Slide 1: CMB.TECH & Golden Ocean Proposed Merger
CMB.TECH & GOLDEN OCEAN PROPOSED MERGER A Leading Diversified Maritime Group 22 April 2025
Slide 2: Cautionary Note Regarding Forward-Looking Statements
Cautionary Note Regarding Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended, Section 27A of the US. Securities Act of 1933, as amended, and the U.S. Private Securities Litigation
Slide 3: Disclaimer
Disclaimer Use of Non-GAAP Financial Measures This presentation includes certain non-GAAP financial measures as defined under U.S. Securities and Exchange Commission (the “SEC"} rules. These non-GAAP financial measures include and reflect managements’ current expectations and beliefs regarding the p
Slide 4: Key Terms of the Proposed Merger
Key Terms of the Proposed Merger + Stock-for-stock merger with CMB.TECH being the surviving entity Merger Structure + CMB.TECH and Golden Ocean shareholders to own approximately 70% and 30% (or 67% and 33% excluding treasury shares) of CMB.TECH post merger, respectively + Golden Ocean shareholders t
Slide 5: Stock-for-Stock Merger
Stock-for-Stock Merger + On4 March 2025, CMB.TECH NY announced that it had entered into a share purchase agreement with Hemen Holding Limited for the acquisition of 81,363,730 shares in Golden Ocean Group Limited ata price of 14.49 USD per share. + Same will be used in calculation for the exchange r
Slide 6: The Largest Listed Diversified Maritime Group
The Largest Listed Diversified Maritime Group Alarge and liquid player @ = ® & 3,31 321 Large market capitalization among its peers") ~$3.2 billion Market Gap ~38.4% 1,58 142 1,42 1,50 Market Cap in Shn ~$1.2 bn 0,96 Free float 1,04 1,08 cmt Rraneuux Geciso Sat = SFL = SE tm ee FFE om Come Bee QQ ec
Slide 7: Modern Fleet at the Forefront of Decarbonisation
Modern Fleet at the Forefront of Decarbonisation CMB. ce i bf S33) ecw ¢ — ae Mix of dual fuel fitted, dual fuel ready, and modern ~$11.1 billion 6.1 years 162 + 91 = 253 eco fleet: addressing todays and tomorrows Combined FMV"! Average fleet age Vessels customers’ emission and efficiency challenges
Slide 8: CMB.TECH Strategy Supported by Regulations
CMB.TECH Strategy Supported by Regulations Tier 2 deficit: IMO GHG $380 per tonne of CO,eq strategy on a WtW basis an = MEPC 83 ¥ 2028 Modern eco fleet, NH, dual fuel optionality Tier 1 deficit: & NH, dual fuel fitted fleet $100 per tonne of CO,eq ona WIW basis Regulations: EU already in place, IMO
Slide 9: Geared Up for Resilient Performance Across the Shipping Cycles
Geared Up for Resilient Performance Across the Shipping Cycles ' ix of spot and TC exposure Exposed to different contract types balancing spot market income with predictable long-term cashflows (extensive contract backlog of ~$3 bn ®)) 2026" 2028 2027 87.5% 88.2% BAN spetdaye 55,874 62,431 65,856 da
Slide 10: Leveraging an Anchor Shareholder with Deep Roots in Shipping
Leveraging an Anchor Shareholder with Deep Roots in Shipping © m025—cMaTECH CMB 1895 Compagnie Belge Maritime du Congo ~$19.0/s Dividends 2002 — 2015 ~ $803.7 million >100 Historic Capesize vessels owned and/or operated 104 Years listed on the Brussels stock exchange ~62.5% 2002-2015 dividend payout
Slide 11: Attractive Combined Financial Profile
Attractive Combined Financial Profile FY 2024 — — Jn $m, unless otherwise stated GOLDEN OCEAN PRO FORMA Revenue 940 776 1,716 EBITDA excel. 515 429 944 capital gain 55% margin 55% margin 55% margin Net leverage 54.9% 37.7% 49.3% Liquidity 3443 2798 623 Dividends $5.72 per share $1.05 per share $6.77
Slide 12: A Leading Diversified Maritime Group
A Leading Diversified Maritime Group @ The largest listed diversified maritime group with close to 40% free float More than 250 modern vessels at the forefront of decarbonisation with a mix of dual fuel fitted, dual fuel ready and modern eco ships Geared up for resilient performance across the shipp