Ades Holding Company · TADAWUL:2382
Ades — Merger or Acquisition (August 2025)
15 slides from Ades's merger presentation, Aug 6, 2025
Slide 1: ADES to Acquire Shelf Drilling
nta = <2 ADES ADES to Acquire Shelf Drilling Investor Presentation 6 August 2025
Slide 2: Important Notice
Important Notice $73. ADES This presentation and information contained herein (the "Information") has been prepared by ADES Holding Company (the Company") for background purposes only and does not form apart of any offer to sell, or solicitation of an offer to purchase, any securities. The distribut
Slide 3: Today's Presenters
Today’s Presenters Investors Presentation * 6 August 2025 Dr. Mohamed Farouk Hussein Badawy
Slide 4: Transaction Overview
Transaction Overview $3 ADES Transaction Structure Pre Acceptances Key Approvals / Closing Conditions Timeline Offer to acquire all issued and outstanding shares of Shelf Drilling, Ltd. at NOK 14.00 per share in cash (the “Cash Offer”) Board of Directors of Shelf Drilling recommends its shareholders
Slide 5: Transaction Rationale
Transaction Rationale Enhanced Fleet and Scale Establishes a strong global player in shallow-water drilling following the addition of 33 jack-ups Combined portfolio of 83 jack-ups, including 46 high-spec premium rigs Modern and standardized premium jack-up fleet improves capability, efficiency and r
Slide 6: Overview of Shelf Drilling Acquisition
Overview of Shelf Drilling Acquisition helf Drilling at a Glance Rigs in Fleet Continents alt FLEE Consideration Valuation Closing $1.5bn c.3,800 All-cash Shelf Drilling market Transaction expected i ic of $379mn4 to close in the fourth Firm Backlog! Workforce? transaction cap of $379mn ° quart on o
Slide 7: Number of jack-ups: ADES rigs and Shelf rigs
# of jack-ups 83 50 1 36 1 1 34 10 2 2 33 24 3 1 3 25 1 2 13 4 9 2 3 1 1 6 1 11 ADES rigs Shelf rigs 1 2 1 7
Slide 8: ADES and Combined rigs and backlog by region
ADES ADES ADES # Rigs # Rigs S America $bn W Africa India SE Asia Onshore Onshore 3 1 3 Offshore 5 $1.7 Offshore 40 90 50 50 $7.9bn MENA $6.2 38 Combined Combined Combined # Rigs # Rigs S America $bn India W Africa Onshore Onshore 1 12 SE Asia 11 North Sea $1.7 Offshore Offshore 40 3 9 123 Med 2 83
Slide 9: Firm and options contract coverage
Firm Options Options Firm Firm
Slide 10: Number of Rigs per International Driller
• • • • • • • Number of Rigs per International Driller Number of Rigs per International Driller Number of Rigs per International Driller2 1 Combined Borr Valaris Combined Borr COSL Valairs Combined ADNOC ARO ADC COSL
Slide 11: Transformational Transaction Accelerating Growth
nta Transformational Transaction Accelerating Growth <2 ADES Revenue! EBITDA2 Free Cash Flow’? 2025e 2025e 2025e Co 52% > 38% Co 43% > 257 846 $ 906 $ 2,655 $340 $1,229 ‘ . $ 889 L] $589 $1,749 E2ADES [lls Combined EEADES — |llemnr | Combined ERADES — ll wne | Combined Full run-rate EBITDA uplift fr
Slide 12: Significant Cost Synergies Achievable in the Medium Term
Significant Cost Synergies Achievable in the Medium Term <3. ADES Headquarters Cost: Reduced management cost and consolidation of offices in key hubs Local Support Cost: ADES’ shore-based operations overlap in certain areas Other: Reduced insurance cost, scale benefits and alignment of offshore comp
Slide 13: Aligned Operations Allow for Seamless Integration
Aligned Operations Allow for Seamless Integration High-Margin Regions Strong presence in high-margin regions ensures financial resilience and attractive cash-flow generation ) nta o2 ADES Overlapping Footprint Geographic overlap supports commercial synergies and reinforces leadership in core MENA ma
Slide 14: Conclusion: A Highly Complementary Combination with Clear Strategic and Financial Benefits
Conclusion: A Highly Complementary Combination with Clear Strategic and Financial Benefits Investor Presentation * 6 August 2025 Creates a large jack-up platform globally, with scale and regional strength Establishes a superior service provider focused on client needs, positioned as the partner of c
Slide 15: Slide 15
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