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Norva24 Group Interim / Quarterly Report 2022

Aug 24, 2022

3086_ir_2022-08-24_82b26acc-e850-431d-9d3d-77cf8772a03e.pdf

Interim / Quarterly Report

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Interim report January-June 2022

Strong organic growth in most markets during the second quarter

April-June 2022

  • Total operating revenue amounted to NOK 608.5 million (486.5), an increase of 25.1%. Currency-adjusted organic growth was 13.1%.
  • Revenue from customer contracts amounted to NOK 603.9 million (483.0), an increase of 25.0%.
  • EBIT amounted to NOK 63.6 million (43.0).
  • The quarter was charged with non-recurring items amounting to NOK 5.6 million (19.8).
  • Adjusted EBITA amounted to NOK 77.6 million (69.9).
  • Profit for the period was NOK 58.2 million (20.9).
  • Cash flows from operating activities totaled NOK 32.2 million (47.8).
  • Basic/Diluted earnings per share amounted to NOK 0.32 (0.28).

January-June 2022

  • Total operating revenue amounted to NOK 1,134.9 million (895.3), an increase of 26.8%. Currency-adjusted organic growth was 13.1%.
  • Revenue from customer contracts amounted to NOK 1,122.1 million (890.4), an increase of 26.0%.
  • EBIT amounted to NOK 99.9 million (63.4).
  • The period was charged with non-recurring items amounting to NOK 5.6 million (26.3).
  • Adjusted EBITA amounted to NOK 120.9 million (103.1).
  • Profit for the period was NOK 76.3 million (15.5).
  • Cash flows from operating activities totaled NOK 66.6 million (89.5).
  • Basic/Diluted earnings per share amounted to NOK 0.42 (–0.09).

Significant events during the January-June 2022 period

  • Norva24 acquired the German company Zimmerbeutel, which is a leading provider of underground infrastructure maintenance (UIM) services in the Rhein/Ruhr area.
  • Norva24 Group acquired the Swedish company IRG Rörinspektion. The acquisition is strategically important for Norva24's efforts to develop new technological solutions within sensor technology and digital monitoring in addition to regular UIM services.
  • In order to strengthen Norva24's Group Management Team and prepare for further expansion, current Group CFO Stein Yndestad will become Group Chief Business Development Officer reporting to the Group CEO and remains part of the Group Management Team. In this role, Stein Yndestad's main responsibilities will be M&A, geographical expansion and investor relations. Stein Yndestad will remain in his current role as Group CFO until a new Group CFO has been recruited and has started the employment.
  • First AGM as listed company was held on May 31, 2022. All resolutions were adopted as proposed by the Board of Directors.

Significant events after the reporting period

  • Norva24 strengthened its market position in Jutland Denmark through the acquisition of Thornvig Jensen – a company that has been operating for 100 years.
  • Norva24 strengthened its position within pipe relining in the Swedish market through the acquisition of Stockholm Relining
  • Norva24 Group AB is appointing Dean Zuzic as Group Chief Financial Officer (CFO). Dean will start his role as CFO at the latest in February 2023.

FINANCIAL OVERVIEW

Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jul 2021- Jan-Dec
NOK million 2022 2021 2022 2021 Jun 2022 2021
Total operating revenue 608.5 486.5 1,134.9 895.3 2,264.8 2,025.2
Growth – total revenue, % 25.1 33.8 26.8 26.4 n.a. 33.0
Adjusted EBITA 77.6 69.9 120.9 103. 275.4 257.7
Adjusted EBITA margin, % 12.7 14.4 10.6 11.5 12.2 12.7
Adjusted EBITA growth, % 11.0 –5.0 17.2 –5.0 12.2 21.6
EBIT 63.6 43.0 99.9 63.4 230.0 193.5
Cash flows from operating activities 32.2 47.8 66.6 89.5 314.5 337.4
Cash conversion, % 23.6 39.3 28.3 45.2 63.0 73.1
Net debt (at period end) 975.4 1,702.7 975.4 1,702.7 975.4 763.6
Net debt (at period end)/LTM adjusted EBITDA 2.0 4.3 2.0 4.3 2.0 1.7
Earnings per share (basic and diluted), NOK 0.32 0.28 0.42 –0.09 1.02 0.81

This is information that Norva24 Group is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out on page 33. This interim report has not been reviewed by the Company's auditors.

Strong organic growth and continued strong margin in most markets

The second quarter largely continued the same pace as the first quarter confirming that we are on the right track to achieve our financial targets in 2025. In Q2 2022, Norva24 achieved a satisfactory total revenue growth of 25%, supported by strong currencyadjusted organic growth of 13%. Our acquisition pipeline remains solid, and we expect 2022 to be a strong acquisition year, confirmed by the completed acquisitions in the beginning of the summer. Adjusted EBITA in the quarter was NOK 78 million, an increase of 11% year-on-year.

Norva24's currency-adjusted organic growth of 13% and the solid EBITA development in Q2 proves that our business model even is inflation resistant. As previously communicated, we have increased customer price to compensate for potential cost increases such as fuel, salaries and other operating expenses in 2022 and it is important to note that fuel costs only accounts for approximately 6% of our revenues.

I am very satisfied that all the three Scandinavian countries delivered double digit currency adjusted organic growth in Q2

"Norva24 achieved strong total revenue growth of 25%, supported by an impressive currency adjusted organic growth of 13%. We have completed four acquisitions so far this year and our pipeline remains strong."

similar to Q1 with Norway at 20%, Denmark at 18% and Sweden at 12%. The strong organic growth was driven by increased customer activity and general price increases and in the case of Norway also driven by the assignments postponed in 2020 and 2021 due to Covid-19.

Furthermore it is promising to see that the improvements in the Danish operations in previous quarters continued in the second quarter with 18% organic growth and positive EBITA of NOK 2.4 million. Margin is up by a very strong 16 percentage points vs last year. The results of the quarter confirm that Denmark is on the right track, in line with what has been previously communicated.

For the second quarter in a row, Norway reported currency adjusted organic growth above 20%, with an adjusted EBITA margin of 20% in Q2 2022. This robust organic growth was driven by a very high overall level of activity, price adjustments and the backlog of assignments postponed from 2020 and 2021 due to Covid-19.

As in Q1 2022, Sweden had a strong total growth in Q2 2022. Total revenue growth in Sweden in Q2 was 68% due to acquisitions combined with currency-adjusted organic growth of 12% driven by increased customer activities, improved efficiency and general price increases.

As stated in our Q1 report, the Omicron variant of the Covid-19 virus had the most significant impact in Germany due to the different Covid-19 restrictions affecting sick leaves more in Germany compared with Scandinavia. In line with the information communicated in the Q1 report, we saw no impact from Covid-19 on sick leave in Scandinavia in Q2 2022, but a continued impact in Germany, although there was a normalization during the month of June. By the end of Q2 Covid-19 no longer had an impact on the sick leave in Germany. The increased absence of staff has temporarily impacted our business operations, growth, and margin in Germany. Despite this, the segment posted a healthy Q2 adjusted EBITA margin of 15.8% up from 15.1% Q2 last year. The organic growth in Q2 has on average been 10.8% per year since 2020.

With regards to acquisitions, two deals were closed in the beginning of the quarter. Zimmerbeutel in the Rhein/Ruhr area of Germany and IRG Rörinspektion in the Gothenburg region of Sweden. Both companies have a strong local position in strategic markets, and we are currently well in process to integrate these companies.

As mentioned above, Zimmerbeutel provides Norva24 with a foothold in the strategically important German Rhein/Ruhr metropolitan area and IRG Rörinspektion gives access to new technological solutions within sensor technology and digital monitoring in addition to regular UIM services on the west coast of Sweden.

In July 2022 we closed two additional high-quality transactions. The first was Thornvig Jensen, a company with over 100 years of operations. With this acquisition we will strengthen our position and improve density in UIM services in the Danish market, including high-pressure flushing, sludge suction, pipe cleaning, TV inspection and industrial cleaning services.

The second was Stockholm Relining. This acquisition complements Norva24's range of services and makes the company a full-service provider within UIM in the Stockholm area.

We have acquired a total of twelve companies since Q4 2020, adding annual revenue of NOK 750 million. We will continue to act in a prudent and orderly fashion in accordance with our acquisition strategy, with diligent assessment and integration of candidates, to ensure continued strong organic development.

Our vision is clear: We want to be the market leader in underground infrastructure maintenance in Europe. We will continue to strengthen our position through both acquisitions and organic growth to fully live up to our promise to our customers: "We always help!"

The market we operate in is non-cyclical, and our business is resilient since our services are mission-critical with market growth driven by factors such as an ageing underground infrastructure, increased regulation, and a higher frequency of extreme weather events due to climate change. Our services are critical to the functioning of society and there is a need for them regardless of any economic cycles and inflationary environments.

We have a clear, proven and consistent acquisition strategy, with 37 acquisitions completed since Norva24 was established. We operate in the European UIM market, with a total addressable market of NOK 140 billion, and hold a clear number one position in Northern Europe, a market worth NOK 36billion, which provides a unique opportunity for a focused and industry-specific compounder like us to reach our financial target of NOK 4.5 billion in revenue by 2025.

Maintenance of underground infrastructure is a key factor for a sustainable future, and we recently presented Norva24's first sustainability report as a listed company. We work continually to further develop Norva24's sustainability initiatives to safeguard the UN Global Sustainable Development Goals for clean water, sanitation and clean energy in order to further consolidate our position as the leading player in the industry.

Henrik Damgaard Chief Executive Officer

Financial overview for the Group

Total operating revenue (April-June)

Total operating revenue amounted to NOK 608.5 million (486.5), an increase of 25.1%. Currency-adjusted organic growth was 13.1% This growth was driven by high activity levels in Norway, Sweden, and Denmark combined with price adjustments in all markets. Acquisition growth was 12.9% in the quarter, driven by the acquisitions in Sweden and Germany.

% Apr-Jun
2022
Apr-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 25.1 33.8 33.0
Organic growth 12.2 –0.4 0.9
Organic growth
– currency adjusted 13.1 3.3 3.3
Acquisition growth 12.9 34.3 32.1

Total operating revenue (January-June)

Total operating revenue amounted to NOK 1,134.9 million (895,3), an increase of 26.8%. Currency-adjusted organic growth was 13.1%. The growth was driven by high activity levels in Norway, Sweden, and Denmark combined with price adjustments in all markets. Acquisition growth was 15.4%, driven primarily by the acquisitions in Sweden and Germany.

% Jan-Jun
2022
Jan-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 26.8 26.4 33.0
Organic growth 11.4 –2.3 0.9
Organic growth
– currency adjusted 13.1 0.1 3.3
Acquisition growth 15.4 28.6 32.1

Total operating expenses (April-June)

Total operating expenses amounted to NOK 477.9 million (384.7). The increase was driven by a higher cost base due to the acquisitions in Sweden and Germany, as well as higher transportation costs due to increased energy prices.

Total operating expenses (January-June)

Total operating expenses amounted to NOK 904.9 million (718.2). The increase was driven by a higher cost base due to the acquisitions in Sweden and Germany, as well as higher transportation costs due to increased energy prices.

Due to robust revenue growth, personnel cost as share of revenue fell from 44.5% to 44.1%, while vehicle costs increased from 13.4% to 15.4% of revenue, due primarily to higher energy prices.

Adjusted EBITA (April-June)

Adjusted EBITA increased by 11.0% to NOK 77.6 million (69.9), with an adjusted EBITA margin of 12.7% (14.4). The decrease in adjusted EBITA-margin is mainly attributable to some of the recent acquisitions and weaker margins in Sweden and Norway. The margin in Q2 2021 was positively affected by timing effects related to leasing cost that was neutralized in Q3. In addition, Norway has in 2022 implemented a new methodology for treatment of holiday accruals, giving a better and more prudent cost accrual. The periodization effects of holiday pay will be neutral in the period January-September 2021 and thus have a positive impact on margins in Q3 2022 compared to Q3 2021.

Adjusted EBITA (January-June)

Adjusted EBITA increased by 17.2% to NOK 120.9 million (103.1), with an adjusted EBITA margin of 10.6% (11.5). The increase in adjusted EBITA is mainly attributable to the recent acquisitions and robust performance in Norway, as well as continued improvements in Denmark.

Depreciation, amortization and impairment (January-June)

Depreciation and amortization of tangible and intangible assets for the quarter amounted to NOK 130.2 million (113.7). The increase was primarily attributable to vehicles and equipment in the companies acquired, while amortization in intangible assets pertained to brands and customer relationships in the companies acquired. Amortizations during the period amounted to NOK 15.4 million (13.5), primarily related to amortization of customer relationship.

EBIT (January-June)

EBIT amounted to NOK 36.3 million (20.4). The increase in EBIT was mainly attributable to the newly acquired companies.

NORVA24 | INTERIM REPORT JANUARY-JUNE 2022 5

Financial items (April-June)

Net financial items amounted to NOK 12.1 million (–11.9) and consisted primarily of currency exchange gains as well as interest expenses on loans and right of use obligations. Interest expenses on loans in Q2 2022 were down due to the reduction in debt and interest rate. Lease liabilities increased primarily due to the acquisitions in Sweden and Germany.

Financial items (January-June)

Net financial items amounted to NOK 0.5 million (–38.5) and consisted primarily of lower interest expenses on loans and positive currency effects. The reduction in interest expenses was mainly due to debts repaid in connection with the growth capital raised in the IPO, resulting in lower interest margins on the debt.

Earnings (April-June)

Profit before income tax was NOK 75.6 million (31.1). Profit for the period was NOK 58.2 million (20.9). Basic and diluted earnings per share amounted to NOK 0.32 (0.28).

Earnings (January-June)

Profit before income tax was NOK 100.3 million (24.9). Profit for the period was NOK 76.3 million (15.5). Basic and diluted earnings per share amounted to NOK 0.42 (–0.09).

Cash flow and capital expenditures (January-June)

The net cash flow from operating activities is highly seasonal, with a lower cash flow in the first half of the year, and a strong cash flow in the second half. This year the effect has been even stronger with high activity among certain larger customers in Q2 resulting in a buildup of accounts receivable and work in progress at the end of the second quarter. Net cash flow from operating activities amounted to NOK 66.6 million (89.5). Payments related to the IPO and other short-term liabilities in Q1 2022 were the main contributing factors to the negative total change in net working capital of –151.0 (–10.2) YTD. The change in net working capital should be seen in connection with the change in other items of NOK 33 million YTD to offset effect of acquisitions and currency translations. Increased accounts receivable due to higher activity had a negative effect of NOK 65 million in all four countries from year-end 2021. In addition, the IPO process had a significant impact on net working capital where several large payables and short-term liabilities related to the process have been paid since year end.

The IPO had a negative effect on net working capital of approximately NOK 30 million at Group level. Earnouts had a negative effect of approximately NOK 20 million.

Cash flow from investing activities was NOK –134.8 million (–232.3), of which payments of earn-outs from acquisitions of subsidiaries amounted to NOK –19.1 million (0.0).

Cash flow from financing activities amounted to NOK –58.5 million (92.1), attributable mainly to the repayment of sellers' credit related to acquisitions totaling NOK 48.1 million and Increase of the drawdown of the revolving credit facility by NOK 97.4 million.

Cash conversion was 63.0% during the 12-month period July 2021 to June 2022, compared with 73.1% for full-year 2021.

Financial position and liquidity (30 June 2022 compared to 31 December 2021)

Norva24's net debt amounted to NOK 975.4 million (763.6), corresponding to a net debt/LTM-adjusted EBITDA of slightly below 2.0 (1.7). The increase is attributable to the acquisitions in the period. The Group's cash and cash equivalents amounted to NOK 126.9 million (260.4).

Non-current and current interest-bearing liabilities amounted to NOK 1,102.4 million (1,024.0), of which NOK 402.5 million (325.3) were loans and NOK 699.9 million (698.7) were lease liabilities.

At the end of the period, equity amounted to NOK 1,710.4 million (1,619.6). The equity/assets ratio was 64.5% (64.8).

Employees

On 30 June 2022, the total number of employees was 1,492 (1,419).

COVID-19

During 2020 and 2021, Covid-19 affected the UIM industry in many respects but did not result in any negative market growth. As an industry, the UIM market has experienced similar challenges and obstacles as the rest of the economy and society – restrictions, greater absence due to sick leave and social distancing – during this extraordinary period. Maintenance of underground infrastructure, however, is essential to society, which means that the underlying need for UIM services remains unchanged and neither increased nor decreased during the pandemic, thereby demonstrating the UIM industry's resilience. Exact analysis of the impact on market growth during the period is difficult. The UIM industry in Norva24's current markets has, however, been resilient and displayed limited economic sensitivity, with the market in 2020 and 2021 essentially unchanged.

The spread of the Omicron variant of Covid-19 had an impact on sick leave in the first quarter of 2022, especially in Germany, which in turn had a negative impact on production capacity. A certain effect was also noted in the beginning of the second quarter, but as the number of infections is expected to decrease and restrictions are eased, we have seen that the situation has normalized during the month of June.

Seasonal variations

The Group has a certain amount of seasonal variation and the first quarter has historically been the weakest, due to colder weather and vacation periods. Over the short term, seasonal variations are expected to remain in line with prior variations, but this may change somewhat over the long term as the Group grows in other parts of Europe where the winter season has less of an impact.

Risk and uncertainty factors

Currency risks, interest risks, credit risks, liquidity risks and operational risks are the most significant risks for the Group. These risks are managed continually in the operations.

Group management monitors financial risk in accordance with the description of financial risk management in Note 21 of the 2021 Annual Report. The review in conjunction with the January-June 2022 interim report found no material changes or negative effects compared with the analysis on 31 December 2021.

When an acquisition is made, purchase considerations, assets and liabilities are recognized at estimated fair value and amounts exceeding the value of net assets are included in goodwill. In Norva24's operation, the fair values of individual assets and liabilities are normally not readily observable in active markets. Estimation of fair values requires the use of valuation models for acquired assets and liabilities as well as ownership interests. Such valuations are subject to numerous assumptions and are thus uncertain.

The fair value of brands and customer relationships on the acquisition date is based on a value-in-use model and an allocated percentage of the consideration paid less the net assets acquired. Estimates of the useful life of acquired brands are based on management's market knowledge and marketing plans. Recognized earn-outs are based on the probability that an acquired company will achieve its financial goals.

A stable underlying need for Norva24's services is expected to persist in the markets in Northern Europe despite the uncertain geopolitical situation. Norva24 has no exposure to Ukraine or Russia. Underlying driving forces such as low renewal levels in the water and sewage systems are expected to generate demand for Norva24's services.

Norway – 20% organic growth and 20% adjusted EBITA-margin

The Group's Norwegian operations date back to 1919 in Sandefjord, Norway, when Norva24's oldest subsidiary was established. In 2015, Norva24 was established in its current form through a merger of five smaller Norwegian UIM companies. Since then, Norva24 has expanded and now holds a leading market position in Norway.

Total operating revenue (April-June)

Total operating revenue amounted to NOK 243.5 million during the second quarter, compared with NOK 202.5 million during the same period of 2021, corresponding to an organic growth of 20.2% in total operating revenue. This strong growth was driven by a high overall activity level, price increases and the backlog of assignments that were postponed in 2020 and 2021 due to Covid-19.

% Apr-Jun
2022
Apr-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 20.2 11.8 8.5
Organic growth 20.2 4.1 3.4
Acquisition growth 0.0 7.7 5.1

Total operating revenue (January-June)

Total operating revenue for the six-month period 2022 amounted to NOK 456.6 million, compared with NOK 377.2 million during the same period of 2021, corresponding to a growth of 21.1% in total operating revenue. Organic growth was 20.5% compared with the preceding year. Acquisition growth was 0.5%, due to the acquisition of Kjelsberg Transport.

Jan-Jun Jan-Jun Jan-Dec
% 2022 2021 2021
Growth – total operating revenue 21.1 7.2 8.5
Organic growth 20.5 2.0 3.4
Acquisition growth 0.5 5.2 5.1

Adjusted EBITA (April-June)

Adjusted EBITA amounted to NOK 47.5 million in Q2 2022, compared with NOK 47,4 million in the same period of 2021. The adjusted EBITA margin was 19.5% in the second quarter of 2022. The margin is down versus last year, due to a positive Impact from the periodization of leasing cost in Q2 2021. This periodization effect is neutral in 2021 as a whole. Additionally in 2022 there has been implemented a new methodology for treatment of holiday accrual, giving a better timing and more prudent cost accrual, reducing the margin of the quarter by around 2 percentage points. For Q2 and Q3 combined these effects are neutralized and there will thus be a relative positive impact in Q3 2022 compared to Q3 2021. The underlying strong performance is driven by a high overall activity level and the backlog in assignments that were postponed in 2020 and 2021 due to Covid-19.

Adjusted EBITA (January-June)

Adjusted EBITA amounted to NOK 76.6 million in the six-month period 2022, compared with NOK 63.5 million in the same period of 2021. The adjusted EBITA margin was 16.8% during the period. This is a relatively strong margin for a first half of a year and driven by a high overall activity level and the backlog in assignments that were postponed in 2020 and 2021 due to Covid-19.

Highlights of the quarter

The activity in the market was very high, leading to organic revenue growth of 20.2%. Growth was noted from different customer groups in some of the largest branches, with a significant increase from assignments postponed due to Covid-19. Cost increases were offset through price increases from both private and public contracts, which were index-adjusted as of January 2022. Norva24 is also now adding a new branch in Sunnfjord on the west coast that will improve service level in the region.

Total operating revenue

2020

0 50 100 150 200 250 NOK million Q4 Q1 Q2 Q3 Q3 Q2 Q4 Q1

2021

2021

2021

KEY PERFORMANCE INDICATORS

2020

2021

Apr-Jun Apr-Jun Change, Jan-Jun Jan-Jun Change, Jul 2021- Jan-Dec
NOK million 2022 2021 % 2022 2021 % Jun 2022 2021
Total operating revenue 243.5 202.5 20.2 456.6 377.2 21.1 880.9 801.5
EBITA 44.8 46.7 –4.0 73.9 60.2 22.8 136.1 122.4
EBITA margin, % 18.4 23.0 -4.6 pp 16.2 16.0 0.2 pp 15.5 15.3
Adjusted EBITA 47.5 47.4 0.2 76.6 63.5 20.7 139.4 126.2
Adjusted EBITA margin, % 19.5 23.4 –3.9 pp 16.8 16.8 –0.1 pp 15.8 15.7

2022

2022

Germany – growth and margins still temporarily affected by Covid-19-related sick leave

Norva24 entered Germany in 2019 through the acquisition of ExRohr. Since then, Norva24 has grown and secured a leading market position in Germany. The Group's oldest subsidiary in the country was established in Gochsheim in 1964.

Total operating revenue (April-June)

Total operating revenue amounted to NOK 173.7 million during the second quarter, compared with NOK 148.8 million during the same period of 2021, corresponding to growth of 16.8% in total revenue. This growth was primarily attributable to the acquisition of Decker Group in 2021 and Zimmerbeutel in 2022. Currency-adjusted organic growth was 2.9% due to strong revenue in Q2 2021 as well as the effect from Covid-19 (Omicron) sick leave during Q2 2022. In Q1 short-term sick leave was 5 percentage points higher than 2021. This improved in Q2, but both April and May had higher short-term sick leave than normal. All industries in Germany had a different approach to Covid-19 than the Scandinavian countries, with stricter quarantine rules. This impacted business as staff were absent, which curbed growth and margins in Germany.

% Apr-Jun
2022
Apr-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 16.8 158.3 126.6
Organic growth 2.2 8.9 12.8
Organic growth
– currency adjusted 2.9 19.2 18.9
Acquisition growth 14.6 149.4 113.8

Total operating revenue (January-June)

Total operating revenue amounted to NOK 330.8 million during the six-month period, compared with NOK 266.2 million during the same period in 2021, corresponding to growth of 24.3% in total revenue. This growth was primarily attributable to the acquisition of Mayer Kanalmanagement, Decker Group in 2021 and Zimmerbeutel in 2022. Currency-adjusted organic growth was 2.4% on the back

KEY PERFORMANCE INDICATORS

Apr-Jun Apr-Jun Change, Jan-Jun Jan-Jun Change, Jul 2021- Jan-Dec
NOK million 2022 2021 % 2022 2021 % Jun 2022 2021
Total operating revenue 173.7 148.8 16.8 330.8 266.2 24.3 710.9 646.3
EBITA 25.3 19.5 30.0 44.3 44.3 0.0 108.2 108.2
EBITA margin, % 14.6 13.1 1.5 pp 13.4 16.6 –3.2 pp 15.2 16.7
Adjusted EBITA 27.4 22.5 22.2 46.4 48.1 –3.5 117.4 119.1
Adjusted EBITA margin, % 15.8 15.1 0.7 pp 14.0 18.1 –4 pp 16.5 18.4

of strong revenues in the same period in 2021 as well as the effect from Covid-19 (Omicron) on sick leave.

% Jan-Jun
2022
Jan-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 24.3 129.7 126.6
Organic growth 0.5 4.3 12.8
Organic growth
– currency adjusted 2.4 12.2 18.9
Acquisition growth 23.7 125.4 113.8

Adjusted EBITA (April-June)

Adjusted EBITA amounted to NOK 27.4 million in Q2 2022 compared to NOK 22.5 million in the same period of 2021. The adjusted EBITA margin increased from 15.1% in the preceding year to 15.8% during the quarter. The margin improvement is attributable partly to the acquisitions and partly to the organic portfolio.

Adjusted EBITA (January-June)

Adjusted EBITA amounted to NOK 46.4 million in the period 2022 compared to NOK 48.1 million in the same period of 2021. The adjusted EBITA margin declined from 18.1% in the preceding year to 14.0% for the period. The margin reduction is attributable to very strong comparable profitability in Q1 2021 as well as high levels of sick leave due to the Omicron variant, which resulted in lower revenue and increased personnel costs in 2022.

Highlights of the quarter

Revenue growth remained high driven primarily by acquisitions. Demand also remained high across most services, but production capacity was temporarily reduced as a result of increased sick leave from Covid-19 (Omicron). The Zimmerbeutel acquisition was closed in early April 2022 and provides Norva24 with a foothold in the Rhein/Ruhr area. Integration is progressing according to plan.

Sweden – very strong total growth of 68%

Norva24 entered the Swedish market in 2017 through an acquisition in the south of the country. Since then, Norva24 has grown and secured a leading market position in Sweden. The Group's oldest subsidiary in the country was founded in 1974 in Ulricehamn.

Total operating revenue (April-June)

Total operating revenue during the quarter amounted to NOK 114.0 million compared with NOK 67.7 million during the same period in 2021, corresponding to an increase of 68.3%. Currencyadjusted organic growth was 11.6%. The organic growth was primarily attributable to higher activity across all branches and local markets, as well as price increases. GR Avloppsrensning, Norva24 Miljöhantering, UTAB and IRG Rörinspektion generated acquisition growth of 60.8% in the quarter.

% Apr-Jun
2022
Apr-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 68.3 47.8 59.5
Organic growth 7.6 –6.8 –6.5
Organic growth
– currency adjusted 11.6 –2.8 –4.0
Acquisition growth 60.8 54.6 66.0

Total operating revenue (January-June)

Total operating revenue during the quarter amounted to NOK 199.5 million compared with NOK 119.5 million during the same period in 2021, corresponding to an increase of 66.9%. Currencyadjusted organic growth was 11.8%. The organic growth was primarily attributable to higher activity across most branches and local markets, as well as price increases. GR Avloppsrensning, GJ & Son, Norva24 Miljöhantering, UTAB and IRG Rörinspektion generated acquisition growth of 60.7% in the period.

% Jan-Jun
2022
Jan-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 66.9 33.1 59.5
Organic growth 6.3 –10.5 –6.5
Organic growth
– currency adjusted 11.8 –9.9 –4.0
Acquisition growth 60.7 43.6 66.0

Adjusted EBITA (April-June)

Adjusted EBITA amounted to NOK 14.6 million in Q2 2022 compared to NOK 14.9 million in the same period in 2021. The adjusted EBITA margin decreased 9.2 percentage points due to lower EBITA margins in a few of the recently acquired companies, but also due to strong comparative numbers in Q2 2021 as a result of certain adjustments in the periodization of leasing and other periodization effects. For Q2 and Q3 combined these effects are neutralized and there will thus be a relative positive impact in Q3 2022 compared to Q3 2021.

Adjusted EBITA (January-June)

Q4

Q1 2021

Q2 2021

Q3 2021

Q4 2021

Adjusted EBITA amounted to NOK 19.2 million in the period 2022 compared to NOK 17.9 million in the same period of 2021. The segment's adjusted EBITA margin declined due to lower EBITA margins in a few recently acquired companies.

Highlights of the quarter

The segment performed well in terms of growth, with double-digit organic growth and the impact of acquired operations leading to a total growth of 66.9% compared to first half period 2021. The integration of new entities is proceeding according to plan and the integration of the most recent acquisition IRG is well underway.

2021 2021 2021 2022 2021 2022 2020

KEY PERFORMANCE INDICATORS

Apr-Jun Apr-Jun Change, Jan-Jun Jan-Jun Change, Jul 2021- Jan-Dec
NOK million 2022 2021 % 2022 2021 % Jun 2022 2021
Total operating revenue 114.0 67.7 68.3 199.5 67.7 66.9 386.6 306.6
EBITA 13.8 12.5 10.5 18.5 12.5 24.2 39.9 36.3
EBITA margin, % 12.2 18.5 –6.4 pp 9.3 12.4 –3.2 pp 10.3 11.9
Adjusted EBITA 14.6 14.9 –2.0 19.2 17.9 7.3 40.9 39.6
Adjusted EBITA margin, % 12.8 22.0 –9.2 pp 9.6 15.0 –5.4 pp 10.6 12.9

NORVA24 | INTERIM REPORT JANUARY-JUNE 2022 10

Q2 2022

Q1 2022

Denmark – Strong organic growth at 18% and margins turned positive in the quarter

The Group entered Denmark in 2017 through the acquisition of a platform with national market presence. The Group's first subsidiary in the country was founded more than 100 years ago in Herning. Norva24 holds a leading position in the Danish market.

Total operating revenue (April-June)

Total operating revenue for the second quarter of 2022 amounted to NOK 77.9 million, compared with NOK 66.3 million during the same period of 2021, corresponding to total growth of 17.6% for the period. This growth was driven by better operational performance and fleet utilization. Currency-adjusted organic growth was 18.1%, signaling that the improvement measures in the action plan are having an effect.

% Apr-Jun
2022
Apr-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 17.6 –14.4 –11.6
Organic growth 17.6 –14.4 –11.6
Organic growth
– currency adjusted 18.1 –7.0 –6.8
Acquisition growth 0.0 0.0 0.0

Total operating revenue (January-June)

Total operating revenue for the period of 2022 amounted to NOK 148.6 million, compared with NOK 132.5 million during the same period in 2021, corresponding to total growth of 12.2% for the period. Currency-adjusted organic growth was 14.4%, signaling that the improvement measures in the action plan are having an effect.

% Jan-Jun
2022
Jan-Jun
2021
Jan-Dec
2021
Growth – total operating revenue 12.2 –12.4 –11.6
Organic growth 12.2 –12.4 –11.6
Organic growth
– currency adjusted 14.4 –7.9 –6.8
Acquisition growth 0.0 0.0 0.0

Adjusted EBITA (April-June)

Adjusted EBITA amounted to NOK 2.4 million during the quarter, compared to NOK –8.3 million during the second quarter of 2021. This development was driven by new contracts as well as the improved capacity utilization of personnel and vehicle fleet.

Adjusted EBITA (January-June)

Adjusted EBITA amounted to NOK 2.1 million during the period, compared to NOK –13.3 million during the same period of 2021. This development was driven by new contracts as well as the improved capacity utilization of personnel and vehicle fleet and is a clear sign of the improvement of the Danish operations.

Highlights of the quarter

Norva24 has implemented and will continue to implement a series of changes in the Danish business. The action plan is proceeding according to plan, with measures such as termination of contracts with unsatisfactory profitability, winning new contracts, and a strong focus on operational efficiency and increasing the degree of utilization of vehicles and personnel. The effects of the actions implemented were seen gradually the last few quarters and in Q2 EBITA turned positive again.

KEY PERFORMANCE INDICATORS

Apr-Jun Apr-Jun Change, Jan-Jun Jan-Jun Change, Jul 2021- Jan-Dec
NOK million 2022 2021 % 2022 2021 % Jun 2022 2021
Total operating revenue 77.9 66.3 17.6 148.6 132.5 12.2 287.0 270.8
EBITA 2.4 –8.3 n.m. 2.1 –14.9 n.m. 49.4 32.3
EBITA margin, % 3.1 –12.5 15.6 pp 1.4 –11.3 12.7 pp 17.2 11.9
Adjusted EBITA 2.4 –8.3 n.m. 2.1 –13.3 n.m. 9.2 –6.3
Adjusted EBITA margin, % 3.1 –12.5 15.6 pp 1.4 –10.1 11.5 pp 3.2 –2.3

NORVA24 | INTERIM REPORT JANUARY-JUNE 2022 11

Financial reporting

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS
Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jan-Dec
NOK million
Note
2022 2021 2022 2021 2021
Revenue from customer contracts 603.9 483.0 1,122.1 890.4 2,006.3
Other operating revenue 4.6 3.4 12.8 4.9 19.0
Total operating revenue
3
608.5 486.5 1,134.9 895.3 2,025.2
Operating expenses
Operational service expenses –74.9 –49.5 –132.6 –91.9 –220.4
Personnel expenses –260.7 –207.2 –500.0 –398.3 –879.3
Vehicle operating expenses –97.3 –62.6 –175.2 –120.0 –288.1
Other operating expenses –45.1 –65.4 –97.1 –108.0 –246.7
Other gains/losses 40.3
Total operating expenses –477.9 –384.7 –904.9 –718.2 –1,594.2
Earnings before interest, taxes, depreciation and
amortization (EBITDA)
130.6 101.8 230.0 177.1 431.0
Total depreciation
6, 7
–58.6 –51.7 –114.8 –100.3 –209.6
Earnings before interest, taxes and amortization (EBITA) 71.9 50.1 115.3 76.8 221.5
Total amortization
5
–8.4 –7.1 –15.4 –13.5 –28.0
Earnings before interest and taxes (EBIT) 63.6 43.0 99.9 63.4 193.5
Financial items
Financial income 26.9 1,4 28.4 1.5 9.6
Financial expenses –14.8 –13.2 –28.0 –40.0 –123.0
Net financial items
4
12.1 –11.9 0.5 –38.5 –113.4
Profit before income tax (EBT) 75.6 31.1 100.3 24.9 80.2
Income tax expense –17.5 –10.2 –24.0 –9.4 5.8
Profit for the period 58.2 20.9 76.3 15.5 86.0
Profit attributable to
Owners of the parent company 58.2 20.9 76.3 15.5 86.0
Non-controlling interests
Total 58.2 20.9 76.3 15.5 86.0
Earnings per share:
Basic earnings per share, NOK 0.32 0.28 0.42 –0.09 0.81
Diluted earnings per share, NOK 0.32 0.28 0.42 –0.09 0.81
Average numbers of outstanding ordinary shares,
before and after dilution 182,496,957 40,174,906 182,485,552 40,174,906 64,165,959

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jan-Dec
NOK million 2022 2021 2022 2021 2021
Profit/loss for the period 58.2 20.9 76.3 15.5 86.0
Other comprehensive income:
Items that may be reclassified to profit or loss
Translation differences 55.5 –1.4 9.8 –10.0 –34.6
Other comprehensive income for the period 55.5 –1.4 9.8 –10.0 –34.6
Total comprehensive income for the period 113.6 19.5 86.2 5.5 51.4
Total comprehensive income attributable to:
Owners of the parent company 113.6 19.5 86.2 5.5 51.4
Non-controlling interests
Total 113.6 19.5 86.2 5.5 51.4

CONDENSED CONSOLIDATED BALANCE SHEET

Total equity and liabilities 3,251.3 3,016.5 3,225.1
Total liabilities 1,540.9 2,314.9 1,605.5
Total current liabilities 556.3 581.2 764.8
Other current liabilities 266.3 274.4 378.6
Current portion of loans
8
5.5 55.5 61.2
Current portion of lease liabilities
6
164.5 138.9 155.5
Taxes payable 3.6 3.1 25.3
Accounts payable 116.3 109.3 144.2
Current liabilities
Total non-current liabilities 984.7 1,733.7 840.7
Other non-current liabilities 18.1 43.9 12.2
Non-current loans
8
396.9 1,139.1 264.1
Non-current lease liabilities
6
535.4 497.3 543.1
Deferred tax liability 34.3 53.4 21.2
Non-current liabilities
Total equity 1,710.4 701.6 1,619.6
Equity
EQUITY AND LIABILITIES
Total assets 3,251.3 3,016.5 3,225.1
Total current assets 601.1 514.4 723.8
Cash and cash-equivalents 126.9 128.1 260.4
Other current receivables 112.5 83.7 171.2
Accounts receivable 345.9 290.6 281.4
Inventories 15.8 12.1 10.8
Current assets
Total non-current assets 2,650.1 2,502.1 2,501.3
Other non-current receivables 0.6 13.6 3.5
Investment in shares 1.5 3.1 1.3
Property, plant and equipment
7
463.6 436.4 429.3
Right-of-use assets
6
720.5 669.8 724.3
Intangible assets
5
132.1 137.2 120.4
Goodwill
5
1,332.0 1,242.1 1,222.6
Non-current assets
ASSETS
NOK million
Note
2022 2021 2021
Jun 30, Jun 30, Dec 31,

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Share capital Additional
Share (not yet paid in Other Retained Total
NOK million Note capital registered) capital reserves earnings equity
Equity at 1 January 2022 0.5 0.1 1,432.9 –24.1 210.2 1,619.6
Total comprehensive income for the period:
Profit/loss for the period 76.3 76.3
Other comprehensive income:
Translation differences 9.8 9.8
Total comprehensive income for the period 9.8 76.3 86.2
Transactions with owners in their capacity as owners:
Reclassification 0.1 –0.1
New share issue 0.0 4.3 4.3
Over-allotment option (net of transaction costs) 0.3 0.3
Equity at 30 June 2022 0.6 1,437.2 –14.2 286.8 1,710.4
Equity at 1 January 2021 10.4 575.9 10.5 91.2 688.0
Total comprehensive income for the period:
Profit for the period 15.5 15.5
Other comprehensive income:
Translation differences –10.0 –10.0
Total comprehensive income for the period –10.0 15.5 5.5
Transactions with owners in their capacity
as owners:
Other changes 3.7 3.7
Capital increase (net of transactions costs) 0.0 4.4 4.5
New parent company share swap –10.4 0.5 9.9 –0.0
Equity at 30 June 2021 0.1 0.5 590.2 0.5 110.4 701.6

The Group has no non-controlling interest.

Norva24 Group AB issued 208,719 new shares at an average price of 21,6 SEK in connection with the acquisition of 100 percent of the shares in IRG Rörinspektion AB.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jan-Dec
NOK million Note 2022 2021 2022 2021 2021
Cash flows from operating activities
Profit before income tax 75.6 31.1 100.3 24.9 80.2
Adjustments for:
Impairment, depreciation and amortization expenses 5, 6, 7 67.0 58.8 130.2 113.7 237.5
Taxes paid –13.1 –38.4 –31.3 –31.3
Net gain/loss on sale of non-current assets –2.7 –0.3 –7.3 –1.8 –5.3
Items included in financing activities 4 –12.1 11.9 –0.5 38.5 113.4
Change in net working capital –107.9 1.8 –151.0 –10.2 57.8
Changes in other items* 25.3 –55.5 33.3 –44.3 –114.8
Net cash inflow from operating activities 32.2 47.8 66.6 89.5 337.4
Cash flows from investing activities
Payment for acquisition of subsidiaries, net of cash acquired 8 –93.4 –103.8 –93.4 –214.1 –214.1
Payment of earnouts –19,1
Payment for fixed assets –25.1 –14.0 –35.7 –23.1 –70.8
Proceeds from sale of fixed assets 6.8 2.0 13.4 5.0 12.6
Net cash outflow from investing activities –111.7 –115.7 –134.8 –232.3 –272.3
Cash flows from financing activities
Proceeds from issuance of shares 3.6 4.5 914.9
Proceeds from borrowings 117.0 195.0 117.0 302.2 547.1
Repayment of borrowings –2.3 –108.1 –78.8 –118.8 –1,235.3
Principal element of lease payments 6 –35.2 –34.6 –71.7 –64.1 –134.5
Interest paid –3.5 –11.7 –5.9 –21.5 –50.3
Other financial payments –17.4 4.9 –19.1 –10.2 –22.7
Cash flows from financing activities 58.6 49.1 –58.5 92.1 19.1
Change in cash and cash equivalents –21.0 –18.9 –126.6 –50.6 84.3
Cash and cash equivalents at the start of the period 150.1 145.0 260.4 180.9 180.9
Effects of exchange rate changes on cash and cash equivalents –2.2 2.0 –6.8 –2.3 –4.8
Cash and cash equivalents at the end of the period 126.9 128.1 126.9 128.1 260.4

* Includes changes in other non-current receivables and other non-current liabilities, effects on net working capital from acquisitions and translation differences.

Notes

NOTE 1 REPORTING ENTITY

Norva24 Group AB (publ) is a public limited liability company listed on Nasdaq Stockholm. The share became publicly traded with the initial public offering December 9 2021. Norva 24 Group AB (publ) and it's subsidiaries operates in the underground infrastructure industry, and is present in Norway, Germany, Sweden and Denmark.

As of June 30, 2021, the Group completed a re-organization, whereby Norva24 Group AB (publ) acquired all of the shares in Norva24 Holding AS (a company incorporated in Norway) through a share-for-share exchange, pursuant to which all shareholders of Norva24 Holding AS exchanged all of their shares in Norva24 Holding AS for newly issued shares in Norva24 Group AB (publ). Consequently Norva24 Group AB (publ) was established as the new parent company of the Group. Prior to June 30, 2021, Norva24 Holding AS was the Parent Company of the Norva24 Group. Accounting for the transaction is described in Note 2.

NOTE 2 BASIS OF PREPARATION

Accounting principles

The Norva24 Group applies the International Financial Reporting Standards (IFRS) as they have been adopted by the European Union. The consolidated accounts in this interim report have been prepared in accordance with IAS 34 Interim Financial Reporting plus applicable regulations in the Swedish Annual Accounts Act. The Parent Company accounts have been prepared in accordance with the Swedish Annual Accounts Act and RFR 2, Accounting for Legal Entities. The interim report should be read together with the historic financial information included in the annual report. Accounting principles and calculation basis are in accordance with those that were applied in the historic financial information. Information in accordance with IAS 34 also appears in other parts of the interim report in addition to the financial reports and associated notes.

The amounts are rounded to the nearest million (NOK m) with one decimal place unless otherwise stated. As a consequence of rounding, figures presented in the financial reports may not add up to the exact total in certain cases and percentage figures can differ from the exact percentage figures. Amounts in brackets concern the comparison period.

Significant accounting judgements, estimates and assumptions In preparing the interim financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, revenue and expenses.

The estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the given circumstances. Revision to accounting estimates is recognized in the period in which the estimate is revised if the revision affects only that period, or also future periods if the revision affects both current and future periods.

In preparing the consolidated interim financial statements, significant judgements made by management in applying the Group's accounting policies and key sources of uncertainty in the estimates were consistent with those applied for the annual report.

Other

Items included in the financial statements of each of the Norva24 Group's entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency). The consolidated financial statements are presented in Norwegian Kroner (NOK) which is Norva24 Group's presentation currency. The Parent Company Norva24 Group AB (publ)'s functional currency is Swedish Kroner (SEK).

There have been no related parties transactions other than the continuation of agreements described in the annual report.

New parent company

As described in Note 1, the Parent Company of the Group was changed from Norva24 Holding AS to Norva24 Group AB (publ) on June 30, 2021, through a share swap, where the shareholders of the Group remained unchanged.

The share swap was classified as a common control reorganization and this transaction was not covered by the IFRS standards. In these financial statements, all historical figures up to June 30, when the share swap was performed, comprise of Norva 24 Holding AS Group. From this date, Norva24 Holding AS and its subsidiaries are including Norva24 Group AB (publ). The financial statements are combined of the financial information for Norva24 Group AB (publ) and the Norva24 Holding AS Group. The financial statements are presented as if Norva24 Holding AS had been part of the Group in all periods presented, based on the values and periods, since these where integrated in the Norva24 Group. The subsidiaries are included in the consolidated financial statements from the date of their acquisition from an external party. For this reason, the Group has chosen to recognize the historical consolidated financial statements for the former Parent Company of the Group, Norva24 Holding AS, as an appropriate application in accordance with IAS 8. Accordingly, the assets and liabilities in the former Group were not restated.

NOTE 3 REVENUE AND SEGMENT INFORMATION

Operating segments

Norva24 Group identifies its operating segments and discloses segment information in accordance with IFRS 8 Operating Segments. Accordingly, the Group identifies its segments consistent with the reporting structure used by management.

Operating segments are components of a business that are evaluated regularly by the chief operating decision maker for the purpose of assessing performance and allocating resources. The financial information is disclosed on the same basis as used by the chief operating decision maker.

Revenue

The Group's disaggregates revenue based on the operational segments that are by geographical areas. The Group has no single customer accounting for more than 10 percent of total revenue.

OPERATING SEGMENTS FINANCIALS JANUARY-JUNE 2022

Corporate
NOK million Norway Germany Sweden Denmark & other* Total
Total operating revenue 456.6 330.8 199.5 148.6 –0.6 1,134.9
Adjusted EBITDA 118.2 77.7 42.4 21.0 –23.5 235.7
Adjusted depreciation –41.6 –31.2 –23.1 –18.8 –0.0 –114.8
Adjusted EBITA 76.6 46.4 19.2 2.1 –23.5 120.9
Non-recurring items –2.7 –2.1 –0.8 –0.0 –5.6
EBITA 73.9 44.3 18.5 2.1 –23.5 115.3

OPERATING SEGMENTS FINANCIALS JANUARY-JUNE 2021

Corporate
NOK million Norway Germany Sweden Denmark & other* Total
Total operating revenue 377.2 266.2 119.5 132.5 895.3
Adjusted EBITDA 101.7 71.6 30.3 7.4 –13.0 198.0
Adjusted depreciation –38.2 –23.5 –12.4 –20.8 –94.8
Adjusted EBITA 63.5 48.1 17.9 –13.3 –13.0 103.2
Non-recurring items –3.3 –3.9 –3.1 –1.6 –14.6 –26.3
EBITA 60.2 44.3 14.9 –14.9 –27.5 76.8

* The column "Corporate & other" includes corporate expenses and eliminations.

RECONCILIATION OF SEGMENT INFORMATION AND EARNINGS BEFORE INCOME TAX (EBT)

Profit before income tax 100.3 24.9
Net financial items 0.5 –38.5
Amortization of intangible assets –15.4 –13.5
EBITA 115.3 76.8
NOK million 2022 2021
Jan-Jun Jan-Jun

NOTE 3 REVENUE AND SEGMENT INFORMATION, continued.

RECONCILIATION OF NON-RECURRING ITEMS JANUARY-JUNE 2022

Corporate
NOK million Norway Germany Sweden Denmark & other* Total
Restructuring cost –2.7 –2.7
Settlement
M&A Cost –2.1 –0.8 –2.9
IPO cost
Non-recurring items –2.7 –2.1 –0.8 –0.0 –5.6

RECONCILIATION OF NON-RECURRING ITEMS JANUARY-JUNE 2021

Corporate
NOK million Norway Germany Sweden Denmark & other* Total
M&A Cost –0.8 –2.9 –2.6 –6.3
IFRS implementation –3.3 –3.3
IPO cost –0.1 –11.2 –11.3
Depreciation –2.5 –0.9 –0.5 –1.6 –5.4
Non-recurring items –3.3 –3.9 –3.1 –1.6 –14.6 –26.3

* The column "Corporate & other" includes corporate expenses and eliminations.

NOTE 4 FINANCIAL ITEMS

Specification of financial items Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jan-Dec
NOK million 2022 2021 2022 2021 2021
Interest income 0.3 0.1 0.5 0.1 0.6
Currency exchange gain 24.5 24.5
Other financial income 2.1 1.3 3.4 1.4 9.0
Financial income 26.9 1.4 28.4 1.5 9.6
Interest expenses, leases –8.0 –5.9 –16.1 –13.4 –28.9
Amortized interest expense, loans –2.5 –11.7 –5.0 –21.5 –71.2
Currency exchange loss –2.4 5.3 –3.5 –4.0 –13.8
Other financial expenses –1.8 –0.9 –3.4 –1.0 –9.1
Financial expenses –14.8 –13.2 –28.0 –40.0 –123.0
Net financial items 12.1 –11.9 0.5 –38.5 –113.4

NOTE 5 INTANGIBLE ASSETS AND GOODWILL

AT JUNE 30, 2022

NOK million Goodwill Brand Customer
relationships
Other
intangible
assets
Total
Carrying amount at January 1, 2022 1,222.6 45.4 70.6 4.3 1,343.0
Acquired in business combinations 85.6 6.9 13.8 106.3
Additions 0.8 0.8
Amortization and impairment –2.8 –11.8 –0.7 –15.4
Disposals –0.0 –0.0
Translation differences 23.7 2.1 3.3 0.1 29.3
Carrying amount at June 30, 2022 1,332.0 51.7 75.9 4.5 1,464.1
Useful life in years Indefinite 10 3-5 3-5
Amortization plan n.m Linear Linear Linear

AT DECEMBER 31, 2021

NOK million Goodwill Brand Customer
relationships
Other
intangible
assets
Total
Carrying amount at January 1, 2021 1,070.8 38.4 66.2 4.3 1,179.7
Acquired in business combinations 190.5 14.4 28.9 1.2 235.0
Additions 0.6 0.6
Amortization and impairment –5.2 –20.9 –1.9 –28.0
Disposals
Translation differences –38.7 –2.3 –3.6 0.1 –44.5
Carrying amount at December 31, 2021 1,222.6 45.4 70.6 4.3 1,343.0
Useful life in years Indefinite 10 3-5 3-5
Amortization plan n.m Linear Linear Linear

NOTE 6 LEASING

AT JUNE 30, 2022
Right-of-use assets
NOK million
Buildings and
property
Vehicles and
equipment
Furniture,
fixtures & other
Total
Carrying amount at January 1, 2022 251.3 464.0 9.0 724.3
Acquired in business combinations 4.4 0.8 5.2
Additions 18.0 36.5 0.7 55.1
Depreciation and impairment –26.3 –36.9 –2.2 –65.4
Transfer to property, plant and equipment –11.7 –0.1 –11.8
Adjustments 4.9 1.0 0.1 6.0
Translation differences 2.2 4.5 0.2 7.0
Carrying amount at June 30, 2022 254.5 458.2 7.7 720.5
Useful life in years 3-30 5-10 3-7
Depreciation plan Linear Linear Linear
Lease liabilities Buildings and Vehicles and Furniture,
NOK million property equipment fixtures & other Total
Carrying amount at January 1, 2022 260.9 428.6 9.2 698.7
Acquired in business combinations 4.4 0.8 5.2
Additions 18.0 36.5 0.7 55.1
Lease payments –31.4 –54.0 –2.4 –87.8
Interest on the lease liability 7.2 8.7 0.2 16.1
Adjustments 4.9 1.0 –0.0 5.9
Translation differences 2.3 4.2 0.2 6.7
Carrying amount at June 30, 2022 266.3 425.8 7.9 699.9
Current lease liabilities 59.5 100.9 4.1 164.5
Non-current lease liabilities 206.7 324.9 3.7 535.4

AT DECEMBER 31, 2021

Right-of-use assets Buildings and Vehicles and Furniture,
NOK million property equipment fixtures & other Total
Carrying amount at January 1, 2021 181.5 410.1 7.9 599.4
Acquired in business combinations 42.2 41.0 3.3 86.4
Additions 65.1 125.1 2.4 192.6
Depreciation and impairment –37.8 –69.2 –4.7 –111.7
Transfer to property, plant and equipment –0.1 –28.7 –0.0 –28.8
Adjustments 6.0 –2.2 0.6 4.3
Translation differences –5.5 –12.1 –0.4 –18.0
Carrying amount at December 31, 2021 251.3 464.0 9.0 724.3
Useful life in years 3-30 7-10 3-7
Depreciation plan Linear Linear Linear

NOTE 6 LEASING, continued.

Lease liabilities Buildings and Vehicles and Furniture,
NOK million property equipment fixtures & other Total
Carrying amount at January 1, 2021 186.5 361.9 8.0 556.4
Acquired in business combinations 42.2 41.0 3.3 86.4
Additions 65.1 125.1 2.4 192.6
Lease payments –48.5 –109.8 –5.0 –163.4
Interest on the lease liability 12.3 16.2 0.4 28.9
Adjustments 8.7 5.5 0.6 14.8
Translation differences –5.4 –11.2 –0.4 –17.0
Carrying amount at December 31, 2021 260.9 428.6 9.2 698.7
Current lease liabilities 52.9 98.3 4.3 155.5
Non-current lease liabilities 207.9 330.3 4.9 543.1

The Group has one rental contract with a remaining lease period exceeding 12 years.

NOTE 7 PROPERTY, PLANT AND EQUIPMENT

AT JUNE 30, 2022
Buildings Vehicles and Furniture,
NOK million and property equipment fixtures & other Total
Carrying amount at January 1, 2022 63.9 341.6 23.8 429.3
Acquired in business combinations 0.1 38.6 0.0 38.7
Additions 0.5 30.2 4.2 34.9
Transfer from right-of-use assets (see note 6) 11.7 0.1 11.8
Depreciation –2.5 –42.9 –4.1 –49.5
Disposals –0.2 –5.8 –0.1 –6.1
Reclassification –3.4 3.3 0.0 –0.0
Translation differences 0.8 3.0 0.7 4.4
Carrying amount at June 30, 2022 59.3 379.7 24.6 463.6
Useful life in years 3-30 5-10 3-7
Depreciation plan Linear Linear Linear

AT DECEMBER 31, 2021

Buildings Vehicles and Furniture,
NOK million and property equipment fixtures & other Total
Carrying amount at January 1, 2021 63.2 189.7 23.6 276.5
Acquired in business combinations 3.4 161.6 3.4 168.5
Additions 3.6 61.2 4.8 69.5
Transfer from right-of-use assets (see note 6) 0.1 28.7 0.0 28.8
Depreciation –4.8 –80.3 –7.2 –92.3
Opening balance correction* –5.4 –5.4
Disposals –4.2 –0.1 –4.3
Translation differences –1.5 –9.7 –0.7 –12.0
Carrying amount at December 31, 2021 63.9 341.6 23.8 429.3
Useful life in years 3-30 7-10 3-7
Depreciation plan Linear Linear Linear

NOTE 8 BUSINESS COMBINATIONS

Acquired units during 2022 Country Date Ownership
IRG Rörinspektion AB Sweden April 5 100%
Rohr Frei Schnelldienst
Axel Zimmerbeutel GmbH
Germany April 13 100%
Purchase consideration
NOK million
Cash paid 98.2
Earn-out/Contingent consideration 13.4
(Fair value estimate at date of acquisition)
Shares issued 4.3
Total purchase consideration 115.9
Opening balance sheet Note
Cash 4.8
Other current assets 22.3
Property, plant and equipment 7 38.7
Right-of-use assets 6 5.2
Brand 5 6.9
Customer relationships 5 13.8
Total assets 91.8
Other current liabilities 32.2
Other non-current liabilities 23.5
Deferred tax on excess values 5.8
Total Liabilities 61.5
Net identifiable assets
Goodwill
5 30.3
85.6
Total consideration for the shares 115.9

The acquisitions will strengthen the Group's position in the existing segments and the operations of the acquired entities are similar to the existing operations. The Group considers them to be individually immaterial and therefore the acquisitions are shown jointly. Goodwill consists of synergies from cost savings and the increase in market share. The acquired businesses also include the assembled workforce. These items are not identifiable assets, and are subsumed into goodwill. Goodwill will not be deductible for tax purposes. All purchase price allocations in 2022 are preliminary. Transaction costs are shown as non-recurring items under note 3 as they impact comparability. Transaction cost are recognized under Other operating expenses in the statement of profit or loss.

Earn-outs are conditional on the acquired entities reaching certain future financial targets such as revenue, EBITDA and EBITA. The Group accounts for earn-outs at fair vale and accrues for based on the likelihood of achieving these targets and the expected future pay-out.

Revenue and profit/loss from acquisition
recognized in statement of profit or loss
NOK million
Jan-Jun
2022
Revenue 24.3
Profit/loss for the year 3.4
Revenue and profit/loss as if the acquisition was
performed January 1 (pro forma)
NOK million
Jan-Jun
2022
Revenue 47.2
Profit/loss for the year 6.4

NOTE 9 SUBSEQUENT EVENTS

Acquisitions after the period end

Thornvig Jensen A/S and J.S. Overfladebehandling ApS

Norva24 Group AB (publ) has on 1 July 2022, acquired 100 percent of the shares in Thornvig Jensen A/S and J.S. Overfladebehandling ApS ("TJ") through its subsidiary Norva24 Danmark A/S. The strategically important acquisition expands Norva24's geographic reach in Denmark and fortifies the position as a clear market leader. With the acquisition Norva24 will strengthen its position and improve density in UIM services in the Danish market, including high pressure flushing, sludge suction, pipe cleaning, TV inspection and industrial cleaning services. In 2021, TJ's revenue amounted to around NOK 46 million with a double-digit EBITA margin. The company is primarily active in the Jutland region and has 20 employees, with its head office in Herning.

Stockholm Relining AB

A subsidiary of Nora24 Group AB (publ), Norva24 AB, has on 11 July acquired 100% of the shares in Stockholm Relining AB. The acquisition will significantly strengthen Norva24 Sweden's position in the UIM (Underground Infrastructure Maintenance) area of pipe relining with one of the most competent companies in this field in Sweden. In Stockholm, the acquisition complements Norva24's range of services and makes the company a full-service provider within UIM. Stockholm Relining sales were approx. NOK 26 million in 2021, and the company delivered annual growth of 15% between 2017 and 2021 with a high EBITA margin. The company is based in modern premises in Älta, south of Stockholm

Initial accounting for the business combinations is incomplete at the time the financial statements are authorised for issue.

Parent Company

PARENT COMPANY CONDENSED STATEMENT OF PROFIT OR LOSS
Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jan-Dec
SEK million
Note
2022 2021 2022 2021 2021
Total operating revenue
Other operating expenses –1.7 –4.5 –31.2
Earnings before interest and taxes (EBIT) –1.7 –4.5 –31.2
Net financial items 2.6 3.2 0.9
Loss before income tax 1.0 –1. 3 –30.3
Income tax expenses 0.0 0.5 16.7
Loss for the period 1.0 –0.9 –13.6
Other comprehensive income
PARENT COMPANY CONDENSED BALANCE SHEET
Jun 30, Jun 30, Dec 31,
SEK million
Note
2022 2021 2021
ASSETS
Non-current assets
Investment in subsidiaries 2,881.7 2,881.7 2,881.7
Deferred tax asset 17.2 16.7
Non-current intercompany receivables 867.5 879.9
Total non-current assets 3,766.3 2,881.7 3,778.3
Current assets
Current receivables 10.8 11.1 52.2
Current intercompany receivables 11.3
Cash and cash-equivalents 1.1 0.1
Total current assets 11.9 11.1 63.7
Total assets 3,778.2 2,892.8 3,841.9
EQUITY AND LIABILITIES
Equity
Restricted equity 0.6 0.5 0.6
Non-restricted equity 3,755.8 2,892.3 3,751.9
Total equity 3,756.4 2,892.8 3,752.5
Current liabilities
Accounts payable 1.9 32.9
Other current liabilities 19.9 56.5
Total current liabilities 21.8 89.4
Total equity and liabilities 3,778.2 2,892.8 3,841.9

Declaration of the Board of Directors

The Board of Directors and Chief Executive Officer warrant and declare that this interim report gives a true and fair view of the Parent Company's and Group's operations, financial positions and results, and that it describes significant risks and uncertainties faced by the Parent Company and the companies included in the Group.

Stockholm, August 23, 2022

Vidar Meum Chairman

Allan Engström Arild Bødal Einar Nornes Board member Board member Board member

Mats Lönnqvist Linus Lundmark Monica Reib Board member Board member Board member

Terje Bøvelstad Ulrika Östlund Board member Board member

Henrik Damgaard CEO

QUARTERLY DATA FOR THE CONSOLIDATED GROUP

Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2
NOK million 2020 2020 2021 2021 2021 2021 2022 2022
Total operating revenue
Norway 187.6 199.6 174.6 202.5 203.8 220.5 213.1 243.5
Germany 59.7 109.6 117.4 148.8 182.5 197.7 157.0 173.7
Sweden 41.8 60.7 51.8 67.7 87.3 99.8 85.5 114.0
Denmark 79.3 75.8 66.2 66.3 67.5 70.9 70.7 77.9
Corporate 0.0 0.0 –1.2 1.2 0.0 0.0 0.0 –0.6
Group 368.5 445.8 408.9 486.5 541.0 588.9 526.4 608.5
EBITA
Norway 40.5 42.1 13.5 46.7 28.6 33.7 29.1 44.8
Germany 14.3 6.1 24.8 19.5 34.9 29.0 19.0 25.3
Sweden 5.0 12.4 2.3 12.5 11.3 10.1 4.6 13.8
Denmark 4.3 –1.0 –6.6 –8.3 3.3 43.9 –0.3 2.4
Corporate –7.7 –7.3 –7.3 –20.3 –16.3 –33.9 –9.1 –14.4
Total EBITA 56.5 52.3 26.7 50.1 61.8 82.8 43.3 71.9
Adjusted EBITA
Norway 40.5 42.1 16.0 47.4 28.6 34.2 29.1 47.5
Germany 14.5 16.6 25.7 22.5 34.9 36.0 19.0 27.4
Sweden 5.7 12.4 3.0 14.9 11.3 10.3 4.6 14.6
Denmark 4.3 –1.0 –5.1 –8.3 3.3 3.7 –0.3 2.4
Corporate –6.5 –7.3 –6.4 –6.6 –5.6 –2.3 –9.1 –14.4
Total adjusted EBITA 58.6 62.8 33.3 69.9 72.5 82.0 43.3 77.6
Adjusted EBITA margin, %
Norway 21.6 21.1 9.2 23.4 14.0 15.5 13.6 19.5
Germany 24.2 15.1 21.9 15.1 19.1 18.2 12.1 15.8
Sweden 13.7 20.4 5.8 22.0 13.0 10.4 5.4 12.8
Denmark 5.5 –1.4 –7.6 –12.5 4.9 5.3 –0.4 3.1
Corporate n.m n.m n.m n.m n.m n.m n.m n.m
Group 15.9 14.1 8.1 14.4 13.4 13.9 8.2 12.7

Key performance indicators

KEY FIGURES

RECONCILIATION OF ALTERNATIVE PERFORMANCE MEASURES, NOT DEFINED UNDER IFRS

Line Apr-Jun Apr-Jun Jan-Jun Jan-Jun Jul 2021- Jan-Dec
ID NOK million Source Calculation 2022 2021 2022 2021 Jun 2022 2021
A Total operating revenue P&L 608.5 486.5 1,134.9 895.3 2,264.8 2,025.2
Profit/(Loss) for the period P&L 58.2 20.9 76.3 15.5 146.8 86.0
Earnings per share (basic and
diluted), NOK
P&L 0.32 0.28 0.42 –0.09 1.02 0.81
Average number of ordinary
shares outstanding
182,496,957 40,192,635 182,485,552 40,183,771 143,633,577 64,165,959
Growth in total revenue, % 25.1 33.8 26.8 26.4 n.a 32.9
Organic growth in total
operating revenue, %
12.2 –0,4 11.4 –2.3 n.a 0.7
Acquired growth in total
operating revenue, %
12.9 34.3 15.4 28.6 n.a 32.1
B Total operating expenses P&L –477.9 –384.7 –904.9 –718.2 –1,780.8 –1,594.2
C EBITDA (earnings before
interest, taxes, depreciation and
amortization
C=A–B 130.6 101.8 230.0 177.1 484.0 431.0
EBITDA margin, % C/A 21.5 20.9 20.3 19.8 21.4 21.3
D Depreciation and impairment
of tangible assets (PPE and
leasing right-of-use assets)
Note 5 +
Note 7
–58.6 –51.7 –114.8 –100.3 –224.1 –209.6
E EBITA E=C–D 71.9 50.1 115.3 76.8 259.9 221.5
EBITA margin, % E/A 11.8 10.3 10.2 8.6 11.5 10.9
F Depreciation, amortization and
impairment of tangible and
intangible assets
P&L –58.6 –8.7 –130.2 –113.7 –254.0 –237.5
G EBIT G=C–F 63.6 43.0 99.9 63.4 230.0 193.5
EBIT margin, % G/A 10.4 8.8 8.8 7.1 10.2 9.6
H Non-recurring items, expenses 5.6 19.8 5.6 20.9 15.5 30.8
H2 Non-recurring items,
depreciation and amortization
0.0 0.0 0.0 5.4 0.0 5.4
I Adjusted EBITDA I=C+H 136.2 121.6 235.7 198.0 499.5 461.8
Adjusted EBITDA margin, % I/A 22.4 25.0 20.8 22.1 22.1 22.8
J Adjusted EBITA J=E+H+H2 77.6 69.9 120.9 103.1 275.4 257.7
Adjusted EBITA margin, % J/A 12.7 14.4 10.6 11.5 12.2 12.7
K Adjusted EBIT K=G+H+H2 69.2 62.8 105.5 89.7 245.5 229.7
Adjusted EBIT margin, % K/A 11.4 12.9 9.3 10.0 10.8 11.3
L Lease payments Note 6 43.2 41.5 87.8 77.3 173.9 163.4
M Capital expenditures (purchases
minus disposals)
Note 7 20.2 11.2 28.9 20.0 74.1 65.2
N Cash capital expenditure N=L+M 63.4 52.7 116.7 97.3 248.0 228.6
O Cash EBITA O=C–N 67.2 49.1 113.3 79.8 236.0 202.5
P Adjusted cash EBITA P=I–N 72.8 68.9 119.0 100.7 251.5 233.2
Adjusted cash EBITA margin, % P/A 12.0 14.2 10.5 11.2 11.1 11.5
Q Net cash inflow from operating
activities
Cash flow
Statement
32.2 47.8 66.6 89.5 314.5 337.4
R Cash conversion, % Q/I 23.6 39.3 28.3 45.2 63.0 73.1

Line Balance sheet key financials Jun 30, Dec 31, Jun 30, Dec 31,
ID NOK million Source Calculation 2022 2021 2021 2020
AA Non-current and current loans Financial position 402.5 325.3 1,194.6 870.2
AB Non-current and current lease
liabilities
Financial position 699.9 698.7 636.2 556.4
AC Cash and cash equivalents Financial position 126.9 260.4 128.1 180.9
AD Net debt AD=AA+AB–AC 975.4 763.6 1,702.7 1,245.6
AE Net debt/LTM adjusted EBITDA* AE=AD/I 1.95 1.7 4.3 3.5
BA Inventories Financial position 15.8 10.8 12.1 2.7
BB Accounts receivable Financial position 345.9 281.4 290.6 238.8
BC Other current receivables Financial position 112.5 171.2 83.7 60.8
BD Accounts payable Financial position 116.3 144.2 109.3 86.5
BE Other current payables Financial position 266.3 378.6 274.4 217.3
BF Net working capital BF= BA+BB+BC-BD–BE 91.6 –59.3 2.6 –1.5
BG Net working capital/LTM total
revenue, %
BG=BF/A 4.0 –2.9 0.2 –0.1
CA Total assets Financial position 3,251.3 3,225.1 3,016.5 2,544.5
CB Current liabilities Financial position 556.3 764.8 581.2 567.3
CC Capital employed CC=CA–CB 2,695.0 2,460.3 2,435.3 1,977.2
CD Return on capital employed, % CD=G(LTM)/CC 8.5 7.9 6.7 9.1

* LTM – Last twelve months

SEGMENT KEY PERFORMANCE INDICATORS
Apr-Jun Apr-Jun Jun Jan-Jun Jul 2021- Jan-Dec
NOK million 2022 2021 Change, % 2022 2021 Change, % Jun 2022 2021
Norway
Total operating revenue 243.5 202.5 20.2 456.6 377.2 21.1 880.9 801.5
EBITA 44.8 46.7 –4.0 73.9 60.2 22.8 136.1 122.4
EBITA margin, % 18.4 23.0 –4.6 pp 16.2 16.0 0.2 pp 15.5 15.3
Adjusted EBITA 47.5 47.4 0.2 76.6 63.5 20.7 139.4 126.2
Adjusted EBITA margin, % 19.5 23.4 –3.9 pp 16.8 16.8 –0.1 pp 15.8 15.7
Germany
Total operating revenue 173.7 148.8 16.8 330.8 266.2 24.3 710.9 646.3
EBITA 25.3 19.5 30.0 44.3 44.3 0.0 108.2 108.2
EBITA margin, % 14.6 13.1 1.5 pp 13.4 16.6 –3.2 pp 15.2 16.7
Adjusted EBITA 27.4 22.5 22.2 46.4 48.1 –3.5 117.4 119.1
Adjusted EBITA margin, % 15.8 15.1 0.7 pp 14.0 18.1 –4 pp 16.5 18.4
Sweden
Total operating revenue 114.0 67.7 68.3 199.5 119.5 66.9 386.6 306.6
EBITA 13.8 12.5 10.5 18.5 14.9 24.2 39. 36.3
EBITA margin, % 12.2 18.5 –6.4 pp 9.3 12.4 –3.2 pp 10.3 11.9
Adjusted EBITA 14.6 14.9 –2.0 19.2 17.9 7.3 40.9 39.6
Adjusted EBITA margin, % 12.8 22.0 –9.2 pp 9.6 15.0 –5.4 pp 10.6 12.9
Denmark
Total operating revenue 77.9 66.3 17.6 148.6 132.5 12.2 287.0 270.8
EBITA 2.4 –8.3 n.m. 2.1 –14.9 n.m. 49.4 32.3
EBITA margin, % 3.1 –12.5 15.6 pp 1.4 –11.3 12.7 pp 17.2 11.9
Adjusted EBITA 2.4 –8.3 n.m. 2.1 –13.3 n.m. 9.2 –6.3
Adjusted EBITA margin, % 3.1 –12.5 15.6 pp 1.4 –10. 11.5 pp 3.2 –2.3
Corporate & other
Total operating revenue –0.6 1.18 –0.6 0.00 –0.6 0
EBITA –14.4 –20.3 –23.5 –27.5 –73.7 –77.8
EBITA margin, % n.a. n.a. n.a. n.a. n.a. n.a.
Adjusted EBITA –14.4 –6.6 –23.5 –13.0 –31.5 –20.9
Adjusted EBITA margin, % n.a. n.a. n.a. n.a. n.a. n.a.
Norva24 Group
Total operating revenue 608.5 486.5 25.1 1,134.9 895.3 26.8 510.4 270.8
EBITA 71.9 50.1 n.m. 115.3 76.8 n.m. 70.7 32.3
EBITA margin, % 11.8 10.3 1.5 pp 10.2 8.6 1.6 pp 13.9 11.9
Adjusted EBITA 77.6 69.9 n.m. 120.9 103.2 n.m. 11.4 –6.3
Adjusted EBITA margin, % 12.7 14.4 –1.6 pp 10.6 11.5 –0.9 pp 2.2 –2.3

Definitions

DEFINITIONS AND EXPLANATIONS OF KEY PERFORMANCE INDICATORS
Measure Definition Reason for use
Total operating
revenue growth
Change in total operating revenue as a percentage of
total operating revenue during the comparison period,
i.e., the previous year or quarter.
Change in total operating revenue reflects the Company's
realised operating revenue growth over time.
Organic growth in total
operating revenue
Change in total operating revenue in comparable units
after adjustment for acquisition effects, as a percentage
of total operating revenue during the comparison period.
Organic total operating revenue growth excludes the
effects of changes in the Company structure, which
enables a comparison of operating revenue over time.
Acquired growth in
total operating revenue
Change in total operating revenue as the percentage
change from the comparison period of total operating
revenue during the comparison period, driven by
acquisitions. Acquired total operating revenue is
defined as total operating revenue during the period
attributable to companies which have been acquired
during the most recent 12-month period and for these
companies only operating revenue until 12 months
after acquisition closing date.
Acquired growth – Total operating revenue growth
reflects the acquired units' effects on total operating
revenue.
EBITDA Earnings before interest, taxes, depreciation and
amortization.
EBITDA provides an overall picture of profit generated
from the operating activities and is a supplement to the
operating profit (EBIT).
EBITDA margin EBITDA as a percentage of total operating revenue. EBITDA margin is used to measure operating
profitability and indicates the Company's operating
earnings capacity.
EBITA Earnings before interest, taxes and amortization. EBITA provides an overall view of profit generated by
operating activities and is a supplement to the operating
profit.
EBITA margin EBITA in relation to total operating revenue. EBITA margin is used to measure operating profitability
and indicates the Company's operating earnings capacity.
EBIT margin Earnings before interest and taxes (EBIT) in relation to
total operating revenue.
Operating margin enables comparisons of the
Company's profitability regardless of capital structure
or tax situation.
Non-recurring items Items affecting comparability such as acquisition
costs, integration costs and listing costs.
Enables comparison of profitability measures without
items affecting comparability.
Adjusted EBITDA EBITDA adjusted for non-recurring items. Enables comparison of EBITDA without items affecting
comparability with other periods. Adjusted EBITDA is
a measure that the Company regards as relevant for
investors who wish to understand income generation
before investments in noncurrent assets and items
affecting comparability.
Adjusted EBITDA
margin
Adjusted EBITDA as a percentage of total operating
revenue.
Adjusted EBITDA margin excludes the effect from items
affecting comparability, which enables a comparison of
the underlying operating profitability over time.
Adjusted EBITA EBITA adjusted for non-recurring items. Enables comparison of EBITA without items affecting
comparability with other periods. Adjusted EBITA is
a measure that the Company regards as relevant for
investors who wish to understand income generation
before investments in noncurrent assets and items
affecting comparability.
Adjusted EBITA margin Adjusted EBITA as a percentage of total operating
revenue.
Adjusted EBITA margin excludes the effect from items
affecting comparability, which enables a comparison of
the underlying operating profitability over time.

Measure Definition Reason for use
Adjusted EBIT Earnings before interest and taxes (EBIT) adjusted for
non-recurring items.
Adjusted EBIT (operating profit) excludes the effect from
items affecting comparability, which provides an over
picture of profit generated from the operating activities.
Adjusted EBIT margin Adjusted operating profit as a percentage of total
operating revenue.
Adjusted EBIT (operating margin) excludes the effect
from items affecting comparability, which enables a
comparison of the underlying business over time.
Cash capital
expenditures
Lease payments for vehicles including interest and
amortization of vehicle lease liability, rental payments
for real estate and capital expenditures (investments
in owned vehicles and equipment less disposals)
Cash capital expenditures is used as an alternative
measure for the Group's capital expenditures to reflect
that leasing agreements are capitalized upfront while
the cash payments are done over the lease period.
Cash EBITA EBITDA less cash capital expenditures Cash EBITA provides an overall view of profit generated
by operating activities and is a supplement to the
operating profit. The measure is comparable to EBITA,
but instead EBITDA less depreciation of fixed and leased
assets, it is adjusted for the cash expenditures to such
assets. This will show the impact of timing of CAPEX and
the impact of financial lease on profitability.
Adjusted cash EBITA Cash EBITA adjusted for non-recurring items Cash EBITA adjusted for non-recurring items affecting
comparability which enables a comparison of the
underlying operating profitability over time.
Net debt Total interest bearing liabilities less cash and cash
equivalents. Total interest bearing liabilities consists
of non-current and current loans, non-current and
current leasing liabilities according to IFRS 16, and
loans from shareholders.
Net debt is used to monitor the interest-bearing
liabilities development and monitor the level of the
refinancing requirement. The measure is also used as
the numerator in the Net debt ratio used to monitor
financial leverage.
Net debt/
LTM adjusted EBITDA
Net debt in relation to twelve-month adjusted EBITDA.
Pro forma EBITDA includes all operations within the
Group for the full last twelve month period.
The Company uses the Net debt ratio to monitor the
level of financial leverage.
Net working capital Inventory, accounts receivable and other current
receivables less trade payables and other current
liabilities.
The measure shows how much net working capital is
allocated in the operations and is useful to indicate how
effectively net working capital is used.
Net working capital/
operating revenue
Net working capital in relation to the pro forma rolling
twelve-month operating revenue.
Net working capital ratio enables the Company to
measure its net working capital over time.
Capital expenditures Capital expenditures is defined as funds used by
the Group to acquire, upgrade, and maintain owned
physical assets such as property, buildings, vehicles,
or equipment. Excluding acquisitions and divestments.
Capital expenditures is used to measure the required
accounted invested funds to acquire, upgrade, and
maintain the Company's physical assets.
Net cash inflow from
operating activities
From the Cash flow statement. Operating cash flow is used to monitor cash flows gene
rated by operating activities. The measure is also used
as the numerator in the calculation of cash conversion.
Cash conversion Net cash inflow from operating activities in relation to
adjusted EBITDA.
Cash conversion enables the Company to monitor how
efficiently the Company manages operating investments
and working capital as well as the operating activity's
ability to generate cash flows.
Capital employed Total assets less current liabilities. Capital employed is a measure which the Company uses
for calculating the return on capital employed and for
measuring how efficient the Company is without taking
goodwill generated in connection with acquisition into
account.
Return on capital
employed
EBIT in relation to Capital employed.

History

Although the oldest local branch of Norva24 was founded in 1919 in Norway as a family business offering UIM services with horses and carriages, Norva24 in its current form was created in 2015 through a merger of five local UIM companies in Norway, in order to bring a disruptive business model to and professionalize the UIM services industry. In connection with the establishment of Norva24, the Valedo Partners Fund II AB invested in the Group.

Current position

Norva24 is one of the leading European players in the UIM industry with strong market presence within all its Northern European markets; Norway, Germany, Sweden and Denmark.

In 2021 Norva24 exceeded NOK 2.1 billion in proforma revenues, strengthened the network to 66 branches, increased the number of employees to 1 450 and completed Norva24's 32nd acquisition.

Norva24 is operating in many different parts of the Underground Infrastructure Maintenance serving a number of different types of customers. UIM services are mission critical and essential for society.

Vision & Core values

"Our long-term vision is to build a European market leader and lighthouse in Underground Infrastructure Maintenance (UIM). Norva24's vision is to become the leading European operator in our industry and an inspiration to the UIM industry development in Europe"

Values and Guiding Principles

Passion

Trust

Let these values be guiding for our business:

  • We deliver what's been agreed
  • We are competent and deliver high professional quality and precision
  • We see and understand the customers needs
  • We show decisiveness by getting things done, and seek help from others when needed to get the job done
  • We have passion for our job and will always help
  • We are focused at finding solutions and have a positive appearance when meeting customers and colleagues
  • We are uncomplicated and informal
  • We meet customers and colleagues with a smile

Medium term financial targets

Revenue growth

Target to achieve revenue of around NOK 4.5bn by 2025 while achieving an average organic growth per annum of at least in line with market growth.

Profitability

Target to achieve an adjusted EBITA margin of 14-15% in the medium term.

Capital structure

Norva24's capital structure shall enable a high degree of financial flexibility and allow for acquisitions. Target steady state net debt ratio (including IFRS16 lease liabilities) should normally not exceed 2.5x adjusted EBITDA, other than temporarily as a result of M&A. Temporarily is defined as maximum four calendar quarter sequentially.

Dividend Policy

As part of Norva24's vision and strategy, it intends to reinvest cash flows into growth and expansion initiatives, including acquisitions, and as such does not expect to pay annual dividends to its shareholders in the medium term.

Shareholder information & financial calendar

TOP 10 OWNERSHIP STRUCTURE JUNE 30, 2022

Shareholder Total shares Ownership, %
Valedo Partners Fund II AB 60,346,567 33.03
Swedbank Robur Funds 18,055,555 9.88
Invest24 AS 12,519,326 6.85
Nordstjernan 12,338,274 6,75
Carnegie Funds 4,379,560 2.40
AQP Holding AS 3,446,536 1.89
Life Insurance Skandia 3,440,194 1.88
Voß, Andreas 3,409,851 1.87
JKT Birkeland Invest AS 3,140,574 1.72
Fallang Holding AS 2,829,394 1.55
Other 58,776,909 32.18
Total 182,682,740 100.0

Contact information

Stein Yndestad, Group CFO Tel: +47 916 86 696 [email protected]

Sture Stölen, Head of IR Tel: +46 723 68 65 07 [email protected]

[email protected]

Financial calendar

November 23, 2022
February 24, 2023
May 23, 2023
Week 17, 2023
May 25, 2023

Norva24 Grandeveien 13, 6783 Stryn, Norway [email protected] www.norva24.com