Multiconsult: Annual General Meeting 2026 | Presentation

Ordinær Generalforsamling Multiconsult ASA

Rikard Appelgren, Chair board of directors Grethe Bergly, CEO

Ove B. Haupberg, CFO

Arnor Jensen, Leader nomination committee

16 April 2026

Sak 1, 2 G 3

RIKARD APPELGREN -

Chair board of directors

Sak 1 -

Valg av møteleder og en person til å medundertegne protokollen

Sak 2 -

Godkjennelse av innkallingen og dagsorden

Sak 3 -

Godkjenning av årsregnskap og styrets årsberetning for Multiconsult ASA og konsernet for 2025 herunder disponering av årets resultat, samt behandling av redegjørelse om foretaksstyring

Highlights 2025

GRETHE BERGLY - CEO

Our ambition:

Always the first choice

We make it easier for our clients to identify and reach their goals

This is the Multiconsult Group

Segments

(share of net operating revenues 2025)

Business areas

(share of operating revenues 2025)

Sector balanced portfolio

(share of operating revenues 2024)

• 5 500 clients > 15 000 projects

• 45 countries > 4 100 employees

8%

14%

79%

13%

35%

26%

26%

49%

51%

Norway

Architecture International

Buildings C Properties Mobility C Transportation Energy C Industry

Water C Environment

Public Private

Financial track record

3.4

3.7

3.8

4.2

4.8

11.0

9.2

9.8

9.3

9.2

4.1

7.6

5.4 5.7

EBITA adj. margin %

Net operating revenues, NOK billion

2019

2020

2021

2022

2023

2024

2025

Multiconsult-Group

Mulriconsulf ? L S 3 SITEPARTNER?'"r

Multiconsult-Group

LINK Arkitektur

A small selection of projects

New Aalborg University hospital

Frame agreements with the

No ncy

rwegian Defense Estates Age

Deichman Library, Oslo

Rikshospitalet, Oslo

Museum of the Viking Age

Yggdrasil. Electrification of oil and gas installations

11

It's all about the people

People Organisation Excellence

• Engineering students named Multiconsult Norge the most attractive company in the construction industry (Universum survey)

• More than 85 per cent of employees are estimated to be co-owners

• Employee survey shows strong engagement and above-benchmark satisfaction

• Karsten Warloe, appointed new CEO of Multiconsult Group from June 2026

• Engineering consultancy ViaNova is currently being integrated in Multiconsult Norge, which will significantly strengthen the group's transport and mobility offering to the market

• Anders Liaøy awarded first prize in the EFCA Future Leaders Competition

• LINK Arkitektur won two international Archello Awards for Spira and The Parkside. Campus ACE was also named "Environmental Building of the Year" by Sweden Green Building Council

• Ski Tower by A-Lab was nominated for two awards in the ArchDaily Building of the Year Awards

Thriving amid rapid change

Stable performance in a challenging market

• The overall market outlook remains stable, with continued uncertainty

• Multiconsult continues to grow both through acquisitions and organically in a year where competition in our industry has intensified

• Defence, energy and industry remain key drivers

  EPS C DPS

  G.22

  EPS

  NOK per share

  5.00

  DPS

  NOK per share

• A strong position within defence related consultancy in Norway,

  Sweden, Denmark and Poland

• The defence related experience also positions us strongly for assignments that increase the robustness of the civil society and our total defence

  
  
  

  EBITA margin*

  10%

  *measured on an annual basis, exclusive extraordinary items

  Measures to improve profitability

  Goal is to improve EBITA margin in line with our profitability target, which is 10%, by:

  • Adapting the organisation to the market

  • Optimising processes and creating a more efficient business support organisation

  • Introducing cost savings programme

Profitability, growth and gearing

• Profitability

  Target an annual EBITA margin of 10%, excluding extraordinary items

• Revenue growth

  Aim for 8-10% compound annual revenue growth between 2025 and 2030, including

  500

  450

  400

  NOK million

  350

  300

  250

  200

  150

  100

  50

  10.7%

  11.0%

  10.0%

  9.2%

  9.8%

  9.3% 9.2%

  7.6% 7.7%

  7.1%

  7.6%

  7.0%

  5.8%

  3.9%

  4.1%

  3.0%

  11

  10

  9

  EBITA adj. margin %

  8

  7

  6

  5

  4

  3

  2

  1

  M&A activities

• Gearing and equity

  Maintain financial strength with a gearing ratio between 1.0 and 2.0x, max 2.5x, special: 3.0x up to 18 months, and equity ratio above 25%

• Dividend policy

Ambition to distribute at least 50% of the group's net profit annually

0

2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025

0

EBITA adj.

EBITA adj. margin

+11%

+10%

6 000

5 000

NOK million

4 000

3 000

2 000

2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024

Net operating revenues

2025

1 000

0

15

Industry leading data gives clients a clear advantage

In 2025, more than NOK 40 million was invested in digital competence and advanced technology solutions:

• Investment in an advanced digital platform that strengthens collaboration across the group

• Nearly a century of high-quality data, fully digitalised and ready for use

• A powerful digital platform and high-quality data enable delivery of greater value to clients through human and artificial intelligence

Photo: Adobe Stock

High ambitions for where and how to grow

Long-term, sustainable and profitable development

Projects

1

Developing position in complex and large projects

Robust platform for growth

Positions

2

3

4

Expanding our position

as preferred partner in the energy transition

Driving urban

transformation and development

Safeguarding

biodiversity and climate

Enabling the green

transition

Markets

5

Increasing our impact in the Nordics and Poland

Expanding our position

A preferred partner in the energy transition

Carbon capture in Klemmetsrud, Oslo

Northern Lights

carbon storage project Hydropower in Nepal

A more robust power grid

Capturing emissions at one of Oslo's largest waste facilities

Enabling safe, long-term storage of CO2 beneath the seabed as part of Europe's first full-scale CCS value chain

Delivering reliable renewable energy in a challenging terrain for hydropower developer in Nepal

Strengthening grid capacity and resilience to meet demand and ensure secure energy supply for Statnett

Driving urban transformation and development

Improving urban mobility across Warsaw

Fornebubanen Munch

Relocation of the port of Bergen

Modernising transport infrastructure to create safer, faster and more sustainable mobility residents and commuters

Delivering one of Norway's largest transport projects, improving connectivity between Oslo and Fornebu

Engineering and architectural expertise supporting a landmark cultural building that strengthens Oslo's waterfront and cultural life

Supporting a major urban transformation by shifting port activities and enabling new city development along the waterfront

Safeguarding biodiversity and climate

Restoring military training grounds to nature

Restoring former training areas at Skarsteinsfeltet to natural conditions through targeted environmental rehabilitation

Client: Forsvarsbygg

Landslide risk mitigating

Reducing risk to people and infrastructure through advanced geotechnical assessments and protective measures

Client: Ullensaker municipality

Nature hazards and watercourse protection

Strengthening vulnerable watercourses and landscapes to safeguard communities across Norway against extreme weather

Client: NVE

Mapping of habitat types

Providing essential ecological insight by identifying and classifying habitat types for sustainable land-use

Client: Norwegian Environment Agency

A unique position as advisor for the defense sector in the Nordics

Denmark

• LINK Arkitektur delivers consultancy services for the Danish Ministry of Defence Estates Agency across Denmark, the Faroe Islands and Greenland

  Sweden

• LINK Arkitektur works on multiple assignments as part of two frame agreements with the Swedish Fortifications Agency

  Norway

• Multiconsult Norge and LINK Arkitektur hold several framework agreements with the Norwegian Defence Estates Agency

  Photo: The Norwegian Defence Estate Agency

  Financial Review 2025

  
  
  

  OVE B. HAUPBERG - CFO

  
  
  

  Consolidated key figures NOK million	FY 2025	FY 2024	Change
  Net operating revenues	5 657.3	5 383.6	5.1%
  EBITA	3G4.8	523.4	(24.6%)
  EBITA margin %	7.0%	9.7%	(2.7pp)
  EBITA adj.	431.7	492.1	(12.3%)
  EBITA adj. margin %	7.6%	9.2%	(1.6pp)
  Order intake	6 077	6 454	(5.8%)
  Order backlog	4 233	4 851	(12.8%)
  Billing ratio	71.8%	72.8%	(1.0pp)
  Permanent fixed employees	4 160	3 923	6.0%
  Full-time equivalents (FTE)	3 731	3 566	4.6%

  Financial highlights FY 2025

• Net operating revenues increased to NOK 5 657.3 million (5 383.6), a y-o-y growth of 5.1%

  • Organic revenue growth (ex. calendar effect) of 4.0% y-o-y

  • Organic revenue growth (ex. one-offs, calendar effect) of 4.9% y-o-y

• EBITA of NOK 394.8 million (523.4), equal to an EBITA margin of 7.0% (9.7)

  • Legal expenses, write-down, related to Sotra project of NOK 36.9 million

  • One-time settlement from client in 3Ǫ 24 of NOK 31.2 million

• EBITA adj. of NOK 431.7 million (492.1), margin 7.6% (9.2)

• Order intake of NOK 6 077 million

• Billing ratio of 71.8%, declined by 1.0 percentage points

• Reported profit for the period was NOK 252.6 million (413.3)

  • Last year's figure included NOK 36.0 million net finance income from the A-lab acquisition and NOK 21.4 million from reduced earn-out from Helm and VA-Resurs

• Earnings per share 9.22 (15.11)

• Proposed dividend of NOK 5.00 per share as ordinary dividend

  EBITA FY 2024

  One-off effect

  241

EBITA Increased Other adj. FY capacity revenue

3

37

-31

-2

-323

Calendar effect

Billing ratio

Other Employee Other opex benefit cost

EBITA FY 2025

One-off effect

EBITA

adj. FY

3Ǫ 24

2024

effects

expenses effects

2025

2025

Financial position

750

700

650

600

550

NOK million

500

450

400

213

-222

1

37

Cash at

CF from

Change in

CF to

CF from

CF from

Foreign

Cash

NOK million

-106

3Ǫ 4Ǫ 1Ǫ 2Ǫ 3Ǫ 4Ǫ

91 1Ǫ 2Ǫ 3Ǫ 4Ǫ

686

1Ǫ 2Ǫ 3Ǫ 4Ǫ

the

beginning of the year

operations

working

capital

investments financing

financing

IFRS 16

currency effects

31 Dec

2025

2022

2023

2024

2025

Shaded areas show IFRS 16 (non-cash) effects on Cash Flow (CF) from opeations and financing

NIBD excl. IFRS 16 liabilities



Consolidated statement of profit or loss

Consolidated statement of financial position

Consolidated statement of financial position

Consolidated statement of cash flows

Financial calendar

12 May 2026, 1Ǫ 2026 results

18 Aug 2026, Half-yearly 2026 report

03 Nov 2026, 3Ǫ 2026 results

Teknostallen, Trondheim | Photo: Marianne Fon / Multiconsult

Sak 3, 4 og 5

RIKARD APPELGREN -

Chair board of directors

Sak 3 -

Godkjenning av årsregnskap og styrets årsberetning for Multiconsult ASA og konsernet for 2025 herunder disponering av årets resultat, samt behandling av redegjørelse om foretaksstyring

Forslag til vedtak:

Årsregnskapet og årsberetningen for 2025 godkjennes.

Det foreslåtte utbyttet på NOK 5,00 per aksje godkjennes.

Sak 4 -

Godkjennelse av honorar til Selskapets revisor

Godtgjørelsen til Selskapets revisor for 2025 er NOK 2 211 000, som dekker revisjon av det konsoliderte årsregnskapet til Multiconsult ASA etter IFRS og morselskapsregnskapet etter forenklet IFRS, samt attestasjon av bærekraftsrapportering i tråd med asal. § 7-6(1).

Forslag til vedtak:

Generalforsamlingen godkjenner godtgjørelse til Selskapets revisor med NOK 2 211 000 for regnskapsåret

2025.

Sak 5, 6, 7 og 8

ARNOR JENSEN -

Leader nomination committee

Sak 5 -

Fastsettelse av honorar til styrets medlemmer

Valgkomitéens innstilling :

The nomination committee proposes the following remuneration for the directors for the period running from the annual general meeting 2026 to the annual general meeting 2027:

EXTRAORDINARY REMUNERATION TO THE BOARD'S CHAIR AND MEMBERS OF THE RECRUITMENT COMMITTEE

In the spring of 2025, CEO Grethe Bergly announced her intention to step down. The board of directors established a recruitment committee with a mandate to oversee the recruitment process and prepare a recommendation to the board of directors for the appointment of a new CEO. The recruitment committee comprised Rikard Appelgren (chair), Sverre Hurum, Eva Kristensen and Tore Sjursen. Kristensen and Sjursen shared the responsibilities of one position between them. The nomination committee recognises that the members of the recruitment committee have devoted considerable time and effort to this work and therefore proposes that the general meeting resolve to grant them extraordinary remuneration for this committee work, by adopting the following resolution:

1. The chair of the recruitment committee, Rikard Appelgren, shall receive NOK 115 000 in compensation for his efforts in 2025 and 202C.

2. The member of the recruitment committee, Sverre Hurum, shall receive NOK C0 000 in compensation for his efforts in 2025 and 202C.

3. The members of the recruitment committee, Eva Kristensen and Tore Sjursen, shall each receive NOK 30 000 in compensation for their efforts in 2025 and 202C.

Sak 5 -

Fastsettelse av honorar til styrets medlemmer

The nomination committee proposes that the general meeting adopts the following resolutions:

1. The general meeting adopts the nomination committee's proposed remuneration to the members of the board of directors for the period 2026-2027.

2. The general meeting adopts the nomination committee's proposed extraordinary remuneration to the members of the recruitment committee.

3. All board members who are elected by the shareholders shall buy shares in Multiconsult ASA for 20% of the aggregate gross board remuneration within the end of the year. The obligation will apply annually for as long as a board member is re-elected, until the individual board member's shareholding has an aggregate market value equal to the size of one year's board fee. Board members shall thereafter maintain a shareholding of this size for as long as they remain members of the board of directors. After a board member resigns, the obligations under this resolution shall cease to apply.

Forslag til vedtak (som i innstillingen):

At generalforsamlingen godkjenner honorar til styrets medlemmer i tråd med valgkomiteens innstilling.

Sak 6 -

Valg av medlemmer til styret

Valgkomitéens innstilling :

In summary, the nomination committee proposes that the general meeting elect Hans Jørgen Wibstad and Jone Torstensen as directors for two-year terms, from the 2026 annual general meeting to the 2028 annual general meeting, by adopting the following resolutions:

Forslag til vedtak (som i innstillingen):

1. Hans Jørgen Wibstad is elected as a member of the board of directors for a two-year term.

2. Jone Torstensen is elected as a member of the board of directors for a two-year term.

Sak 7 -

Valg av medlemmer til valgkomitéen

Valgkomitéens innstilling :

The nomination committee proposes that Hauge be re-elected as a member of the nomination committee and that Håkon Astrup be elected as a new member, each for a two-year term from the 2026 annual general meeting until the 2028 annual general meeting, by adopting the following resolution:

Forslag til vedtak (som i innstillingen):

Atle Hauge and Håkon Astrup are elected as members of the nomination committee of Multiconsult ASA for a two-year term, from the 202C annual general meeting until the 2028 annual general meeting

Sak 8 -

Fastsettelse av honorar til valgkomiteens medlemmer

Valgkomitéens innstilling: Forslag til vedtak (som i innstillingen):

The general meeting adopts the nomination committee's proposed remuneration to the members of the nomination committee, for the period from the 202C annual general meeting to the 2027 annual general meeting.

Sak G, 10, 11 og 12

RIKARD APPELGREN -

Chair board of directors