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Xploara Technologies
Quarterly Report • Nov 26, 2025
3792_rns_2025-11-26_4ae3b203-c2d3-472e-8511-9968b8894351.pdf
Quarterly Report
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Page 1 Q2 2023
Contents
| About Xplora | 4 |
|---|---|
| Message from the CEO | 5 |
| Q3 25 Highlights | 5 |
| Key Figures | 6 |
| Q3 2025 Strategic and Operational Review | 8 |
| Xplora Technologies Group Financials | 10 |
| Segment – Kids & Youth | 13 |
| Segment – SenioR | 14 |
| Outlook | 15 |
| Xplora Technologies Group | 17 |
| Income statement | 17 |
| Statement of financial position | 18 |
| Statement of changes in equity | 19 |
| Statement of cash flows | 20 |
| Notes | 21 |
About Xplora
Xplora creates technology that helps families stay connected and safe.
The company design smart devices and services that give each age group young children, teenagers, or seniors — the right level of freedom and support as they grow. Xplora's products help families manage screen time, build healthy digital habits, and stay in touch across generations.
Founded in Norway, Xplora pioneered the kids' smartwatch market in Europe, combining secure communication with services that promote physical activity and digital balance. Today, the product portfolio has grown to include youth phones and solutions for the senior market, expanding the company's mission to support families at every stage of life. This positions Xplora as a leading European platform for family-centric services. As of 2025, Xplora reports financial performance across two operating segments: Kids & Youth and Senior. Headquartered in Oslo, the company operates in key European markets and the United States.
The Xplora ecosystem is powered by the Xplora Guardian app, which gives families intuitive tools to manage safety, access, and communication across devices. In parallel, Xplora's SaaS and MVNO operations provide scalable mobile subscription and service management across B2C and B2B markets, currently active in nine countries.
Xplora remains committed to empower families to navigate the digital world safely, gradually, and on their own terms.
Q3 FAST FACTS
Total revenue NOK 510m
Service revenue NOK 90m
MVNO In 9 markets
226 FTE
Page 4 Q3 2025
Message from the CEO
This quarter showcase both the scale and profitability of the Xplora group. For the first time in Xplora's history, quarterly revenue surpassed 500m NOK in a single quarter. Our subscription base grew steadily through the quarter to 443k, an increase of 36% y/y. With several new generation devices launched this year, both segments have seen structural improvements in device margins, which further enhances profitability. As such, group EBITDA ended at NOK 72m in Q3 25, which is more than the EBITDA for the entire year of 2024.
A key priority this quarter has been to optimize our channel mix and market activities towards subscription growth. This resulted in one of our strongest quarters for watch activations. Combined with a continued high conversion rate, this is driving strong momentum in subscription growth as we progress towards our goal of reaching one million subscriptions. At the same time, the introduction of our new product series has reduced cost of goods sold, further supporting the positive development in gross margin. Looking across our segments, the subscription opportunities remain significant. In the Senior segment, as well as in the Youth market, we are still at the early stages of converting the large device customer base into subscriptions, and we have only just begun this journey.
The quarter delivered strong financial results, reflecting both the acquisition of Doro AB and underlying growth in recurring service revenue from subscriptions. Revenue reached NOK 510m, driving a y/y growth in service revenue to NOK 90m, up 19% y/y. Our profitability continues to develop positively, and the subscription base provides us with a highly profitable ARR base at NOK 358m.The product mix is supporting profitability, with total gross margin increasing to 52% from 47% in the
third quarter last year. The EBITDA of NOK 72m corresponds to an increase in the EBITDA-margin to 14% from 12% last year.
To ride the next waves of growth, we will continue to expand our opportunity space and think along multiple axes. This includes broadening our product grid, developing additional customer verticals, and leveraging our full geographical presence. We refer to this strategic development process as Rethink Different.
As part of this development, we are broadening and expanding our Kids portfolio into both entry-level and mid-range offerings, including our first Kids phone. In the Youth market, we will extend into the medium tier next year as our software offering becomes compatible with a wider set of devices.
At the same time, the Senior segment continues to perform well, supported by the launch of our Leva and Aurora phone series earlier this year. During the quarter, we further advanced the service offering for the segment through webshop improvements, streamlined customer processes, and preparations for additional security-related services. These initiatives lay the foundation for rolling out Doro
Q3 25 confirms the structural improvement across the group and with this momentum building, we see clear potential to shift into the next gear as we start to operationalise Rethink Different.
Connect across more markets
in the coming months.
Sten Kirkbak
Q3 25 HIGHLIGHTS
- Group revenues +103% y/y to NOK 510.0m
- 443k subscriptions, up 36% y/y
- Recurring service revenues +19% y/y to NOK 89.6m, translating to an ARR of NOK 358.4m
- Gross profit +122% y/y to NOK 262.9m
- Positive EBITDA of NOK 71.7m
- NOK 426.1m in cash and cash equivalents
Page 5 Q3 2025
KEY FIGURES
| NOK millions (IFRS*) | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|
| Device revenue | 420 | 175 | 1,061 | 355 | 517 |
| Service revenue | 90 | 75 | 251 | 204 | 281 |
| Total revenue | 510 | 251 | 1,312 | 558 | 797 |
| Growth y/y | 103% | 32% | 135% | 17% | 16% |
| Gross profit | 263 | 118 | 685 | 278 | 390 |
| Gross margin | 52% | 47% | 52% | 50% | 49% |
| EBITDA | 72 | 31 | 140 | 52 | 71 |
| Subscriptions (k) | 443 | 326 | 443 | 326 | 358 |
| ARR | 358 | 301 | 358 | 301 | 308 |
| Shares outstanding (million) | 45 | 44 | 45 | 44 | 44 |
Quarterly figures are unaudited.
*As of Q1 25, Xplora reports under IFRS, with Doro AB being reported as part of the Group for the first time. Please refer to note 12 for further details on the transition.
Page 6 Q3 2025
Q3 2025 Strategic and Operational Review
Xplora is working to realize its high-value growth strategy with an ambition of reaching one million subscriptions. To achieve this growth, the company is expanding its portfolio of products and services and broadening its customer reach. The strategic partnership with Human Mobile Devices (HMD) extends the scope beyond the kid's smartwatch market to include youth smartphones, increasing the average customer lifetime value. The acquisition of Doro AB further broadened the customer reach to the senior market, enabling a significant growth opportunity in the years to come.
BUILDING A GLOBAL SUBSCRIPTION BASE
Xplora exited Q3 25 with an ARR of NOK 358.4m, up 19% from NOK 301.2m in Q3 24.
Driven by strong growth in service revenues from the Kids & Youth segment, a growing share of operating expenses is now covered by gross profit from recurring revenue. The forward looking ARR gross profit now covers 103% of the last twelve months service-related opex in the Kids & Youth segment. This excludes marketing costs tied to device sales. ARR gross profit now covers the cost of maintaining our subscription base.
In Q3 25 the total subscription base surpassed 400k reaching a total of 443k at the end of the quarter. This was up 116k y/y, from 326k in Q3 24. The total subscription base is comprised of 291k mobile subscriptions, 35k B2B service revenue subscriptions, 12k service fee subscriptions and 104k premium service subscriptions.
The current subscription base reflects activity in the kids' market within the Kids & Youth segment. Sales in the Youth market and the Senior segment launched successfully in Q2 25. During Q3, the focus in the Senior segment has been on further developing the Doro Connect offering, including enhancements to the webshop, streamlining of customer processes, and preparation of additional security-related services. The service will be rolled out to additional sales channels and markets in the coming months, supporting longterm growth opportunities. Both the Youth market and the Senior segment remain at an early stage of converting a large device customer base into recurring services.
Page 8 Q3 2025
Xplora operates as an MVNO in Norway, France, Spain, UK, Denmark, Sweden, Finland, Germany and the US.
Distribution of the mobile subscription base (%)
Of the 291k mobile subscriptions Xplora had at the end of Q3 25, the majority remain the Nordics, however the share outside of the Nordics continued to grow this quarter. The Nordics reached a milestone, ending Q3 25 with 200k mobile subscriptions. This was up 13k y/y, equivalent to 7% growth. Outside the Nordics, mobile subscriptions increased 61% y/y from 56k in Q3 24, to 91k at the end of Q3 25. This was up 13% q/q from 81k in Q2 25. The largest market outside the Nordics was Germany with 58k mobile subscriptions. Germany remains the strongest growth driver, adding 11k mobile subscriptions q/q and 30k y/y. This corresponds to 106% growth y/y. US ended Q3 25 with 12k subscriptions, while UK subscriptions remained at 9k. Spain also saw a milestone reached, ending the quarter with 10k mobile subscriptions. This was up 93% y/y from 5k in Q3 24.
NEW INTERIM CEO AT DORO AB
On July 6, 2025, Xplora announced that the Board of Directors of Doro AB had reached a mutual agreement with Julian Read to step down as CEO. Effective immediately, Kjetil Fennefoss was appointed interim CEO of Doro AB. Fennefoss brings extensive experience from the telecom and technology sectors, having held senior leadership roles at Telenor and Millicom prior to joining Xplora as Chief Operating Officer in 2022.
X6 PLAY UPGRADE
A key milestone this quarter was the transition to the upgraded X6 Play model, representing an important change in the Kids & Youth smartwatch lineup. The new X6 Play delivers improved overall performance and resolves durability issues identified in the previous model, resulting in a more robust and reliable device. The updated hardware platform also supports healthier margins without compromising on quality.
Page 9 Q3 2025
Xplora Technologies Group Financials
Q3 25 underlines the profitability in both the Kids & Youth and Senior segments. With revenues of NOK 510.0m in Q3 25, the company surpassed the half-billion mark for the first time in a single quarter. With an improved LTM conversion rate to 38% in the kids' market, subscriptions continued to grow, driving service revenues up 19% y/y to NOK 89.6m. The group saw structural improvements in its device margins that further enhanced the results. As a result, EBITDA reached NOK 71.7m in Q3 25.
Q3 25 PROFIT & LOSS
From Q1 25, Xplora reports under IFRS, with Doro AB being reported as part of the Group. Doro is reported as the Senior segment. Please refer to note 12 for further details on the transition.
Xplora's group revenue ended at NOK 510.0m in Q3 25, up 103% from NOK 250.6m in Q3 24. Excluding the contribution from the Senior segment, revenues were down 1% y/y to NOK 248.3m. Recurring service revenue ended at NOK 89.6m, up 19% y/y from NOK 75.3m in Q3 24. This was driven by a 116k y/y increase in total subscriptions. Device revenue grew 140% y/y to NOK 420.4m.
Revenue Xplora Co. – Devices vs services (NOKm)
Gross profit came in at NOK 262.9m in Q3 25, yielding a gross margin of 52%, up from NOK 118.4m and 47% in Q3 24. Excluding the Senior segment, gross profit was NOK 128.8m with a margin of 52% in Q3 25. Structural improvements in device margins and favorable exchange rates lifted profitability, resulting in a device margin of 45% in Q3 25. Excluding Senior contribution, gross margin on devices was 36%, an improvement from 32% in Q3 24. The gross margin reported excludes marketing, selling and distribution
costs. Gross margin from device sales is exposed to the current EUR/USD exchange rate.
Total operating costs came in at NOK 191.3m in Q3 25 compared to NOK 87.6m in Q3 24. Total opex was NOK 98.1m excluding the Senior segment. LTM operating costs as a percentage of LTM sales were unchanged y/y ending at 41% in Q3 25. Employee expenses were NOK 77.7m in Q3 25, including NOK 4.6m related to the management change in the Senior segment. This is compared to employee expenses of NOK 38.3m in Q3 24. Marketing expenses ended at NOK 42.1m in Q3 25, up from NOK 18.1m in Q3 24. Other operating costs were NOK 71.4m in Q3 25, up from NOK 31.2m in Q3 24.
At the end of Q3 25, Xplora had 226 full-time equivalents (FTE), up from 100 FTE in Q3 24.
EBITDA ended at NOK 71.7m in Q3 25, an increase of 133% from NOK 30.8m in Q3 24.
Excluding the contribution from the Senior segment, EBITDA was NOK 30.7m.
Page 10 Q3 2025
Depreciation and amortization were NOK 17.7m resulting in a group EBIT of NOK 54.0m in Q3 25. This compares to NOK 11.6m and an EBIT of NOK 19.2m in Q3 24. Net finance expenses amounted to NOK 8.3m, compared to NOK 3.1m in Q3 24. In Q1 and Q2 this year, Xplora had negative non-cash currency impacts from currency adjustment on the EURdenominated acquisition loan on the P&L. In Q3, the currency adjustment provides a positive impact on the P&L. Please see note 6 for breakdown of net finance expenses.
The profit before tax ended at NOK 45.7m in Q3 25. This compares to a profit before tax of NOK 16.1m in Q3 24. Note that finance expenses do not include a market value adjustment of Xplora's shares in Doro, denominated in SEK.
BALANCE SHEET
Total assets decreased to NOK 2,037.7m at the end of Q3 25, from NOK 2,065.8m at the end of Q2 25.
In preparation for increased demand in the high season the group increased inventory, exiting Q3 25 with NOK 360.8m, up from NOK 321.0m in Q2 25. Excluding the inventory contribution from the Senior segment, inventories were NOK 89.7m exiting Q3 25, up from NOK 66.4m in Q2 25. The Senior segment inventory also increased in the anticipation of finalizing high-value orders in the coming quarter. Current receivables increased to NOK 320.7m in Q3 25, from NOK 281.7m in Q2 25.
Cash and cash equivalents decreased by NOK 103.8m q/q from NOK 530.0m in Q2 25, to NOK 426.1m in Q3 25. The main impact on cash & equivalents is a NOK 61.8m downpayment on the acquisition loan in addition to the inventory buildup. Excluding the cash contribution from the Senior segment, cash and cash equivalents were NOK 226.0m, down from NOK 310.8m in Q2 25. Consolidated equity was NOK 380.4m, including minority shareholder equity at NOK 93.8m. This compared to an equity of NOK 348.0m and a minority shareholders' equity of NOK 91.8m at the end of Q2 25.
Total non-current assets ended at NOK 930.1m in Q3 25, down from NOK 933.2m in Q2 25. Excluding the Senior effects, total non-current assets decreased from NOK 204.6m exiting Q2 25, to NOK 203.8 in Q3 25. The largest components of non-current assets were intangible assets at NOK 828.8m in Q3 25, a decrease from NOK 832.1m in Q2 25. Intangible assets include
goodwill at NOK 453.6m, and trademarks and trade names at NOK 286.4m.
Total liabilities to financial institutions decreased from NOK 1,037.2m at the end of Q2 25, to NOK 956.7m in Q3 25. The decrease is a result of the NOK 61.8m downpayment on the acquisition loan. The remaining acquisition loan amounted to NOK 890.8m at the end of Q3 25, of which NOK 656.7m is classified as noncurrent liability. Xplora also made the last NOK 2.1m downpayment to Innovation Norway in Q3 25, a loan which is now fully repaid. Other non-current liabilities amounted to NOK 102.7m at the end of Q3 25, including NOK 59.1m in deferred tax liability from the PPA. Accounts payable ended at NOK 191.9m, down from NOK 197.7m in Q2 25. Other current liabilities amounted to NOK 406.0, compared to NOK 376.7m in Q2 25.
CASH FLOW
Net cash flow from operating activities was negative NOK 1.6m in Q3 25, compared to positive NOK 71.9m in Q3 24. The main impact came from changes in working capital, which gave a negative cash effect of NOK 69.7m in Q3 25. This was primarily driven by an increase in inventory and accounts receivable. In Q3 24 changes in working capital gave a cash effect of positive NOK 44.3m. Since the currency adjustment on the loan is a non-cash adjustment, this is netted against the effect it has on profit before tax. The currency effects were NOK 9.6m in Q3 25.
Cash from investing activities amounted to negative NOK 12.6m in Q3 25. This is capex and relates solely to investments in intangible and tangible assets. This compares to negative NOK 6.2m in Q3 24.
Cash flow from financing activities was negative NOK 89.7m in Q3 25. This was largely due to a NOK 61.8m downpayment on the acquisition loan in addition to interest payments on the same loan. In Q3 24, cash flow from financing activities was negative NOK 15.3m.
In total, net change in cash was negative NOK 103.8m during Q3 25, compared to positive NOK 50.4m in Q3 24. Xplora ended the quarter with a cash balance of NOK 426.1m, up 141% y/y compared to NOK 176.7m at the end of Q3 24.
Page 11 Q3 2025
YTD PROFIT & LOSS
Group revenues reached NOK 1,311.7m YTD 2025, a 135% increase from NOK 558.5m in the same period last year. Excluding the contribution from the Senior segment, revenues were NOK 582.0m YTD, up 4% y/y. Recurring service revenue amounted to NOK 250.9m this year, up 23% y/y. Device revenue came in at NOK 1,060.8m, a 199% increase from NOK 354.9m YTD 24.
Gross profit YTD 25 equals NOK 684.9m, compared to NOK 277.9m YTD 24. Gross margin ended at 52%, up from 50% y/y. The increase is due to improved device profitability from new generation products and favourable market conditions.
Total operating expenses (opex) were NOK 544.6m, up 141% from NOK 225.7m in YTD 24. The YTD 25 figure excludes NOK 15.7m from the reported opex in the Senior segment relating to transaction costs incurred before the transaction date.
YTD Xplora achieved an EBITDA of NOK 140.2m. This compares to NOK 52.2m YTD 24. Excluding the Senior segment, EBITDA amounts to NOK 57.0m YTD, and NOK 70.0m excluding Doro transaction costs. Depreciation and amortization were NOK 55.4m, up from NOK 33.1m YTD 24. EBIT ended at NOK 84.8m, a 345% increase from NOK 19.1m in the same period last year. Profit before tax was negative NOK 60.9m, compared to positive NOK 7.4m YTD 24. The decrease is primarily driven by higher net financial expenses compared to the same period last year, due to one off cost related to the acquisition of Doro AB, including bank and arrangement fees recognized as finance expenses, interests, and negative non-cash currency effects on the EUR-denominated acquisition loan.
COMBINED PRO FORMA FINANCIAL INFORMATION
Total revenue increased 8% in Q3 25, compared to combined pro forma revenue of NOK 474.4m for Q3 24. The gross profit increased 14%, from NOK 230.8m, and EBITDA decreased slightly by 1%, from NOK 72.4m in Q3 24 to NOK 71.7m in Q3 25.
The combined cash and cash equivalent balance increased by 6% y/y from NOK 400.6m in Q3 24 to NOK 426.1m in Q3 25.
The combined pro forma results reflect the aggregated historical performance of both legacy entities, adjusted for alignment in accounting policies and currency. These are presented for informational purposes and do not represent actual historical results.
RISK AND UNCERTAINTY
As described in the Annual Report 2024, Xplora faces several risk factors, including market and competition risk, operational risk, geopolitical and climate risks, cybersecurity risk, and both the Board of Directors and management diligently monitors the group's risk exposure and continuously strives to enhance internal control processes to uncover and mitigate risks and uncertainties.
The company sees no major changes to these risk factors, which are reviewed in detail in the Annual Report. Note that the group expects minimal effects of announced and/or implemented US import tariffs, with device sales in the US making up only a small portion of total revenue.
The group's financial market risks, relating mainly to interest rates and currency developments, are also covered in detail in the Annual Report.
The interest risk mainly relates to a four-year floating interest loan of EUR 82m which was established to finance the acquisition of Doro AB. To mitigate interest rate risk, Xplora has hedged up to 75% of the EURIBOR-linked interest rates through interest rate swap agreements. In addition, the group refinanced and expanded an existing inventory financing facility in the first half year. The group started to repay the acquisition loan in Q3 25.
With sales, procurement, salaries and other costs in different currencies, Xplora is exposed to currency risk associated with movements in NOK against primarily USD, EUR, SEK, and GBP. As the group buys goods in USD and sells the majority of its products in European markets, the group is hedging parts of its EUR/USD exposure to mitigate the risk related to currency fluctuations.
With a cash position of NOK 426m, the group has ample liquidity to finance ongoing and planned operations, and the Board of Directors and the management view the liquidity risk as very limited.
Page 12 Q3 2025
Revenue, gross profit, and EBITDA
| Amount in NOK millions | Q3 2025 | Q3 2024 | Change % | YTD 2025 | YTD 2024 | YTD Change % |
|---|---|---|---|---|---|---|
| Revenue | 248.3 | 250.6 | -1% | 582.0 | 558.5 | 4% |
| Gross Profit | 128.8 | 118.4 | 9% | 322.0 | 277.9 | 16% |
| Operating expenses * | 98.1 | 87.6 | 12% | 265.0 | 225.7 | 17% |
| EBITDA | 30.7 | 30.8 | 0% | 57.0 | 52.2 | 9% |
| EBITDA margin | 12% | 12% | 1% | 10% | 9% | 5% |
*YTD 25 includes NOK 13.0m in one-off transaction costs relating to the Doro AB acquisition in Q1 25, with no additional transaction costs recorded in Q3 25.
In Q3 25 the Kids & Youth segment saw its highest quarterly increase in subscriptions ever, with an increase of 116k to a total of 443k subscriptions. The Kids & Youth segment sold a total of 144k units in Q3 25, compared to 163k in Q3 24. The lower unit sale y/y affected revenues which is down 1% y/y. However, with the improved device margins and higher share of service revenues gross profit increased 9% y/y, ending at NOK 128.8m.
Opex increased 12% y/y, driven by higher activity across the organization in preparations for 2026. Segment EBITDA ended at NOK 30.7m in Q3 25, the same as in Q3 24. YTD EBITDA is up 9% y/y. Adjusted for one-off transaction costs YTD EBITDA came in at NOK 70.0m, equal to a 34% y/y growth.
Quarterly revenue (NOKm) – Device vs. Services Watch activations (k)
• Service revenue was up 19% y/y coming from growing subscription base
- The Kids & Youth segment had 443k subscriptions at the end of Q3 25, up 36% y/y, comprised of 291k mobile subscriptions, 104k premium, 35k B2B subscriptions and 12k service fee subscriptions
- Gross Margin equaled 52% vs. 47% in Q3 24, boosted by sale of new generation products and favorable exchange rates
- Watch activations is the number of watches that are activated for the first time by an end user and is Xplora's best measure for sales to consumers (sell-out)
- Q3 25 saw 174k new watch activations, up from 162k in Q3 24
- LTM Conversion rate is up to 38% from 35% in Q3 24, meaning more of the activated watches are activated with a Xplora subscription
Page 13 Q3 2025
Revenue, gross profit, and EBITDA
| Amount in NOK millions | Q3 2025 | Q3 2024 | Change % | YTD 2025 | YTD 2024 | YTD Change % |
|---|---|---|---|---|---|---|
| Revenue | 262.8 | 223.8 | 17% | 738.7 | 628.7 | 18% |
| Gross Profit | 135.2 | 112.4 | 20% | 371.9 | 287.9 | 29% |
| Operating expenses | 95.5 | 70.8 | 35% | 283.5 | 213.7 | 33% |
| EBITDA | 39.6 | 41.6 | -5% | 88.5 | 74.2 | 19% |
| EBITDA margin | 15% | 19% | -19% | 12% | 12% | 2% |
From Q1 25 Xplora reports on the Senior segment. Historical figures reported by Doro are included in the segment report, for an easier comparison and overview of historical development in the figures.
The Senior segment sold a total of 326k connected units in Q3 25, up from 281k in Q3 24. The shift from 2G and 3G to 4G technology continues to drive sales of the new feature phones series. The result was total revenues of NOK 262.8m in Q3 25, up 17% from the previous year. Going forward, the Aurora series can now be sold across all regions after technical validation was received from all operators during Q3 25.
The new range of models and favorable exchange rates also improved gross margins from 50% in Q3 24 to 51% in Q3 25, keeping in mind royalties and inventory depreciation made margins in Q3 24 exceptionally good. Gross profit was NOK 135.2m, up 20% y/y.
Total operating expenses increased by 35% y/y to NOK 95.5m in Q3 25. This was driven up by investments in connectivity set-up and a NOK 4.6m in costs relating to management change.
EBITDA ended at NOK 39.6m for the Senior segment in Q3 25, down 5% compared to Q3 24 reported by Doro AB. YTD EBITDA was NOK 88.5m, up 19% y/y. YTD figures exclude NOK 15.7m opex compared to Doro AB's reported figures, relating to transaction costs in Q1 25 which occurred before the transaction date.
Senior quarterly revenue (NOKm) Senior Subscription base (k)
• Gross margin 51% in Q3 25. This compares to 50% in Q3 24 reported by Doro
Xplora successfully launched mobile subscriptions and services for the senior customer base in the second quarter of 2025, starting with sales in Sweden through the company's own webshop. During Q3 25, the focus has been on further developing the Doro Connect offering, including enhancements to the webshop, streamlining of customer processes, and preparation of additional security-related services. The service will be rolled out to additional sales channels and markets in the coming months, supporting long-term growth opportunities.
Page 14 Q3 2025
Outlook
Xplora continued to show solid revenue growth in the third quarter, with changes in the product and services mix supporting margin improvements and improved results. Through acquisitions and partnerships Xplora has broadened its strategic scope and created a stronger growth platform as it moves forward on the road towards its target to reach one million subscriptions.
Total revenue more than doubled to NOK 510.0m in the third quarter, surpassing the half-billion mark for the first time in a single quarter. Supported by higher gross margin, the company reported an EBITDA of NOK 71.7m in Q3 25 slightly above the EBITDA for the full year 2024. This showcase both the new scale and profitability of the Xplora group going forward.
The Kids & Youth segment saw increased levels of watch activation, in addition to a record high y/y increase in subscription base in Q3 25, which continue to reflect robust end-consumer demand. This, in combination with year-to-date unit sales, signals a favourable outlook for the segment unit sales in the coming quarter.
In the Senior segment, the company has started to market and sell Xplora's mobile subscription services (Doro Connect) to its device customers and continues to develop the connectivity set-up and offerings. Doro Connect services are being launched in all relevant online channels in our core markets, and the company is working closely with partners to introduce Doro Connect in retail. A priority is to identify opportunities to increase visibility and expand the scope of the Doro Connect offering.
As Xplora moves forward, the group seeks to grow its opportunity space by introducing a new strategic framework called "Rethink different". This involves
working along three main axes, where a key element is to expand the product grid with new product enablers across the customer groups. In addition, the company is developing new verticals, such as adding phones to the Kids & Youth segment.
As a part of this process, Xplora target to expand into new MVNO markets over the next 5 years and ensure the company is fully leveraging its geographical market positions across all products and verticals.
With a stronger financial fundament and a broadened strategy, the company remains committed to executing on its strategic roadmap, with a clear goal of reaching one million subscriptions over the next three-four years.
In line with the company's long-term strategic direction, the board of directors of Xplora has decided to initiate a process for analysing alternatives for an uplisting from Euronext Growth to another regulated marketplace. The ambitions are that the process is completed within 12 months, subject to prevailing market conditions and regulatory approvals.
Page 15 Q3 2025
Xplora Technologies Group INCOME STATEMENT
| NOK '1000 | Note | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|---|
| Revenue | 3 | 510,018 | 250,644 | 1,311,660 | 558,457 | 797,148 |
| Cost of goods sold, and services provided | 3 | 247,071 | 132,273 | 626,805 | 280,591 | 407,589 |
| Gross Profit | 3 | 262,946 | 118,370 | 684,855 | 277,866 | 389,559 |
| Employee expenses | 3, 4 | 77,708 | 38,261 | 219,425 | 95,983 | 128,107 |
| Marketing expenses | 3 | 42,115 | 18,124 | 114,361 | 46,155 | 65,493 |
| Other operating expenses | 3, 5, 8 | 71,430 | 31,218 | 210,837 | 83,550 | 125,000 |
| EBITDA | 3 | 71,693 | 30,768 | 140,232 | 52,178 | 70,959 |
| Depreciation and amortization | 3 | 17,727 | 11,591 | 55,433 | 33,117 | 44,262 |
| Operating profit / EBIT | 3 | 53,966 | 19,177 | 84,799 | 19,061 | 26,697 |
| Finance (income)/expenses - net | 6 | 8,302 | 3,126 | 145,706 | 11,663 | 14,062 |
| Profit (loss) before income tax | 45,664 | 16,051 | -60,907 | 7,397 | 12,635 | |
| Income tax | 10,329 | -486 | 14,677 | -305 | 4,240 | |
| Net profit (loss) | 35,335 | 16,537 | -75,584 | 7,703 | 8,395 | |
| Net profit (loss) for the year is attributable to: Owners of parent company (Xplora Technologies AS) |
||||||
| Non-controlling interest | 33,044 2,291 |
16,537 0 |
-79,979 4,396 |
7,703 0 |
8,395 0 |
|
| Earnings per share: | ||||||
| Basic earnings per share Diluted earnings per share |
0.79 | 0.37 | -1.70 | 0.17 | 0.18 | |
| 0.78 | 0.35 | -1.70 | 0.14 | 0.16 |
Quarterly figures are unaudited.
STATEMENT OF COMPREHENSIVE INCOME
| NOK '1000 Note |
Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|
| Net profit (loss) | 35,335 | 16,537 | -75,584 | 7,703 | 8,395 |
| Other comprehensive income (net of tax) Items that may be reclassified to profit or loss: Foreign currency translation differences |
-5,290 | 2,954 | 12,493 | 7,439 | 8,908 |
| Effects from cash flow hedges | 3,822 | 0 | 106 | 0 | 0 |
| Tax on items that may be reclassified to profit or loss | -743 | 0 | 0 | 0 | 0 |
| Total comprehensive income for the year | 33,124 | 19,491 | -62,985 | 15,142 | 17,303 |
| Total comprehensive income for the year is attributable to: Owners of parent company (Xplora Technologies AS) Non-controlling interest |
30,885 2,239 |
19,491 0 |
-69,448 6,463 |
15,142 0 |
17,303 0 |
Quarterly figures are unaudited.
Page 17 Q3 2025
Xplora Technologies Group STATEMENT OF FINANCIAL POSITION
| NOK '1000 | Note | 30.9.25 | 30.6.25 * | 31.12.24 | 30.9.24 |
|---|---|---|---|---|---|
| Intangible assets | 7 | 828,785 | 832,091 | 175,937 | 175,785 |
| Property, plant and equipment | 25,278 | 22,750 | 14,017 | 14,561 | |
| Financial assets | 48,575 | 47,777 | 0 | 0 | |
| Deferred tax asset | 21,724 | 24,327 | 13,031 | 14,858 | |
| Other non-current assets | 5,741 | 6,224 | 11,590 | 16,173 | |
| Total non-current assets | 930,104 | 933,168 | 214,576 | 221,377 | |
| Inventories | 360,817 | 320,952 | 80,944 | 80,103 | |
| Current receivables | 320,703 | 281,728 | 75,493 | 107,358 | |
| Cash and cash equivalents | 426,107 | 529,956 | 235,067 | 176,715 | |
| Total current assets | 3 | 1,107,627 | 1,132,636 | 391,504 | 364,176 |
| Total assets | 2,037,731 | 2,065,804 | 606,080 | 585,552 | |
| Equity (excluding minority share) | 286,550 | 256,193 | 352,433 | 348,545 | |
| Minority shareholders' equity | 93,806 | 91,798 | 0 | 0 | |
| Total equity | 380,357 | 347,991 | 352,433 | 348,545 | |
| Non-current liabilities to financial institutions | 10 | 656,669 | 742,822 | 6,250 | 8,333 |
| Other non-current liabilities | 102,735 | 106,226 | 6,435 | 7,936 | |
| Total non-current liabilities | 759,404 | 849,048 | 12,685 | 16,269 | |
| Current liabilities to financial institutions | 10 | 300,057 | 294,369 | 83,317 | 57,316 |
| Accounts payable | 191,888 | 197,663 | 49,287 | 64,774 | |
| Other current liabilities | 406,025 | 376,733 | 108,357 | 98,647 | |
| Total current liabilities | 897,970 | 868,765 | 240,961 | 220,738 | |
| Total liabilities | 3 | 1,657,374 | 1,717,812 | 253,646 | 237,007 |
| Total equity and liabilities | 2,037,730 | 2,065,803 | 606,080 | 585,552 |
Quarterly figures are unaudited.
Page 18 Q3 2025
* NOK 220.5m has been reclassified from non-current liabilities to financial institutions to current liabilities to financial institutions compared to what was reported in Q2 25. The reclassification does not affect total liabilities.
Xplora Technologies Group STATEMENT OF CHANGES IN EQUITY
| NOK '1000 | Share capital |
Share premium |
Treasury shares |
Shares to be issued |
Currency translation differences |
Other equity |
Non controlling interest |
Total equity |
|---|---|---|---|---|---|---|---|---|
| Balance at 1 January 2024 | 167 | 306,581 | 0 | 17,500 | 0 | 3,106 | 0 | 327,354 |
| Net profit (loss) | 0 | 0 | 0 | 0 | 0 | 7,703 | 0 | 7,703 |
| Other comprehensive income | 0 | 0 | 0 | 0 | 7,439 | 0 | 0 | 7,439 |
| Total comprehensive income for the period | 0 | 0 | 0 | 0 | 7,439 | 7,703 | 0 | 15,142 |
| Transactions with the owners of the company Issue of share capital net of transaction costs and tax |
10 | 17,490 | 0 | -17,500 | 0 | 0 | 0 | 0 |
| Share-based program | 0 | 0 | 0 | 0 | 0 | 6,049 | 0 | 6,049 |
| 10 | 17,490 | 0 | -17,500 | 0 | 6,049 | 0 | 6,049 | |
| Balance at 30 September 2024 | 177 | 324,071 | 0 | 0 | 7,439 | 16,858 | 0 | 348,545 |
| Balance at 1 January 2025 | 177 | 324,071 | 0 | 0 | 8,908 | 19,277 | 0 | 352,433 |
| Net profit (loss) | 0 | 0 | 0 | 0 | 0 | -79,836 | 4,252 | -75,584 |
| Other comprehensive income | 0 | 0 | 0 | 0 | 10,545 | 0 | 2,054 | 12,599 |
| Total comprehensive income for the period | 0 | 0 | 0 | 0 | 10,531 | -79,836 | 6,306 | -62,985 |
| Transactions with the owners of the company | ||||||||
| Issue of share capital net of transaction costs and tax |
3 | 5,726 | 0 | 0 | 0 | 0 | 0 | 5,726 |
| Acquisition of treasury shares | 0 | 0 | -4,927 | 0 | 0 | 0 | 0 | -4,927 |
| Non-controlling interests on acquisition of subsidiary |
0 | 0 | 0 | 0 | 0 | 0 | 93,901 | 93,901 |
| Transactions with non-controlling interest | 0 | 0 | 0 | 0 | 0 | -88 | -6,401 | -6,489 |
| Share-based program | 0 | 0 | 0 | 0 | 0 | 2,695 | 2,695 | |
| 3 | 5,726 | -4,927 | 0 | 0 | 2,607 | 87,500 | 90,909 | |
| Balance at 30 September 2025 | 179 | 329,797 | -4,927 | 0 | 19,453 | -57,952 | 93,806 | 380,357 |
Quarterly figures are unaudited.
Page 19 Q3 2025
Xplora Technologies Group STATEMENT OF CASH FLOWS
| NOK '1000 Note |
Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|
| Profit (loss) before tax | 45,664 | 16,051 | -60,907 | 7,397 | 12,635 |
| Depreciation and amortization | 17,727 | 11,591 | 55,329 | 33,117 | 44,262 |
| Foreign currency gains/losses on debt * | 6 -9,637 |
0 | 53,884 | 0 | 0 |
| Net finance | 6 14,352 |
0 | 73,845 | 0 | 0 |
| Change in working capital (incl changes in provision) | -69,684 | 44,281 | -128,550 | 22,556 | 47,641 |
| Net cash flow from operating activities | -1,579 | 71,923 | -6,398 | 63,070 | 104,538 |
| Investments in intangible and tangible assets | -12,577 | -6,246 | -43,562 | -13,617 | -18,483 |
| Purchase of subsidiary net of cash | 8 0 |
0 | -484,147 | 0 | 0 |
| Net cash flow from investing activities | -12,577 | -6,246 | -527,710 | -13,617 | -18,483 |
| Change in debt | -71,806 | -13,242 | 820,624 | -4,237 | 19,681 |
| Interest paid | -13,372 | 0 | -40,000 | 0 | 0 |
| Loan fees | 0 | 0 | -41,195 | 0 | 0 |
| Sale/ repurchase of own shares | 2,535 | 0 | 5,729 | 0 | 0 |
| Other financing activities | -7,049 | -2,061 | -20,010 | -5,935 | -8,103 |
| Net cash flow from financing activities | -89,692 | -15,303 | 725,148 | -10,172 | 11,578 |
| Net change in cash and cash equivalents | -103,848 | 50,374 | 191,040 | 39,282 | 97,634 |
| Cash and cash equivalents at start of period | 529,956 | 126,341 | 235,067 | 137,433 | 137,433 |
| Cash and cash equivalents at end of period | 426,108 | 176,715 | 426,108 | 176,715 | 235,067 |
Quarterly figures are unaudited.
** Given change in the cash flow statement report structure from Q1 25, where financial items related to the Doro acquisition is moved from operating- to financingactivities, YTD reflects Q1 25 numbers with the changes made in Q2 25 report structure.
Page 20 Q3 2025
* Relating to currency effects on the acquisition loan.
NOTES
NOTE 1 CORPORATE INFORMATION
Xplora Technologies AS is a Norwegian public limited liability company listed on Euronext Growth Oslo under the ticker XPLRA. The company's head office is located at Nedre Slottsgate 8, 0157 Oslo, Norway. Xplora is an information technology group that develops and offers wearable smart devices, mobile subscriptions, and value-added services through its premium subscription.
The interim consolidated financial statements of Xplora Technologies AS and its subsidiaries (the "Group" or "Xplora") for the three months ending 30 September 2025 were approved for publication by the Board of Directors on 25 November 2025.
NOTE 2 BASIS OF PREPARATION AND TRANSITION TO IFRS
The annual financial statements for the year ending 31 December 2025 will be the first the Group prepares in accordance with IFRS® Accounting Standards (IFRS) as adopted by the European Union (EU). Accordingly, the Group has prepared its interim consolidated financial statements for the three months ended 30 September 2025 in accordance with IAS 34 Interim Financial Reporting.
These interim financial statements do not include all the information and disclosures required in the annual financial statements. For periods up to and including the year ended 31 December 2024, the Group prepared its financial statements in accordance with the Norwegian Accounting Act and generally accepted accounting principles in Norway (N-GAAP). The effect of the transition to IFRS is explained in note 12.
Accounting policies applied under IFRS are presented either in the relevant notes or in the separate accounting policy note presented as part of the transition section, note 12.3.1.
The group's operations are subject to seasonal fluctuations, with sales and subscription growth typically concentrated in the second, third and fourth quarters. These seasonal effects may also impact inventory levels, working capital, and cash flows. However, the group does not consider its operations to be highly seasonal in accordance with IAS 34.
The interim consolidated financial statements are unaudited.
NOTE 3 SEGMENTS
Following the acquisition of Doro AB ("Doro") on 13 January 2025, the Group is organized into two operating and reportable segments: Kids & Youth and Senior.
The Kids & Youth segment includes the operation previously reported under Xplora, covering the development and sale of wearable smart devices, mobile subscriptions, and value-added services offered through its premium subscription model, primarily for children, youth and families.
The Senior segment includes the operation of Doro, which combines the development and sale of senior-adapted phones, mobile phones and other technical products, and applications designed for senior users.
Following the acquisition, the Group has introduced mobile subscription services to the Senior Segment as part of its ongoing integration strategy. This is expected to complement Doro's product offering and create revenue synergies across the Group. The impact of this change will be reflected in the segment reporting as the mobile subscription business is operationally implemented.
Each operating segment currently maintains its own support function, including logistic, supply chain, and customer service, based on existing organizational setup. These functions are included within the respective segment results and are not reported separately.
No operating segments have been aggregated to form the above reportable operating segments. Operating segments are reported in a manner consistent with the internal reporting provided to the Group's chief operating decision maker, which comprises the CEO and Board of Directors of Xplora Technologies AS. The segment structure reflects the legal organization of the Xplora Group prior to the acquisition of Doro and the existing structure of Doro Group.
SEGMENT PROFIT AND LOSS, ASSETS AND LIABILITIES
Segment profit and loss include all income and expenses directly attributed to the operating segments, while segment assets and liabilities include all assets and liabilities directly attributed to the operating segments. The 'Other/ Eliminations' column includes adjustments as part of the PPA and eliminations of intercompany transactions.
Page 21 Q3 2025
Profit and loss (1 July – 30 September 2025)
| Kids & | Other/ | |||
|---|---|---|---|---|
| NOK '1000 | Youth | Senior | Eliminations | Group |
| Sale of devices | 157,677 | 262,752 | 0 | 420,430 |
| Sale of services | 89,588 | 0 | 0 | 89,588 |
| Inter-segment revenue | 1,043 | 0 | -1,043 | 0 |
| Cost of goods sold, and services provided | 119,472 | 127,599 | 0 | 247,071 |
| Gross Profit | 128,836 | 135,153 | -1,043 | 262,946 |
| Payroll expenses | 37,974 | 39,734 | 0 | 77,708 |
| Marketing expenses | 22,131 | 19,984 | 0 | 42,115 |
| Other operating expenses | 38,044 | 35,808 | -2,422 | 71,430 |
| EBITDA | 30,688 | 39,626 | 1,379 | 71,693 |
| Depreciation and amortization | 7,248 | 10,373 | 106 | 17,727 |
| Operating profit / EBIT | 23,440 | 29,254 | 1,273 | 53,966 |
Profit and loss (1 January – 30 September 2025)
| Kids & | Other/ | |||
|---|---|---|---|---|
| NOK '1000 | Youth | Senior | Eliminations | Group |
| Sale of devices | 322,051 | 738,705 | 0 | 1,060,756 |
| Sale of services | 250,904 | 0 | 0 | 250,904 |
| Inter-segment revenue | 9,043 | 0 | -9,043 | 0 |
| Cost of goods sold, and services provided | 260,024 | 366,781 | 0 | 626,805 |
| Gross Profit | 321,974 | 371,924 | -9,043 | 684,855 |
| Payroll expenses | 99,580 | 119,845 | 0 | 219,425 |
| Marketing expenses | 50,269 | 64,092 | 0 | 114,361 |
| Other operating expenses | 115,120 | 99,524 * | -3,808 | 210,837 |
| EBITDA | 57,005 | 88,462 | -5,236 | 140,232 |
| Depreciation and amortization | 26,226 | 28,891 | 316 | 55,433 |
| Operating profit / EBIT | 30,780 | 59,571 | -5,552 | 84,799 |
* NOK 15.7m was excluded compared to Doro AB's reported figures, relating to transaction costs for financial advisory services incurred in Q1 before the transaction date.
Assets and liabilities (30 September 2025)
| Other/ | |||||||
|---|---|---|---|---|---|---|---|
| NOK '1000 | Kids & Youth | Senior | Eliminations | Group | |||
| Segment assets | 1,386,535 | 1,062,827 | -411,632 | 2,037,731 | |||
| Segment liabilities | 1,148,608 | 458,922 | 49,844 | 1,657,374 |
Page 22 Q3 2025
Profit and loss (1 July – 30 September 2024)
| Kids & | Other/ | |||
|---|---|---|---|---|
| NOK '1000 | Youth | Senior | Eliminations | Group |
| Sale of devices | 175,338 | 0 | 0 | 175,338 |
| Sale of services | 75,306 | 0 | 0 | 75,306 |
| Inter-segment revenue | 0 | 0 | 0 | 0 |
| Cost of goods sold, and services provided | 132,273 | 0 | 0 | 132,273 |
| Gross Profit | 118,370 | 0 | 0 | 118,370 |
| Payroll expenses | 38,261 | 0 | 0 | 38,261 |
| Marketing expenses | 18,124 | 0 | 0 | 18,124 |
| Other operating expenses | 31,218 | 0 | 0 | 31,218 |
| EBITDA | 30,768 | 0 | 0 | 30,768 |
| Depreciation and amortization | 11,591 | 0 | 0 | 11,591 |
| Operating profit / EBIT | 19,177 | 0 | 0 | 19,177 |
Profit and loss (1 January – 30 September 2024)
| Kids & | Other/ | |||
|---|---|---|---|---|
| NOK '1000 | Youth | Senior | Eliminations | Group |
| Sale of devices | 354,937 | 0 | 0 | 354,937 |
| Sale of services | 203,520 | 0 | 0 | 203,520 |
| Inter-segment revenue | 0 | 0 | 0 | 0 |
| Cost of goods sold, and services provided | 280,591 | 0 | 0 | 280,591 |
| Gross Profit | 277,866 | 0 | 0 | 277,866 |
| Payroll expenses | 95,983 | 0 | 0 | 95,983 |
| Marketing expenses | 46,155 | 0 | 0 | 46,155 |
| Other operating expenses | 83,550 | 0 | 0 | 83,550 |
| EBITDA | 52,178 | 0 | 0 | 52,178 |
| Depreciation and amortization | 33,117 | 0 | 0 | 33,117 |
| Operating profit / EBIT | 19,061 | 0 | 0 | 19,061 |
Assets and liabilities (30 September 2024)
| Kids & | Other/ | ||||
|---|---|---|---|---|---|
| NOK '1000 | Youth | Senior | Eliminations | Group | |
| Segment assets | 585,552 | 0 | 0 | 585,552 | |
| Segment liabilities | 237,007 | 0 | 0 | 237,007 |
Revenue by geographical areas (Group)
| NOK '1000 | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|
| Nordic | 171,508 | 108,889 | 460,920 | 263,988 | 360,620 |
| Rest of Europe | 333,814 | 136,179 | 838,654 | 279,601 | 412,526 |
| Other | 4,697 | 5,576 | 12,086 | 14,868 | 24,002 |
| Total revenues | 510,018 | 250,644 | 1,311,660 | 558,457 | 797,148 |
Revenue is attributed to individual countries or groups of countries based on the customer's country of domicile
Page 23 Q3 2025
NOTE 4 PAYROLL EXPENSES
| NOK '1000 | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|
| Salaries * | 46,404 | 23,721 | 136,302 | 62,452 | 85,817 |
| Share-based compensation | 2,032 | 3,794 | 9,634 | 7,507 | 11,754 |
| Sales commissions and bonus accruals | 7,290 | 4,500 | 16,369 | 9,000 | 8,124 |
| Social security fees | 12,094 | 3,858 | 39,024 | 11,561 | 15,552 |
| Pension expenses | 4,970 | 1,108 | 12,230 | 3,504 | 4,576 |
| Other benefits | 4,918 | 1,280 | 5,865 | 1,959 | 2,283 |
| Total | 77,708 | 38,261 | 219,425 | 95,983 | 128,107 |
Quarterly figures are unaudited.
NOTE 5 OTHER OPERATING EXPENSES
| NOK '1000 | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|
| Selling & distribution Costs | 15,394 | 9,368 | 38,983 | 21,997 | 31,953 |
| Engineering, trademarks & patents | 537 | 623 | 1,905 | 2,213 | 3,075 |
| Consultants, legal & other external services | 34,719 | 13,011 | 99,098 | 35,313 | 49,588 |
| Office expenses | 4,799 | 3,537 | 13,676 | 11,647 | 16,260 |
| Travel & subsistence | 2,090 | 1,055 | 6,230 | 2,564 | 3,459 |
| One-off transaction costs Doro | 0 | 0 | 12,964 | 0 | 7,144 |
| Other operating Costs | 13,891 | 3,624 | 37,981 | 9,815 | 13,521 |
| Total | 71,430 | 31,218 | 210,837 | 83,550 | 125,000 |
Quarterly figures are unaudited.
NOTE 6 FINANCE (INCOME)/EXPENSES - NET
| NOK '1000 | Q3 2025 | Q3 2024 | YTD 2025 | YTD 2024 | FY 2024 |
|---|---|---|---|---|---|
| Finance expenses relating to Doro Acquisition | |||||
| Bank and loan administration fees | 980 | 0 | 33,845 * | 0 | 0 |
| Interests on acquisition loan | 13,372 | 0 | 40,000 | 0 | 0 |
| Currency impact on the acquisition loan | -9,637 | 0 | 53,884 | 0 | 0 |
| Other finance (income)/expenses - net | 3,588 | 3,126 | 17,976 | 11,663 | 14,062 |
| Total finance (income)/expenses - net | 8,302 | 3,126 | 145,706 | 11,663 | 14,062 |
Quarterly figures are unaudited
Page 24 Q3 2025
* Includes NOK 4.6m for management change in the Senior segment in Q3 25 and NOK 6.5m in Q2 25 relating to the discontinuation of IVS Gmbh,
a German subsidiary in the senior segment.
* YTD 2025 Bank and loan administration fees include fees relating to the refinancing of the bridge loan in Q1 25
NOTE 7 INTANGIBLE ASSETS AND GOODWILL
Goodwill
| NOK '1000 | Note | 2025 | 2024 | ||
|---|---|---|---|---|---|
| Accumulated costs as of 1 January | 138,167 | 138,167 | |||
| Acquisitions of business | 309,897 | 0 | |||
| Accumulated impairment losses | 0 | 0 | |||
| Translation differences | 5,497 | 0 | |||
| Closing net carrying value as of 30 June | 453,561 | 138,167 | |||
| Allocated to segment: | |||||
| Kids & Youth | 138,167 | 138,167 | |||
| Senior | 315,394 | 0 | |||
| Other Intangible Assets | |||||
| Period end 30 September 2025 | |||||
| NOK '1000 | Note | Trade name | Customer contracts/ relations |
Capitalized development |
Total |
| Accumulated cost | |||||
| As of 1 January 2025 | 0 | 73,740 | 84,972 | 158,712 | |
| Additions | 0 | 0 | 41,297 | 41,297 | |
| Derecognition | 0 | 0 | -11,074 | -11,074 | |
| Acquisitions of business | 274,539 | 0 | 44,841 | 319,380 | |
| Translation differences | 11,823 | 0 | 1,993 | 13,816 | |
| Closing accumulated cost | 286,362 | 73,740 | 162,030 | 522,132 | |
| Accumulated depreciation | |||||
| As of 1 January 2025 | 0 | -69,131 | -47,202 | -116,333 | |
| Amortisation charge | 0 | -4,609 | -36,979 | -41,588 | |
| Derecognition | 0 | 0 | 11,074 | 11,074 | |
| Translation differences | 0 | 0 | -62 | -62 | |
| Closing accumulated amortization | 0 | -73,740 | -73,169 | -146,909 | |
| Closing net carrying value | 286,362 | 0 | 88,861 | 375,223 | |
| Useful life | Indefinite | 4 years | 1-4 years | ||
| Amortisation plan | Linear | Linear | |||
| Period end 30 September 2024 | Customer | ||||
| NOK '1000 | Note | Trade name | contracts/ relations |
Capitalized development |
Total |
| Accumulated cost As of 1 January 2024 |
73,740 | 65,983 | 139,723 | ||
| Additions | 0 | 13,379 | 13,379 |
Page 25 Q3 2025
Closing accumulated cost 0 73,740 79,362 153,102
<-- PDF CHUNK SEPARATOR -->
Accumulated depreciation
| As of 1 January 2024 | -50,696 | -28,938 | -79,634 | |
|---|---|---|---|---|
| Amortisation charge | -13,826 | -12,807 | -26,633 | |
| Closing accumulated amortization | 0 | -64,522 | -41,745 | -106,267 |
| Closing net carrying value | 0 | 9,218 | 37,617 | 46,835 |
| Useful life | 4 years | 4 years | ||
| Amortisation plan | Linear | Linear |
NOTE 8 BUSINESS COMBINATIONS
Business combinations completed in 2025
On 13 January 2025, the Group obtained control of Doro AB by acquiring 88.32 % of the company's shares. The acquisition of Doro AB represents a transformational milestone in the Group's development. With its strong sales of feature phones and smartphones for seniors, Doro provides a robust platform for expanding Xplora's service model into a new and growing market segment. By integrating Xplora's mobile subscription offerings and services into Doro's devices, the Group sees significant potential to drive growth in recurring revenues within the senior segment.
In line with the public offer made to the shareholders of Doro AB on 26 September 2024, the Group paid SEK 34 in cash per share. As such, the total consideration equaled SEK 736.6 m or NOK 749.0 m, as part of the initial acquisition.
The assets and liabilities recognized as a result of the acquisition are as follows:
| NOK '1000 | Note | Fair value |
|---|---|---|
| Assets | ||
| Property, plant, and equipment | 1,627 | |
| Right-of-use assets | 13,829 | |
| Intangible assets | 319,380 | |
| Other non-current receivables | 44,536 | |
| Inventories | 168,384 | |
| Trade and other receivables | 155,470 | |
| Other current assets | 12,100 | |
| Derivative financial assets | 3,966 | |
| Cash and cash equivalents | 264,879 | |
| Total assets | 984,171 | |
| Liabilities | ||
| Employee benefit obligations | -3,457 | |
| Deferred tax liabilities | -44,916 | |
| Lease liabilities | -13,829 | |
| Trade and other payables | -219,835 | |
| Current tax liability | -5,694 | |
| Other liabilities | -86,937 | |
| Provisions | -75,651 | |
| Derivative financial liabilities | -813 | |
| Total liabilities | -451,132 | |
| Net identifiable assets and liabilities at fair value | 533,039 | |
| Non-controlling interests | -93,901 | |
| Goodwill | 309,897 | |
| Purchase consideration transferred | 749,036 |
Page 26 Q3 2025
Cash consideration 749,036
Total consideration 749,036
The goodwill is attributable to the workforce and the expected synergies arising from the expansion of the Group's business model and mobile subscription services into Doro's market segment. Goodwill is not deductible for tax purposes. Transaction costs related to the acquisition of NOK 7.1m are expensed in 2024, and NOK 13.0m in 2025.
The fair value of acquired trade receivables is NOK 142.4m. The gross contractual amount for trade receivables due is NOK 148.4m, with a loss allowance of NOK 6.0m recognized on acquisition.
The Group recognizes non-controlling interests in an acquired entity either at fair value or at the non-controlling interest's proportionate share of the acquiree's net identifiable assets. This decision is made on an acquisition-by-acquisition basis. For the acquisition of Doro AB, the Group elected to recognize the non-controlling interests at fair value.
The acquired business contributed revenue of NOK 228.6m and net profit of NOK 12.3m to the Group in Q1 2025, revenue of NOK 247.4m and net profit of NOK 6.7m in Q2 2025 and revenue of NOK 262.8m and net profit of NOK 22.2m in Q3 2025. For practical purposes, the acquired business has been consolidated from 1 January 2025, and accordingly, the Group's pro forma revenue and profit year to date (YTD) 2025 are the same as the figures reported in the Q3 2025 income statement. NOK 15.7m was excluded compared to Doro AB's reported figures in Q1 2025, relating to transaction costs for financial advisory services incurred in Q1 before the transaction date.
NOTE 9 SHARE CAPITAL AND SHAREHOLDER INFORMATION
| Share capital | No. of shares | Share par value | Book value |
|---|---|---|---|
| Ordinary shares | 44,852,396 | 0.004 | 178,451.14 |
SHAREHOLDERS AS OF 30.09.2025
| Shareholder | Shares | Ownership | Voting rights interest |
|---|---|---|---|
| Passesta AS | 5,969,056 | 13.3% | 13.3% |
| Harmonium Invest AS | 2,689,911 | 6.0% | 6.0% |
| Vinterstua AS | 2,425,568 | 5.4% | 5.4% |
| Eden AS | 2,240,125 | 5.0% | 5.0% |
| S. Munkhaugen AS | 1,991,325 | 4.4% | 4.4% |
| MP Pensjon PK | 1,778,165 | 4.0% | 4.0% |
| MK Capital AS | 1,320,325 | 2.9% | 2.9% |
| Camelback Holding AS | 1,130,500 | 2.5% | 2.5% |
| Kirkbak Holding AS | 1,113,206 | 2.5% | 2.5% |
| Fougner Invest AS | 1,108,111 | 2.5% | 2.5% |
| Esmar AS | 1,092,576 | 2.4% | 2.4% |
| Commerzbank Aktiengesellschaft | 1,056,169 | 2.4% | 2.4% |
| Arepo AS | 914,762 | 2.0% | 2.0% |
| Nordnet Livsforsikring AS | 836,183 | 1.9% | 1.9% |
| Torsen Tankers & Towers AS | 771,936 | 1.7% | 1.7% |
| Hering AS | 618,606 | 1.4% | 1.4% |
| DNB Bank ASA | 611,114 | 1.4% | 1.4% |
| Skadi AS | 600,741 | 1.3% | 1.3% |
| Surfside Holding AS | 600,000 | 1.3% | 1.3% |
| Cosimo AS | 600,000 | 1.3% | 1.3% |
| Top 20 Shareholders | 29,468,379 | 65.7% | 65.7% |
| Other | 15,384,017 | 34.3% | |
| Total Shares Outstanding | 44,852,396 | 100.0% |
Page 27 Q3 2025
Shares held by Board members and Management per reporting date
| Name | Role | Shareholder | No of shares | Ownership |
|---|---|---|---|---|
| Tore Engebretsen | Chairman | Passesta AS | 5,969,056 | 100%* |
| Bjørn Christian Eide | Director | Esmar AS | 1,092,576 | 45% |
| Ingrid Elvira Leisner | Director | Duo Jag AS | 25,000 | 50% |
| Trygve Bruland | Director | Cosimo AS | 600,000 | 100% |
| Trygve Bruland | Director | Private | 60,000 | 100% |
| Sten Kirkbak | CEO | MK Capital AS | 1,320,325 | 50% |
| Sten Kirkbak | CEO | Kirkbak Holding AS | 1,118,706 | 100% |
| Other management | - | Private | 260,646 | 100% |
*Refers to A-shares, which carry 100% of the voting rights. 100% of the ownership is held by Tore Engebretsen and related parties.
Options and rights outstanding
There is a total of 2 054 223 options as of 30 September 2025.
On August 15, 2025, Xplora announced the implementation of a share buy-back programme to acquire shares for use in the Company's Employee Share Purchase Program. The programme, authorised by the Annual General Meeting on May 23, 2025, allowed the purchase of up to 100,000 shares for a total amount of up to NOK 10m. The programme was announced completed on August 18, 2025, and was managed independently by DNB Carnegie, a part of DNB Bank ASA. Following the completion of the programme, Xplora owns a total of 87,463 own shares.
On August 20, 2025, Xplora announced the completion of a share capital increase, registered with the Norwegian Register of Business Enterprises. The increase follows the issuance of new shares in connection with the exercise of employee share options, as announced on August 15, 2025. A total of 239,610 new shares were issued, each with a par value of NOK 0.004 and carrying one vote. Following the registration, the new share capital of the Company is NOK 179,409.588, divided into 44,852,396 shares.
NOTE 10 BORROWINGS
| NOK '1000 | 30.9.25 | 30.6.25 | 31.12.24 | 30.9.24 |
|---|---|---|---|---|
| Loan facility non-current | 656,669 | 742,822 | 0 | 0 |
| Loan facility current | 234,144 | 220,509 | 0 | 0 |
| Innovation Norway loan | 0 | 2,083 | 6,250 | 8,333 |
| Supply chain financing facility | 65,913 | 73,859 | 83,317 | 57,316 |
| Total liabilities to financial institutions | 956,726 | 1,037,190 | 89,567 | 65,649 |
A long-term loan facility of EUR 82m was secured at favorable terms (EURIBOR plus margin) with a 4-year duration in Q1 25. Up to 75% of the EURIBOR-linked interest has been hedged, and as of 30 September 2025 the fair value of the hedge was NOK 0.81m. The facility secures longterm financing structure and strengthens liquidity. The Company is in full compliance with all covenant requirements set forth in its loan agreements.
NOTE 11 POST QUARTER EVENTS
The Board of Directors of Doro AB held an Extraordinary General Meeting on October 31, where a new Board of Directors was elected. The new board consists of Finn Olav R Elde, chairman of the board, and Kristin Hellebust and Tine Wollebekk, members. Fredrik Löthgren continues to be the Employee representative on the board.
Page 28 Q3 2025
NOTE 12.0 IFRS TRANSITION OVERVIEW
The most significant changes to the financial statements resulting from the change in accounting policies following the transition to IFRS are described below.
Transaction costs in business combinations are expensed as incurred under IFRS. Under N-GAAP, such costs were included in the purchase consideration. Transaction costs of NOK 10.9m were recognized as other operating expenses in Q1 2025, and NOK 2.1m in Q2 2025.
Certain arrangements with customers involving market support were, under N-GAAP, presented as marketing expenses when the related costs were incurred. Under IFRS, such arrangements are treated as variable consideration related to the sale of devices and are therefore recognized as a reduction in revenue at the time of the sale.
Accounting for leases under IFRS requires the recognition of right-of-use assets and lease liabilities in the statement of financial position. Lease payments that were previously recognized as other operating expenses under N-GAAP are replaced by depreciation of the right-of-use assets and interest expense on the lease liabilities. The net effect on profit or loss for the period is not significant. However, the impact on EBITDA, compared to N-GAAP, reflects a slight increase.
NOTE 12.1 TRANSITION TO IFRS
The financial statements for the year ended 31 December 2025 will be the first the group prepares in accordance with IFRS. For periods up to and including the year ended 31 December 2024, the group prepared its financial statements in accordance with the Norwegian Accounting Act and generally accepted accounting principles in Norway (N-GAAP).
Accordingly, the Group has prepared interim financial statements that comply with IFRS, together with comparative information for 2024. In preparing these financial statements, the group's opening statement of financial position was prepared as of 1 January 2024, the group's date of transition to IFRS. This note explains the principal adjustments made by the group in restating its N-GAAP financial statements, including the statement of financial position as of 1 January 2024 and the income statement for the year ended 31 December 2024.
Exemptions applied
IFRS 1 allows first-time adopters certain exemptions from the retrospective application of specific IFRS requirements. The Group has applied the following exemptions:
IFRS 3 Business Combinations have not been applied retrospectively to acquisitions of subsidiaries that qualify as businesses under IFRS and occurred before 1 January 2024. By applying this exemption, the N-GAAP carrying amounts of assets and liabilities required to be recognized under IFRS are treated as their deemed cost at the acquisition date. Subsequent to the acquisition date, these assets and liabilities are measured in accordance with IFRS. Assets and liabilities that do not qualify for recognition under IFRS are excluded from the opening IFRS statement of financial position. The Group did not recognize any additional assets or liabilities that had not been recognized under N-GAAP, nor did it derecognize any previously recognized amounts as a result of applying IFRS recognition criteria.
IFRS 1 also requires that the N-GAAP carrying amount of goodwill be used in the opening IFRS statement of financial position, except for any adjustments arising from impairment testing or from the recognition or derecognition of identifiable intangible assets. In accordance with IFRS 1, the Group tested goodwill for impairment at the date of transition to IFRS and determined that no impairment was required as of 1 January 2024.
The group has not applied IAS 21 The Effects of Changes in Foreign Exchange Rates retrospectively to fair value adjustments and goodwill arising from business combinations that occurred before the date of transition to IFRS. These fair value adjustments and goodwill are treated as assets and liabilities of the parent, rather than as assets and liabilities of the acquiree.
As a result, these assets and liabilities are either already expressed in the functional currency of the parent or are non-monetary foreign currency items, and therefore no further translation differences arise.
The group has elected to measure property, plant, and equipment at fair value at the date of transition to IFRS and to use that fair value as deemed cost. The carrying amount under N-GAAP is considered a reasonable approximation of fair value and has therefore been used as the deemed cost at the transition date.
The Group assessed all contracts existing as of 1 January 2024 to determine whether they contain a lease, based on the conditions in place at the date of transition.
Lease liabilities were measured at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate as of 1 January 2024. Right-of-use assets were measured at an amount equal to the corresponding lease liabilities. Lease payments related to leases with terms ending within 12 months of the transition date have been recognized as an expense, either on a straight-line basis over the lease term or using another systematic basis. The Group has also elected to apply the use of hindsight, for example, in determining the lease term when contracts contain options to extend or terminate the lease.
Cumulative currency translation differences for all foreign operations are deemed to be zero as of 1 January 2024.
Page 29 Q3 2025
Estimates
The estimates made as of 1 January 2024 and 31 December 2024 are consistent with those made for the same dates under N-GAAP, with the exception of estimates related to lease liabilities and the fair value of derivatives, for which N-GAAP did not require estimation. The estimates used by the group to present these amounts in accordance with IFRS reflect the conditions existing at 1 January 2024, the date of transition to IFRS, and at 31 December 2024. An exception applies to the determination of the lease term, where the group has elected to apply hindsight for contracts that include options to extend or terminate the lease.
Reconciliation of equity as of 1 January 2024 (date of transition to IFRS)
| Reconciliation of equity as of 1 January 2024 (date of transition to |
||||
|---|---|---|---|---|
| NOK '1000 | Note | N-GAAP | IFRS) | IFRS |
| ASSETS | ||||
| Non-current assets | ||||
| Property, plant, and equipment | 1,456 | 0 | 1,456 | |
| Right-of-use assets | A | 0 | 17,287 | 17,287 |
| Intangible assets | B | 68,838 | -8,750 | 60,088 |
| Goodwill | 138,167 | 0 | 138,167 | |
| Financial lease receivables | A | 0 | 2,635 | 2,635 |
| Other receivables | 6,577 | 0 | 6,577 | |
| Deferred tax assets | B,D,G | 10,947 | 2,944 | 13,891 |
| Total non-current assets | 225,985 | 14,117 | 240,102 | |
| Current assets | ||||
| Inventories | 107,998 | 0 | 107,998 | |
| Trade and other receivables | 38,760 | 0 | 38,760 | |
| Other current assets | 36,672 | 0 | 36,672 | |
| Financial lease receivables | A | 0 | 1,586 | 1,586 |
| Cash and cash equivalents | 137,433 | 0 | 137,433 | |
| Total current assets | 320,863 | 1,586 | 322,449 | |
| TOTAL ASSETS | 546,848 | 15,703 | 562,551 | |
| NOK '1000 | Note | N-GAAP | Reconciliation of equity as of 1 January 2024 (date of transition to IFRS) |
IFRS |
| EQUITY AND LIABILITIES | ||||
| Equity Share capital |
167 | 0 | 167 | |
| Share premium | 317,021 | 0 | 317,021 | |
| Other paid-in capital | B,D,G | 20,606 | -10,440 | 10,166 |
| Other equity | 0 | 0 | 0 | |
| Total equity | 337,793 | -10,440 | 327,354 | |
| Non-current liabilities | ||||
| Borrowings | 14,583 | 0 | 14,583 | |
| Lease liabilities | A | 0 | 12,666 | 12,666 |
| Total non-current liabilities | 14,583 | 12,666 | 27,249 |
Page 30 Q3 2025
| Current liabilities | ||||
|---|---|---|---|---|
| Trade and other payables | 89,515 | 0 | 89,515 | |
| Borrowings | 55,303 | 0 | 55,303 | |
| Lease liabilities | A | 0 | 8,842 | 8,842 |
| Other liabilities | 38,595 | 0 | 38,595 | |
| Provisions | D | 11,059 | 4,634 | 15,693 |
| Total current liabilities | 194,471 | 13,476 | 207,948 | |
| Total liabilities | 209,055 | 26,142 | 235,197 | |
| TOTAL EQUITY AND LIABILITIES | 546,848 | 15,703 | 562,551 | |
| Reconciliation of equity as of 31 December 2024 | ||||
| Reconciliation of equity as of |
||||
| NOK '1000 | 31 December | |||
| 2024 (date of transition to |
||||
| Note | N-GAAP | IFRS) | IFRS | |
| ASSETS | ||||
| Non-current assets | ||||
| Property, plant, and equipment | 951 | 0 | 951 | |
| Right-of-use assets | A | 0 | 13,066 | 13,066 |
| Intangible assets | B | 48,742 | -6,363 | 42,379 |
| Goodwill | E | 119,110 | 19,058 | 138,167 |
| Financial lease receivables | A | 0 | 1,239 | 1,239 |
| Other receivables | 5,742 | 0 | 5,742 | |
| Deferred tax assets | A,B,C,D,G | 10,738 | 2,293 | 13,031 |
| Total non-current assets | 185,283 | 29,292 | 214,576 | |
| Current assets | ||||
| Inventories | 80,944 | 0 | 80,944 | |
| Trade and other receivables | 43,932 | 0 | 43,932 | |
| Other current assets | F | 32,698 | -4,219 | 28,479 |
| Financial lease receivables | A | 0 | 1,586 | 1,586 |
| Derivative financial assets | C | 0 | 1,496 | 1,496 |
| Cash and cash equivalents | 235,067 | 0 | 235,067 | |
| Total current assets | 392,641 | -1,137 | 391,504 | |
| TOTAL ASSETS | 577,924 | 28,156 | 606,080 | |
| Reconciliation of equity as of 31 December 2024 (date of transition to |
||||
| NOK '1000 | Note | N-GAAP | IFRS) | IFRS |
| EQUITY AND LIABILITIES | ||||
| Equity | ||||
| Share capital | 177 | 0 | 177 | |
| Share premium | A,B,C,D,E,F,G,H | 345,358 | -5,115 | 340,243 |
| Other paid-in capital | 3,106 | 0 | 3,106 | |
| Other equity | H | 0 | 8,908 | 8,908 |
| Total equity | 348,640 | 3,793 | 352,434 |
Page 31 Q3 2025
| Non-current liabilities | ||||
|---|---|---|---|---|
| Borrowings | 6,250 | 0 | 6,250 | |
| Lease liabilities | A | 0 | 6,435 | 6,435 |
| Total non-current liabilities | 6,250 | 6,435 | 12,685 | |
| Current liabilities | ||||
| Trade and other payables | F | 83,004 | 2,925 | 85,930 |
| Borrowings | 83,317 | 0 | 83,317 | |
| Lease liabilities | A | 0 | 9,948 | 9,948 |
| Other liabilities | 42,467 | 0 | 42,467 | |
| Provisions | D | 14,246 | 5,054 | 19,300 |
| Total current liabilities | 223,034 | 17,927 | 240,961 | |
| Total liabilities | 229,284 | 24,362 | 253,646 | |
| TOTAL EQUITY AND LIABILITIES | 577,924 | 28,156 | 606,080 |
Reconciliation of total comprehensive income for the year ended 31 December 2024
| Reclassification | ||||
|---|---|---|---|---|
| NOK '1000 | Note | N-GAAP | and re measurements |
IFRS |
| Revenue | D | 813,327 | -16,179 | 797,148 |
| Cost of goods sold, and services provided | -407,589 | 0 | -407,589 | |
| Gross Profit | 405,738 | -16,179 | 389,559 | |
| Employee expenses | -128,107 | 0 | -128,107 | |
| Marketing expenses | D | -81,252 | 15,759 | -65,493 |
| Other operating expenses | A,B,F | -124,521 | -480 | -125,001 |
| EBITDA | 71,859 | -900 | 70,958 | |
| Depreciation and amortization | A,B,E | -59,698 | 15,435 | -44,263 |
| Operating profit / EBIT | 12,161 | 14,535 | 26,696 | |
| Financial income | A,C | 2,735 | 1,728 | 4,462 |
| Finance expenses | A | -17,273 | -1,252 | -18,524 |
| Profit (loss) before income tax | -2,377 | 15,011 | 12,634 | |
| Income tax | A,B,C,D,G | -3,560 | -680 | -4,240 |
| Net profit (loss) Other comprehensive income (net of tax) Items that may be reclassified to profit or loss: |
-5,937 | 14,332 | 8,394 | |
| Foreign currency translation differences | H | 0 | 8,908 | 8,908 |
| Total comprehensive income for the year | -5,937 | 17,302 |
Page 32 Q3 2025
Notes to the reconciliation of equity as of 1 January 2024 and 31 December 2024 and total comprehensive income for the year ended 31 December 2024.
A: Leasing
Under N-GAAP, leases are classified as either finance leases or operating leases. Operating lease payments are recognized as operating expenses in the statement of profit or loss on a straight-line basis over the lease term. Under IFRS, lessees apply a single recognition and measurement approach for all leases—except for short-term leases and leases of low-value assets—recognizing both a lease liability for the obligation to make lease payments and a right-of-use asset representing the right to use the underlying asset. At the date of transition to IFRS, the group applied the transitional provision and measured lease liabilities at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate at the date of transition. Right-of-use assets were measured at an amount equal to the corresponding lease liabilities.
The group subleases part of its leased office space under a back-to-back agreement. Under N-GAAP, this sublease is classified as an operating lease, and the lease payments received are presented as a reduction in other operating expenses. Under IFRS, the sublease is classified as a finance lease. The portion of the right-of-use asset that is subject to the sublease is derecognized and a finance lease receivable is recognized. Interest income on the finance lease receivable is recognized in the statement of profit or loss over the lease term.
As a result, the group recognized lease liabilities of NOK 21,5 m (31 December 2024: NOK 16,4 m) and right-of-use assets of NOK 17,3 m (31 December 2024: NOK 13,1 m) at the date of transition to IFRS. The difference between lease liabilities and right-of-use assets at transition is due to the sublease classified as a finance lease. A finance lease receivable of NOK 4,2 m was recognized (31 December 2024: NOK 2,8 m).
In 2024, the group recognized lease payments of NOK 9,7 m and lease payments received under the sublease agreement of NOK 1,6 m as operating expenses in the N-GAAP financial statements. These amounts have been adjusted in the IFRS financial statements. Under IFRS, an amount of NOK 7,6 m is recognized as depreciation of right-of-use assets, and NOK 1,3 m is recognized as interest expense on lease liabilities. In addition, NOK 0,2 m is recognized as interest income on the finance lease receivable. The resulting adjustment to income tax expense is NOK 0,1 m.
B: Capitalized development
Under N-GAAP, NOK 8,7 m (31 December 2024: NOK 6,4 m) of expenses incurred in connection with the configuration and customization of SaaS and similar arrangements—where the Group did not control the underlying assets—were capitalized as intangible assets. Under IFRS, these expenses do not qualify for recognition as intangible assets and are instead recognized as operating expenses in the period in which they are incurred.
During 2024, expenses amounting to NOK 1,4 m were capitalized under N-GAAP, and amortization of the accumulated capitalized expenses amounted to NOK 3,9 m. Under IFRS, the capitalized amount is recognized as an operating expense in the statement of profit or loss, and the amortization is reversed (adjusted to zero).
C: Financial derivatives at fair value
The fair value of forward foreign exchange contracts and foreign exchange put option contracts is recognized under IFRS, but was not recognized under N-GAAP. Under N-GAAP, these contracts were designated as hedging instruments. Under IFRS, hedge accounting may only be applied if specific qualifying criteria are met. As these criteria were not met at the date of transition to IFRS, hedge accounting is not applied in the IFRS financial statements.
At the date of transition to IFRS, the fair value of the forward foreign exchange contracts and foreign exchange put option contracts was zero (31 December 2024: NOK 1,5 m). During 2024, the effect of these contracts was NOK 0,7 m, recognized as financial income under N-GAAP. Under IFRS, a net gain/loss of NOK 2,2 m on these contracts is recognized as financial income.
D: Revenue recognition
Under N-GAAP, certain arrangements with customers involving market support are presented as marketing expenses when the related costs are incurred. Under IFRS, such arrangements are treated as variable consideration related to the sale of devices and are therefore recognized as a reduction in revenue at the time of the sale.
At the date of transition to IFRS, the accumulated provision for market support was estimated at NOK 4,6 m. During 2024, a total of NOK 16,1 m in market support was deducted from revenue in accordance with IFRS, while NOK 15,7 m was recognized as marketing expenses under N-GAAP and adjusted in the IFRS financial statements. The net effect on EBITDA in 2024 was a negative NOK 0,4 m, and the provision for market support increased by the same amount to NOK 5,1 m as of 31 December 2024.
E: Goodwill amortization
Under N-GAAP, goodwill is amortized on a straight-line basis over 10 years. Under IFRS, goodwill is not amortized but is instead subject to annual impairment testing. In 2024, goodwill amortization of NOK 19,1 m was recognized under N-GAAP. These amortizations are reversed under IFRS, resulting in an increase in goodwill of NOK 19,1 m as of 31 December 2024, compared to the N-GAAP financial statements.
Page 33 Q3 2025
F: Transactions costs in business combinations
Transaction costs in business combinations are expensed as incurred under IFRS. Under N-GAAP, such costs were included in the purchase consideration. In connection with the Doro acquisition, certain transaction-related costs incurred in 2024 were recognized as prepaid expenses in the N-GAAP balance sheet as of 31 December 2024. In the IFRS financial statements, these costs - totaling NOK 7,1 m - are recognized as other operating expenses.
G: Income tax expenses and deferred tax
The various transitional adjustments resulted in changes to temporary differences, and the Group is required to recognize the related deferred tax effects. These deferred tax adjustments are recognized in accordance with the underlying transaction—typically in either other equity or profit or loss, depending on the nature of the original adjustment.
H: Exchange differences on translation of foreign operations
Exchange differences arising on the translation of a foreign entity are recognized in other comprehensive income (OCI) under IFRS. In 2024, under N-GAAP, translation differences were recognized directly in equity (share premium). As part of the transition to IFRS, cumulative currency translation differences for all foreign operations are deemed to be zero as of 1 January 2024. From that date onward, exchange differences are accumulated in a separate reserve.
Cash flow
Under N-GAAP, leases are classified as either finance leases or operating leases. Cash flows arising from operating lease payments are classified as operating activities in the statement of cash flows. Under IFRS, lessees generally apply a single recognition and measurement approach for all leases and recognize lease liabilities. Cash flows related to the principal portion of lease payments are classified as financing activities. Payments received under the sublease agreement, which is classified as a finance lease under IFRS, were classified as operating activities in the statement of cash flows under N-GAAP. Under IFRS, these cash flows are classified as financing activities.
As a result, for the year ended 31 December 2024, cash outflows from operating activities decreased by NOK 8.1 m, while cash outflows from financing activities increased by the same amount.
NOTE 12.2 QUARTERLY FINANCIAL FIGURES FOR 2024
The table below presents the Group's total comprehensive income for each quarter of 2024 and on a year-to-date basis, along with the statement of financial position as of the last day of each quarter, prepared in accordance with IFRS.
Total comprehensive income
| NOK '1000 | Q1 2024 | Q2 2024 | Q3 2024 | Q4 2024 |
|---|---|---|---|---|
| Revenue | 117,418 | 190,394 | 250,644 | 238,691 |
| Cost of goods sold, and services provided | -49,849 | -98,469 | -132,273 | -126,999 |
| Gross Profit | 67,570 | 91,926 | 118,370 | 111,693 |
| Employee expenses | -27,126 | -30,596 | -38,261 | -32,124 |
| Marketing expenses | -11,080 | -16,951 | -18,124 | -19,338 |
| Other operating expenses | -25,464 | -26,869 | -31,217 | -41,451 |
| EBITDA | 3,900 | 17,510 | 30,768 | 18,781 |
| Depreciation and amortization * | -10,643 | -10,884 | -11,218 | -11,518 |
| Operating profit / EBIT | -6,743 | 6,626 | 19,550 | 7,263 |
| Finance (income)/expenses - net | -4,639 | -3,898 | -3,126 | -2,398 |
| Profit (loss) before income tax | -11,382 | 2,728 | 16,423 | 4,864 |
| Income tax | -262 | 82 | 404 | -4,463 |
| Net profit (loss) | -11,644 | 2,810 | 16,827 | 401 |
Quarterly figures are unaudited.
Page 34 Q3 2025
* NOK 373k in depreciation and amortization was moved from Q3 24 to Q4 24, compared to what was reported in Q1 25 report. The total for the year is unaffected by the move.
| NOK '1000 | Q1 2024 | Q2 2024 | Q3 2024 | Q4 2024 |
|---|---|---|---|---|
| Net profit (loss) | -11,644 | 2,810 | 16,827 | 401 |
| Other comprehensive income (net of tax) Items that may be reclassified to profit or loss: |
||||
| Foreign currency translation differences | 5,439 | -954 | 2,954 | 1,469 |
| Total comprehensive income for the year | -6,205 | 1,856 | 19,781 | 1,870 |
Quarterly figures are unaudited.
| NOK '1000 | 1.1-30.6.24 | 1.1-30.9.24 | 1.1-31.12.24 |
|---|---|---|---|
| Revenue | 307,813 | 558,457 | 797,148 |
| Cost of goods sold, and services provided | -148,317 | -280,591 | -407,589 |
| Gross Profit | 159,495 | 277,866 | 389,559 |
| Employee expenses | -57,722 | -95,983 | -128,107 |
| Marketing expenses | -28,031 | -46,155 | -65,493 |
| Other operating expenses | -52,332 | -83,550 | -125,001 |
| EBITDA | 21,410 | 52,178 | 70,958 |
| Depreciation and amortization * | -21,527 | -32,745 | -44,263 |
| Operating profit / EBIT | -117 | 19,433 | 26,696 |
| Finance (income)/expenses - net | -8,537 | -11,663 | -14,062 |
| Profit (loss) before income tax | -8,654 | 7,770 | 12,634 |
| Income tax | -181 | 223 | -4,240 |
| Net profit (loss) | -8,834 | 7,993 | 8,394 |
Quarterly figures are unaudited.
* NOK 373k in depreciation and amortization was moved from Q3 24 to Q4 24, compared to what was reported in Q1 25 report. The total for the year is unaffected by the move.
| NOK '1000 | 1.1-30.6.24 | 1.1-30.9.24 | 1.1-31.12.24 |
|---|---|---|---|
| Net profit (loss) | -8,834 | 7,993 | 8,394 |
| Other comprehensive income (net of tax) Items that may be reclassified to profit or loss: |
|||
| Foreign currency translation differences | 4,485 | 7,439 | 8,908 |
| Total comprehensive income for the year | -4,349 | 15,432 | 17,302 |
Quarterly figures are unaudited.
Page 35 Q3 2025
Statement of financial position
| NOK '1000 | 31.3.24 | 30.6.24 | 30.9.24 | 31.12.24 |
|---|---|---|---|---|
| Property, plant, and equipment | 1,410 | 1,211 | 1,137 | 951 |
| Right-of-use assets * | 16,277 | 14,339 | 13,796 | 13,066 |
| Intangible assets | 54,597 | 49,819 | 46,835 | 42,379 |
| Goodwill | 138,167 | 138,167 | 138,167 | 138,167 |
| Financial lease receivables | 2,295 | 1,949 | 1,597 | 1,239 |
| Other receivables | 5,272 | 5,378 | 5,359 | 5,742 |
| Deferred tax assets ** | 14,074 | 13,981 | 14,776 | 13,031 |
| Total non-current assets | 232,092 | 224,844 | 221,677 | 214,576 |
| Inventories | 104,848 | 103,719 | 80,103 | 80,944 |
| Trade and other receivables | 32,541 | 42,413 | 41,540 | 43,932 |
| Other current assets | 76,390 | 60,593 | 64,232 | 28,479 |
| Financial lease receivables | 1,586 | 1,586 | 1,586 | 1,586 |
| Derivative financial assets | 0 | 244 | 0 | 1,496 |
| Cash and cash equivalents | 119,624 | 126,341 | 176,715 | 235,067 |
| Total current assets | 334,989 | 334,895 | 364,176 | 391,504 |
| Total assets | 567,081 | 559,740 | 585,843 | 606,080 |
| Total equity | 322,982 | 326,999 | 348,835 | 352,434 |
| Borrowings | 12,500 | 10,417 | 8,333 | 6,250 |
| Lease liabilities | 11,054 | 9,071 | 7,936 | 6,435 |
| Total non-current liabilities | 23,554 | 19,487 | 16,269 | 12,685 |
| Trade and other payables | 76,368 | 88,278 | 98,761 | 85,930 |
| Borrowings | 90,695 | 68,474 | 57,316 | 83,317 |
| Lease liabilities | 9,281 | 9,121 | 9,466 | 9,948 |
| Derivative financial liabilities | 0 | 0 | 931 | 0 |
| Other liabilities | 31,579 | 33,662 | 37,768 | 42,467 |
| Provisions | 12,620 | 13,717 | 16,495 | 19,300 |
| Total current liabilities | 220,545 | 213,253 | 220,738 | 240,961 |
| Total liabilities | 244,099 | 232,740 | 237,007 | 253,646 |
| Total equity and liabilities | 567,081 | 559,740 | 585,843 | 606,080 |
Quarterly figures are unaudited.
Page 36 Q3 2025
* Right of use assets at 30.09.24 increased NOK 372k compared to what was reported in the Q1 25 report
** Deferred tax assets at 30.09.24 decreased NOK 82k compared to Q1 25 report
Quarterly reconciliation of total comprehensive income and equity
Exchange differences on translation of foreign
The tables below present a reconciliation of equity under N-GAAP to equity under IFRS at each interim reporting date in 2024. Additionally, a reconciliation of profit or loss for each interim period in 2024 (both quarterly and year-to-date) to the corresponding total comprehensive income under IFRS is provided.
| NOK '1000 | Note | 31.3.24 | 30.6.24 | 30.9.24 | 31.12.24 |
|---|---|---|---|---|---|
| Equity under N-GAAP | A | 327,725 | 327,262 | 345,772 | 348,640 |
| Leasing | B | -138 | -247 | -329 | -382 |
| Capitalized development | C | -6,135 | -5,751 | -5,424 | -4,963 |
| Financial derivatives at fair value | D | 0 | 190 | -726 | 1,167 |
| Revenue recognition | E | -3,234 | -3,984 | -4,751 | -3,942 |
| Goodwill amortization | F | 4,764 | 9,529 | 14,293 | 19,058 |
| Transactions costs in business combinations | G | 0 | 0 | 0 | -7,144 |
| Equity under IFRS | 322,982 | 326,999 | 348,835 | 352,434 | |
| NOK '1000 | Note | 31.3.24 | 30.6.24 | 30.9.24 | 31.12.24 |
| Profit or loss for the period under N-GAAP | -17,343 | -1,668 | 13,496 | -423 | |
| Leasing | A | -176 | -143 | -99 | -66 |
| Capitalized development | B | 885 | 492 | 419 | 709 |
| Financial derivatives at fair value | C | 0 | 244 | -1,175 | 2,427 |
| Revenue recognition | D | 488 | -961 | -983 | 1,036 |
| Goodwill amortization | E | 4,764 | 4,764 | 4,764 | 4,764 |
| Transactions costs in business combinations | F | 0 | 0 | 0 | -7,144 |
| Income tax expenses and deferred tax | G | -262 | 82 | 404 | -903 |
| Profit or loss for the period under IFRS | -11,644 | 2,810 | 16,827 | 401 | |
| Exchange differences on translation of foreign operations |
H | 5,439 | -954 | 2,954 | 1,469 |
| Total comprehensive income for the period (IFRS) | -6,205 | 1,856 | 19,781 | 1,870 | |
| NOK '1000 | Note | 1.1-30.6.24 | 1.1-30.9.24 | 1.1-31.12.24 | |
| Profit or loss for the period under N-GAAP | -19,011 | -5,515 | -5,937 | ||
| Leasing | A | -318 | -417 | -483 | |
| Capitalized development | B | 1,377 | 1,796 | 2,505 | |
| Financial derivatives at fair value | C | 244 | -931 | 1,496 | |
| Revenue recognition | D | -473 | -1,456 | -420 | |
| Goodwill amortization | E | 9,529 | 14,293 | 19,058 | |
| Transactions costs in business combinations | F | 0 | 0 | -7,144 | |
| Income tax expenses and deferred tax | G | -181 | 223 | -680 |
Page 37 Q3 2025
Profit or loss for the period under IFRS -8,834 7,993 8,394
operations H 4,485 7,439 8,908 Total comprehensive income for the period (IFRS) -4,349 15,432 17,302
NOTE 12.3 ADDITIONAL INFORMATION REGARDING THE TRANSITION TO IFRS
The section below provides supplementary information related to the Group's transition from N-GAAP to IFRS, including a description of significant accounting policies applied that are not disclosed elsewhere, as well as detailed information on lease accounting.
NOTE 12.3.1 ACCOUNTING POLICIES AND CRITICAL JUDGMENT
ACCOUNTING POLICIES - REVENUE
Revenue from contracts with customers comprises revenue from the sale of devices and related services. The services offered include mobile subscription plans, and other services. The Group's products and services are distributed through online channels, a broad retail network, and telecom partners.
Revenue is recognized when the Group satisfies the performance obligation in the contract, either at a point in time or over time. The amount of revenue recognized reflects the consideration to which the Group expects to be entitled in exchange for the transfer of goods or services to the customer.
Sale of devices
Revenue from the sale of devices is recognized at the point in time when control is transferred to the customer, which typically occurs when the goods are handed over to the transport carrier.
Determining the transaction price
Contracts with wholesalers and mobile operators may include various discounts and bonuses. The transaction price is estimated using the expected value method, based on accumulated experience with these arrangements.
Marketing contributions and other amounts payable to customers that do not represent consideration for distinct goods or services provided by the customer to the Group are accounted for as sales incentives. These are treated as variable consideration and reduce the transaction price. The reduction in revenue is recognized at the same time as the related device sale, with the amount estimated based on historical experience and current expectations.
Revenue is only recognized to the extent that it is highly probable that a significant reversal of the recognized amount will not occur.
Refund liabilities
Revenue is presented net of expected refunds on consumer sales that include a right of return. The estimate for returns is determined using the expected value method, based on historical experience.
Warranty claims on devices sold
The Group's obligation to repair or replace defective products under standard warranty terms is recognized as a provision. The estimate is based on historical data related to service and warranty repairs, and the related cost is presented within other operating expenses.
Mobile subscriptions
Revenue from mobile subscriptions is recognized over time. Subscription revenue that consists of fixed payments for a defined period—such as a monthly subscription fee—is recognized on a straight-line basis over the subscription period.
Other services
Other services include Xplora premium services, which provide users with broader access to the Xplora Activity Platform, as well as B2B service revenue and service fees charged to customers who have opted for an alternative mobile subscription provider. Revenue from these services is recognized over time, in line with the period in which the services are provided.
Payment terms
Payment terms vary depending on the sales channel. For online sales, including the Group's own webshop and third-party platforms, payment is generally received upfront at the time of purchase. For certain distributors and invoicing arrangements, payment is facilitated through financing partners. Sales through retail and B2B partners follow agreed contractual terms, typically within defined credit periods.
Critical judgements and significant accounting estimates
Discounts, marketing contributions, and returns are estimated and deducted from revenue at the time of sale. These estimates are based on assumptions about future outcomes and may differ from the actual results. Revenue is recognized only to the extent that it is highly probable that a significant reversal of the recognized amount will not occur.
The expense related to warranty claims is estimated at the time of sale based on the Group's historical experience.
Page 38 Q3 2025
ACCOUNTING POLICIES – INTANGIBLE ASSETS AND GOODWILL
Goodwill
Goodwill is initially measured as the excess of the aggregate of the consideration transferred, the amount recognized for non-controlling interests, and any previously held equity interest, over the net fair value of the identifiable assets acquired and liabilities assumed at the acquisition date. After initial recognition, goodwill is measured at cost less accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the Group's cash-generating units (CGU) that are expected to benefit from the combination. A CGU to which goodwill is allocated cannot be larger than an operating segment. The Group has allocated goodwill to its operating segments for impairment testing purposes.
Identifiable intangible assets acquired in business combinations
Acquired intangible assets comprise customer contracts/customer relationships and trade names. Intangible assets acquired as part of a business combination are recognized at their fair value at the acquisition date and are subsequently amortized on a straight-line basis over their estimated useful lives.
Capitalized development
Capitalized development costs relate to the development of new products and services, including technology platforms and applications that support the Group's commercial offerings. Expenses related to development activities are capitalized as intangible assets when it is highly probable that the projects will generate future economic benefits for the Group and the associated costs can be measured reliably. Capitalized development costs are recognized at cost, less accumulated amortization and any impairment losses, and are amortized on a straight-line basis over the estimated useful life of the asset.
Critical judgements and significant accounting estimates
The group tests goodwill for impairment on an annual basis and tests were performed as of 31 December 2023 and 31 December 2024. For these tests the recoverable amount of the cash-generating units (CGUs) was determined based on value in use calculations. The calculations require the use of assumptions and estimates related to future cash flows and discount rate. The recoverable amount is sensitive to the discount rate used for the discounted cash flow model as well as the expected future net cash-inflows and the growth rate use for extrapolation purposes.
The useful lives of customer contracts/customer relationships, trade names, and capitalized development are based on management's best estimates. The useful life of customer contracts/customer relationships was four years and ended during Q1 2025. Capitalized development expenses relate to the development of new products and the platforms used by the Group to generate revenue. The estimated useful life of capitalized development is four years, while the useful life of the Doro trade name is estimated to be indefinite. A significant change in the estimated useful lives of these assets could have a material impact on profit or loss.
ACCOUNTING POLICIES – BUSINESS COMBINATIONS
The acquisition method of accounting is applied to all business combinations. The consideration transferred for the acquisition of a subsidiary comprises the fair value of the assets transferred, the liabilities incurred to the former owners of the acquired business, any equity interests issued by the Group, the fair value of any contingent consideration arrangements, and the fair value of any pre-existing equity interests in the subsidiary.
Identifiable assets acquired and liabilities assumed in a business combination are, with limited exceptions, measured at their fair value at the acquisition date. The Group recognizes non-controlling interests in the acquired entity on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest's proportionate share of the acquired entity's net identifiable assets.
Critical judgements and significant accounting estimates
Accounting for acquisitions requires the use of significant judgement and estimates, particularly in the identification and valuation of intangible assets such as customer contracts/customer relationships and trademarks. Incorrect identification or inaccurate valuation of intangible assets may lead to material misstatements in the allocation of the purchase price, affecting the amounts recognized as goodwill, amortization, and future impairment charges.
Page 39 Q3 2025
NOTE 12.3.2 FINANCIAL INSTRUMENTS
Accounting policies
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Financial assets
Financial assets include trade and other receivables, a hybrid loan, finance lease receivables, and cash and bank balances. Financial assets are classified based on the Group's business model for managing the assets and the contractual characteristics of the cash flows.
Financial assets measured at fair value through profit and loss
Financial assets at fair value through profit or loss are carried at fair value in the statement of financial position, with net changes in fair value recognized in the statement of profit or loss. The hybrid loan is classified as measured at fair value through profit or loss. The loan is a debt instrument with fixed or determinable payments that are not quoted in an active market.
Financial assets measured at amortized cost
Financial assets measured at amortized cost are non-derivative financial assets with contractual cash flows that consist solely of payments of principal and interest on the outstanding nominal amount, and that are held with the objective of collecting the contractual cash flows. Except for the hybrid loan, all of the Group's financial assets are classified as measured at amortized cost.
Financial liabilities
Financial liabilities at amortized cost are non-derivative financial liabilities with fixed or determinable payments that are not quoted in an active market. The Group's financial liabilities - comprising borrowings, lease liabilities and trade and other payables - are classified as measured at amortized cost. These liabilities are initially recognized at fair value and subsequently measured at amortized cost using the effective interest method. They are presented as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date, in which case they are classified as non-current liabilities.
Derivatives and hedging
The Group enters into currency forward contracts and currency option contracts, which are initially recognized at fair value on the date the contracts are entered into and subsequently remeasured to fair value at the end of each reporting period.
At inception, the Group designates derivative contracts as either hedges of highly probable forecast transactions or firm commitments (cash flow hedges), or derivative financial instruments that do not qualify for hedge accounting.
For derivatives that do not meet the hedge accounting criteria, changes in fair value are recognized directly in profit or loss.
Cash flow hedges
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in the cash flow hedge reserve within equity. The ineffective portion of the gain or loss is recognized immediately in profit or loss. In the case of currency options, the time value of the option is excluded from the hedge designation, and only the intrinsic value is designated as the hedging instrument. Changes in the time value of the option are recognized in the cost of hedging reserve within other comprehensive income (OCI).
The cumulative gain or loss on a derivative that is deferred in equity is reclassified to profit or loss - classified as revenue or expense - in the same period in which the hedged item affects the income statement. When the hedged item results in the recognition of a non-financial asset (such as inventory), the deferred hedging gains or losses, as well as the deferred time value of any related option contracts, are included in the initial cost of the asset. These deferred amounts are ultimately recognized in profit or loss when the hedged item impacts the income statement—for example, through cost of goods sold.
When a hedging instrument expires, is sold or terminated, or when the hedge no longer qualifies for hedge accounting, any cumulative gain or loss and deferred costs of hedging recognized in equity at that time remain in equity until the forecast transaction occurs, resulting in the recognition of a non-financial asset, such as inventory. If the forecast transaction is no longer expected to occur, the cumulative gain or loss and deferred costs of hedging previously recognized in equity are immediately reclassified to profit or loss.
Fair value measurement
The Group measures financial instruments, such as derivatives, at fair value at each balance sheet date. Valuation techniques are applied that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities measured or disclosed at fair value in the financial statements are categorized within the fair value hierarchy, based on the lowest level input that is significant to the fair value measurement as a whole:
- Level 1 Quoted (unadjusted) prices in active markets for identical assets or liabilities
- Level 2 Valuation techniques with inputs that are observable, either directly or indirectly
- Level 3 Valuation techniques with significant unobservable inputs
The Group's derivatives measured at fair value are classified within level 2 of the fair value hierarchy, while other financial instruments measured at fair value are classified within level 3.
Page 40 Q3 2025
NOTE 12.3.3 LEASES
Accounting policies
The Group leases various offices, office equipment, office machines, and vehicles across the countries in which it operates. From the point in time the Group obtains the right to control the use of the leased asset, a right-of-use asset is recognized, measured at an amount equal to the corresponding lease liability. At the same time, a lease liability is recognized, measured at the present value of lease payments over the lease term.
Lease term
The lease term is the non-cancellable period of a lease, together with periods covered by an option to extend the lease if the Group is reasonably certain to exercise that option, and periods covered by an option to terminate the lease if the Group is reasonably certain not to exercise that option. Extension and termination options are included in a number of the Group's leases. The Group assesses each lease on an ongoing basis to determine whether significant events or changes in circumstances within its control have occurred that could affect its assessment of whether it is reasonably certain to exercise, or not exercise, such options. If such an event or change in circumstances occurs, the Group reassesses the lease term and recognizes any resulting adjustments to the lease liability and right-of-use asset accordingly.
Measurement
Contracts may contain both lease and non-lease components. The Group allocates the consideration in the contract to these components based on their relative stand-alone prices, or on estimated stand-alone prices when observable prices are not available. The non-lease components are presented as other operating expenses in the income statement.
The net present value of lease liabilities is based on the future fixed lease payments and variable lease payments that are linked to an index or rate, initially measured using the index or rate in effect at the commencement date. The Group is exposed to potential future increases in variable lease payments resulting from changes in the applicable index or rate. When such adjustments take effect, the lease liability is reassessed, and any change is recognized as an adjustment to the corresponding right-of-use asset.
Interest rate
As the interest rate implicit in the lease is rarely readily determinable, the Group uses its incremental borrowing rate to measure lease liabilities. The incremental borrowing rate is determined on a lease-by-lease basis. To determine the incremental borrowing rate, the Group applies a build-up approach, starting with a risk-free interest rate relevant to the specific country and lease term. This rate is then adjusted for credit risk and leasespecific factors, such as the type and nature of the leased asset.
Exemptions
Payments associated with short-term leases and leases of low-value assets are recognized on a straight-line basis as other operating expenses in the income statement. Short-term leases are defined as leases with a lease term of 12 months or less and no purchase option. Low-value assets are defined as assets with a value below NOK 50k.
Subleases
For certain leased office spaces, the Group subleases separate areas to entities outside the Group. Subleases are classified as either finance leases or operating leases with reference to the right-of-use asset, not the underlying asset. A sublease is classified as a finance lease when a clearly identifiable part of the office space (in substance, a separate office unit) is subleased for the entire remaining term of the head lease. All other subleases are classified as operating leases.
For finance leases, the corresponding right-of-use asset is derecognized, and a finance lease receivable is recognized. Lease payments received reduce the finance lease receivable, and interest income on the receivable is recognized as financial income in the income statement.
Critical judgements and significant accounting estimates
The Group has applied judgement in assessing whether it is likely to exercise options to extend or terminate a lease. All factors that create an economic incentive to exercise options, such as the market conditions that impact the price, the entity's demand for office space, contractual incentives and penalties, are considered.
Right-of-use assets
In the tables below, other assets include machinery, equipment, and vehicles, while buildings comprise office space.
Period end 30 September 2025
| NOK '1000 | Note | Other assets | Buildings | Total |
|---|---|---|---|---|
| As of 1 January 2025 | 1,708 | 19,017 | 20,726 | |
| Additions | 422 | 7,682 | 8,104 | |
| Derecognition | -105 | -1,160 | -1,266 | |
| Divestment | ||||
| Acquisitions of business | 8 | 1,353 | 12,477 | 13,829 |
| Translation differences | 94 | 38 | 131 | |
| Closing accumulated cost | 3,471 | 38,054 | 41,525 |
Page 41 Q3 2025
| Accumulated depreciation | ||||
|---|---|---|---|---|
| As of 1 January 2025 | -944 | -6,716 | -7,659 | |
| Depreciation charge | -837 | -11,277 | -12,114 | |
| Derecognition | 11 | 1,055 | 1,065 | |
| Divestment | 0 | 0 | 0 | |
| Translation differences | -136 | -266 | -402 | |
| Closing accumulated depreciation | -1,907 | -17,204 | -19,111 | |
| Closing net carrying value | 1,564 | 20,850 | 22,414 | |
| Weighted average remaining lease term | 1,6 years | 1,5 years | ||
| Period end 30 September 2024 | ||||
| NOK '1000 | Note | Other assets | Buildings | Total |
| As of 1 January 2024 | 12.1 | 1,515 | 15,772 | 17,287 |
| Additions | 135 | 1,512 | 1,647 | |
| Derecognition | ||||
| Divestment | ||||
| Acquisitions of business | ||||
| Translation differences | 59 | 419 | 478 | |
| Closing accumulated cost | 1,709 | 17,704 | 19,413 | |
| Accumulated depreciation | ||||
| As of 1 January 2024 | 12.1 | 0 | 0 | 0 |
| Depreciation charge | -689 | -4,867 | -5,557 | |
| Derecognition | ||||
| Divestment | ||||
| Translation differences | -11 | -49 | -60 | |
| Closing accumulated depreciation | -700 | -4,916 | -5,616 | |
| Closing net carrying value | 1,009 | 12,788 | 13,796 | |
| Weighted average remaining lease term | 1,7 years | 2,0 years | ||
| Lease liabilities | ||||
| Changes in lease liabilities | 1.1-30.9 | 1.1-30.9 | ||
| NOK '1000 | Note | 2025 | 2024 | |
| As of 1 January | 12.1 | 16,383 | 21,508 | |
| Business combinations | 8 | 13,829 | 0 | |
| Additions | 5,839 | 1,647 | ||
| Lease payments | -13,581 | -7,155 | ||
| Interest expense on the lease liability | 870 | 978 | ||
| Translation differences | -149 | 425 | ||
| Closing lease liabilities | 23,191 | 17,403 | ||
| Non-current lease liabilities | 10,269 | 7,936 | ||
| Current lease liabilities | 12,922 | 9,466 |
Page 42 Q3 2025
Undiscounted lease liabilities and maturity of cash outflows
| NOK '1000 | Note | 1.1-30.9 2025 |
1.1-30.9 2024 |
|---|---|---|---|
| Less than 1 year | 13,279 | 9,733 | |
| 1-2 years | 6,126 | 7,921 | |
| 2-3 years | 3,528 | 808 | |
| 3-4 years | 450 | 15 | |
| 4-5 years | 439 | 11 | |
| More than 5 years | 110 | 0 | |
| Total undiscounted lease liabilities | 23,932 | 18,489 |
Finance lease receivable
Changes in finance lease receivables
| 2025 | 1.1-30.9 2024 |
|---|---|
| 2,825 | 4,221 |
| 0 | 0 |
| -1,702 | 0 |
| -1,220 | -1,220 |
| 98 | 183 |
| 0 | 3,183 |
| 0 | 1,597 |
| 0 | 1,586 |
Undiscounted lease receivables and maturity of cash inflows
| NOK '1000 | Note | 2025 | 2024 |
|---|---|---|---|
| Less than 1 year | 0 | 1,627 | |
| 1-2 years | 0 | 1,627 | |
| 2-3 years | 0 | 136 | |
| 3-4 years | 0 | 0 | |
| 4-5 years | 0 | 0 | |
| More than 5 years | 0 | 0 | |
| Total undiscounted finance lease receivables | 0 | 3,390 |
1.1-30.9
1.1-30.9
Page 43 Q3 2025
FORWARD LOOKING STATEMENTS
The presentation and report (the "Report") has been produced by Xplora Technologies AS (the "Company") for information purposes only and does not in itself constitute, and should not be construed as, an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction. The distribution of this report may be restricted by law in certain jurisdictions, and the recipient should inform itself about, and observe, any such restriction. Any failure to comply with such restrictions may constitute a violation of the laws of any such jurisdiction.
This report includes and is based, inter alia, on forward-looking information and contains statements regarding the future in connection with the Company's growth initiatives, profit figures, outlook, strategies, and objectives. All forward-looking information and statements in this report are based on current expectations, estimates and projections about global economic conditions, the economic conditions of the regions and industry in which the Company operates. These expectations, estimates and projections are generally identifiable by statements containing words such as "expects", "believes", "estimates" or similar expressions. Important factors may lead to actual profits, results and developments deviating substantially from what has been expressed or implied in such statements. Although the Company believes that its expectations and the report are based upon reasonable assumptions, it can give no assurance that those expectations will be achieved or that the actual results will be as set out in the report.
The Company is making no report or warranty, expressed or implied, as to the accuracy, reliability, or completeness of the report, and neither the Company nor any of its directors, officers or employees will have any liability to you or any other persons resulting from your use.
This report speaks as at the date set out on herein and will not be updated. The following slides should also be read and considered in connection with the information given orally during the report.
This report is subject to Norwegian law, and any dispute arising in respect of this report is subject to the exclusive jurisdiction of Norwegian courts.
Page 44 Q3 2025
DEFINITIONS
Activation = A new activation refers to a watch that is turned on for the first time by an end-user. This metric only captures the initial watch activation, regardless of connection to an Xplora subscription plan.
ARR = Annual Recurring Revenue. Calculated as quarterly service revenue multiplied by four.
ARPU = Average revenue per user. Calculated by dividing revenue from mobile and premium services, by the number of mobile subscriptions.
ASP = Average selling price. Calculated by dividing device revenue by the number of units sold.
CAGR = Compounded annual growth rate
COGS = Cost of goods sold
Conversion rate = The proportion of unit sales that convert into mobile subscription sales
EBITDA = Earnings before Interests, Tax, Depreciation, Amortization and Impairment losses
Freemium model = Business model offering basic features for free, with advanced features available for purchase
IoT = Internet of Things
LTM = Last twelve months
LTV = Life Time Value
MDA = Master distribution agreement
MVNO = Mobile virtual network operator
SaaS = Software as a service
Subscription = Subscriptions include mobile subscription plans, premium services, B2B revenue sharing, and service fees. The number of subscriptions reflects active, paid plans.
TTM = Trailing twelve month, a term to describe the past 12 consecutive months
4Q rolling = Means the consecutive twelve-month period before a specified date
Page 45 Q3 2025
