Good morning, everyone, and welcome to this presentation of Fasadgruppen's year-end result. In the room, we have our CEO Martin Jacobsson, our CFO Casper Tamm, and myself Magnus Blomberg.

With that being said, I hand over the word to Martin. Please go ahead.

Thank you, Magnus. Good morning also from me, and welcome to this year-end presentation.

I will also of course address the announced rights issue this morning. First, I would like to highlight 2025 has been a transformative year for us.

I would like to describe it as a year of deleveraging and profitability measures taken. I would say that we've navigated a complex macroeconomic environment by focusing on what we can control, which is at the end of the day cash flow, margins, and capital structure.

Today we are laying out the roadmap for how Fasadgruppen will lead the market recovery for 2026 and beyond. With that said, I'd like to dive into the presentation.

The highlights looking at the fourth quarter. I would say that the headline here is resilience: delivered a 5.1% organic growth, which I would say is a testament to the underlying demand for our services despite the broader construction slowdown which has been ongoing for some time now.

On an adjusted EBITDA level, excluding the divested Alnova business, we came in and around 110 million, yielding this a margin then of 7.6%. I would say that this is more showing the true earnings power of our core business today.

Even including Alnova, the margin improved year-over-year up to 7% compared to 6.4% a year ago. The operating cash flow stood out here at a record 240 million, and this meant also that we brought leverage down to 3.25 in Q4, before any issue that is, which is then these 3.25 are down from 3.76 in Q3 for those of you who remember that.

Of course we still see the demand is good. I would say that with this order backlog development of a 4.2% organic development, we prove that we are still in favor, strong demand.

In general, I'll get back to that where we see the best demand. If we take a look on England, just a quick glance here before we dive into that later, is that we still see delays from the Building Safety Regulator, and that is affecting our subsidiary Clearline.

Then this morning, as I mentioned, we announced a fully guaranteed rights issue in order to bring down our leverage here down to 2.5 times in line with our long-term target, and this ensures that we have the dry powder needed for our next growth phase. I will get back to that.

Next, please. Then, first I would like to comment here just some words about the market.

I would say that the interest rate cuts that have been done in 2025 have provided much relief to especially Swedish tenant-owner associations. These interest rate cuts are also I would say expected to improve investments going forward.

There are deferred maintenance in the buildings, but we also see energy efficiency improvements. The European Performance of Buildings Directive, which is called EPBD, is due to be implemented here by local law in all EU countries on the 29th of May 2026.

To comment this in short, the European Union has a strategy to at least double the annual energy renovation rate, meaning that we could be a sweet spot here for many coming years. Commenting on our net sales here, we saw an total increase by 6%, and as I mentioned, 5.1% was organically.

I would say highlighting our regions: Sweden, Denmark, and especially Finland was strong in I would say all above double-digit growth. On the Norwegian side, we still see a weak market in Norway that has been affecting us throughout 2025.

Here we are I would say selective about the projects we take on to protect our margins. In UK then, as I mentioned earlier, we still saw BSR delays.

As we announced here in December, we've gotten some more approvals from BSR, meaning that I would say that there is potential for lifts of more approvals during 2026. Remember here Clearline has a very strong backlog, and we are more looking into 2028 or so for the Clearline projects now.

Then looking at our segments: the Total Solutions segment grew roughly 10%, which is I would say showing that the customer value our full-service offering there. On the Specialist Solutions, we also saw a healthy growth of roughly 6%.

Then of course Clearline here was affected, as I mentioned then, by BSR, which took down the sales here. Remember also in the period of 2024, which is the number in brackets there, 126.2, Clearline was only part of Fasadgruppen for 2 months.

Next slide, please. Then I would say here that on the profitability side is where our internal measures are showing up.

As mentioned, the adjusted EBITDA came in at roughly 110, a margin of 7.6%, which is I would say in this environment a strong figure. On the Total Solutions side, we saw a small decrease in margin here, but roughly on the same adjusted EBITDA level as of last year.

What stands out here of course is the Specialist Solutions that improved quite significantly compared to last year. The adjusted EBITDA came in at roughly 54 million compared to 8 million last year, and this meant a margin of more than 10% compared to just 1.6% a year ago.

This is the true hero here in the quarter, I would say. Mainly this reflects a better project execution and more favorable mix, I would say.

Of course we've seen as the market recovers, the Specialist Solutions segment, they are more agile, have shorter projects than the Total Solutions. That means that when the demand is there, we're also ready to improve the margins quite rapidly in that sense.

Then looking on Clearline, of course came in lower than which also affected by BSR delays. However, the 27% margin here is not what we expected, but it's still not bad.

On the total adjustment side here, you see we have large adjustments of 118 million, which 99.4 is related to divestment of Alnova. We can shift to the next slide so I can show you some more.

This is the waterfall then from the reported EBITDA up to the adjusted EBITDA, and also then the adjusted EBITDA if you exclude the Alnova. In this instance here, of course the divestment, we took a realization loss, and that meant these 99.4.

We also had some contingent considerations that affected us by 15 million here, and we had some acquisition-related costs of roughly 3 million. All in all, you could also mention here that of course Alnova made a loss here in the 2 months of roughly 8 million, so that's why we end up at roughly 110 on the adjusted side there.

Okay. Then on the order backlog side, we ended the year at 3.8 billion.

Of course a significant part of that is Clearline, who has been building backlog. I would say that this is important: the 1.3 billion roughly that Clearline has is ripe when we get the BSR approvals.

As I mentioned, we are more looking into 2028 for Clearline now. Then I would also like to mention usually we see a pattern where the order backlog builds up in the first half of the year, and then we execute on the second half of the year.

You can see that pattern somewhat in the bars in the down-right corner. I would say that this is not anything unusual in that it's more of how the market works for us.

Then if we take a look on the Swedish entities, we've seen an organic order backlog growth now for the fourth consecutive quarter, which is of course a very strong sign. Remember here during 20 I would say already in '23, we saw affects of the Swedish markets that it was struggling.

If you take a look on the Total Solutions side, it's somewhat lower compared to last year, but remember here we had a very large order in Copenhagen that affected, you could say in the numbers last year. If we exclude those, I would say that we are on par also on the Total Solutions side.

Then you see the Specialist Solutions, order backlog is quite stable. Then Clearline, I have already commented on.

We can take the next slide, please. Then on cash flow side, we saw a record strong operating cash flow here in Q4 at 240.5 million.

You can compare that to last year, which came in at 100 roughly 185 million. It's a 30% increase even though it's roughly still the same subsidiaries included.

I would say that this cash flow it's been an optimization for a long time, and we have improved on our stakeholder terms. There's more to be done, I would like to highlight here, but of course I'm glad to see when the cash conversion is about 200%.

I would also like to highlight here the seasonal pattern, which we've said many times now, but usually the Q4 has the strongest cash flow. Then for the full year, we came in at 99% cash conversion, just below our target of 100%.

Take the next slide, please. The average interest rate here for the full year came in at 5.8%, down from 6.1% a year ago.

As I mentioned also, we lowered the leverage here from 3.76 in Q3 down to 3.25. After the rights issue, this leverage is set to go down below 2.5, which is in line then with our long-term target.

I would also like to highlight here with the rights issue, we have an upped covenant level in 2026, and we also have improved interest rate levels. On the interest rate levels, we also drop down two steps from where we are today down to where we will end up after the rights issue, meaning a savings of roughly 20 million yearly on just all else equal, to speak, on the interest rate levels.

Remember, we had roughly 145 million in paid interest during 2025. With that said, we can move on to the next slide.

Where we take a step back and look at how the full-year 2025 came in. Our net sales grew by 10.6% compared to our target of 15%.

On the profitability side, we had a margin of 8.2% compared to then the target of 10%. On a cash conversion level, we were very close to meeting the target, came in at 99%, as mentioned.

Then on the capital structure side here, before the rights issue, we came in at 3.25, which was, by the way, also in line with what the covenant level was. Moving on, please.

Then, some words about the rights issue. We today announce a fully guaranteed SEK 504 million rights issue.

Some words about the commitment or the undertakings: I would say that roughly 320 million came in from the large shareholders, Connecting Capital and Huset, and also a large portion from our founder and Chairman, Mikael Karlsson, took a large part of that. Then from other board members and management, roughly 32 million came in, of which myself have an undertaking of 19 million.

I would say key employees had roughly 29 million, and then 120 million from other shareholders and investors. All in all, I'm very very pleased by the commitment and the strength that we prove with this.

Remember here also that no undertaker took any fee for this as well, which I would say is a very strong signal. Then I would say background and motive regarding the rights issue: we are of course strengthening our balance sheet with this, as we've mentioned here.

This is also making us able to grow in another way that we've not been quite constrained by that historically. Now with this, we have the possibility to do organic growth initiatives and selective acquisitions once again, which we are very very glad to be able to do.

Remember here, we will not go on a shopping spree or anything like that, but of course we will do selective acquisitions. Some key timeline here: I would also say that today we've then also announced that we want to do an Extra General Meeting, which is then due on the 6th of March.

The trading in subscription rights is due from the 16th to 25th of March, and then the publication of the final subscription level is then from the 1st of April. Can move on.

Talk some more about the rights issue. Why do we do it now?

I would say that we have a good momentum. We are seeing two consecutive quarters with organic growth and a healthy order backlog also growing organically.

We see all in all that the market signs are improving. This gives us also room for growth when we need it, not when we have to.

We do it in a preemptive strike, you could say. Then on how we see acquisitions going forward, yeah, I mentioned that we will be selective around that.

On the UK turnaround of BSR, we, as we've mentioned earlier, we still see a very strong demand in general for our services in the UK. We also see that the BSR risk are somewhat lower also in conjunction with the announcement made here in December.

We also get an improved financial agreement with the banks, which also assists here in the journey ahead. Yes, next slide, please.

Some concluding remarks. 2025 was the year when we did the hard work.

I would say we divested underperforming assets, improved cash flow here in the second half, and we strengthened our organic growth and our backlog. In general, I would say that we're entering 2026 as a leaner, more focused, and more financially robust company.

Now, if we just have some highlights here once again: remember we had a strong organic growth, 5.1% in Q4; we saw improving margins both in Q4 and 2025 as the full year; and I would say that we are ready for the market turn. Their organic order backlog was up here 4.2% in Q4.

We are moving to below 2.5 leverage after the rights issue. We see the new capital coming in with very very strong interest from shareholders, board members, key employees without any fees, as I mentioned.

Then moving back to this M&A agenda will be of course disciplined and selective. To sum it up, I would say that we are strengthening today to capture tomorrow's recovery.

With that said, we thank you for your time and open up for questions.

The first question is from Max Bako from SEB. Please go ahead.

Thank you, and good morning, Martin and Casper. Thank you for taking the questions.

Perhaps starting off with Clearline. As you mentioned during the presentation and as stated in the press release sent out during December, you have received approvals from BSR of some SEK 400 million of which majority of the work will be executed on here during 2026.

Looking at Clearline's total order book, some SEK 1.3 billion in total here at the end of Q4, how much of that is expected to be carried out during 2026, and how much has been approved by BSR if you could comment on that?

Yes, absolutely. I think it's easier to talk about pounds here in my world.

Just so if you have roughly £100 million in the order backlog, and then we announced £32 million worth of work in December. It's a lot of noise background there, Max.

I don't know if you can mute.

All right, I can mute myself. Yeah.

Out of these 32 million that is to be done in 2026, I would say that that is more or less all of that will be during 2026. I would say that at least the same amount, roughly 30 million more, we already had a approval of.

It's a project business, Max, you can take it for what it is. In the vicinity of 60 million for 2026 is not an unreasonable figure to have in your model there.

Very clear. Then moving on to the Nordic operations.

A very clear improvement here during Q4 with quite significant improvement in profitability. At the same time, Q4 tends to be a quite small quarter.

It is a bit dependent on weather and timing, and so on and so forth, I suppose. How much of the improvement that we saw here in Q4 is reasonable to dedicate to underlying market improvements and perhaps some market share gains by Fasadgruppen?

How much is reasonable to extrapolate going into 2026 if you understand?

Yeah. I think you're aiming at that if you take the Q4 2024 was of course a very weak quarter for us in general, the comparison levels there are what it is.

I would say that on that side, I would say still Sweden is improving from low levels. That's an important factor.

Then I mentioned here some double-digit growth in both in Sweden, Denmark, and Finland. I would say that Finland and Denmark stood out during 2025 as the best years ever in Fasadgruppen, which of course is a strong testament even in these weaker market times, to speak.

Then of course Norway is hurting. When you put it all together, of course I would say that I'm more into that we are taking market share here, which is then mainly comprising of Denmark and Finland.

Then Sweden, we are seeing improvements as well, but not as big as in Denmark and Norway, if you understand what I mean there. Yeah.

Okay. Yeah.

The final question, very very short-term oriented. Looking at Q1 here 2026, also quite dependent on the weather and when the season is basically allowed to start for you, at least in the Nordics.

Far it has been a quite harsh winter. You have any insights or comments regarding Q1 and the start to 2026?

Of course it's not unusual that January is cold, and of course it's been some extra cold in this January. We are quite used to this kind of levels if we take it like that.

Of course I've tried to say it a lot of times also, Max, regarding if you take renovation is more seasonally dependent, and it's unusual that you have large renovation schemes during midwinter times in the Nordics. If you take a look on the comparison numbers if we go back a couple of years, then on the new build side, it's more common that you work through the winter times.

Then of course if we would have a lot of new build, then that can affect the productivity levels and stuff. I wouldn't say that new build is not that let's say hot still.

With that said, I'm not so worried about the weather in that regard. Of course it's still a factor for us.

It goes slower, but it's not like it's a super high activity level either. Hopefully that gives some flavor.

Yes, that was all from me at the moment. Thank you very much.

Thank you, Max. The next question comes from Elvin Rolder from DNB Carnegie.

Please go ahead.

Yes, thank you, and good morning. I just have a couple of follow-up questions from Max here.

Maybe beginning a bit on Clearline. You talked a bit about the backlog throughput, to say, here in 2026.

I just want to be perhaps clarifying a bit. I'm a bit more on the near-term of that if it's possible, considering you're talking about that you're already looking into the 2028 orders for Clearline.

How should we sort of bridge perhaps the coming quarter or two quarters that we having in front of us if we factor in these BSR delays as well? Will there continue to be quite of a big gap between what projects you can work on right now and you have guys on the sideline, to say?

Should we expect a continued subdued margin here the coming two quarters? Or how should we kind of bridge that gap, to say?

Yeah. No, it's a good question, Elvin.

You could say it's still renovation that we do in Clearline, and believe it or not, it's also a bit colder in the UK even if they are a bit lower on the degree side there. Usually a lot of projects start up in the spring or so.

Spring comes a bit earlier there. As the plan or how it looks like at the moment at least is that some of the bigger schemes are due to start here in begin or end of Q1.

Of course, on the utilization rate of those, the more the better if you put it like that. With that said, I would pencil it in from end of Q1 to Q2 there, somewhere there.

We should kind of expect a still kind of lower utilization, to say, beginning of the year, and then by the end of Q1 it should be quite a meaningful uptick in order to get to the numbers you said previously, I guess, for Clearline.

Put in other words, we have a lot of project starts in end of Q1.

Got you, thank you. Then the other question was regarding capital allocation.

You said that leverage will come down to 2.5, should the proceeds from the rights issue land in your books, to say, which will be of course quite significantly below the new covenant levels that you have reached with your banks. I was just wondering a bit about your philosophy.

You said that acquisitions of course will be very selective, but would you still kind of prefer to get that level down even lower than 2.5 before you be able to focus more on growth-oriented measures? Or should we perhaps expect the acquisitions already this year?

How are you kind of thinking about that given that I guess it's by Q1 2027 you will have 3 in the covenant ratio [unclear]?

Yeah. No, it's a good question, Elvin.

I would say that as I mentioned, we will not go on a shopping spree, but of course when you fish, you have to lay out some fishing nets, else you won't get any fish. It's not like a supermarket in that regard either.

With that said, there're some great companies out there, and that could be a perfect fit for Fasadgruppen. It is a balancing act with the leverage, and of course the long-term target is 2.5, and we intend to keep it that way.

Remember on the financial goal, we also say that it could be temporarily higher, which has been the last couple of I would say quarters or so. We are still in the phase that the market is recovering, it's a balancing act.

That's why we mean that we are selective.

I think that was actually all for me for now. I will get back in line.

Thanks, Elvin.

Thank you.

The next question comes from Linus Alenton from Nordea. Please go ahead.

Hi, and good morning, Martin and Casper. Just a follow-up here on the rights issue this morning.

The payout for the Clearline acquisition is dependent on the EBITDA levels, and I'm just wondering what levels would trigger the maximum payout of £80 million here, just to get a sense.

In that regard, I would say that the Clearline deal was a preference share structured deal. It's easier to think it's an earnout structure, and of course in all earnout structure, if you've done it correctly, the more the company earns, the better for all parties, to speak.

We've not really said any exact levels of that, Linus. Of course remember here what we said during the acquisition.

We said that the historical levels, they came in at £18.7 million EBITDA last 3 years. Of course, it has to be a significantly higher level than that, significantly higher in order to that to happen, to speak.

All right. However, I noticed that obligations to the shareholders in Clearline went up this quarter.

Is that the dividends that are accumulating on that post in the balance sheet, or how should we interpret it? Because if earnings are down, I guess it must be the dividends accumulating up, right?

No, it's Casper here. No, it's not the dividends.

It's a timing difference when you do the discounting of the value of the option.

Okay.

Okay?

That's clear. The dividends that accumulate up, where do they end up?

There are no dividends accumulated today here. Aren't

the dividends to the Clearline holders stacked up?

The first year is 2024 here, and that could be accumulated, and that was no dividend accumulated for 2024.

Okay. All right.

I'll stop there. Thank you very much for taking my questions.

All right, we have some written questions here. I'll start with the first one.

Martin, are you planning to do M&A with this new headroom, perhaps in the UK?

Of course we like the UK market in general. Remember here we talk a lot of negative stuff about BSR, but what they're really trying to do is something good.

They are doing this because they want safer buildings, and of course we want to help them with that, just as an example. At the end of the day, there's plenty to do with old buildings that are in need of renovation in the UK, we really like the market.

We've been looking at it for many, many years. Absolutely we will look into acquisitions in the UK.

However, it's what I've tried to say here, it's a balancing act now. We will get this rights issue into the goal, and take it from there.

I guess we can continue on the Clearline here. Why Clearline back only 2028?

Continuous since at the end of project. Could you explain that question a bit more, Martin?

I think there's been a misunderstanding here. It's what we said about 2028 for Clearline is that we have such a good visibility on the order backlog side for Clearline so that we are now looking into orders or projects that are to be executed in 2028.

That was what we said. Of course with the recent approvals from BSR, I have a good sense that Clearline will be quite active during 2026, put it like that.

Thank you. On the contracts that you are signing today for delivery over the 6 to 12 months, how does pricing compare to the margin profile of projects currently being delivered?

I would say it depends on the market in general, on which region we are talking about. If we take the Swedish, which is our biggest market, that is of course on the rise.

We are seeing, if you take a look on the order backlog margin, that is also improving here. I would say that just to give some flavor on the order backlog margin there, I would say may up roughly 1% to 2% percentage points a year ago or something like that.

Thank you. Then a question of the rights issue here: Why a rights issue at this moment, and why the size of it, since the current net debt is going in a positive direction, to speak?

We had especially a 'why now' question here in the presentation where we said that we have a good momentum and that we see better signs in the market. We don't want to be raising capital when we desperately need it; we want to have it ready before the recovery fully takes hold.

The size is of course, yeah, also a balancing act here on where it makes an impact for us. I would say that I think it's a fair amount of size here for what is needed going forward.

Hopefully, that answers the question.

Thank you for that, Martin. We have another question here: I heard Casper clearly regarding the Clearline earnout.

However, how is the accumulated dividend net income from minorities accounted on a continuous basis?

It's Casper here then, but as I said, there was no dividend for 2024. Perhaps there will be dividend for 2025, and when we have done the annual report for 2025, that will be accounted for, and then so on for the coming years then.

That's how it will work then.

Mm. Hope you understand that.

Since there's not been an AGM in the Clearline companies, we can't decide on a dividend yet, so that is correct.

Thank you. We don't have any more written questions.

However, we have one more on the line here. Could we please let Max Bacco in?

Yes, a follow-up from Max Bacco from SEB. Please go ahead.

Yes, hi. It was related to the dividends to the preference shareholders, but you basically answered it already.

Just to follow up, when the AGM has been held in Clearline and it has been decided, I guess it's the net profit that needs to be determined exactly for 2025, will you in some way reflect that future payout in the balance sheet for Fasadgruppen in any way, or will it be outside of the balance sheet?

No, that will be reflected in the balance sheet then.

Perfect. Yes, that was all.

Thank you.

Thanks, Max.

Perfect. Thank you, everyone, for this session.

Some final remarks from Martin.

Thank you, Magnus, and thank you, everyone, for listening in to this presentation. Hope you've gotten some more flavor regarding our Q4 results and our rights issue.

We are ready for 2026 and are eager to get this going. Looking forward to meet you maybe at the AGM, which is due here in May, but if not, then please don't hesitate to contact us if you want to have any investor meeting or analyst meeting or likewise.

With that said, thank you so much for today, and have a great day.