4 ARCTIC FUNDS PLC 4,576,659 8.5% 5 SOGN INVEST AS 4,192,066 7.8% 6 TIGERSTADEN AS 3,750,000 7.0% 7 VESTLAND INVEST AS 2,288,330 4.3% 8 LANI INVEST AS 2,288,330 4.3% 9 SONGA TRADING INC 2,200,000 4.1% 10 CARMELINA AS 1,000,000 1.9% 11 HORTULAN AS 978,382 1.8% 12 TIGERSTADEN INVEST AS 850,000 1.6% 13 SORA AS 786,320 1.5% 14 OHR HOLDING AS 696,865 1.3% 15 NORWEGIAN RAIL CONSULTING AS 600,000 1.1% 16 Guttis AS 550,000 1.0% 17 STORBREA AS 507,182 0.9% 18 SONGA AS 500,000 0.9% 19 MARA CAPITAL AS 467,909 0.9% 20 PIPERN GÅRD AS 459,769 0.9% Others (37 shareholders) 3,725,594 6,9% SUM 53,652 52,922 22 100. 00.00 00 % Desc escri ript ption

• n

Opt Option

• ns/w

/warrant nts Stri rike ke pr price Opt Option

• ns

Kjersti Kanne (CEO) 300,000 3.44 Wa Warr rrant nts Gimle Invest AS 300,000 4.37 Middelborg Invest AS 300,000 4.37 Storbrea AS 2,400,000 3.75 Opt Option

• ns/w

/warrant nts 3,30 300, 0,00 000