Agilyx Aktie

Yes. So, it's 3:00 Oslo time. Welcome to the Extraordinary General Meeting of Agilyx ASA. My name is Geir Evenshaug. I'm a partner with the law firm, and I have been asked to open the meeting and make a registration of represented shares and votes. Peter Nielsen, can you go on mute, please?

Okay. We got 85.1 million shares and votes represented, which equals approximately 67.6% of entire share capital. And as usual, the minutes with a summary of votes cast will be available as soon as possible after we conclude this meeting.

There are only 3 matters on the agenda. Matter 1 is election of Chairman, and the Board has proposed that I chair the meeting, and there are no votes against that. So, I'll just continue as the Chair. Item 2 is approval of the notice and the agend and the notice and the agenda have been posted and published as usual.

Are there any questions on the notice or the agenda? No. It doesn't seem like it, and we have no votes against it. So, that has been approved. And then the matter at hand for this meeting is Item 3 is the approval of the issuance of the convertible loan, and this has been explained in the calling notice and associated stock exchange releases from the company.

Are there any questions or comments on Item 3, approval of issuance of the convertible loan? No. Then we have 1,695 votes against, which means that there is a majority of 99.9%. And the convertible loan has been approved.

So, before we conclude this meeting, I'm just going to ask if there is anyone on this call who has any questions or comments. No, that's fine. Then this was short and sweet, and thank you all for your participation, and I wish you a continued nice day. Thank you. Okay. Goodbye.

Thank you.

Yes. So it's 3:00 Oslo time. Welcome to the Annual General Meeting of Agilyx. My name is Geir Evenshaug, I'm a partner at law firm, BAHR, and I have been asked to open the meeting and make a registration of represented shares and votes. And we have almost 44 million shares and votes represented, and that equals approximately 35% of the entire share capital.

And as usual, the minutes and a summary of votes cast in each matter will be available as soon as possible after we conclude this meeting. We have some representatives from the company present. We have Ranjeet and Bertrand and Ana from the company.

Since that we have 2 shareholders attending, of course, all votes are already cast. So the plan unless someone objects is basically just to inform everyone on this call that all proposals have received a 100% approval, except for Item 10, where also call separately for each Board member.

And 1,695 votes against each Board member. So that's 99.999% majority for each Board member. And we have the same number of votes against in Item 15, which is Board authorization to increase the share capital. So that's 1,695 votes. So again, there's a 99.999% majority.

So unless there are any objections, we won't go through every item on the agenda, but I will ask if there is any questions or comments from any of the participants on this call, either to the agenda or any other matters in the agenda or to the company.

There seems not to be any questions or comments. So let's make this short and sweet, and we can then basically close the meeting. And as I said, the minutes with votes cast will be available as soon as we can get them out.

So that actually concludes the meeting. So thank you, and have a nice day. Thank you.

Good morning, everyone, and welcome to the Extraordinary General Meeting in Agilyx ASA. My name is Geir Evenshaug, I'm a partner at law firm, BAHR, and I have been appointed to open the meeting. And the registration list shows that we have approximately 43.5 million shares and votes represented, which equates approximately 35% of the entire share capital.

As usual, the detailed summary of votes cast will be available together with the minutes from the general meeting after the meeting. We have the CEO, Ranjeet Bhatia, present, as you can see. You are, of course, welcome to ask questions.

But we are moving on to Item 1 on the agenda, which is election of a Chairman of the meeting, and a person to cosign the minutes. The proposal is that I continue to chair the meeting, and that Ranjeet is appointed to cosign the minutes. Are there any questions or comments to Item 1? There are none, and we have 100% approval. So I will then continue as the Chairman of the meeting.

We move on to Item 2 on the agenda, which is the approval of the notice and agenda. Are there any questions to the notice or the agenda ? There are none, and we have 100% approval on Item 2 as well.

So we can move on to the real matter for this general meeting. That's item 3, which is then the raise of tranche 2 to the convertible loan. And as you will have seen from the company's stock exchange announcements, the company has secured a tranche 2 under the convertible loan, and the total number of tranche 2, detailed amount of tranche 2 is EUR 15,823,011. That's the amount of tranche 2, which is then proposed issued under Item 3.

Are there any questions or comments to Item 3 on the agenda? There are none. We have 1,877 votes against, which means that there is an approval, a majority of 99.999%, and tranche 2 has been approved.

That concludes the items on the agenda. Are there any questions or comments before we close the meeting? No. Then I thank you for your participation.

And as I mentioned, the minutes with the votes cast, et cetera, will be available, as usual, when we're able to sign and post it. Thank you, and have a nice day.

Very good. Well, welcome to the Agilyx market update on the Cyclyx reorganization. I'm Ranjeet Bhatia, Chief Executive of Agilyx. Joining me as well today is Bertrand Laroche, our Chief Financial Officer. As a reminder, this meeting is being recorded. So today's call is a market update focused on the reorganization of Cyclyx and what this reset means for Agilyx balance sheet, risk profile and strategic execution going forward.

The headline is quite simple. We are eliminating near-term CapEx and funding risk, decreasing cash needs and fully redeeming our senior debt, our senior bonds, refocusing the company on profitable European growth and very importantly, very importantly, preserving the long-term upside of the U.S. offtake market with ongoing offtake contracts with ExxonMobil.

Cyclyx was created 3 years ago to solve an industry bottleneck, the lack of reliable on-spec plastic recycling feedstock at scale. The platform has made meaningful progress developing project designs, IP and sourcing capabilities, and we do remain optimistic about its potential to be a significant player in the advanced recycling industry. The original construct was that Exxon and Lyondell would fund the development and construction of the first center, C1 in Houston, and that the second center, C2 plant in Dallas would incorporate the learnings from C1 to expand capacity. Agilyx did not participate in the funding of C1, but we did raise and reserve approximately $68 million to fund 50% of the second project.

And as we've disclosed before, the first project C1 is over budget due to design changes and adjustments since FID in November 2023. And while vendor selection on C2 is close at hand, down selected to 2 vendors on a turnkey basis and the forecasted budget for C2 remain -- quotes from them remains in line with FID, Cyclyx has been holding off on the development of C2 until completion of C1. So that pause has been a hurdle for Agilyx.

On an annual basis, we fund approximately $8 million of Cyclyx operating costs, which is 50% of their annual budget. We incur a further $7 million in cash interest expense on the senior secured bonds and prolonged uncertainty has certainly been affecting market confidence, and so we're taking steps to remedy this today. In collaboration with Exxon and Lyondell, we've come to an arrangement which significantly strengthens our ability to pursue our strategic goals with what we believe is significantly less risk.

And that reorganization has 4 key elements. Firstly, C1 will be transferred to ExxonMobil and Lyondell. They will own the asset and invest to complete it. Agilyx will have no further cash exposure on C1. This settles the previously disclosed risk that we may have a material cost exposure on that project. There is no liability moving forward.

Secondly, C2 FID will be unwound and the members will be released from the CapEx commitments to the projects. So Agilyx currently holds USD 40 million in escrow related to C2 and has advanced $20 million to Cyclyx for the project. Most of those funds previously advanced will be returned after a reserve for future expenses, and that will allow Agilyx to fully redeem the senior secured bond, which we expect to do on the 31st of March. We will make a final $1.7 million quarterly interest payment on that senior bond in February. But after that, we do not expect Agilyx to incur any material cash expenses related to Cyclyx. So that make-whole $54 million bond redemption will be funded fully through the escrowed cash and the cash distributions returning from Cyclyx.

Thirdly, Agilyx will move from 50% to 100% ownership of Cyclyx, including the platform, the IP, the data design and the commercial relationships. And fourthly, and very importantly, the offtake agreement with Exxon of 50,000 tonnes per year will remain in place on substantially the same commercial terms and as today, and Exxon will have a ROFR on the next 50,000 tonnes of uncontracted volume. So the offtake contract remains substantially similar, but it will be more flexible and will be directly with Agilyx rather than with Cyclyx.

So we have the option now to sell additional volumes to third parties more easily or more to Exxon. The increased offtake flexibility gives us also the opportunity to integrate GreenDot and use GreenDot's capabilities to supply Exxon demand, and I'll come back to that in more detail later. That's a synergy which we have not been able to capture previously, and now we can pursue that.

So as I mentioned, we are maintaining the offtake opportunity with Exxon in the U.S. on substantially the same terms as already in place. And with that option, we also can add additional volumes. If we use GreenDot to supply this offtake out of Europe, the margin will be higher than previously projected because GreenDot's EPR business in Europe is covered with sourcing costs. If alternatively, we proceed to construct a facility in the U.S., which remains our alternative or an option, we will work with investment partners at the project level and leverage design and technical competence at GreenDot to improve that project and facility design, which has already been developed.

I would also add that our 100% ownership of Cyclyx adds several advantages. It allows us to be more flexible and efficient in our project finance structures for these projects in the U.S. It allows us to more quickly expand offerings to others in the industry, and it allows us the flexibility to integrate Cyclyx and Agilyx around capabilities around research and development, feedstock testing and waste characterization, all functions which have preexisted at Agilyx and which we licensed into Cyclyx. So we have that capability already in-house and can advance it further to 100% ownership.

And lastly, from a strategic perspective, we'll be able to better share expertise between Agilyx and our European investment into GreenDot. GreenDot really has very significant operating experience with mechanical recycling and sorting capabilities. Agilyx brings really deep experience in conversion technology and the chemistry of waste plastic. And to date, it's been more challenging to integrate those functions and capabilities due to differing ownership structures between the 2 entities.

So a lot remains the same. The market opportunity is intact. We see a structural supply shortage in the market for reliable on-spec plastic recycling feedstock. We have long-term supply contracts to deliver this feedstock, both with Exxon continuing in the U.S. and with a variety of U.S. EU projects, excuse me, currently under commissioning or construction. And we're very well positioned between our EU and our U.S. markets across both mechanical and advanced recycling value chains.

So that's a lot of what stayed the same. What has changed is we've materially reduced the CapEx and OpEx exposure at Cyclyx without losing the U.S. growth opportunity. We've transferred C1 to our partners and eliminated all cost exposure on that project. We've deferred C2 until C1 is complete and the financing and timing are appropriate for Agilyx to continue on a more capital-light model to deliver that feedstock. And we've moved and are moving to a Europe-first execution strategy to focus on a more profitable and growing European platform, which we're pretty excited about in terms of its potential and what has accomplished even in the last period since we became investors.

So value creation has not really materially changed. We continue to focus on near scale -- near-term scale and cash generation in Europe through GreenDot. We continue to work on our Styrenyx platform to provide a circular pathway for polystyrene recycling, and we will continue to deliver feedstock to Exxon and other parties in the U.S.

Turning to GreenDot. From a marketing perspective -- from a market perspective, PPWR, which is the packaging and packaging waste regulations launched in Europe came into force in early '25, really having a profound impact and effect on the EU market opportunity. In '27, the European Union is going to announce penalties for nonconformance, which is going to further lock in the recycled content requirements under PPWR. As early as this year, in the spring, potentially in Germany, they're going to announce regulations for advanced recycling. There are eco modulation schemes launching in France and plants are moving forward. But the immediate source of high-quality recycled plastic is mechanical recycling, and that's where GreenDot is positioned and expanding.

So the European Union market expansion is where we intend to focus our resources. We will maintain a focus on the U.S., but increasing focus in the EU. And since announcing our investment into GreenDot in 2025, we've already seen significant advances. The company acquired Forplast in December, which produces high-quality mechanical recycling granules at 3x the margin of standard mechanical recycling granules. And we're working to upgrade the quality of GreenDot's existing mechanical recycling facilities in Germany. The focus is on moving to higher-value mechanical recycling output and meeting -- while also meeting advanced recycling needs where those markets are developing and where those plants are coming online.

If we look at GreenDot's focus and outlook, we see opportunities to expand our EPR business and its control over increased volumes. We're continuing to optimize and expand our sorting operations at GreenDot. We're upgrading mechanical recycling plants towards higher-end margin, higher-end products, and we're securing long-term feedstock supply agreements with advanced recyclers across Europe.

The business generated EUR 12 million in EBITDA in 2025. It has a high visibility on EUR 20 million in 2026 based on contracts already in hand. And after closing on the GreenDot investment in 2025, as I mentioned, we did close on an acquisition of accretive high-value mechanical recycling in Italy, and we are evaluating other targets for potential acquisition.

The EPR business is the core of the platform. It currently collects 300,000 tons per year of plastic waste and generates a profit for handling that waste. It routes plastic through mechanical recycling channels for additional margin and increasingly to advanced recycling channels where margins are higher.

So in the European Union, we do expect a 20x increase in advanced recycling feedstock demand by 2030. The margins on that feedstock are compelling. and GreenDot's generating circa EUR 100 a tonne of margin on the average advanced recycling uptake contracts, it's really tremendous profit potential coming from that industry. And we will also focus on moving feedstock to European plants while now also, in addition, looking to supply other OECD countries, including the U.S., as example, Exxon with sourcing from our GreenDot assets in Europe.

Looking at 2030 for GreenDot, our ambitions are to move from 300,000 tons of collected plastic today to 750,000 to 1 million tons of plastic within our control by 2030, both through organic growth in our markets and acquisitions for -- of additional EPRs, collection agents, collection systems in -- across the continent. We do see mechanical capacity moving -- mechanical recycling feedstock capacity moving from the current 85,000 tons to 325,000 tons per annum. and advanced recycling output capacity moving from the current 25,000 tonnes to 70,000 tonnes through the addition of new feedstock supply capabilities and infrastructure at GreenDot. I would add also that with the addition of the U.S. offtake potential to Exxon, we may further accelerate output capacity as we develop that business opportunity.

And then through a combination of M&A and organic growth, this translates to GreenDot revenues growing from the -- expected to grow from the current circa EUR 400 million in revenue to over EUR 1 billion in 2030. And EBITDA, as I mentioned, was EUR 12 million in '25, likely over EUR 20 million in '26, and we project reaching EUR 100 million by 2030 as volumes increase and greater volumes is moving through both our advanced recycling and our mechanical recycling channels.

So the consolidation really allows for greater integration between Agilyx, Cyclyx and GreenDot and has some really well-defined value creation drivers. In the near term, earnings will be driven by growing volumes under our control in Europe. We expect to see margin expansion through production of higher-quality mechanical recycling feedstock. We'll continue to add high-margin advanced recycling contracts as the projects come online. We are already, as I mentioned, engaged in M&A processes in GreenDot looking at various targets. And in Agilyx, we'll focus on developing the basis for financing the Dallas, the C2 Circularity Center.

We will wait until after the Houston Center is operational and then work with project finance offtake partners and strategic partners to bring that project forward, supported by the 10-year offtake agreement we have with Exxon to pick up the volumes from that project. And we'll also be -- we also do see that with the restructure and the reorganization, we'll be better able to extract synergies within the group. We're optimizing to route European volumes to the highest value markets, including potentially the U.S. Agilyx has really considerable data analytics and chemistry expertise, and that can really help determine the optimal recycling pathways for what are pretty complex European waste streams.

And lastly, as we've mentioned previously, GreenDot really has extensive sourcing capabilities that can support commercialization of our Styrenyx closed-loop solutions for polystyrene recycling, and we are already working very collaboratively with GreenDot to pursue opportunities in Europe.

So to conclude, in the near term, we will complete the integration of Cyclyx assets with Agilyx. We will fully redeem the senior secured bond on March 31. In 2026, we expect to exceed EUR 20 million of EBITDA at GreenDot and to continue to expand production of high-quality recycling feedstocks and to close on selective M&A to accelerate that platform. Over the medium term, we'll continue to develop the U.S. market opportunity and to develop partnerships to finance both finance C2 once C1 is operational. The U.S. facility will be supported by offtake to Exxon. And as both of our EU and U.S. initiatives mature, we expect to find opportunities for cross-platform optimization between those assets and those geographies.

So to sum up, we're entering 2026 with greatly reduced leverage, very low cash expense, a profitable GreenDot asset that's quickly growing and a greater flexibility to apply capabilities at both Agilyx and GreenDot to advance both elements to harness synergies across both businesses. The effort to reach here has really obviously required a lot of work and significant change, but we're very optimistic about our current position and pretty excited about what we'll accomplish in 2026.

So that concludes my prepared presentation today. We'd be happy to take questions. Agilyx CFO, Bertrand Laroche, as I mentioned, is on the call with us. And together, we'll be happy to hear any questions you have. Thank you.

Can I?

Go ahead, Erik.

Yes. So it seems to me that you are basically selling the majority of the, let's call it, the legacy business for approximately 0, but you still keep some liabilities in Texas. So maybe some more details around why you are selling the -- what used to be the majority of the business until you bought GreenDot shares lately?

Yes. I wouldn't characterize it that way. The business consists of IP and project design and offtake agreements. The first project C1 has never been -- we were not invested in C1, and we didn't have material economics on that project because we weren't participants as capital investors. So there wasn't an offtake agreement to us that was generated margin. The value has been in the second project. So -- but by offloading that first one through the strategic partners, we do remove any liability associated with having to participate and participate in the future in the cost overruns of that project, but we retain the C2 offtake agreement, which is where all of our margin or most of our margin traditionally has been.

So we continue to be able to service and monetize the offtake to Exxon with substantially similar terms and with control of the IP and the project designs and the data that sits at Cyclyx. So from our perspective, we have a more flexible model, the same asset value and the same potential to generate margin. It's not a legacy business. It's still an ongoing business with great potential for us.

Okay. And just a little bit on the liquidity. You mentioned or you said before Christmas that you were a bit short of liquidity. You did the convertible bond and got some added liquidity. You're now paying down the green bonds. You still have the convertible bond. Are you -- what's sort of the -- for how long are you funded now? Are you in a comfortable situation for '26 or for first quarter, second quarter? Can you give some more flavor to that aspect?

Sure. Yes, we feel much more comfortable. We have immediate cash visibility through the middle of '26. Our ongoing cash needs are now dramatically lower. And so pretty modest requirements for the balance of the year. We do have the convertible bond framework that's been approved. It can be placed overnight. So we have a pretty high level of comfort that we have visibility there. We always have the opportunity, which we don't want to, as we mentioned before, we don't want to do it. We have monetization capabilities at GreenDot as well. So we're not -- with the restructure of Cyclyx and the great reduction in cash expenses, we feel pretty comfortable with our ability to fund '26.

Yes, Nick?

Sorry. What's the ongoing level of OpEx associated with the Cyclyx part of the business? And do you retain any staff or cost base in the U.S. or that's kind of all gone?

We won't -- by the time that we close at the -- towards the end of March, we will have reduced all the costs and expenses at Cyclyx, and we will incorporate the IP data and capabilities into Agilyx where we already have people who, in some ways, originated that IP and now we're going to take it over moving forward. So we don't anticipate any material cost expenses at Cyclyx moving forward.

Okay. And the offtake agreement with Exxon for the 15,000 tonnes per annum, when does that start?

Bertrand, do you have the start date on that?

It would start in 2027.

Okay. And that's the supply into C1?

C2. The offtake is for C2.

So is C2 definitely being built?

So yes, so it's -- for clarity, we referred to it as C2. It's a new offtake agreement with the equivalent terms of what we had in C2 in terms of the margin with additional flexibility that we can supply it out of Europe, we can supply it out of different systems in the U.S. And it's sort of up to us how we want to do it. So the question then becomes, will we build a facility like we already -- will we build exactly a C2? We could. We could -- but we would finance it at the project level rather than with the senior secured bonds, the way it was currently structured at Agilyx.

I'd see us doing it 2 ways. Either we build a facility and future facilities in the U.S. financed at the project level or we will supply out of assets coming out of Europe or there could be a combination, meaning we would source waste out of Europe and do final prep and finishing in the U.S. with a much lighter touch in terms of CapEx. But that offtake is a 10-year offtake agreement with Exxon, 50,000 tonnes committed and then another 50,000 tonnes ROFR for them on additional uncontracted volume. So that's a financeable project. We just have to decide whether we want to do it there or we want to do it differently.

Okay. So you supply Exxon wherever they put it, that's their business and you either build something in the U.S. to supply it or you ship from Europe?

That's correct.

And if you ship from Europe, what's the sort of margin on that?

The U.S. -- actually, U.S. margins or EU margins are -- would actually be better for us because our EPR business out of GreenDot funds the sourcing cost, while in the U.S., you have to rebuild all those sourcing channels. So even though the pricing on the offtake is a similar pricing to what we were getting out of the C2 offtake with Exxon, the delivery cost, if we source it out of Europe will be lower.

Okay. But you don't say roughly what that margin is?

Well, we -- Bertrand, we -- so we have discussed what the EU margins have been for GreenDot, which is about EUR 100, EUR 150 per tonne. I think we have -- Bertrand, can you provide some insight on the U.S. per tonne margins that we've disclosed?

Sure. So I think it's helpful to start by framing what the economics were expected to look like under the prior structure and then see how it translates under the new agreement. So under the original CCC 2 construct, once operating at steady state and delivering 100,000 tonnes per year of advanced recycling output to ExxonMobil and LyondellBasell, we expected approximately EUR 15 million of annual cash flow to Agilyx, and that was a combination of like investment income, royalties and Agilyx share of the profits retained at Cyclyx level.

Under the new arrangement, where the structure is different, not cost plus anymore, we believe we can generate a similar margin on a per tonne basis. We're starting with 50,000 offtake with room to expand both with ExxonMobil and with additional offtakers. The exact margin will depend a bit on how we service that agreement. We -- the agreement provides Agilyx with flexibility on how that offtake is serviced.

As Ranjeet mentioned earlier, if we use GreenDot to supply the offtake, the margin could be higher because the GreenDot TPR business covers some of the sourcing cost. And if we construct the facility in the U.S., we would do so with a project level investment partner and leveraging the GreenDot expertise, particularly from the plant in Australia.

So, just to give you a specific number that you would see from our offtake agreements that we've announced before that we have roughly $13 million of margin coming out of C2 at 100,000 tonnes. So from that, those numbers, you can sort of back out margin per tonne, and we're having -- we're seeing similar numbers with the revised offtake.

Okay. And the long-term lease you have still in Dallas-Fort Worth, that was land intended for C2, was it?

That was intended for C2 and is nonrecourse to Agilyx. So we have optionality there, whether that's the legal entities in Texas. So -- our intention is to sublet it, but we don't see a long-term liability to Agilyx given the lease structure.

Okay. And I don't know if you can, I guess, help us understand you say you retain the IP from Cyclyx. My understanding was Exxon LyondellBasell was sort of relying on or benefiting from your IP in the operation of C1 and any other facilities that were built. But now they're going to operate them without you, if I understand correctly, like where is the IP then if they don't seem to need you?

The IP is sitting at Cyclyx, but it's licensed.

What is the IP if the people who were benefiting from it don't seem to need it?

Well, the designs have been built, right? The designs -- the project designs have been incorporating the capabilities and the feedstock specs and the architecture. So that's being made available on a license that's being -- that's moving with C1. So they'll have that access to that capability in operating C1.

Okay. Could they build another one or they can't build another one without licensing it from you?

They theoretically could, but it's very unlikely that they would do that. That's what they -- that's the business. They don't necessarily want to be in the waste management business. So our expectation would be that they'd be working with us for future offtake.

Any other questions?

We have some questions coming in through the chat. If you're able to access that, Ranjeet.

Yes. Let me check.

So the first question was where do we -- provide some guidance on where we expect the liquidity position to be post secured bond redemption.

So I think I've answered that. We feel pretty comfortable with our liquidity through the middle of the year. And from that point forward, relatively low cash needs that we have several mechanisms to fund.

Similar question, I guess, Jonas, about cash funding gaps and cash needs. How much CapEx is needed to reach the euro EBITDA? Bertrand, maybe want to pick that up your EUR 100 million EBITDA target for 2030, CapEx estimates?

Sure. So the -- what we previously disclosed is that we think those assets on a stand-alone basis without any M&A acquisition can generate EUR 50 million of EBITDA by 2030 without any additional capital need. To get to EUR 100 million EBITDA by 2030, there is an additional external growth strategy. So that would require between EUR 100 million and EUR 150 million of additional capital funded through a combination of cash and debt to add that extra EUR 50 million of EBITDA by 2030. It's important to remember this is not upfront CapEx. So capital would be deployed progressively over several years and in line with earnings accretion and balance sheet capacity.

We're already seeing like EBITDA grow next year above EUR 20 million. There will be like some cash available upon the refinancing of the existing debt of GreenDot. So we don't expect all of that capital to be funded through equity. However, we have been in discussion with some financial sponsor interested in deploying capital to execute on that M&A opportunity that we are seeing in the market right now.

So as we mentioned earlier, we see EUR 50 million of EBITDA coming out of GreenDot in its current trajectory. So the mention Bertrand has about additional CapEx investment would be to accelerate that to the EUR 100 million target. And a follow-up question was the -- Bertrand, the debt and cash position at GreenDot today.

The net debt at GreenDot is around EUR 65 million at year-end and with an EBITDA of EUR 20 million expected for 2026, that's a very reasonable leverage ratio. As we get towards the back half of 2026, there should be some opportunity to refinance the debt to provide some capital for that growth strategy.

There is a question around the dividend coming from GreenDot. So that's a possibility to distribute dividend. We see right now like a very interesting opportunity, in particular, on the mechanical recycling front in Europe with the ability to acquire some very quality assets at close to equipment value or at a discount to equipment value.

So I think like we would probably elect to use the cash available to do some value-accretive M&A acquisition rather than pay a dividend, but that's an option that Agilyx and its partner in GreenDot have.

A question from Helena, you asked what went wrong with C1 and what's the progress in fixing it. So -- and when's commissioning expected?

We -- C1, as we've talked about in the past, it was FID, first-of-a-kind project, underwent significant changes in engineering to meet ongoing and shifting requirements at ExxonMobil and Lyondell and making changes to a project midstream is always more expensive than specking it from the beginning. So that really compounded the -- both the delays and the reset as engineering changed.

So that is now final. The project designs are in final form, final budgeting and Exxon Lyondell and moving forward with it. So we -- a lot of learnings from that in terms of how -- what we can do at C2 in terms of improved processes. And most of those learnings have now been incorporated into the design. So we're down selected to 2 vendors. in the U.S. for the Dallas facility. We will delay now probably choosing one as we decide what to do with that project in terms of timing. But we have pretty good clarity from them on budget and final project engineering. And we can see that the turnkey solutions, which they're providing are being bid at roughly similar -- materially similar budgets to what we anticipated in the original FID.

We don't expect royalties out of the first project. part of the transaction with ExxonMobil and Lyondell, where we take possession of the assets of the IP and the opportunity there is that we do not charge a royalty on the first project.

Erik had a question.

Just Bertrand, to follow up on your debt to EBITDA. I might have misunderstood, but the way I understood it is you expect a EUR 20 million EBITDA in GreenDot. Is that correct?

In 2026, we project EUR 20 million of EBITDA.

Yes. But -- and the way I understand it, you only own majority stake in GreenDot like 47% or something like that?

That's correct.

And the debt of EUR 65 million, is that in GreenDot? Or is that in Agilyx?

That's a net debt at GreenDot level.

That's at GreenDot level. So there is no debt left at Agilyx level.

Once we control -- once we redeem the senior bond, there will only be the convertible bonds outstanding in terms of debt.

And how much is left of that after this transaction?

We're not touching the redeem the secured the convertible. So that's issued '24 is roughly what's outstanding today.

And what's the cash position in Agilyx after you pay down the green bond and all other costs related to the transaction. What do you expect the cash position in Agilyx to be?

As I mentioned...

[indiscernible] Agilyx.

Agilyx itself is -- we have funding visibility through the middle of '26.

So in numbers, how much is that?

Well, it depends a little bit on movements at Cyclyx and movements at Agilyx. So but that's our...

But is it single-digit million dollars? Or is it more than $10 million or...

Less than $10 million from here to the end to the middle of '26.

Okay. So you are in a good spot even without dividends from GreenDot. So you have enough to handle the convertible debt and other costs?

We feel pretty comfortable with that because we -- our ongoing operating costs moving forward are going to be very modest at Agilyx, and we have the ability to place additional convertible bonds if we want to, and we can do that overnight as those have already been approved by the shareholders. And we have opportunities at Styrenyx, which we continue to work on relative to licensing. And lastly, we have, of course, abilities to take value out of GreenDot. So we're very comfortable that we have that's within our control fully funding the plans.

And how the structure on the interest rate on the convertible, is that payment in kind? Or is it...

Payment in kind, no cash. Any other questions?

So I see there's a question about the lease at Cyclyx. So we are leaving cash at Cyclyx as part of the arrangement with ExxonMobil Lyondell to help cover lease cost. The -- moving forward, that lease is about EUR 400,000 a month. So the balances there will help cover and then we'll, of course, be subletting it. So -- but as I mentioned, it's a nonrecourse lease, so we'll have to make a decision over the next months as to whether to maintain it or not.

Bertrand has a question on maintenance CapEx at GreenDot and expected interest per year.

So typical maintenance CapEx at GreenDot is between $3 million and $5 million. And the debt is pretty attractively priced at Euribor plus 300, which generate interest around $4 million to $5 million per year.

Erik, I see there's a question from Erik about sourcing. That's correct. We will not have responsibility for sourcing for C1.

Okay. I think that there was no more questions in the chat. I don't see any other hands raised. So thank you all for taking the time today this morning, and we'd be happy to answer any other questions as they come up. We're always available and look forward to seeing you soon. Thank you.

Thank you.

So I guess we'll start things off. I'd like to firstly thank you for joining us today for the Agilyx business update presentation. I would like to remind everyone that the meeting will be recorded and that the replay and the slide deck that we're going to be using will be available on our website under the Reports and Presentations section. We will also have a Q&A session at the end, but I ask that you keep your mics on mute during the presentation itself. With that, I will start the recording and introduce one of our presenters today, Agilyx CEO, Ranjeet Bhatia.

Thank you, Ana, and welcome, everyone, to the Agilyx ASA First Half 2025 update. We -- I just switched to the presenters page here. So we -- sorry. Okay. So firstly, joining me -- I'm Ranjeet Bhatia, Agilyx's Chief Executive. And joining me today are Bertrand Laroche, Chief Financial Officer of Agilyx and Laurent Auguste, Chief Executive of Green Dot Global which is a company which we have recently committed to make a strategic investment and which is a truly transformative development for Agilyx and we hope also for Green Dot.

We are pleased to have Laurent joining us today. He'll speak to the very dynamic business he's building at Green Dot and will also be available for Q&A at the end of the presentation. In the first half of 2025, Agilyx continued its transformation from a technology licensing business to a global investment platform, supporting the development of plastic waste feedstock supply for the recycling industry. The company's strategy is to build long-term equity positions in businesses with complementary geographies, technologies and customer bases while also working in partnership with established operators to scale production and supply of high-quality recycled plastic feedstock.

So on the slide here, we're showing our current corporate organization, which comprises Agilyx ASA as the holding company, U.S.-based Cyclyx is a 50% owned joint venture with ExxonMobil at LyondellBasell and is building a platform for the creation of waste plastic feedstock for advanced and mechanical recycling. Styrenyx is our original business, where we were first founded. It's 100% owned by Agilyx and holds our IP-rich portfolio developed really to support the recycling of plastic waste into high-value virgin-quality materials.

And then lastly, on the right is and just joining the portfolio is Europe-based Green Dot. It's a leading recycling brand with unique access to volumes -- high volumes of waste plastic sorting and recycling capabilities in Germany, Austria and Italy, and will be a big focus of our discussion today. In May 25, Roland Berger estimated just recently that global advanced recycling capacity will reach 10 million metric tonnes by the year 2030. Europe is growing the most quickly at a 55% compounded annual growth rate. And at Agilyx, we felt it's really imperative for us to move to take a leadership position in the EU market and participate in this really dynamic growth opportunity. So Cyclyx is developing to be the leading platform for recycled plastic feedstock sourcing in the U.S. and Green Dot is the clear leader in Europe with over EUR 380 million of revenue in 2025 and generating a healthy operating profit.

Together, Agilyx's investment in these 2 platforms is really motivated by the recognition that global petrochem companies and brands both need trusted counterparties to deliver high-quality, reliable and on-spec volumes of plastic feedstock for recycling. So we're focused on participating in assets that can secure high volumes of waste plastic that are supported and entering into long-term offtake agreements with -- for feedstock supply or off-take contracts for feedstock supply and where we can leverage our proprietary tech capabilities built over 20 years of R&D at Agilyx itself.

So we're very pleased to have achieved these objectives while identifying an investment opportunity in Green Dot, which on a stand-alone basis, present 30% IRR opportunity. So without absent the synergies for the group and for the business, on its own, it's a great financial investment. So just switching over to Green Dot. So Green Dot has been in business for 35 years. It was the first company in Europe to develop the extended producer responsibility business model, which Laurent will speak more deeply about in more detail.

Originally a German state-owned enterprise, it was spun out in 2005 and privatized. And as part of that privatization, the Green Dot name and logo were made available on a licensing basis to other companies and entities that were pursuing a similar business model. So today, that logo and name are licensed by Green Dot Global to 29 countries, including in Norway, where it's known as Grønt Punkt Norge. So certainly, some of you will be familiar with that organization here in Oslo.

The company has significant scale in 2025 -- its 2025 1st half revenues were EUR 220 million and operating profit of circa $7 million. The company has circa 100,000 customers in the German market. It processes over 1 million tonnes per year of packaging waste and including in that waste 300,000 tonnes of waste plastic in Germany alone. So very mature, very exciting business, great platform. I'd like to, at this point, turn it over to Laurent, who as I mentioned, CEO of Green Dot. And Laurent, if you could provide a brief background on yourself, I think that would be a particular interest to people and then also your view on Green Dot's operations.

Thanks, Ranjeet, and good afternoon. Very pleased to be with you. So yes, my name is Laurent Auguste. I spent most of my business time with Veolia, 25 years. My last position was Chief Growth Strategy and Innovation Officer. I had the opportunity to start and develop a number of businesses, namely in the late '90s in South Korea. Then in early 2000s in Japan. I've been also CEO of the North American business, a $2 billion business at that time before coming back to the headquarter in 2013. And this is really when I started to get into circular economy and plastic recycling leading Veolia actually to consolidate part of the market and to have today a leading position in terms of capacity for mechanical recycling.

I've founded Green Dot in 2022 with the understanding of the business opportunity around plastic recycling and also the need to have a different player in the sector from feedstock to recycling. Maybe a few words on Green Dot Ranjeet on the next slide. Yes. So today, the portfolio is really made of 2 businesses. On the one side, the established business in Germany and the Der Grüne Punkt. As Ranjeet mentioned, this business started 35 years ago with this extended producer responsibility business, EPR, where we collect fund from brand owners to finance collection, sorting and recycling. But we've got also our own mechanical recycling plant in Germany.

We are the third largest player in the market in Germany and actually the first independent player. But we've got also a growing part of the business. That's based on the sorting activities that we've got today, both in Italy and in Austria. And where we have started already to supply feedstock for advanced recycling. And we dare say that we are the pioneer and the leader in the sector. Thanks to investment already made and already capacity that we have in the sector to service some of the first players. And hopefully, by the end of the year, we will be supplying feedstock to the first commercial size plant in Europe.

You see some of our clients and partners, some of the major brands, but also petrochemical companies. On that specific business of feedstock for chemical recycling, if we look at the next slide, you will see that out of more than 40 projects that have been announced in Europe, we are in contact or discussion with about half of them. With the perspective based on the pace of development of this project to add more than $20 million EBITDA to activity by 2030.

Next slide shows that we are actually looking at growth potential in all segments of the business. First, when it comes to access to feedstock both through the EPR business, but also through partnerships with waste management company, we definitely see opportunity to grow from today where we have access to more than 300,000 tonnes of plastic waste a year to more than 500,000 tonnes by 2030. We see definitely growth in the advanced recycling part of the business to supply feedstock to the coming project, as I was mentioning earlier.

But we see also growth in the mechanical recycling part of the business. We're about to add a new business line to our portfolio to enable to have packaging to packaging, very high-quality recycling also in the sector. When it comes to the financial profile of the company, today, we have mostly short-term contracts, but we start to have long-term multiyear contracts, namely for supply of feedstock for advanced recycling.

And we're moving towards long-term offtake agreement can be more than 10 years with take-or-pay type clauses so closer to something that would be more usual in the infrastructure business. By 2030, we see the revenue being -- growing by 50% and EBITDA being multiplied by close to 4x. Bertrand, I think do you want to share elements about the financials.

Sure. Thank you, Laurent. Good afternoon, everyone. Turning now to Slide 10. We can look at Green Dot's financial profile today and its outlook to 2030. So in 2025, we know Germany is projected to deliver over $380 million of revenues and $8.6 million in EBITDA, a strong rebound from last year's macro-driven weakness. Germany is a stable cash-generative EPR and recycling platform, which we expect to normalize around EUR 30 million of annual EBITDA by 2027 and grew steadily by 3% or 4% after that. Green Dot Italy plans to execute an asset acquisition in Q3 '25. And that business was expected to reach breakeven by 2026.

And then ramp up meaningfully thereafter as advanced recycling contracts start to take effect. As Laurent mentioned, Green Dot is already engaged with 19 announced advanced recycling projects in Europe, representing the most developed pipeline in Europe, and this project underpin incremental EBITDA of circa by EUR 20 million by 2030 for Green Dot, Italy. Altogether, we see Green Dot is scaling to around EUR 600 million of revenues and EUR 50 million of EBITDA by 2030. This excludes contributions from Triplast, which is Green Dot's equity accounted joint venture in Austria, which is profitable and expanding. So to sum up Green Dot is profitable today, has a clear path to EUR 50 million of EBITDA by 2030, and it gives Agilyx unique access to Europe's deepest pipeline of advanced recycling contracts.

Moving to the next slide, we can review the structure of our Green Dot investment. So Agilyx is acquiring a 44.2% stake in Green Dot for a total consideration of EUR 52 million, which includes EUR 32 million in Agilyx shares, which will be issued at the -- NOK 25.76 million per share, EUR 13 million in cash for ordinary share purchases and EUR 7 million in cash contributed as part of the EUR 27.5 million primary capital raise at Green Dot. That one will be led by Pioneer Point Partners, it's a leading European Sustainable infrastructure private equity firm. This new capital will fund Green Dot's facility expansion and the M&A transaction in Italy to deliver on Green Dot's pipeline of advanced recycling contracts.

Importantly, Green Dot growth plan is fully funded with this raise. From a valuation standpoint, the German operations were acquired at 8.8x 2025 EBITDA, which is a discount to peers, which are trading at 10 to 12x. And the Italian and Austrian businesses were acquired at their book value, which we see as highly attractive given their growth potential. Adjusting for EUR 80 million of net debt, enterprise value of EUR 197 million implies a stand-alone ARR of 30% before any synergies or multiple expansion. So to summarize, we believe this is a very compelling entry valuation into Europe's leading recycling platform, fully funded for growth and expected to generate compelling returns for Agilyx shareholders.

Thank you, Bertrand. So just an update on the transaction status. Agilyx's AGM will be scheduled likely for mid-September. We expect to obtain shareholder approval for a transaction at that point. We do have voting proxies supporting the transaction already secured. So we have a high level of confidence in shareholder approval. The only remaining precondition to closing is receipt of regulatory approval. The German and Austrian foreign direct applications were filed in August, and Austria replied with consent on August 18. So -- and we expect a reply from the German regulator by late September. We did announce on July 17, the loan financing facility, which fully funds the closing of the Green Dot transaction.

The facility is a EUR 20 million unsecured subordinated loan interest accrues and is capitalized so there's no cash impact on the business. Maturity date is 6 months after the bond repayment. Our outstanding bonds repayment dates so May 2028. We expect to close on the transaction immediately following receipt of the regulatory approval from Germany. Again, that's likely late September. At that time, we'll issue -- per Bertrand's comments we'll issue EUR 32 million of Agilyx shares to the Green Dot shareholders. We'll draw on the loan financing and we will pay the cash consideration and Green Dot close on a $27.5 million financing round.

I just want to -- I'd like to emphasize that the governance of the business is balanced with the new Green Dot board, comprising Agilyx, Pioneer Point and Circular Resources alongside Laurent as the Chief Executive of Green Dot. And we have been meeting regularly as a group and individually over the last -- in this pre-closing period, we're very pleased with the high level of collaboration, the alignment of the parties and we're looking forward to working closely together over the coming years.

Switching gears to the current business. With regards to Cyclyx, we remain very excited about its direction. Certainly, there have been delays and adjustments as the capitalization of Cyclyx at the time of the CCC1 FID in late 2023. The company has made significant changes at system design process, management and personnel even geographic location, but it's very well positioned at this point to achieve its objectives. Exxon and Lyondell have been excellent partners at Cyclyx and have really made significant contributions to the business' prospects. As we announced in July, the scope of the CCC1, the first facility in Houston has been refined following design optimizations and process changes, the initial advanced recycling output is expected to be approximately 50,000 tonnes per annum, around 50% lower than the original plan at the FID. So this represents Phase I of the facility, which has been designed with space and infrastructure for modular additions of processing lines and allows for potentially to subsequently increase capacity.

Mechanical completion of this first phase, as we've mentioned before, is targeted for the end of 2025. With regard to the second facility, CCC2 in Dallas, Fortworth, it remains in the engineering phase. It's incorporating lessons from CCC1s design. We expect CCC2 to remain on schedule for completion by the end of '26 and within budget. Both facilities, as you know, are well supported by a long-term offtake commitments from ExxonMobil and LyondellBasell. Relative to Styrenyx, we have been -- as we previously communicated, our shift of emphasis to waste plastic feedstock sourcing is really a defining strategic priority of ours. But at the same time, we do continue to commercialize our polystyrene conversion technology platform suite of IP. We're very pleased that Toyo styrene is independently operating the Styrenyx facility in Chiba, Japan at this point. In H1, we formally completed project handover, and we have recently entered into a customer support contract to assist Toyo with ongoing technical and operating support.

The facility is being run on a campaign basis as Toyo increases its operational intensity and test a variety of feedstock sources. We expect that facility to run with increasing frequency over the coming months. Very happy with the performance there to date. As I think we all know, the macroeconomic environment for -- within the petrochem market is certainly impacting large-scale budgets for CapEx and allocations to new facilities, which has caused no doubt a delay in commercial rollout of Styrenyx over the last periods. But we're optimistic about its position in the market. It's truly unique in terms of being the only really viable depolymerization technology for polystyrene in the market, and we continue to get very high-level engagement from industry partners. We do continue to see very significant interest from major styrene manufacturers who want to execute offtake agreements for supply of recycled styrene.

In the context of the overall market landscape, we are exploring creative ways to bring smaller facilities online, which decreases the capital intensity of the projects for our customers. Again, we're licensing so we're not owning or building these facilities, but it does help our customers with financing. Our involvement in Green Dot, I just would like to add is certainly adds value to the project economics in the form of access to low-cost and reliable waste product styrene feedstock for -- within the European Union, in particular.

And lastly, on Styrenyx, further supporting the business case is the recent and we've just announced a formal confirmation from Sphera that the Styrenyx technology decreases carbon intensity of styrene manufacturing by over 85% versus virgin production. So that -- our perspective offtake customers place a high value on low carbon manufacturing and the magnitude of the decreased carbon intensity certainly supports a meaningful premium in our pricing discussions, and that's been certainly very helpful. On that note, I'd like to turn it back to Bertrand for him to summarize H1 trading and financing and the financial reports.

Thank you, Ranjeet. Reported even reporting revenues over the first half was $0.4 million, broadly stable from last year as we remain in the build-out phase before Cyclyx security centers begin operation. Total operating expenses declined from $6.8 million last year to $5.7 million reflecting tighter cost control despite additional professional and legal fees to perform due diligence and structure the Green Dot investment. As a result of cost control, our operating loss narrowed to $5.3 million versus $6.3 million in the first half of 2024. Net financial items were negative $6.4 million, including Agilyx share of Cyclyx losses for $6.2 million, together with $2.9 million of net interest expense. And partly offset by $2.6 million fair value gain on warrants. Total comprehensive loss was $11.9 million, broadly in line with last year.

And on liquidity, our position has strengthened significantly. As of June 30, Agilyx has $10.7 million in unrestricted cash with $4 million in restricted cash earmarked for CCC2 funding compared to just $1.7 million a year ago. Operating cash outflows were $3.9 million over the first half, an improvement from last year at $6.7 million, underscoring our improved cost discipline. So in summary, operating losses and cash burns are narrowing and we have a solid liquidity position in place to fund our investment in Cyclyx second facility and our Green Dot acquisition.

Thank you, Bertrand. So just in conclusion, we are -- before we enter Q&A, we are very pleased with the foundations in place halfway through the '25 fiscal year while we recognize the industry is in a challenging macro cycle, certainly, the commercial and regulatory pressure to address the issue of waste plastic continues and presents an exceptional opportunity to build a really long-term, sustainable and profitable business. We are increasingly technology agnostic and well positioned to benefit from the long-term growth of the recycling industry.

Our strategic ownership in Green Dot is a really major milestone in our development. In Europe, Green Dot today controls circa 400,000 tonnes of plastic waste and the German market alone has close to 100,000 customers. In the U.S., Cyclyx has offtake commitments for over 200,000 tonnes of advanced recycling feedstock and interest and offtake from an expanding list of prospective partners. We believe this foundation places Agilyx on a trajectory for significant profits in 2030. Of course, we'll get there an incremental over the next few years.

But Agilyx -- Green Dot is generating a healthy EBITDA already in 2025, as Bertrand has summarized and the growth in its core business plus contribution from supply of advanced recycling feedstock should generate over USD 50 million of EBITDA in 2030. And assuming Agilyx holds at 44% of that -- of the company contributed about USD 24 million in income to Agilyx. And despite initial delays at Cyclyx, the fundamentals of the business opportunity there are unchanged and either in collaboration with existing members of Cyclyx and/or additional companies seeking feedstock supply. Agilyx anticipates 5 circularity centers in operation by 2030, and then our 50% ownership share has the potential to generate circa USD 60-plus million of income to Agilyx.

So this long-term potential in view, our focus is daily execution and focusing on near-term steps that are required to get there. Over the next 12 months, we will focus on maintaining cost discipline at Agilyx, which we've been doing now for the last couple of years very carefully. We will be working with Laurent to expand the Green Dot's, recycling volumes and EBITDA in Germany, while achieving breakeven in its Italian operations and expanding its EU advanced recycling feedstock business. And Cyclyx, they will be focusing on advancing C1 in Houston to commissioning and completion of C2 in Dallas, and we'll support that as much as we can.

And we'll continue to work to identify strong or strategic partnerships really to monetize our Styrenyx technology. And lastly, and I think importantly, we expect to achieve a dual listing in the U.S. on stock exchange to broaden our shareholder base and enhance liquidity that's something that we really prioritize in the first half of 2026 after we complete our 2025 audit activities. So that concludes our comments for today, and we'd be happy to answer any questions you may have. But we want to thank you for your time and joining the call today.

Adam, you want to go ahead.

Very good half of progress. Congratulations. On Green Dot, the smaller Italian business at the moment, I'm seeing is making a loss of the gross profit line. Is that really just scale? And will that get fixed by the new investment that's coming in with Pioneer. And then beyond that, you're in Germany, Italy, Austria, do you have any ambition to expand beyond those borders. It looks like the growth you're signaling to 2030 is really new sites within those territories. But I wonder if there's reasons for not going into others or if that's part of the plan.

Laurent, do you want to pick that up on relative to the plans to get to the changes. It's an extra -- Green Dot Italy coming and some of the expansion plans.

Sure. You have to see this Italian business as a business that has been actually investing already a few years ago namely in supply of feedstock for advanced recycling. This business start to come to maturity now. And so this is an important element of issue to turnaround of that business. We've mentioned also expansion in the mechanical recycling part. So we hope to be able to announce pretty soon also an acquisition there that should have a major contribution. As also this Italian business has been working very closely with this mechanical recycling business to supply high-quality feedstock, which support at the end of the day, the supply of high-quality recycled plastics so yes, we're fairly confident about the turnaround. And yes, the investment that is coming now is absolutely sufficient to secure this.

Just further the geographic question, would you look beyond your existing territories?

So we are definitely having a look at potential beyond the 3 countries where we are. This will be also driven by the evolution of our business in the advanced recycling part of the business. Very often, this is also located towards the northern part of Europe, at least the Benelux. So we're definitely having a look there. There's also on the EPR business, a number of opportunities because a number of countries are coming to this model and evolution of regulation.

In Europe, namely under what we call the PPWR, The Packaging and Packaging Waste Regulation brings some new opportunities. So yes, there might be opportunity for us to start stepping into some of the countries in Europe.

Yes. I have a question related to the service agreement that you have gotten with Toyo Styrene. I was wondering if you could provide some more flavor on that one? Like what should we expect in terms of revenues, for instance?

Bertrand, would you like to take that?

I think it will depend on how much the facility is running, how much people do they mean, I think at the outset like we expect around 0.5 million per year, but those numbers could grow depending on the involvement that Toyo Styrene wants us...

I don't see any other questions. There's a question on text. Are you able to read that -- on that.

Yes. Can you provide an update on how Agilyx is approaching trading window. This is related to the options program that we have.

Yes. We do have options outstanding as we're fully disclosed in our annual reports, and we are focused on maintaining and abiding by our option plan requirements. And to the extent that the Board feels it's appropriate to open up windows, we will. But we don't have any advanced expectations or timing to propose today. I don't see any other questions.

No, I don't notice any either. Shall we say thank you for today. And just remind everybody that replay of this meeting is available on our website as will be the presentation. Thank you, everyone, for joining us.

Thank you.

Thank you.

Thank you.