Quarterly Report • Oct 28, 2025
Quarterly Report
Open in ViewerOpens in native device viewer

THIS IS SATS
The Group, through our brands and concepts SATS, ELIXIA, Fresh Fitness, SATS Yoga, and SATS Online, is the leading provider of fitness and training services in the Nordics with 274 clubs, close to 10 000 employees, and 756 000 members.
Everyone is welcome at SATS, and our members have full flexibility to tailor their membership package to address their individual needs. We offer cutting-edge studio facilities for individual training, the broadest selection of group training with superior programming, and highly qualified personal trainers for specialized training and individual coaching. We also have a strong focus on supporting our members through online training and digital tools for when they are not able to physically visit our club facilities. We are also constantly working with trend research and innovation to be the industry's best and most forward-looking fitness chain.
| Words from the CEO | 3 | |
|---|---|---|
| Highlights | 4 | |
| Board of Directors' Report | 5 | |
| Consolidated Income Statement | 11 | |
| Consolidated Statement of Comprehensive Income | 12 | |
| Consolidated Balance Sheet | 13 | |
| Consolidated Statement of Changes in Equity | 14 | |
| Consolidated Statement of Cash Flows | 15 | |
| CONTENTS | Notes to the Consolidated Interim Financial Statements | 16 |
| Appendix | 28 | |
| Definitions | 29 |
"It is very encouraging to see that we continue to increase member activity and satisfaction across our clubs. Together with the solid financial performance, this confirms that our strategy is working and that we are building a strong foundation for long-term, profitable growth."
SATS continues to build strong momentum, both operationally and financially. By further strengthening our product offering, engaging our members and improving our operational efficiency, we are executing on the plan presented at our Capital Markets Day in May.
It is particularly encouraging that we keep increasing the number of workouts in our clubs – a strong indicator of member satisfaction and loyalty. In this quarter alone, total workouts were up 7% compared to the same period last year, driven by both a larger member base and higher workout frequency per member. This is driven by a 10% increase in number of group training workouts during the quarter, a clear testament that our continuous investments in our market leading group training offering pays off.
Operational progress is not only driving happier and healthier members, it´s also translating into stronger financials. EBITDA increased by 13% in the quarter, and we anticipate the positive trajectory to continue going forward.
Revenues and EBITDA are growing across all markets, with Sweden standing out after solid progress driven by product


1) Before impact of IFRS 16. For further information regarding definitions and Alternative Performance Measures, please see Appendix
Operating cash flow of NOK 142 million and a cash conversion of 74% in the quarter
Leverage remains stable at 1.3x net debt to EBITDA before IFRS 16, despite NOK 127 million in dividends (NOK 0.6 per share) and NOK 40 million in share buybacks in the quarter
Key Financial Figures and Alternative Performance Measures (APM)1
| Q 3 | Q3 | YTD | YTD | |||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| NOK million (unless otherwise stated) | ||||||
| Membership revenue | 1 104 | 1 023 | 8 % | 3 403 | 3 113 | 9 % |
| Other revenues | 189 | 170 | 11 % | 678 | 641 | 6 % |
| Total revenues | 1 293 | 1 194 | 8 % | 4 081 | 3 754 | 9 % |
| EBITDA | 502 | 471 | 7 % | 1 574 | 1 467 | 7 % |
| Margin (%) | 39 % | 39 % | -0.6 p.p. | 39 % | 39 % | -0.5 p.p. |
| Operating profit | 198 | 175 | 13 % | 664 | 563 | 18 % |
| Profit for the period | 98 | 71 | 38 % | 353 | 250 | 41 % |
| Earnings per share (NOK) | 0.48 | 0.35 | 39 % | 1.74 | 1.22 | 42 % |
| Total overhead costs | -158 | -147 | 7 % | -473 | -430 | 10 % |
| EBITDA before impact of IFRS 16 | 192 | 170 | 13 % | 647 | 563 | 15 % |
| Margin (%) | 15 % | 14 % | 0.6 p.p. | 16 % | 15 % | 0.8 p.p. |
| EBIT before impact of IFRS 16 | 137 | 127 | 8 % | 484 | 400 | 21 % |
| Margin (%) | 11 % | 11 % | -0.0 p.p. | 12 % | 11 % | 1.2 p.p. |
| Maintenance Capex | 75 | 49 | 54 % | 203 | 109 | 85 % |
| Total Capex | 79 | 57 | 39 % | 212 | 124 | 70 % |
| Net debt | 1 087 | 1 229 | -11 % | 1 087 | 1 229 | -11 % |
| Operating cash flow | 142 | 22 | 555 % | 388 | 329 | 18 % |
| Free cash flow | 125 | -8 | n.a. | 262 | 252 | 4 % |
| Leverage | 1.3 | 1.8 | -26 % | 1.3 | 1.8 | -26 % |
| Clubs | 274 | 273 | 0 % | 274 | 273 | 0 % |
| Members ('000) | 756 | 728 | 4 % | 756 | 728 | 4 % |
| ARPM (NOK/month) | 576 | 550 | 5 % | 609 | 572 | 6 % |
1) As defined in Appendix under Alternative Performance Measures
All financial statements show the period 1 July 2025 to 30 September 2025, compared to the accounts for the period 1 July 2024 to 30 September 2024.
Total revenues increased by 8% (7% currency adjusted) to NOK 1 293 million in Q3 2025, compared to NOK 1 194 million in Q3 2024, driven both by higher membership revenues and other revenues. Membership revenues increased in all countries in Q3 2025 compared to Q3 2024, led primarily by Norway and Sweden. The total member base increased by 4% compared to Q3 2024. The strong net member growth of 18 000 in Q3 2025 was supported by an earlier autumn campaign launch, with the main marketing push shifting from Q4 last year to Q3 this year. ARPM increased by 5% (4% currency adjusted), as a result of improved product mix and price adjustments. The strong campaigndriven member growth came with a temporary yield impact, while the expanding share of students, seniors, and corporate members further softened the yield growth.
Total operating expenses increased by 8% (6% currency adjusted) to NOK 1 095 million in Q3 2025, while operating expenses excluding depreciation and amortization increased by 9% (8% currency adjusted) to NOK 791 million. The increase in operating expenses from last year reflects price changes on key input factors and wage adjustments from local agreements, as well as targeted investments in product offering and marketing to support membership growth.
The operating profit increased by 13% from NOK 175 million in Q3 2024 to NOK 198 million in Q3 this year.
Net financial items in Q3 2025 was negative NOK 70 million, compared to negative NOK 79 million in Q3 2024. The reduction was primarily driven by reduced interest rates and fair value remeasurement of electricity derivatives. Income tax expense in Q3 2025 was negative by NOK 30 million.
Profit before tax was NOK 128 million in Q3 2025, compared to NOK 96 million in Q3 2024. Profit for the period was NOK 98 million in Q3 2025, compared to NOK 71 million in Q3 2024. The total comprehensive income was NOK 100 million, compared to NOK 49 million in Q3 2024.
Consolidated assets increased by NOK 275 million to NOK 9 299 million in Q3 2025 compared to Q3 2024. Right-of-use assets, mainly consisting of premise rental, and intangible assets, primarily goodwill, were the most significant components of consolidated assets, amounting to NOK 4 688 million and NOK 2 655 million, respectively, on September 30, 2025. Non-current assets increased by NOK 188 million, while current assets increased by NOK 87 million. The increase in non-current assets was mainly driven by an increase in property, plant and equipment. The increase in current assets was primarily driven by prepaid expenses and accrued income and cash and cash equivalents.
Total liabilities increased from NOK 7 763 million as of September 30, 2024, to NOK 7 863 million as of September 30, 2025, primarily due to an increase in contract liability and trade and other payables.
As of September 30, 2025, consolidated equity amounted to NOK 1 436 million, representing an equity ratio of 15.4%, compared to NOK 1 262 million and 14.0% of September 30, 2024.
In Q3 2025, consolidated cash and cash equivalents decreased by NOK 43 million, compared to a decrease of NOK 25 million in Q3 2024.
The Group had cash and cash equivalents of NOK 363 million as of September 30, 2025. In addition, the Group had NOK 919 million available in undrawn amount on the revolving credit facility.
Net cash flow from the Group's operations was NOK 520 million in Q3 2025, compared to NOK 366 million in Q3 2024. The increased cash flow from operations of NOK 154 million was mainly due to an increase in profit before tax and and changes in the net working capital compared to Q3 2024. The net working capital has high seasonal fluctuations, typically being lower in Nov-May and higher in Jun-Oct. In the quarter, the net working capital effect was positive by NOK 25 million (compared to negative NOK 99 million in Q3 2024), mainly due to an increase in other receivables and accruals. Please note that a timing of quarterly rent payments provided a NOK 85 million negative effect on working capital in Q3 2024.
Net cash outflow from investing activities amounted to NOK 79 million in Q3 2025, compared to an outflow of NOK 57 million in Q3 2024, mainly due to significant increase in club upgrades and maintenance, including pure maintenance, but also growth investments in the existing club portfolio.
Net cash outflow from financing was NOK 484 million in Q3 2025, compared to a cash outflow of NOK 334 million in Q3 2024. In Q3 2025, the company paid NOK 127 million in dividends and purchased own shares of NOK 40 million.
The following sections of this report review each operating segment. Unless otherwise stated, comments regarding development reflect a comparison between Q3 2025 and Q3 2024.
Norway is the largest operating segment in the Group, with 45% of the consolidated total revenues in Q3 2025. SATS Norway had 347 000 members at the end of the quarter. SATS is a well -known brand in Norway and the largest operator of fitness clubs.
By the end of Q3 2025, the Norwegian portfolio consisted of 119 clubs, of which 78 SATS and 41 Fresh Fitness.
The member base grew by 9 000 members in the third quarter and is up 6% year -over -year. This growth was driven partly by the addition of two new clubs, but primarily by an increase in members per club.
Average revenue per member (ARPM) increased by 4% to NOK 566. Combined with continued volume growth, this lifted total revenues by 9% to NOK 582 million.
Operational costs were driven by higher electricity prices and increased marketing activity. Certain timing effects between the quarters last year affects the year -over -year comparison.
Country EBITDA rose 7% to NOK 172 million, delivering a margin of 30%, in line with the comparable quarter last year.
| Key Financial Figures and Alternative Performance Measures (APM) | ||||||
|---|---|---|---|---|---|---|
| Q3 | Q3 | YTD | YTD | |||
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| NOK million (unless otherwise stated) | ||||||
| Membership revenue | 501 | 459 | 9 % | 1 547 | 1 403 | 10 % |
| Other revenues | 81 | 74 | 9 % | 294 | 277 | 6 % |
| Total revenues | 582 | 533 | 9 % | 1 841 | 1 680 | 10 % |
| EBITDA | 245 | 230 | 6 % | 794 | 720 | 10 % |
| Margin (%) | 42 % | 43 % | -1.2 p.p. | 43 % | 43 % | 0.3 p.p. |
| Operating profit | 137 | 131 | 4 % | 471 | 407 | 16 % |
| Profit/loss for the period | 92 | 84 | 10 % | 320 | 268 | 20 % |
| Country EBITDA before impact of IFRS 16 | 172 | 161 | 7 % | 574 | 502 | 14 % |
| Margin (%) | 30 % | 30 % | -0.7 p.p. | 31 % | 30 % | 1.3 p.p. |
| EBITDA before impact of IFRS 16 | 125 | 114 | 9 % | 435 | 370 | 17 % |
| Margin (%) | 21 % | 21 % | -0.0 p.p. | 24 % | 22 % | 1.6 p.p. |
| Clubs | 119 | 117 | 2 % | 119 | 117 | 2 % |
| Members ('000) | 347 | 329 | 6 % | 347 | 329 | 6 % |
ARPM (NOK/month) 566 544 4 % 602 570 6 %

1) Country EBITDA before impact of IFRS 16

Sweden is the Group's second-largest segment, accounting for 34% of consolidated revenues in Q3 2025. At quarter-end, SATS Sweden had 256 000 members, maintaining its strong and established market position.
The portfolio comprised 95 clubs, down one club since Q3 2024, with the majority located in the Stockholm region.
The member base grew 4% from the corresponding quarter last year, despite operating one fewer club.
The average revenue per member (ARPM) rose by 7% to NOK 585. Total revenues were thus lifted by 10% yearover-year to NOK 444 million.
Country EBITDA increased by 19% to NOK 89 million, delivering a margin of 20%, up 1.5 p.p. compared to the same quarter last year.
| Key Financial Figures and Alternative Performance Measures (APM) | ||||||
|---|---|---|---|---|---|---|
| Q3 | Q3 | YTD | YTD | |||
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| NOK million (unless otherwise stated) | ||||||
| Membership revenue | 374 | 344 | 9 % | 1 142 | 1 039 | 10 % |
| Other revenues | 70 | 60 | 17 % | 256 | 225 | 14 % |
| Total revenues | 444 | 404 | 10 % | 1 397 | 1 263 | 11 % |
| EBITDA | 171 | 152 | 13 % | 511 | 462 | 11 % |
| Margin (%) | 39 % | 38 % | 0.9 p.p. | 37 % | 37 % | -0.0 p.p. |
| Operating profit | 56 | 43 | 30 % | 166 | 132 | 26 % |
| Profit/loss for the period | 21 | 20 | 4 % | 73 | 54 | 34 % |
| Country EBITDA before impact of IFRS 16 | 89 | 75 | 19 % | 263 | 229 | 15 % |
| Margin (%) | 20 % | 19 % | 1.5 p.p. | 19 % | 18 % | 0.7 p.p. |
| EBITDA before impact of IFRS 16 | 50 | 36 | 40 % | 148 | 117 | 26 % |
| Margin (%) | 11 % | 9 % | 2.4 p.p. | 11 % | 9 % | 1.3 p.p. |
| Clubs | 95 | 96 | -1 % | 95 | 96 | -1 % |
Members ('000) 256 246 4 % 256 246 4 % ARPM (NOK/month) 585 550 7 % 615 567 9 %

1) Country EBITDA before impact of IFRS 16

In Finland, operations are run under the ELIXIA brand, representing 9% of the Group's consolidated revenues in Q3 2025. At quarter-end, ELIXIA Finland counted 71 000 members, securing its position as the market leader in a highly fragmented fitness market.
The member base grew by 2 000 members in the third quarter, ending 0.4% up year-over-year.
ARPM increased 3% to NOK 575, driven by targeted product improvements and pricing initiatives. This supported a 2% increase in total revenues to NOK 120 million.
Country EBITDA increased by 10% to NOK 12 million, lifting the quarterly margin to 10%, an improvement of 1 p.p. compared to Q3 2024.
Key Financial Figures and Alternative Performance Measures (APM)
| Q3 | Q3 | YTD | YTD | |||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| NOK million (unless otherwise stated) | ||||||
| Membership revenue | 103 | 101 | 1 % | 320 | 312 | 2 % |
| Other revenues | 18 | 17 | 4 % | 62 | 57 | 8 % |
| Total revenues | 120 | 118 | 2 % | 382 | 369 | 3 % |
| EBITDA | 40 | 39 | 2 % | 125 | 122 | 2 % |
| Margin (%) | 33 % | 33 % | 0.0 p.p. | 33 % | 33 % | -0.3 p.p. |
| Operating profit | 7 | 2 | 276 % | 30 | 17 | 74 % |
| Profit/loss for the period | 1 | -4 | -127 % | 11 | -2 | -603 % |
| Country EBITDA before impact of IFRS 16 | 12 | 11 | 10 % | 43 | 35 | 21 % |
| Margin (%) | 10 % | 9 % | 0.8 p.p. | 11 % | 10 % | 1.6 p.p. |
| EBITDA before impact of IFRS 16 | 6 | 5 | 27 % | 25 | 18 | 42 % |
| Margin (%) | 5 % | 4 % | 1.0 p.p. | 7 % | 5 % | 1.8 p.p. |
| Clubs | 32 | 31 | 3 % | 32 | 31 | 3 % |
| Members ('000) | 71 | 70 | 0 % | 71 | 70 | 0 % |
| ARPM (NOK/month) | 575 | 560 | 3 % | 599 | 579 | 4 % |

1) Country EBITDA before impact of IFRS 16

In Q3 2025, the Danish operations accounted for 11% of the Group's consolidated revenues. With 82 000 members at quarter -end, SATS Denmark is among the largest fitness operators in Greater Copenhagen and holds the number two position in the national fitness club market.
The portfolio consists of 28 clubs in the Copenhagen area. The member base decreased 1% year -over -year on the back of a 3% club reduction.
ARPM increased 6% to NOK 595, reflecting successful price adjustments and ongoing enhancements to the product offering. This yield increase drove a 5% rise in total revenues to NOK 146 million.
Country EBITDA increased by 24% to NOK 9 million, delivering a quarterly margin of 6%, an improvement of 1 p.p. compared to Q3 2024.
Effective 1 January 2026, Denmark is set to remove VAT exemption on group training and personal training to align its practice with EU regulations. While this is expected to increase prices for Danish consumers and negatively affect public health, our current assessment suggests no material financial impact on SATS.
| Q3 | Q3 | YTD | YTD | |||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change | 2025 | 2024 | Change | |
| NOK million (unless otherwise stated) | ||||||
| Membership revenue | 126 | 120 | 5 % | 394 | 359 | 10 % |
| Other revenues | 20 | 19 | 8 % | 67 | 81 | -18 % |
| Total revenues | 146 | 139 | 5 % | 460 | 440 | 5 % |
| EBITDA | 37 | 34 | 8 % | 120 | 126 | -5 % |
| Margin (%) | 25 % | 25 % | 0.7 p.p. | 26 % | 29 % | -2.7 p.p. |
| Operating profit | 1 | 0 | -267 % | 6 | 14 | -56 % |
| Profit/loss for the period | -16 | -18 | -14 % | -44 | -41 | 8 % |
| Country EBITDA before impact of IFRS 16 | 9 | 7 | 24 % | 36 | 41 | -14 % |
| Margin (%) | 6 % | 5 % | 0.9 p.p. | 8 % | 9 % | -1.6 p.p. |
| EBITDA before impact of IFRS 16 | 2 | 0 | n.a. | 14 | 20 | -31 % |
| Margin (%) | 1 % | 0 % | 1.4 p.p. | 3 % | 5 % | -1.5 p.p. |
| Clubs | 28 | 29 | -3 % | 28 | 29 | -3 % |
| Members ('000) | 82 | 83 | -1 % | 82 | 83 | -1 % |
| ARPM (NOK/month) | 595 | 563 | 6 % | 624 | 585 | 7 % |

28
1) Country EBITDA before impact of IFRS 16
SATS maintains a clear strategic focus on its core business, continuing the accelerating cycle of positive performance. This is supported by targeted investments in an improved product offering, including club optimizations and innovation in training content, as well as a consistent prioritization of operational execution and efficiency.
The approach to both operational costs and capital allocation remains disciplined, balancing cost control with growth investments. CAPEX is directed toward increasing club capacity in the existing footprint, improving return per square meter and building the pipeline to deliver on a club expansion of 8 -12 new club openings per year, with emphasis on quality over quantity.
The company has set a mid -term EBITDA before IFRS 16 ambition of NOK 1.1 billion. Progress toward this target is expected to unfold gradually, reflecting steady improvements over time.
SATS ASA's share capital was NOK 433 million as at September 30, 2025, divided into 203 694 588 ordinary shares, each with a par value of NOK 2.125. All the shares have been fully paid and have equal rights. SATS owned 2 422 811 treasury shares as at the balance sheet date. The number of shareholders as at September 30, 2025, was 9 240.
SATS has a conservative approach to leverage, targeting a net debt (current and non -current bank borrowings less cash and cash equivalents) to adjusted EBITDA before impact of IFRS 16 at the lower end of the 1.5x to 2.0x range.
SATS prioritize maintaining a robust balance sheet and strong liquidity position to ensure financial stability and flexibility.
Excess capital will be returned to shareholders, while considering long term financial robustness, growth opportunities and strategic initiatives, aiming to distribute at least 50 percent of annual net profit as a combination of share buybacks and semi -annual dividends. For 2025, capital returns are set to materially exceed this threshold, underscoring the company's strong financial momentum and sustainable growth ambitions.
SATS operates in a broad range of geographical markets in the highly competitive health and fitness industry. In achieving its long -term strategic objectives, SATS is inherently involved in taking risks. Please see the Group's 2024 Annual Report (Board of Directors' Report and Note 22), for a detailed description of the Group's risk factors and risk management policies and procedures.
There have been no material events subsequent to the reporting period that might significantly affect the consolidated interim financial statements for the third quarter of 2025.
This report includes forward -looking statements based on our current expectations and projections about future events. Statements herein regarding future events or prospects, other than statements of historical facts, are forward -looking statements. All such statements are subject to inherent risks and uncertainties, and many factors can lead to actual profit and developments deviating substantially from what has been expressed or implied in such statements. As a result, undue reliance should not be placed on these forward looking statements.
Oslo, October 27, 2025
The Board of Directors
| Notes | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | 2024 |
|---|---|---|---|---|---|
| (Amounts in NOK million) | |||||
| Revenue 2 |
1 293 | 1 194 | 4 081 | 3 754 | 5 064 |
| Operating expenses | |||||
| Cost of goods sold | -35 | -33 | -109 | -103 | -143 |
| Personnel expenses | -461 | -418 | -1 490 | -1 350 | -1 861 |
| Other operating expenses | -295 | -272 | -908 | -833 | -1 119 |
| Depreciation and amortization 6, 7, 8 |
-304 | -296 | -910 | -904 | -1 198 |
| Total operating expenses | -1 095 | -1 019 | -3 417 | -3 190 | -4 320 |
| Operating profit | 198 | 175 | 664 | 563 | 744 |
| Interest income | 7 | 10 | 23 | 30 | 39 |
| Finance income | 9 | 97 | 34 | 106 | 115 |
| Interest expense | -78 | -83 | -235 | -253 | -334 |
| Finance expense | - 8 | -103 | -29 | -116 | -131 |
| Net financial items | -70 | -79 | -207 | -233 | -310 |
| Profit before tax | 128 | 96 | 457 | 330 | 434 |
| Income tax expense 3 |
-30 | -25 | -104 | -80 | -108 |
| Profit for the period | 98 | 71 | 353 | 250 | 326 |
| Profit for the year is attributable to: | |||||
| Equity holders of the Group | 98 | 71 | 353 | 250 | 326 |
| Total allocation | 98 | 71 | 353 | 250 | 326 |
| Earnings per share in NOK | |||||
| Basic earnings per share attributable to equity holders of the company 4 |
0.48 | 0.35 | 1.74 | 1.22 | 1.59 |
| Diluted earnings per share attributable to equity holders of the company 4 |
0.48 | 0.35 | 1.73 | 1.22 | 1.59 |
| Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | 2024 | |
|---|---|---|---|---|---|
| (Amounts in NOK million) | |||||
| Profit for the period | 98 | 71 | 353 | 250 | 326 |
| Other comprehensive income | |||||
| Currency translation adjustment – may be reclassified to profit or loss | 2 | -22 | -15 | -17 | -10 |
| Other comprehensive income, net of tax | 2 | -22 | -15 | -17 | -10 |
| Total comprehensive income for the period | 100 | 49 | 338 | 234 | 315 |
| Total comprehensive income is attributable to: | |||||
| Equity holders of the Group | 100 | 49 | 338 | 234 | 315 |
| Total comprehensive income for the period | 100 | 49 | 338 | 234 | 315 |
| September 30 | September 30 | December 31 | ||
|---|---|---|---|---|
| Notes | 2025 | 2024 | 2024 | |
| (Amounts in NOK million) | ||||
| ASSETS | ||||
| Non-current assets | ||||
| Intangible assets | 6 | 2 655 | 2 664 | 2 661 |
| Right-of-use assets | 8 | 4 688 | 4 679 | 4 657 |
| Property, plant and equipment | 7 | 859 | 682 | 792 |
| Other non-current receivables | 69 | 58 | 56 | |
| Derivative financial instruments | 9 | 20 | 30 | 33 |
| Deferred tax assets1) | 3 | 136 | 129 | 134 |
| Total non-current assets | 8 428 | 8 241 | 8 333 | |
| Current assets | ||||
| Inventories | 59 | 55 | 54 | |
| Accounts receivables | 136 | 136 | 159 | |
| Other current receivables | 88 | 101 | 131 | |
| Prepaid expenses and accrued income | 224 | 171 | 237 | |
| Derivative financial instruments | 9 | 1 | 2 | 0 |
| Cash and cash equivalents | 363 | 319 | 371 | |
| Total current assets | 871 | 784 | 952 | |
| Total assets | 9 299 | 9 024 | 9 284 | |
| EQUITY | ||||
| Share capital | 433 | 435 | 435 | |
| Share premium | 2 923 | 3 050 | 3 050 | |
| Treasury shares | - 5 | -19 | -19 | |
| Other reserves | -14 | -14 | - 7 | |
| Retained earnings | -1 901 | -2 190 | -2 115 | |
| Total equity | 1 436 | 1 262 | 1 345 | |
| LIABILITIES | ||||
| Non-current liabilities | ||||
| Deferred tax liability1) | 3 | 145 | 101 | 52 |
| Borrowings | 5 | 1 450 | 1 547 | 1 440 |
| Lease liability | 5 | 4 117 | 4 110 | 4 090 |
| Derivative financial instruments | 9 | 1 | 4 | 4 |
| Total non-current liabilities | 5 713 | 5 762 | 5 586 | |
| Current liabilities | ||||
| Borrowings | 5 | 10 | 14 | 12 |
| Lease liability | 5 | 970 | 957 | 959 |
| Derivative financial instruments | 9 | 0 | 0 | 6 |
| Contract liability | 622 | 531 | 653 | |
| Trade and other payables | 133 | 68 | 178 | |
| Current tax liabilities | 0 | 0 | 74 | |
| Public fees and charges payable | 94 | 87 | 112 | |
| Other current liabilities Total current liabilities |
322 2 149 |
343 2 000 |
360 2 353 |
|
| Total liabilities | 7 863 | 7 763 | 7 940 | |
| Total equity and liabilities | 9 299 | 9 024 | 9 284 |
1) A reclassification between Deferred tax assets and Deferred tax liability of NOK 53 million and NOK 52 million is recognized as of September 30, 2024, and December 31, 2024, respectively.
| Foreign | Share | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|
| exchange | based | attributable to | |||||||
| Share | Share | Treasury | translation | payments | Retained | owners of the | Total | ||
| Notes | capital | premium | shares | reserve | reserve | earnings | Group | equity | |
| (Amounts in NOK million) | |||||||||
| Equity January 1, 2024 | 435 | 3 050 | -24 | -3 | 2 | -2 441 | 1 020 | 1 020 | |
| Profit for the period | 250 | 250 | 250 | ||||||
| OCI for the period | -17 | -17 | -17 | ||||||
| Total comprehensive income for the period | 0 | 0 | 0 | -17 | 0 | 250 | 234 | 234 | |
| Investment program | 3 | 3 | 3 | ||||||
| Proceeds from sale of own shares | 5 | 5 | 5 | ||||||
| Equity September 30, 2024 | 435 | 3 050 | -19 | -20 | 5 | -2 190 | 1 262 | 1 262 | |
| Equity January 1, 2025 | 435 | 3 050 | -19 | -14 | 7 | -2 115 | 1 345 | 1 345 | |
| Profit for the period | 353 | 353 | 353 | ||||||
| OCI for the period | -15 | -15 | -15 | ||||||
| Total comprehensive income for the period | 0 | 0 | 0 | -15 | 0 | 353 | 338 | 338 | |
| Investment program | 0 | 8 | 1 | 9 | 9 | ||||
| Repurchase of shares | -11 | -166 | -177 | -177 | |||||
| Proceeds from sale of own shares | 4 | 44 | 49 | 49 | |||||
| Cancellation of own shares | 4 | - 2 | 2 | 0 | 0 | ||||
| Dividends | 1 | -127 | -127 | -127 | |||||
| Reclassification | 1 | 18 | -18 | 0 | 0 | ||||
| Equity September 30, 2025 | 433 | 2 923 | -5 | -29 | 15 | -1 901 | 1 436 | 1 436 |
| Notes | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | 2024 | |
|---|---|---|---|---|---|---|
| (Amounts in NOK million) | ||||||
| Cash flow from operations | ||||||
| Profit before tax | 128 | 96 | 457 | 330 | 434 | |
| Adjustment for: | ||||||
| Taxes paid in the period | - 7 | - 6 | -92 | -19 | -24 | |
| Gain/loss from disposal or sale of equipment | 0 | 0 | - 1 | 0 | - 1 | |
| Depreciation, amortization and impairment | 6, 7, 8 | 304 | 296 | 910 | 904 | 1 198 |
| Net financial items | 70 | 79 | 207 | 233 | 310 | |
| Change in inventory | 0 | - 2 | - 5 | - 1 | 1 | |
| Change in accounts receivables | - 1 | -20 | 23 | 0 | -23 | |
| Change in trade payables | - 6 | -12 | -45 | -61 | 49 | |
| Change in other receivables and accruals | 32 | -65 | -28 | -63 | 9 | |
| Net cash flow from operations | 520 | 366 | 1 425 | 1 323 | 1 953 | |
| Cash flow from investing | ||||||
| Purchase of property, plant and equipment and intangible assets | 6, 7 | -79 | -57 | -212 | -124 | -287 |
| Loan to related parties | 10 | 0 | 0 | -15 | 0 | 0 |
| Proceeds from property, plant and equipment | 0 | 0 | 2 | 1 | 2 | |
| Proceeds from loan to related parties | 10 | 0 | 0 | 3 | 2 | 3 |
| Net cash flow from investing | -79 | -57 | -222 | -122 | -282 | |
| Cash flow from financing | ||||||
| Repayments of borrowings | 5 | 0 | -130 | 0 | -332 | -435 |
| Proceeds from borrowings | 5 | 0 | 113 | 0 | 113 | 113 |
| Installments on lease liabilities | 5 | -248 | -242 | -743 | -722 | -962 |
| Interest paid1) | 5, 9 | -10 | -14 | -33 | -50 | -64 |
| Interest received1) | 3 | 3 | 9 | 10 | 14 | |
| Interests on lease liabilities | 5 | -63 | -62 | -189 | -184 | -246 |
| Dividends paid | 1 | -127 | 0 | -127 | 0 | 0 |
| Purchase of own shares | 1, 4 | -40 | 0 | -177 | 0 | 0 |
| Proceeds from sale of own shares | 4 | 0 | 0 | 49 | 5 | 5 |
| Other financial items1) | 1 | - 3 | 2 | - 2 | - 5 | |
| Net cash flow from financing | -484 | -334 | -1 209 | -1 163 | -1 580 | |
| Net increase/decrease in cash and cash equivalents | -43 | -25 | -5 | 39 | 91 | |
| Effect of foreign exchange rate changes on cash and cash equivalents | 1 | - 4 | - 3 | - 2 | - 2 | |
| Cash and cash equivalents at the beginning of the period | 405 | 347 | 371 | 282 | 282 | |
1) Reclassifications between Interest paid, Interest received and Other financial items are recognized in Q3 2024, YTD 2024 and 2024.
| NOTES | PAGE | |
|---|---|---|
| Note 1 | General information and basis for preparation | 17 |
| Note 2 | Segment information | 18 |
| Note 3 | Profit and loss information | 20 |
| Note 4 | Earnings per share | 20 |
| Note 5 | Interest-bearing liabilities | 21 |
| Note 6 | Intangible assets | 22 |
| Note 7 | Property, plant and equipment | 23 |
| Note 8 | Right of use ("RoU") assets | 24 |
| Note 9 | Financial instruments | 25 |
| Note 10 | Related parties | 26 |
| Note 11 | Events after the balance sheet date | 26 |
| Note 12 | New IFRS standards | 27 |
| Note 13 | Critical estimates and judgements | 27 |
SATS ("the Group") consists of SATS ASA ("the Company") and its subsidiaries. The accompanying consolidated interim financial statements include the financial statements of SATS ASA and its subsidiaries. The consolidated financial statements of the Group for the year ended December 31, 2024, are available on our website.
These consolidated interim financial statements have been prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting as adopted by the European Union (the "EU") and additional requirements in the Norwegian Securities Trading Act. This interim financial report does not include all information and disclosures required by International Financial Accounting Standards ("IFRS") for a complete set of annual financial statements. Accordingly, this report should be read in conjunction with the annual report for the year ended December 31, 2024.
These consolidated interim financial statements are unaudited.
The accounting policies applied by the Group in these consolidated interim financial statements are the same as those applied by the Group in its consolidated financial statements for the year ended December 31, 2024. Because of rounding differences, numbers or percentages may not add up to the sum totals. Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to or has rights to variable returns from its involvement with the entity and can affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date control is transferred to the Group. They are deconsolidated from the date that control ceases. The acquisition method of accounting is used to account for business combinations by the Group.
On May 8, 2025, SATS announced a share repurchase program with a total consideration of up to NOK 100 million and a maximum of 2 500 000 shares. Under this program, the Company repurchased 2 103 460 own shares during the second and third quarter, representing 1.03 percent of the total number of shares in the Company, for a total consideration of NOK 77 million. The repurchased shares will be used to optimize the share capital structure through a redemption of treasury shares, which is considered beneficial for the Company's shareholders.
On August 8, 2025, the Board of Directors resolved to distribute a cash dividend totaling NOK 127 million, pursuant to the authorization granted by the Annual General Meeting held on April 28, 2025. The dividend was paid during the third quarter of 2025.
During the period, the Group changed how equity effects from treasury share transactions are presented. Treasury shares are now recorded at nominal value, and any difference between nominal and actual value is recognized directly in Retained earnings. This change does not affect total equity or profit for the period. It is made to improve clarity in equity disclosures, as using nominal value also creates a clear link between issued share capital and the number of shares held by SATS ASA. Comparative figures have not been restated.
The financial position and the performance of the Group was not, other than mentioned above, mainly affected by any events or transactions during the nine first months of 2025.
The Group's business is primarily the sale of fitness club memberships, personal trainer sessions and retail sales through the fitness clubs' stores and the Group's website. The Group's sales are made primarily from fitness clubs in Norway, Sweden, Finland and Denmark.
The Group's chief operating decision-maker is the Nordic Management Group, consisting of the CEO, country managers and the heads of Group functions. The Nordic Management Group is responsible for allocating resources and assessing the performance of the segments.
The Group's performance is reviewed by the Nordic Management Group by geographical area of operations, which are identified as Norway, Sweden, Finland and Denmark. The "Group functions and other" column relates to other business activities, such as HQ functions and other unallocated items (mainly financing and derivatives).
The Nordic Management Group primarily uses EBITDA1), EBITDA before impact of IFRS 161) and Country EBITDA before impact of IFRS 161) to assess the performance of the operating segments. However, the Nordic Management Group also receives information about the segments' revenue and the consolidated balance sheet of the Group on a monthly basis.
None of the Group's customers amounts to 10 percent or more of total revenue.
The segment information provided to the Nordic Management Group for the reportable segments for Q3 2025, Q3 2024, YTD 2025, YTD 2024 and the year ended December 31, 2024 is as follows:
| Group | ||||||
|---|---|---|---|---|---|---|
| Sweden | Finland | Denmark | functions and other |
Total | ||
| SATS Group (Amounts in NOK million) |
Norway | |||||
| Q3 2025 | ||||||
| Revenue | ||||||
| Membership revenue | 501 | 374 | 103 | 126 | 0 | 1 104 |
| Other revenue | 81 | 70 | 18 | 20 | 0 | 189 |
| Total revenue | 582 | 444 | 120 | 146 | 0 | 1 293 |
| EBITDA1) and EBITDA before impact of IFRS 161) reconcile to profit/loss for the period as follows: EBITDA before impact of IFRS 161) |
125 | 50 | 6 | 2 | 9 | 192 |
| Impact of IFRS 16 | 120 | 121 | 33 | 35 | 0 | 310 |
| EBITDA1) | 245 | 171 | 40 | 37 | 9 | 502 |
| Depreciation and amortization | -108 | -116 | -32 | -36 | -12 | -304 |
| Operating profit/loss | 137 | 56 | 7 | 1 | -3 | 198 |
| Net financial items2) | -19 | -29 | - 6 | -17 | 1 | -70 |
| Income tax expense | -25 | - 6 | 0 | 0 | 0 | -30 |
| Profit/loss for the period | 92 | 21 | 1 | -16 | -1 | 98 |
| Q3 2024 | ||||||
| Revenue | ||||||
| Membership revenue | 459 | 344 | 101 | 120 | 0 | 1 023 |
| Other revenue | 74 | 60 | 17 | 19 | 0 | 170 |
| Total revenue | 533 | 404 | 118 | 139 | 0 | 1 194 |
| EBITDA1) and EBITDA before impact of IFRS 161) reconcile to profit/loss for the period as follows: | ||||||
| EBITDA before impact of IFRS 161) | 114 | 36 | 5 | 0 | 15 | 170 |
| Impact of IFRS 16 | 116 | 116 | 34 | 35 | 0 | 301 |
| EBITDA1) | 230 | 152 | 39 | 34 | 15 | 471 |
| Depreciation and amortization | -99 | -109 | -37 | -35 | -16 | -296 |
| Operating profit/loss | 131 | 43 | 2 | 0 | -1 | 175 |
| Net financial items2) | -24 | -17 | - 6 | -18 | -13 | -79 |
| Income tax expense | -23 | - 5 | 0 | 0 | 3 | -25 |
1) For additional information about definitions, please see the appendix Alternative Performance Measures.
2) Financial income and expenses are allocated to Group functions and other since this type of activity is derived by the central treasury function, which manages the cash position of the Group.
| Group | ||||||
|---|---|---|---|---|---|---|
| functions and | ||||||
| SATS Group | Norway | Sweden | Finland | Denmark | other | Total |
| (Amounts in NOK million) | ||||||
| YTD 2025 | ||||||
| Revenue | ||||||
| Membership revenue | 1 547 | 1 142 | 320 | 394 | 0 | 3 403 |
| Other revenue | 294 | 256 | 62 | 67 | 1 | 678 |
| Total revenue | 1 841 | 1 397 | 382 | 460 | 1 | 4 081 |
| EBITDA1) and EBITDA before impact of IFRS 161) reconcile to profit/loss for the period as follows: | ||||||
| EBITDA before impact of IFRS 161) | 435 | 148 | 25 | 14 | 25 | 647 |
| 359 | 363 | 99 | 106 | 0 | 927 | |
| Impact of IFRS 16 EBITDA1) |
||||||
| 794 | 511 | 125 | 120 | 25 | 1 574 | |
| Depreciation and amortization | -323 | -344 | -95 | -114 | -35 | -910 |
| Operating profit/loss | 471 | 166 | 30 | 6 | -9 | 664 |
| Net financial items2) | -63 | -75 | -19 | -51 | 1 | -207 |
| Income tax expense | -87 | -19 | 0 | 1 | 2 | -104 |
| Profit/loss for the period | 320 | 73 | 11 | -44 | -7 | 353 |
| YTD 2024 | ||||||
| Revenue | ||||||
| Membership revenue | 1 403 | 1 039 | 312 | 359 | 0 | 3 113 |
| Other revenue | 277 | 225 | 57 | 81 | 1 | 641 |
| Total revenue | 1 680 | 1 263 | 369 | 440 | 1 | 3 754 |
| EBITDA1) and EBITDA before impact of IFRS 161) reconcile to profit/loss for the period as follows: | ||||||
| EBITDA before impact of IFRS 161) | 370 | 117 | 18 | 20 | 38 | 563 |
| Impact of IFRS 16 | 349 | 344 | 104 | 106 | 0 | 904 |
| EBITDA1) | 720 | 462 | 122 | 126 | 38 | 1 467 |
| Depreciation and amortization | -313 | -329 | -105 | -113 | -45 | -904 |
| Operating profit/loss Net financial items2) |
407 | 132 | 17 | 14 | -7 | 563 |
| -65 | -65 -14 |
-19 0 |
-55 1 |
-29 8 |
-233 -80 |
|
| Income tax expense | -75 268 |
54 | -2 | -41 | -29 | 250 |
| Profit/loss for the period | ||||||
| 2024 | ||||||
| Revenue | ||||||
| Membership revenue | 1 887 | 1 397 | 422 | 487 | 0 | 4 193 |
| Other revenue | 378 | 311 | 79 | 102 | 1 | 871 |
| Total revenue | 2 265 | 1 708 | 501 | 589 | 1 | 5 064 |
| EBITDA1) and EBITDA before impact of IFRS 161) reconcile to profit/loss for the period as follows: | ||||||
| EBITDA before impact of IFRS 161) | 489 | 152 | 29 | 24 | 44 | 738 |
| Impact of IFRS 16 | 466 | 460 | 137 | 141 | 0 | 1 204 |
| EBITDA1) | 955 | 612 | 165 | 165 | 44 | 1 942 |
| Depreciation and amortization | -416 | -441 | -137 | -148 | -55 | -1 198 |
| Operating profit/loss | 539 | 171 | 29 | 17 | -11 | 744 |
| Net financial items2) | -84 | -95 | -25 | -69 | -37 | -310 |
| Income tax expense | -79 | -18 | 0 | 1 | -12 | -108 |
1) For additional information about definitions, please see the appendix Alternative Performance Measures.
Profit/loss for the year 376 58 3 -51 -60 326
2) Financial income and expenses are allocated to Group functions and other since this type of activity is derived by the central treasury function, which manages the cash position of the Group.
Diluted earnings per share
Profit used in calculating basic earnings per share
Profit used in calculating diluted earnings per share
Standardized tax rates are used for tax reporting purposes for Norway and Sweden for Q3 2025, whereas there are not recognized any deferred tax assets in Finland and Denmark due to uncertainty that future taxable profits will be available against the unused tax losses within a reasonable time frame. The actual tax expense is used as basis for the 2024 full-year income tax recognition.
In the interim financial statements, Q3 is the reporting period from July 1 to September 30.
Earnings per share are calculated by dividing profit attributable to holders of shares in the parent company by a weighted average number of shares outstanding. Earnings per share after dilution is calculated by dividing profit/loss attributable to holders of shares in the parent company by the average number of shares outstanding, adjusted for the dilution effect of shares from share investment programs delivering matching shares. Dilutive shares are disregarded in the calculation of diluted EPS when a loss is reported.
In January 2025, seven participants in the 2021 share investment program were awarded a total of 55 695 matching shares. The value of the matching shares was NOK 20.88 each, based on the company's closing share price on November 22, 2024, adjusted with a 13 percent discount to reflect the one-year lock-up obligation.
On February 11, 2025, SATS announced a share repurchase program under which the company repurchased 3 222 237 own shares in Q1 2025. On May 8, 2025, a new repurchase program was announced, and under this program the company repurchased an additional 2 103 460 shares in Q2 2025 and Q3 2025.
During 2025, SATS transferred a total of 2 089 427 shares to employees and board members as part of the company's new share investment program. The offer price was 23.34, based on the volume-weighted average trading price for the Company's shares during the ten trading days' period up to, and including February 13, 2025, adjusted with a 20 percent discount. The program is part of a broader initiative to strengthen long-term alignment between employees, board members and shareholders.
On April 28, 2025, the Annual General Meeting resolved to reduce the share capital by NOK 2 125 000, from NOK 434 976 000 to NOK 432 850 999.50, through the redemption of 1 000 000 shares. The capital reduction was completed during the third quarter of 2025.
The share investment programs for employees in the SATS ASA Group imply that the company, on the balance sheet date of September 30, 2025, will deliver 126 287 matching shares to employees in 2025, 714 815 shares in 2026, 124 072 shares in 2027 and 560 943 shares in 2028. Allocation of matching shares is further contingent upon the company's performance over time.
As at the balance sheet date of September 30, 2025, the number of shares issued was 203 694 588 and the company held 2 422 811 treasury shares.
| Basic earnings per share attributable to equity holders of the company (NOK per share) |
Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | 2024 |
|---|---|---|---|---|---|
| Basic earnings | 0.48 | 0.35 | 1.74 | 1.22 | 1.59 |
| Total basic earnings per share | 0.48 | 0.35 | 1.74 | 1.22 | 1.59 |
| Weighted average number of outstanding shares | 202 083 935 | 204 460 474 | 202 650 798 | 204 414 893 | 204 426 382 |
| Diluted earnings per share attributable to equity holders of the company | |||||
| (NOK per share) | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | 2024 |
| Diluted earnings | 0.48 | 0.35 | 1.73 | 1.22 | 1.59 |
| Total diluted earnings per share | 0.48 | 0.35 | 1.73 | 1.22 | 1.59 |
| Weighted average number of outstanding shares | 203 193 767 | 205 496 904 | 203 693 630 | 205 451 323 | 205 458 913 |
| Reconciliation of earnings used in calculating earnings per share | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | 2024 |
| (Amounts in NOK million) | |||||
| Basic earnings per share Profit attributable to equity holders of the Group |
98 | 71 | 353 | 250 | 326 |
SATS Q3 2025 PAGE 20
Profit used in calculating diluted earnings per share 98 71 353 250 326
98 71 353 250 326
98 71 353 250 326
| September 30 September 30 | December 31 | ||
|---|---|---|---|
| Overview of interest-bearing liabilities | 2025 | 2024 | 2024 |
| (Amounts in NOK million) | |||
| Current | |||
| Accrued interest cost | 10 | 14 | 12 |
| Lease liabilities | 970 | 957 | 959 |
| Total current interest-bearing liabilities | 979 | 971 | 971 |
| Non-current | |||
| Bank borrowings | 1 450 | 1 547 | 1 440 |
| Lease liabilities | 4 117 | 4 110 | 4 090 |
| Total non-current interest-bearing liabilities | 5 567 | 5 657 | 5 530 |
| Total interest-bearing liabilities | 6 547 | 6 628 | 6 501 |
| Total bank borrowings | 1 450 | 1 547 | 1 440 |
| Cash and cash equivalents | 363 | 319 | 371 |
| Net debt1) | 1 087 | 1 229 | 1 069 |
1) For additional information regarding Net debt, please see the appendix Alternative Performance Measures.
The company has an unsecured revolving credit facility (RCF) agreement, consisting of a multicurrency RCF with a maximum principal amount of NOK 2 500 million. At the end of the third quarter, the remaining undrawn credit amounted to NOK 919 million.
Interests on borrowings under the facility will be paid at an annual interest rate equal to the applicable IBOR plus a margin reliant on the leverage ratio of the Group.
The company has, in June 2025, exercised its option to extend the facility by one year, moving full maturity to July 2028, with an additional one-year extension option available. No installment payments are due before this time. Interest payable will depend on the principal amount of the facility at any given time. However, based on the current draw-down, IBOR and margin, the interest payment for the next twelve months is expected to be at 55 million before any gains or losses from the swap, please see note 9 for details.
The loan facility agreement includes a financial covenant requiring the leverage ratio, Net Debt to EBITDA before IFRS 16, not to exceed 3.5x. The facility agreement does not contain any restrictions on dividend payments.
SATS ASA executes the financing functions within the Group, holds the long-term financing agreement with the Group's long-term lenders, and provides long-term financing to other Group entities. SATS ASA has complied with the financial covenants related to its borrowing facility throughout 2024 and 2025.
The following table shows the undiscounted payment profile of the Group's interest-bearing liabilities, based on the remaining period as of September 30, 2025:
| Bank borrowings | Total | Lease liabilities | Total |
|---|---|---|---|
| (Amounts in NOK million) | (Amounts in NOK million) | ||
| Less than 1 year | 55 | Less than 1 year | 1 196 |
| 1–2 years | 55 | 1–2 years | 1 099 |
| 2–3 years | 1 507 | 2–3 years | 944 |
| 3–5 years | 0 | 3–5 years | 1 449 |
| More than 5 years | 0 | More than 5 years | 1 222 |
| Total payments | 1 617 | Total payments | 5 910 |
| Goodwill | Norway | Sweden | Finland | Denmark | Total goodwill |
|---|---|---|---|---|---|
| (Amounts in NOK million) | |||||
| At December 31, 2024 | |||||
| Cost | 1 868 | 227 | 684 | 0 | 2 779 |
| Accumulated impairment | -199 | 0 | -10 | 0 | -209 |
| Net book value | 1 669 | 227 | 674 | 0 | 2 570 |
| Period ended September 30, 2025 | |||||
| Opening net book amount | 1 669 | 227 | 674 | 0 | 2 570 |
| Net effect of changes in foreign exchange | 0 | 7 | - 4 | 0 | 3 |
| Closing Net book value | 1 669 | 234 | 670 | 0 | 2 573 |
| At September 30, 2025 | |||||
| Cost | 1 868 | 234 | 680 | 0 | 2 782 |
| Accumulated impairment | -199 | 0 | -10 | 0 | -209 |
| Net book value | 1 669 | 234 | 670 | 0 | 2 573 |
| Useful life | Indefinite | Indefinite | Indefinite | Indefinite | |
| Amortization method | Not amortized | Not amortized | Not amortized | Not amortized |
| Internally developed |
Total other intangible |
|||
|---|---|---|---|---|
| Other intangible assets | Trademark | software1) | Customer list | assets |
| (Amounts in NOK million) | ||||
| At December 31, 2024 | ||||
| Cost | 267 | 590 | 74 | 931 |
| Accumulated amortization and impairment | -266 | -507 | -67 | -840 |
| Net book value | 1 | 83 | 7 | 91 |
| Period ended September 30, 2025 | ||||
| Opening net book amount | 1 | 83 | 7 | 91 |
| Effect of changes in foreign exchange cost | 0 | 18 | 0 | 18 |
| Effect of changes in foreign exchange accumulated amortization | 0 | -16 | 0 | -16 |
| Additions | 0 | 32 | 0 | 32 |
| Amortization charge | 0 | -37 | - 5 | -43 |
| Closing Net book value | 1 | 80 | 1 | 82 |
| At September 30, 2025 | ||||
| Cost | 267 | 640 | 74 | 981 |
| Accumulated amortization and impairment | -266 | -560 | -72 | -899 |
| Net book value | 1 | 80 | 1 | 82 |
| Useful life | 10 years | 3 years | 3 – 7 years | |
| Amortization method | Straight-line | Straight-line | Straight-line |
1) Software consists of capitalized development expenditure and is an internally generated intangible asset.
| Capitalized leasehold | Fitness | Other fixtures and | Total tangible | |
|---|---|---|---|---|
| Property, plant and equipment | improvements | equipment | equipment | fixed assets |
| (Amounts in NOK million) | ||||
| At December 31, 2024 | ||||
| Cost | 1 331 | 1 085 | 470 | 2 886 |
| Accumulated depreciation | -885 | -796 | -414 | -2 094 |
| Net book value | 447 | 289 | 56 | 792 |
| Period ended September 30, 2025 | ||||
| Opening net book amount | 447 | 289 | 56 | 792 |
| Additions | 93 | 74 | 13 | 180 |
| Effect of changes in foreign exchange cost | 11 | 9 | 3 | 22 |
| Depreciation charge | -68 | -34 | -18 | -120 |
| Effect of changes in foreign exchange accumulated depreciation | - 7 | - 6 | - 2 | -15 |
| Disposals costs | -60 | -73 | -31 | -164 |
| Disposals costs accumulated depreciations | 60 | 73 | 31 | 164 |
| Closing Net book value | 476 | 332 | 51 | 859 |
| At September 30, 2025 | ||||
| Cost | 1 375 | 1 094 | 454 | 2 924 |
| Accumulated depreciation | -899 | -762 | -403 | -2 065 |
| Net book value | 476 | 332 | 51 | 859 |
| Useful life | 10 years | 7 – 12 years | 3 – 7 years | |
| Depreciation method | Straight-line | Straight-line | Straight-line |
| RoU assets | Premise rental | Other leases | Total RoU assets |
|---|---|---|---|
| (Amounts in NOK million) | |||
| At January 1, 2024 | |||
| Cost | 12 212 | 97 | 12 309 |
| Accumulated depreciation | -7 649 | -90 | -7 739 |
| Net book value | 4 563 | 7 | 4 570 |
| Period ended December 31, 2024 | |||
| At January 1, 2024 | 4 563 | 7 | 4 570 |
| Effect of changes in foreign exchange cost | 164 | 3 | 167 |
| Additions/disposals | 989 | 4 | 993 |
| Depreciation charge | -981 | - 4 | -985 |
| Effect of changes in foreign exchange accumulated depreciation | -85 | - 3 | -88 |
| Closing Net book value | 4 650 | 8 | 4 657 |
| At December 31, 2024 | |||
| Cost | 13 272 | 99 | 13 371 |
| Accumulated depreciation Net book value |
-8 622 4 650 |
-91 8 |
-8 714 4 657 |
| Period ended September 30, 2025 | |||
| At January 1, 2025 | 4 650 | 8 | 4 657 |
| Effect of changes in foreign exchange cost | 98 | 0 | 97 |
| Additions/disposals | 727 | 2 | 729 |
| Depreciation charge | -745 | - 3 | -748 |
| Effect of changes in foreign exchange accumulated depreciation | -48 | 0 | -48 |
| Closing Net book value | 4 682 | 7 | 4 688 |
| At September 30, 2025 | |||
| Cost | 14 064 | 99 | 14 163 |
| Accumulated depreciation | -9 382 | -92 | -9 474 |
| Net book value | 4 682 | 7 | 4 688 |
| Useful life | 1 – 15 years | 1 – 5 years |
Through its activities, the Group will be exposed to different financial risks: market risk, credit risk, and liquidity risk. This note presents information related to the Group's exposure to such risks, the Group's objectives, policies, and procedures for risk management and handling, as well as the Group's management of capital. The interim financial statements do not include all financial risk information and should be read in conjunction with the annual report. There have not been any changes in the Group`s risk management policies since year-end. The Group does not apply hedge accounting.
The Group is primarily exposed to changes in the SEK/NOK, EUR/NOK, and DKK/NOK exchange rates. The sensitivity of profit or loss to changes in the exchange rates arises mainly from the profit or loss in the Group's foreign subsidiaries, borrowings, intercompany loans, and bank accounts in currencies other than where the legal entity is located. The sensitivity analysis below illustrates the impact of EUR, SEK, and DKK strengthened by 10 percent against NOK. A 10 percent weaker NOK against SEK/EUR/DKK results in a positive effect of NOK 2 million on Profit/loss before tax when reconsolidating the last twelve months. Reconsolidating borrowings, intercompany loans, and bank accounts in foreign currency as of September 30, 2025 with a weaker NOK results in a positive effect of NOK 53 million.
| Borrowings, intercompany loans |
|||
|---|---|---|---|
| Profit/loss in foreign | and bank accounts in | ||
| currency | foreign currency | Total | |
| (Amounts in NOK million) | |||
| SEK/NOK exchange rate – increase 10%1) | 6 | 38 | 44 |
| EUR/NOK exchange rate – increase 10%1) | 2 | - 5 | - 3 |
| DKK/NOK exchange rate – increase 10%1) | - 6 | 20 | 14 |
| Effect on profit/loss before tax | 2 | 53 | 56 |
1 ) Holding all other variables constant.
Derivatives are only used for economic hedging purposes to reduce cash flow risk and not as speculative investments.
Derivatives are classified as held for trading and initially recognized at fair value on the date a derivative contract is entered into. They are subsequently remeasured to their fair value through profit and loss at the end of each reporting period. The fair values are based on observable market prices obtained from external parties and are based on mid-range marked interest rates and prices, excluding margins, at the reporting date. The derivatives are defined as Level 2 in the fair value hierarchy. The derivatives are classified as noncurrent asset or liability if the maturity date is later than twelve months from the balance sheet date and there is no intention to close the position within twelve months from the balance sheet date. Otherwise they are classified as current asset or liability.
There have been no transfers between levels of the fair value hierarchy used in measuring the fair value of financial instruments from the last balance sheet date.
| September 30 | September 30 | December 31 | ||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | 2024 | ||||
| Financial instruments – | Assets measured at |
Fair value through profit |
Assets measured at |
Fair value through profit |
Assets measured at |
Fair value through profit |
| Assets | amortized cost | and loss | amortized cost | and loss | amortized cost | and loss |
| (Amounts in NOK million) | ||||||
| Other non-current receivables | 69 | 0 | 58 | 0 | 56 | 0 |
| Accounts receivables | 136 | 0 | 136 | 0 | 159 | 0 |
| Other current receivables | 88 | 0 | 101 | 0 | 131 | 0 |
| Derivatives | 0 | 21 | 0 | 32 | 0 | 33 |
| Cash and cash equivalents | 363 | 0 | 319 | 0 | 371 | 0 |
| Total financial assets | 656 | 21 | 614 | 32 | 718 | 33 |
| Financial instruments – Liabilities (Amounts in NOK million) |
Liabilities measured at amortized cost |
Fair value through profit and loss |
Liabilities measured at amortized cost |
Fair value through profit and loss |
Liabilities measured at amortized cost |
Fair value through profit and loss |
|---|---|---|---|---|---|---|
| Borrowings | 1 460 | 0 | 1 561 | 0 | 1 451 | 0 |
| Lease liabilities | 5 087 | 0 | 5 067 | 0 | 5 050 | 0 |
| Trade and other payables | 133 | 0 | 68 | 0 | 178 | 0 |
| Derivatives | 0 | 1 | 0 | 4 | 0 | 10 |
| Other current liabilities | 322 | 0 | 343 | 0 | 360 | 0 |
| Total financial liabilities | 7 001 | 1 | 7 040 | 4 | 7 039 | 10 |
2025 2024 2024
September 30 September 30 December 31
| Financial derivative instruments | ||||
|---|---|---|---|---|
| The Group has the following derivative financial instruments: | September 30 | September 30 | December 31 | |
| 2025 | 2024 | 2024 | ||
| (Amounts in NOK million) | ||||
| Non-current assets | ||||
| Interest rate swap contracts | 20 | 30 | 33 | |
| Total non-current derivative financial instrument assets | 20 | 30 | 33 | |
| Current assets | ||||
| Interest rate swap contracts | 1 | 2 | 0 | |
| Total current derivative financial instrument assets | 1 | 2 | 0 | |
| Non-current liabilities | ||||
| Commodity contracts | 1 | 4 | 4 | |
| Total non-current derivative financial instrument liabilities | 1 | 4 | 4 | |
| Current liabilities | ||||
| Commodity contracts | 0 | 0 | 6 | |
| Total current derivative financial instrument liabilities | 0 | 0 | 6 | |
| Notional in | Unrealized | |||
| Fixed rate | ||||
| Overview of interest rate swaps per September 30, 2025 IRS NOK |
currency million 694 |
Maturity 28.10.2026 |
1.751 | gain 20 |
| Fair value of the Group's interest rate swaps in NOK million | 20 | |||
| Underlying quantity in | Unrealized | |||
| Overview of commodity contracts per September 30, 2025 | thousand MWH | Maturity | Fixed price | gain/loss |
| Commodity contracts NOK | 0.7 – 2.2 | 31.12.2027 | 581 – 700 | - 1 |
Changes in fair value are presented within finance income and finance expense in the income statement. Net paid interest on derivatives is included in the line item "Interest paid", while commodity derivatives are included in "Other financial items" in the statement of cash flows.
Commodity contracts SEK 1.3 – 1.5 31.12.2027 435 – 539 1
0
As of September 30, 2025, total loans issued by SATS ASA to key employees participating in a partly debt-financed share investment program were NOK 28 million. The terms are regulated according to the arm's length principle.
All transactions with related parties are priced at market terms, and there are no special conditions attached to them. Transactions with subsidiaries have been eliminated in consolidated statements and do not represent transactions with related parties.
Fair value of the Group's commodity contracts in NOK million
There have been no material events subsequent to the reporting period that might significantly affect the consolidated interim financial statements for the third quarter of 2025.
No standards or amendments have been adopted by SATS Group for the first time for the financial year beginning on January 1, 2025.
Preparing financial statements requires using accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgment in applying the Group's accounting policies.
This note provides an overview of the areas that involved a higher degree of judgment or complexity and of items more likely to be materially adjusted due to estimates and assumptions turning out to be wrong.
The areas involving significant estimates or judgments are a typical estimation of current tax payable and current tax expense, potential goodwill impairment, estimated useful life of intangible assets, recognition of deferred tax assets for carried forward tax losses, etc.
Estimates and judgments are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the entity and are believed to be reasonable under the circumstances.
Goodwill is recognized at NOK 2 573 million per the balance sheet date. Goodwill is not amortized, but it is tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. The recoverable amount of the cash-generating units (CGUs) is determined based on value-in-use calculations, which require several assumptions. The calculations use cash flow projections based on financial budgets and prognoses approved by management covering five years for all segments. Cash flows beyond the five years are extrapolated using the estimated growth rates stated in Note 10 Intangible assets in the Annual Report for 2024. These growth rates are consistent with forecasts included in economic outlook reports specific to the area in which each CGU operates.
Sensitivity analyses show that no reasonable change in any fundamental assumptions would cause the recoverable amount to be lower than the carrying value.
Deferred tax assets for Denmark and Finland are not recognized in Q3 2025 due to uncertainty that future taxable profits will be available against the unused tax losses within a reasonable time frame.
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension or termination option related to premise lease contracts. This assessment is reviewed if a significant event or change in circumstances occurs, affecting this assessment. During the current financial period, there was no material financial effect of revising lease terms to reflect the impact of exercising extension or termination options.
The Group's policy is to recognize transfers into and transfers out of fair value hierarchy levels at the end of the reporting period. Specific valuation techniques used to value financial instruments include:
All of the resulting fair value estimates are included in level 2 except for certain derivative contracts where the fair values have been determined based on present values and the discount rates used were adjusted for counterparty or own credit risk.
The Group reports its financial results in accordance with accounting principles IFRS as issued by the IASB and endorsed by the EU. However, management believes that specific Alternative Performance Measures (APMs) provide management and other users with additional meaningful financial information that should be considered when assessing the Group's ongoing performance. These APMs are non-IFRS financial measures and should not be considered a substitute for any IFRS financial measure. Management, the Board of Directors, and the long-term lenders regularly use supplemental APMs to understand, manage and evaluate the business and its operations. These APMs are among the factors used in planning for and forecasting future periods, including assessment of financial covenants compliance.
Alternative Performance Measures reflect adjustments based on the following items:
EBITDA is a measure of earnings before deducting net financial items, taxes, amortization, and depreciation charges. The Group has presented this APM because it considers it an important supplemental measure to understand the overall picture of profit generation in the Group's operating activities. Please see the reconciliation to profit or loss before tax in the table below.
EBITDA before impact of IFRS 16 is a measure of EBITDA adjusted for lease expenses applying IAS 17 Leases, and the Group has presented this APM because it considers it to be an important supplemental measure to understand the underlying profit generation in the Group's operating activities. Please see the reconciliation to profit or loss before tax in the table below.
EBITDA before impact of IFRS 16 divided by total revenue.
EBIT before impact of IFRS 16 is a measure of EBIT adjusted for lease expenses applying IAS 17 Leases, depreciations and amortization, and the Group has presented this APM because it considers it to be an important supplemental measure to understand the underlying profit generation in the Group's operating activities. Please see the reconciliation to profit or loss before tax in the table below.
EBIT before impact of IFRS 16 divided by total revenue.
Current and non-current borrowings (excluding property lease liabilities recognized under IFRS 16) less cash and cash equivalents for the period. Net debt is a non-IFRS financial measure, which the Group considers to be an APM, and this measure should not be viewed as a substitute for any IFRS financial measure. The Group has presented this APM as a helpful indicator of the Group's indebtedness, financial flexibility, and capital structure because it indicates the level of borrowings after taking into account cash and cash equivalents within the Group's business that could be utilized to pay down the outstanding borrowings. Net Debt is also used as part of the assessment for financial covenants compliance. Please see note 5 Interest-bearing liabilities for reconciliation to Total interest-bearing liabilities.
Net debt divided by last twelve months EBITDA before impact of IFRS 16.
Capital expenses (CAPEX) is a measure of total investments in the period both in the operations and in new business, either through business combinations (acquisitions) or through new club openings (greenfields). Capital expenditures consist of both upgrades and maintenance CAPEX and expansion CAPEX, and the source of CAPEX is the Statement of cash flows.
Upgrades and maintenance capital expenditures are a measure of investments made in the operations and consist of investments in tangible and intangible assets, excluding business combinations (acquisitions) and greenfields. The measure is defined as the sum of purchase of property, plant, and equipment from the Statement of cash flows less investments in greenfields. Upgrades and maintenance CAPEX can be divided into IT CAPEX and Club portfolio CAPEX where IT CAPEX is investments and development of common software programs used by the whole Group, and Club portfolio CAPEX is physical investments at the clubs.
Expansion capital expenditures are a measure of business combinations (acquisitions), investments in greenfields, and digital expansion. The measure is defined as the sum of Acquisition of subsidiary from the Statement of cash flows in addition to investments in greenfields and digital expansion.
Operating cash flow is a measure of how much cash that is generated by the operations and is used to evaluate SATS's liquidity. The definition is EBITDA excluding IFRS 16 less maintenance CAPEX and working capital.
Operating cash flow divided by EBITDA before impact of IFRS 16.
| Term | Definition |
|---|---|
| Average number of members per club | Outgoing member base divided by outgoing number of clubs |
| Average revenue per member (ARPM) | Calculated as monthly total revenue divided by the average member base |
| Capex: Expansion capital expenditures | The sum of investments related to acquisitions and greenfields, as well as capex related to the perfect club initiative and digital expansion |
| Capex: Upgrades and maintenance capital expenditures | Club upgrades and maintenance and IT capital expenditures |
| Cash conversion | Operating cash flow divided by EBITDA before impact of IFRS 16 |
| Country EBITDA before impact of IFRS 16 | EBITDA before impact of IFRS 16 less allocation of Group overhead and cost allocations |
| EBIT before impact of IFRS 16 | EBIT adjusted for the impact of implementation of the IFRS 16 lease standard |
| EBITDA | Profit/(loss) before net financial items, income tax expense, depreciation and amortization |
| EBITDA before impact of IFRS 16 | EBITDA adjusted for the impact of implementation of the IFRS 16 lease standard |
| Group overhead | Consists of group services such as commercial functions, IT, finance and administration |
| Leverage ratio | Net debt divided by last twelve months EBITDA before impact of IFRS 16 |
| Member base | Number of members, including frozen memberships, excluding free memberships |
| Operating cash flow | EBITDA before impact of IFRS 16 less upgrades and maintenance capital expenditures and working capital |
| Other yield | Calculated as monthly other revenue in the period, divided by the average member base |
| Total overhead | The sum of country overhead and group overhead |
| Underlying operating cash flow | Operating cash flow less expansion capital expenditures |
| Yield | Calculated as monthly member revenue in the period, divided by the average member base |
Cecilie Elde CFO +47 92 41 41 95 [email protected]
Stine Klund Investor Relations +47 98 69 92 59 [email protected]
Nydalsveien 28 0484 Oslo
Telephone +47 23 30 70 00 www.satsgroup.com
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.