Benjamin Golding
Good morning, and welcome to the Q4 update for Arendals Fossekompani. My name is Benjamin Golding, and I'm the CEO of Arendals Fossekompani.
Together with me here today is CFO Lars Peder Fensli. Arendals Fossekompani is a long-term industrial investment company.
We invest in B2B growth companies operating within energy and/or technology space. We drive sustainable value creation in our portfolio companies through active ownership.
Today, Arendals Fossekompani holds six main investments in addition to a number of smaller assets. Our companies have presence across the globe.
Over time, AFK has built a diversified portfolio of B2B companies focused on industrial technology and energy. Volue and our other smaller investments are pure software companies.
NSSL delivers both software, hardware, and data services, while ENRX and Tekna are world leaders in cutting-edge industrial technologies related to advanced materials, additive manufacturing, and induction heating and power transfer. In addition to this, AFK also owns a real estate portfolio consisting of properties related to our businesses as well as some local real estate development projects.
Finally, hydropower is our oldest business, which we have owned for over 100 years. We have controlling interests in all our companies except Volue, where we hold 40% and co-own the company together with Advent International and Generation Investment Management.
Our current portfolio spans the entire lifecycle from start-up through growth equity to mature companies. Starting from the left, we have our start-up companies.
AFK has decided to not pursue further early-phase investments. Moving to the right in the picture, we find our growth companies.
These are larger, have more mature business models, and have access to a wider range of financing options. Our focus here is to develop asset value using a typical private equity toolbox, while at the same time maintaining the unique benefit that come with our long-term ownership horizon, our deep industrial roots, and our flexibility in terms of partnership models.
The mature businesses on the right generate cash that is used for dividends and to drive organic and inorganic growth in the less mature parts of the portfolio. Our business model is to create value through forward-looking investment, disciplined capital allocation, and active ownership.
We divest when we assess that we are no longer the best owner. We continuously work to optimize this picture to ensure balance between cash generation on one hand and attractive capital allocation options on the other.
Yesterday, after the markets closed, we announced that TA, a leading global private equity firm, has joined as a new strategic investment partner in Volue. The transaction implies an equity value of Volue on a 100% basis of around €1.5 billion or approximately 17 billion NOK.
This marks a significant milestone in the company's journey. TA brings additional credibility and momentum to Volue's growth mission, enabling Volue to accelerate innovation, scale globally, and deepen the company's market leadership in electrification.
As part of the transaction, Arendals Fossekompani will receive cash proceeds of approximately €38 million, around 425 million NOK. Arendals Fossekompani's ownership in Volue will be around 36% after the closing.
The transaction prices Arendals Fossekompani remaining shareholding in Volue to approximately €520 million or around 5.9 billion NOK. This implies more than a doubling of the value of AFK's Volue shares since we took the company off the stock exchange less than 1.5 years ago.
AFK's partnership with Advent and Generation has proven exceptionally strong, and together with TA will provide the stable foundation for Volue to reach its goal of becoming the number one technology provider for energy systems by 2030. Final amounts are subject to closing adjustments, and completion of the transaction is subject to regulatory approvals.
Over the last year, we have executed on our clear strategy to optimize, de-risk, and focus our portfolio toward growth equity and more mature companies. In line with this strategy, we previously delisted Volue, dissolved Alytic, and sold Factlines.
In Q4, we continued executing on this strategy. We completed the financial restructuring of Tekna, resetting the balance sheet, securing new bank financing, and bringing in fresh capital to the company.
We took impairments in the remaining early-phase companies totaling 202 million NOK, reflecting our strategy to gradually reduce our exposure here. Finally, ENRX divested a majority stake of its Charge business in the quarter to enable the company to focus fully on their core business.
All of these actions have been taken as part of our ongoing effort to focus, optimize, and de-risk the portfolio. Now, let's take a look at the highlights from the quarter.
Group revenue ended at 995 million NOK, down from 1.17 billion last year. The decline year on year was primarily driven by a challenging market for ENRX and lower activity in NSSLGlobal.
Operating profit came in at -107 million. The negative result was primarily driven by impairments and provisions related to the divestment of ENRX Charge, in addition to lower operating profit from ENRX Heat business and NSSLGlobal in the quarter.
Adjusted for the effects from ENRX Charge, the Q4 operating profit was 58 million NOK, corresponding to a margin of 6%. Our equity ratio improved from 61 to 65%, reflecting a strong balance sheet and liquidity.
Despite lower revenue and operating profit numbers on group level, we note several solid achievements in individual portfolio companies in the quarter. Volue delivered 22% growth in recurring revenues and an adjusted pro forma cash EBITDA margin of 18%, while continuing to deliver on its ambitious M&A agenda.
Tekna reached an important milestone, delivering its second consecutive positive EBITDA quarter since the IPO. The hydropower business delivered an operating profit of 106 million NOK, which is 68% higher than the same quarter last year.
We also continued delivering on our portfolio strategy, as mentioned. Now, let's take a closer look at our main portfolio companies.
Volue is one of Norway's largest software companies and a leading provider of software solutions for energy and grid in Europe. The company aims to become the number one technology provider for the energy system before 2030.
Performance in the quarter has been strong, both in terms of growth and margin expansion, with recurring revenue growth of 22% and pro forma adjusted cash EBITDA margin of 18%. The company is delivering yet another quarter as a Rule of 40 company.
The full-year pro forma adjusted cash EBITDA for 2025 increased by 3.7x compared to 2024. Volue updated its strategy in the quarter.
The updated strategy sets out three new business units: Operational Intelligence, Commercial Operations, and Technical Operations. Operational Intelligence delivers data and forecasting services and is showing strong momentum, particularly driven by the changes with 15-minute resolution time in the power markets, providing increased need for accurate price forecasts.
Commercial Operations, consisting of Optimization and Planning & Trading, continued to deliver strong growth, particularly driven by new logo expansion and upsell to existing customers. The business continues to expand both in Europe and Japan.
Technical Operations consists of Distribution Software and Asset Operations, and expanded the business in the Nordics through upsell to existing customers during the quarter. Reported EBITDA in Q4 2025 included 194 million NOK in one-off costs related to the company-wide restructuring, recruitment, and operational turnaround initiatives following Volue's delisting and change in ownership structure in Q4 2024.
Going forward, Volue does not expect one-off items at this level. During and after the quarter, Volue announced four acquisitions in line with the company's ambitious M&A strategy.
The company has also strengthened its leadership and welcomes a new CEO. Through our ownership partnership with private equity players Advent International, Generation Investment Management, and now TA, we have a clear and united goal to continue to accelerate growth and value creation in the company.
We will measure success in ARR growth and cash EBITDA margin. These are the KPIs that drive value for the company.
Volue is and will continue to be a cornerstone in the overall value development story of Arendals Fossekompani. ENRX is a leading manufacturer of industrial heating systems based on induction technology.
Revenue came in at €35.9 million in the quarter, and operating profit at -€30 million in the quarter. Following a strategic review, ENRX divested a majority stake of its Charge business in order to create a more robust ENRX Group and free up resources and capital to focus on its core business.
Operating loss in the quarter was fully attributable to impairments and provisions taken in connection to the divestment of the Charge business. The Heat business delivered an operating profit of €1.4 million.
Adjusted for one-offs related to restructuring and M&A, the operating profit was €2.5 million, corresponding to an operating margin of 8.2%. Since the start of 2025, the Heat business has been experiencing longer sales cycles.
Customers are pushing investment decisions out in time due to uncertainty created by political turmoil, unstable tariff schemes, and tensions in global trading relations. In addition, a global oversupply in automotive production capacity has negatively affected the demand for hardening machines, an important product category within ENRX Heat business.
Despite revenue decline year on year in the quarter, ENRX is maintaining its heat market share, as market conditions are affecting all players in the industry. ENRX is taking both short- and long-term actions to adapt to the challenging market conditions and increase profitability and cash generation across the group.
As a result, operating costs in Q4 2025, excluding Charge write-downs, were reduced by 18% year on year. ENRX holds a strong position in the industrial heating segment, but the market for heating products is expected to remain challenging over the coming 12 to 18 months.
Customer decision-making processes will continue to take longer than normal, as high uncertainty dampens customers' investment appetite. ENRX will continue to implement cost reductions in the coming months to adapt to the market outlook and improve profitability and cash generation.
NSSLGlobal provides secure satellite communication solutions to defense, government, and the maritime sector. Revenue came in at £24.9 million, corresponding to an 8% decline year on year in local currency.
This was driven by a one-off project in Q4 2024 and lower airtime revenues. Due to this and increased staff costs, the company delivered a 14% operating margin in the quarter.
In the quarter, NSSL won new contracts and contract extensions worth £12.9 million across government and maritime sector. NSSL's strong market position is underpinned by a solid customer base, proven technology, innovative products, and a strong customer-centric organization and culture.
Despite increased competition in airtime, customers continue to value the resilient and cyber-secure solutions offered by NSSLGlobal, and we see significant growth opportunities within projects in the coming years and continued growth of the defense segment. Tekna is a leading manufacturer of plasma systems and metal powders used for 3D printing for defense, aerospace, medical, and the automotive industry.
Tekna generated a revenue of 9.9 million Canadian dollars in the quarter, driven by a record quarter for materials. Total order intake grew by 27% year on year, underscoring the growing relevance of Tekna's solutions across multiple end markets, in particular aerospace and defense applications.
The materials backlog at the end of Q4 was 17.4 million Canadian dollars, up 46% compared to the end of Q4 2024. As a result of the strong materials growth, profitable product mix, and operating cost reductions, Tekna has delivered its second consecutive quarter of positive EBITDA.
In Q4, Tekna completed its refinancing plan, including a new financing agreement with Scotiabank and a rights issue of 300 million NOK. The proceeds enabled full repayment of a 25 million Canadian dollar shareholder loan from Arendals Fossekompani plus accumulated interest.
With a net cash position of 12 million Canadian dollars and an equity ratio of 77%, Tekna enters 2026 with a strong balance sheet and strong momentum. Hydropower saw a strong quarter with production up 10% and prices up 30% versus last year.
As a result, total revenue from the hydropower business in the quarter ended at 137 million NOK, with an operating profit of 106 million NOK. I'll now hand over to CFO Lars Peder Fensli, who will provide additional comments on the financials.
Lars Peder Fensli
Thank you, Benjamin. With reference to Benjamin's earlier remarks, I will start by providing a quick overview of the impairments recognized in the quarter and how they are reflected in the accounts.
We have recognized provisions and impairments related to the sale of the ENRX Charge business, impacting the consolidated income statement by 183 million. We have also recognized some smaller impairments related to Utel as well as impairments in the AFK Property group, with a total impact of 26 million in the consolidated income statement.
This gives a total impairments and provisions of 210 million in the quarter for the group, whilst recognized impairments related to early-phase investments impact the income statement in the parent company by 202 million in the quarter. Total revenue for the group amounted to 995 million in the quarter, whilst consolidated operating profit was negative at 107 million.
The negative operating result was largely a result of the stated impairments and provisions in ENRX, in addition to lower profits from the ENRX Heat business and NSSLGlobal. The hydropower production delivered solid margins in the quarter due to high production and high prices.
Consolidated earnings after tax ended at -267 million, impacted by AFK's share of loss from associated companies of 107 million in the quarter. Looking into the full year, operating profit for the group ended at 32 million, down from 394 million last year.
The decline is mainly due to impairments, negative operating results in the ENRX Charge business, as well as lower operating profits in NSSLGlobal. Operating profits from Tekna and the hydropower production were broadly at the same levels as in 2024, whilst Property ended at a negative deviation due to impairments and lower operating results compared with the previous year.
The consolidated net result for the year amounted to a loss of 87 million. Arendals Fossekompani parent company's financial position remains solid.
Available cash end of quarter amounted to NOK 507 million. In addition, the parent company has undrawn credit facilities of NOK 2.2 billion, securing available liquidity close to 2.8 billion.
Net debt, excludes shareholder loans, was at the end of the quarter 104 million. Looking into outlook for the year, we expect total revenue to be in line with 2025, however operating profit is expected to be significantly higher, mainly driven by expected margin recovery in ENRX and improved operating profits in Tekna and AFK Property.
With that, I will have Benjamin join me.
Benjamin Golding
Thank you, Lars Peder. Finally, let's recap our priorities.
Our overarching goal is to deliver an attractive total shareholder return through actively and systematically building net asset value. We do this by working on three key priorities: develop value in our existing portfolio companies through active ownership; we work to optimize the overall portfolio, both to ensure a composition that provides the best possible risk-adjusted return, but also to ensure balance between cash generation on the one hand and attractive capital allocation options on the other; we identify and execute value-creating transactions and structural opportunities, both at the portfolio level and at the parent company level.
An underlying prerequisite for this is a strong balance sheet that gives us flexibility to support our existing portfolio, but also capture opportunities where they become actionable. Now, we'll move over to the Q&A session.
First, we'll take a few minutes to review the questions. Thank you.
Lars Peder Fensli
With that, we move to the Q&A session. We will address questions that have been submitted, starting with the first one, Benjamin.
What was the strategic rationale for bringing on new partner in Volue now?
Benjamin Golding
I think the rationale from Volue's side is that it puts Volue in an even stronger position in terms of M&A and also talent attraction. It also brings in the capabilities of TA Associates, which is one of the world's leading and most sophisticated tech investors.
Also, not least, the transaction crystallizes the value creation that Volue has been doing over the last 18 months, which is good for our shareholders.
Lars Peder Fensli
Next one: can you share your current expectations for the 2025 dividend per share and when the board will finalize the proposal?
Benjamin Golding
We don't provide guidance on dividend, and the board will finalize the proposal in connection with the annual report.
Lars Peder Fensli
Okay. Next one: how will the operational commencement of the [Hellelandfoss?]
hydropower plant in May 2026 influence the group's free cash flow profile and dividend capacity? Furthermore, are there any additional unexploited hydrological rights in the NO2 region within the portfolio that could be crystallized in the coming years?
Benjamin Golding
We don't expect that [Hellelandfoss?] will materially impact the group's cash flow or dividend capacity, and there currently aren't any unexploited hydro rights within our portfolio.
Then
Lars Peder Fensli
moving to the last one: you are recognizing significant impairments this quarter. Do these impairments mean that you did not invest in the right businesses?
Benjamin Golding
I think we can certainly say that some initiatives have proven more capital-intensive than originally planned. When market conditions change, we need to adapt, and sometimes stop-loss is the right approach.
That's an integral part of active ownership, and also applying capital discipline. I think the ENRX case is a good example of this.
The business was clearly consuming too much capital, taking away focus from ENRX's core, namely the heat business. After a strategic review, we decided that it's in fact better to divest and take the impairment than continue going down that path there.
By doing this, we've created a more robust ENRX, reducing costs and complexity, and also enabling the allocation of resources and capital to the business's core, which is the heat business.
Lars Peder Fensli
Yeah. That concludes the Q&A session.
Thank you all for participating.
Benjamin Golding
Thank you.
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