Good morning, and welcome to the Presentation of Akastor's Second Quarter Results. My name is Øyvind Paaske, CFO, and I am joined today by our CEO, Karl Erik Kjelstad. As in the previous quarter, our presentation now includes less detailed coverage of HMH, as that now is a listed company reporting independently. Their Q2 webcast replay and transcript are available on their website. We will take questions at the end of the session, and you may submit them at any time through the online Q&A function. To start, Karl will take you through the key developments of the quarter. Karl, over to you.
Thank you, Øyvind, and good morning, and thank you all for joining us this morning. I will start with the key highlights as mentioned for Øyvind and before briefly taking you through our portfolio and also our ownership agenda. Let's move to slide two. The second quarter marks another important step in Akastor's transition from value creation to value realization and shareholder distribution. We are pleased to announce that the board has approved a cash dividend of NOK 0.50 per share, supported by proceeds from the sale of Skandi Emerald. In fact, this represents our fifth consecutive quarterly distribution to shareholders. The HMH IPO was completed in April, reducing Akastor ownership to 36% and contributing significant cash proceeds to Akastor during the quarter.
HMH also delivered a solid operational and financial performance with adjusted EBITDA of $34 million, corresponding to 20% margin and a strong order intake representing a book-to-bill ratio of 1.2x, supporting management's increased activity and expectations for the second half of 2026. AKOFS Offshore continued to deliver stable operations across the fleet, supported by strong utilization and operational performance. For NES Fircroft, an important milestone was reached after quarter end with the successful placement of the new $650 million senior secured bond. The transaction supports refinancing and a planned shareholder recapitalization of up to $350 million. Akastor expects to receive its share of cash proceeds available to shareholders through that recapitalization, but subject to remaining conditions and approvals. DDW Offshore also continued its realization process, completing the mentioned sale of Skandi Emerald in June for $23 million.
Finally, this is also the first quarter where we present a fair value adjusted NAV. The key change is HMH, which is now listed and can be valued based on the closing share price at the end of the quarter. All other investments continue to be reflected at book value. As HMH represents around 60% of gross asset value, the listed share price provides a clear market reference for a significant part of the portfolio, making a NAV a more relevant measure going forward. Net asset value amounted to NOK 4.7 billion at the end of June, and that corresponds to NOK 17.3 per share. Øyvind will take you through more details later regarding this in the presentation. Let's move to slide four, the portfolio overview. The portfolio is largely unchanged from the previous quarter, with HMH as a listed investment following the IPO completed in April.
HMH remains our largest investment, with Akastor holding an economic interest of 36.3%, a slight adjustment to the 36.2% used in the second quarter based on the actual share count per June. NES Fircroft remains an important financial investment, and Akastor here continued to hold an estimated economic interest of around 15%. AKOFS Offshore remains at 66.7% owned investment, while DDW Offshore is now down to only one remaining vessel following the sale of Skandi Atlantic earlier this year and Skandi Emerald in June. In addition, we continue to hold some smaller investments in AQUALIS, Føn Energy Services, and EQM Liftech, which provide further optionality but represent a smaller share of our total values. Let's take a look at some of the portfolio companies, starting out with HMH at slide five.
For the second quarter, HMH reported revenues of $171 million and an adjusted EBITDA of $34 million, corresponding to 20% margin. The margin performance demonstrates resilience despite the dynamic market environment. Order intake was strong, and the first half book-to-bill ratio of 1.2x supports increased activity and expectations that we have for the second half of 2026. Following the IPO, HMH is now listed and provides a direct market reference for Akastor's largest investment. From an Akastor perspective, HMH's listing is important for two reasons. First, it establish a public market valuation for the investment, and secondly, it improved liquidity and further optionality for Akastor ownership position. Our ownership remains rather unchanged. We will continue to support HMH strategy to drive profitable growth and value creation both organically and through selective M&A. We also want HMH to maintain its strong market position through technology leadership and customer-focused innovation.
At the same time, we will actively manage our ownership over time with a clear focus on value realization. We are not in a rush, and any further decision will be based on market condition, liquidity, and overview of the underlying values in HMH. Let's move to slide six and NES Fircroft. During the quarter, NES completed the acquisition of Halian, establishing a platform for diversification into technology services. This is an important strategic development and broadens the company exposure beyond its traditional engineering workforce business. Operationally, the company continued to deliver solid performance, and underlying EBITDA increased 7% year-on-year, while performance last 12 months, EBITDA reached $164 million, reflecting highly on pre-acquisition performance and annualized synergies. Cash generation was also strong, driven by effective working capital management.
Post-quarter end, NES, as mentioned, successfully placed a new $650 million bond supporting refinancing in place and a planned shareholder recapitalization. While a substantial portion of the proceeds will be used to refinance existing debt, the bond terms also allow for dividend recapitalization of up to $350 million subject to, as mentioned, leverage and other conditions. This is an important step both for NES and for Akastor, giving important long-term capital structure while creating the potential for cash proceeds to shareholders subject to remaining conditions and approvals. From an ownership perspective, our agenda remains to support the growth in NES Fircroft by organic initiatives and also selective M&A. Well, in order to optimize value at exit. The planned recapitalization process will set an important building block in this strategy. Slide seven, AKOFS Offshore. AKOFS delivered a strong quarter with a revenue of $44 million and an EBITDA of $16 million.
Operational performance was solid across the fleet. Aker Wayfarer delivered a revenue utilization of 98% in the quarter, supported by stable operation following completion of the class renewal survey in the first quarter. AKOFS Seafarer delivered a revenue utilization of 93% with a strong operational performance. AKOFS Santos delivered some lower revenue utilization this quarter with 86%, impacted by the temporary thruster motor failure in May, but returned to near full utilization following the repair of this mentioned thruster. Commercially, AKOFS is in a strong position with a good contract coverage and a long-term visibility across the fleet. The contract awards and renewals secured over the past year has strengthened the backlog and earnings predictability, providing a solid foundation for the ongoing refinancing process and supporting further value creation. Our ownership agenda also remains focused on securing delivery on the order backlog and exploring strategic initiatives over time.
Slide eight, DDW Offshore. DDW now owns only one remaining anchor-handling vessel, Skandi Peregrino, following the sale of Skandi Emerald in June. Skandi Peregrino remained on contract in Australia throughout the quarter and delivered a solid 98% utilization. During the quarter, the firm contract period was extended to November 2026 to an exercise option, providing continued visibility for the remaining vessel. The sale of Skandi Emerald was completed in June for the mentioned $23 million. The transaction generated a positive impact on revenue and EBITDA in the quarter and contributed to Akastor's strengthened liquidity position. The DDW transactions are fully aligned with our strategy of value realization. We have reduced exposure to maturing investment, realized cash proceeds, and created a basis for further shareholder distributions. Going forward, the focus for DDW is to safeguard operations, secure high utilization for Skandi Peregrino, and optimize value at exit.
Then finally, let's look at slide nine with the key priorities for Akastor going forward. Akastor's strategy remains focused on value creation, enabling liquidity, and returning capital to shareholders. We continue to work actively with our portfolio companies to maximize value through strategic, operational, and financial initiatives. That remains the foundation for our ownership model. At the same time, we are increasingly moving from value creation into value realization. The HMH IPO, the DDW vessel sales, and refinancing and recapitalization of NES Fircroft are all examples of this. Our objective is to create portfolio liquidity and optimize the timing of exits, either through cash realization or listed shares. When proceeds are realized, we will continue to assess distribution to shareholders while at the same time maintaining a sound capital structure.
The fifth consecutive dividend approved in connection with the second quarter is a clear example of this strategy put into action. With that, I will hand over to Øyvind, who will take you through the financial update in more detail. Øyvind, over to you.
Thank you, Karl. I will then take you through our financials, starting on slide 11 with our balance sheet and the fair value adjustments. As Karl mentioned, following the listing of HMH, we are shifting focus from book values towards fair value adjusted net asset value. The key reason is, of course, that HMH is now listed, which gives us a clear market reference for this investment, which represents around 60% of our gross asset values. As shown in the table to the left on this slide, the only fair value adjustment is related to HMH, while all the other investments continue to be reflected at book value. Starting with HMH, the carrying value in our books was NOK 3.01 billion at quarter end, reflecting Akastor 36.3% post-IPO ownership share under the equity method.
The fair value adjusted value was NOK 2.966 billion, based on the closing share price of $18.74 per share at the end of June. This gave a negative fair value adjustment of NOK 44 million. Since quarter end, the share price of HMH has increased, implying a higher fair value of Akastor's HMH investment today than reflected in the net asset value as per Q2. The book value of HMH decreased by NOK 433 million during the quarter, mainly reflecting the reduced ownership following the IPO, as well as IPO-related accounting effects recognized during the period. Going forward, HMH book value will reflect Akastor share of HMH reported equity under the equity method, while the net asset value view will separately reflect the market value of our listed holding. For DDW, book values decreased during the period following the realization of Skandi Emerald.
The sale was completed for NOK 23 million, as mentioned, with value then effectively transferred into cash. AKOFS Offshore remains carried at zero in our books, reflecting the prior reduction of the equity investment. We do, however, continue to carry the shareholder receivable provided to AKOFS at full value, included here under shareholder receivables. Other assets and other liabilities remained relatively stable through the period. Shareholder receivables were reduced following the cash settlements of the HMH shareholder loan in connection with the IPO. While cash and fund investments increased to NOK 560 million at quarter end. Debt was reduced during the quarter following the DDW realization. In total, book equity value decreased by NOK 472 million during the quarter, primarily reflecting the dividend payment of NOK 1.5 per share paid in May and accounting effects recognized in the period.
At the same time, value realizations in HMH and DDW transferred value into cash, strengthening the balance sheet liquidity position. Our total fair value adjusted NAV was NOK 4.735 billion at the end of June, corresponding to NOK 17.3 per share, which was then broadly in line with the book equity value per share as per June 30th. Let's then turn to the next slide for the overview of cash movements. In Q2, our net cash position increased by NOK 321 million to NOK 540 million at period end. This was then driven by proceeds from the HMH IPO, as well as the sale of Skandi Emerald, partly offset by the dividend payment in May. The Q2 consolidated net cash position includes a net cash position of NOK 24 million in DDW Offshore compared to a net debt position of NOK 68 million in DDW in the previous quarter.
This reflects the completion of the Skandi Emerald transaction, where part of the proceeds was used to reduce the draw under the DDW RCF. It can be noted that the DDW cash position at quarter end was supported by a favorable working capital position, which is expected to normalize during the second half of the year. At quarter end, net interest-bearing items amounted to approximately NOK 1.0 billion, including cash and fund investments, as well as interest-bearing exposure towards AKOFS Offshore. Interest-bearing receivables then decreased during the quarter, mainly reflecting the repayment of the HMH shareholder loan of $27 million. Looking ahead, the net cash position will be affected by the approved dividend scheduled for later this quarter. Then the overview of our external financing facilities. The corporate $30 million RCF was canceled in May.
The facility had been suspended following the HMH IPO due to the release of legacy share pledge over HMH shares. Given Akastor's strong liquidity position and ongoing work towards a better-suited financing solution, the facility was canceled to avoid ongoing commitment cost and remove structural constraints related to the HMH shareholding. As mentioned also last time, we are evaluating a new corporate backup facility potentially linked directly to listed HMH shares following expiry of the lock-up period. This would provide a more flexible and cost-efficient alternative to the last facility. For DDW Offshore, their revolving credit facility was reduced to $7 million following the sale of Skandi Emerald, with $2 million drawn as per end of June. At quarter end, total available liquidity amounted to NOK 560 million, including NOK 44 million of cash held within DDW Offshore.
This then represents cash and fund investments only, as Akastor then no longer has a corporate RCF in place, and the undrawn portion of the DDW facility is not included in this liquidity metric. Then over to our consolidated P&L. As a reminder, most of our holdings are not consolidated in our group financials, and as a result, consolidated revenue and EBITDA represent only a limited portion of underlying values. DDW Offshore delivered total revenues of NOK 156 million in the quarter, including then NOK 101 million related to the gain on the sale of Skandi Emerald. Operationally, Skandi Emerald reported limited utilization, reflecting the sale completed in May, while Skandi Peregrino remained on contract throughout the quarter. EBITDA amounted to NOK 113 million, driven by the gain related to the sale.
Other EBITDA was negative by NOK 19 million, and in total, consolidated revenue and EBITDA for the quarter amounted to NOK 156 million and NOK 94 million, respectively. Then some details on our net financial items. Financial investments contributed negatively by NOK 1 million, primarily driven by the share price decline in AQUALIS during the quarter, partly offset by positive valuation effects related to our investment in NES. FX accounting effects contributed positively by NOK 30 million, and combined with net interest income of NOK 5 million and other financial income of NOK 6 million, total net financial items contributed positively by NOK 41 million in the quarter. Total net negative contribution from equity-accounted investments was NOK 137 million in the period. HMH contributed a net negative of NOK 120 million, primarily reflecting IPO-related effects.
The negative contribution relates to the reduction in Akastor's ownership through the IPO at a valuation below carrying value of our investments, resulting in a dilution loss recognized in the P&L. The result was further impacted by IPO-related costs recognized by HMH during the period. As mentioned earlier, following the IPO, HMH is accounted for using the equity method, meaning that our carrying value now represents 36% share of HMH reported equity and is independent of subsequent movements in the listed share price. Other investments contributed negatively by NOK 17 million. With that, we are through the presentation, and we will move over to the Q&A session. We will take a short pause in order for the listeners to provide their questions. We will be back soon.
Okay, then we are back. We have a few questions regarding the HMH ownership and our strategy for realizing that ownership. Karl, I will start with this for you. How should we think about Akastor's ownership in HMH following the IPO?
As mentioned, the IPO was an important milestone for us, both establishing a public market valuation for HMH and also generating liquidity for Akastor. After the IPO and the greenshoe exercise, we received approximately $53 million in cash proceeds and repayment of the shareholder loans we had to HMH. The current lock-up arrangement expires towards the end of the third quarter. While Akastor strategy remains to realize value over time, we are under no pressure to sell shares at a specific point in time. Our focus will remain focused on maximizing shareholder value, and we will continue to assess potential future sales based on market conditions, liquidity, and also overview on underlying values in HMH. At the same time, HMH remains our largest investment, and we continue to see attractive value creation potential through operational execution, margin improvements, and also continued growth in the HMH business going forward.
Thank you, Karl. Then, partly a related question. How should we think about future shareholder distributions going forward?
Well, our approach here will remain unchanged. We seek to return excess capital to shareholders when realizations occur. But at the same time, maintaining a strong balance sheet. During the first half of 2026, we have returned NOK 1.90 to our shareholders, and with this last announcement today, additional dividend of NOK 0.50 per share. Further distribution will continue to be assessed in light of realized liquidity and capital requirements.
Thank you. Then we received some questions regarding the recapitalization of NES. I will take one of those. Can you elaborate a bit around the potential recap of NES Fircroft following their refi?
Yes. NES did this, I would say, successfully refi of this $650 million secure bond, and primarily it serves to refinance the company's existing debt and also establish a more flexible long-term capital structure for the company. As disclosed in the bond documentation, the financing structure allows for shareholder recapitalization subject to leverage and other conditions has to be satisfied. The documentation includes capacity for dividend recapitalization of up to $350 million, although the eventual amount, timing, and structure remain subject to funding conditions and approvals. From a customer perspective, the refinancing is an important step, as it improves our financial flexibility for NES Fircroft while also creating the potential for cash proceeds to shareholders.
Currently, we are not providing guidance on the fund size or timing of the shareholder distribution, but we can confirm that Akastor expects to receive its proportional share of proceeds and ultimately distribute this to our shareholders, given approval from our Board of Directors. Overall, we view the refinance as a positive development for both NES Fircroft and Akastor, supporting a strong capital structure, which also create additional avenue for further value creation for the company.
Okay. Thank you, Karl. Then we have received a question on the AKOFS refi, which I can comment on. AKOFS refi, could you expect to see a realization of the shareholder loan in favor of the external financing, and what is the timeline there? As we have mentioned in the presentation, the refinancing process in AKOFS is progressing, and we do it in terms of timeline. We target the completion during the second half of this year, subject then, of course, to final documentation approvals, et cetera. We do see good engagement from financing providers, supported, of course, by AKOFS' strong contract coverage and their backlog and also, of course, their stable operational performance.
When it comes to the intention, the proposed financing that we seek is primarily to refinance the company's existing debt facilities and establish a long-term financing platform aligned with the new and prolonged contract portfolio, aligning that with debt maturity profile. Also, we do aim to secure funding for the exercise of the purchase option for Aker Wayfarer, which is then expected to be [inaudible] later this year with settlement in 2027. So the proceeds from a refi are intended to refinance existing debt plus then the acquisition of Wayfarer, in addition to, of course, general corporate purposes. But we do not see at this point a realization of any shareholder loan in connection with this refi. Then we have one other question on NES, which goes to the recap. Is this a substitute to a sale or an IPO and the updated view on the exit optionality?
I can comment briefly on that since Karl already sort of mentioned the most there. But I think this is viewed as two separate matters and the refi and potential recap. That primarily reflects the company's operational performance and cash generation, which is strong, and then the desire to optimize capital structure. The new bond, as Karl said, provides a long-term financing platform and also then creates a potential to take out some cash for shareholders. From our perspective, I think it's fair to say that our ownership agenda then remains unchanged from what we have said previously. We see this potential realization of the full value in NES as a separate matter to the recapitalization and refinancing of the company. Then one last question received regarding the Peregrino vessel. Do you have a view on potential contract renewal of their options for Skandi Peregrino after November?
I can take that as well. The current contract, as you have seen on the slide, includes a series of priced options that can extend the firm period for up to, I believe, 16 months after November 2026. There is such a mechanism already in place that could provide continued utilization on that vessel. Of course, we maintain a dialogue with the customer regarding those options. But at the same time, we assess opportunities in the broader market to ensure continued utilization and to maximize the value of the vessel. The market, as we view it, remains active in several regions and also in the regions where Skandi Peregrino is situated. We do believe the vessel is well-positioned based on its operational performance and contract track record also beyond November and even if the option should not be declared.
With that, I think that concludes our session. I would just like to thank you all for your attention, and we look forward to welcoming you back for the presentation of our third quarter results in November. Thank you very much.