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2019 Annual Report 1 April Annual General Meeting 22 April Interim Report Q1 2020 5 May Interim Report Q2 2020 15 July Interim Report Q3 2020 3 November

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2019 Annual Report 1 April Annual General Meeting 22 April Interim Report Q1 2020 5 May Interim Report Q2 2020 15 July Interim Report Q3 2020 3 November Contents In review 1 Company overview 2 History 4 Highlights 7 Our values 8 Our safety 9 Letter from the President and CEO Performance 2019 12 Board of Directors’ report 23 Directors’ responsibility statement 24 Consolidated accounts 50 Parent company accounts 56 Auditor’s report 60 Shares and shareholder matters Our organization and governance 62 Corporate governance 66 Presentation of the Board of Directors 68 Presentation of the Management Team 70 Company information Financial calendar 2020 2019 annual report 1 April Annual general meeting 22 April Interim report Q1 2020 5 May Interim report Q2 2020 15 July Interim report Q3 2020 3 November Dates are subject to change. In review Company overview Philly Shipyard is a leading U.S. shipbuilder that is presently Elements contributing to success: pursuing a mix of commercial and government work. It possesses a state-of-the-art shipbuilding facility and has earned a • State-of-the-art shipyard with modern equipment reputation as a preferred provider of ocean-going merchant vessels • Access to global shipbuilding and design expertise through with a track record of delivering quality ships, having delivered agreements with partners in Asia and Europe around 50% of all large ocean-going Jones Act commercial ships • A solid track record demonstrated by the delivery of 30 quality since 2000. newbuild vessels (6 containerships, 22 product tankers and 2 Aframax tankers) through 2019 Philly Shipyard ASA is a holding company with headquarters in • Skilled workforce consisting of direct and contracted Oslo, Norway, and an operating subsidiary in Philadelphia, PA, USA. employees with a strong HSE mindset and culture of improvement Philly Shipyard ASA was listed on Oslo Axess in December 2007. • Opportunistic investment approach with respect to the Aker Capital AS, a wholly-owned subsidiary of Aker ASA, is the post-delivery economics of the vessels that it builds majority shareholder, holding 57.56% of the shares as of • Maximize shipyard’s utility with ship repair and maintenance 31 December 2019. work • Proven history of promoting new vessel owners “Going Gray” The U.S. Jones Act market The U.S. Government market U.S. coastwise law, commonly referred to as the Jones Act, The U.S. Government market for ship design, construction and requires all commercial vessels transporting merchandise repair work is expansive and cuts across multiple government between ports in the United States to be built in the United agencies. Government customers include the U.S. Navy, the States, owned, operated and manned by U.S. citizens and Military Sealift Command (MSC), the Maritime Administration registered under the U.S. flag. The Jones Act market (MARAD), the U.S. Coast Guard, the U.S. Army Corps of Engineers encompasses all water-borne transportation between U.S. and others. The U.S. Navy’s fleet of 285 ships is to increase to a ports, including between the mainland U.S. and non- goal of 355 ships over the next 30 years at an annual cost of USD contiguous areas of Alaska, Hawaii and Puerto Rico, as well 29 billion in 2019 dollars. as shuttle tankers in the Gulf of Mexico. Philly Shipyard annual report 2019 1 In review History THE HISTORY Delivered 12 product tankers to AMSC and OSG (Hulls 005-016) 2007: Two additional product tankers ordered for conversion to shuttle tankers Founded by public-private 2007: Aker American Shipping split into ship partnership between U.S. owning and shipbuilding companies and Aker Government agencies Philadelphia Shipyard listed on Oslo Axess and the Kvaerner 2011: Signed contracts with SeaRiver Shipbuilding Division Maritime for two Aframax tankers 1997 2000 2003 - 2006 2007 - 2011 Construction Delivered four container vessels began on first to Matson (Hulls 001-004) two container 2005: Aker American Shipping formed vessels and publicly listed on Oslo Børs 2005: Initiated construction program of ten product tankers 2 Philly Shipyard annual report 2019 In review History Delivered two product tankers to Crowley (Hulls 017-018) 2013: Signed contracts 2017: Delivered three with Matson for two product tankers to Kinder CV3600 container vessels Morgan (Hulls 026‐028) 2013: Signed joint venture 2018: Delivered first agreement with Crowley CV3600 container vessel for four product tankers to Matson (Hull 029) 2012 - 2013 2014 - 2016 2017 - 2018 Delivered two Aframax tankers to SeaRiver 2019: Delivered second Maritime (Hulls 019-020), four product CV3600 container vessel tankers to Crowley (Hulls 021-024) and one to Matson (Hull 030) product tanker to Kinder Morgan (Hull 025) 2019: Awarded first two 2014: Established Philly Tankers as repair & maintenance pure‐play Jones Act shipping company contracts for the FSS Antares 2014-2015: Signed contracts with Philly and the FSS Pollux, large Tankers for product tankers MARAD sister‐ships managed by TOTE Services 2015: Philly Tankers agreed to sell product 2019: Awarded prime contract for tanker contracts to Kinder Morgan design studies for the U.S. Navy's 2015: Signed agreement with Marathon Common Hull Auxiliary Multi‐Mission Petroleum to sell Crowley joint venture interests Platform (CHAMP) program 2015: Re‐branded as Philly Shipyard Philly Shipyard annual report 2019 3 In review Highlights 2019 key events and highlights Hull 030 naming ceremony Philly Shipyard celebrated its second containership built for Matson. The christening ceremony for Hull 030, the Kaimana Hila, took place on 10 March with dignitaries from the U.S. Coast Guard and government officials along with representatives from both Matson and Philly Shipyard. Delivered second Matson vessel On 28 March, Philly Shipyard delivered Hull 030, the Kaimana Hila, to Matson, the second CV3600 container vessel in the two-vessel series built for Matson. The two CV3600s built by PSI are the largest containerships ever built in the U.S. Visit from Washington, D.C. On 10 October, the Secretary of the Navy, Richard Spencer, and the Director of Trade and Manufacturing, Peter Navarro, visited Philly Shipyard in support of the Shipyard’s entry into repair and maintenance, con- version and new construction of U.S. Government vessels. FSS Antares government ship repair On 1 August, Philly Shipyard commenced work on its first contract to perform modernization, repair and maintenance work on the FSS Antares, a U.S. Government ship. On 19 December, work was completed and the vessel was redelivered to MARAD. 4 Philly Shipyard annual report 2019 In review Highlights Investment highlights Successful track record in Combination of commercial Prepared for period with A leading U.S. shipyard 1 2 vessel ownership 3 and government work 4 lower activity * State-of-the-art facility with * 10 of the 30 vessels built * Opportunities within specialty * Retain key personnel to be more than USD 650 million since start-up with some and high-end segments of the able to resume normal ship- invested since founding ownership or participation by Jones Act market building operations the shipyard * Built around 50% of all large * All stakes in post-delivery * Very promising outlook for * Solid cash position enables ocean-going Jones Act economics of vessels have high activity in the shipyard to manage through commercial ships since 2000 been successfully divested government sector in the periods with low activity next 5-10 years * Highly skilled workforce with * PSI benefits from being early * Philly Shipyard has already * Take advantage of ability to integrated, fully flexible sub- mover and initiating projects taken substantial steps to build give full focus and start on a contracting. Union agreement before positive segment up its government contracting new project immediately extended to January 2023 development is fully visible resources and systems * Delivered last newbuild vessel * PSI is exploring potential * Seeking to secure near-term * Strong balance sheet and low (Hull 030) despite challenging partnerships that can create a steel fabrication, repair and net debt reduce financial risk situation with reduction in stronger entity to secure new dry docking work in 2020 and workforce orders and create value sign contract for newbuilding order Philly Shipyard recent deliveries Vessel Delivery Philly Shipyard recent ship repairs Vessel FSS Antares FSS Pollux Philly Shipyard annual report 2019 5 In review Highlights Vessels built and repaired by Philly Shipyard from inception through today repair 6 vessels 22 tankers 2 tankers 1 6 Philly Shipyard annual report 2019 In review Our values Vision: To be - and be recognized as - a leading shipyard in America that delivers on its commitments, every time. Our CORE values Philly Shipyard’s CORE values were designed as a reflection of who we are, and who we aspire to be, as a shipyard, as an organization and as individuals. They capture the pride, passion and commitment behind each action we take and decision we make. They are not words on a page, but our stand – a united commitment to conquer all challenges and build long lasting relationships. For years to come we will be united by these values, that give us the platform to deliver on our commitments, every time. Caring One shipyard Responsible Efficient Working as family Selfless for every customer Treat it like you own it Being better than yesterday We are a shipbuilding family, a Customers are all around. If you’re responsible for it, A healthy dissatisfaction for the unique group comprised of many From ship owner to process you own it, so treat it like it’s status quo lives within us. It backgrounds and ethnicities, owner, we are all powerfully yours. This means taking the fuels the need to challenge teams and departments; but at united to deliver. That means utmost care for tools and ourselves, and each other, to the end of the day, we have a decisions are made in the equipment, making decisions find a better way. Being healthy respect and a natural best interest of the company, based on the impact to your efficient keeps our costs down, need to protect each other.
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