Annual Report
PAGE 1 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Annual Report 2023
PAGE 2 BROWSE SEARCHCONTENT
Contents
ANNUAL REPORT 1
INTRODUCTION 3
SATS in short 3
Our vision and our values 4
Highlights 2023 5
Our history 6
Letter from the CEO 8
This is SATS 9
Vision 9
Values 9
Strategic aspiration 9
Growth routes to drive value creation 10
Where we operate 12
Norway 12
Sweden 13
Finland 14
Denmark 15
Shareholder information 16
Investor Relations policy 16
Governance principles 16
Share capital 16
BOARD OF DIRECTORS’ REPORT 18
Analysis of the 2023 financial statements 18
Risk profile and risk factors 20
Events after the balance sheet date 23
Going concern 23
Sustainability at SATS 23
Shareholder information 23
Corporate governance 23
Business and industry outlook 24
Board of Directors 25
Extended management 26
Responsibility statement 27
CORPORATE GOVERNANCE 28
1. Implementing and reporting on corporate
governance 28
2. Business 29
3. Equity and dividends 29
4. Equal treatment of shareholders 30
5. Shares and negotiability 30
6. General Meetings 30
7. Nomination Committee 30
8. Board of Directors: Composition and
independence 31
9. The work of the Board of Directors 31
10. Risk management and internal control 32
11. Remuneration to the Board of Directors 32
12. Remuneration to executive personnel 33
13. Information and communications 33
14. Takeovers 33
15. Auditor 33
SUSTAINABILITY REPORT 34
SUSTAINABILITY HIGHLIGHTS 35
SUSTAINABILITY AT SATS 36
About the sustainability report 36
Sustainability governance 37
Management approach –
the double materiality assessment 38
Stakeholders and stakeholder involvement 41
SATS and the un’s sustainable
development goals 42
Sustainability targets 44
ENVIRONMENT 46
Climate change mitigation 47
Energy management 49
Circular economy 50
Water consumption 50
SOCIAL 51
Public health 59
Working conditions 60
Diversity, equality and inclusion at SATS 66
GOVERNANCE 69
Privacy and data management 70
Corporate culture 70
Supplier management 73
STATEMENT ON THE EU TAXONOMY
FOR SUSTAINABLE ECONOMIC
ACTIVITIES 2023 74
FINANCIAL STATEMENTS 75
CONSOLIDATED FINANCIAL
STATEMENTS 76
Consolidated statement of profit or loss 76
Consolidated statement of
comprehensive income 77
Consolidated statement of financial position 78
Consolidated statement of changes in equity 79
Consolidated statement of cash flows 80
Notes to the consolidated
financial statements 82
FINANCIAL STATEMENTS
PARENT COMPANY 114
Statement of profit or loss 114
Statement of financial position 115
Statement of financial position 116
Statement of cash flows 117
Notes to the financial statements 119
AUDITOR’S REPORT 126
ALTERNATIVE PERFORMANCE
MEASURES 128
APPENDIX 130
Task Force on Climate-related Financial
Disclosures report 131
GRI Index 135
Definitions 137
PAGE 3 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
SATS in short
Everyone is welcome at SATS, and our members
have full flexibility to tailor their packages to
address their individual needs. We offer cutting-
edge studio facilities for individual training,
the broadest selection of group training with
superior programming, and highly qualified
personal trainers for specialized training and
individual coaching. We also have a strong
focus on supporting our members through
online training and digital tools for when they
are not able to physically visit our club facilities.
We are constantly working with trend research
and innovation to be the industry’s best and
most forward-looking fitness chain.
1)
Based on figures provided by EuropeActive.
Introduction
#1 POSITION IN NORWAY
1
with 119 clubs and 326,000 members
#2 POSITION IN DENMARK
1
with 29 clubs and 85,000 members
#1 POSITION IN FINLAND
1
with 33 clubs and 71,000 members
#1 POSITION IN SWEDEN
1
with 95 clubs and 249,000 members
119
29
95
33
PAGE 4 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Our values serve as the compass that leads
our actions and behavior in our daily work.
I put MEMBERS FIRST
– our members are the foundation of everything
we do and our number one priority. In every
situation, we go out of our way to create value
for our members. We make our members feel
special, we encourage their progress, and we
see the individual.
I am ACCOUNTABLE for what I do
– accountability is about delivering what
we promise. We always set a good example
for others and perform our duties diligently.
In cases where errors are made, we take
responsibility for fixing them as quickly as
possible.
I am PROFESSIONAL
– we set the standards for our industry and
have the most dedicated and competent
employees. We all act and contribute to help
SATS achieve its goals and be perceived as the
preferred partner. We are always good SATS
ambassadors.
I am EXTRAORDINARY in everything I do
– together as a team, we create experiences
that our members will remember and surpass
their expectations. We take every opportunity
to glow, and we take advantage of being big,
without losing the personal touch.
We make people healthier and happier!
SATS’ vision is to make people healthier and
happier. To achieve this, we are dedicated
to helping our members succeed with their
training—since we know from decades of
industry experience that regular training is
the best way to stay committed and become
healthier and happier.
To achieve our vision and help our members
succeed in their training, we have the most
competent, dedicated and inspiring staff, the
broadest product offering with world-class
quality, and the best presence with the widest
network of physical clubs and industry-leading
digital offerings. We promise both members
and non-members that we will take an extended
responsibility toward training and physical
activity in society.
Our vision and our values
PAGE 5 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
1)
Net debt to EBITDA before IFRS 16.
2)
EBITDA before IFRS 16.
Workouts
Million
+18%
EBITDA
2
NOK million
+518%
Revenues
NOK million
+16%
Net profit
NOK million
Highlights 2023
Average revenue per member
NOK
Leverage
1
Liquidity
NOK million
2.3x
11.3x (2022)
543
+11%
935
+25%
2022 2023
-246
224
2022 2023
36.7
43.2
2022 2023
4,082
4,734
2022 2023
99
614
PAGE 6 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
1995
SATS is launched in Norway by
re-branding 8 existing fitness
clubs.
2003
SATS establishes its first clubs
in Finland.
2010
Fresh Fitness is launched as a
low-cost alternative in Norway
and Denmark.
2006
TryghedsGruppen smba
acquires SATS.
Our history
1999
SATS acquires the Swedish
Sports Club group and
establishes its operations in
Sweden.
1998
SATS operates 49 fitness
clubs and is acquired by the
American fitness club group 24
Hour Fitness Worldwide.
2001
ELIXIA is launched, and by year-
end the chain operates a total
of 16 fitness clubs in Norway
and Finland.
2000
SATS becomes the first chain
in the Nordics to offer personal
training.
The expansion continues, and
after entering Denmark, SATS
operates 100 clubs in the
Nordics.
2002
The private equity investor
Nordic Capital and the
Norwegian founders of SATS
acquire SATS from 24 Hour
Fitness Worldwide.
PAGE 7 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
2011
ELIXIA is acquired by Altor, a
private equity investor (Altor
Fund III).
2016
SATS launches Online Training
along with multiple niche
training concepts, including
HiYoga, Build’n Burn, and
Martial Arts.
2014
SATS and ELIXIA merge,
creating the largest fitness
chain in the Nordics.
2018
All ELIXIA clubs in Norway and
22 Fresh Fitness clubs across
the Nordics are rebranded to
the SATS/ELIXIA concept.
SATS launches a new member
app with social networking
functionality.
2017
SATS introduces a modular
membership structure, where
members can tailor their own
package.
2020
SATS steps up expansion and
opens 15 clubs, of which 6 in
Norway, 7 in Sweden and 2 in
Finland.
Club openings: 15
2019
SATS acquires fitness dk,
consisting of 39 fitness clubs,
to re-enter the Danish market
after leaving in 2013.
SATS ASA is listed at the Oslo
Stock Exchange.
2022
SATS launched the HIIT group
training concept.
Club openings: 19
2021
SATS launches SATS Online,
a new digital home training
offering.
Club openings: 10
2023
Continuing the launch and
development of HIIT, Yoga, and
Pilates, boosting group training
participation.
Club openings: 7
PAGE 8 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Dear Reader,
Thank you all for a happy and healthy 2023! This year has been
the first year without any restrictions related to the pandemic
since 2019, and it has been a true privilege to welcome all
our members to SATS’ 276 clubs across the Nordics. And
what an effort our members have put in. New members have
developed fresh habits, while current members have upheld
their already firmly established training routines, consistently
returning to our clubs. We have also experienced a positive
development within group training, as the launch of new and
improved classes has increased visits. This resulted in a total
of 43 million+ workouts in our clubs during 2023, representing
an increase of 18% from 2022. A massive contribution to the
public health in the Nordics!
SATS’ vision of making people healthier and happier is
something we have been committed to achieve from the
very beginning. Our vision contributes to achieving the UN
Sustainability Goal #3, Good health and well-being. We have
assessed the public health impact of SATS members who
meet the World Health Organization’s recommendation
of 75–100 minutes of vigorous-intensity aerobic physical
activity per week. In 2023, our members collectively generated
approximately 16,000 quality-adjusted life years (QALYs)
through their active participation. Adding 16,000 more years
of good health is truly a source of immense pride for us at
SATS! When translated into socio-economic welfare gain, the
contribution is estimated to be valued at around NOK 23 billion.
Speaking of value creation, enjoying a full year without
pandemic restrictions has contributed significantly to our
improved financial performance during the year – we are now
back to a new standard in terms of financials. Total revenues
reached NOK 4,734 million, an increase of 16% from 2022.
EBITDA before IFRS 16 improved significantly from NOK 99
million to NOK 614 million in 2023, implying a margin of 13%.
We are determined to further improve our financial results
going forward, both through revenue growth and margin
improvement.
SATS ended the year with a member base of 731,000 members,
providing us with the position as the number one fitness
chain in the Nordics. Our members are notably adopting new
training habits, and we are committed to further supporting
them on their journey. We encourage our members to utilize
their membership more extensively, increasing their visits to
our facilities and engaging in a greater number of classes.
SATS will also be more financial sustainable by increasing
the number of active members. Active members are happy
members!
Looking into 2024, we have all the building blocks in place for a
continued positive development, and we have seen record-high
visits at our clubs throughout the initial weeks of the year.
This year, we will continue to optimize our product offerings,
and improve member activation. In terms of financials, SATS
will continue to reduce debt, reducing leverage
1
to below 2.0x
in the near future, and maintain a long-term leverage ratio of
1.5x – 2.0x. We expect to average 8–12 yearly club openings,
depending on the attractiveness of acquisition targets and
greenfield locations.
SATS has a strong brand, a portfolio of attractive locations,
and a solid product offering, and not the least, close to 10,000
dedicated and hard-working employees. I would like to thank all
of our staff for their tremendous efforts every day to keep our
members happy, inspired, and active.
I am very proud to be part of the SATS family – together, we
have built something special, and let’s keep pushing forward!
Sondre Gravir
CEO
Letter from the CEO
1)
Net debt to EBITDA before IFRS 16
PAGE 9 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
This is SATS
VISION
At SATS, we strive toward our vision of making people healthier
and happier. The Nordic population is among the most
physically active in the world, and approximately 20 percent of
the population are members at a fitness club. However, people
spend more than 60 percent of their waking hours sitting or
resting. We aim to change this trend by helping members
become more active and finding joy in activity. Supporting our
members in succeeding with their training is also a key element
for us in building a profitable business. Based on decades
of experience from the fitness industry, we know that active
members who stick to their habits over time are the most loyal
members.
We truly delivered on our vision during 2023, with 43 million
visits to our clubs. This represented an increase of 18 percent
over the previous year. The increase is due to a combination
of growth in our member base and each individual member
visiting on average 15 percent more during the year. We have
worked systematically to help our members succeed and will
continue to do so in the future.
VALUES
Our values are Members First, Accountable, Professional,
and Extraordinary. They represent the heart of our culture and
the “how” when we make decisions. When we interact with
members and colleagues, our values are what guides us. We
believe in the importance of building a strong value-based
culture. Our overall goal is for everyone in the company to know
the SATS vision and values, reflect on them, and use them
in their daily work. We will continue to work with our culture
throughout our clubs and service offices in the Nordics going
forward.
STRATEGIC ASPIRATION
In order to achieve our vision, SATS has developed a strategy
that aims to help more members succeed with their training.
The strategy is centered around being the best fitness club
operator, meaning that we will focus on delivering on the core
of our product, which is to operate gyms efficiently and provide
adjacent services that help members reach their fitness goals.
Specifically, we will focus on four strategic areas: Attract
new members, Engage our members, Create extraordinary
moments and Provide high-quality clubs. We will deliver on
these focus areas by taking on the position as the inspirator
and helping our members enjoy their time at SATS.
Attract new members
Inspire members to start exercising and show them how we can
help them live healthier lives.
A large share of the Nordic population is inactive and would
likely experience substantial health benefits from exercise.
SATS will inspire people to take the first step to a healthier
life by showing them how exercise can be fun and enjoyable
and the joys of being part of a training community. We want
to remove barriers to exercise by helping members find
memberships that suit their needs and make becoming a
member quick and easy so our members can start benefitting
from an active lifestyle as soon as possible.
Engage our members
Help members achieve a sustainable activity level by using our
people, insights and diverse portfolio of products.
Regarding exercise, consistency is key, both for capturing the
health benefits from training and for reaching performance
goals. SATS will help members achieve this consistency and
build lasting habits. As part of this work, it is important to
recognize that each member needs to be challenged at their
own level. By using member insights and maintaining a diverse
portfolio of products, we will ensure that members find a way
to exercise that they enjoy and brings them closer to their
training goals.
Create extraordinary moments
Create an extraordinary SATS experience in all clubs through
inspiring staff, instructors and PTs who truly see our members
1
WE HAVE UPDATED THE STRATEGY HOUSE WITH AN ASPIRATION
AND KEY FOCUS AREAS FOR THE STRATEGY PERIOD
Position
Vision
Aspiration
Strategic
focus areas
MAKE PEOPLE HEALTHIER AND HAPPIER
HELPING MORE MEMBERS SUCCEED WITH THEIR TRAINING
THE INSPIRATOR
Inspiring members by living our values
BE THE BEST FITNESS CLUB OPERATOR
TAKING THE LEADING POSITION IN MARKETS WHERE WE ARE
ATTRACT NEW
MEMBERS
PROVIDE HIGH
QUALITY CLUBS
CREATE
EXTRAORDINARY
MOMENTS
Help members achieve a
sustainable activity level by
using our people, insights and
diverse portfolio of products
Ensure clubs are of high quality
and that members get access to
a wide training offering through
our clusters
Inspire members to start
exercising and show them how
we can help them live healthier
lives
Create an extraordinary SATS
experience in all clubs through
inspiring staff, instructors and
PTs who truly see our members
ENGAGE OUR
MEMBERS
PAGE 10 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Our people are at the core of our product and a key part of the
SATS experience. Our staff play a critical role in delivering our
product by making people feel welcome at the club, instructing
our GX classes, or providing personalized coaching as a PT.
We aim to attract the best people and give them the training
and support they need to perform in their roles and help our
members succeed with their training. Our operating model
provides a standardized framework for how we run our clubs
and enables us to provide great experiences in all clubs across
the Nordics.
Provide high quality clubs
Ensure our clubs are of high quality and that members get
access to a wide training offering through our clusters.
We have strong clusters of clubs across the Nordics. This
means that SATS members get access to a wide product
offering and gyms in great locations. By optimizing our
product offering with a cluster perspective, we can deliver a
broad product offering on the cluster level while maintaining
high utilization in every club. SATS clubs will have a premium
standard and good atmosphere, and as part of this ambition
we also strive to have high uptime on equipment and facilities.
Our position as the inspirator
At SATS, we truly believe that activity is an important element
of a healthy lifestyle, and we aim to inspire people to get active
and experience the benefits. We want everyone to feel welcome
to join our SATS community regardless of their current fitness
level and previous training experience. It is important for us to
lower the threshold for starting a fitness journey by providing
the support our members need and having an offering that is
relevant for all fitness levels. Equally important is motivating
each member at their own level and recognizing that the goals
and ambitions of our member base are diverse. At SATS,
members should find a joyful atmosphere that makes going to
the gym a little bit easier.
GROWTH ROUTES TO DRIVE VALUE CREATION
SATS sees several avenues for growth going forward. In the
short term, club growth will be selective and opportunistic, and
there is significant potential in growing the member base at
the existing clubs. We see four main routes to increasing the
number of members per club. First, we continue to work with
our product offering to make our clusters, as well as single
clubs, more attractive for existing and potential members.
Second, for some clubs, there is a substantial upside in
upgrading or relocating in order to improve the club quality
and/or micro-location. Third, we optimize the club layout and
equipment mix to facilitate more members per square meter
at our fullest clubs. Fourth, we downsize and/or relocate clubs
with too much space relative to the member base in order to
optimize club layout and improve club space utilization.
In the longer term, we will keep growing the club portfolio,
expanding in existing clusters, and potentially entering new
attractive clusters. We also see an opportunity to improve the
average revenue per member by offering adjacent products
and services, and continued development of our personal
training and retail offering. We continue to improve the scale
and platform advantages as the operating leverage drives a
high drop-through of incremental revenues. In addition, we will
focus on club and overhead cost discipline.
PAGE 11 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Fresh Fitness was launched by SATS Group in 2010 as a low-
cost alternative in Norway and Denmark. In Norway, Fresh
Fitness was an immediate success, offering high-quality
training at a significantly lower price than traditional operators.
In 2023, Fresh Fitness was the second largest operator in
Norway with more than 80,000 members and 39 clubs.
Fresh Fitness extends SATS’ vision of making people healthier
and happier by targeting the most cost-conscious consumers,
usually unattainable by SATS. Fresh Fitness’ vision is to provide
affordable training to the people, with a brand profile tailored
to reach the general public. During the last few years, Fresh
Fitness has taken significant steps towards becoming a pure
low-cost player, offering a no-frills product to consumers.
The product resembles SATS’ product, but with a simplified
operating model, more self-service solutions, and no group
training.
Fresh Fitness clubs range from 600 to 1,400 sqm with up to
90 percent of the area dedicated to fitness activity. Clubs are
open from 5:00 AM–11:00 PM, 365 days per year, enabled by
automated club operations, including single check-in gates.
Access is granted through QR-code check-ins in the app or by
scanning a membership card. Even though club operations
are fully automated, all clubs are staffed during peak hours.
Members can choose from three types of membership: Basic,
Flex and Smart. The Basic membership starts at NOK 299/
month (access to one club, 12-month binding), while Flex starts
NOK at 349/month (access to all clubs, 12-month binding). The
Smart membership costs NOK 479/month (access to all clubs
and the possibility to bring a friend to the gym). All clubs offer
personal training through externally hired contractors.
2023 was a strong year for Fresh Fitness, with more than
4.1 million visits and record-high profitability, proving the
attractiveness of a low-cost business model. The “new” no-frills
Fresh Fitness concept can be profitable in areas with less than
10,000 inhabitants, and as such the opportunities for growth
are significant. Fresh Fitness is a key contributor to the SATS
portfolio, both to compete with other low-cost operators and
to give the Group added flexibility in terms of growth going
forward.
Fresh Fitness – SATS Group’s low-cost operator
PAGE 12 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Norway
SATS is a well-known brand in Norway and the largest
operator of fitness clubs. Norway is the largest operating
segment in the Group with 45 percent of the consolidated
total revenues in 2023 and 326,000 members at year-end
2023. The Group has 119 clubs in Norway, of which 80 SATS
clubs and 39 Fresh Fitness clubs after closing three clubs
during the year. Our clubs are spread out from Kristiansand in
the south to Tromsø in the north, with 66 clubs located in the
greater Oslo area.
The member base in Norway was stable during the year,
increasing from 325,000 at year-end 2022 to 326,000 at year-
end 2023. Total revenues increased by 11 percent to NOK 2,153
million. Adjusted Country EBITDA before the impact of IFRS 16
increased from NOK 337 million last year to NOK 560 million in
2023, resulting in a Country EBITDA margin of 26 percent.
The members of SATS Norway and Fresh Fitness worked out
18.9 million times at our clubs during 2023.
SATS and Fresh Fitness employed a total of 4,198 employees
at the end of the year, corresponding to 894 full-time
equivalents.
2
3
4
11
10
1
66
11
11
Key financial figures and Alternative performance
measures (APM)
Amounts in NOK million
(unless otherwise stated) 2023 2022
Membership revenue 1,763 1,543
Other revenues 389 397
Total revenues 2,153 1,940
Country EBITDA
1
560 337
Margin (%) 26% 17%
EBITDA
2
387 147
Margin (%) 18% 8%
Clubs 119 122
Members (‘000) 326 325
ARPM (NOK/month) 551 515
Revenues
NOK million
+11%
Country EBITDA
1
NOK million
+66%
Where we operate
1)
Adjusted Country EBITDA before the impact of IFRS 16.
2)
Adjusted EBITDA before the impact of IFRS 16.
1,940
2023
2022
2,153
2023
2022
337
560
PAGE 13 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
2
12
73
8
SATS Sweden has maintained a strong position over many
years and had 249,000 members at the end of 2023. With 34
percent of consolidated total revenues, it is the second-largest
operating segment in the Group. The club portfolio consisted
of 95 clubs across the country at year-end, including a strong
cluster of 73 clubs in the Greater Stockholm area.
The member base grew by 2 percent during the year, and
revenues per member increased by 11 percent compared
to 2022. Consequently, total revenues increased 16 percent
(11percent curr. adj.) to NOK 1,597 million. Adjusted Country
EBITDA before the impact of IFRS 16 increased from NOK
192 million last year to NOK 330 million in 2023, resulting in a
Country EBITDA margin of 21 percent.
The members visited SATS Sweden 14.8 million times.
The number of employees in Sweden totaled 3,292 at year-end
2023, corresponding to 841 full-time equivalents.
Karolina Gutke was appointed Country Manager for SATS
Sweden in 2023.
Key financial figures and Alternative performance
measures (APM)
Amounts in NOK million
(unless otherwise stated) 2023 2022
Membership revenue 1,281 1,088
Other revenues 315 289
Total revenues 1,597 1,377
Country EBITDA
1
330 192
Margin (%) 21% 14%
EBITDA
2
185 32
Margin (%) 12% 2%
Clubs 95 92
Members (‘000) 249 244
ARPM (NOK/month) 540 485
Revenues
NOK million
+16%
Country EBITDA
1
NOK million
+72%
Sweden
1)
Adjusted Country EBITDA before the impact of IFRS 16.
2)
Adjusted EBITDA before the impact of IFRS 16.
1,377
2023
2022
1,597
2023
2022
192
330
PAGE 14 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
In Finland, the business is operated under the brand ELIXIA
and had 71,000 members at year-end 2023. ELIXIA Finland
constituted 10 percent of consolidated total revenues in
2023. We currently have 33 clubs in Finland, 24 of which are
in the Helsinki cluster. The Finnish fitness market is highly
fragmented, and ELIXIA is the market leader.
At year-end 2023, the number of members had increased by
2percent and revenue per member by 11 percent compared
to 2022. Total revenues increased 29 percent (14 percent curr.
adj.) to NOK 466 million. Country EBITDA before the impact
of IFRS 16 increased from NOK 1 million last year to NOK 48
million in 2023, resulting in a Country EBITDA margin of 10
percent.
ELIXIA members worked out 4.3 million times at the clubs
during the year, up from 3.3 million in 2022.
ELIXIA Finland had 941 employees at year-end 2023, which
corresponded to 289 full-time equivalents.
Aleksi Virkkunen was appointed Country Manager of Finland in
2023 and assumed his position in early 2024.
3
5
24
Key financial figures and Alternative performance
measures (APM)
Amounts in NOK million
(unless otherwise stated) 2023 2022
Membership revenue 390 280
Other revenues 76 81
Total revenues 466 361
Country EBITDA
1
48 1
Margin (%) 10% 0%
EBITDA
2
25 -19
Margin (%) 5% -5%
Clubs 33 32
Members (‘000) 71 70
ARPM (NOK/month) 550 448
Revenues
NOK million
+29%
Country EBITDA
1
NOK million
+4,281%
Finland
1)
Adjusted Country EBITDA before the impact of IFRS 16.
2)
Adjusted EBITDA before the impact of IFRS 16.
1
2023
2022
361
466
2023
2022
48
1
PAGE 15 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
The Danish operations contributed 11 percent of consolidated
total revenues in 2023 with 85,000 members at the end of
the year. The Danish club network consists of 29 clubs, which
together create a strong cluster in Greater Copenhagen. SATS
is the second-largest operator in the Danish market.
The member base in Denmark grew by 4 percent in 2023.
The member growth combined with an increase in revenue
per member of 19 percent resulted in a revenue growth of 28
percent (13 percent curr. adj.) and total revenues of NOK 516
million. Country EBITDA before the impact of IFRS 16 increased
from NOK -46 million last year to NOK 15 million in 2023,
resulting in a Country EBITDA margin of 3 percent.
The Danish members worked out 5.2 million times at the SATS
clubs in 2023, up from 4.4 million in 2022.
SATS Denmark employed 1,053 employees at year-end 2023,
which corresponded to 237 full-time equivalents.
29
Key financial figures and Alternative performance
measures (APM)
Amounts in NOK million
(unless otherwise stated) 2023 2022
Membership revenue 436 335
Other revenues 80 67
Total revenues 516 403
Country EBITDA
1
15 -46
Margin (%) 3% -11%
EBITDA
2
-13 -71
Margin (%) -3% -18%
Clubs 29 29
Members (‘000) 85 82
ARPM (NOK/month) 517 433
Revenues
NOK million
+28%
Country EBITDA
1
NOK million
n./a.
Denmark
1)
Adjusted Country EBITDA before the impact of IFRS 16.
2)
Adjusted EBITDA before the impact of IFRS 16.
2023
2022
333
403
516
2023
2022
-51
-46
15
PAGE 16 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Shareholder information
Exchange in 2019 and had a market
capitalization of NOK 3,103 million at year-
end 2023. SATS aims to generate positive
value and offer long-term financial returns
to its shareholders, taking into account the
company’s inherent risks. To accomplish
this, the company intends to follow its
business plan closely and communicate
clearly, ensuring that the stock price
accurately represents the company’s value
and potential for growth.
INVESTOR RELATIONS POLICY
SATS aims to have a transparent and open dialogue with the
financial market and ensure timely disclosure of relevant
information to the market and equal treatment of its
shareholders. All disclosure, communication and reporting
by SATS will comply with applicable laws and regulations as
well as relevant recommendations for listed companies and
market practice. Financial information and other information
for investors, such as presentations on SATS’ quarterly results
and capital market days, will be in English. SATS will publish
quarterly financial results in accordance with its financial
calendar, which is published annually on its website and on
the stock exchange. No investor and analyst meetings will be
held during the three weeks prior to the presentation of the
company’s financial results. SATS ASA complies with the Oslo
Børs Code of Practice for IR of March 1, 2021.
GOVERNANCE PRINCIPLES
SATS considers good corporate governance to be a
prerequisite for value creation, trustworthiness and access to
capital. In order to secure strong and sustainable corporate
governance, it is important that SATS ensures good and
healthy business practices, reliable financial reporting, and an
environment of compliance with legislation and regulations
across the Group. SATS has governance documents setting
out principles for how its business should be conducted. These
apply to all of SATS’ subsidiaries as well as SATS itself. SATS’
governance regime is approved by SATS’ Board of Directors.
SHARE CAPITAL
SATS ASA’s share capital was NOK 435 million as at December
31, 2023, divided into 204,694,588 ordinary shares, each with
a par value of NOK 2.125. All shares have been fully paid and
have equal rights. SATS owned 618,461 treasury shares as
at the balance sheet date. The number of shareholders as at
December 31, 2023, was 5,411.
Financial calendar
SATS ASA will publish its quarterly interim financial statements
on the following dates for 2024:
25 April 2024 Annual General Meeting 2024
30 April 2024 Q1 2024 Results
22 August 2024 Q2 2024 Results
05 November 2024 Q3 2024 Results
Analyst coverage
ABG Sundal Collier Petter Nystrøm +47 22 01 61 35
Carnegie Eirik Rafdal +47 22 00 93 78
DNB Ole Martin Westgaard +47 24 16 92 98
Pareto Securities Joachim Huse +47 24 13 21 07
Sparebank 1 Markets Øyvind Mossige +47 24 13 37 02
PAGE 17 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
SATS in short
Our vision and our values
Highlights 2023
Our history
Letter from the CEO
This is SATS
Where we operate
Shareholder information
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Shareholders
Number of
ordinaryshares
Ownership
percentage
1 TG Nordic Invest 56,103,145 27.4%
2 AF III Holdco AS 48,988,455 23.9%
3 Canica AS 13,172,428 6.4%
4 Maaseide Holdco AS 7,990,976 3.9%
5 SATS Management Invest AS 7,591,213 3.7%
6 SALT Value AS 5,761,330 2.8%
7 Funkybiz AS 5,000,000 2.4%
8 Vevlen gård AS 3,822,251 1.9%
9 Verdipapirfondet KLP aksjenorge 3,801,073 1.9%
10 J.P. Morgan SE 3,496,228 1.7%
Other shareholders 48,967,489 23.9%
Total 204,694,588 100.0%
Ownership structure
Percentage
holding
Number of
shareholders
Number of
shares
Proportion of
the share capital
<0.5% 5,395 40,163,852 19.6%
0.5-1% 6 8,803,637 4.3%
1-3% 5 21,880,882 10.7%
3-5% 2 15,582,189 7.6%
5-10% 1 13,172,428 6.4%
>10% 2 105,091,600 51.3%
Sum 5,411 204,694,588 100%
Shareholders
by country of residence
n Norway (65%)
n Denmark (27%)
n Sweden (2%)
n Other (5%)
Total shareholders
31.12.2023
Market cap
31.12.2023
5,411
3,103
Million
Shareprice development 2023 vs OSEBX
01.01.2023–31.12.2023
SATS OSEBX
-40%
-20%
0%
20%
40%
60%
80%
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC
PAGE 18 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Board of Directors’ report
In 2023, the member base increased by
1.4 percent and revenues per member
increased by 11 percent compared to 2022.
As a result, total revenues were lifted by
16 percent to NOK 4,734 million. EBITDA
before the impact of IFRS 16 was NOK 614
million, up from NOK 99 million in 2022.
SATS has 27 years of experience within the fitness industry
and is the leading operator of fitness clubs in the Nordic
region. The Group operates the SATS brand in Norway, Sweden
and Denmark and ELIXIA in Finland, in addition to the price-
competitive, low-cost fitness club brand Fresh Fitness in
Norway. The Group offers members access to studio training,
group training, yoga and online training. In addition, highly
qualified personal trainers offer individual coaching, and food,
drinks, apparel and training accessories are available through
the retail shops in the clubs’ reception areas.
SATS is the fourth-largest fitness chain in Europe and the only
chain that offers clubs in four Nordic capital cities, making it
the clear leader in the Nordic fitness market. As at the 2023
balance sheet date, the Group had a leading network of 276
clubs, with strongholds in key metropolitan cities throughout
the Nordic region and 731,000 members. Our 9,500 employees
across the Nordic countries are working to make people
healthier and happier every day.
SATS ASA was listed on the Oslo Stock Exchange in October
2019.
ANALYSIS OF THE 2023 FINANCIAL STATEMENTS
The Board of Directors believes that the 2023 financial
statements give a true and fair view of the Group’s assets
and liabilities, financial position, and profit for the period. The
financial statement shows the results for the period January
1–December 31, 2023, compared to the period January 1–
December 31, 2022. The Board confirms that the Group’s
liquidity position will be adequate to fulfil short-term liabilities,
including installments on bank borrowings as they fall due.
During 2023, we continued to uphold the focus on portfolio
optimization and club profitability, increasing the number of
members per club by attracting new members and retaining
existing members while capitalizing on economies of
scale. Member growth during the year, combined with the
cost program launched in the fall of 2022, improved rental
conditions, and price adjustments made during the winter of
2022–2023, has laid a solid foundation for profitability in 2023
and going forward. The Board confirms that the use of the
going concern assumption is appropriate. The 2023 financial
statements have been prepared in accordance with this
assumption
Statement of comprehensive income
In 2023, the first full year without any COVID restrictions,
total revenues increased by 16 percent to NOK 4,734 million
compared to NOK 4,082 million in 2022. NOK weakened
during the year, causing positive currency translation effects
on revenues, and currency-adjusted revenues increased by
11 percent. Revenues for all segments increased compared
to 2022, by 11 percent in Norway, 16 percent in Sweden, 29
percent in Finland and 28 percent in Denmark. The increase
in revenues is primarily due to strong sales and increase in
average revenue per member (ARPM). The total member base
increased by 1.4 percent compared to last year as a result
of successful campaigns and sales efforts. Reported ARPM
increased by 11 percent, mainly driven by price increases and
a lower average freeze level through 2023. Currency-adjusted
ARPM increased by 7 percent.
The weakened NOK caused a 5 percent negative currency
translation effect on operating expenses excluding
depreciation and amortization. Operating expenses including
depreciation and amortization increased by 1.6 percent
from NOK 4,062 million in 2022 to NOK 4,127 million in
2023. Compared to 2022, the increase in club costs such as
salaries, rent, janitorial services and maintenance was largely
outweighed by reduced costs related to overhead and utilities.
Operating profit increased by NOK 587 million, from NOK 20
million in 2022 (partially affected by covid-related restrictions
at the start of the year) to NOK 607 million in 2023. Net
financial items increased by NOK 12 million, or 4%, from
an expense of NOK 281 million in 2022 to an expense of
NOK 293 million in 2023. This was mainly a result of higher
interest expenses, outweighing higher financial income due to
increased unrealized currency effects, higher interest income,
and a decrease in financial expenses from foreign exchange
losses unrealized compared to 2022.
The income tax expense increased by NOK 104 million, from
PAGE 19 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
an income of NOK 15 million in 2022 to an expense of NOK
89 million in 2023, driven by taxable results. Losses carried
forward increased from 86 million to NOK 93 million in the
Swedish entities due to currency effects. All losses carried
forward in the Norwegian entities were utilized, giving a
decrease from NOK 276 million to NOK 0 million in 2023.
Deferred tax assets from losses carried forward are not
recognized for the Finnish or Danish segments in 2023 due
to uncertainty as to whether profits will be utilized against the
unused tax losses within a reasonable time frame.
The profit before tax was NOK 313 million in 2023 compared
to a loss before tax of NOK 261 million in 2022. Total
comprehensive income was NOK 162 million compared to a
loss of NOK 219 million in 2022.
As at the balance sheet date, the Group’s total tax loss carried
forward is NOK 1,262 million, of which the NOK 1,170 million
generated in Denmark and Finland is not recognized in the
balance sheet.
Segment development
NORWAY
Total revenues increased by 11 percent to NOK 2,153 million in
Norway in 2023. The revenue increase was driven by the ARPM,
which increased by 7 percent due to price increases. Operating
expenses decreased by 5 percent mainly due to a net reduction
of three clubs and significantly lower electricity prices
compared to last year, outweighing increase in general inflation
and price levels. Country EBITDA before the impact of IFRS 16
increased from NOK 337 million last year to NOK 560 million in
2023, resulting in a Country EBITDA margin of 26 percent.
SWEDEN
Total revenues were NOK 1,597 million in 2023, an increase
of 16 percent (11 percent curr. adj.) compared to last year,
driven by a 2 percent higher average member base and an 11
percent higher ARPM (6 percent curr. adj.). Operating expenses
decreased by 2 percent, mainly driven by lower overhead
costs and electricity prices compared to last year. The Country
EBITDA before the impact of IFRS 16 increased by 72 percent
to 330 million in 2023, resulting in a Country EBITDA margin of
21 percent.
Statement of comprehensive income
Amounts in NOK million
2023 2022
Total revenues 4,734 4,082
Operating expenses -4,127 -4,062
Operating profit 607 20
Net financial items -293 -281
Profit/loss before tax 313 -261
Income tax expense -89 15
Profit/loss for the year 224 -246
Total comprehensive income 162 -219
Statement of financial position
Amounts in NOK million
2023 2022
Total assets 8,983 8,675
Total liabilities 7,963 7,815
Total equity 1,020 860
Statement of cash flows
Amounts in NOK million 2023 2022
Net cash flow from operations 1,758 1,082
Net cash flow from investments -172 -313
Net cash flow from financing -1,587 -681
Net increase/decrease in cash and cash equivalents -1 88
Cash and cash equivalents at the end of the period 282 345
PAGE 20 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
FINLAND
Total revenues amounted to NOK 466 million in 2023, an
increase of 29 percent (14 percent curr. adj.) compared to last
year. The revenue increase was driven both by the number
of members, which increased by 2 percent at the end of the
period, and ARPM, which increased by 23 percent (8 percent
curr. adj.). Operating expenses increased by 13 percent, mainly
due to an increase in hourly salaries. The Country EBITDA
before the impact of IFRS 16 increased from NOK 1 million last
year to NOK 48 million in 2023, resulting in a Country EBITDA
margin of 10 percent.
DENMARK
Total revenues amounted to NOK 516 million in Denmark
in 2023, an increase of 28 percent (13 percent curr. adj.)
compared to last year. The member base totaled 85,000
members at year-end, up 4 percent from last year, and
ARPM increased by 19 percent (6 percent curr. adj.). Operating
expenses increased by 10 percent mostly due to general inflation.
Country EBITDA was NOK 15 million, up from NOK -46 million in
2022, resulting in a Country EBITDA margin of 3 percent.
Statement of financial position
Consolidated assets increased by NOK 308 million to NOK
8,983 million from the balance sheet date of 2022 to 2023.
Right-of-use assets and intangible assets were the largest
components of consolidated assets, amounting to NOK 4,570
million and NOK 2,628 million, respectively, on December 31,
2023. Non-current assets increased, while current assets
decreased slightly in 2023. The increase in non-current assets
was driven by increased right-of-use assets, goodwill and other
non-current receivables. The decrease in current assets was
primarily driven by a decrease in prepaid expenses and accrued
income and cash and cash equivalents.
Total liabilities increased from NOK 7,815 million as at
December 31, 2022, to NOK 7,963 million as at December 31,
2023.
As at December 31, 2022, consolidated equity amounted to
NOK 1,020 million, representing an equity ratio of 11.4 percent,
compared to NOK 860 million and 10 percent as at the balance
sheet date of 2022.
Statement of cash flows
Net cash flow from the Group’s operations was NOK 1,758
million in 2023, compared to NOK 1,082 million in 2022. The
increased cash flow from operations of NOK 676 million was
mainly due to an increase in profit for the year.
Net cash outflow from investing activities amounted to NOK
172 million in 2023, compared to an outflow of NOK 313
million in 2022. The main reason for the decreased outflow
was significantly lower M&A and expansion activity in 2023
compared to 2022. Maintenance activities were also lower
in 2023 than in 2022 and amounted to 2.5 percent of total
revenues in 2023, which is below the target of about 5 percent.
Net cash outflow from financing activities was NOK 1,587
million in 2023, compared to an outflow of NOK 681 million in
2022. In Q1 2022, the company made a repayment of NOK 300
million on borrowings and raised NOK 600 million in equity, in
addition to a drawdown of NOK 200 million in the credit facility
in Q4 2022. In Q4 2023, the company repaid NOK 288 million to
the credit facility and restated the currency mix for borrowings.
In 2023, consolidated cash and cash equivalents decreased net
by NOK 1 million compared to an increase of NOK 88 million
in 2022. As at the balance sheet date, the Group had cash and
cash equivalents of NOK 282 million compared to NOK 345
million at the balance sheet date in 2022.
Parent company
The parent company had no operating income in 2023 and
NOK 27 million in operating expenses. The parent company’s
equity was NOK 2,754 million as at the balance sheet date.
RISK PROFILE AND RISK FACTORS
Risk
SATS operates in the highly competitive health and fitness
industry. SATS is conducting its operations in the Nordics
with 276 fitness clubs located throughout Norway, Sweden,
Denmark and Finland. The majority of its fitness clubs are
located in larger Nordic cities and urban areas. In order to
achieve its long-term strategic objectives, SATS is inherently
involved in risk-taking. Hence, risk management is an essential
element of SATS’ culture, corporate governance, strategy and
operational and financial management.
SATS has defined risk as anything that could have a material
adverse effect on the achievement of SATS’ goals. Risks can
be threats, uncertainties or lost opportunities relating to SATS’
current or future operations or activities and can directly or
indirectly affect profitability and growth.
SATS has a risk management framework in place to regularly
identify, analyze, assess, and report on strategic, operational,
regulatory and financial risks, also taking into consideration
risks and uncertainties relating to ethics and sustainability
associated with operations. As part of this work, SATS also
assesses how to mitigate risks from materializing. A risk
management process is used to aggregate and categorize
risks identified across the organization within the risk
management framework.
SATS aims to make continuous improvements; it has a
risk strategy, corporate governance procedures, a risk
management policy and an internal control framework that
ensure compliance with laws and regulations. These continue
to contribute to the identification and adequate management
of strategic, operational, financial, legal and compliance
risks. SATS’ risk management strategy is designed to provide
reasonable assurance that objectives are met by integrating
management control into daily operations.
Risk profile
In general, SATS takes a commercial but prudent approach to
risk-taking. The risk boundaries are defined by the company’s
culture and corporate governance, as defined in SATS’ strategy,
values, code of conduct, policies and procedures.
The risks that potentially have the greatest adverse effect
on the achievement of SATS objectives are described in the
following section. The overview below is not meant to be
exhaustive, and there may be risks or risk categories that
are currently identified as not having a significant impact on
the business of SATS but could develop into key risks. The
primary purpose of SATS’ risk management systems is to
identify changes in SATS’ risk profiles and any risk-related
incidents on a timely basis so that appropriate measures can
be taken. Certain risks are inherently difficult to foresee, and no
guarantees can therefore be made that our risk management
system will properly identify any and all risk that we might be
exposed to at any given point in time. For example, COVID-19
and the effects thereof were inherently difficult to identify at
an early stage of the pandemic in early 2020. Similar events, or
other less predictable occurrences, may happen in the future.
PAGE 21 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Risk Description How does SATS work to mitigate this risk?
STRATEGIC RISKS
Member experience
and satisfaction
SATS’ revenues are generated from membership fees, members’ use of personal training
sessions and in-club retail activities. Our success is therefore dependent on providing
products and services that attract new members and retain existing members over time,
resulting in high volumes and low churn rates. Should we experience member loss, our
growth and profitability would be negatively affected.
• We operate a transparent, flexible and straightforward membership model with
different varieties of membership forms and price levels.
• We have a cluster strategy, serving multiple locations to meet our members’ needs in
their everyday lives, as well as an online training offering in the member app and on
the member website. SATS is aiming to make fitness available to members wherever
they are and whenever they want.
• We are also present under in the lower price segment, under the Fresh Fitness brand.
This allows us to reach an even broader group of members.
Suitable sites
Our cluster strategy, as well as our growth strategy, relies in part on our ability to identify,
secure and retain suitable sites for our fitness clubs. Many factors could affect our
ability to secure suitable sites, including contract terms and prices, as well as regulatory
requirements.
• We have a business development team and real estate specialists working actively
and diligently on securing the best sites, on favorable terms for SATS.
Climate risk
Climate risks include (i) physical risks, and (ii) transition risks. Physical risks could
result from climate related acute and/or chronic changes in rainfall patterns, flooding,
shortages of water or other natural resources, temperatures, etc. Transition risks include
regulatory risks, market and technology risks, and reputational risks. SATS’ ambitions
are based on a successful transition to a 1.5 degree economy. The resilience of SATS’
strategy within the different climate-related scenarios is robust. Please see the Task
Force on Climate-Related Financial Disclosures (TCFD) report for more information
• SATS maps energy consumption on an ongoing basis and implements measures
to reduce the consumption. SATS has a large network of clubs, mainly located in
clusters. This network reduces the dependence of individual clubs, which could be
beneficial in the event of physical impacts such as water ingress, over-heating etc.
• SATS leases buildings for clubs and are flexible in the choice of locations.
Risk Description How does SATS work to mitigate this risk?
REGULATORY AND COMPLIANCE RISKS
Government
regulations
SATS is exposed to government regulations, including, but not limited to close downs, tax
deductibility for memberships, and building and air quality standards
• SATS is working closely with the trade unions in the countries where SATS operate to
mitigate potential restrictions set by the Nordic governments
Protection of personal
data and compliance
with the GDPR
We collect, store and process substantial amounts of data (including highly sensitive
data) from our members and employees, including names, social security numbers,
pictures, addresses, bank details, training habits, locations, etc. This information
is subject to strict legislative requirements, including the General Data Protection
Regulation (GDPR), and other related legislation implemented in Norway, Sweden,
Denmark and Finland.
Given the amount of data SATS has, there is an inherent risk of us infringing members’
and employees’ rights. Any non-compliance with the GDPR, as well as related regulation
on marketing to consumers and consumer protection regulation, could adversely affect
our reputation and our profitability.
• We have implemented the GDPR in our organization, using both internal and
external resources to monitor our continuous compliance with applicable rules and
regulations.
• From a technical perspective, SATS has implemented processes and routines to
ensure GDPR compliance.
• SATS has nevertheless experienced incidents of non-compliance with GDPR,
particularly when it comes to human interaction with such information and thus non-
automatic/computerized handling of personal data. As example, in February 2023
SATS received an administrative fine from the Norwegian Data Protection Authority
(Nw. Datatilsynet).
• SATS offers mandatory training relating to data security to its employees, and it is
continuously working on optimizing its training systems.
• SATS has implemented digital security systems, as well as policies for lawful
collection, storing and processing of personal data.
ESG – Environmental,
social and governance
ESG is a focus area for SATS, as well as our stakeholders (investors, members and the
general public). The main risks relating to ESG for SATS are (i) compliance with
applicable laws and regulations, which are constantly evolving, (ii) SATS’ environmental
footprint and (iii) reputational risks and brand perception by our stakeholders. Should
we fail to comply with applicable laws and regulations, for example relating to reporting
requirements, such could result in administrative fines. Additionally, our reputation and
brand image could be affected and result in member loss.
• In 2023, we have increased our focus on preparing SATS for upcoming regulatory
reporting requirements, reducing the risk related to non-compliance.
• We work actively to identify and comply with applicable laws and regulations
through our ESG team, placing high value on ESG to meet market and stakeholder
requirements and expectations.
PAGE 22 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Risk Description How does SATS work to mitigate this risk?
OPERATIONAL RISKS
Technology and data
security
SATS’ business model relies on technology and may need to adapt to significant
and rapid technological changes in order to compete successfully. From a security
perspective, external attacks on companies are increasing. SATS and our members
could be adversely harmed should we be targeted, which in turn could affect not only
our reputation and brand value, but also our profitability.
• To stay competitive, we are not only focusing on the physical products offered by
SATS but also on providing our members with relevant and consumer friendly digital
tools so that they can get the most out of their membership.
• We have fully insourced all technological developments, such as our member app and
website, to reduce third party reliance. We are nevertheless reliant on third parties in
some instances, as well as attracting and retaining talented personnel.
• We are continuously working to reduce the risk of external attacks.
People – recruit-
ment, retaining and
developing talents
We are actively working on maintaining the market’s perception of SATS as a
high- quality operator in the health and fitness industry. The work carried out by our
employees, especially those in direct contact with members (club staff, group training
instructors, personal trainers) are highly important. Should we fail to attract, motivate
and retain the right talents within our group, our member experience could be adversely
affected and thus result in increased churn.
• We have developed onboarding systems for new employees, as well as training
systems for certain roles within SATS.
• We focus on feedback culture, using for example employee surveys to constantly
develop and improve our HR strategy and our relationship with employees, to ensure
that SATS is a preferred employer.
Quality, health and
safety
Certain risks related to health and safety are inherent to SATS, as an operator of
fitness clubs. This includes physical exertion, injuries from improper use of equipment,
breakdown of equipment, incorrect advice from our employees, etc. Having 731,000
members, we have great diversity in our member base. We are also located in the Nordic
capitals, which are areas with an increased exposure to criminal activity relating to for
example drugs.
• We are continuously monitoring the functionality and quality of our equipment, and
our clubs are equipped with first aid kits and defibrillators.
• We are providing our employees with training in health and safety matters.
• We actively work to ensure that our members comply with SATS’ Safety Regulations
and Rules of Conduct,and have a large focus on anti-doping.
Risk Description How does SATS work to mitigate this risk?
FINANCIAL RISKS
Capital expenditures
SATS has a property portfolio of 276 fitness clubs, which, in addition to lease costs and
energy costs, require ongoing maintenance work and re-investments. We also need
to maintain the quality of our equipment, as well as continuously develop our overall
product offering. If we are not able to keep our expenses low, our profitability will be
adversely affected.
• Management and control of financial risk, including capital expenditure and cash
flow risk, are carried out centrally in the finance division, by the treasury management
function at the Group’s headquarter. The Treasury Manager identifies, measures,
mitigates and reports on financial risks in close cooperation with the various
operating units, together with banking relations for the whole Group.
Liquidity
SATS’ ability to service debt and ongoing costs relating to its operations is dependent
on its liquidity, which in turn is linked to the growth ambition and strategy. Cash is
generated through revenues, which can be supplemented by bank borrowings and equity
contribution. The availability, and price, of external capital depends on the prevailing
conditions in the financial market. Our growth plans, as well as results of operations,
could be affected if we cannot secure sufficient funding (on favorable terms).
• SATS’ ability to service debt, and ultimately continue as a going concern, depends on
the Group’s cash flow from operating activities. SATS regularly monitors its cash flow
situation by setting up prognoses and forecasts of the liquidity reserves, including
cash equivalents and borrowing facilities. The forecasts are set by the Treasury
Manager and is regularly monitored by the CFO.
Credit
SATS’ members have historically demonstrated high payment capacity. However, the
payment behavior from our existing and future members could change, especially
considering the generally increased costs.
• SATS’ credit risk in relation to customers is limited since none of our individual
customers are deemed significant. The relatively few members who default on their
payments are routinely transferred to debt collecting agencies.
Currency and
interest rate
Exchange rate fluctuations may impact SATS’ consolidated financial statements due to
the reporting currency being in the NOK, which is different from the functional currency
of its subsidiaries in Sweden, Denmark and Finland.
• SATS only operates in the Nordic markets, hence its foreign exchange rate fluctuation
risk is limited. SATS’ business model is such that the subsidiaries’ sales revenue and
operating expenses are incurred in local currency, reducing the exposure to foreign
exchange rate fluctuations in the statement of profit or loss.
• SATS hedges part of its interest rate risk by entering into interest rate swap
agreements providing the Group with fixed interest rates on parts of its bank
borrowings.
Tax and accounting
We are subject to prevailing tax laws, treaties and regulations in Norway, Sweden,
Denmark and Finland, as well as the interpretation thereof. Should there be any changes
in the regulatory environment, our operations could be adversely affected.
• Our central finance division monitors and reviews local practices to provide
reasonable assurance that SATS remains aware of and operates in line with
laws, treaties, regulations and policies related to reporting tax and other relevant
regulations. Furthermore, SATS engages external counsel to advice on tax and
accounting matters when required.
PAGE 23 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
EVENTS AFTER THE BALANCE SHEET DATE
On January 10, 2024, SATS announced a share investment
program for certain senior executives and certain other key
employees who were employed by the SATS Group following
completion of the 2023 share investment program, with the
results announced on January 11, 2024. Nine employees
applied for a total of 372,223 shares. The Shares allocated
in the Share Investment Program will be settled through the
Company’s sale of existing shares in the Company listed on the
Oslo Stock Exchange, held in treasury.
The Board of Directors is not aware of any events that occurred
after the balance sheet date, or any new information regarding
existing matters, that can have a material effect on the 2023
consolidated financial statements.
GOING CONCERN
The Board of Directors confirms that the accounts have been
prepared on a going concern basis and in accordance with
International Financial Reporting Standards (IFRS). The Board
of Directors believes the SATS Group has sufficient equity and
liquidity to fulfil both its short-term and long-term obligations.
SUSTAINABILITY AT SATS
Please refer to the Sustainability report included in this
document for more information about the Group’s activities
related to and approach toward sustainability and social
responsibility.
Work environment and equal opportunities
The Group strives for a balanced gender distribution, and as
of 2023 it employed 6,638 female and 2,844 male employees.
The Group’s management team consists of 50 percent female
and 50 percent male executives. The Board of Directors is
composed of three men and two women.
The personnel policy of the Group is deemed to be gender
neutral in all respects. The company is of the view that equal
opportunity issues have been adequately accommodated, and
no specific measures have been initiated or planned regarding
this. No feedback has been received to the effect that the
personnel policy of the Group is considered to discriminate
based on gender.
On a Group level, there is a slight salary gap in favor of men
with fixed paid contracts. This is mainly a result of differences
in seniority and formal competence required for the roles.
There is a salary gap in favor of women with hourly paid
contracts. The company is continuously working to ensure
equal pay for equal work, which in most roles is secured
through an extensive use of wage matrices.
Through our culture, routines and practices, the Group ensures
equal treatment and recruitment of employees regardless
of ethnicity, gender, nationality, sexual orientation, language,
religion or faith. The Group should provide a good and safe
workplace where no discrimination of any kind is acceptable.
During 2023, the Group registered sick leave of 4.9 percent. No
significant workplace accidents or incidents occurred in 2023
in either of the operating segments.
At the end of the year, the parent company had no employees.
The Board of Directors expresses its appreciation for the work
done by all employees during 2023.
External environment
The Group’s goal is to contribute to an environmentally
sustainable society. Please refer to the sustainability section
included in this report for more information about the Group’s
activities related to and approach toward sustainability and
social responsibility.
The Transparency Act
The Norwegian Transparency Act went into effect on July
1, 2022. SATS, in compliance with this act, has conducted a
human rights due diligence assessment relating to the work
carried out by the Group (including its suppliers). Through this
due diligence process, the company has focused on identifying
and assessing its operations in terms of human rights and
decent working conditions throughout its value chain. The
results from this analysis are available on the company’s
investor website. SATS works continuously on its assessments
pursuant to the Norwegian Transparency Act and will track
responses and communicate how impacts are addressed
at least annually following any significant change to the
company’s risk assessment.
SATS is committed to safeguarding human rights and supports
and respects the internationally recognized UN Universal
Declaration of Human Rights and the International Labor
Standards (ILO Declaration on Fundamental Principles and
Rights at Work). This includes, among other things, human
trafficking, forced labor, exploitative working conditions and
practices, slavery, and child labor.
SHAREHOLDER INFORMATION
SATS ASA’s share capital was NOK 435 million as at December
31, 2023, divided into 204,694,588 ordinary shares, each with
a par value of NOK 2.125. All shares have been fully paid and
have equal rights. SATS owned 618,461 treasury shares as
at the balance sheet date. The number of shareholders as at
December 31, 2023, was 5,411.
CORPORATE GOVERNANCE
Good corporate governance is a priority for the Board of
Directors. SATS’ objectives for its corporate governance
principles are based on openness, independence, equal
treatment, control and management, with the ultimate goal of
maximizing shareholder value while creating added value for all
stakeholders. The principles are designed in compliance with
applicable laws, regulations and ethical standards.
SATS is incorporated and registered in Norway and subject
to Norwegian law as well as the laws and regulations in the
other Nordic countries in which it operates. SATS’ shares are
listed on the Oslo Stock Exchange (Oslo Børs). As a Norwegian
Exchange, SATS must comply with inter alia the Norwegian
Public Limited Liability Companies Act, the Norwegian
Securities Trading Act (including without limitation the Market
Abuse Regulation, as implemented under Norwegian law), and
the regulations of Oslo Børs for issuers of shares listed on the
Oslo Stock Exchange. The company endorses the Norwegian
Code of Practice for Corporate Governance (Norsk anbefaling
for eierstyring og selskapsledelse) issued by the Norwegian
Corporate Governance Board, which was most recently revised
on October 14, 2021.
SATS is subject to the corporate governance reporting
requirements of Section 3-3b of the Norwegian Accounting Act
and the Code, cf. Section 4-4 of the continuing obligations for
stock exchange listed companies on the Oslo Stock Exchange
(Oslo Rule Book II). The annual report on SATS’ compliance
with the Code has been approved by the Board of Directors,
and it is included in a separate section of the annual report. It
is also available on SATS’ investor website.
SATS ASA has purchased and maintains a Directors and
PAGE 24 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Officers Liability Insurance on behalf of the members of the
Board and the executive management. The insurance covers
pure financial loss claims against the Board of Directors
and the executive management as a consequence of
compensatory acts and/or omissions in their respective duties,
with an adequate insurance limit.
BUSINESS AND INDUSTRY OUTLOOK
Society’s increased focus on health and well-being, as well as
the strong global trends such as political initiatives for health
and digitalization, are fueling health and fitness awareness.
This is leading to a growing health and wellness sector.
Fitness clubs, especially full-service operators, play a central
role in the health and wellness economy and have the potential
to expand into related areas. The Nordic market currently
stands out as the most advanced in Europe in terms of
penetration. Despite fragmented markets in terms of value,
clubs, and members, there is still significant consolidation
potential. The Nordic markets maintain a “penetration
premium” relative to Europe and are expected to continue doing
so. Membership costs in Nordic fitness clubs are the most
affordable in Europe compared to overall leisure spending and
similar products and services.
In the short term, SATS is facing challenges from general
inflationary pressures prices. In the long term, however, the
Company is confident in its ability to adjust prices in line
with inflation. There are currently no indications of members
downgrading their memberships due to reduced purchasing
power. SATS expects positive development in its member base
per club over time, driven by the ongoing societal focus on
health and the Company’s strong market position.
SATS is committed to prioritizing a comprehensive and top-
notch equipment collection, establishing itself as the premier
personal training destination in the Nordics and introducing a
variety of highly esteemed niche concepts. The Company will
continue to provide flexible memberships, ensuring that SATS
remains available to individuals of all preferences.
By continuing its engagement with the ongoing digitalization of
the fitness industry, SATS is identifying exciting opportunities
for expanding its product range. The Company is dedicated to
actively participating in this trend, with a focus on developing
an appealing, high-quality hybrid offering. This strategic
approach aims to ensure SATS remains relevant for individuals
who prefer working out at fitness clubs, outdoors, and in the
comfort of their homes.
DISCLAIMER
This report includes forward-looking statements that are
based on our current expectations and projections about
future events. Statements herein regarding future events
or prospects, other than statements of historical facts, are
forward-looking statements. All such statements are subject
to inherent risks and uncertainties, and many factors can lead
to actual profit and developments deviating substantially from
what has been expressed or implied in such statements. As a
result, undue reliance should not be placed on these forward-
looking statements.
PAGE 25 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Board of Directors
Hugo Lund Maurstad
Chair of the Board
• Managing partner and majority
shareholder of Monte Rosa Capital
• Has previously been partner in Altor
and Director in McKinsey & Company
• Has many years of experience as the
chair and board member of multiple
private and public companies
• Has a Master’s in Economics from the
Norwegian Business School (BI)
Andreas Holm
Board Member
• Previous CEO of the sports retail chain
Sportmaster
• Has more than 20 years of experience
within the sporting goods and retail
sector
• Has a Master’s in Economics from the
Copenhagen Business School
Martin Folke Tivéus
Board Member
• CEO of Attendo and has held
managerial positions at Klarna,
Evidensia Djursjukvård and Avanza
Bank
• Previous board experience from Telia
Company, Danske Bank and Teracom
Group
• Has a BSc in Marketing, Economics,
Business and Politics from Stockholm
University
Maria Tallaksen
Board Member
• Previous partner with Altor Equity
Partners, and currently serves as
board member in Faun and Hafslund
• Previously analyst at Morgan Stanley
and performance analyst in Norges
Bank Investment Management
• Has a business degree (Siviløkonom)
from the Norwegian Business School
(BI)
Lisa Åberg
Board Member
• Previous senior partner in McKinsey
& Company, with broad experience
across a wide range of industries and
functional areas
• Has a Master’s in Economics from the
Stockholm School of Economics
PAGE 26 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Extended management
Sondre Gravir
Chief Executive Officer
• CEO of SATS since 2018
• Previously held several senior
management positions, e.g., CEO
Aftenposten, CEO FINN and CEO
Schibsted Marketplaces (Now
Adevinta)
• Member of Board of Directors of
Monterosa Sport and FINN.no
• Has a business degree from the
Norwegian School of Economics
(NHH)
Cecilie Elde
Chief Financial Officer
• Long-standing relationship with SATS
through various roles, CFO since 2016
• Prior to becoming CFO in SATS, she
held managerial positions in NetCom
and Tele2
• Board member of RevolutionRace AB
• Has a business degree from the
Norwegian Business School (BI)
Gaute Sandal
Chief Digital Officer
Silje Garberg Ree
Chief Product Officer
Mia Lund Hanusek
Chief Marketing and
Communication Officer
Torodd Gøystdal
Chief People & Operations
Officer
Aleksi Virkkunen
Country Manager Finland
• Country Manager for Finland since
2024
• Held the position as Country Manager
of Byggmax Finland for nine years
prior to joining SATS
• Has a Master of Science degree from
Helsinki School of Business
Wenche Evertsen
Country Manager Norway
• Country Manager for Norway since
2020
• Long-standing relationship with SATS
through various roles
• Has a Bachelor of Business
Administration from the University
of Texas at Austin and an Executive
Master of Management from the
Norwegian Business School (BI)
Kim Trier Meyer
Country Manager Denmark
• Country Manager for Denmark since
2022
• Has held various managerial positions
in the retail industry in addition to his
experience from the fitness industry
as Market Director at Fitness World
• Has studied The Higher Commercial
Examination Programme at Vejle
Handelsskole
GROUP MANAGEMENT
OTHER EXECUTIVES
Karolina Gutke
Country Manager Sweden
• Country Manager for Sweden since
2023
• Held leading positions in H&M for
several years prior to joining SATS
• Has a Master’s in Economics from
Lund University, Sweden
PAGE 27 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Board of Directors
Extended management
Responsibility statement
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
We confirm that, to the best of our knowledge, the consolidated financial statements for the year ended December 31, 2023, have
been prepared in accordance with IFRS as adopted by the EU, that the financial statements for the parent company for the year
ended December 31, 2023, have been prepared in accordance with the Norwegian Accounting Act and simplified IFRS in Norway,
that they give a true and fair view of the company’s and Group’s assets, liabilities, financial position and results of operations,
and that the Board of Directors’ Report gives a true and fair view of the development, performance and financial position of the
company and the Group and includes a description of the principal risks and uncertainties that they face.
Responsibility statement
Oslo, March 22, 2024
Signed electronically
Hugo Lund Maurstad
Chair of the Board
Martin Folke Tivéus
Board Member
Maria Tallaksen
Board Member
Andreas Holm
Board Member
Lisa Åberg
Board Member
Sondre Gravir
CEO
PAGE 28 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
1. Implementing and reporting on
corporate governance
2. Business
3. Equity and dividends
4. Equal treatment of shareholders
5. Shares and negotiability
6. General Meetings
7. Nomination Committee
8. Board of Directors: Composition and
independence
9. The work of the Board of Directors
10. Risk management and internal
control
11. Remuneration to the Board of
Directors
12. Remuneration to executive
personnel
13. Information and communications
14. Takeovers
15. Auditor
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Corporate governance
SATS considers good corporate
governance to be a prerequisite for value
creation and trustworthiness as well as
access to capital. In order to secure strong
and sustainable corporate governance,
it is important that SATS ensures good
and healthy business practices, reliable
financial reporting, and an environment of
compliance with legislation and regulations
across the Group structure.
SATS has governance documents setting
out principles for how its business
should be conducted to ensure that its
shareholders’ interests are protected and
that the Group complies with high ethical
and social standards. SATS’ governance
regime has been approved by the Board of
Directors and applies to both SATS and its
subsidiaries.
1. IMPLEMENTING AND REPORTING ON CORPORATE
GOVERNANCE
Applicable rules and regulations for corporate governance
SATS is incorporated and registered in Norway and is subject
to Norwegian law. The shares of SATS are listed on the Oslo
Stock Exchange (Oslo Børs). As a Norwegian public limited
liability company listed on the Oslo Stock Exchange, SATS must
comply with the Norwegian Public Limited Liability Companies
Act, the Norwegian Securities Trading Act (including, but not
limited to, the Market Abuse Regulation as implemented under
Norwegian law), the Continuing Obligations for Issuers of
Shares on the Oslo Stock Exchange, as set out in Oslo Rule
Book II, and all other applicable laws and regulations for SATS
As a company listed on the Oslo Stock Exchange, SATS is
subject to corporate governance reporting requirements
pursuant to Section 3-3b of the Norwegian Accounting Act,
as well as Section 4.4 of Oslo Rule Book II (the continuing
obligations for stock exchange listed companies). SATS
follows the Norwegian Code of Practice for Corporate
Governance (Norsk anbefaling for eierstyring og
selskapsledelse (NUES)) issued by the Norwegian Corporate
Governance Board as of 14 October 2021 (the “Code”).
SATS’ Board of Directors actively adheres to good corporate
governance standards, and it strives to ensure that SATS at
all times is compliant with the requirements of Section 3-3b
of the Norwegian Accounting Act and the Norwegian Code of
Practice for Corporate Governance. To the extent SATS does
not fully comply with the Code, it will provide an explanation for
the deviation and the relevant basis for the chosen solution in
its annual report on corporate governance. The annual report
on corporate governance for 2023, as set out herein, has been
approved by the Board of Directors.
Main objectives for corporate governance
Corporate Governance in SATS involves the set of relationships
between management, the Board of Directors, its shareholders
and other stakeholders. Corporate governance also provides
the structure through which the objectives of the company are
set, and it determines the means of achieving those objectives
and monitoring performance.
SATS’ governance structure comprises the following governing
bodies:
• General Meeting, electing Board members based on input
from the Nomination Committee and making other corporate
resolutions that pursuant to law lie with the General Meeting.
• The Board of Directors, which sets the strategic direction
for SATS and the overall organization, in addition to
employing the Chief Executive Officer (CEO), and monitoring
performance, risks and control functions within the Group.
• The CEO, who operationalizes and implements the Board of
Directors’ strategies and directions, is responsible for the
day-to-day management of the company and reports back to
the Board of Directors.
• Group functions, which support the CEO in maintaining
Group-wide policies and oversight and follow-up on Group
wide initiatives.
• Business units, which have been delegated responsibilities
for achieving business objectives.
SATS’ corporate governance policy is based on the Code and,
as such, it is designed to establish a solid basis for good
corporate governance and support the achievement of SATS’
core objectives on behalf of its shareholders, including to
achieve profitability.
The manner in which SATS is governed is vital to the
development of its value to the shareholders and the investor
market over time. SATS believes that good corporate
governance involves openness and trustful cooperation
between all parties involved in the Group: the shareholders, the
Board of Directors, the management, employees, members,
suppliers, public authorities, and society at large. By pursuing
the principles of good corporate governance, which have been
approved by the Board of Directors, the Board of Directors
and management strive to contribute achieving the following
objectives:
• Openness. Communication with SATS’ interest groups
should be based on openness on issues relevant for the
evaluation of the development and position of the company.
PAGE 29 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
1. Implementing and reporting on
corporate governance
2. Business
3. Equity and dividends
4. Equal treatment of shareholders
5. Shares and negotiability
6. General Meetings
7. Nomination Committee
8. Board of Directors: Composition and
independence
9. The work of the Board of Directors
10. Risk management and internal
control
11. Remuneration to the Board of
Directors
12. Remuneration to executive
personnel
13. Information and communications
14. Takeovers
15. Auditor
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
• Independence. The relationship between the Board of
Directors, management and shareholders should be based
on independence, which ensures that decisions are made on
an unbiased and neutral basis.
• Equal treatment. One of SATS’ primary objectives is equal
treatment and equal rights for all of its shareholders.
• Control and management. Good control and corporate
governance mechanisms should contribute to predictability
and reduce the level of risk for shareholders and other
interest groups.
For more information about SATS’ work with corporate
governance and its compliance with the Code, please read the
following sections.
Deviations from Section 1 of the Code: None.
2. BUSINESS
In accordance with SATS’ objectives in its articles of
association, it is a leading provider of products and services
related to health and fitness in the Nordics. The Group, through
its brands and concepts SATS, ELIXIA, Fresh Fitness and
SATSYoga, operates 276 fitness clubs that serve 731,000
members. The Group employed 9,483 employees as at
December 31, 2023, as further set out in the notes to the
consolidated financial statements.
SATS’ vision is to make people healthier and happier. To
achieve this vision, SATS is working with four pillars: 1) attract
new members 2) engage our members, 3) create extraordinary
moments, and 4) provide high quality clubs.
SATS’ vision is directly linked to its sustainability strategy,
and it is thus integrated in the way of doing business at SATS.
SATS’ sustainability and social responsibility is part of its
strategy. SATS focuses on creating shareholder value within
a sustainable framework, considering economic, social and
environmental factors that involve SATS’ business and the way
it operates. The initiatives, projects and impacts are presented
in SATS’ Sustainability Report. The sustainability report has
been prepared in accordance with the Core option of the Global
Reporting Initiative (GRI) Standards.
Based on evaluation of impact and financial materiality, ten
sustainability topics have been identified as material for SATS
at the time the analysis was conducted. These topics represent
risks and opportunities, and all of them will shape the future
sustainability work at SATS. The four most material topics are
• public health. Positive health effects of physical activity
are significant and well-documented. Inspiring people to
exercise, thereby promoting public health, is the heart of
SATS’ business. This also includes:
• members’ individual health and well-being,
• privacy/data management, and
• corporate culture.
During the analysis, the fact that SATS’ core activity improves
physical and mental health of the Nordic population and
provides social value through building relations is given much
focus. Employees are identified as a crucial success factor
and being a key actor in the industry entails a substantial
responsibility from various perspectives. Environmental
considerations are often given relatively less attention.
However, there is an internal motivation and external
expectation to reduce the operational footprint.
The Double Materiality Assessment has provided a holistic
understanding of SATS’ own impact and how the company is
impacted by external factors. This assessment is essential
in order to mitigate risks, capitalize on opportunities, and
pursue future sustainability goals. Findings from this analysis
are included as an integral part of SATS’ business model and
corporate strategy and are used to enhance performance on
material topics and comply with the CSRD by implementing
measures across the organization.
Material topics may change over time, and the assessment
should be updated and continuously adapted to changes
in external factors, internal developments, new stakeholder
involvement, and so on.
Furthermore, the Norwegian Transparency Act of 18 June
2021 No. 99 (Åpenhetsloven) was effective on July 1, 2022,
relating to enterprises’ transparency and work on fundamental
human rights and decent working conditions. SATS published
its first account of the due dilligence carried out in accordance
with Section 5 of the Norwegian Transparency Act in 2023. A
revised version for the financial year ended at December 31,
2023, will be published on SATS’ investor website within June
2024.
Deviations from Section 2 of the Code: None
3. EQUITY AND DIVIDENDS
Shareholders’ equity and capital structure
As at December 31, 2023, SATS had a share capital of NOK
434,975,999.50, divided into 204,694,588 shares, each with a
nominal value of NOK 2.125. The shares of SATS are registered
in Euronext Securities Oslo, the Norwegian Securities Trading
Depository.
The Board of Directors ensures that the company has equity
capital at a level appropriate to its objectives, strategy and risk
profile, and is continuously monitoring SATS’ capital situation.
Authorizations to the Board of Directors
Authorizations empowering the Board of Directors to increase
the company’s share capital or to acquire treasury shares
are limited to defined purposes as resolved by the General
Meeting. Any such authorizations are granted for a period no
longer than until the next annual general meeting.
The Annual General Meeting held on May 31, 2023, granted the
Board of Directors the following authorizations:
• Authorization to increase the share capital by up to NOK
9,923,879,625 in connection with a potential investment
program should one be established by SATS. Deviation
from shareholders’ pre-emption rights is allowed. The
authorization is valid until the 2024 Annual General Meeting
on April 25, 2024, but no longer than June 30, 2024.
• Authorization to increase the share capital by up to NOK
43,147,304.75 for purposes of securing an optimal capital
structure and to capitalize on potential growth opportunities.
Deviation from shareholders’ pre-emption rights is allowed.
The authorization is until the 2024 Annual General Meeting,
but no longer than June 30, 2024.
• Authorization to acquire treasury shares with a total nominal
value of up to NOK 43,147,304.75, to be used in connection
with any obligations by SATS under the existing or any new
investment programs. The authorization is valid until the
2024 Annual General Meeting, but no longer than June 30,
2024.
Dividend policy
SATS’ leverage and dividend policy is to ensure prudent
leverage going forward, with excess cash returned to
shareholders. The long-term target leverage ratio is 1.5-2.0x,
net debt (current and non-current bank borrowings less cash
PAGE 30 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
1. Implementing and reporting on
corporate governance
2. Business
3. Equity and dividends
4. Equal treatment of shareholders
5. Shares and negotiability
6. General Meetings
7. Nomination Committee
8. Board of Directors: Composition and
independence
9. The work of the Board of Directors
10. Risk management and internal
control
11. Remuneration to the Board of
Directors
12. Remuneration to executive
personnel
13. Information and communications
14. Takeovers
15. Auditor
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
and cash equivalents) to EBITDA before the impact of IFRS 16.
The Group intends to maintain a stable leverage ratio within the
stated range by returning excess capital to shareholders via
dividends or share buybacks.
When proposing a payout, the Board of Directors reserves the
right to deviate from its current leverage targets taking into
consideration internal and external factors such as material
acquisitions, macroeconomic conditions and the capital
markets environment.
Deviations from Section 3 of the Code: None.
4. EQUAL TREATMENT OF SHAREHOLDERS
SATS has one class of shares, with each share carrying one
vote. The shares in SATS carry equal rights, including rights to
dividends. The nominal value of the SATS share is NOK 2.125.
As part of their equal rights in SATS, the shareholders have pre-
emption rights to participate in and subscribe for new shares
in a share capital increase. Any deviation from this pre-emption
right must be justified by the common interest of the company
and its shareholders as well as applicable equal treatment
regulations.
If the Board of Directors resolves to issue new shares and
deviate from existing shareholders’ pre-emptive rights pursuant
to an authorization granted to the Board of Directors, the stock
exchange announcement must also include a justification
for such deviation. Similarly, if any resolution by the Board of
Directors to issue new shares is subject to approval by the
General Meeting, a justification must also be provided in the
notice of the General Meeting.
The Board of Directors has been granted an authorization
from the General Meeting to acquire treasury shares, inter
alia in connection with its share investment program. SATS’
transactions in treasury shares (own shares) must be carried
out through the Oslo Stock Exchange’s trading platform at
the prevailing trading price or by making a public offer to all
shareholders. If the liquidity of the SATS share is weak, the
Board of Directors must take particular care when carrying out
a transaction in treasury shares through the stock exchange to
ensure equal treatment of its shareholders.
Deviations from Section 4 of the Code: None.
5. SHARES AND NEGOTIABILITY
SATS’ shares are listed on the Oslo Stock Exchange. The
articles of association do not include any form of restrictions
on the ownership, negotiability or voting rights relating to SATS’
shares.
Deviations from Section 5 of the Code: None
6. GENERAL MEETINGS
The General Meeting of shareholders is SATS’ supreme
corporate body, serving as a forum for interaction between the
shareholders, the Board of Directors and the management. The
company holds its Annual General Meeting in accordance with
the law and its articles of association. Extraordinary General
Meetings are held as required.
The next Annual General Meeting of SATS is scheduled for
April 25, 2024. Practical details for the meeting will follow from
the notice to the Annual General Meeting and on SATS’ investor
website.
The Annual General Meeting must be held by the end of
June each year. The articles of association stipulate that the
General Meeting must approve the annual accounts and the
annual report, including distribution of dividends, and any other
matter referred to the general meeting by law or the articles of
association. The notice of the Annual General Meeting must
be sent to SATS’ shareholders with known addresses at least
21 days prior to the meeting. Documents relating to matters
to be dealt with by the General Meeting, including documents
that by law must be included or attached to the notice, will
not be sent to the shareholders if such documents have been
made available on the company’s website, provided that a
shareholder nevertheless may request that documents relating
to matters to be dealt with at the Annual General Meeting are
sent to them.
Shareholders who want to participate in the General Meeting
must notify the company thereof within a specific deadline
that cannot expire earlier than two days prior to the General
Meeting.
Shareholders will be able to vote on each individual matter in
the General Meeting. Shareholders who are unable to attend
the General Meeting may vote in advance or by proxy. SATS’
shareholders may vote in writing, including through electronic
communication, during a specific period before the General
Meeting. More information about voting instructions as well as
the use of proxies, will be included in the notice of the General
Meeting.
The chair of the Board of Directors, or another person
nominated by the Board of Directors, attends and opens the
General Meeting. The company facilitates that the General
Meeting can be chaired by an independent person.
Deviations from Section 6 of the Code: None.
7. NOMINATION COMMITTEE
The articles of association of SATS stipulate that the company
must have a Nomination Committee consisting of between
two and three members. Furthermore, the composition of
the Nomination Committee must be resolved by the General
Meeting, where the majority of the committee members must
be independent from the Board of Directors and management.
The members are elected for periods of two years, unless
otherwise resolved by the General Meeting.
The Nomination Committee comprises the following persons
for 2023, as resolved by the 2023 Annual General Meeting: Erik
Thorsen (chair), Øistein Widding (member) and Ulrik Andersson
(member).
The members are independent from the Board of Directors
and management, and they have been appointed until the 2025
Annual General Meeting.
The work of the Nomination Committee is to give
recommendations to the General Meeting for the election of
members to the Board of Directors as well as the members
of the Nomination Committee, and to recommend the
remuneration for the Board members and Nomination
Committee members. The General Meeting has adopted
instructions for the Nomination Committee.
Deviations from Section 7 of the Code: None.
PAGE 31 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
1. Implementing and reporting on
corporate governance
2. Business
3. Equity and dividends
4. Equal treatment of shareholders
5. Shares and negotiability
6. General Meetings
7. Nomination Committee
8. Board of Directors: Composition and
independence
9. The work of the Board of Directors
10. Risk management and internal
control
11. Remuneration to the Board of
Directors
12. Remuneration to executive
personnel
13. Information and communications
14. Takeovers
15. Auditor
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
8. BOARD OF DIRECTORS: COMPOSITION AND
INDEPENDENCE
Pursuant to the articles of association of SATS, the Board of
Directors must comprise between three and nine members
elected by the General Meeting. Board members are appointed
for a period of two years unless otherwise decided by the
General Meeting in connection with the election.
The current Board of Directors comprises the following five
Board members: Hugo Lund Maurstad (chair), Maria Tallaksen
(member), Andreas Høgdall Holm (member), Lisa Birgitta
Charlott Åberg (member) and Martin Folke Tivéus (member). A
description of the competence and background for the Board
members can be found at www.satsgroup.com/about-sats/
board-of-directors.
The Code stipulates that the composition of the Board of
Directors should ensure that it can operate independently
of any special interest and therefore that the majority of the
Board members should be independent of the company’s
management and material business contacts. At least two
Board members must be independent from the company’s
main shareholders (shareholders holding more than 10% of the
shares in the company).
The Board composition meets the requirements of the
Code. All of SATS’ Board members are independent from its
management and material business contacts.
Three of the in total five Board members, Lisa Birgitta Charlott
Åberg, Andreas Høgdall Holm and Martin Folke Tivéus, are
independent from SATS’ main shareholders, TG Nordic Invest
and AF III Holdco AS.
Deviations from Section 8 of the Code: None.
9. THE WORK OF THE BOARD OF DIRECTORS
The Board of Directors
SATS’ Board of Directors is composed with the intention of
exercising significant involvement and extensive oversight of
the Group’s operations. The Board of Directors is responsible
for the governance and administration of the company and
must ensure an appropriate organization of the company’s
business. While the Board of Directors has the formal and
overall responsibility for the administration of the company,
the day-to-day administration and activities is delegated to the
CEO. It is nevertheless the Board of Directors’ responsibility to
ensure that the company’s activities are properly organized,
keep itself informed about the company’s financial position,
and ensure that the company’s activities, accounts, and asset
management are subject to adequate control.
The Board of Directors conducts its work in accordance with
the Instructions for the Board of Directors, which includes a
policy on how the company handles related-party transactions
and the Board of Directors’ annual agenda. The annual agenda
covers an annual meeting and activity plan covering strategic
planning, business issues and oversight activities for the
upcoming financial year. The key activities of the Board of
Directors include:
• Setting and overseeing the achievement of SATS’ overall
long-term strategies and goals;
• Setting the overall organization and principles for company
operations and monitoring compliance with these;
• Approving budgets, business plans and investment limits;
• Handling capital and financing issues;
• Issuing the instructions for the CEO, as well as monitoring
the CEO’s work and the company’s performance;
• Evaluating the company’s internal control functions, risk
management, sustainability reporting and compliance with
SATS’ Code of Conduct; and
• Evaluating any transactions between SATS and its
shareholders, a shareholder’s parent company, members of
the Board of Directors, management or any related person
to any such party that are deemed to be material pursuant to
the Norwegian Public Limited Liability Companies Act. Any
such material transactions are subject to approval by the
General Meeting, and the Board of Directors is in such case
required to arrange for an independent auditor valuation of
the transaction.
Additional matters that require attention from the Board of
Directors will be included in the Board of Directors’ agenda as
needed. The agenda, meeting materials and minutes for/from
the Board meetings are distributed and archived by the CFO.
Neither members of the Board of Directors nor members of
management can consider items in which they have a special
and prominent interest. The interest of such persons is always
considered in accordance with the principles included in the
Instructions for the Board of Directors, and any interest is
notified by the relevant person to ensure that all matters can be
considered in an unbiased and satisfactory way.
Board committees
The Board of Directors has established two permanent sub-
committees, the Remuneration Committee and the Audit
Committee, which are described in further detail below. The
committees function as advisory committees to the Board,
meaning that all decisions lie with the Board of Directors
in accordance with the Norwegian Public Limited Liability
Companies Act. The Remuneration Committee and the Audit
Committee supervise the work of the company’s management
on behalf of the Board of Directors and prepare matters for
the Board of Directors to consider and resolve upon within
their respective designated areas. The committees have the
opportunity to work together with company resources as
part of their preparatory work, as well as to seek advice and
recommendations externally.
Remuneration Committee
The Remuneration Committee must consist of between two
and three members of the Board of Directors. The current
members of the Remuneration Committee are Hugo Lund
Maurstad (chair) and Lisa Birgitta Charlott Åberg (member).
The primary purpose of the Remuneration Committee is
to assist the Board of Directors in matters relating to the
remuneration of the executive management of the Group,
review succession policies, career planning and management
development plans, and prepare matters relating to other
material employment issues in respect of executive
management.
The Remuneration Committee reports and makes
recommendations to the Board of Directors, but the Board
of Directors retains responsibility for implementing such
recommendations through Board resolutions.
The Audit Committee
The Audit Committee must consist of between two and
three members of the Board of Directors who jointly have
the required qualifications and competence in accounting
and auditing set out in the Norwegian Public Limited Liability
Companies Act. The current members of the Audit Committee
are Martin Tivéus (chair) and Maria Tallaksen (member). The
committee members serve for two years until 2025 unless their
PAGE 32 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
1. Implementing and reporting on
corporate governance
2. Business
3. Equity and dividends
4. Equal treatment of shareholders
5. Shares and negotiability
6. General Meetings
7. Nomination Committee
8. Board of Directors: Composition and
independence
9. The work of the Board of Directors
10. Risk management and internal
control
11. Remuneration to the Board of
Directors
12. Remuneration to executive
personnel
13. Information and communications
14. Takeovers
15. Auditor
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
service is extended by the Board of Directors.
As a sub-committee to the Board of Directors, the Audit
Committee supports the Board of Directors in fulfilling its
responsibilities with respect to financial reporting, internal
controls, internal and external audit, risk management and risk
framework.
The primary purposes of the Audit Committee are to:
• assist the Board of Directors in discharging its duties relating
to the safeguarding of assets, the operation of adequate
system and internal controls, the control processes and the
preparation of accurate financial reporting and statements
in compliance with applicable legal requirements, corporate
governance, and accounting standards;
• monitor and assess the quality of the statutory audit of
Group companies and the Group’s financial statements;
• help to ensure the independence of the external auditor and
ensure compliance with applicable rules and guidelines
regarding the provision of additional services by the auditor
to the Group or Group companies;
• provide support to the Board of Directors on the risk profile
and risk management of the Group; and
• initiate investigations, if necessary, and propose measures
relating to the above- mentioned.
The Audit Committee reports and makes recommendations
to the Board of Directors, but the Board of Directors retains
responsibility for implementation of such recommendations
through Board resolutions.
The CEO
The Board of Directors has prepared instructions for the CEO.
The CEO is responsible for business development and leads
and coordinates the day-to-day operations in accordance with
such instructions, as well as any other decisions made by the
Board of Directors.
Having the overall responsibility, the CEO has the final say in all
decisions according to legal requirements after consulting and
receiving feedback from relevant members of the management
team.
The CEO issues a delegation of obligations and authority, which
defines the responsibilities of the country managers and group
functions and within which limits they may make decisions.
Within this framework, duties and decision authorities are
further delegated person-to-person via solid reporting lines
based on the roles in the operational organization.
Deviations from Section 9 of the Code: None.
10. RISK MANAGEMENT AND INTERNAL CONTROL
Risk management
SATS operates within four jurisdictions in the Nordics:
Norway, Sweden, Denmark and Finland. The health and fitness
industry in these geographical markets is highly competitive,
with providers of health and fitness products and services
competing for price-conscious consumers. In striving to reach
its long-term strategic goals, SATS is inherently involved in risk
taking. Risk management is therefore an essential element
of SATS’ work, culture, corporate governance, strategy and
operational and financial management. Refer to SATS’ Risk
Management Policy and the risk chapter of this Annual Report
for more information.
Internal control
COMPLIANCE FUNCTION
SATS’ risk management is centralized as part of its Nordic
functions. Through this work, SATS ensures that all significant
risks relating to strategic, operational, regulatory and financial
aspects of its operations are identified, analyzed and followed
up through the day-to-day work carried out by the business
units and functions.
The Board of Directors is involved in the risk management of
the Group’s operations and has the overall responsibility for the
company having sound internal control and systems for risk
management. In this respect, the Board of Directors, together
with SATS’ management team, carries out an annual review of
the most important areas of the Group’s overall risk exposure.
The compliance function of the Group is responsible for SATS’
risk management model. This includes
• presenting the Group’s consolidated risk report to
management, the Audit Committee and the Board of
Directors; and
• maintaining guidelines and templates for risk management
and reporting.
SATS’ compliance function is responsible for supporting
and monitoring compliance with legal requirements and
internal governing documents. The function is independent
of operational activities and reports to the CEO as well
as administratively to the CFO. The function monitors the
development of the company’s risk exposure and internal
control regime on an ongoing basis. The function has the
right and obligation to report directly to the Board of Directors
if material risks and compliance incidents have not been
communicated in a timely manner to the Board of Directors
through ordinary reporting lines.
Internal control over financial reporting (ICFR)
The SATS system for ICFR is based on the COSO framework
and three lines of defense model. The approach is top-down
and risk-based, beginning with the assessment of risks
of significant errors in the Group’s consolidated financial
statements. The controls are designed from the top (Entity
Level Controls) down to the process level (Process Level
Controls), and the sum of all these controls makes up the total
ICFR design for SATS.
The ICFR Framework at SATS is an integral part of SATS’
governance system, and the company has designed an annual
process to ensure compliance with policies and procedures,
the effectiveness of process level controls, and maintenance
of system effectiveness. An ICFR plan for ensuring ongoing
effective and efficient ICFR must be prepared every year and
presented to the Board of Directors for approval prior to the
start of the fiscal year. The ICFR plan must be prepared by the
ICFR Officer, taking into account the control owners’ learning
and the results from this year’s ICFR process and any changes
expected to impact ICFR.
Deviations from Section 10 of the Code: None.
11. REMUNERATION TO THE BOARD OF DIRECTORS
The remuneration to the Board of Directors must reflect the
Board’s responsibility, expertise, and time commitment and
the complexity of SATS’ business. No Board member has
taken on any specific assignments for SATS in addition to
their appointment as a member of the Board of Directors. The
remuneration is resolved by the General Meeting pursuant to
the recommendation from the Nomination Committee.
PAGE 33 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
1. Implementing and reporting on
corporate governance
2. Business
3. Equity and dividends
4. Equal treatment of shareholders
5. Shares and negotiability
6. General Meetings
7. Nomination Committee
8. Board of Directors: Composition and
independence
9. The work of the Board of Directors
10. Risk management and internal
control
11. Remuneration to the Board of
Directors
12. Remuneration to executive
personnel
13. Information and communications
14. Takeovers
15. Auditor
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Remuneration to the Board of Directors is reported in the notes
to the consolidated financial statements. The remuneration to
the Board of Directors is not linked to SATS’ performance. No
Board member has been granted any options.
Deviations from Section 11 of the Code: None.
12. REMUNERATION TO EXECUTIVE PERSONNEL
The Board of Directors has prepared and adopted clear and
understandable guidelines for salary and other remuneration
to executive personnel in line with the requirements of Section
6-16a of the Norwegian Public Limited Liability Companies Act
and Section 12 of the Code. The guidelines set out principles
that ensure responsible and sustainable remuneration
decisions in a manner that promotes SATS’ business strategy,
long-term interests and financial sustainability. The current
guidelines were approved by the 2023 General Meeting.
The guidelines will be assessed by the Board of Directors on an
annual basis, as a minimum, whereas any significant changes
in SATS’ remuneration policies for executive personnel requires
a revision of the current guidelines and will be subject to
approval by the General Meeting. The guidelines, in any event,
will be approved by the General Meeting every fourth year.
The Remuneration Committee presents its recommendation to
the Board of Directors concerning remuneration to executive
personnel on an annual basis, and in this respect, assesses
such remuneration annually. The performance-based elements
of the remuneration to executive personnel are subject to an
absolute limit, as further set out in SATS’ guidelines for salary
and other remuneration to executive personnel. See report
on salaries and other remuneration to Senior Exceutives
2023, available on SATS’ website under ‘General meetings’
for information and details related to compensation for
Management and Board of Directors.
13. INFORMATION AND COMMUNICATIONS
SATS believes that it has transparent and honest
communication with its shareholders, the capital market and
other stakeholders. The Board of Directors seeks to ensure
that the company’s accounting and financial reporting inspires
investor confidence.
Information is published regularly through the company’s
annual reports, quarterly reports, press releases, investor
presentations, and stock exchange announcements in
accordance with what is deemed appropriate at any given
time, as well as in accordance with statutory requirements
for such publications. The company’s annual reports and
quarterly reports contain extensive information about various
aspects of the Group’s business, activities and initiatives.
Quarterly presentations are webcast to the investor market,
and investors are invited to participate in Q&A sessions and
schedule investor meetings.
The shareholders’ of SATS, the capital market, and the public
in general are treated equally when it comes to access to
the company’s financial information. The investor relations
department at SATS maintains regular contact with the
shareholders, potential investors, analysts and other financial
market stakeholders. The Board of Directors is informed about
SATS’ investor relations activities.
SATS publishes its financial calendar each year. The financial
calendar is publicly available at the company’s investor
website.
Deviations from Section 13 of the Code: None.
14. TAKEOVERS
The Board of Directors will not seek to hinder or obstruct any
takeover bids for SATS or its shares. In the event of such a
bid, the Board of Directors will seek to comply with Section 14
of the Code and applicable laws and regulations for takeover
processes.
There are no defense mechanisms against takeover bids
in SATS’ articles of association or any underlying steering
document. In corporate takeover or restructuring situations,
the Board of Directors must exercise due and proper care
so as to preserve all shareholders’ values and interests to
the greatest extent possible. During the course of a takeover
process, the Board of Directors and management must ensure
that all shareholders are treated equally and that the business
activities of the Group are not unnecessarily disrupted.
The Board of Directors is responsible for ensuring that the
shareholders of SATS are given sufficient information and time
to form a view on any takeover offers presented to them.
Other than as described above, the Board of Directors
has not found it necessary to draw up any explicit basic
principles for SATS’ behavior in the event of a takeover bid.
The Board of Directors concurs with Section 14 of the Code
and the recommendations set out therein regarding takeover
processes, and it will seek to follow the recommendations of
the Code should a takeover process become relevant.
Deviations from Section 14 of the Code: None.
15. AUDITOR
The external auditor of SATS is Deloitte AS, which has been the
company’s auditor since 2015. The auditor is fully independent
from the company.
The auditors are responsible for the audit of SATS’
consolidated annual report and accounting records to remit
whether these have been prepared in accordance with
applicable laws and recommendations. Prior to the audit, the
Audit Committee reviews Deloitte’s plan for the audit and, after
completion, reviews the plan and the work performed.
The auditor is present in meetings when the internal control
over financial reporting (ICFR) is presented to the Audit
Committee. The auditor is generally present at meetings
held by the Audit Committee and is thus involved in the Audit
Committee’s work with the annual accounts and other related
tasks.
The auditor is also involved in the review of the company’s
internal control procedures and reports regularly to the Audit
Committee. Additionally, the auditor presents the audit and
work related thereto to the Board of Directors.
Deloitte assists SATS with some consultancy services,
primarily tax advice. We have policies regulating the use of
non-auditing services from Deloitte, which also has internal
processes and procedures to ensure its independence. The
Audit Committee is responsible for approving non-auditing
services from Deloitte in advance of our engagement of them.
The auditor’s fees are specified in Note 9 Other operating
expenses to the annual report.
Deviations from Section 15 of the Code: None.
Sustainability Report
PAGE 34 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Sustainability report 2023
SUSTAINABILITY HIGHLIGHTS 35
SUSTAINABILITY AT SATS 36
About the sustainability report 36
Sustainability governance 37
Management approach –
the double materiality assessment 38
Stakeholders and stakeholder involvement 41
SATS and the un’s sustainable
development goals 42
Sustainability targets 44
ENVIRONMENT 46
Climate change mitigation 47
Energy management 49
Circular economy 50
Water consumption 50
SOCIAL 51
Public health 59
Working conditions 60
Diversity, equality and inclusion at SATS 66
GOVERNANCE 69
Privacy and data management 70
Corporate culture 70
Supplier management 73
STATEMENT ON THE EU TAXONOMY
FOR SUSTAINABLE ECONOMIC
ACTIVITIES 2023 74
PAGE 35 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Sustainability highlights
Members’ individual
health and well-being
We work hard to improve our
members’ individual health and
well-being through a wide range
of fitness products and offerings
for all age groups, making physical
activity available at our clubs
and through our digital offering.
The value of working out at
SATS goes beyond the physical
activity itself because it also
benefits our members’ mental
health and brings social value
through relationship-building in our
community.
Public
health
SATS’ overall ambition and vision
is to make people healthier
and happier. Our core activity
is to improve the physical and
mental health of the Nordic
population through exercise.
The positive health effects of
physical activity are significant
and well-documented, not only
for individuals but also society
at large. Inspiring people to
exercise in a safe way, and thereby
promoting public health, is the
heart of SATS’ business.
Working
conditions
Our employees are extremely
important for our ability to deliver
a product that our members enjoy
and want to continue using over
time. We therefore strive to also
make our employees healthier
and happier. The consequences
of working conditions that are not
fair, safe or dignified can be severe
for the affected people. Securing
decent working conditions for our
employees, such as working hours
and that they find their job at SATS
meaningful and inspiring, is very
important to us.
Corporate
culture
As part of our SATS culture, we
value putting Members First, by
being Accountable for what we do,
Professional and Extraordinary.
These values constitute an integral
part of our day-to-day operations;
see Our vision and our values for
more information. As a people
organization, it is our employees
who develop our products and
create the atmosphere at our
clubs that inspires members every
day to succeed with their training
and become healthier and happier.
In everything they do—whether
working in our service offices or at
clubs—our SATS team truly puts
our members first.
Privacy/
data management
All individuals have a right to
privacy, in particular with regard
to personal data processed and
stored digitally by corporations.
We are committed to protecting
the privacy rights of our members,
employees and any other person
with whom we do business or
otherwise interact with so they can
be confident that their personal
data is secure with us. We limit
our use of personal data to
appropriate purposes and process
personal data in accordance with
applicable laws and regulations.
PAGE 36 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
SUSTAINABILITY AT SATS
ABOUT THE SUSTAINABILITY REPORT
(GRI indicators: 102-45, 102-46, 102-48, 102-49, 102-54)
SATS is continuously working on improving its work within
sustainability matters, not only from the perspectives of the
environment and the climate but also—and most importantly
for a company like ours—with respect to the social and
governance dimensions of sustainability work. During the
fall of 2023, in preparation for the upcoming EU Corporate
Sustainability Reporting Directive (CSRD), SATS carried out
a double materiality assessment. The double materiality
assessment has provided SATS with a holistic understanding
of our own impact on our surroundings as well as how we
are impacted by external factors. The conclusions of the
double materiality assessment affect how SATS will work with
sustainability going forward. SATS will report in accordance
with the CSRD from the financial year 2024.
This sustainability report presents the company’s work and
commitments during 2023 related to sustainability, including
our social responsibility as a leading operator of health and
fitness services in the Nordics. The purpose of this report is to
provide stakeholders with a comprehensive summary of the
company’s activities within and approach to environmental,
social and governance matters—the ESGs. SATS’ sustainability
report covers activities on a consolidated basis unless
otherwise specified, thus including activities carried out in
2023 by its wholly owned subsidiaries in Norway, Sweden,
Finland and Denmark. The Group’s operations are carried out
under the brands SATS, ELIXIA, SATS Yoga, SATS Online and
Fresh Fitness.
This sustainability report for 2023 has been prepared
in accordance with the Global Reporting Initiative (GRI)
Standards: Core option. The GRI Index in the report provides
an overview of disclosures according to GRI Standards,
including reference to where information related to each of the
disclosures can be found.
PAGE 37 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
SUSTAINABILITY GOVERNANCE
(GRI indicators: 102-12, 102-13, 102-16, 102-18, 103-2)
Overview
During 2023, SATS reorganized its organization when it comes
to how we work with sustainability matters by establishing a
more formalized structure for our sustainability work going
forward. The aim of the reorganization is for SATS to become
even better for our people, communities and the environment,
and for this we have established a sustainability committee.
The purpose of this committee is to monitor the regulatory
and cultural developments within the ESG sphere, ensure
compliance with legal and other regulatory requirements
applicable to SATS, prioritize where the Group can make a
difference to its surroundings, capitalize on opportunities,
and reduce risks relevant for a company like SATS within the
ESG sphere. To meet its purpose, the sustainability committee
is actively involved in ESG related projects within the Group
as well as SATS’ sustainability reporting to the Board of
Directors, the Nordic management group, and SATS’ external
stakeholders.
Group policies
SATS has one set of ESG policies that applies to the entire
Group and comprises the policies set out below. The
Group has an ambition to build one way of working across
BOARD OF DIRECTORS
Responsible for the strategy
AUDIT COMITTEE
Sub-committee of the Board of Directors,
functions as advisory committee for inter alia
sustainability matters – as a first instance for
reporting to the Board of Directors
SUSTAINABILITY COMMITTEE
Responsible for the day-to-day sustainability work, including
risk analyses, sustainability reporting, implementing
sustainability initiatives etc.
NORDIC MANAGEMENT GROUP
Responsible for the implementation
of the strategy
BUSINESS UNITS
Each member of the Nordic Management
Group is responsible for managing
ESG risks and opportunities in his/her
business unit
its organization. Having the same policies for the entire
Group strengthens how SATS builds its corporate culture
throughout its operations and across its operative countries.
For this reason, it is extra valuable for the Group to have
ESG intra-organizational policies that create a joint platform
for our sustainability work while at the same time building
understanding and engagement across SATS.
SATS has established a number of internal guidelines and
policies that include guidelines and conduct requirements
relevant to our organization and applicable to our employees,
suppliers and members. As of the financial year 2023, we had
the following policies:
• Code of Conduct
• Supplier Code of Conduct
• Sustainable Procurement Policy
• Climate and Environmental Policy
• Health and Safety Policy
• Privacy Policy
SATS’ policies, with exception of the internal whistleblowing
policy, are available on our investor website under the heading
Sustainability in SATS. Our policies are reviewed and updated
at least every second year, meaning that all policies will be
subject to revision in 2024.
Trade organizations
SATS is a member of trade organizations in all of our operating
countries: NHO Geneo in Norway, Frisk in Sweden, SKY in
Finland and Dansk Erhverv, Dansk Fitness, and the Helse
organization in Denmark. SATS is also a member of the
international organization EuropeActive.
Anti-doping and other preventive measures to create a safe
workout environment
SATS is working actively with anti-doping together with
Antidoping Norge in Norway, Dopinglinkki in Finland, Anti-
Doping Danmark in Denmark and Anti-Doping (NADO) in
Sweden. SATS is also collaborating with the independent Anti-
Doping foundation Pure for Sure for SATS Academy
1
. For more
information, please refer to the section Our anti-doping work.
Structure and governance model for sustainability work in SATS
1
SATS Academy is an in-house educational platform offering free courses
and workshops for continuous professional development within the
SATS community.
PAGE 38 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
MANAGEMENT APPROACH – THE DOUBLE MATERIALITY
ASSESSMENT
(GRI indicators: 102-47, 102-49, 103-1, 103-2, 103-3)
The double materiality assessment and methodology
In order to understand which topics within the ESG sphere
are most material for SATS, we need to continuously assess
our impacts and surroundings. In 2020 and 2021, SATS
conducted simple materiality assessments for the purpose
of identifying relevant initiatives and strengthening our overall
work with respect to sustainability. Our focus on and work with
sustainability matters have been even more organized and
formalized during the course of 2023 with the establishment
of our new sustainability committee—which, together
with support from the Board of Directors and our Nordic
management group, will lead SATS’ sustainability work going
forward.
In the fall of 2023, we carried out a double materiality
assessment in accordance with and as part of our preparations
for the CSRD. The purpose of the double materiality
assessment was to identify which sustainability topics are
most material for SATS when considering:
• Impact materiality, meaning SATS’ underlying actual
and potential and negative and positive impacts on the
environment, people and society. This includes how grave the
impact of our business is for those affected; how widespread
our impact is, including the number of people affected; and
how hard it is to counteract or reverse any harm caused; and
• Financial materiality, meaning the actual and potential
risks and opportunities the environment, people and society
have on SATS, financially (e.g., which affect our cash flows
or value). This includes looking at the size of an actual
or anticipated financial effect as well as the likelihood of
occurrence.
The figure below illustrates the double materiality assessment
we conducted during the fall of 2023.
To gather the essential information required to score and
prioritize material topics for SATS, three data inputs served
as the foundation for further analysis, categorization and
prioritization. The illustration below shows the data points
included in our assessment and comprise a combination of the
company’s stakeholders and business model as well as trends
and other external factors.
• Business: SATS’ current strategies, policies and structures
were reviewed by external advisors for the purpose of
understanding today’s business model and operations. This
process provided insight into what the future of SATS may
look like as well as the potential risks and opportunities for
the organization in a sustainability context.
• External factors: An analysis of the external business
environment was carried out to identify key drivers, including
current trends and developments that impact or may
potentially impact SATS. Drivers were identified across
various topics, including lifestyle and health, demographics
and population, economics and inequalities, technology and
innovation, politics, and regulation. Additionally, selected
competitors were examined to give a better understanding
of the industry and how it is evolving and the extent to which
sustainability is influencing their operations.
• Stakeholder dialogue: Internal and external stakeholders
were involved for the purpose of understanding the
stakeholder perspectives regarding what SATS should
focus on going forward and which sustainability-related
topics they identify as material for us. This group included
both the users of sustainability information and affected
people and communities, who were represented through
stakeholder dialogues. These dialogues were conducted
through interviews (internal and external), surveys (external,
for members only), and management involvement through
workshops.
PAGE 39 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Results of the double materiality assessment – the material
sustainability topics for SATS
The sustainability topics identified through the double
materiality assessment were systematically assessed and
assigned scores to evaluate their materiality in terms of SATS’
impact and financial influence. This process was crucial for
comparing and prioritizing our identified topics, whereas the
materiality was determined based on a process using a scale
ranging from 1 to 5 as outlined below. Different evaluation
dimensions were considered depending on whether impact or
financial materiality were in focus.
Materiality matrix
The materiality matrix on the next page illustrates that the E,
S and G topics outlined below were concluded to represent
the most material risks and opportunities for SATS in a
sustainability context. Consequently, these are the topics that
will play a material part in shaping our future sustainability
work. We are mindful that material topics might change over
time and that our assessment should be adapted to changes
in external factors, internal developments, new stakeholder
involvement, and so on.
PAGE 40 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Material topic
Impact
materiality
Financial
materiality
ESRS
E
S
G
E
S
G
E
S
G
Informative
Informative
Informative
Informative
Informative
Significant
Significant
Important
Important
Important
Important
Important
Important
Important
Climate change
migration
Energy management
Circular economy
Members’ individual
health and wellbeing
Public health
Working conditions
Diversity, equality and
inclusion
Privacy / data
management
Corporate culture
Supplier management
Minimal
Significant
Significant
Significant
Significant
Critical
ESRSE1
ESRSE1
ESRSE5
ESRSS4
ESRSS4
ESRSS1
ESRSS1
ESRS G1, S1,
S2, S4
ESRSG1
ESRSG1,G2
Financial materiality
Impact materiality
B
B
C
C
D
D
E
E
F
F
G
G
H
H
I
I
J
J
A
A
Environment (E)
• Climate change mitigation
• Energy management
• Circular economy
Governance (G)
• Privacy and data management
• Corporate culture
• Supplier management
Social (S)
• Members’ individual health and wellbeing
• Public health
• Working conditions
• Diversity, equality and inclusion at SATS
Materiality matrix
PAGE 41 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
STAKEHOLDERS AND STAKEHOLDER INVOLVEMENT
(GRI indicators: 102-40, 102-42, 102-43, 102-44)
Stakeholders of SATS
The group of stakeholders can be divided into (i) affected
stakeholders and (ii) users of sustainability statements,
with many also belonging to both groups. Dialogue with
stakeholders is very valuable to us in our work on sustainability
matters and provides us with a variety of viewpoints, both
internal and external. We initially began the process of
identifying relevant stakeholder groups back in 2019, long
before we carried out the CSRD and the double materiality
assessment. The purpose was initially to identify which
sustainability topics our stakeholders perceived to be most
material and relevant for SATS. During 2023, we reconnected
with some of our stakeholders since stakeholder involvement
is a fundamental part of the double materiality assessment.
The different points of view of our stakeholders were key in
helping us identify the material sustainability topics for SATS
and how we should score and prioritize these topics.
We conducted the stakeholder dialogue through a series of
interviews with internal and external people and organizations,
in addition to conducting a survey of approximately 20% of our
members in Norway, Sweden, Denmark and Finland. Below is
an overview of our identified stakeholders.
Although all stakeholders provide meaningful input, the
following key stakeholders were given special emphasis:
employees (operational, union representatives, and the
Nordic management group), the Board of Directors, investors
and analysts, suppliers and partners, NGOs and voluntary
organizations and unions, and members. We prioritized
having a dialogue or otherwise engaging with these groups in
connection with our double materiality assessment.
Our operational employees across the Nordics
serve a vital role in the products and services
offered to our members. We are dependent
on talented club managers, personal trainers,
group training instructors and receptionists who are able to
motivate our members every day so we can reach our vision
of making people healthier and happier. It is our on-site
employees who experience SATS’ operations up close from
a more operative angle than our Nordic management group
and other service office employees. They receive responses
directly from members. Because they also spend significant
amounts of time in our clubs, they can observe relevant
improvement potential and provide feedback and ideas that
ultimately reach SATS’ decision-making administrative bodies.
Their perspectives have therefore been particularly relevant
in our double materiality assessment. Other than in this
context, employee feedback is generally channeled through
club managers, employee surveys and the whistleblowing
system (as further explained in the Employee dialogue and
Whistleblowing sections).
Furthermore, employees who are members of the Nordic
management group and employees who work with
sustainability matters also provide relevant input when
assessing which topics are most material for SATS when
considering the business’ impact on the environment, people
and society as well as the impact the environment, people and
society has on the business financially. SATS’ management
team takes a holistic view on matters relevant for SATS in a
sustainability context and a more managerial approach to
SATS’ impact materiality and financial materiality.
Members of the Board of Directors are external
from the company’s organization while at the same
time having valuable insight into SATS’ financials
and operational model. This is an interesting
combination and equips the members to evaluate both the
impact and the financial materiality of SATS. The input of
this group to a double materiality assessment is thus highly
valuable.
Investors and analysts are key users of
sustainability information and, as such, key
stakeholders for SATS. Investors bring valuable
insight from relevant peers, regulators and the
financial markets at large—they communicate what is material
from an investment point of view and what a company like
SATS should focus on to be an attractive investment target in
a constantly changing global economy. Input received from
investors complements the input from our other stakeholders,
which primarily concentrates on risks and opportunities from a
financial and return-on-investment perspective rather than the
more operative perspective brought by employees, including
key management positions, to some extent, and members.
Certain NGOs and volunteering organizations
provide valuable input from a broader health
perspective as do some of our selected partners.
Their impact goes beyond our members’ individual
health and well-being and the direct use of our products/
services, instead focusing on people and communities that are
not part of SATS and which role a business like SATS should
take for the benefit of the Nordic population. Moreover, this
relates to relevant topics such as mental health, inclusion and
diversity in society at large.
Our vision is to make our members healthier and
happier, always putting them first. We exist not only
for our members, but also because of our member
base. Members’ input and ideas are therefore
highly valuable and relevant for all of our work, especially to
understand changing needs and demands so we can continue
providing products and services that support our members in
the best possible manner. In the context of double materiality,
members provided feedback through a survey. In all other
contexts, they provide feedback through customer services and
directly to employees working at our clubs.
Board of Directors
Investors and
analysts
Research
and
academia
Media
Public authorities
NGOs, voluntary
organizations and
unions
Competitors
Suppliers
and partners
Local
communities
Members
Employees
Creditors
PAGE 42 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Key sustainability topics raised through stakeholder
dialogue
A fundamental part of the double materiality assessment
was stakeholder involvement and dialogue. The topics below
were recognized as the most key sustainability topics from
the stakeholder perspective when looking at the totality of our
conversations with stakeholders and the input they provided.
Great emphasis was generally put on working conditions and
equal treatment and opportunities for all given the importance
of our employees for our brand value and the ability to engage
members to use our facilities, thereby contributing positively to
their physical activity while simultaneously ensuring a robust
and growing member base for SATS.
SATS AND THE UN’S SUSTAINABLE DEVELOPMENT
GOALS
(GRI indicator: 102-12)
In 2015, the United Nations established Agenda 2023 as a
universal call to action to end poverty and set the world on a
path of peace, prosperity, and opportunity for all on a healthy
planet. The agenda consists of 17 Sustainable Development
Goals (SDGs) and 169 underlying targets to be achieved by the
end of this decade. The agenda has been adopted by all UN
member states. Meeting these targets requires a concerted
effort from all businesses and markets, and SATS is committed
to contributing its part. With a market-leading position in the
health and fitness industry in the Nordics, SATS believes that it
is in a unique position to make this contribution on behalf of its
more than 731,000 members, 9,483 employees, and its industry
peers. SATS’ position also means that it has a responsibility to
set the standard of the Nordic health and fitness industry by
setting targets that actively contribute to achieving the SDGs.
Through the double materiality assessment carried out by
SATS in 2023, we have identified certain SDGs where our
efforts can have the greatest positive impact. These are based
on an assessment of not only the underlying targets within
each SDG, but also SATS’ ability to contribute to the targets and
priorities SATS will make in the future.
Our contribution to the SDGs going forward will focus primarily
on the most material topics identified through the double
materiality assessment, which include in particular #3 Good
health and well-being, #5 Gender equality, and #8 Decent work
and economic growth. The illustration below shows all the
SDGs that we will prioritize as part of our sustainability work.
Our current scale of work within each topic is further described
below—and we note that as a Group we can, and aim to, do
more in the future.
SATS’ core activity improves the physical and
mental health of the Nordic population.
It is challenging to exclusively associate physical
activity with the health-related aspects. SATS
therefore needs to prioritize any unhealthy focus on
building muscle or weight loss.
The value of exercising at SATS goes beyond the
mere physical activity and has social value through
building relations.
The importance of making SATS more accessible,
where it is necessary to address and understand
various barriers in order to increase accessibility.
Being a major industry player comes with
significant responsibility, especially concerning
employees and members but also when it comes to
environmental considerations.
SATS is a major employer, having a business that
delivers services through its people. Employees are
a crucial success factor for SATS, and their well-
being is therefore important.
Although environmental considerations often are
given relatively less attention compared to other
factors, SATS strives to lower its environmental
footprint.
1
2
3
4
5
6
7
PAGE 43 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Ensure healthy lives and
promote well-being for all
at all ages
Achieve gender equality
and empower all women
and girls
Promote sustained,
inclusive and sustainable
economic growth, full and
productive employment
and decent work for all
Ensure sustainable
consumption and
production patterns
Take urgent action to
combat climate change
and its impacts
SATS and the UN Sustainable Development Goals (SDGs)
SATS’ contribution: Identified sustainability topics
Source: sdgs.un.org/goals
• We inspire members to
work out, helping them stay
healthy and happy.
• We build communities.
• We encourage initiatives for
improved public health in the
Nordics.
• We support mindfulness.
• We offer sustainable and
nutritious products in our
clubs, for everyone.
• We ensure member safety.
• We provide a diversified
workplace, focusing on
equality and inclusion.
• We offer a workplace with
room for education and skill
development for all.
• We respect human rights and
focus on having a respectful
and decent working
environment.
• We work actively on building
a business culture in line with
our values and principles.
• We provide a diversified
workplace, focusing on
equality and inclusion.
• We offer a workplace with
room for education and skill
development for all.
• We respect human rights and
focus on having a respectful
and decent working
environment.
• We ensure employee safety.
• We respect privacy and
consumer rights, focusing
also on secure data
management.
• We work actively on building
a proud business culture.
• We maintain an ethical
business with high integrity.
• We have initiatives relating to
circularity, such as through
repairs and use of recycled
materials.
• We have water management
systems, such as spare
showers in our gyms
• We monitor and report on our
climate accounts, attempting
to identify areas where we
can reduce our climate
footprint within Scopes 1, 2
and 3.
• We aim to electrify our car
fleet and work on energy
management to maintain
efficiency in our use of
energy.
PAGE 44 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
SUSTAINABILITY TARGETS
(GRI indicators: 102-9, 102-10, 308-1, 308-2, 414-1)
Through the double materiality assessment, we have identified
several topics that are material for SATS in a sustainability
context. In the wider group of material topics, there are five
topics in particular that are considered to be particularly
material for SATS from both an impact materiality perspective
and a financial materiality perspective, as illustrated below.
These are the most material topics because improving physical
and mental health, whether from an individual or a public health
perspective, is at the core of our operations. In order to do
this effectively, we need to know our members and therefore
gather data about them, which in turn impacts their privacy
rights. Moreover, we need our employees in order to deliver
a great product. As the largest operator of health and fitness
services in the Nordics, we bear a substantial responsibility to
ensure decent working conditions for our employees and build
a corporate culture that facilitates our values so we can reach
our vision of making people healthier and happier.
In December 2023, the Board of Directors resolved to approve
the five KPIs and targets set out below within the five most
material sustainability topics for SATS. We will continuously
monitor these targets to ensure that we work in a manner
that enables us to meet them. Additionally, there is an internal
motivation and external expectation to reduce the climate
footprint of SATS. We will therefore focus on the more
environmental aspects of our business and on other material
topics, although no concrete targets have been set at this point
in time.
Target relating to members’ individual health and
well-being
A major contribution within the Social parameter is
the effect working out at our clubs has on members’
individual health and well-being, which in turn also has a
positive effect on public health parameters in the Nordics.
We are committed to helping our members be healthier and
happier and try to motivate them every day to be active.
We will annually measure and report on the number of
workouts our members have had at one of our fitness clubs.
The target each year is to increase the number of workouts
D
Material topic
E
S
G
E
S
G
E
S
G
Climate change
migration
Energy management
Circular economy
Members’ individual
health and wellbeing
Public health
Working conditions
Diversity, equality and
inclusion
Privacy / data
management
Corporate culture
Supplier management
Financial materiality
Impact materiality
B
B
C
C
D
D
E
E
F
F
G
G
H
H
I
I
J
J
A
A
more than the member base. If we reach this target, we will
have succeeded in making our members more active than
the previous year—which is great for our members’ individual
health and well-being as well as being positive for public
health.
Target relating to public health
We believe that SATS strongly contributes to
improved public health among the Nordic population.
We are committed to contributing positively to
healthier and happier communities by encouraging, motivating
and helping people work out and thereby achieve the health
E
benefits that regular activity can bring—both physically and
mentally.
We put significant effort into helping our members stay active
and meet the World Health Organization’s recommendations
of at least 75 to 150 minutes of vigorous intensity aerobic
physical activity or at least 150 to 300 minutes of moderate-
intensity aerobic activity per week.
We will annually measure and report on the number of
quality-adjusted life years (QALYs) generated by our members
through physical activity registered at our clubs and thus the
PAGE 45 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
About the sustainability report
Sustainability governance
Management approach –
the double materiality assessment
Stakeholders and stakeholder
involvement
SATS and the un’s sustainable
development goals
Sustainability targets
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
socioeconomic welfare gains from our members reaching the
World Health Organization’s (WHO) activity recommendations.
QALY is a measure of the state of health of a person or group
of people in which the benefits, in terms of length of life, are
adjusted to the quality of life. One QALY is equal to one year of
life in perfect health.
The target each year is to increase QALY generated through
training at SATS by more than the member base. If we reach
this target, we will have succeeded in helping more of our
members reach the WHO’s recommendations for physical
activity. The QALY calculation used by SATS is based on
members’ individual performance, taking into account each
member who meets the recommended threshold of 75 to 100
minutes of vigorous-intensity aerobic physical activity by using
our clubs. This means that we will not succeed in meeting our
target if already active members increase their activity levels
well beyond the recommendation. We need to ensure that our
products and services help additional members become more
active!
Target relating to working conditions
In 2023, we employed 9,483 people who individually
and together work to provide our members with a
great training experience. Our employees constitute
a core part of our overall product, making it especially
important for us to secure decent working conditions for all of
them.
For external reporting purposes, we will measure annually
the engagement index from our employee surveys. The
engagement index shows the aggregate result from our
employee survey (excluding eNPS (as defined below)) and
measures our employees’ overall satisfaction with their
place of work when considering working conditions such as
development opportunities, working hours, workload, stress,
etc. The target each year is to outperform the reference index.
The score ranges from 1 to 5, with 5 being the highest.
Target relating to corporate culture
It is important for us for employees to experience
that they share beliefs, values, traditions and
behaviors that are in line with our SATS values, and
that we, through our corporate culture, build a place of work
that is inspiring and productive and where our employees are
happy to work at over time.
F
I
For external reporting purposes, we will measure on an annual
basis the eNPS from our employee surveys. The eNPS consists
solely of one question: How likely are you to recommend
SATS as a workplace to a friend or acquaintance? From our
perspective, the eNPS results show how our employees
experience working at SATS, and that this is a good reflection
of our corporate culture and our employees’ experience with
SATS as an employer.
The target each year is to have an eNPS that outperforms the
reference index. Our employees will answer the above question
based on a scale of 0–10, with 10 meaning highly likely and
0 meaning not at all likely. The answers are then divided into
Promoters (9–10), Passives (7–8) and Detractors (0–6). The
eNPS is calculated as the share of Promotors minus the share
of Detractors. The result is a number between -100 and 100,
where any score above 30 is considered to be a good result.
Target relating to privacy/data management
As an organization with many employees, in
combination with more than 731,000 members,
we store and process large amounts of personal
data. We are committed to protecting the privacy rights of
our employees, members and any other individual with whom
we do business or otherwise interact. In addition to having
high-quality systems in place and access to experts within the
area of privacy, data management and security, we believe that
educating our employees is highly important for our continued
compliance with applicable laws and regulations.
We will measure and report on an annual basis the share of
relevant SATS employees who fulfil our mandatory training
program to become GDPR Certified. The target each year is
for 100% of our new employees (excluding group training
instructors) to fulfil our training program so we can ensure
that we strengthen the knowledge and competency about
this important topic across our organization, from our club
staff who meet members every day to employees in customer
service and at the service office.
H
PAGE 46 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Climate change mitigation
Energy management
Circular economy
Water consumption
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Environment
We care for our planet and want to carry out our business
in a manner that is good for the planet. SATS is a service
provider, meaning that our direct environmental impacts are
rather limited compared to production companies. The double
materiality assessment carried out during the second half of
2023 identified the following topics as the most material within
the environment sphere:
• Climate change mitigation, which relates to the process of
limiting the increase in the global average temperature in
line with the Paris Agreement. This includes taking actions
that address greenhouse emissions and the risks associated
with adapting to current and anticipated climate changes.
We believe that it is crucial that businesses, including ours,
consider the emissions generated directly by their operations
but also emissions associated with the entire value chain
(both upstream (customers) and downstream (suppliers)).
• From our perspective, the topic energy management relates
to how we manage our energy resources and how we
utilize energy in our operations. This covers not only energy
consumption in absolute value, but also energy efficiency,
exposure to fossil energy sources, and transition into using
renewable energy where the current energy usage is based
on fossil resources.
• Circular economy addresses the resource utilization
and circularity, where the objective is to minimize waste
and boost recycling rates and reuse. The ultimate goal
is to preserve the value of products, materials and other
resources at their highest level and optimize their efficiency
in both the production and consumption processes.
In addition to the above material topics, we are also monitoring
SATS’ water consumption. It was duly assessed whether this
was material for us in the context of sustainability and the
double materiality assessment, and we concluded that, right
now, this was not the case. We are nevertheless conscious
about water usage in our clubs. We will therefore focus on
reducing our consumption and consider developments within
water usage that could affect the materiality of this topic for
SATS.
PAGE 47 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Climate change mitigation
Energy management
Circular economy
Water consumption
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
As a leading fitness chain in the Nordics, we have the power
to set the standards within our operative markets. Our
stakeholders expect environmental compliance, transparency
and improvement, and that SATS, as a market leader in the
Nordic health and fitness industry, is best in class with regard
to conducting its operations in as environmentally friendly a
manner as possible.
We have a Climate and Environmental Policy, which is available
on our website. This policy covers all of SATS’ operating sites,
products and services as well as our employees.
CLIMATE CHANGE MITIGATION
We acknowledge that there is an urgent need to reduce GHG
emissions globally. All actors on the market therefore need
to contribute, including SATS. SATS is a provider of health
and fitness services, meaning that the emissions generated
from our operations are rather limited compared to more
industrial corporations. Climate change mitigation is defined
as one out of ten material topics for SATS; but, as a start, we
have chosen to set targets for the five most material topics,
not including climate change mitigation. We will therefore
revisit GHG emissions targets further down the line. In the
meantime, we will work on reducing emissions where we can
and continue reporting our GHG emissions on an annual basis
in a full climate account. It is also necessary to stay up to date
on trends in the market, including the increasing demand for
sustainable products among consumers and services, and take
them into account as we develop our business.
Climate risk
(GRI indicator: 201-2)
Through the double materiality assessment, SATS has
considered climate-related risks and opportunities to
position the company and be prepared for stricter reporting
requirements for listed companies. From our perspective,
SATS is well positioned to respond to climate changes and
stricter climate-related regulations and requirements. Climate
risks include (i) physical risks and (ii) transition risks. Physical
risks could result from climate-related acute and/or chronic
shortages of water or other natural resources, temperatures,
etc., while transition risks cover regulatory risks, market
risks and technology risks, in addition to reputational risks.
An external assessment from 2021 concluded that SATS is
well-positioned to respond to climate changes and stricter
climate-related regulations and requirements. The resilience of
SATS’ strategy within the different climate-related scenarios is
robust. Please see the Task Force on Climate Related Financial
Disclosures (TCFD) report for more information.
The Board of Directors has climate risk on its agenda, and our
Nordic Management Group has integrated climate risks into
the company’s risk management system and its new three-
year strategy. As a company, we want to contribute to making
climate reductions where we can, mindful that the majority of
our GHG emissions are related to Scope 3 (indirect emissions
in our value chain). This implies that the direct control we have
to reduce our emissions is rather limited, other than through
our procurement processes when choosing suppliers/partners
from whom we want to source products and material.
Replacing fossil fuel cars with electric cars
As at December 31, 2023, with comparable figures for 2022,
SATS’ car fleet comprised the following cars:
Type of car
As at
December 31, 2023
As at
December 31, 2022
Electric 9 3
Hybrid 2 5
Fossil fuel 34 31
Total number of cars 45 39
Replacing fossil fuel cars with electric alternatives requires
in part that the infrastructure in our operative countries
is sufficient to service the cars we use in our operations,
including service cars. It is also necessary that the available
electric service cars have adequate efficiency when it comes to
driving longer distances and heavier loads.
With respect to Norway, the infrastructure for electric cars
makes it more feasible for SATS to have a larger electric car
fleet than in the other countries. The ambition is therefore to
replace most service cars in Norway with electric cars as the
leasing contracts expire. It is, however, necessary to keep some
fossil service cars going forward for purposes of driving longer
distances with heavier loads. SATS’ long-term target is to have
an all-electric car fleet across its operative countries, provided
that the infrastructure and quality of electric service cars are
adequate for SATS’ required use.
Climate accounts
(GRI indicators 302-1, 305-2, 305-3)
SATS presents a full climate account, including Scopes 1–3
in their entirety. We have presented our climate accounts
annually since 2020. We believe that what gets measured gets
managed and that the climate accounts can help serve as a
foundation for decision-making relating to SATS’ environmental
footprint. As a service provider, our emissions are modest, but
there is still room for improvement. We believe that SATS has
an untapped potential in influencing vendors and partners to
reduce their GHG emissions.
Changes in methodology from 2022
We are dedicated to enhancing the accessibility and precision
of our data to ensure the most accurate estimation of our
greenhouse gas (GHG) emissions. This year, we have refined
the calculation method for Scope 2 Electricity and district
cooling/heating, aiming for an elevated standard of accuracy.
We have also changed the source for emission factors
from American ISIC-WIOD to Direktoratet for forvaltning og
økonomistyring (DFØ) in relevant categories within Scope 3,
resulting in significant changes to emissions. This adjustment
provides more accurate emission figures as SATS is a Nordic
corporation and does not require currency adjustments from
NOK to USD. Additionally, we are committed to further develop
upon this improvement across various emission categories
in the upcoming years. Notably, this year’s shift involves
transitioning from market-based to location-based emissions
and change of source for relevant emission factors, and these
adjustments have been retroactively applied to our historical
results.
Scope 1 emissions
These emissions are direct emissions from our company
cars. The calculation method is activity-based data with
DEFRA’s Government Greenhouse Gas Conversion Factors.
Emissions related to non-electric company cars amounted to
138 tCO2e, down 15% from 2022. Of the non-electric company
car emissions, diesel cars represented approximately 86%
while the remainder stemmed from petrol cars. SATS does
not consume any fossil fuel other than through company cars.
The total Scope 1 emissions thus totaled 138 tCO2e, which is
equivalent to 0.3% of the total emissions by the company.
Scope 2 emissions
These emissions are indirect emissions from purchased
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Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Climate change mitigation
Energy management
Circular economy
Water consumption
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
electricity and district cooling/heating. The calculation method
is activity-based data, with AIB guaranteeing the origin of
European energy’s emission factors. We use a location-based
approach in our accounting. The location-based electricity
emissions were 4,397 tCO2e in 2023, representing a 31%
increase compared to 2022.
Scope 3 emissions
These emissions are all other indirect emissions. The
calculation method is activity-based and spend-based
data with emission factors such as DEFRA’s Government
Greenhouse Gas Conversion Factors, AIB guaranteeing the
origin of European energy, DFØ Direktoratet for forvaltning
og økonomistyring, and SSB Statistisk sentralbyrå. Scope 3
emissions decreased by 12% to 41,389 tCO2e in 2023. The
main contributor is less investment in capital goods.
SATS did not sell any electricity, heating, cooling or steam and
did not buy any renewable energy certificates (i.e., guarantees
of origin).
Climate accounts
2023 2022
GHG emissions GHG emissions
Quantity Unit tCO2e Percent Quantity Unit tCO2e Percent
Scope 1 Fuel consumption related to:
Non-electric company cars 54,102 Litre 138 59,009 Litre 155
of which diesel 45,823 Litre 119 49,628 Litre 132
of which petrol 8,279 Litre 19 9,381 Litre 23
Sum Scope 1 138 0.3% 155 0.3%
Scope 2 Electricty and district cooling/heating
Purchased electricity location based 58,480 MWh 1,785 60,457 MWh 1,847
District heating 25,919 MWh 2,386 23,585 MWh 1,332
District cooling 4,220 MWh 227 3,106 MWh 167
Sum Scope 2 Location based 4,397 9.6% 3,346 6.6%
Purchased electricity market based 21,220 17,046
Sum Scope 2 Market-based 23,832 18,545
Scope 3
1: Purchased goods and services
1
28,718 62.5% 30,887 61.0%
2: Capital goods 4,692 10.2% 7,232 14.3%
3: Fuel and energy
1
33 0.1% 38 0.1%
4: Upstream transportation and distribution 36 0.1% 50 0.1%
5: Waste 50 0.1% 43 0.1%
6: Business travel 265 0.6% 453 0.9%
7: Employee commuting 630 1.4% 914 1.8%
8: Upstream leased assets 0 0.0% 0 0.0%
9: Downstream transportation and distribution 0 0.0% 0 0.0%
10: Processing of sold products 0 0.0% 0 0.0%
11: Use of sold products 948 2.1% 1,041 2.1%
12: End-of-life treatment of sold products 6,015 13.1% 6,481 12.8%
13: Downstream leased assets 0 0.0% 13 0.0%
14: Franchises 0 0.0% 1 0.0%
15: Investments 0 0.0% 0 0.0%
Scope 3 total 41,389 90.1% 47,153 93.1%
Total GHG emission 45,924 100.0% 50,654 100.0%
Energy intensity
2023 2022
Energy consumption
MWh/total revenues (NOK million)
18.7 21.3
Energy consumption
MWh/employee
9.3 8.5
GHG emissions intensity
2023 2022
Tonnes CO2e/total revenues
(NOK million)
0.9 0.8
Tonnes CO2e/employee
0.5 0.3
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Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
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Environment
Climate change mitigation
Energy management
Circular economy
Water consumption
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
ENERGY MANAGEMENT
As a service provider operating in the Nordics, we consider the
impact on our surroundings caused by SATS’ energy usage to
be rather limited. We nevertheless want to use energy in the
most responsible, effective and sustainable manner, and in
that way contribute to a more sustainable environment overall.
This also has a cost side for us. As an example, electricity
costs represented approximately 2.8% of our total operational
expenses for the financial year ended December 31, 2023. This
means that we would financially benefit from more effective
energy management.
Electricity efficiency
The majority of SATS’ energy consumption takes place at
our clubs located across the Nordics. Over the years, SATS
has conducted several projects to identify and remedy
sources of energy inefficiencies to make sure that we do not
consume more energy in our clubs than what is required for
functional use. Therefore, we typically install more efficient
energy solutions during larger renovation projects at our
existing clubs and when we build new clubs. Furthermore, to
minimize electricity usage, our initiatives concentrate on staff
awareness, including installing cooler timers, switching off
lighting in unoccupied areas, optimizing class schedules in
heated rooms, and preventing continuous lighting.
As at December 31, 2023, a total of 33 of our 276 clubs had
installed digital solutions that contribute to more efficient
energy consumption. In the short term, SATS aims to increase
this number. In the long-term, our goal is that all clubs operated
by SATS will be equipped with such solutions.
SATS’ work to reduce electricity consumption, which focuses
on the main sources of consumption, is described in the
following sections.
Ventilation
Ventilation is one of the main sources of energy consumption
at our clubs. We have therefore focused on ventilation for
many years. All of SATS’ new clubs are built with demand-
controlled ventilation, which facilitates more efficient use
of ventilation. In addition, SATS has also installed a system
called Datavaktmesteren in select high-consumption clubs in
Norway. This system automatically controls the ventilation,
optimizing air amounts based on the varieties in demand
during the course of a day. For example, peak hours (when
most members visit the clubs) require more air than in the early
afternoon or late evenings or even at night when the clubs are
closed. We have installed similar ventilation systems in our
clubs in Sweden, Denmark and Finland, although in these cases
it often is the landlord who owns the system.
As an alternative to the smart ventilation efficiency solutions,
which control ventilation automatically, SATS also has manual
processes in place to limit energy consumption, for example
ensuring that ventilation is only turned on during opening
hours. Most ventilation systems have control boards with
manual settings that are not set by the landlord but rather can
be controlled by SATS’ employees at the club. In comparison
to digital solutions, operating the ventilation systems manually
requires routines. Relevant in this respect is that club opening
hours can vary depending on the day of the week and summer/
holiday seasons, which in turn means that the manual control
of ventilation systems therefore needs to be administrated on
a daily basis.
SATS will continue to work on improving its ventilation
efficiency by implementing already identified solutions in
more clubs and testing new methods as new technologies
for energy management become available. Our dialogue with
the landlords will continue to be vital for ventilation efficiency
because they often own and control the systems.
Lights
Another significant part of SATS’ electricity consumption is
lighting. We apply two methods to reduce this consumption:
(i) installing LED lights to increase efficiency and reduce
consumption per light and (ii) reduce the time lights are on in
our clubs. The latter includes working with sensor systems and
maintaining dialogue with employees and members to ensure
that lights get turned off when a room is not in use.
We install LED lights in all new clubs, as well as in renovations
that include lighting. SATS evaluates the installation of LED
lights in other clubs using a cost-benefit analysis. To reduce
the on-time of lights in our clubs, and thereby reduce energy
consumption, SATS works with a number of initiatives
depending on club size and visit pattern.
During 2023, SATS initiated a systematic process to change
to LED lights at all clubs across the portfolio. Approx. 40%
of all SATS clubs have LED lights installed in all zones, while
approx. 60% have LED lights in only some parts of the club
or not at all. This process to change all lights to LED will take
place over the next few years. Clubs will be prioritized based on
the importance of the club, the condition of the existing light
fixtures, and the remaining lifespan of existing bulbs.
Fridges
Chilled products, such as drinks and certain snacks/lunch-type
food, are displayed and sold in SATS’ retail shops. Most fridges
in our clubs have doors to avoid letting cool air out, thus
making the cooling more energy efficient. However, SATS has
historically used open fridges for campaign display purposes
and while they have been removed for the most part, there still
are some left that we will replace over time.
We have initiated certain actions to reduce energy
consumption relating to our fridges. Firstly, SATS places drinks
in the fridges in a manner that facilitates energy-efficient
cooling: empty space is left at the very back of the fridge and
the bottom shelf is left empty. Additionally, we use a cover for
the fridges when the clubs are closed to avoid unnecessary
energy leakage. Lastly, we now procure closed refrigerators
(i.e., regular standard refrigerators) when acquiring new
units. In other words, if an old open refrigerator malfunctions,
we replace it with a new closed refrigerator. Moreover,
ongoing conversations with suppliers are exploring options
for refrigerators that exhibit significantly reduced energy
consumption, a critical factor in potential future refrigerator
acquisitions.
Heated group training studios
SATS offers certain group training classes that need to be
held in heated studios. The first heated group training studios
were built more than ten years ago. Since then, technology
has advanced, and both heaters and room construction have
improved with regard to energy efficiency. SATS has installed
timers on its heaters to ensure that they turn on at the right
time before a heated group training class and turn off after the
class is finished, which preserves the use of energy. In addition,
our group training instructors are encouraged to try to minimize
the amount of time the door to a heated studio is open, letting
members in quickly and ensuring that the door is always shut
to prevent heat escape.
SATS has only built hot studios in a minority of its clubs. As at
December 31, 2023, a total of 28 of SATS’ 276 clubs had hot
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Circular economy
Water consumption
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
studios. However, we note that group training in a hot studio is
increasingly popular, meaning that this product is expected to
stay in our offering going forward and could potentially grow.
We have initiated a project to develop a system of heat pumps
to produce the heat required as an alternative to electric
heating. This would reduce the energy requirement by one-
third.
Saunas
The majority of SATS clubs offer their members saunas;
in total, 178 of SATS’ 276 clubs offer a sauna. A few clubs
also offer steam baths. To optimize the energy consumption
relating to saunas, SATS has installed timers on 134 saunas.
With this solution, the sauna remains on during club opening
hours, but at a very low temperature. Members who wish to use
the sauna can push a button to temporarily increase the heat.
In the future, every newly installed sauna will be equipped with
timers to promote efficient energy utilization.
CIRCULAR ECONOMY
SATS is first and foremost a service company. Approximately
84% and 12% of the Group’s total revenue for 2023 was
generated from the sale of memberships and PT sessions,
respectively. This means that only approximately 4% of our
revenues are generated from retail activities through the SATS
shop. The waste generated from our operations is generally
quite limited given that we are a service company. Waste
primarily relates to activities at our clubs, fitness equipment
and the use of paper towels.
Fitness equipment
It is SATS’ ambition to repair training equipment and machines
to every extent possible rather than discontinuing their use.
When equipment is replaced, SATS attempts to sell the
equipment to a third party for further use. As a last resort,
SATS’ service technicians disassemble the machine, keeping
the parts to be used to repair other machines.
Paper towels
Our members consume paper towels, for example after
washing their hands and cleaning equipment after use. In 2023,
SATS has prioritized public health and infection control over a
reduction of paper towel consumption.
Retail activities
Through our retail shop, we sell food and drinks, apparel, and
training tools and equipment from a combination of third-party
brands and SATS’ own brand.
SATS’ own branded products include food, drinks and a
clothing line. In 2023, about 60% of all SATS drinks sold were
sold in recyclable bottles or cans with approved deposit
marking. The deposit marking is a recycling marking that
needs to be approved by authorities in each country where
the product is sold. In Norway, all SATS bottles and cans are
recyclable and deposit-approved by Norwegian authorities. In
Sweden and Denmark, SATS’ bottles and cans are generally
approved, however, bottles containing dairy products cannot
be approved for deposit in these countries. The process for
approval for the deposit system in Finland is long. We are
therefore still waiting for approval for our ELIXIA branded
drinks.
We want our production to be sustainable, so we therefore
focus on using recycled materials when producing our SATS
clothing line. We are happy and proud to declare that all items
used in the SATS clothing line, other than women’s tights and
women’s underwear, are produced using recycled fibers. We
are continuously working to improve our own branded clothing
line, and we want to continue going forward to develop clothes
made of sustainable material.
Our efforts to reduce waste generated by our operations
SATS has identified various ways to reduce paper and plastic
consumption in its operations. Most of these have been
implemented in the operations while some reduction efforts
are still ongoing, as are efforts to identify reduction solutions
for the future.
• Before, each new member received a paper contract with
several pages of printed text when they signed up. Now, the
sign-up process for new members is digital, and contracts
are stored in a digital format.
• At the close of each day, the employees at every club used
to print and save a cash registry report. This is now done
digitally, thus significantly reducing paper use.
• SATS no longer issues physical membership cards. Instead,
members use a QR code in the SATS app to log-in at clubs.
• SATS used to print a lot of marketing materials for all of its
clubs, distributing new posters each month. This material
has been reduced with SATS moving toward more general
content for its posters and marketing material that can be
used for longer periods (typically replaced 1–2 times a year).
• SATS used to use a lot of marketing materials such as fliers,
free training vouchers, etc. These types of material are no
longer used (or are only used on rare occasions) and most
marketing is now carried out digitally.
• SATS used to print large volumes of training schedules that
were distributed to our clubs. These schedules are now
available digitally, thus significantly reducing the need for
physical printouts.
• When members participate in group training classes, they
receive a printed ticket to give to the instructor as evidence
of their right to attend the class. In 2023, we had nine million
group training visits to our 276 clubs, which is a lot of paper
tickets. SATS recognizes that an improved digital solution is
needed to reduce our paper requirement for this. We are in
the process of implementing a solution, but implementation
has not been completed yet.
WATER CONSUMPTION
Water consumption is not considered a material environmental
topic for SATS right now. However, we do consider it important
to lower our water consumption in general by reducing
water usage in our clubs. Most of the water consumption
at SATS’ clubs is consumed in the showers, but other water
consumption activities include cleaning, handwashing, and the
filling of water bottles by our members.
To achieve efficient water management, our showers are
built with low-water consumption. We also use shower heads
that distribute the water sparingly and are controlled by
timers. The standard shower timer turns off the shower after
about 30 seconds. We also use motion sensor technology in
some of our toilets and sinks to control and minimize water
consumption.
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Consolidated financial statements
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APPENDIX
Social
SATS believes it can make the biggest difference for its
members, employees and communities through social
sustainability. The double materiality assessment carried out
during the second half of 2023 identified the following topics
where we, as a company, have the greatest material impact,
risks and opportunities:
• Key for SATS as a fitness chain operator is our members’
individual health and well-being. This topic addresses
the positive and negative impacts of physical activity,
encompassing both physical and mental health, prevention
and rehabilitation, safety, and overall well-being. It also
covers the potential barriers that could hinder individuals
from engaging in physical activity.
• Public health addresses SATS’ efforts to ensure a healthy
population by enabling and motivating the public to physical
activity.
• As a business with 9,483 employees, working conditions
are especially relevant for us. This topic addresses our
commitment to provide access to fair, safe and dignified
working conditions, such as secure employment, working
time, adequate wages, social dialogue, freedom of
association, existence of works councils, work-life balance,
health and safety, and much more.
• Diversity, equality and inclusion addresses these topics
within our own workforce, such as gender equality and equal
pay for work of equal value, employment and inclusion of
persons with disabilities, training and skills development,
measures against violence and harassment in the workplace,
etc. It also relates to the inclusive and equal practices
of recruitment, hiring, operations, promotions, leaves of
absence, and dismissal/voluntary leave of employees.
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APPENDIX
Members’ individual health and well-being
Our business model and operations relate directly to enabling
healthy lifestyles. SATS therefore has the highest positive
impact on members’ individual health and well-being. This is
where we really can make a difference for our members while
at the same time applying a robust business model that can
continue to bring an attractive offering to members in line with
market developments and members’ demand. This is also a
topic where we experienced remarkable engagement from our
stakeholders.
SATS’ vision is to make people healthier and happier, which
clearly illustrates our high ambition level for improving people’s
health and well-being on an individual basis and for the
community as a whole from a larger public health perspective.
More information about our initiatives within public health is
provided in the Public Health section below. Physical activity
has a positive impact on physical, mental and social well-
being, and through our operations we reach more than 731,000
individuals in the Nordics. We have identified headlines below
that illustrate how our activities promote our members’
individual health and well-being:
• SATS inspires members to be physically active
• Youth activation program
• SATS Community – Fighting loneliness together
• Member safety
• Sustainable nutrition
• Training product safety
• Eating disorders
• Anti-doping
SATS inspires members to be physically active
WE ARE THE INSPIRATORS!
It is rare for us to see a member leaving our club looking
unhappy. Regardless of how far they have run or how heavy
their weights were, when they leave our clubs, they have
achieved something. At SATS, we see it as our main purpose
to help members be inspired to visit us more often and get the
most out of every visit. We want all members to feel welcome,
and we take pride in making sure that our clubs are clean and
tidy. We smile and encourage our members while we are doing
our daily tasks.
Having a good amount of physical activity helps our members
stay healthier and happier since most people improved
their health by increasing their physical activity. This is why
motivating our members (and non-members) to exercise is at
the heart of SATS’ business—it affects everything we do. Our
entire organization is set up to motivate people to be healthier
and happier, and our club managers, personal trainers and
group training instructors inspire and guide our members
when they visit us. At the same time, our colleagues at the
service office work on developing, for example, our member
communication, digital training tools, new training products
and a number of additional services required to run fitness
clubs.
An important aspect of our operations is to help our members
become more active, particularly those who tend to be more
passive. We have therefore introduced a new target, where
we will measure on an annual basis the number of workouts
our members have performed at SATS, targeting an annual
increase that is larger than our member base growth. If we
succeed, this could represent a significant benefit for both our
members’ individual health and well-being and public health at
large. In our work to inspire increased activity levels, we place
extra emphasis on activating youth. Read more about this in
the section Youth activation in all of SATS below.
HELPING MEMBERS STAY ACTIVE THROUGH A WIDE PRODUCT
RANGE
Our ambition is the same for all our members—to help them be
healthier and happier by staying active. It is the core of SATS’
business to contribute to our members’ increased physical
activity and, in turn, reduced physical inactivity.
To stay active, members need to find a type of activity that
suits them and a time and place that works in their everyday
schedule—for example on the way home from work. Most of
all, they need to find the inspiration and motivation to get going
and to continue staying active. SATS aims to inspire and help
members to achieve just this. The entire organization works
toward this goal.
Wide range of products. To stay active, each member needs to
find a type of training that suits them. SATS has a diversified
member base, ranging from athletes to people without training
experience in all age groups. Each member has individual
goals and needs. To meet the variety of our member base,
SATS offers a wide range of training products and services,
from an equipped fitness floor to group training sessions,
personal training and physiotherapy services. SATS’ products
and programs are based on scientific evidence in terms of
generating health benefits and minimizing risk of injury.
Easily accessible training opportunities. Sometimes, even
though a person has the ambition and intention to stay
active, life can get in the way of having healthy training
habits. Therefore, SATS makes training as easily accessible
as possible. We offer 276 clubs across the Nordic countries,
reaching a broad range of the population. Our clubs are located
centrally, in or close to the larger Nordic cities, to make training
accessible close to work, home, friends or somewhere in
between. For those who do not have the opportunity to come
to a SATS club, we offer online training. SATS’ product portfolio,
comprising a mix of physical and digital training offerings,
provides members with the flexibility to train not only at our
clubs, but also from home, hotel rooms, or even another
continent—whatever works best for our members on any given
day or at any given time or place.
Inspiration. When our members visit a SATS club, our staff can
inspire and motivate them. The feeling after a training session
and the positive community in each of our clubs are the best
motivation to come back the next day or week and to create
healthy habits of staying active. We all stumble from time to
time, and sometimes we need extra inspiration to get going
again. SATS’ member activation team has therefore developed,
and continues to develop, digital inspiration, challenges,
reminders and training tips, all adapted and adjusted to
different segments in our member base, thereby making the
information each member receives relevant, inspiring and
helpful. Our member activation team measures and evaluates
all activities, constantly learning to stay relevant and improve
how we help and inspire our members to stay happy and
healthy.
Member satisfaction. To continuously motivate members
to stay active and use their membership, high member
satisfaction is key. Member satisfaction is therefore a KPI that
we monitor closely. SATS communicates daily with members,
primarily through employees at our clubs but also through
social media, email, SMS, app-push, chat and phone. To be able
to improve member satisfaction, monitoring and following up
with members are essential activities.
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Member satisfaction is measured using Net Promoter Score
(NPS), which is a well-established metric for customer
satisfaction surveys. The NPS scale ranges from -100 to 100,
where scores above 30 are considered high. In 2023, SATS
had a total of 119,000 member responses from members who
had just visited a SATS club. This corresponds to an average
of 2,300 responses per week. SATS’ NPS score for 2023 was
58, somewhat up from 56 in 2022 (which excluded January
to April 2022, when pandemic restrictions still applied to our
operations).
The NPS responses and results are used in all parts of our
organization, for operational follow-up in each club as well as
for priority guidance and improvement activities. For example,
we apply the NPS results directly to club operations but
also when developing training products, planning tools and
equipment, as well as for the club design and atmosphere.
It is paramount that our products and services align with our
members’ preferences. Our operative organization and member
activation team therefore work closely to achieve high member
satisfaction over time.
We are happy that the member satisfaction score has remained
high over the past few years. Members who are pleased with
their experience when they visit us stay members longer and
visit us more often. Member satisfaction is therefore a key
driver to being physically active at our clubs over time. NPS
results are clearly higher among members utilizing the full
product offering; those who use group training and/or personal
training consistently score the experience much higher than
those working out on their own on the fitness floor.
SATS youth activation program
Introduction
Youth who maintain a healthy amount of physical activity
benefit from stronger mental and physical health as well as
improved cognition and many other factors related to learning
and personal development. At the same time, the average
physical activity among youth is below recommended levels
in all the Nordic countries and is following a decreasing trend.
The typical age when youth drop out of sports has fallen and is
now just over the age of 11. A few years ago, it was 13 for girls
and 14 for boys. The trend is alarming.
The analysis of the root causes behind this trend naturally fall
outside of the scope of SATS’ operations, but we are aware that
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it is becoming customary in sports to select youth at an early
age despite the science showing that such selection is based
mostly on physical maturity. For example, in national teams it
is common for the majority of the players to have birthdays in
the earlier months of the year, which is hardly a coincidence.
Regardless, the fact that youth drop out of sports at an early
age is sad for not only the individual but also public health.
Scientists warn that the consequences will be significant in
both the long term and the short term.
The increasing trend of inactive youths is a challenge that
we need to address together as a society. SATS, as a leading
provider of fitness clubs in the Nordic, has decided to take an
extra responsibility in this area. We are determined to provide
a place for all youth, regardless of whether they come to us
to prevent injuries or increase functional strength or because
they no longer feel they have a place on a sports team. At
SATS, we have set an age limit for memberships at 18, but we
allow younger members if they have consent from a parent or
guardian, thus providing youth with an alternative to sports and
other organized activities.
As part of our responsibility toward youth, SATS has a defined
youth activation program, and we have a constant focus on
strengthening this group. The goal is to make exercise and
working out more available and attractive to youth, which is in
line with our vision of making people healthier and happier.
Youth activation in all of SATS
SATS started its youth activation program in 2020. During
the first year, the program deliberately focused on projects to
help and inspire specific groups of youth to exercise, such as
immigrant youth, individuals having a hard time integrating
into society, and socially exposed youth. We also organized
after-school activities and youth camps at a few training clubs.
All these activities were highly appreciated by the participants,
which was heartwarming.
What distinguishes SATS from our competitors is our coverage,
reach and competence. We have 276 clubs across Norway,
Sweden, Denmark and Finland, all equipped with the best
training tools, and—importantly—inspiring, competent and
friendly staff. In addition, we have online training programs
and an organization geared to inspire people, including youth,
to undertake healthy exercise habits. This is unique, and it is
what perfectly positions SATS to address the youth activation
challenge in the Nordic countries.
Our youth activation program and efforts focus on addressing
youth in all channels. We have taken several steps to make
SATS’ offering more available to youth, such as targeted
campaigns, price reductions (always 20% student discount
in all countries), and member activation initiatives spread out
across the year at all SATS clubs. In January we offered an
additional discount to students during our January campaign,
and we did the same in August and September. In May/June
we also offered free training for all students in the Nordics
during their exam period between May 9 and June 9. This
was an initiative to raise awareness of the positive effects
training has on memory and mind during a stressful period.
This resulted in a massive growth in young people working
out at our clubs. As a result, we see that more and more youth
are engaging in healthy and happy habits at SATS. All of our
student members received full access to all clubs in their
region, group training classes and online training, regardless
of which membership model they have. In addition, during
a one-month campaign period, our student members were
encouraged to bring a student friend to work out for free during
the day at our clubs.
SATS Community – Fighting loneliness together
In addition to inactivity, loneliness is also a health problem in
our modern society. Many people live alone and have too little
interaction with friends and family. SATS’ community efforts
are, in our view, a valued contribution to members’ individual
health and well-being. We work actively to encourage and
support the shaping of community in and around each of our
clubs, and we believe that we are succeeding in building a
strong community throughout our clubs.
Our SATS colleagues work every day to create relationships,
and they offer inspiration and motivation through the activities
carried out at our clubs. In our view, every interaction among
and between our members is valuable. The total effect this has
on individuals, as well as the public health at large, should not
be underestimated. We therefore encourage all our members
to interact with each other during and around group training
classes in particular, but also at boot camps and on the gym
floor. The ambition is for each SATS club to act as a meeting
place for members who have friends and family as well as
those who do not, so everyone can feel that SATS is a good
place to socially interact with other people, whether this means
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APPENDIX
other members or our SATS colleagues. We expect the trend
of increased loneliness in the Nordics and the implied need
for community to continue and that we, as a community, can
actively provide a positive contribution to people’s lives.
Member safety
Introduction
SATS has strong routines to ensure member safety. Our club
employees are trained in the execution of these routines. They
receive courses and information material that support our
routines to help them be best positioned to live by them. All
clubs are audited ten times each year to ensure adherence to
our routines.
Regular maintenance of training machines and equipment
Safe training requires safe training equipment. To ensure that
machines and training equipment are safe for members to use,
SATS has established clear cleaning routines and proactive
maintenance systems. These routines and systems stipulate
how SATS staff are to check and maintain training equipment
and facilities and how often. The frequency of maintenance for
each machine is based on the experience and knowledge SATS
has accumulated after decades of running health and fitness
clubs in addition to a dialogue with machine and equipment
manufacturers. Any training equipment that is out of order or
deemed unsafe is shut off until it is repaired.
Routines for cleaning and maintenance of machines and
equipment serve a dual purpose: making our clubs safe for our
members and prolonging the lifetime of our training equipment,
thus reducing unnecessary consumption.
Fire safety routines
Fire safety is a key topic for our staff at clubs. Fire safety
routines are incorporated into the daily, weekly, quarterly and
annual routines. These routines are followed up by monthly
audits of each club as well as audits by external suppliers
in accordance with regulatory requirements. Additionally, In
Norway all clubs have registered their defibrillators in the
Norwegian Public Defibrillator Register so they are connected
to all emergency centrals. We practice fire evacuation at
our clubs every year, including a specially designed routine
for SATS clubs that offer childcare. We offer online courses
and tutorials regarding fire safety and fire safety evacuation
routines, which are available for all of our employees. SATS’ fire
safety routines are in line with the legislative requirements in
our operative countries.
First aid – CPR
At SATS, we have rigorous routines regarding cardiopulmonary
resuscitation (CPR). All of our clubs have defibrillators in the
front desk area with clear signage, ensuring visibility from as
many directions as possible. We recognize that efficient CPR
is a skill that must be trained and frequently practiced. We
cannot predict how our employees at the clubs will react in a
life-threatening situation involving heart failure, but we know
that providing them with proper training increases the chances
of them saving lives. We therefore offer CPR training to all our
employees in two forms: CPR courses and CPR drills.
CPR courses are provided to all of our employees across
our operative countries. These courses are offered on a
monthly basis, to ensure availability. It is mandatory for SATS
club managers, customer care staff, personal trainers and
childminders to participate in a CPR course as a minimum
every second year. Colleagues in other roles are also
encouraged to take CPR courses. In addition to classroom
courses, we have an online education video available in the
SATS online course catalogue. Our employees can watch this
video at any time and as often as they want. This video is also
played at the start of certain meetings, manager days, etc.
when many of our employees are gathered. The video serves
as a reminder of this very important topic and supplements our
classroom education and training.
CPR drills are executed at all clubs every year. During the CPR
drills, club staff simulate what could happen in a real situation
where CPR is required. They experience how it feels, with all the
noises and members around them, and how this affects them
in a situation that is often stressful and emotional. This is a
good way to learn the importance of quick response, lifesaving
skills and cooperation with colleagues.
To further address this topic, SATS initiated a No Pulse – CPR
Training campaign in October 2023. Through this campaign,
we invited our members to sign up for a group training class
where we introduced them to lifesaving CRP. We also prepared
a digital introduction course available for all our members and
non-members.
CPR safety zone
SATS Sweden has earned the Hjärtsäker Zon (CPR
Safety Zone) certificate. This is a standard that is
only used in Sweden for CPR routines, and it has been
developed by the organization First Aid Sweden. The
CPR Safety Zone standard refers to private and public
companies outside the medical world and stipulates
routines and requirements for how to be prepared to
handle any CPR incidents. Immediate and adequate
help in the event of heart failure can save lives.
Outside the medical world, people often do not know
how to respond in a situation. The purpose of the CPR
Safety Zone certification standard is to save lives by
increasing knowledge about how to handle heart failure.
A CPR Safety Zone is required to provide the following:
• Routines, knowledge and readiness to handle a
heart failure and contact 112 (SOS alarm service,
corresponding to 911 in some countries);
• Competence in CPR, making sure help can be given
immediately;
• Knowledge among all employees of where the
defibrillator is and how to handle it;
• Accurate aid, using a defibrillator, within 180
seconds to a person when needed; and
• A defibrillator registered in the Swedish defibrillator
register.
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Product safety - services
(GRI indicator: 416-1)
An important aspect of reaching our vision of making
people healthier and happier is delivering products and
services that are safe and effective to use. We therefore
focus on continuously assessing and managing our training
products to ensure that they have the best possible impact
on our members’ health and can be used safely. We work in
multiple ways to make sure that our clubs are safe places for
working out, not only when it comes to the club itself and our
equipment, but also through our product offering. In addition
to the fitness floor, SATS offers several services where our
employees run the workout program, whether through physical
therapy, personal training or group sessions.
Physiotherapy
An important element of our holistic commitment to making
people healthier and happier is physiotherapy. Through this
offering, we can provide our members with pre-habilitation
and rehabilitation in a positive environment at 26 of our clubs
in Sweden and 9 clubs in Norway. All of our physiotherapists
have a minimum of three years of university education and
are formally authorized in their respective countries. The
physiotherapy segment within SATS is growing, and we
experience that our client satisfaction is very high.
We believe that the excellent customer satisfaction is the result
of the physiotherapists’ competence in combination with their
working environment. By treating clients in the inspiring fitness
environment of a SATS club, both compliance and commitment
from clients are very high. Combining this with the endless
possibilities in terms of exercise equipment, great results can
be achieved. This means that our physiotherapists contribute
to helping their clients become healthier and happier. Healing
an injury gives people less pain and improved mobility, which
helps our clients to continue to live active lives full of workouts.
SATS Physiotherapy frequently invites national and
international experts to provide supplementary training
for our physiotherapists. This helps our physiotherapists
maintain a high level of competency and stay up to date on
current research. SATS’ physiotherapy offer also includes
video consultations so we can help our clients even if they
cannot visit a SATS club. Our physiotherapists follow all local
requirements to work safely with clients.
“Mirroring physical activity, mindfulness
and stillness are also key components of
being healthy and happy.”
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Personal training
SATS’ personal trainers are passionate about exercise, health
and helping members reach their goals. We cooperate with
the leading personal trainer educators in Norway, Sweden,
Denmark and Finland and only recruit candidates who
embody our values of making people healthier and happier.
All new hires go through our onboarding program, which
includes a course where they learn about their role as a SATS
personal trainer, member interaction, work environment and
CPR. Over time, our personal trainers continue to develop
their competence, skills and experience while working, in
combination with SATS’ licensing courses. Our licensing
courses cover both mental and physical aspects of how to
better help members succeed with their goals and become
healthier and happier.
Group training
Our group training offering is an essential part of the SATS
product. While some of our members prefer working out
on their own on the fitness floor, others prefer an instructor
and a group environment (or a combination thereof). Group
training plays a huge role in inspiring our members to exercise
regularly and thereby continue stay active over time. This
makes our group training offering a top priority at SATS since
it is especially valuable for reaching our goal of making people
healthier and happier.
At SATS, we work hard at all levels of the organization to offer
a group training schedule that is varied, exciting and inspiring
while at the same time having sufficient capacity to meet
member demand and preferences. We also follow up that our
employees at clubs are knowledgeable about the various group
training classes we offer so they in turn can make inspiring and
accurate recommendations for our members.
As a general rule, any form of training is good training. There
are, however, some modifications to this rule because it is
important that the exercise be adapted to a person’s specific
circumstances to prevent it from becoming harmful. SATS’
group training instructors are therefore educated and licensed
through different group training instructor courses that cover
anatomy, physiology and training theory as well as group
training instructor skills at both the overall and product levels.
The SATS Online offering, which is available to all members,
comprises a library with more than 700 classes within different
training categories and skill levels and includes mindfulness.
This offering functions as a supplement for our members so
they can get the group training experience wherever they are.
Mindfulness
Mirroring physical activity, mindfulness and stillness are also
key components of being healthy and happy. Yoga and similar
training products that focus on stillness and mindfulness have
been part of SATS’ product offering for a long time.
We recognize the growing need for these types of products
and have improved and expanded our yoga and mindfulness
offering, which is available at all of our clubs. In 2023, we
rebranded the previously named HiYoga-brand in Norway,
which functioned as an exclusive product offering to only
certain premium membership models, to SATS Yoga. We
simultaneously included the yoga offering in all memberships
that include group training classes, ultimately making SATS
Yoga available to more of our members and prospective
members.
We have worked with the initiative to increase our yoga
and mindfulness offering over several years, and it is still
an ongoing process. These efforts have included, and will
continue to include, the creation of new and attractive yoga
and mindfulness classes, large and repeated programs to
educate additional instructors, and investments in facilities
and equipment. The purpose of our focus on these activities
is to build and sustain an attractive and high-quality yoga and
mindfulness offering that is available to all members. We
want to inspire new and existing members to participate in
these types of classes and activities to better strengthen their
mindfulness.
Sustainable nutrition
Food is a central part of our everyday life. In addition to
exercise, community and mindfulness, food plays a pivotal role
for health and well-being. Eating nutritiously can help people
become healthier and happier. A healthy and happy diet is also
necessary for people to reach health-related goals.
Nutritious products sold in SATS’ retail shops, recipes and
inspiration through our digital channels are based on Nordic
Nutrition Recommendations (NNR). NNR is a collaboration
between the national food and health authorities in the Nordic
countries (Denmark, Finland, Norway, Sweden and Iceland).
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SATS
Governance
Statement on the EU taxonomy
for sustainable economic
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Each country’s national food and health authorities nominate
scientists to the international project team that works on
the NNR. The NNR thereafter forms the scientific basis for
national nutrient recommendations and food-based guidelines.
The new edition of the Nordic Nutrition Recommendations
was published in July 2023 (NNR2023), also integrating
environmental aspects.
A happy and healthy diet should be sustainable in every way:
for the individual, for all those who work to produce and
manufacture the food, and—of course—for the planet we share.
Addressing eating disorders
For most people, physical activity contributes positively to
becoming healthier and happier. However, for some people,
the desire for a muscular or skinny body unfortunately leads to
unhealthy training and eating habits. We clearly see an increase
in eating disorders among our members, and this increase
includes both men and women of all ages.
We try our best to address eating disorders at our clubs. As
part of our work, we collaborate with expert organizations in
each country, such as ROS (Rådgivning om spiseforstyrrelser)
in Norway. We invite them to our Health, Safety and
Environment (HSE) education days to help educate our club
managers on eating disorders and how to best handle them at
our clubs. We also have an online course on eating disorders
called I CARE, which is available for all employees. This course
invites our club managers and other employees to better
understand the disease and reflect on how to best handle
cases where we suspect an eating disorder.
In addition to providing education on the subject, SATS has
developed routines for how to handle situations where we
suspect that one of our members has an eating disorder. The
first step is for the club manager to take the initiative for a one-
on-one dialogue between a designated SATS employee and the
member. We then let the members know that we care and we
are concerned whether they are feeling well because we have
seen an unhealthy development in their training.
Although those who fall ill with this disease have a lot in
common, each case is different, sad, and complex. It is
therefore challenging to address the issue of eating disorders,
and many require professional assistance in order to overcome
this disease. In most cases, when we suspect eating disorders,
our conclusion is to not let the members continue their
membership. In some cases, we agree to let them keep the
membership, provided that they only engage in activities to
build strength and recover. From our perspective, we need to
consider our other members in addition to the individual(s)
involved. Eating disorders can be contagious, meaning that
it sadly tends to inspire other people to unhealthy training
habits and goals. There is a risk that other members could be
triggered by seeing a member with a clear eating disorder at
our clubs, of which we also are mindful.
We are focusing on identifying eating disorders and
addressing them in the best possible way. At the same time,
we are mindful that it is a highly sensitive and complex
matter for those involved. We do not employ any doctors
or other professionals who can provide medical treatment
or assistance. All we really can do in the event of an eating
disorder is to show that we care. We have learned from our
expert partners that even though the dialogue between SATS
and a member does not always end positively, and in some
cases with a terminated membership, it can nevertheless be
what finally makes the person seek medical care to recover
from the disease and start the journey back to feeling healthy.
Our anti-doping work
The use of medications taken with the intention of achieving
a performance-enhancing effect is a challenge we, as well as
other actors in the health and fitness industry, are facing. We
have a zero-doping policy at SATS and continuously work to
have clean clubs across the Nordics.
We have a close collaboration with the Norwegian organization
Antidoping Norge and the Swedish organization STAD through
the Clean Center Program, where we actively work against
the doping culture in the fitness industry. This is important
from a public health perspective, where we have a societal
responsibility to provide safe and healthy training environments
at our clubs. We have signed the Puhtaan liikunnan puolesta
commitment in Finland, which is a commitment to high-quality
and healthy activities that do not include any kind of use,
transmission or advertising of doping substances.
We have many young members. From their perspective, our
clubs also function as a social meeting place and are an
arena where they spend significant time. The culture youth
are exposed to at our clubs might influence their perception
of fitness, health and body. This culture is created not only by
our employees, but also the other members using the facilities.
Our employees focus on awareness and creating a culture that
encourages healthy and safe training environments. The anti-
doping collaborations we have established support our values
by increasing knowledge and competency among employees.
This provides them with the support and security they need to
get involved with our members to encourage healthy habits.
A prerequisite to succeed with our ambition of creating a clean
training environment at our clubs is the values our employees
portray and communicate to our member communities. Our
ambition is for everyone working in our clubs to know the
answer to the following questions:
• How do I detect doping use among members and
colleagues?
• How do I handle the suspicion of a member’s or employee’s
doping use?
Throughout 2023, SATS has trained employees through our
e-learning courses on the subject in addition to having anti-
doping pop-up stands at our clubs. We also carry out doping
controls.
Anti-doping in Norway
In Norway, our employees have access to fundamental anti-
doping training customized for fitness centers through the
Clean Center Program. We have access to several courses
that provide more detailed insight into related topics. We also
have direct access to advisors from the Antidoping Norge
organization, who can advise and guide us in specific matters.
Additionally, we have access to tools and guidelines developed
by the organization that support us in conversations with
members.
As a Clean Center, SATS has the opportunity to conduct doping
controls on members together with Antidoping Norge. The
purpose of these controls is to uncover doping use but also
prevent and deter doping use at our clubs. The Antidoping
Norge organization has developed together with the Norwegian
Data Supervisory Authority a process that addresses
fitness clubs’ need for doping controls while simultaneously
respecting the members’ integrity and privacy rights. Only clubs
that are certified under the Clean Center Program can conduct
doping controls in Norway.
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Governance
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Consolidated financial statements
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APPENDIX
PUBLIC HEALTH
Public health is a sustainability topic where SATS believes
it has the ability to have a high positive impact. This is also
one of the topics that engaged our stakeholders the most.
Stakeholders have universally emphasized that SATS’ core
activity improves the physical and mental health of the Nordic
population. This is significant when considering the positive
consequences in terms of prolonged life, life quality, and the
financial savings having good health can bring from a societal
perspective. As the largest actor in the Nordic health and
fitness industry, we want to—and can—contribute to improved
public health. There are many unutilized opportunities for a
company like ours, which will not only benefit society at large,
but also have a positive financial effect for SATS.
In 2023, members who reached the World Health
Organization’s (WHO) recommended level of physical activity
have contributed to 16,000 QALYs (quality-adjusted life year),
which corresponds to a socioeconomic benefit of NOK 23.0
billion. This means that there is substantial untapped potential
for SATS to have a positive actual and potential impact on
people and society: more than 1 in 4 adults do not meet the
global recommended levels of physical activity . Additionally,
the Nordics are experiencing an ageing population. In 2023,
20% of the population was 65+. This figure is expected to rise
to 25% in 2040. An increase in the number of memberships
sold will enable financial income flows, although it could
represent a cost for SATS to make its products and services
more accessible to a broader range of people than today.
We have identified the headlines below that illustrate how our
activities promote public health:
• Benefits of physical activity
• Collaborations
Benefits of physical activity
Motivating not only members but also non-members to
exercise is at the heart of SATS’ business. This is what our
entire organization is set up to achieve: helping people increase
their weekly health-enhancing activity. We have therefore
introduced a new target, where we will measure on an annual
basis the number of quality-adjusted life years (QALY)
generated by our members through physical activity registered
at our clubs, and thus the socioeconomic welfare gains from
our members reaching WHO’s activity recommendation of 75
to 100 minutes of vigorous-intensity aerobic activity by using
our clubs.
WHO’s recommendations for physical activity
Physical activity is defined as any bodily movement produced
by skeletal muscles that requires energy expenditure. WHO
has provided guidance on recommended physical activity,
with different guidelines and recommendations based on age
groups and specific population groups. The recommendations
set out below were last updated on October 5, 2022.
Recommended levels of physical activity for children and
adolescents aged 5–17, where they
• should do at least an average of 60 minutes per day of
moderate-to-vigorous intensity, mostly aerobic, physical
activity, across the week;
• should incorporate vigorous-intensity aerobic activities, as
well as those that strengthen muscle and bone, at least three
days a week; and
• should limit the amount of time spent being sedentary,
particularly the amount of recreational screen time.
Recommended levels of physical activity for adults aged
18–64 years, where they
• should do at least 150–300 minutes of moderate-intensity
aerobic physical activity or at least 75–150 minutes of
vigorous-intensity aerobic physical activity or an equivalent
Source: Eurostat 2014/2018
Activity level
Share of population spending >150 minutes on
health-enhancing activity per week
Inactivity level
0
20
40
60
80
100
Norway FinlandDenmarkSweden
57%
56%
72%
67%
Benefits of physical activity
Physical activity helps people stay healthy and
happy, and most people could improve their health by
increasing their physical activity. Based on information
provided by the World Health Organization (WHO),
physical activity
Has significant health benefits for hearts,
bodies and minds
Contributes to preventing and managing
noncommunicable diseases such as
cardiovascular diseases, cancer and
diabetes
Reduces symptoms of depression and
anxiety
Enhances thinking, learning, and judgement
skills
Ensures healthy growth and development in
young people
Improves overall well-being
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combination of moderate- and vigorous-intensity activity
throughout the week;
• should also do muscle-strengthening activities at moderate
or greater intensity that involve all major muscle groups
two or more days a week, as these provide additional health
benefits;
• may increase moderate-intensity aerobic physical to
more than 300 minutes, or do more than 150 minutes of
vigorous-intensity aerobic physical activity; or an equivalent
combination of moderate- and vigorous-intensity activity
throughout the week for additional health benefits;
• should limit the amount of time spent sedentary. Replacing
sedentary time with physical activity of any intensity
(including light intensity) provides health benefits; and
• to help reduce the detrimental effects of high levels of
sedentary behavior on health, should aim to do more than
the recommended levels of moderate-to vigorous-intensity
physical activity.
Recommended levels of physical activity for adults aged 65
years and older, where they
• should follow the same recommendations as for adults; and
• as part of their weekly physical activity, should do varied
multicomponent physical activity that emphasizes functional
balance and strength training at moderate or greater
intensity, three or more days a week, to enhance functional
capacity and prevent falls.
In summary, the WHO recommends that adults perform at least
150 minutes of moderate-intensity activity every week. Some
researchers argue that an increased level of physical inactivity
is the most significant public health problem facing society
today (Professor Steven N. Blair, BMJ 2009). WHO’s physical
activity recommendations are described in more detail above.
A selection of research studies indicating the benefits of
physical activities
Inactivity is a public health problem:
• Physical inactivity is among the leading risk factors for death
and disability in the WHO European Region and is estimated
to cause one million deaths every year (Source: Global,
regional, and national comparative risk assessment of 84
behavioural, environmental and occupational, and metabolic
risks or clusters of risks, 1990–2016: a systematic analysis
for the Global Burden of Disease Study 2016).
• In an article published 2012 in the Lancet, Dr I-Min Lee,
ScD, et al. concluded that tens of thousands of deaths
could be avoided every year (with modest assumptions)
if inactivity could be reduced by as little as 10 percent
(Source: “Effect of physical inactivity on non-communicable
diseases worldwide: analysis of burden of diseases and life
expectancy”).
• Physical inactivity is a leading risk factor for premature
mortality, accounting for six percent of deaths globally
(Source: Global health risks: mortality and burden of disease
attributable to selected major risks (WHO)).
Positive health effects of physical activity are significant:
• There is evidence that regular physical activity contributes to
the prevention of several chronic diseases and reduces the
risk of premature death. (Source: Darren E.R. Warburton et al,
2006, “Health benefits of physical activity: The evidence”)
• Regular physical activity leads to a better quality of life due
to increased mental well-being and better general physical
health (Source: “Hva fysisk aktivitet gjør med kroppen” by
helsenorge.no)
• A physically active 30-year-old can get five years of increased
life quality with increased well-being and three additional
years of life compared to an inactive peer (Source: “Hva
fysisk aktivitet gjør med kroppen” by helsenorge.no)
• Physical activity improves both stress management, learning,
memory, creativity, concentration and intelligence (Source:
Ole Petter Hjelle, Doctor and brain researcher).
Collaborations
SATS collaborates with different organizations, locally based
and internationally. We believe that our collaborations with
these organizations contribute positively to improved public
health, especially focusing on health benefits from an early
age.
WORKING CONDITIONS
About SATS as a workplace
Our ambition to make people healthier and happier also
extends to our employees. Working conditions that are not
fair, safe or dignified can entail severe consequences for
those affected. Providing decent working conditions for our
employees, such as working hours, is therefore very important
to us.
Moreover, having a working environment that ensures an open,
welcoming and inclusive environment is equally valuable for
us as an employer. For more information about this subject,
see the section Diversity, equality and inclusion at SATS below.
We offer a workplace where employees can grow and learn,
both on the job and in the classroom. This enables us to hire
employees who are just starting their careers or do not have
a university degree. At SATS, we value each employee for
their ambition, attitude and results. We give our employees
the opportunity to build a great career, regardless of their age,
educational background and network.
The result, from our perspective, is an energetic and vibrant
workplace with engaged colleagues who share SATS’ vision
of making people healthier and happier. Our employees are
our stars; they are the ones who inspire, motivate and help our
members every day!
SATS’ engagement survey
SATS thrives through the dedication of our members, and
our staff is wholeheartedly committed to ensuring that we
uphold our vision daily, contributing to the improved health
and happiness of the Nordic population. We consider SATS to
be a people-centric organization and place great importance
on the contentment of our employees and our ability to
provide an appealing work environment. As a result, we take a
systematic approach to our workplace conditions and employ
various tools to continually assess and enhance them. Among
these tools, SATS’ engagement survey stands out as one that
enables us to gauge the pulse of our organization, measuring
the level of engagement and well-being among our employees.
Our employees typically receive the SATS Engagement Survey
twice a year, with the exception of group exercise instructors,
who receive it once a year.
We have therefore introduced a new target: we will measure
on an annual basis the number of quality-adjusted life
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APPENDIX
years (QALY) generated by our members through physical
activity registered at our clubs and thus the socioeconomic
welfare gains from our members reaching WHO’s activity
recommendation of 75 to 100 minutes of vigorous-intensity
aerobic activity by using our clubs.
Below is an overview of two of our three employee survey
results. The third result, the eNPS, is described in more detail
under Corporate culture below.
The engagement index shows SATS’ aggregated results from
the employee survey (except eNPS). The score is between 1
and 5, with 5 being the highest. The SATS group achieved a
score of 4.2 in the 2023 survey, which remained consistent with
the score of 4.2 in 2022. This demonstrates a commendable
performance when compared to similar companies and
industries, suggesting that the organization is effectively
executing its tasks across various organizational levels.
To further improve this score, the company will continue to
focus on the various drivers: the lowest ranked to improve the
engagement score and the highest ranked to maintain the high
engagement value.
We have introduced a new target in this respect: we will report
externally on an annual basis the result of our employees’
engagement index. From our perspective, the results of
the engagement index give an indication of our employees’
satisfaction with SATS as an employer in terms of working
hours and workload, leadership communication, social factors,
stress, and more. Our target is to have an engagement index
that outperforms the reference index.
The participation rate is the number of participants as a
percentage of the total number of employees. The total
participant rate was 51% in 2023, compared to 45% in 2022.
This is not sufficient, and our goal is to have a participation rate
of 70%. The company will continue to talk about and promote
the SATS Engagement Survey so it becomes better established
within the organization and we can achieve a reasonable
participation rate.
Skills and education
(GRI indicators: 404-2)
Many of our employees are young, and for some of them
SATS is their first employer. They either learn and develop
within SATS or they stay and learn within SATS for a period
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and then move on to other opportunities. Of all our employees,
approximately 60% are below the age of 30.
To support colleagues in their development and help them be
successful in their existing and new roles, SATS offers at-work
training as well as a variety of internal education programs
that are catered to each role and tenure. These programs
include Future SATS Leader Program, Strong SATS Leader
Program, personal trainer courses, group training courses and
courses for our physiotherapists. In addition to these product-
oriented educations, we also offer courses on eating disorders,
doping, CPR, and fire safety (described in the Members’
individual health and well-being section). In addition, we offer
threat, violence and HSE (described below, under Employee
safety) and GDPR training (described in the Privacy and data
management section under Governance). We also have a
separate program for new employees to give them the best
possible onboarding for their new role at SATS.
Future SATS Leader Program
The people managing our clubs (club managers) play a key
role in SATS. This role is demanding and interesting, with the
manager responsible for the team working at the club and its
members. It is a desirable career opportunity that many of our
employees strive to achieve.
To encourage and build our future leaders, SATS has created
an internal trainee program called the Future SATS Leader
Program, to which our employees can apply to attend.
The program runs over the course of nine months with
a combination of physical meetings, home assignments
and project work. The subjects covered include leadership,
chain operations, marketing, sales, finance, HSE legislation
and specific SATS knowledge. The program has been built
internally, and most of our teachers and speakers are SATS
employees from different areas. The objective of the Future
SATS Leader Program is for our participants to grow, learn and
develop to be ready for the club manager role. The program
is highly appreciated, and many participants have gone on
directly to work as a club manager or are ready when a new
position opens.
During 2023, we had a total of 48 participants from Norway,
Sweden, Denmark and Finland in the program.
SATS Strong Leader Program
We have many experienced leaders in SATS. To further
strengthen their competency and roles, we have teamed up
with the external training provider Front Leadership to offer
the SATS Strong Leader Program. The program comprises a
kick-off and eight two-hour modules. After each module, the
participants receive a leadership challenge that gives them a
chance to test the theory.
During the SATS Strong Leader Program, participants are
assigned to discussion groups to reflect on course topics
together. The participants’ managers also play a key role as
discussion partners throughout the program. The SATS Strong
Leader Program covers topics such as time management,
feedback, communication and how to lead a team through
changes. The overall feedback received on this course has
been good, and we are happy to say that the participants so
far find the SATS Strong Leader Program to be relevant and
inspiring. Participants have said that the program has helped
them develop both their leadership skills, and their ability to
increase their team members’ engagement.
During 2023, 87 employees from Norway, Sweden, Denmark
and Finland participated in the program.
Courses for personal trainers
SATS’ personal trainers are required to have a degree from a PT
education program. In addition, new personal trainers complete
the SATS PT onboarding program when they join SATS. This
program offers a combination of classroom work and self-
studying while at the same time introducing new personal
trainers to SATS as a company. Overall, the program further
strengthens their skills as personal trainers in a SATS context.
The purpose of the program is to help new personal trainers
get started and find clients as soon as possible, in addition to
giving them tools, such as how to organize their workday and
build a sustainable career as a SATS personal trainer.
Personal trainers need to keep growing and learning in order
to evolve as a training partner for their customers. They
need to stay up to date on new trends, training forms and
methods, while maintaining motivation and enjoying work
every day. Many personal trainers therefore spend a lot of time
and money on participating in workshops with coaches and
teachers they are interested in, and some even travel the world
to do this. At SATS, we recognize and encourage our personal
trainers’ strong commitment to develop and grow their role.
To make their personal development more accessible for all
personal trainers, we have made available to them an internal
education offering. We strive to continuously evolve our
offering as trends develop and interests among our personal
trainers change. Some basic themes are relevant over time
and therefore are sought after by our personal trainers year
after year. Below is a summary of our most popular courses for
personal trainers:
Programming. This course teaches our PTs to develop plans
for their clients and work with scheduling training in short and
long cycles to help clients reach short-term and long-term
goals. The course addresses topics such as, “what is a good
program?,” “how to best structure a program,” and “how to work
with progressions in a program,” in different dimensions.
Progression in exercises. In PT programs, personal trainers
learn how to perform different exercises, such as a deadlift
or squat. However, not every client is able to perform these
exercises in this way due to various individual restrictions,
such as range of motion, strength or coordination. This course
teaches our personal trainers to identify the right progressions
for each client, depending on individual restrictions, and
thereby help the personal trainers help their clients perform the
exercises correctly.
Prehab/rehab. This course teaches our personal trainers how
to train clients who are recovering from different types of
injuries or are prone to injuries. They also learn when to refer
the client to a physiotherapist or a medical practitioner/doctor.
Menopause. Menopause, in general, used to be a hush-hush
topic in society, but this is changing. We see that our personal
trainers are very interested in learning more about this quite
new topic to provide better services for their customers. The
training during menopause course has become very popular.
Training during pregnancy and postpartum. As this name
indicates, these courses teach our personal trainers how to
work with clients during and after pregnancy. These courses
are very popular among our personal trainers. For example, the
postpartum course includes information on priorities, pitfalls
and how to avoid them, progressions, etc.
Coaching. Our coaching course teaches our personal trainers
how to motivate clients to change their behavior and prioritize
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healthy choices. This course has been popular and relevant
over many years.
Expand your range. This course covers functional fitness
and has been part of our educational offering for a long time.
Its popularity has peaked, but our personal trainers are still
interested in learning more about functional fitness.
Endurance training. In this course, our personal trainers learn
how to create programs and content for endurance training,
including methods, work-to-rest ratios, and time domains.
This course also teaches our personal trainers to program in a
smart way and with intent; not just “hard.”
Olympic lifting. Some personal trainers apply Olympic lifting to
the training of their clients, and this course teaches them how
this works as well as the benefits of Olympic lifting, including
how it can help develop coordination, mobility, stability,
strength, and explosiveness.
Courses for group training instructors
SATS’ internal education program also includes a wide variety
of opportunities for group training instructors who wish to
broaden their skills and teach other group training classes. We
offer in-house all education needed, both general and specific,
to be an instructor, as well as deep-dive courses into topics
such as senior training, functional breath-work and specific
products.
Onboarding of new employees
SATS has an onboarding journey for new employees. We have
tailored this journey to roles in customer service, personal
trainers and group training instructors. With these onboarding
journeys, SATS aims to secure a great start for all employees
in their new roles. Knowing what is expected from a new role
and feeling confident about this helps build motivation and
engagement. We will continue to improve the onboarding
journey to ensure a great start for all employees.
Human rights and respectful workplaces, including
employee dialogue
Human rights
(GRI indicator: 102-12)
Embedded in SATS’ vision of making people healthier and
happier is respect of human rights. We follow the United
Nations Guiding Principles on Business and Human Rights,
the International Labour Organization’s (ILO) core conventions,
the OECD Guidelines for Multinational Enterprises, and the
ten principles of the United Nations Global Impact. SATS is
committed to respecting all international labor and human
rights articles set out in the United Nations’ Universal
Declaration of Human Rights and the United Nations’
Convention on the Rights of the Child, including the freedom
of associations and collective bargaining principle. We take a
zero-tolerance approach to infringement on the human rights
of others and will appropriately address any violations.
SATS opposes all forms of human trafficking, forced labor, and
illicit forms of child labor in its operations and value chain. We
recognize our responsibility to identify, prevent, mitigate and
remedy potential and actual negative impacts on human rights
throughout our supply chain. We want our members and non-
members to trust that SATS is devoted to supporting human
rights and fighting any injustices that may occur in relation to
our operations.
We published our first account of the due diligence carried out
in accordance with Section 5 of the Norwegian Act Relating
to Enterprises’ Transparency and Work on Human Rights and
Decent Working Conditions (the Norwegian Transparency Act)
in 2023. A revised version for the financial year 2023 will be
published on SATS’ investor website within June 2024. This
report provides additional information on our due diligence in
addition to the results thereof and how we actively work on
reducing any negative impacts from our operations.
Employee dialogue
(GRI indicator: 102-41, 402-1, 403-4, 404-3)
Whenever there is a possibility that a workplace might change
in a way that impacts the business or the employees, we seek
to have a constructive dialogue with workforce representatives.
Examples might include a reorganization, closure of a club for
a few months to allow for major renovations, or permanent
club closure. In these circumstances, our HR teams in the
relevant countries ensure that we comply with local laws and
regulations on how to handle and communicate operational
changes to union parties and our employees. How exactly
we handle these situations depends on local variations, as
described in more detail below. In general, employee health and
safety are well-covered in the relevant legislation in all Nordic
countries where SATS operates.
Employee safety
(GRI indicators: 403-1 to 403-10)
Employee safety, as well as physical and mental health, are
fundamental in our work toward our vision of making people
healthier and happier—which of course also applies to our
employees.
Employee well-being
Occupational health and safety are of high importance
to us and our stakeholders. With 9,483 employees, SATS
bears considerable social responsibility as an employer. Our
responsibility is even greater when considering that we have
Employee notice regarding operational changes
(GRI indicator: 402-1)
Norway
All changes that affect the employee must be
discussed with AMU (being the Working Environment
Committee). The timeline of the notice period is part
of this discussion. Each employee’s notice period is
stipulated in his or her employment contract.
Sweden
All significant operational changes should be
communicated in line with what is agreed in the
collective bargaining agreement with the union. Notice
period is at least one month.
Denmark
Employees should be given individual notice of all
significant operational changes. Notice period is from
one month up to six months, depending on the seniority
of the employee.
Finland
In the event of negotiations, employees must be given
notice five days before the start of negotiations. The
duration of the negotiations is 14 days if less than 10
employees are affected and six weeks if more than 10
employees are affected. Notice period is one month for
most employees, but longer for key roles, such as those
holding managerial positions.
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Environment
Social
Public health
Working conditions
Diversity, equality and inclusion at
SATS
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
a substantial number of young employees, many having their
first job at SATS, and employees who act as role models for
the increasing number of children and teenagers working out
at SATS. Employee satisfaction is also a key driver of member
satisfaction, making it especially valuable for our organization
that our employees are happy with their job. Our employees’
well-being is linked to their ability to perform, which is crucial to
delivering great experiences for our members.
SATS manages employee well-being with the basic belief that
this work combines two main focus areas: (1) reduce the risk
of illness through occupational health and safety measures,
and (2) simultaneously inspire to improved health through
physical activity among employees. Employee-related topics
are handled by club managers and country managers, who in
turn are supported by the HR department.
Occupational health and safety
We are committed to providing a working environment that is
safe for our employees, and we put a lot of time and effort into
making sure that safety is in accordance with our standards.
Our operational health and safety system comprises, among
other things, a number of proactive safety measures that are
included in our daily routines. These routines apply to all SATS
employees and other contractors, consultants and suppliers
who spend time in SATS’ facilities.
The topics related to occupational health and safety in our
operations are mostly the same in all of Norway, Sweden,
Denmark and Finland. This means that we are able to use
Nordic guidelines to ensure that we cover the most material
aspects while at the same time being able to act proactively
where needed. Because occupational health and safety needs
to be implemented and ensured at every workplace, much of
the responsibility and planning are delegated to our operations
in each country.
The HSE legislation in Norway, Sweden, Denmark and
Finland is strong, clear and comprehensive, covering all of
SATS’ employees as well as local suppliers, consultants and
contractors engaged by us. The legislation provides robust
guidelines for a healthy work environment in SATS, which we
believe is positive. The health and safety filing responsibility
for each team lies with its manager. This means that the
responsibility starts with our CEO and goes all the way
throughout our organization, to every manager at our 276
clubs. While the HSE legislation in the Nordics is similar, it is
not fully identical. That means that we need to have certain
local variances, and that competency within HSE matters on
a local level is necessary to ensure that we abide by all local
requirements, practices and details in each of Norway, Sweden,
Denmark and Finland.
HSE risk management
We have high ambitions when it comes to protecting the health
and safety of our employees. Our club managers have strong
legal responsibilities assigned to them, which makes it extra
important that they understand their HSE obligations and work
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SATS
Governance
Statement on the EU taxonomy
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FINANCIAL STATEMENTS
Consolidated financial statements
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APPENDIX
in accordance with them. Educating and informing our club
managers about this is key for having compliant and effective
HSE management. To ensure that we cover all topics that need
to be covered each year, we have set up and follow an annual
wheel.
In addition to training our club managers in HSE, SATS
Academy (our internal school) offers both online and
classroom HSE courses for all employees, including CPR.
Bandage for Injuries, I CARE (eating disorder related), Pure for
Sure (anti-doping related), Fire & Safety, Threats & Violence,
Discrimination & Victimization, Fire Evacuation and Active
Shooter Situation (ongoing deadly violence) are examples of
courses we have available to strengthen our work with HSE
risk management. The time invested in regular training of our
employees is, in our experience, time well spent. The goal is for
everyone (employees and members) to have the competence
to act in a professional manner and also receive professional
and correct help when needed.
The following areas are the main workplace risks identified by
our club managers as part of our HSE risk management. These
risks, and plans to mitigate them, are included in the work our
respective club managers do each year within this area.
Cleaning detergents. Employees at our clubs use cleaning
detergents for cleaning. The contents of these and how they
must be handled to ensure safety are clearly posted in every
workplace (in line with legislation). We also ensure that we
use environmentally friendly cleaning detergents as much as
possible and provide disposable plastic gloves for employees
to use while cleaning the facilities at our clubs to reduce
negative impact.
Maintenance tasks. All operative tasks at our clubs are
clearly described in manuals and/or videos. These tasks have
been assessed from a risk perspective. Tasks associated
with higher risk are given special treatment, such as through
instructions that only certain positions should perform the
task or that the task requires multiple people. We also have
a team of maintenance specialists who help club staff with
tasks they are unable to handle or feel uncomfortable handling.
Tasks requiring specific competence are normally handled by
suppliers who specialize in the task at hand and have access
to necessary equipment and protective gear.
Working late in exposed neighborhoods. Some of our clubs
are located downtown or in neighborhoods where employees
might feel insecure if they were working alone. In such cases,
we ensure that there are at least two employees present. To
further enhance employee safety, we have safety personnel
who visit five clubs seven days a week. Additionally, all
employees have the option to call the safety personnel if they
feel unsafe while working at a club. We ensure that our club
managers have close dialogue with all employees to ensure
that they feel safe when working late, and not only at the club
but also on their way home.
Threatening members. On occasion, members display
threatening behavior toward employees or other members. Our
club managers are trained to handle threatening situations,
but every incident is unique. If a more extreme situation
should occur, employees are asked to contact the police. The
manager and employees work together to resolve the situation,
turning to colleagues and/or occupational health care for help
if needed. SATS has also installed surveillance cameras in
accordance with governing regulations to increase the safety
at clubs that employees have identified in their dialogues as
having a higher risk.
Crises. Risks and trends in our communities are reflected
in our business and employees. For example, terror threats,
shootings and other severe violence could potentially occur at
a SATS club just as much as they could occur elsewhere in our
communities. SATS has prepared a crisis group structure that
presents clear routines, guidelines, checklists and roles and
responsibilities should a crisis occur. Our club managers are
trained during SATS’ leadership programs to use these tools
and guidelines.
All HSE-related risks identified as part of our operations are
discussed in close dialogue with the club manager, who bears
the legal HSE responsibility to identify risks and remove/
reduce them. Our country-based HR functions, together
with regional managers and the maintenance support team,
supports our club managers. By applying special competence
within each area of HSE, we ensure the implementation of a
satisfactory solution that helps mitigate the risks identified to
an acceptable level.
Should an incident occur despite measures we have taken to
minimize the probability of occurrence or severity should a
risk manifest, we have systems and routines in place (in line
with national legislation in each country) for reporting and
managing the incident. We make sure to record and handle
all health and safety-related incidents. We also seek external
advice from HSE experts, for example through employers’
organizations or other external advisors, if we identify the need
for competence beyond what SATS’ support functions can
provide.
If, despite these measures, employees do not feel safe at work,
they can use our Whistleblowing function to anonymously report
HSE-related hazards or work-related issues. It is also possible
to report on any such matters to the designated whistleblowing
team directly, although in such cases not anonymously.
HSE statistics
Employee injuries, work-related illness and sick leave
During 2023, we had a total of 143 cases of injury and work-
related illness reported in all four countries, up 33% from 108
in 2022. There is no specific underlying reason other than a
combination of having a larger group of employees and more
focus on good reporting routines from operations.
Overall, we believe that the risk associated with working at
SATS was similar in 2023 and 2022, and the type of injury was
also similar to those reported the previous year. Everything
from crushing injuries and cuts to dropping weights on a foot
or hand is common. Other injuries include strain injuries, often
while leading a group exercise class, and back pain. In addition
to this, there are reports of work-related illnesses related to
stress, anxiety and back problems.
Deviation reporting
SATS has deviation reporting systems in all four countries
(there is one IT system in Norway, Denmark and Finland,
but a different system in Sweden in collaboration with AFA
Försäkring). Through the tools used, club staff can report all
extraordinary incidents occurring at our clubs. This ensures
knowledge of all incidents and provides an overview of the
types of incidents customarily occurring at our clubs. In
addition to the employee and member injuries discussed
above, examples of incidents reported through our systems
include water leakage/damage, ventilation and/or temperature
issues in the facilities, theft (often from lockers), members
displaying threatening behavior, and suspected cases of
doping and/or other drugs.
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SATS
Governance
Statement on the EU taxonomy
for sustainable economic
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FINANCIAL STATEMENTS
Consolidated financial statements
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APPENDIX
DIVERSITY, EQUALITY AND INCLUSION AT SATS
Introduction
SATS welcomes and promotes diversity and inclusion.
Everyone is welcome at SATS, regardless of their skin color,
age, gender or sexuality. The company’s passion is to create
a motivating and joyful experience for all employees across
the Nordics. SATS’ employees are valued for their attitude and
results, regardless of their background. Many of the company’s
club managers have started their careers as a group training
instructor, personal trainer or receptionist at a SATS club.
Account on equality and discrimination
We put equality and non-discrimination high on the agenda.
We are also obligated under Norwegian law to work actively,
targeted and systematically to promote and prevent dis-
crimination in the workplace. Section 26 of the Norwegian
Equality and Anti-Discrimination Act states, among other
things, that all private companies with more than 50 employees
must investigate whether there is a risk of discrimination or
other barriers to equality, including reviewing pay conditions by
reference to gender and the use of involuntary part-time work
every second year.
The figures in the table below include all employees working
within the SATS group. The subcategories are based on input
that is comparable, meaning that we measure equal work and
equally valued work. The subcategories were presented to the
Working Environment Committee (AMU, Arbeidsmiljøutvalg)
for input. In SATS, certain employees can have several roles.
For example, a club manager can also be a group training
instructor and a PT can also be a group training instructor.
The figures presented in the table below count the number of
positions rather than the number of employees.
Part-time work
SATS has many full-time employees, particularly in our service
office and in club management positions, but we have even
more part-time employees. We operate with long opening
hours every day, including weekends and public holidays. Our
opening hours typically attract students and other people who
do not have the opportunity to work full-time. The same goes
for our group training instructors, who often have only a small
number of classes they instruct while maintaining a full-time
position outside of the SATS organization.
It is possible for our part-time employees to work at multiple
Ratio of average salary for women to men
Norway
1
Group
Ratio Women Men Ratio Women Men
Management level 1 128% 50% 50% 124% 56% 44%
Management level 2 97% 38% 62% 101% 45% 55%
Support 97% 64% 36% 105% 59% 41%
Management Operation 102% 78% 22% 97% 76% 24%
Employee Operation 98% 69% 31% 97% 65% 35%
Group training, PT and treatments employees 104% 70% 30% 102% 73% 27%
Total 102% 69% 31% 104% 70% 30%
1)
Disclosed for Norway separately in order to comply with the The Norwegian Equality and Anti-Discrimination Act §26.
Part time and parental leave
Norway Group
Women Men Women Men
Part time 70.3% 24.5% 65.1% 27.4%
Total weeks parental leave 2,430 1,400 3,760 1,509
Parental leave as share of employees 2.0% 0.7% 2.5% 0.9%
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Key employee statistics
(GRI indicators: 102-7, 102-8, 405-1, 405-2)
Norway Sweden Finland Denmark Total
Employment 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Number of employees
1
4,198 3,644 3,291 3,121 941 902 1,053 924 9,483 8,591
Number of full time equivalents 894 1,068 841 901 289 281 237 212 2,261 2,461
of which are on permanet contracts 92% 93% 66% 69% 99% 99% 99% 100% 83% 84%
of which are on temporary contracts 8% 7% 34% 31% 1% 1% 1% 0% 15% 16%
of which are on fixed paid contracts 9% 11% 14% 15% 11% 13% 8% 7% 11% 13%
of which are on hourly paid contract 91% 89% 86% 85% 89% 87% 92% 93% 89% 87%
Number of GX instructors 2,025 1,902 1250 1,183 437 410 419 392 4131 3,887
Number of Personal Trainers 439 464 494 479 108 113 105 84 1146 1140
Number of employees at the service office 191 175 154 93 47 34 26 18 418 320
Sick leave 3% 3.1% 5% 10.8% 10.8% 13.3% 4.4% 2.9% 4.9% 6.1%
Diversity
Percentage of women, total 72% 72% 67% 67% 84% 84% 56% 57% 70% 70%
Percentage of women among leaders
3
69% 69% 70% 68% 78% 84% 52% 49% 69% 69%
Percentage of women, Extended Group Management 50% 50%
Percentage of women, Board of Directors 40% 40%
Percentage of employees below age 30 49% 46% 42% 42% 47% 48% 54% 51% 46% 45%
Percentage of employees between age 30–50 40% 44% 45% 46% 47% 47% 30% 33% 42% 44%
Percentage of employees above age 50 10% 11% 13% 12% 5% 5% 15% 16% 12% 11%
Equal salary
Ratio of average salary for woman to men, fixed paid contracts 96% 94% 99% 99% 83% 87% 93% 91% 92% 91%
Ratio of average salary for woman to men, hourly paid contracts 102% 102% 110% 110% 102% 102% 111% 110% 107% 105%
1)
Count based on number of roles.
2)
Excluding Fresh Fitness.
3)
Defined as persons having personnel responsibility.
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APPENDIX
the Nordic management group). Nevertheless, we see that we
need to take action to assure that the gap is reasonable and
not in favor of the best negotiator. All SATS employees should
receive a fair salary based on their role, experience and level of
education.
The Norwegian Equality and Anti-Discrimination Act Section
26 states inter alia that private companies with more than 50
employees, such as SATS, must investigate whether there is
a risk of discrimination or other barriers to equality, including
reviewing pay conditions by reference to gender and the use of
involuntary part-time work every second year.
The tables included in this report include all employees
working in SATS. Reference is made to the table entitled Ratio
of average salary for women to men. We see that there is
somewhat of a larger salary gap between men and women
in Management Level 1, with women having a higher salary
than men. This can be explained by seniority. The other sub-
categories have smaller gaps between genders.
Discrimination
At SATS, we work actively against discrimination through
education for club managers, information for all employees
and encouragement for all company leaders to set a good
example.
During 2023, the company had zero reports of incidents of
discrimination. We are nevertheless aware that discrimination
exists in our society in many shapes and forms and is
not always recognized or reported. Despite our efforts,
we understand that SATS, with 276 clubs and close to 44
million visits each year, is likely not completely shielded from
discrimination. We will therefore continue to work to build
awareness about discrimination within the organization, always
with a zero-tolerance approach.
clubs, thus bringing their employment percentage higher
should such be preferable. We have, however, not received any
indications that there are involuntary part-time employees in
our organization. Furthermore, we publish all new job openings
on our intranet to ensure that employees already working in
SATS who want to work more can apply for the positions. We
prioritize existing part-time employees when recruiting.
Gender, ethnicity and functional ability
As a market leader in the Nordic fitness industry and with
a majority of young employees—many of whom are in their
first job—SATS has a responsibility to work actively to be
an inclusive, culturally and ethnically diverse workplace.
Diversity and inclusion are fundamental parts of who we are
as an organization, both from the employee and member
perspectives. We experience that our employees feel the same.
Currently, women are overrepresented in the company, both in
total and among leaders. This, in turn, results in more women
applying for employment in the company. We always hire
the most qualified applicant for the position, regardless of
gender, ethnicity, and functional ability, in accordance with our
employment policy.
Equal pay
In Norway, Sweden and Denmark, the majority of our
operational roles are regulated in collective bargaining
agreements. In Finland, our salary model is based on industry
benchmarks. The graph below sets out the percentage of
employees covered by collective bargaining agreements.
For operational roles that are comparable, we use salary
matrices to ensure equal pay for equal work. The main criterion
is seniority. For club managers, salaries are mainly based
on the size of the club in terms of number of employees and
members. We still see that the average salary for men is
somewhat higher than the average salary for women. This pay
gap is a result of a higher share of men in leadership roles at
the largest clubs and with longer seniority.
For administrative employees, we see that there is a somewhat
bigger salary gap between men and women, in favor of men.
This can partly be explained by the fact that we have built up
an internal IT development team after previously outsourcing
this service. The senior positions of this team are primarily
held by men. The challenge of an overrepresentation of men
in senior positions also exists in other departments (excluding
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APPENDIX
Governance
Within the area of governance and compliance with applicable
laws, the following topics were identified through the double
materiality assessment as the most material for SATS. These
are the areas in which we have the most material impact, risks
and opportunities and where we will continue to focus on going
forward.
• The topic of privacy and data management is very important
for SATS as an organization that collects, stores and
processes data about our many members and employees.
We need to consider the responsible and ethical handling of
personal data and the protection of individuals’ privacy rights
when we collect, store and process personal data in addition
to being transparent, considering the purposes of our data
processing activities, and honoring individuals’ right to
provide informed consents. The topic also covers efforts to
prevent data breaches and unauthorized access to personal
information (data security).
• Corporate culture refers to how SATS fosters our corporate
culture (shared values, beliefs, norms and behavior). This
includes inter alia which values are most material for us,
how our leaders create an environment where these values
are seen as material and influence our decision-making
processes, and how our employees are engaged to identify
with the business culture. In the context of sustainability,
how sustainability work is perceived, integrated and
practiced throughout the organization is relevant, especially
how that affects the long-term commitments to responsible
and ethical business practices. Other aspects are how
policies are implemented in our organization, how we ensure
training in our policies, and the protection of whistleblowers.
• SATS has a number of suppliers in order to carry out our
business, meaning that supplier management represents
a huge part of how we conduct our business and create
culture. This topic addresses the business conduct aspect
and how we select suppliers and manage the relationship
with our suppliers to ensure fair treatment of suppliers,
and that the suppliers’ activities are aligned with SATS’
expectations (environmentally, but also socially and
ethically).
“SATS is humbly grateful that it operates
in the reliable and safe societies of the
Nordic countries and for the significant
values this contributes to the company
and all its stakeholders.“
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have introduced a new arrangement where we will measure
and report on an annually basis the share of relevant SATS
employees who fulfil our mandatory training program to
become GDPR Certified. Our target each year is for 100% of
our new employees (excluding group training instructors)
to complete the training program so we can strengthen the
competency within this area across our organization.
CORPORATE CULTURE
SATS’ engagement survey – the eNPS
Our employees create the atmosphere at our clubs and
inspire members every day to be healthier and happier. We are
therefore vulnerable to changes in our unique culture, which
could affect not only our working environment but also how we
are perceived by our members and our brand value.
SATS’ engagement survey is a powerful tool that helps
us register the pulse of our organization by measuring
engagement and well-being among our employees. The
valuable insights that we collect enable us to improve the
employee experience—and, in turn, the member experience—at
SATS so our unique culture, built by our amazing employees,
can attract and retain both our existing colleagues and
our members. An important aspect we measure as part of
our engagement survey is the eNPS. We also monitor the
engagement index and participation rate, which is described in
more detail in the section Working conditions section above.
The eNPS consists of one question: How likely are you to
recommend SATS as a workplace to a friend or acquaintance?
The scale is from 0 to 10, with 10 meaning Highly likely and
0 meaning Not at all likely. The answers are then divided into
Promoters (9–10), Passives (7–8), and Detractors (0–6). The
eNPS is calculated as the share of Promotors minus the share
of Detractors, and the result is a number between -100 and
100, where any score above 30 is considered to be a good
result. The SATS Group’s eNPS for 2023 was 19 compared to
16 in 2022. We will continue to build an even better employee
experience.
Working with the results from the eNPS is a relevant part of the
dialogue with our employees. It also provides valuable input
to understand the status and developments of our corporate
culture and how this is perceived by our employees. We have
therefore introduced a new target in relation to corporate
culture, where we will report externally on an annual basis the
SATS is a Nordic-oriented organization, operating in Norway,
Sweden, Denmark and Finland. These countries have strong
institutions, stable democracies and limited corruption, all of
which contribute to reliable and safe societies for our members
and employees. This environment is fundamental for growth,
both for corporations and individuals. In a reliable and safe
society, companies are willing to invest and take risks, while
individuals are willing to contribute because they trust that
their rights are fair and protected. Efforts and resources are
effectively allocated to achieve transparent and common
goals.
SATS is humbly grateful that it operates in the reliable and
safe societies of the Nordic countries and for the significant
values this contributes to the company and all its stakeholders.
Furthermore, SATS is committed to contributing to making our
world more reliable and safer.
PRIVACY AND DATA MANAGEMENT
(GRI indicator: 418-1)
SATS has a large member base, and all members are subject
to the respective statutory consumer protection regulations in
Norway, Sweden, Denmark and Finland. Because of the high
number of members, and correspondingly high amounts of
data SATS processes about our members, we recognize that
we have a responsibility to handle member data correctly
and securely. The company’s IT and digital development
departments undertake the responsibility for our member
privacy in strong collaboration with our internal legal and
compliance function.
Privacy and data protection laws protect the integrity and
confidentiality of a person’s private information. As a company,
we are committed to protecting the privacy rights of our
members, employees and any other person with whom we do
business or otherwise interact with. We will only use personal
data for appropriate purposes, and we will process personal
data in compliance with applicable laws and regulations. SATS’
privacy notice provides information about inter alia the data
we process and the legal basis for us processing such data,
how long we store data, etc., which is available on our websites
(sats.no/se/dk, elixia.fi and freshfitness.no). SATS also has a
privacy policy that is available on our website.
The General Data Protection Regulation (GDPR) came into
force in 2018, imposing strict requirements on SATS as a group
while at the same time granting our members certain rights in
connection with the collection, use, and storage of personal
data. In accordance with this regulation, our members inter alia
have the right to (i) be forgotten, which entails the right to have
their personal data removed from our database (as well as the
databases of our third parties that have received personal data
from us), (ii) modify their collected personal data, for example
due to errors in the personal data stored and used by us (for
example if they have new contact or payment information), (iii)
restrict the use of their personal data; and (iv) data portability,
which means that an individual has the right to request that
personal data is provided to the individual in a machine-
readable, usable format.
We have a set of internal routines and policies in place to
ensure that we comply with the GDPR. This includes routines
for handling personal data in our day-to-day operations,
through customer services and when developing new
programs and digital solutions, and when entering into new
agreements relating to collection and use of personal data. We
have always had member privacy and security on our agenda
as an important aspect of our business.
In February 2023, we received a NOK 10 million fine from
the Norwegian Data Protection Authorities (Datatilsynet).
The infringements related to four complaints from members
where SATS failed to (i) timely act upon access requests, (ii)
take prompt action and erase personal data without undue
delay, (iii) duly inform data subjects about its retention policy
for banned members, and (iv) rely on a valid lawful basis to
process the training history of members. Although we take full
responsibility for the infringements and acknowledge that the
situations could have been handled better by SATS, we are still
of the view that the consequences were disproportional when
considering that the infringements were modest and that no
sensitive information was leaked to third parties or otherwise
resulted in any real harm for the two persons involved. As a
result of these incidents, we—as any other diligent company
would need to do—have increased the use of resources and our
focus on GDPR compliance and will try our very best to ensure
that similar incidents do not occur again. As an example,
during 2023 we have initiated a separate GDPR project to
quality assure our compliance and training set-up. We have
also hired an in-house data privacy specialist who will be part
of our internal legal and compliance function and can further
facilitate our compliant use of personal data. Additionally, we
PAGE 71 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Privacy and data management
Corporate culture
Supplier management
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
results of our eNPS. The target is to have an eNPS score that
outperforms the reference index.
Performance reviews
As part of building our culture, we believe it is important to
encourage a good dialogue between managers and employees.
SATS therefore encourages club managers to prioritize
dialogue and feedback on an ongoing basis rather than just
in annual performance reviews. We also encourage all our
SATS colleagues to give each other feedback—good or bad—to
ensure that we help each other improve and salute each other
when we do something good. If feedback is only given in a
formal meeting with a manager, many everyday situations will
be forgotten and never discussed. These moments are also
highly relevant for measuring performance and developing
skills over time. Frequent practice on how to give and receive
constructive and helpful feedback is therefore something we
focus on.
In addition to consistent feedback, we also offer employees
annual performance reviews, which are normally carried out
in the spring. Our routines are slightly different across our
operative countries as further explained below.
Performance reviews per country in 2022
Norway: Offered to all employees.
Sweden: Offered to employees who work more than
eight hours a week.
Finland: Offered to club managers, assistant club
managers, receptionists, childminders and personal
trainers.
Denmark: Offered to all employees. Paid time for those
who work more than 20 hours a week, unpaid time for
those who work less than 20 hours a week.
Anti-corruption
(GRI indicator: 205-3)
We strive to ensure that SATS’ operations are conducted in
accordance with laws and regulations and with high integrity.
Anti-corruption is therefore very important, even though Nordic
and European countries generally are among the highest-
rated countries on Transparency International’s corruption
perceptions index. In addition to Nordic and European
suppliers, we also have some suppliers operating outside of
Europe, primarily with production facilities in Asia.
Corruption undermines legitimate business activities, distorts
competition, ruins reputations and exposes companies and
individuals to severe risk. Although we, as a Nordic operating
organization, represent low corruption risk, we need to be
mindful when contracting with third parties. SATS has a zero-
tolerance policy for corruption in any shape or form, including
bribery, facilitation payments (money laundering), and trading
in influence. We are committed to complying with all applicable
anti-corruption laws and regulations and take active steps to
ensure that corruption does not occur in connection with our
business activities.
Transparency is vital in the combat of corruption. At SATS,
we are committed to conducting our business activities in an
open and transparent manner, promoting transparency in our
industry, and thereby supporting efforts to combat corruption
worldwide. SATS’ business ethics also include avoiding
conflicts of interest, money laundering, unfair competition and
breaching rules related to gifts and hospitality. Our Code of
Conduct provides guidelines for the Nordic management group
and employees on how to act and behave as a SATS employee,
in accordance with our norms, rules and responsibilities. The
Code of Conduct is available on our website.
As part of our work against corruption, a priority of ours is to
make sure that all employees feel confident in how to behave
responsibly. All employees are offered an online course
on SATS’ Code of Conduct. We also make sure that new
employees are informed about this and receive training in our
Code of Conduct as part of their onboarding process.
For more information about our supplier management, see the
section on supplier management below.
Whistleblowing
In order to maintain high ethical standards, we provide the
public, our members and our employees with the opportunity
to report issues that are, or which they suspect to be, illegal
and of public interest. There are three ways to submit a
report, depending on what the whistleblower is comfortable
with. There is no need to provide evidence when reporting an
incident, but we encourage everyone to submit reports in good
faith.
• Alternative 1: Contact a supervisor or manager within our
organization.
• Alternative 2: Contact the organization’s whistleblower
team (i.e., appointed individuals with the authority to handle
whistleblowing cases). The identity of such individuals is
available on our intranet.
• Alternative 3: Anonymous reporting through our
whistleblower system. This is a system that is publicly
available on our websites (sats.no/dk/se and elixia.fi). The
system can be used to report serious misconduct that could
affect individuals, SATS as an organization, society or the
environment.
Our designated whistleblower team has sole access to
whistleblowing reports made through the whistleblower
system. All members of our whistleblower team are bound by
a confidentiality agreement. The whistleblower team decides
whether to accept or decline a report. Accepted reports of
alleged misconduct are subject to investigation in accordance
with SATS’ whistleblowing guidelines. During this investigation,
the whistleblower team may include other people or request
information and expertise. All activities carried out in this
respect are covered by the confidentiality agreement.
In 2023, our whistleblowing service received a total of 184
reports, of which 86 were not related to any ethical misconduct
but rather to unrelated events, such as equipment and service
at our clubs (comments that typically should be directed to our
customer service channel). The remaining reports were related
to HR matters, such as poor leadership, colleagues not feeling
well and failures by employees to follow SATS’ values. There
were also 15 reports of suspected drug use.
PAGE 72 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Privacy and data management
Corporate culture
Supplier management
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Protection of whistleblowers (when non-anonymous)
A fundamental aspect of having an effective whistleblower
system is that it eliminates the risk of persons expressing
genuine suspicions or misgivings losing their job or suffering
any form of sanctions or personal disadvantages as a result of
their report. It does not matter whether the whistleblower was
mistaken, provided they acted in good faith.
Another part of the whistleblowing process to be mindful of
is the privacy of those against whom allegations have been
made and other issues of confidentiality. A non-anonymous
whistleblower will be kept informed about the outcome of
the investigations made on the basis of their reporting to
the extent such is allowed under applicable privacy laws
and regulations. In cases of alleged criminal offenses, the
whistleblower will be informed that their identity may need to
be disclosed during judicial proceedings.
Protection of information provided in a whistleblower report
The individuals specified in a whistleblower report have
certain rights under the GDPR. For example, they have the
right to access data relating to themselves and, should the
information be incorrect, incomplete or out of date, the right
to require amendments or deletion of data. This right needs to
be considered in light of the non-anonymous whistleblower’s
rights. Furthermore, the rights are also subject to any
overriding safeguarding measures required to prevent the
destruction of evidence or other obstructions to the processing
and investigation of the whistleblower case.
Personal data included in a whistleblower case is deleted
following completion of the investigation. Any investigative
documents and whistleblower reports SATS needs to keep
undergo anonymization.
“Any investigative documents and
whistleblower reports SATS needs to keep
undergo anonymization.“
PAGE 73 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Privacy and data management
Corporate culture
Supplier management
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
SUPPLIER MANAGEMENT
(GRI indicators: 102-9, 102-10, 308-1, 308-2, 414-1)
Responsible procurement
When we procure products and services relevant for our
operations, we have the opportunity to impact our suppliers by
providing them with incentives to improve on topics relating to
E, S and G. This opportunity is most significant when dealing
with companies operating in the Nordic health and fitness
industry, where SATS is a leading actor and represents a large
and valuable customer for its suppliers. We believe that our
actions, particularly in the Nordic market, can drive valuable
improvements, and we are in this respect committed to using
our purchasing power wisely and as effectively as possible.
From our perspective, it is more challenging for a company
like SATS to exercise influence in its global supply chain,
where we represent a much smaller part of our suppliers’
customer group. Keeping SATS as a customer or partner is less
meaningful for our global suppliers’ revenue and reputation,
thus affecting our power to impact such suppliers to run their
business in a more sustainable manner. Nevertheless, we
have the opportunity to choose which suppliers we want to
work with going forward. Our suppliers’ focus, initiatives and
work related to E, S and G matters are relevant factors in our
procurement process and when evaluating renewal of contract
terms.
SATS’ purchasing policy ensures that we use our opportunity
as a buyer to exercise responsible procurement. Our policy
addresses delegation of authority and responsibilities related
to the purchasing of goods and services and is applicable to all
employees who are involved in purchasing decisions.
For purposes of reducing sustainability risk and to
incentivize responsible E, S and G behavior by our suppliers,
our procurement strategy is to source products from
large, established, preferably Scandinavian, suppliers and
distributors. The implication of this strategy might be a higher
purchasing price on some products and services compared to
prices offered by global suppliers, but in turn, SATS believes
that it is able to have a better long-term relationship with
a more influential voice and impact. SATS is not aware of
any of our suppliers having a significant, actual or potential,
negative social or environmental impact. We have conducted
a comprehensive risk assessment of our primary suppliers,
categorizing them into low-, medium-, and high-risk segments.
It is essential to note that a high-risk designation does not
inherently translate to an automatically negative impact on
ESG factors. Instead, it indicates that the suppliers operate in a
sector or region characterized by elevated risk factors.
We introduced our Supplier Code of Conduct in 2019.
Since then, we have included it in all of our written supplier
agreements. The Supplier Code of Conduct clarifies SATS’
expectations to its suppliers on topics relating to anti-
corruption/anti-bribery, human rights, environmental aspects,
etc., and is publicly available on our website.
As part of SATS’ work to comply with the Norwegian
Transparency Act, during 2023 we sent out questionnaires to
some high-risk suppliers and engaged in more in-depth due
diligence processes for our supply chain in order to, among
other things, identify the extent to which our suppliers comply
with our Supplier Code of Conduct. In the next few years, we
will continue to work with our suppliers to get to know them
better, including the risks related to material violations of
decent working conditions, fundamental human rights and
other sustainability risks imposed through their operations and
whether SATS on this basis can continue the cooperation in the
short-, medium- or long-term.
The process of selecting suppliers and purchasing goods and
services is a shared responsibility between the requisitioning
business unit and the purchasing department in SATS. When a
business unit makes a purchasing request, SATS’ purchasing
organization evaluates the scope of the request, whether there
is a need for contracting a supplier, whether initiating a major
sourcing project is relevant, and if the need is country specific
or similar for all countries where SATS operates.
SATS does not have its own warehouses or logistics
departments. Instead, we work with local distributors who
manage supply and logistics directly to our clubs. Employees
working at clubs order products through a purchasing portal
available only to the SATS organization. Products available
for order through this portal include paper towels, cleaning
detergents, cleaning equipment and retail goods for sale in our
at-club retail shops (e.g., food and drinks, training supplements,
apparel and light equipment). All products for sale in the
purchasing products are sold through contracted suppliers
and/or distributors with whom SATS’ purchasing department
has procured and entered into purchasing agreements.
As part of its operations, SATS is a purchaser of cleaning
services for its more than 276 clubs across the Nordics.
Cleaning services are considered to be a purchasing category
that involves a higher risk of violations of, in particular,
decent working conditions and other fundamental human
rights compared to certain other services acquired by
SATS (e.g., advisory and consultancy services). To reduce
the risk, SATS works with its supplier agreement to have a
contractually agreed process for dialogue between the supplier
of cleaning services and SATS’ club managers, as well as a
right for SATS to see employment agreements and salary
receipts (anonymized in accordance with applicable privacy
regulations). These meetings and dialogue create transparency,
and any challenges or issues can be addressed and resolved.
In 2024, about 100 of these agreements are up for renewal,
and we will consequently prioritize ESG factors in the renewal
process.
Furthermore, another identified higher risk purchasing category
is construction—particularly in connection with establishing
and renovating our clubs. SATS’ policy is to reduce risks
relating to sustainability matters as much as possible, and we
therefore choose to work with large established firms that can
be expected to handle sustainability matters in a responsible
manner. In addition, our construction project managers work
closely with the construction suppliers on all of SATS’ building
projects.
Changes in SATS’ supply chain during 2023
We are no longer procuring/sourcing directly from China or
Vietnam
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Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
SATS is as a non-financial company subject to the EU
Taxonomy Regulation, based on the Article 8 of the
regulation. The main objective of the taxonomy is to further
assist investors and other stakeholders in making informed
investment decisions on environmentally sustainable
economic activities. There are certain predefined criteria for
determining whether an economic activity can be classified
as environmentally sustainable. When identifying taxonomy-
eligible and aligned economic activities within the SATS group,
the starting point has been to start screening the activities.
Screening and assessment procedures
We are for the first time reporting on revenue (turnover), capital
expenditure and operating expenses that are associated
with Taxonomy-eligible and Taxonomy-aligned economic
activities, in accordance with regulation EU (2020/852) and the
supplementing delegated acts.
In order to comply with the regulation, SATS has set up a
procedure to analyse its activities carried out during the year.
The process was structured in three main phases:
• Identification of eligible activities
• Identification of aligned activities
• Calculation of the turnover, CapEx and OpEx KPIs.
The assessment is based on applicable laws and regulations,
as well as information available and sector knowledge.
Compliance with the technical screening criteria will be
tested individually for each economic activity, as well as an
assessment of do no significant harm (DNSH).
Safeguards
The Taxonomy Regulation describes minimum safeguards
in line with the principles defined by the OECD Guidelines
for Multinational Enterprises, the UN Guiding Principles
on Business and Human Rights, the ILO Declaration on
Fundamental Principles and Rights at Work, the ILO’s eight
fundamental conventions, and the International Bill of
Human Rights. Our economic activities are carried out in
compliance with the minimum safeguards criteria set out by
the EU Taxonomy Regulation and do not violate social norms,
including human right and labour rights. More information
regarding this can be found in the following sections:
• Human rights including workers’ rights
• Bribery and corruption
• Taxation
• Fair compensation
Identifying eligible activities
Turnover
Net turnover refers to the amounts derived from the sale of
products and services after the deduction of sales rebates,
value-added tax, and other taxes directly linked to turnover (The
Accounting Directive, 2013/34/EU). In order to assess whether
our activities related to turnover are eligible our first step has
been to define the activities. For SATS these include:
• Revenue related to membership to our training facilities.
• Revenue related to sale of personal training and
physiotherapists to our members.
• Revenue related to retail activities, including amongst other
sportswear, water, protein bars.
These activities are not, as of now, included in the Climate
Delegated Act. As such, we haven’t found that there are any
economic activities related to our turnover that is eligible. In
sum, 0% of our turnover is eligible.
Capital expenditure (CapEx)
CapEx is classified as additions to tangible and intangible
assets during the financial year. This includes property, plant
and equipment, investment property, agriculture, leases, and
intangible assets. SATS do not own real estate and have this
past year not attributed to any major renovations which has led
to a reduction in primary energy demand of 30%. We therefore
have no economic activities related to CapEx, and therefore 0%
of capital expenditure is eligible.
Operating expenditures (OpEx)
Operating expenditures are the direct expenditures related
to day-to-day servicing of assets of the property, plant and
equipment that are necessary to ensure continued and
effective use. SATS has identified one Taxonomy-eligible
activitity:
• Installation, maintenance, and repair of energy efficiency
equipment (Annex 1. Point 7.3)
SATS is in the process of replacing all lighting with LED-lighting
in our training facilities. This activity is in accordance with
the criteria for individual measured that contribute to climate
change mitigation (d) installation and replacement of energy
efficient light sources.
SATS has also installed a system called “Datavaktmesteren” at
selected clubs in Norway. This system automatically controls
the ventilation, optimizing air amounts based on the varying
demands during the day. Similar ventilation systems are
also installed in clubs in other countries, although in these
cases they are often owned by the landlord. This activity
is in accordance with the criteria for individual measured
that contribute to climate change mitigation (e) installation,
replacement, maintenance and repair of heating, ventilation,
and air-conditioning (HVAC) and water heating systems,
including equipment related to district heating services, with
highly efficient technologies.
Although these additions are important to us in our efforts to
become more sustainable, they do not amount to much overall.
Total costs within this activity amounts to a total of MNOK
3,2, which represent 0% of total operating expenditures as
presented in the financial statements.
Statement on the EU taxonomy for sustainable economic
activities 2023
Financial statements
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ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Financial statements
CONSOLIDATED FINANCIAL
STATEMENTS 76
Consolidated statement of profit or loss 76
Consolidated statement of
comprehensive income 77
Consolidated statement of financial position 78
Consolidated statement of changes in equity 79
Consolidated statement of cash flows 80
Notes to the consolidated
financial statements 82
FINANCIAL STATEMENTS
PARENT COMPANY 114
Statement of profit or loss 114
Statement of financial position 115
Statement of financial position 116
Statement of cash flows 117
Notes to the financial statements 119
AUDITOR’S REPORT 126
ALTERNATIVE PERFORMANCE
MEASURES 128
PAGE 76 BROWSE SEARCHCONTENT
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Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Notes 2023 | 2022 | ||
| (Amounts in NOK million for the period ended December 31 ) | |||
Revenue | 6, 7, 10 | ||
| Operating expenses | |||
| Cost of goods sold | - | - | |
| Personnel expenses | 8 | - | - |
| Other operating expenses | 9, 10, 14 | - | - |
| Depreciation and amortization | 13, 14, 15 | - | - |
Total operating expenses | - | - | |
Operating profit | |||
Interest income | |||
Financial income | |||
| Interest expense | 23 | - | - |
Financial expense | - | - | |
| Net financial items | 11 | - | - |
Profit/loss before tax | - | ||
| Income tax | 12 | - | |
Profit/loss for the year | - | ||
| Profit/loss for the year is attributable to: | |||
| Equity holders of the parent company | 22 | - | |
Total allocation | - | ||
| Earnings per share in NOK | |||
| Basic earnings per share attributable to the ordinary equity | 22 | - | |
| Diluted earnings per share attributable to the ordinary equity | 22 | - |
1
1
1)
A reclassification between Cost of goods sold and Personnel expenses of NOK 15 million is recognized in 2022.
Consolidated statement of profit or loss
Consolidated Financial statements
Consolidated financial statements
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Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
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Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
2023 | 2022 | |
| (Amounts in NOK million for the period ended December 31 ) | ||
Profit/loss for the year | - | |
| Other comprehensive income | ||
Foreign exchange rate changes - may be reclassified to profit or loss | - | |
Other comprehensive income, net of tax | - | |
Total comprehensive income | - | |
| Total comprehensive income is attributable to: | ||
Equity holders of the parent company | - | |
Total comprehensive income | - |
Consolidated statement of comprehensive income
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Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Consolidated statement of financial position
Notes 2023 | 2022 | ||
| (Amounts in NOK million at December 31) | |||
| NON-CURRENT ASSETS | |||
| Intangible assets | |||
| Goodwill | 13 | ||
| Customer relations | 13 | ||
| Trademark | 13 | ||
| Internally developed software | 13 | ||
Total non-current intangible assets | |||
| Property, plant and equipment | |||
| Right-of-use assets | 14 | ||
| Leasehold improvements | 15 | ||
| Fitness equipment | 15 | ||
| Other equipment, fixtures and fittings | 15 | ||
Total non-current property, plant and equipment | |||
| Financial assets | |||
| Derivative financial instruments | 25, 26 | ||
| Other non-current receivables | 16, 28 | ||
Total non-current financial assets | |||
| Deferred tax asset | 12 | ||
Total non-current assets | |||
| CURRENT ASSETS | |||
| Inventories | 18 | ||
| Other current receivables | 19 | ||
| Accounts receivables | 19 | ||
| Prepaid expenses and accrued income | 19 | ||
| Derivative financial instruments | 25, 26 | ||
| Cash and cash equivalents | 20, 24 | ||
Total current assets | |||
Total assets |
Notes
2023 | 2022 | ||
| (Amounts in NOK million at December 31) | |||
| EQUITY | |||
| Share capital | 21 | ||
Share premium | |||
Treasury shares | - | - | |
Other reserves | - | ||
Retained earnings | - | - | |
Total equity | |||
| LIABILITIES | |||
| Non-current liabilities | |||
| Deferred tax liability | 12 | ||
| Borrowings | 23, 24 | ||
| Lease liability | 14, 23, 24 | ||
Total non-current liabilities | |||
| Current liabilities | |||
| Borrowings | 23, 24 | ||
| Lease liability | 14, 23, 24 | ||
| Contract liability | 27 | ||
Trade and other payables | |||
| Current tax liabilities | 12 | ||
Public fees and charges payable | |||
| Other current liabilities | 27 | ||
Total current liabilities | |||
Total liabilities | |||
Total equity and liabilities |
Oslo, March 22, 2024
Signed electronically
Hugo Lund Maurstad
Chair of the Board
Martin Folke Tiveus
Board Member
Maria Tallaksen
Board Member
Andreas Høgdall Holm
Board Member
Lisa Åberg
Board Member
Sondre Gravir
CEO
PAGE 79 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Notes
| Share | Share | Treasury | Foreign exchange | Share-based | Retained | Total attributable to | Total | ||
| capital | premium | shares | translation reserve | payments reserve | earnings | owners of the Group | equity | ||
| (Amounts in NOK million) | |||||||||
Equity January 1, 2022 | - | - | |||||||
Loss for the year | - | - | - | ||||||
OCI for the year | |||||||||
Total comprehensive income for the year | - | - | - | ||||||
Investment program | |||||||||
| Share issues and capital increase expenses | 22 | ||||||||
Proceeds from sale of own shares | |||||||||
Equity December 31, 2022 | - | - | |||||||
Equity January 1, 2023 | - | - | |||||||
Profit for the year | |||||||||
OCI for the year | - | - | - | ||||||
Total comprehensive income for the year | - | ||||||||
Investment program | - | ||||||||
| Share issues and capital increase expenses | 22 | ||||||||
Proceeds from sale of own shares | |||||||||
Repurchase of shares | - | - | - | ||||||
Equity December 31, 2023 | - | - | - |
Consolidated statement of changes in equity
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Introduction
Board of Directors’ report
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SUSTAINABILITY REPORT
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Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Consolidated statement of cash flows
Notes
2023 | 2022 | ||
| (Amounts in NOK million for the period ended December 31 ) | |||
| Cash flow from operating activities | |||
Profit/loss before tax | - | ||
| Adjustment for: | |||
| Taxes paid in the period | 12 | - | - |
| Profit/loss from sale of gym equipment | 15 | - | |
| Depreciation, amortization and impairment | 13, 14, 15 | ||
| Net financial items | 11 | ||
| Change in inventory | 18 | ||
| Change in accounts receivables | 19 | - | - |
Change in trade payables | - | ||
| Change in other receivables and accruals | 27 | - | - |
Net cash flow from operations | |||
| Cash flow from investing | |||
| Purchase of property, plant and equipment and intangible assets | 13, 15 | - | - |
| Loan to related parties | 28 | - | - |
Proceeds from property, plant and equipment | |||
Acquisition of subsidiary, net of cash acquired | - | ||
Net cash flow from investing | - | - | |
| Cash flow from financing | |||
| Repayments of borrowings | 23 | - | - |
| Proceeds from borrowings | 23 | ||
| Installments on lease liabilities | 14 | - | - |
| Paid interest on borrowings | 23 | - | - |
| Interest on lease liabilities | 14 | - | - |
| Proceeds from issues of shares | 22 | ||
| Purchase of own shares | 21 | - | |
| Proceeds from sale of own shares | 21, 22 | ||
Transaction costs from issues of new shares | - | ||
| Other financial items | 11 | - | |
Net cash flow from financing | - | - | |
Net increase/decrease in cash and cash equivalents | - | ||
Effect of foreign exchange rate changes on cash and cash equivalents | - | - | |
Cash and cash equivalents at the beginning of the period | |||
| Cash and cash equivalents at the end of the period | 20 |
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Environment
Social
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activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTES PAGE
Note 1 General information 82
Note 2 Basis of preparation 82
Note 3 Principles of consolidation and significant accounting policies 83
Note 4 Critical estimates 85
Note 5 Judgements in applying the Group’s accounting policies 86
Note 6 Segment information 86
Note 7 Revenue, contract assets and advance payments from customers 88
Note 8 Personnel expenses 90
Note 9 Other operating expenses 91
Note 10 Realized net gain/loss 91
Note 11 Net financial items 92
Note 12 Tax 92
Note 13 Intangible assets 94
Note 14 Leases 98
Note 15 Property, plant and equipment 101
Note 16 Other non-current receivables 102
Note 17 Interest in other entities in the Group 102
Note 18 Inventories 102
Note 19 Accounts receivable and other current receivables 103
Note 20 Cash and cash equivalents 104
Note 21 Share capital 104
Note 22 Earnings per share 105
Note 23 Borrowings 106
Note 24 Reconciliation of cash and cash equivalents and borrowings 107
Note 25 Financial risk factors 107
Note 26 Financial instruments 110
Note 27 Other current liabilities 111
Note 28 Related parties 112
Note 29 New IFRS standards 112
Note 30 Events after the balance sheet date 113
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Environment
Social
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for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 1 General information
276 fitness clubs. The business is run through wholly owned subsidiaries in Norway, Sweden, Finland
and Denmark. The Group is present in approximately 20 larger cities in these four countries. The Group
operates through the brands SATS, ELIXIA, Fresh Fitness, SATS Yoga and SATS Online.
SATS (the “Group”) consists of SATS ASA (the “company”) and its subsidiaries. As an ASA entity, the
Group’s parent company is subject to the Norwegian Public Limited Company Act. The accompanying
consolidated financial statements include the financial statements of SATS ASA and its subsidiaries. The
consolidated financial statements of the Group for the year ended December 31, 2023 are available at our
website.
The Group ownership is as follows: 27.4% by TG Nordic Invest, 23.9% by AF III Holdco AS, 6.4% by
Canica AS, 3.9% by Maaseide Promotion AS, 3.7% by SATS Management Invest AS and 34.7% by other
shareholders.
The parent, SATS ASA, is registered and domiciled in Norway and has its head office at Nydalsveien 28,
The consolidated financial statements were approved by the Board of Directors on March 22, 2024.
Notes to the consolidated financial statements
NOTE 2 Basis of preparation
Financial reporting framework and basis of preparation
Historical cost convention
The financial statements have been prepared on a historical cost basis, except for the following:
• Certain financial assets and liabilities (including derivative instruments) – measured at fair value
• Right-of-use assets – initially measured based on the corresponding lease liability
• Lease liabilities – initially measured at net present value of future lease payments
The functional currency of the parent company is Norwegian Kroner (NOK), and this is also the
presentation currency of both the parent company and the Group. All amounts are rounded to the nearest
NOK million, unless stated otherwise.
Significant accounting estimates
The preparation of consolidated financial statements in conformity with IFRS requires the use of certain
critical accounting estimates. It also requires management to exercise its judgment in the process of
applying the Group’s accounting policies. Changes in assumptions may have a significant impact on the
consolidated financial statements in the period the assumptions changed. Management believes the
underlying assumptions are appropriate. The areas involving a higher degree of judgment or complexity,
or areas where assumptions and estimates are significant to the consolidated financial statements are
disclosed in Note 4 Critical estimates.
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 3 Principles of consolidation and significant
accounting policies
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 4 Critical estimates
Critical estimates
Estimates and judgments are continually evaluated and are based on historical experience as adjusted for
current market conditions and other factors.
Critical accounting estimates and assumptions
Management makes estimates and assumptions concerning the future. The resulting accounting
estimates, by definition, will seldom equal the related actual results. The estimates, assumptions and
management judgments that have a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year are outlined below.
Impairment of intangible assets
The acquisition method was used to account for the historic business combinations results in the goodwill
amount. Internally developed software has been recognized at historic cost, has a finite useful life and is
subsequently carried at cost less accumulated amortization and impairment losses.
Goodwill and intangible assets that have an indefinite useful life are not subject to amortization and are
tested annually for impairment, or more frequently if events or changes in circumstances indicate that they
might be impaired.
Recognized goodwill and internally developed software are material to the 2023 financial statements as a
whole, and users of the Group’s financial statements should note the inherent uncertainty pertaining to the
valuation of intangible assets.
The sensitivity analysis and valuation methodology for assessing goodwill are further described in Note
13 Intangible assets.
Goodwill
Goodwill is recognized at NOK 2 535 million as at the balance sheet date. The Group tests whether
goodwill has suffered any impairment on an annual basis. For the 2023 and 2022 reporting periods,
the recoverable amount of the cash generating units (CGUs) was determined based on value-in-use
calculations, which require the use of several assumptions. The calculations use cash flow projections
based on financial budgets and prognoses approved by management covering a five-year period for
Norway, Sweden, Finland and Denmark. Cash flows beyond these periods are extrapolated using the
estimated growth rates stated in Note 13 Intangible assets. These growth rates are consistent with
forecasts included in economic outlook reports specific to the area in which each CGU operates.
Internally developed software
Internally developed software is recognized at NOK 77 million per the balance sheet date. The Group
estimates the useful life of internally developed software to be at least three years based on the expected
useful economic life of the assets. However, the actual useful life may be shorter or longer than three
years, depending on software innovations, technical obsolescence of existing solutions and competitor
actions.
Depreciation of property, plant and equipment
The Group’s assessment of the useful life of property, plant and equipment is determined by the expected
useful economic life of the assets, and is based on management’s judgement and previous experience.
Due to the significant historic investments in leasehold improvements and other fitness equipment, any
deviation between actual and estimated useful lives could have a material effect on the consolidated
financial statement.
Physical climate risk such as changes to weather patterns and severity of rain, wind, flooding, and other
events impact our assessment. SATS has not identified material assets expected to have a significantly
shorter life due to climate-related risks. Please see Task Force on Climate-Related Financial Disclosures
(TCFD) report in this report for more detailed information about climate risk in SATS.
Recognition of income tax
Deferred tax assets recognized as at December 31, 2023 have been estimated based on future profitability
assumptions over a five-year horizon, and the deferred tax assets are recognized only to the extent that it is
probable that the tax assets will be realized.
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Environment
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for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 5 Judgements in applying the Group’s accounting
policies
Critical judgements in applying the Group’s accounting policies
Accounting estimates made by the Group’s management are based on information available to
management at the time each estimate is made. Accordingly, actual outcomes may differ materially
from current expectations under different assumptions and conditions. The significant judgements that
management has made in applying its accounting policies, and the estimates and assumptions for which
there is a significant risk of a material adjustment to the Financial Statements within the next financial year,
are set out below.
Critical judgements in determining the lease term
In determining the lease term, management considers all facts and circumstances that create an
economic incentive to exercise an extension option or not exercise a termination option. Extension options
(or periods after termination options) are only included in the lease term if the lease is reasonably certain
to be extended (or not terminated).
The lease term is reassessed if an option is actually exercised (or not exercised) or the Group becomes
obliged to exercise (or not to exercise). The assessment of reasonable certainty is only revised if a
significant event or a significant change in the circumstances occurs, which affects this assessment, and
is within the control of the lessee.
Extension options are at the latest reassessed the quarter before the date of the termination option,
which in practical terms means that the lease option is added to the lease liability when a quarter of the
agreement remains if the agreement is not to be terminated. The Danish lease agreements do not have
extension options; instead, the agreements are continuously prolonged until terminated. Six or twelve
months (according to the agreement) are continuously added to the lease liability if the agreement is not to
be terminated.
Critical judgements in recognizing revenue, joining fees
When a customer signs up for a fitness club membership, a joining fee will be charged to the overall
subscription amount. For this fee, the new members receive an automatic payment arrangement and a free
personal training introduction session. Management has defined the personal training introduction session
as the key performance obligation related to the introduction offering, and consequently the joining fee is
recognized as revenue at the subscription contract inception date.
Critical judgements in recognizing revenue, financing components
The Group does not expect to have any contracts where the period between the transfer of the promised
goods or services to the customer and payment by the customer exceeds one year. As a consequence, the
Group does not adjust any of the transaction prices for the time value of money.
1)
For further information about definitions, please see Alternative Performance Measures.
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for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Revenue recognition
The revenue recognition criteria in the segment information note are based on the Group’s accounting
principles and are in accordance with IFRS 15. Please see Note 7 Revenue, contract assets and advanced
payments from customers for further information.
Operating segment information
| Group | ||||||
| functions | ||||||
SATS Group | Norway | Sweden | Finland | Denmark | and other | Total |
| (Amounts in NOK million) | ||||||
| FINANCIAL YEAR 2023 | ||||||
| Revenue | ||||||
Membership revenue | 1,763 | 1,281 | 390 | 436 | 0 | 3,870 |
Other revenues | 389 | 315 | 76 | 80 | 3 | 864 |
Total revenues | 2,153 | 1,597 | 466 | 516 | 3 | 4,734 |
EBITDA
1
and EBITDA before impact of IFRS 16
1
reconcile to profit/loss as follows:
| EBITDA before impact of IFRS 16 | 387 | 185 | 25 | -13 | 29 | 614 |
Impact of IFRS 16 | 472 | 420 | 133 | 145 | 0 | 1,170 |
| EBITDA | 859 | 605 | 159 | 132 | 29 | 1,784 |
Depreciation and amortization | -421 | -412 | -132 | -161 | -52 | -1,178 |
Operating profit/loss | 437 | 193 | 27 | -29 | -22 | 607 |
| Net financial items | -93 | -76 | -25 | -69 | -31 | -293 |
Income tax expense/income | -44 | -22 | 0 | 1 | -24 | -89 |
Profit/loss for the year | 301 | 95 | 3 | -98 | -77 | 224 |
1
1
2
FINANCIAL YEAR 2022
| Revenue | ||||||
Membership revenue | 1,543 | 1,088 | 280 | 335 | 0 | 3,246 |
Other revenues | 397 | 289 | 81 | 67 | 1 | 836 |
Total revenues | 1,940 | 1,377 | 361 | 403 | 1 | 4,082 |
EBITDA
1
and EBITDA before impact of IFRS 16
1
reconcile to profit/loss as follows:
| EBITDA before impact of IFRS 16 | 123 | 14 | -20 | -74 | 56 | 99 |
Impact of IFRS 16 | 451 | 355 | 109 | 126 | 0 | 1,041 |
| EBITDA | 574 | 369 | 89 | 53 | 56 | 1,140 |
Depreciation and amortization | -438 | -358 | -111 | -142 | -72 | -1,120 |
Operating profit/loss | 136 | 11 | -22 | -90 | -16 | 20 |
| Net financial items | -100 | -62 | -21 | -54 | -44 | -281 |
Income tax expense/income | -11 | 9 | 0 | 1 | 15 | 15 |
Profit/loss for the year | 25 | -42 | -43 | -143 | -45 | -246 |
1
1
2
1)
For further information about definitions, please see the Alternative performance measures.
2)
Financial income and expenses are allocated to Group functions and other since this type of activity is derived by the
central treasury function, which manages the cash position of the Group.
Financial statement per segment
Segments’ assets and liabilities are measured in the same way as in the financial statements. The assets
are allocated based on the operations of the segment and the physical location of the asset. The Group’s
borrowings and derivative financial instruments are not considered to be segment liabilities but are
managed by the treasury function.
| Group | ||||||
| functions | ||||||
SATS Group | Norway | Sweden | Finland | Denmark | and other | Total |
| (Amounts in NOK million) | ||||||
| FINANCIAL YEAR 2023 | ||||||
Total non-current intangible assets | 1,673 | 225 | 642 | 10 | 78 | 2,628 |
| Non-current tangible assets | 2,015 | 2,015 | 618 | 627 | 0 | 5,275 |
Total non-current financial assets | 0 | 1 | 0 | 46 | 53 | 100 |
Deferred tax asset | 58 | 64 | 23 | 1 | 31 | 178 |
Current assets | 723 | 309 | 150 | -8 | -371 | 802 |
Total assets | 4,468 | 2,613 | 1,434 | 676 | -208 | 8,983 |
Total liabilities | 2,221 | 2,477 | 794 | 1,347 | 1,124 | 7,963 |
Investments | 53 | 44 | 15 | 15 | 39 | 167 |
| FINANCIAL YEAR 2022 | ||||||
Total non-current intangible assets | 1,675 | 212 | 601 | 15 | 84 | 2,588 |
| Non-current tangible assets | 2,049 | 1,665 | 580 | 590 | 0 | 4,884 |
Total non-current financial assets | 0 | 1 | 0 | 39 | 56 | 96 |
Deferred tax asset | 100 | 59 | 22 | 1 | 57 | 239 |
Current assets | 456 | 202 | 142 | 64 | 5 | 868 |
Total assets | 4,280 | 2,140 | 1,345 | 707 | 203 | 8,675 |
Total liabilities | 2,337 | 2,039 | 749 | 1,246 | 1,443 | 7,815 |
Investments | 73 | 87 | 15 | 28 | 53 | 256 |
1
1
1)
Non-current tangible assets consist mainly of right-of-use assets, capitalized improvements on the leased fitness club
facilities and fitness equipment and exclude financial instruments, deferred tax assets, post-employment benefit assets,
and rights arising under insurance contracts.
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Environment
Social
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Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
| Disaggregation of revenue from contracts | |||
with customers | Membership revenue | Other revenue | 2023 |
| (Amounts in NOK million) | |||
Norway | 1,763 | 389 | 2,153 |
Sweden | 1,281 | 315 | 1,597 |
Finland | 390 | 76 | 466 |
Denmark | 436 | 80 | 516 |
Group functions and other | 0 | 3 | 3 |
Revenue from contracts with customers | 3,870 | 864 | 4,734 |
| Point-of-time revenue recognition | |||
Other revenue | 864 | ||
| Membership revenue | 41 | ||
Total point-of-time revenue recognition | 905 | ||
| Period-of-time revenue recognition | |||
Membership revenue | 3,829 | ||
Total period-of-time revenue recognition | 3,829 |
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for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Membership revenue | Other revenue | 2022 | |
| (Amounts in NOK million) | |||
Norway | 1,543 | 397 | 1,940 |
Sweden | 1,088 | 289 | 1,377 |
Finland | 280 | 81 | 361 |
Denmark | 335 | 67 | 403 |
Group functions and other | 0 | 1 | 1 |
Revenue from contracts with customers | 3,246 | 836 | 4,082 |
| Point-of-time revenue recognition | |||
Other revenue | 836 | ||
| Membership revenue | 54 | ||
Total point-of-time revenue recognition | 890 | ||
| Period-of-time revenue recognition | |||
Membership revenue | 3,192 | ||
Total period-of-time revenue recognition | 3,192 |
| Contract liabilities 2023 | |
| (Amounts in NOK million at December 31) | |
| Contract liabilities as at the balance sheet date | |
Membership subscriptions | 379 |
Gift cards | 1 |
PT sessions | 182 |
Revenue recognized from contract liabilities | 2023 |
| Revenue recognized in this period that was included in the contract liability balance at | |
| the beginning of the period | |
Membership subscriptions | 348 |
Gift cards | 3 |
PT sessions | 253 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Personnel expenses 2023 | 2022 | |
| (Amounts in NOK million) | ||
Salary expenses including bonuses, holiday pay and other costs | -1,422 | -1,342 |
Social security contributions | -179 | -160 |
Pension costs | -77 | -69 |
Total personnel expenses | -1,677 | -1,572 |
Full-time equivalents 2023 | 2022 | |
Norway | 894 | 1,068 |
Sweden | 841 | 901 |
Finland | 289 | 281 |
Denmark | 237 | 212 |
Total | 2,261 | 2,462 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
2023 | 2022 | |
| (Amounts in NOK million) | ||
Salary | 16 | 14 |
Other benefits | 1 | 1 |
Pension benefits | 2 | 3 |
Performance based bonus | 8 | 18 |
Share Based Renumeration | 3 | 1 |
Total remuniration for Senior executives | 31 | 37 |
2023 | 2022 | |
| (Amounts in NOK million) | ||
Total fees for Board of Directors | 2 | 2 |
NOTE 9 Other operating expenses
Other operating expenses 2023 | 2022 | |
| (Amounts in NOK million) | ||
| Property expenses | -657 | -682 |
Marketing expenses | -110 | -167 |
IT expenses | -133 | -135 |
Other operating expenses | -236 | -223 |
Total other operating expenses | -1,136 | -1,208 |
1
1)
Property expenses consist of electricity, water, janitorial expenses, maintenance and short-term lease expenses for which
the underlying asset is of low value and hence IFRS 16 is not applied.
Please see Note 19 Accounts receivables and other current receivables.
Auditor's remuneration 2023 | 2022 | |
| (Amounts in NOK million) | ||
| Expensed auditor fees: | ||
Statutory audit (including technical assistance - annual accounts) | -5.1 | -3.9 |
Other attestation and assurance services | -0.3 | -0.2 |
Tax advice (including technical assistance corporate tax papers) | 0 | -0.1 |
Total auditor's remuneration | -5.3 | -4.2 |
NOTE 10 Realized net gain/loss
Net gain/loss 2023 | 2022 | |
| (Amounts in NOK million) | ||
Net gain/loss on disposal of property, plant and equipment | 0 | -9 |
Net foreign exchange gains/losses | 17 | -2 |
Total net gain/loss | 17 | -12 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 11 Net financial items
Interest and other financial income 2023 | 2022 | |
| (Amounts in NOK million) | ||
Interest income financial institutions | 50 | 12 |
Foreign exchange gains unrealized | 35 | 0 |
Foreign exchange gains realized | 20 | 0 |
Net gain derivatives unrealized | 43 | 77 |
Other financial income | 8 | 3 |
Total interest and other financial income | 156 | 92 |
Net financial items | -293 | -281 |
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Social
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Tax income 2023 | 2022 | |
| (Amounts in NOK million) | ||
Tax payable | -18 | -6 |
Adjustment deferred tax prior year | 0 | 2 |
Change in deferred tax | -72 | 19 |
Total tax income | -89 | 15 |
Deferred tax liabilities 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Intangible assets | 27 | 28 |
Gain and loss account | 7 | 8 |
Financial instruments | 9 | 10 |
Untaxed reserves | 29 | 21 |
Revenues | 2 | 2 |
Other items | 3 | 2 |
Total deferred tax liabilities relating to temporary differences | 78 | 71 |
Carrying amount deferred tax liabilities | 78 | 71 |
Deferred tax assets 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Fixed assets | 50 | 47 |
Leasing | 73 | 75 |
Receivables | 11 | 22 |
Losses carried forward | 19 | 78 |
Interest | 26 | 17 |
| Total deferred tax assets relating to temporary differences and losses | ||
carried forward | 178 | 239 |
Carrying amount deferred tax assets | 178 | 239 |
Explanation of the change in the deferred tax assets and liabilities: 2023 | 2022 | |
| (Amounts in NOK million) | ||
Net carrying amount deferred tax at January 1 | 168 | 141 |
Charge to profit or loss | -72 | 19 |
Charge direct to equity | -1 | 2 |
Acquisition of subsidiary | 0 | 6 |
Exchange differences | 5 | 0 |
Net carrying amount deferred tax at December 31 | 100 | 168 |
Losses carried forward as at December 31 2023 | 2022 | |
| (Amounts in NOK million) | ||
| Tax jurisdiction: | ||
Norway (unlimited expiration) | 0 | 276 |
Finland | 222 | 226 |
Denmark (unlimited expiration) | 947 | 818 |
Sweden (unlimited expiration) | 93 | 86 |
Total losses carried forward | 1,262 | 1,406 |
| Expiration | Unused tax | |
| year | losses | |
| (Amounts in NOK million) | ||
2014 | 2024 | 27 |
2016 | 2026 | 14 |
2017 | 2027 | 22 |
2018 | 2028 | 0 |
2020 | 2030 | 36 |
2021 | 2031 | 88 |
2022 | 2032 | 35 |
Total losses carried forward as at December 31, 2023 | 222 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Reconciliation of tax expense 2023 | 2022 | |
| (Amounts in NOK million) | ||
| Profit/loss before tax | ||
Norway | 341 | 23 |
Sweden | 68 | -98 |
Finland | 3 | -43 |
Denmark | -98 | -144 |
| Corporate tax rates | ||
Norway, 22% | -75 | -5 |
Sweden, 20.6% | -14 | 20 |
Finland, 20% | -1 | 9 |
Denmark, 22% | 22 | 32 |
| Reconciling items: | ||
Non-deductible expenses | -4 | -3 |
Unused tax losses not recognized as deferred tax assets | -20 | -39 |
Foreign currency effects | 2 | 0 |
Corrections of prior year tax assessments | 0 | 2 |
Others | 1 | -1 |
Calculated tax income | -89 | 15 |
Weighted average tax rate | 28.5% | 5.7% |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Goodwill | Norway | Sweden | Finland | Denmark | Total goodwill |
| (Amounts in NOK million) | |||||
| At January 1, 2022 | |||||
Cost | 1,838 | 215 | 581 | 0 | 2,634 |
Accumulated impairment | -199 | 0 | -10 | 0 | -209 |
Net book value | 1,640 | 215 | 571 | 0 | 2,425 |
| Year ended December 31, 2022 | |||||
Opening net book value | 1,640 | 215 | 571 | 0 | 2,425 |
Effect of changes in foreign exchange cost | 0 | -6 | 30 | 0 | 24 |
Additions | 29 | 0 | 0 | 0 | 29 |
Closing Net book value | 1,669 | 209 | 601 | 0 | 2,478 |
| At December 31, 2022 | |||||
Cost | 1,868 | 209 | 611 | 0 | 2,687 |
Accumulated impairment | -199 | 0 | -10 | 0 | -209 |
Net book value | 1,669 | 209 | 601 | 0 | 2,478 |
| Year ended December 31, 2023 | |||||
Opening net book value | 1,669 | 209 | 601 | 0 | 2,478 |
Effect of changes in foreign exchange cost | 0 | 15 | 42 | 0 | 56 |
Closing Net book value | 1,669 | 223 | 642 | 0 | 2,535 |
| At December 31, 2023 | |||||
Cost | 1,868 | 223 | 652 | 0 | 2,744 |
Accumulated impairment | -199 | 0 | -10 | 0 | -209 |
Net book value | 1,669 | 223 | 642 | 0 | 2,535 |
Useful life | Indefinite | Indefinite | Indefinite | Indefinite | |
| Not | Not | Not | Not | ||
| Amortization method | amortized | amortized | amortized | amortized |
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Consolidated financial statements
Consolidated statement of profit or
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Consolidated statement of
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Consolidated statement of financial
position
Consolidated statement of changes in
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Consolidated statement of cash flows
Notes to the consolidated
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Financial statements parent company
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APPENDIX
| Internally | Total other | ||||
| Customer | developed | intangible | |||
| Other intangible assets | relations | Trademark | software | Other | assets |
| (Amounts in NOK million) | |||||
| At January 1, 2022 | |||||
Cost | 59 | 268 | 420 | 4 | 750 |
Accumulated amortization and impairment | -31 | -266 | -308 | -4 | -608 |
Net book value | 29 | 2 | 113 | 0 | 143 |
| Year ended December 31, 2022 | |||||
Opening net book value | 29 | 2 | 113 | 0 | 143 |
Effect of changes in foreign exchange cost | 1 | 0 | -13 | 0 | -11 |
Effect of changes in foreign exchange accumulated depreciation | -1 | 0 | 9 | 0 | 9 |
Acquisitions | 6 | 0 | 0 | 0 | 6 |
Additions | 2 | 0 | 53 | 0 | 55 |
Disposals | 0 | -1 | -7 | 0 | -7 |
Amortization charge | -13 | 0 | -72 | 0 | -85 |
Closing Net book value | 25 | 1 | 84 | 0 | 109 |
| At December 31, 2022 | |||||
Cost | 68 | 267 | 447 | 4 | 785 |
Accumulated amortization and impairment | -44 | -266 | -363 | -4 | -676 |
Net book value | 25 | 1 | 84 | 0 | 109 |
| Year ended December 31, 2023 | |||||
Opening net book value | 25 | 1 | 84 | 0 | 109 |
Effect of changes in foreign exchange cost | 3 | 0 | 32 | 0 | 36 |
Effect of changes in foreign exchange accumulated depreciation | -2 | 0 | -27 | 0 | -29 |
Additions | 0 | 0 | 39 | 0 | 39 |
Amortization charge | -11 | 0 | -52 | 0 | -62 |
Closing Net book value | 15 | 1 | 77 | 0 | 93 |
| At December 31, 2023 | |||||
Cost | 72 | 267 | 519 | 0 | 857 |
Accumulated amortization and impairment | -56 | -266 | -442 | 0 | -764 |
Net book value | 15 | 1 | 77 | 0 | 93 |
Useful life | 3–7 years | 10 years | 3 years | 1–10 years | |
Amortization method | Straight-line | Straight-line | Straight-line | Straight-line |
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Consolidated financial statements
Consolidated statement of profit or
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Consolidated statement of
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Consolidated statement of financial
position
Consolidated statement of changes in
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Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
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APPENDIX
WACC | 2023 | 2022 |
Norway | 7.4% | 8.2% |
Sweden | 7.4% | 8.2% |
Finland | 7.8% | 8.7% |
Denmark | 7.4% | 8.2% |
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Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
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Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
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Alternative performance measures
APPENDIX
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Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
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APPENDIX
Commitments in relation to leases are payable as follows: 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Less than 1 year | 1,145 | 1,044 |
1–2 years | 1,014 | 924 |
2–3 years | 871 | 802 |
3–4 years | 763 | 667 |
4–5 years | 608 | 568 |
More than 5 years | 1,374 | 1,186 |
Minimum lease payments | 5,775 | 5,190 |
Future finance charges | -837 | -655 |
Recognized as a liability | 4,938 | 4,535 |
The present value of lease liabilities are as follows: 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Less than 1 year | 929 | 869 |
1–2 years | 849 | 810 |
2–3 years | 747 | 724 |
3–4 years | 674 | 619 |
4–5 years | 549 | 545 |
More than 5 years | 1,190 | 969 |
Present value of lease payments | 4,938 | 4,535 |
Cash flows from lease agreements | 2023 | 2022 |
Property lease agreements | 1,178 | 1,055 |
Short-term lease agreements and leases of assets of low value | 20 | 22 |
Total cash flows from lease agreements | 1,198 | 1,077 |
| Lease liability | |
| (Amounts in NOK million) | |
At December 31, 2021 | 4,452 |
| Year ended December 31, 2022 | |
Effect of changes in foreign exchange | 13 |
Additions new lease | 393 |
Effects from exercise of extension options | 297 |
Modification of contractual lease terms | 2 |
Amortizations | -1,053 |
Interest expense on lease liabilites | 189 |
Disposals sold clubs | -8 |
CPI index adjustments | 250 |
Closing Net book value December 31, 2022 | 4,535 |
| Lease liability | |
| (Amounts in NOK million) | |
At December 31, 2022 | 4,535 |
| Year ended December 31, 2023 | |
Effect of changes in foreign exchange | 181 |
Additions new lease | 219 |
Effects from exercise of extension options | 699 |
Modification of contractual lease terms | -11 |
Amortizations | -1,177 |
Interest expense on lease liabilites | 224 |
Disposals sold clubs | -44 |
CPI index adjustments | 312 |
Closing Net book value December 31, 2023 | 4,938 |
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Consolidated financial statements
Consolidated statement of profit or
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Consolidated statement of
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Consolidated statement of financial
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Consolidated statement of changes in
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Consolidated statement of cash flows
Notes to the consolidated
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Financial statements parent company
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APPENDIX
Lease terms - sensitivity analysis | 2023 | 2022 |
| (Amounts in NOK million at December 31) | ||
Options to extend, not yet committed to | 1,484 | 1,139 |
Leases not yet commenced, to which the lessee is committed | 94 | 299 |
| Premise | Other | Total | |
| rental | leases | RoU assets | |
| (Amounts in NOK million) | |||
| At January 1, 2022 | |||
Cost | 9,904 | 82 | 9,986 |
Accumulated depreciation | -5,841 | -68 | -5,909 |
Net book value | 4,063 | 15 | 4,077 |
| Year ended December 31, 2022 | |||
At January 1, 2022 | 4,063 | 15 | 4,077 |
Additions/disposals | 932 | 4 | 936 |
Effect of changes in foreign exchange cost | 24 | 2 | 26 |
Depreciation charge | -851 | -9 | -860 |
Effect of changes in foreign exchange accumulated depreciation | -16 | -2 | -18 |
Closing Net book value | 4,152 | 9 | 4,161 |
| At December 31, 2022 | |||
Cost | 10,815 | 87 | 10,903 |
Accumulated depreciation | -6,663 | -78 | -6,741 |
Net book value | 4,152 | 9 | 4,161 |
| Year ended December 31, 2023 | |||
At 1 January 2023 | 4,152 | 9 | 4,161 |
Additions/disposals | 1,175 | 5 | 1,180 |
Effect of changes in foreign exchange cost | 298 | 4 | 302 |
Depreciation charge | -933 | -8 | -940 |
Effect of changes in foreign exchange accumulated depreciation | -129 | -4 | -133 |
Closing Net book value | 4,563 | 7 | 4,570 |
| At December 31, 2023 | |||
Cost | 12,212 | 97 | 12,309 |
Accumulated depreciation | -7,649 | -90 | -7,739 |
Net book value | 4,563 | 7 | 4,570 |
Useful life | 1–15 years | 1–5 years | |
Depreciation method | Straight-line Straight-line |
Amounts recognized in profit and loss 2023 | 2022 | |
| (Amounts in NOK million) | ||
Depreciation expense on right-of-use assets | -940 | -860 |
Interest expense on lease liabilities | -224 | -189 |
Expense relating to short-term leases and leases of low value | -17 | -16 |
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Consolidated statement of profit or
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Consolidated statement of
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Consolidated statement of cash flows
Notes to the consolidated
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APPENDIX
| Leasehold | Fitness | Other equipment, | Total fixed | |
| improvements | equipment | fixtures and fittings | assets | |
| (Amounts in NOK million) | ||||
| At January 1, 2022 | ||||
Cost | 1,421 | 851 | 477 | 2,749 |
Accumulated depreciation and impairment | -991 | -651 | -416 | -2,058 |
Net book value | 431 | 200 | 61 | 691 |
| Year ended December 31, 2022 | ||||
Opening net book value | 431 | 200 | 61 | 691 |
Effect of changes in foreign exchange cost | 10 | 3 | 2 | 15 |
| Effect of changes in foreign exchange | ||||
accumulated depreciation | -10 | -2 | -1 | -14 |
Reclassification additions | 1 | 0 | -1 | 0 |
Acquisition cost | 4 | 15 | 5 | 24 |
Acquisition accumulated depreciation | -3 | -9 | -3 | -15 |
Additions | 89 | 82 | 29 | 199 |
Disposals cost | -94 | -14 | -9 | -117 |
Disposals accumulated depreciation | 94 | 14 | 6 | 114 |
Reclassification depreciations | 0 | -1 | 0 | 0 |
Depreciation charge | -91 | -55 | -30 | -175 |
Closing Net book value | 431 | 233 | 59 | 723 |
| At December 31, 2022 | ||||
Cost | 1,431 | 935 | 503 | 2,868 |
Accumulated depreciation and impairment | -1,001 | -702 | -443 | -2,146 |
Net book value | 431 | 233 | 59 | 723 |
| Leasehold | Fitness | Other equipment, | Total fixed | |
| improvements | equipment | fixtures and fittings | assets | |
| (Amounts in NOK million) | ||||
| Year ended December 31, 2023 | ||||
Opening net book value | 431 | 233 | 59 | 723 |
Effect of changes in foreign exchange cost | 63 | 34 | 16 | 114 |
| Effect of changes in foreign exchange | ||||
accumulated depreciation | -44 | -24 | -14 | -82 |
Additions | 49 | 57 | 21 | 127 |
Disposals cost | -42 | -13 | -31 | -86 |
Disposals accumulated depreciation | 41 | 12 | 31 | 84 |
Depreciation charge | -88 | -59 | -28 | -175 |
Closing Net book value | 411 | 240 | 54 | 705 |
| At December 31, 2023 | ||||
Cost | 1,502 | 1,013 | 509 | 3,024 |
Accumulated depreciation and impairment | -1,091 | -773 | -455 | -2,319 |
Net book value | 411 | 240 | 54 | 705 |
Useful life | 10 years | 5 – 9 years | 3 – 7 years | |
Depreciation method | Straight-line Straight-line | Straight-line |
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Consolidated financial statements
Consolidated statement of profit or
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Consolidated statement of
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Consolidated statement of financial
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Consolidated statement of changes in
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Consolidated statement of cash flows
Notes to the consolidated
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APPENDIX
NOTE 16 Other non-current receivables
Other non-current receivables
Other non-current receivables are measured at amortized cost using the effective interest method. Please
see Note 25 Financial risk factors for a description of the Group’s credit risk assessment.
2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Deposits | 46 | 40 |
Loan to related parties | 17 | 10 |
Total other non-current receivables | 63 | 50 |
| Organization | Business | Voting | Ownership | ||
| number | office | Country | percentage | percentage | |
SATS Holding AB | 556628-6562 | Stockholm | Sweden | 100% | 100% |
SATS Sports Club Sweden AB | 556563-2527 | Stockholm | Sweden | 100% | 100% |
SATS Finland Oy | 0459885-5 | Helsinki | Finland | 100% | 100% |
Fresh Fitness AS | 995-415-569 | Oslo | Norway | 100% | 100% |
SATS Norway AS | 892-625-522 | Oslo | Norway | 100% | 100% |
SATS Vest AS | 948-942-003 | Oslo | Norway | 100% | 100% |
SATS Danmark A/S | 20-37-05-99 | Copenhagen | Denmark | 100% | 100% |
NOTE 18 Inventories
2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Inventories at cost | 54,951 | 62,340 |
Impairment | -412 | -5,750 |
Total inventories | 54,539 | 56,590 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Loss allowance and ageing of accounts receivables 2023 | 2022 | |
| (Amounts in NOK million) | ||
Accounts receivables | 318 | 379 |
Loss allowance | -181 | -253 |
Total | 136 | 126 |
| Age of trade receivables 2023 | |
Not due | 61 |
30–60 days | 45 |
60–90 days | 16 |
90–120 days | 6 |
120–365 days | 45 |
>365 days | 145 |
Total accounts receivables, gross | 318 |
Total accounts receivables, net | 136 |
Loss allowance at December 31, 2022 | -253 |
Reversals during the year | 2 |
Provisions during the year | 69 |
Loss allowance at December 31, 2023 | -181 |
Other current receivables 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Credit cards | 7 | 5 |
VAT receivables | 20 | 9 |
Prepaid taxes | 22 | 22 |
Other current receivables | 37 | 19 |
Total other current receivables | 86 | 54 |
Prepaid expenses and accrued income 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Prepaid rent | 26 | 29 |
Prepaid property expenses | 31 | 27 |
Prepaid marketing expenses | 30 | 27 |
Prepaid websale expenses | 0 | 48 |
Contract asset | 71 | 110 |
Other prepaid expenses | 80 | 45 |
Total prepaid expenses and accrued income | 237 | 287 |
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Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
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APPENDIX
2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Cash and cash equivalents | 282 | 345 |
| Of which are restricted cash: | ||
Restricted bank deposits for employee tax withholdings | 23 | 22 |
| Number of | Ownership | Voting | |
| ordinary shares | percentage | percentage | |
TG Nordic Invest | 56,103,145 | 27.4% | 27.4% |
AF III HOLDCO AS | 48,988,455 | 23.9% | 23.9% |
Canica AS | 13,172,428 | 6.4% | 6.4% |
Maaseide Promotion AS | 7,990,976 | 3.9% | 3.9% |
Sats Management Invest AS | 7,591,213 | 3.7% | 3.7% |
Salt Value AS | 5,761,330 | 2.8% | 2.8% |
Funkybiz AS | 5,000,000 | 2.4% | 2.4% |
Velven Gård AS | 3,822,251 | 1.9% | 1.9% |
Verdipapirfondet KLP Aksjenorge | 3,801,073 | 1.9% | 1.9% |
J.P. Morgan SE | 3,496,228 | 1.7% | 1.7% |
Ingvarda AS | 2,000,000 | 1.0% | 1.0% |
Avanza Bank AB | 1,925,685 | 0.9% | 0.9% |
Wenaasgruppen AS | 1,364,000 | 0.7% | 0.7% |
State Street Bank and Trust Comp | 1,361,967 | 0.7% | 0.7% |
HFN Group AS | 1,107,806 | 0.5% | 0.5% |
Alcancia Capital AS | 1,044,179 | 0.5% | 0.5% |
J.P. Morgan SE | 1,013,144 | 0.5% | 0.5% |
Nordnet Bank AB | 1,005,489 | 0.5% | 0.5% |
VPF Sparebank 1 Norge Verdi | 990,000 | 0.5% | 0.5% |
J.P. Morgan SE | 970,000 | 0.5% | 0.5% |
Other | 36,185,219 | 17.7% | 17.7% |
Total | 204,694,588 | 100.0% | 100.0% |
| Ownership percentage | |
Executive management including CEO | 26.18% |
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Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Basic earnings per share 2023 | 2022 | |
| (Amounts in NOK) | ||
From continuing operations attributable to the ordinary equity | 1.10 | -1.25 |
Total basic earnings per share attributable to the ordinary equity | 1.10 | -1.25 |
Total number of outstanding shares | 203,103,000 | 196,915,471 |
Diluted earnings per share 2023 | 2022 | |
| (Amounts in NOK per share) | ||
From continuing operations attributable to the ordinary equity | 1.10 | -1.25 |
Total diluted earnings per share attributable to the ordinary equity | 1.10 | -1.25 |
Total number of outstanding shares | 204,069,165 | 196,915,471 |
Reconciliation of earnings used in calculating earnings per share 2023 | 2022 | |
| (Amounts in NOK million) | ||
| Basic earnings per share | ||
Profit/loss attributable to equity holders of the Group | 224 | -246 |
| Profit/loss attributable to the ordinary equity used in calculating basic | ||
earnings per share | 224 | -246 |
| Diluted earnings per share | ||
Profit/loss used in calculating diluted earnings per share | 224 | -246 |
| Profit/loss attributable to the ordinary equity used in calculating | ||
diluted earnings per share | 224 | -246 |
PAGE 106 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 23 Borrowings
Overview of interest bearing liabilities 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
| Current | ||
Accrued interest cost | 17 | 19 |
Leases | 929 | 869 |
Total current interest-bearing liabilities | 946 | 888 |
| Non-current | ||
Bank borrowings | 1,721 | 1,970 |
Leases | 4,009 | 3,666 |
Total non-current interest-bearing liabilities | 5,730 | 5,636 |
Total interest-bearing liabilities | 6,676 | 6,524 |
The fair value of the interest-bearing liabilities is considered to be equal to the book value according to the
amortized cost as shown above. With the aim of achieving a more balanced internal and external exchange
rate exposure, a redistribution of loans in different currencies has taken place in 2023. The bank facility
in NOK has decreased by 691 million, while in DKK, it has increased by 450 million. The Group has bank
facilities in NOK, SEK, EUR and DKK. As at the balance sheet date of December 31, 2023, the bank facility
in SEK amounts to 650 million, in EUR amount to 6 million and the bank facility in DKK amounts to 450
million, which corresponds to NOK 658 million, NOK 71 million and NOK 679 million, respectively. All the
bank facilities have floating interest rates.
The long-term loan facility agreement
The company has an unsecured revolving credit facility (RCF) agreement, consisting of a multicurrency
RCF with a maximum principal amount of NOK 2,500 million. As at the balance sheet date of December 31,
2023, the remaining undrawn amount amounted up to approximately NOK 656 million.
Interests on borrowings under the new facility will be paid at an annual interest rate equal to the applicable
IBOR plus a margin reliant on the leverage ratio of the Group.
The facility will mature in full in September 2025, and no installment payments are due before this time.
Interest payable will depend on the principal amount of the facility at any given time. However, based on
a draw down of NOK 1,844 million as at the balance sheet date of December 31, 2023, the annual interest
payment is expected to be in the range of NOK 86 to 117 million.
Payment profile for the Group’s borrowings
The following table shows the undiscounted payment profile of the Group’s borrowings, based on the
remaining loan period at the balance sheet date:
| Borrowing facilities Total | |
| (Amounts in NOK million) | |
Less than 1 year | 117 |
1–2 years | 1,809 |
2–3 years | 0 |
3–5 years | 0 |
More than 5 years | 0 |
Payment profile for borrowings | 1,926 |
Financial borrowing facility covenants
The loan facility agreement includes a financial covenant requiring the leverage ratio, Net Debt to EBITDA
before IFRS 16, not to exceed 4.0x. The facility agreement does not contain any restrictions on dividend
payments.
Compliance with financial borrowing covenants
SATS ASA executes the financing functions within the Group, holds the long-term financing agreement
with the Group’s long-term lenders, and provides long-term financing to other Group entities. SATS ASA has
complied with the financial covenants related to its borrowing facility throughout 2022 and 2023.
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activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 24 Reconciliation of cash and cash equivalents and
borrowings
Liabilities arising from financing activities
| Cash and cash | ||||
equivalents | Borrowings | Leases | Total | |
| (Amounts in NOK million) | ||||
Net debt January 1, 2022 | -281 | 2,103 | 4,452 | 6,274 |
| Cash flows | ||||
Net cash flow from operations | -1,082 | 0 | 0 | -1,082 |
Net cash flow from investing | 313 | 0 | 0 | 313 |
Net cash flow from financing | 681 | 0 | 0 | 681 |
Repayments of borrowings | 0 | -309 | 0 | -309 |
Proceeds from borrowings | 0 | 200 | 0 | 200 |
Installments on lease liabilities | 0 | 0 | -852 | -852 |
Interest on lease liabilities | 0 | 0 | -189 | -189 |
| Non-cash changes | ||||
Net additions – leases | 0 | 0 | 1,107 | 1,107 |
Depreciation bank costs | 0 | 3 | 0 | 3 |
Foreign exchange rate changes | 24 | -16 | 17 | 26 |
Other changes | 0 | 8 | 0 | 8 |
Net debt December 31, 2022 | -345 | 1,989 | 4,535 | 6,178 |
| Cash flows | ||||
Net cash flow from operations | -1,758 | 0 | 0 | -1,758 |
Net cash flow from investing | 172 | 0 | 0 | 172 |
Net cash flow from financing | 1,587 | 0 | 0 | 1,587 |
Repayments of borrowings | 0 | -288 | 0 | -288 |
Installments on lease liabilities | 0 | 0 | -947 | -947 |
Interest on lease liabilities | 0 | 0 | -224 | -224 |
| Non-cash changes | ||||
Net additions – leases | 0 | 0 | 1,393 | 1,393 |
Depreciation bank costs | 0 | 3 | 0 | 3 |
Foreign exchange rate changes | 63 | 36 | 180 | 279 |
Other changes | 0 | -2 | 0 | -2 |
Net debt December 31, 2023 | -282 | 1,738 | 4,938 | 6,394 |
NOTE 25 Financial risk factors
Overview
Through its activities, the Group will be exposed to different types of financial risks: market risk, credit risk
and liquidity risk. This note presents information related to the Group’s exposure to such risks, the Group’s
objectives, policies and procedures for risk management and handling, as well as the Group’s management
of capital. Additional quantitative information is included in this note. The Group does not apply hedge
accounting.
Risk management
The Group’s overall risk management plan is to ensure the ongoing liquidity in the Group, defined as being
able to meet its obligations at any time. This also includes being able to meet the financial covenants
related to the Group’s borrowings.
Risk management of the Group is maintained by a central finance function in accordance with the
guidelines approved by the Board. The Group’s finance function identifies, measures, mitigates and reports
on financial risks in close cooperation with the various operating units.
Risk management policies and procedures are reviewed regularly to take into account changes in the
market and the Group’s activities.
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Environment
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activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
| Impact on profit/loss after tax | ||
Interest rate - sensitivity analysis | 2023 | 2022 |
| (Amounts in NOK million) | ||
| Interest rates - increase 100 basis points | -15 | -16 |
| Interest rates - decrease 100 basis points | 15 | 16 |
| Notional in | Unrealized gain | |||
currency million | Maturity | Fixed rate | December 31 | |
| (Amounts in NOK million) | ||||
IRS NOK | 694 | 28.10.2026 | 1.751 | 36 |
IRS EUR | 200 | 28.10.2024 | 0.430 | 6 |
Fair value of the Group’s interest rate swaps as at December 31, 2023 in NOK million | 43 |
| Notional in | Unrealized loss | |||
currency million | Maturity | Fixed rate | December 31 | |
| (Amounts in NOK million) | ||||
IRS NOK | 694 | 28.10.2026 | 1.751 | 36 |
IRS EUR | 200 | 28.10.2024 | 0.430 | 11 |
Fair value of the Group’s interest rate swaps as at December 31, 2022 in NOK million | 47 |
Assets | Liabilities | |||
Exposure to currency | 2023 | 2022 | 2023 | 2022 |
| (Amounts in million at December 31) | ||||
SEK | 177 | 733 | 650 | 651 |
EUR | 5 | 14 | 6 | 6 |
DKK | 511 | -1 | 450 | 0 |
| Year-end spot rate | ||
2023 | 2022 | |
SEK | 1,013 | 0,945 |
EUR | 11,241 | 10,514 |
DKK | 1,508 | 1,414 |
Exchange rate - sensitivity analysis 2023 | 2022 | |
| (Amounts in NOK million) | ||
| SEK/NOK exchange rate - increase 10% | 51 | 50 |
| EUR/NOK exchange rate - increase 10% | -1 | 3 |
| DKK/NOK exchange rate - increase 10% | -1 | -14 |
Impact on Profit/loss after tax | 49 | 38 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Maturity profile 1–3 months | 3–12 months | 1–5 years | More than 5 years | Total | |
| (Amounts in NOK million) | |||||
Accounts receivables | 121 | 51 | 145 | 0 | 318 |
Other current receivables | 86 | 0 | 0 | 0 | 86 |
Cash and cash equivalents | 282 | 0 | 0 | 0 | 282 |
Financial assets | 489 | 51 | 145 | 0 | 685 |
Borrowings | 0 | 0 | 1,724 | 0 | 1,724 |
Lease liabilities | 297 | 847 | 3,256 | 1,374 | 5,775 |
Trade payables | 130 | 0 | 0 | 0 | 130 |
Other current liabilities | 415 | 0 | 0 | 0 | 415 |
Payment of interest | 30 | 87 | 86 | 0 | 202 |
Financial liabilities | 871 | 934 | 5,066 | 1,374 | 8,245 |
Net financial liabilities | -383 | -883 | -4,920 | -1,374 | -7,560 |
Maturity profile 1–3 months | 3–12 months | 1–5 years | More than 5 years | Total | |
| (Amounts in NOK million) | |||||
Accounts receivables | 121 | 48 | 209 | 0 | 379 |
Other current receivables | 54 | 0 | 0 | 0 | 54 |
Cash and cash equivalents | 345 | 0 | 0 | 0 | 345 |
Financial assets | 521 | 48 | 209 | 0 | 778 |
Borrowings | 0 | 0 | 1,976 | 0 | 1,976 |
Lease liabilities | 271 | 773 | 2,960 | 1,186 | 5,190 |
Trade payables | 116 | 0 | 0 | 0 | 116 |
Other current liabilities | 423 | 0 | 0 | 0 | 423 |
Payment of interest | 28 | 85 | 157 | 0 | 270 |
Financial liabilities | 838 | 857 | 5,093 | 1,186 | 7,975 |
Net financial liabilities | -318 | -809 | -4,884 | -1,186 | -7,197 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 26 Financial instruments
The Group has the following derivative financial instruments: 2023 | 20221 | |
| (Amounts in NOK million at December 31) | ||
| Non-current assets | ||
Interest rate swap contracts | 36 | 47 |
Total non-current derivative financial instrument assets | 36 | 47 |
| Current assets | ||
Interest rate swap contracts | 6 | 0 |
Total current derivative financial instrument assets | 6 | 0 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
| Assets measured at | Fair value through | ||
| amortized cost | profit and loss | Total | |
| (Amounts in NOK million) | |||
Other non-current receivables | 63 | 0 | 63 |
Accounts receivable | 136 | 0 | 136 |
Other current receivables | 86 | 0 | 86 |
Derivatives | 0 | 43 | 43 |
Cash and cash equivalents | 282 | 0 | 282 |
Total financial assets | 567 | 43 | 610 |
| Liabilities measured | Fair value through | ||
| at amortized cost | profit and loss | Total | |
| (Amounts in NOK million) | |||
Borrowings | 1,738 | 0 | 1,738 |
Leases | 4,938 | 0 | 4,938 |
Trade and other payables | 130 | 0 | 130 |
Other current liabilities | 415 | 0 | 415 |
Total financial liabilities | 7,220 | 0 | 7,220 |
| Assets measured at | Fair value through | ||
| amortized cost | profit and loss | Total | |
| (Amounts in NOK million) | |||
Other non-current receivables | 50 | 0 | 50 |
Accounts receivable | 126 | 0 | 126 |
Other current receivables | 54 | 0 | 54 |
Derivatives | 0 | 47 | 47 |
Cash and cash equivalents | 345 | 0 | 345 |
Total financial assets | 574 | 47 | 621 |
| Liabilities measured | Fair value through | ||
| at amortized cost | profit and loss | Total | |
| (Amounts in NOK million) | |||
Borrowings | 1,989 | 0 | 1,989 |
Leases | 4,535 | 0 | 4,535 |
Trade and other payables | 116 | 0 | 116 |
Other current liabilities | 423 | 0 | 423 |
Total financial liabilities | 7,063 | 0 | 7,063 |
NOTE 27 Other current liabilities
Contract liabilities
A large portion of the Group’s customers pay the monthly membership subscription fee in advance. These
prepayments are recognized as non-financial debt and will be settled in the Group’s services.
2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Contract liabilities | 548 | 584 |
Total deferred revenue | 548 | 584 |
Trade payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of
financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of
recognition. Trade and other payables are presented as current liabilities unless payment is not due within
twelve months after the reporting period. They are recognized initially at their fair value and subsequently
measured at amortized cost using the effective interest method.
Other current liabilities by nature 2023 | 2022 | |
| (Amounts in NOK million at December 31) | ||
Accrued employee benefit expenses | 85 | 83 |
Accrued vacation pay | 91 | 89 |
Accrued rent | 18 | 5 |
Accrued rent discounts | 40 | 44 |
Customer liabilities | 51 | 41 |
Other current liabilities | 129 | 161 |
Total other current liabilities | 415 | 423 |
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Related party | Relationship | Type of services | 2023 | 2022 |
| (Amounts in NOK million) | ||||
Key employees | Employees | Loan | 17 | 10 |
Total related party profit or loss items | 17 | 10 |
NOTE 29 New IFRS standards
New standards and amendments – applicable January 1, 2023
The following standards and interpretations apply for the first time to financial reporting periods
commencing on or after January 1, 2023. SATS has not identified any significant impact to the Group’s
consolidated financial statements as a result of the mentioned amendments:
Income Taxes - Amendments to IAS 12
The International Accounting Standards Boards issued Deferred Tax related to Assets and Liabilites
arising from a Single Transaction in May 2021 that aims to clarify how companies account for deferred
tax on leases and decommissioning obligations. The amendments narrowed the scope of the recognition
exemption in paragraphs 15 and 24 of IAS 12 (recognition exemption) so that it no longer applies to
transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences.
Presentation of Financial Statements and Making Materiality Judgements - Amendments to IAS 1 and IFRS
Practice Statements 2
The amendments change the requirements in IAS 1 with regard to disclosure of accounting policies. The
amendments replace all instances of the term “significant accounting policies” with “material accounting
policy information”. Accounting policy information is material if, when considered together with other
information included in an entity’s financial statements, it can reasonably be expected to influence
decisions that the primary users of general purpose financial statements make on the basis of those
financial statements.
The supporting paragraphs in IAS 1 are also amended to clarify that accounting policy information that
relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed.
Accounting policy information may be material because of the nature of the related transactions, other
events or conditions, even if the amounts are immaterial. However, not all accounting policy information
relating to material transactions, other events or conditions is itself material.
The IASB has also developed guidance and examples to explain and demonstrate the application of the
“our-step materiality process” described in IFRS Practice Statement 2.
No changes have been made to any of the current accounting standards.
Accounting Policies, Changes in Accounting Estimates and Errors - Amendments to IAS 8
The amendments replace the definition of a change in accounting estimates with a definition of accounting
estimates. Under the new definition, accounting estimates are “monetary amounts in financial statements
that are subject to measurement uncertainty”. The definition of a change in accounting estimates was
deleted.
Standards not yet effective
The below amendments to IFRS applicable to SATS have been issued but were not yet effective on the
balance sheet date. Except for IAS 1, management, at the date of the Board approval of these financial
statements, has not identified any significant potential impacts to the Group’s consolidated financial
statements as a result of these amendments. None of the following standards have been subject to early
adaptation.
Classification of Liabilities as Current or Non-current – Amendments to IAS 1
rights that exist at the end of the reporting period. Classification is unaffected by the expectations of
the entity or events after the reporting date (e.g., the receipt of a waiver or a breach of covenant). The
amendments also clarify what IAS 1 means when it refers to the “settlement” of a liability.
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FINANCIAL STATEMENTS
Consolidated financial statements
Consolidated statement of profit or
loss
Consolidated statement of
comprehensive income
Consolidated statement of financial
position
Consolidated statement of changes in
equity
Consolidated statement of cash flows
Notes to the consolidated
financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
The amendments could affect the classification of liabilities from non-current to current if any non-
compliance with loan covenants is expected for further reporting periods.
The standard will be applied retrospectively in accordance with the normal requirements in IAS 8
Accounting Policies, Changes in Accounting Estimates and Errors.
Lease Liability in a Sale and Leaseback – Amendment to IFRS 16 Leases
The amendments to IFRS 16 add subsequent measurement requirements for sale and leaseback
transactions that satisfy the requirements in IFRS 15 to be accounted for as a sale. The amendments
require the seller-lessee to determine ‘lease payments’ or ‘revised lease payments’ such that the seller-
lessee does not recognise a gain or loss that relates to the right of use retained by the seller-lessee, after
the commencement date.
The amendments do not affect the gain or loss recognised by the seller-lessee relating to the partial or full
termination of a lease. Without these new requirements, a seller-lessee may have recognised a gain on
the right of use it retains solely because of a remeasurement of the lease liability (for example, following
a lease modification or change in the lease term) applying the general requirements in IFRS 16. This could
have been particularly the case in a leaseback that includes variable lease payments that do not depend on
an index or rate.
As part of the amendments, the IASB amended an Illustrative Example in IFRS 16 and added a new
example to illustrate the subsequent measurement of a right-of-use asset and lease liability in a sale and
leaseback transaction with variable lease payments that do not depend on an index or rate. The illustrative
examples also clarify that the liability, that arises from a sale and leaseback transaction that qualifies as a
sale applying IFRS 15, is a lease liability.
The amendments are effective for annual reporting periods beginning on or after January 1, 2024. Earlier
application is permitted. If a seller-lessee applies the amendments for an earlier period, it is required to
disclose that fact.
A seller-lessee applies the amendments retrospectively in accordance with IAS 8 to sale and leaseback
transactions entered into after the date of initial application, which is defined as the beginning of the
annual reporting period in which the entity first applied IFRS 16.
NOTE 30 Events after the balance sheet date
On January 10, 2024, SATS announced a share investment program for certain senior executives and
certain other key employees who were employed by the SATS Group following completion of the 2023
share investment program, with the results announced on January 11, 2024. Nine employees applied for a
total of 372,223 shares. The Shares allocated in the Share Investment Program will be settled through the
Company’s sale of existing shares in the Company listed on the Oslo Stock Exchange, held in treasury.
The Board of Directors is not aware of any events that occurred after the balance sheet date, or any new
information regarding existing matters, that can have a material effect on the 2023 consolidated financial
statements.
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Statement of profit or loss
Notes 2023 2022
(Amounts in NOK million for the period ended December 31)
Other operating expenses 3 -27 -18
Total operating expenses -27 -18
Operating loss -27 -18
Group contributions
6 148 0
Interest income from Group companies
5, 6 182 83
Other interest income 51 12
Other financial income 544 193
Net gain derivatives unrealized
13 -4 47
Interest expense to Group companies
6 -62 -7
Other interest expense
9 -171 -111
Other financial expenses -518 -212
Net financial items
4 171 5
Profit/loss before tax 145 -13
Income tax
10 -34 5
Profit/loss for the year 111 -8
Allocation of profit/loss for the year
Retained earnings/accumulated losses
8 111 -8
Total allocation 111 -8
Financial statements parent company
Financial statements parent company
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Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Statement of financial position
Notes 2023 2022
(Amounts in NOK million at December 31)
NON-CURRENT ASSETS
Intangible assets
Deferred tax asset
10 0 35
Total non-current intangible assets 0 35
Financial assets
Investments in subsidiaries
5 2,956 2,606
Loans to Group companies
6 1,491 1,707
Derivative financial instruments
13 36 47
Other non-current receivables
6 17 10
Total non-current financial assets 4,500 4,369
Total non-current assets 4,500 4,404
CURRENT ASSETS
Receivables from Group companies
6 149 0
Other receivables 9 3
Derivative financial instruments
13 6 0
Cash and cash equivalents
7 136 888
Total current assets 299 891
Total assets 4,799 5,295
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Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Statement of financial position
Notes 2023 2022
(Amounts in NOK million at December 31)
EQUITY
Share capital
8 435 431
Share premium
8 3,050 3,045
Treasury shares
8 -24 -14
Retained earnings/accumulated losses
8 -708 -815
Total equity 2,754 2,649
LIABILITIES
Non-current liabilities
Deferred tax liability
10 10 11
Borrowings
9 1,721 1,970
Total non-current liabilities 1,731 1,981
Current liabilities
Borrowings
9 17 19
Borrowings from Group companies
6 295 640
Trade and other payables 1 1
Other current liabilities 2 5
Total current liabilities 315 665
Total liabilities 2,046 2,646
Total equity and liabilities 4,799 5,295
Oslo, March 22, 2024
Signed electronically
Hugo Lund Maurstad
Chair of the Board
Martin Folke Tiveus
Board Member
Maria Tallaksen
Board Member
Andreas Høgdall Holm
Board Member
Lisa Åberg
Board Member
Sondre Gravir
CEO
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Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Notes 2023 2022
(Amounts in NOK million for the period ended December 31)
Cash flow from operating activities
Profit/loss before tax 145 -13
Adjustment for:
Taxes paid in the period
10 0 2
Net gain/loss from fair value on derivatives 4 -47
Proceeds from interest income -50 -12
Proceeds from other financial income -35 0
Payments of interest income 171 111
Payments of other financial expense 8 19
Change in intercompany receivables and payables -614 555
Change in trade payables and other accruals -6 3
Net cash flow from operations -379 618
Cash flow from investing
Loan to related parties -6 -10
Loan to Group companies 0 -629
Interest on Group loans 98 35
Net cash flow from investing 92 -603
Cash flow from financing
Repayments of borrowings
9 -288 -300
Proceeds from borrowings
9 0 200
Interest on borrowings -119 -70
Transaction costs from issues of new shares 0 -13
Proceeds from issues of shares 8 601
Purchase of own shares -21 0
Proceeds from sale of own shares 6 3
Net cash flow from financing -413 420
Net increase/decrease in cash and cash equivalents
7 -700 435
Effect of foreign exchange rate changes on cash and cash equivalents -53 -7
Cash and cash equivalents at the beginning of the period 888 459
Cash and cash equivalents at the end of period
7 136 888
Statement of cash flows
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Note 1 General information 119
Note 2 Accounting principles 119
Note 3 Other operating expenses 120
Note 4 Net financial items 120
Note 5 Subsidiaries 121
Note 6 Related parties 121
Note 7 Cash and cash equivalents 122
Note 8 Share capital 122
Note 9 Borrowings 123
Note 10 Tax 124
Note 11 New IFRS standards 124
Note 12 Events after the balance sheet date 124
Note 13 Financial risk factors 124
NOTES PAGE
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 1 General information
General information
SATS ASA is registered and domiciled in Norway with its head office at Nydalsveien 28, Oslo, Norway. The
Group’s ownership structure is as follows: 27.4% by TG Nordic Invest, 23.9% by AF III Holdco AS, 6.4% by
Canica AS, 3.9% by Maaseide Promotion AS, 3.7% by SATS Management Invest AS and 34.7% by other
shareholders. The company was incorporated on March 11, 2011.
The Board of Directors approved the financial statements on March 22, 2024.
Financial reporting framework
The financial statements are prepared in accordance with the simplified application of International
Financial Reporting Standards (Norwegian Forenklet IFRS) in accordance with § 3-9 of the Norwegian
Accounting Act and the related directive. The directive refers to the general recognition and measurement
requirements in IFRS as endorsed by the European Union, but with certain exemptions.
The relevant exemption applicable to SATS ASA relates to the recognition of group contributions
(Norwegian konsernbidrag). Group contributions and dividends under simplified IFRS may be recognized
in accordance with Norwegian generally accepted accounting principles for the distributing and receiving
entity. This means that the distributing entity may recognize a liability when the contribution or dividend
is proposed, but before it has been approved. The receiving entity may also recognize the dividend or
contribution receivable before it has been approved.
Disclosure requirements are in accordance with the directive, which refers to disclosure requirements
in accordance with Chapter 7 of the Norwegian Accounting Act and Norwegian generally accepted
accounting principles, with certain differences.
The financial statements are prepared in accordance with the historical cost principle, with the exemption
of derivatives which are measured at fair value.
Preparation of financial statements in accordance with simplified IFRS requires the use of estimates. The
application of company’s accounting principles further requires management to apply judgement.
Certain new or revised standards, amendments or interpretations of existing standards have been
published. Management has assessed these changes and concluded that they are not relevant for the
business of the company or for the 2023 financial statements. For new standards, please see Note 29 New
IFRS standards in the consolidated financial statements.
The company’s significant accounting policies are disclosed in Note 3 Principles of consolidation and
significant accounting policies in the consolidated financial statements. These principles have been
applied consistently in all periods presented in the financial statements, unless stated otherwise.
Notes to the financial statements
NOTE 2 Accounting principles
Foreign currency
Functional currency and presentation currency
The financial statements of the company are prepared in NOK, which is the currency of the primary
economic environment in which the company operates.
Transactions, monetary and non-monetary items
IIn preparing the financial statements, transactions in currencies other than the entity’s functional currency
(foreign currencies) are recognized at the rate of exchange prevailing at the dates of the transactions.
Gains or losses on transactions in foreign currencies and exchange differences on monetary items are
recognized in profit or loss in the period in which they arise.
Subsidiaries
Subsidiaries are entities controlled by the company. The company controls an investee when the company
is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to
affect those returns through its power over the investee. Investment in subsidiaries is measured at historic
cost less any impairment. Acquisition-related costs are generally recognized in profit or loss as incurred.
Intercompany loans
The terms for intercompany loans to subsidiaries are formally regulated by contractual lending
agreements. Intercompany loans are accounted for as financial assets within the scope of IFRS 9 in the
parent company’s financial statements.
Intercompany loans are classified as financial assets at amortized cost since they are held within a
business model with the objective of collecting the contractual cash flows, and the contractual terms give
rise on specified dates to cash flows that are solely payments of principal and interest on the principal
outstanding.
At initial recognition, loans are measured at their fair value, adjusted for directly attributable transaction
costs. Loans are subsequently measured at amortized cost using the effective interest rate method and
are subject to impairment under the general expected credit loss model.
Loans denominated in foreign currencies are translated at the functional currency spot rates at the
reporting date. Currency differences arising on settlement or translation are recognized in profit or loss.
Derivatives
Derivatives are recognized at fair value when the company becomes party to the contract and are
subsequently measured at fair value through profit or loss. Fair value gains or losses are presented as fair
value changes of derivatives in the income statements.
The company does not apply hedge accounting.
Cash and cash equivalents
Cash and cash equivalents consist of cash, bank deposits, other short-term cash-convertible investments
with a maturity not exceeding three months and drawn overdraft facilities. Drawn overdraft facilities are
included in current borrowings in the statement of financial position.
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Environment
Social
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activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Share capital and share premium
Ordinary shares are classified as equity. Costs that are directly related the issue of new shares or warrants
are recognized after tax as a reduction of the consideration received directly in equity.
Borrowings
Borrowings are initially recognized at fair value when cash is received. Transaction costs are deducted
from the carrying amount. Borrowings are classified as current unless the company has the unconditional
right to defer repayment for twelve months or more after the reporting date.
Income tax
Income tax presented in the income statement comprises both income tax payable and movements
in deferred taxes. Deferred taxes are calculated using the enacted tax rate applied to the temporary
differences that exist between the carrying amount and the tax base of an asset or liability and unused
tax losses, if any, at the reporting date. Deferred tax assets from unused tax losses are recognized to
the extent that it is probable that the Group can utilize the tax losses against taxable profit in the future.
Deferred tax assets and liabilities are presented net in the statement of financial position.
Tax deductions through contributed group contributions (Norwegian konsernbidrag) and taxes on received
group contributions are recognized as a reduction of the cost of the investment in the subsidiary or
recognized directly in equity and against income tax payable or deferred taxes in the contributing and
receiving entity, as applicable.
Deferred tax assets and liabilities are not discounted but recognized at nominal value.
Statement of cash flows
The statement of cash flows is presented according to the indirect method. Cash and cash equivalents
include cash, bank deposits and other short-term cash convertible investments.
NOTE 3 Other operating expenses
2023 2022
(Amounts in NOK million)
Consultant services -24 -15
Other operating expenses -3 -3
Total operating expenses -27 -18
The company has no employees.
The Board of Directors received NOK 2,077 thousand in remuneration in 2023 (NOK 1,990 thousand in
2022). The remuneration to the Board members is included in Other operating expenses.
Auditor's remuneration 2023 2022
(Amounts in NOK thousand)
Expensed auditor incl. VAT:
Statutory audit (including technical assistance - annual accounts) -2,174 -1,488
Other attestation and assurance services -124 -106
Total auditor's remuneration -2,298 -1,594
NOTE 4 Net financial items
Interest and other financial income 2023 2022
(Amounts in NOK million)
Dividends from subsidiaries and Group contributions 148 0
Interest income from Group companies 182 83
Interest income financial institutions 51 12
Foreign exchange gain 544 193
Net gain derivatives unrealized 0 47
Total interest and other financial income 925 335
Interest and other financial expenses 2023 2022
(Amounts in NOK million)
Interest expense to Group companies -62 -7
Interest expense financial institutions -171 -111
Foreign exchange loss -510 -199
Net loss derivatives unrealized -4 0
Other financial expenses -8 -13
Total interest and other financial expenses -754 -330
Net financial items 171 5
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Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 5 Subsidiaries
The table below sets forth SATS ASA’s ownership interest in subsidiaries. The subsidiary is a holding company and owns shares in other
subsidiaries as described in its annual financial statement.
Ownership interests correspond to voting interest if not otherwise stated.
SATS ASA has, in 2023, provided a shareholder contribution of NOK 350 million to SATS Holding AB.
Subsidiaries
Business
office
Ownership
percentage Equity Gain after tax
Carrying
amount 2023
(Amounts in NOK million)
SATS Holding AB Stockholm 100% 1,957 14 2,956
Investment in a subsidiary is carried at cost.
NOTE 6 Related parties
General
The following table presents an overview of transactions with related parties. Remuneration to executive staff and the Board of Directors and
share capital information are presented in Note 3 Principles of consolidation and significant accounting policies and are not included in the
following overview:
Balance sheet items
Related party/type Relationship Financial statement line item 2023 2022
(Amounts in NOK million at December 31)
Financing through SATS ASA Subsidiaries Loans to Group companies 1,490,999 1,707,006
Group contribution Subsidiaries Receivables from Group companies 148,296 0
Cash pool Subsidiaries Borrowings from Group companies -291,616 -640,443
SATS Sports Club Sweden AB Subsidiaries Investment program 135 70
SATS Finland OY Subsidiaries Investment program 131 65
Key employees Employees Loan 16,936 9,719
SATS Sports Club Sweden AB Subsidiaries Other current liabilities -1,523 0
SATS Norway AS Subsidiaries Other current liabilities -926 0
SATS Vest AS Subsidiaries Other current liabilities -267 0
Fresh Fitness AS Subsidiaries Other current liabilities -396 0
Total related party balance sheet items 1,361,769 1,076,416
All transactions with related parties are priced at market terms, and there are no special conditions attached to them. Transactions with
subsidiaries have been eliminated in consolidated statements and do not represent transactions with related parties.
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Impairment of intercompany loans
Under the general impairment model, the parent company recognizes an allowance for expected credit
losses for all intercompany loans.
Credit losses are measured based on the difference between all contractual cash flows that are due in
accordance with the contract and all the cash flows expected to be received, discounted at the original
effective interest rate.
At initial recognition intercompany loans are assessed to be performing (stage 1), i.e., the subsidiary has
low risk of default and a strong capacity to meet contractual cash flows. The loss allowance recognized
is based on expected credit losses that result from default events that are possible within the next twelve
months (twelve-month expected credit loss).
The parent company monitors the credit risk associated with intercompany loans to consider if there has
been a significant increase in credit risk since initial recognition. If there has been a significant increase
in credit risk (underperforming loan), the loss allowance recognized is based on expected credit losses
resulting from all possible default events over the remaining life of the loan (lifetime expected credit loss).
The definition of default used in the model is when the counterparty fails to make contractual payments
within 60 days of when they fall due.
To assess whether there is a significant increase in credit risk, management compares the risk of default
occurring on the asset at the reporting date with the risk of default as at the date of initial recognition. The
parent company uses the following indicators in the assessment:
• An actual or expected significant change in the operating results of the subsidiaries since the loan
was first recognized. This includes assessments of whether there are any actual or expected declining
revenues or margins, increasing operating risks, working capital deficiencies, decreasing asset quality or
increased balance sheet leverage that would result in a significant change in the subsidiaries ability to
meet its debt obligations.
• An actual or expected significant adverse change in the regulatory, economic or technological
environment of the subsidiaries.
Macroeconomic information (such as market interest rates or growth rates) is incorporated as part of the
assessment. Regardless of the analysis above, a significant increase in credit risk is presumed if a debtor
is more than 30 days past due in making contractual payment. Loans are written off when there is no
reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan.
No loss allowance on intercompany loans was recognized as per December 31, 2023.
In December 2022 and March 2023, total loans of NOK 9.7 million and NOK 6.5 million, respectively, were
issued to key employees participating in a partly debt-financed share investment program. The terms are
regulated according to the arm’s length principle. Note 8 Personnel expenses in the consolidated financial
statements, for further information.
NOTE 7 Cash and cash equivalents
2023 2022
(Amounts in NOK million at December 31)
Cash and cash equivalents 136 888
The maximum exposure to credit risk at the reporting date is the carrying value of cash and cash
equivalent as disclosed above.
Please see Note 25 Financial risk factors for further information about the Group’s credit risk management.
The company owns the Group’s cash pool and the bank accounts of the Group entities that are part of the
cash pool arrangement.
NOTE 8 Share capital
As at December 31, 2023, share capital amounts to NOK 435 million consisting of 204,694,588 ordinary
shares at a face value of NOK 2.1250 per share. Please see Note 22 Earnings per share in the consolidated
financial statements for further disclosures.
Overview of the shareholders as at December 31, 2023
Shareholder
Number of
ordinary shares
Ownership
percentage
Voting
percentage
TG Nordic Invest 56,103,145 27.4% 27.4%
AF III HOLDCO AS 48,988,455 23.9% 23.9%
Canica AS 13,172,428 6.4% 6.4%
Maaseide Promotion AS 7,990,976 3.9% 3.9%
Sats Management Invest AS 7,591,213 3.7% 3.7%
Salt Value AS 5,761,330 2.8% 2.8%
Funkybiz AS 5,000,000 2.4% 2.4%
Velven Gård AS 3,822,251 1.9% 1.9%
Verdipapirfondet KLP Aksjenorge 3,801,073 1.9% 1.9%
J.P. Morgan SE 3,496,228 1.7% 1.7%
Ingvarda AS 2,000,000 1.0% 1.0%
Avanza Bank AB 1,925,685 0.9% 0.9%
Wenaasgruppen AS 1,364,000 0.7% 0.7%
State Street Bank and Trust Comp 1,361,967 0.7% 0.7%
HFN Group AS 1,107,806 0.5% 0.5%
Alcancia Capital AS 1,044,179 0.5% 0.5%
J.P. Morgan SE 1,013,144 0.5% 0.5%
Nordnet Bank AB 1,005,489 0.5% 0.5%
VPF Sparebank 1 Norge Verdi 990,000 0.5% 0.5%
J.P. Morgan SE 970,000 0.5% 0.5%
Other 36,185,219 17.7% 17.7%
Total 204,694,588 100.0% 100.0%
All shares have been fully paid and have the same rights.
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Shares in SATS Management Invest held by the Board of Directors and Executive Management:
Ownership
Executive management including CEO 26.18%
Equity
Share
capital
Share
premium
Other paid
in capital
Treasury
shares
Retained
earnings
(acc. losses)
Total
equity
(Amounts in NOK thousand)
Equity January 1, 2023 431,473 3,045,494 353 -13,816 -814,752 2,648,753
Share issues and capital increase expenses 3,503 4,776 8,279
Proceeds from sale of treasury shares 6,450 6,450
Repurchase of shares -20,585 -20,585
Investment program -346 4,223 -3,774 103
Profit for the year 110,796 110,796
Equity December 31, 2023 434,976 3,050,270 6 -23,728 -707,729 2,753,795
NOTE 9 Borrowings
2023 2022
Overview of interest-bearing liabilities Current Non-current Current Non-current
(Amounts in NOK million at December 31)
Bank borrowings 0 1,721 0 1,970
Accrued interest cost 17 0 19 0
Total interest-bearing liabilities 17 1,721 19 1,970
Please see Note 23 Borrowings in the consolidated financial statement for further disclosures.
Covenants, payment profile and effective interest rates
As at December 31, 2023 and December 31, 2022, covenant requirements were met. Information about existing financial covenants is disclosed
in Note 23 Borrowings in the consolidated financial statement.
The payment profile of the parent company is equal to the Group’s payment profile disclosed in Note 23 Borrowings in the consolidated financial
statement.
Effective interest rates are disclosed in Note 22 Borrowings in the consolidated financial statement.
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
NOTE 10 Tax
Tax income 2023 2022
(Amounts in NOK million)
Adjustment deferred tax prior year 0 2
Change in deferred tax assets -34 3
Total tax income -34 5
Reconciliation of the nominal statutory tax rate to the effective tax
rate: 2023 2022
Profit/loss before tax 145 -13
Expected taxes at nominal tax rate of 22% -32 3
Reconciling items:
Non-deductible expenses -2 0
Corrections of prior year tax assessments 0 2
Income tax income -34 5
Effective tax rate 24% 41%
Movement in deferred tax assets and deferred tax liabilities 2023 2022
(Amounts in NOK million at December 31)
Fair value financial instruments -43 -47
Amortized borrowing cost -3 -6
Losses carried forward 0 162
Basis deferred tax liabilities -45 109
Carrying value deferred tax asset/tax liabilities -10 24
Significant estimates
Deferred tax assets from unused tax losses are recognized to the extent that it is probable that Group
can utilize the tax losses against taxable profit in the future. Refer also to Note 12 Tax of the consolidated
financial statements and the Board of Directors’ Report for further information.
NOTE 11 New IFRS standards
For information on effects from coming IFRS standards and interpretations, please see Note 29 New IFRS
standards in the consolidated financial statements.
NOTE 12 Events after the balance sheet date
On January 10, 2024, SATS announced a share investment program for certain senior executives and
certain other key employees who were employed by the SATS Group following completion of the 2023
share investment program, with the results announced on January 11, 2024. Nine employees applied for a
total of 372,223 shares. The Shares allocated in the Share Investment Program will be settled through the
Company’s sale of existing shares in the Company listed on the Oslo Stock Exchange, held in treasury.
The Board of Directors is not aware of any events that occurred after the balance sheet date, or any new
information regarding existing matters, that can have a material effect on the 2023 consolidated financial
statements.
NOTE 13 Financial risk factors
Overview
Through its activities, the Group will be exposed to different types of financial risks: market risk, credit risk
and liquidity risk.
The company’s overall risk management plan is to ensure the ongoing liquidity in the Group, defined as
to be able to meet its obligations at any time. The risk management strategy focuses on the uncertainty
inherent in capital markets and intends to minimize potential negative effects on the financial results of the
company by use of both natural hedges and derivatives to economically hedge certain risks. The overall
focus also includes being able to meet the financial covenants related to the Group’s borrowings.
Risk management of the company is maintained by a central finance function in accordance with the
guidelines approved by the Board. The Group’s finance function identifies, measures, mitigates and reports
on financial risks in close cooperation with the various operating units exposed to different types of
financial risks:
Liquidity risk
The company focuses on maintaining a prudent and sufficient liquidity position through an appropriate
financing structure. Management considers the company’s liquidity position to be strong.
Credit Risk
The exposure to credit risk is represented by the carrying amount of each class of financial assets,
primarily intercompany loans to subsidiaries. SATS ASA manages the credit risk by continuously
monitoring forecasted, cash balances and actual cash flows in all of its subsidiaries. Non-current
intercompany receivables are related to funding of subsidiaries and have a maturity profile matching the
external debt maturities, see Note 23 Borrowings in the consolidated financial statements for details.
Cash flows and market interest rates
Interest rates on bank deposits and loan assets have a maturity of less than twelve months. The company
does not have significant interest-bearing financial assets, and the company’s cash inflows and outflows
are therefore independent of changes in market interest rates.
Interest rate risk arises on issuing long-term debt. The company has entered into interest rate swaps
related to its borrowings in order to minimize interest rate risk.
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Statement of profit or loss
Statement of financial position
Statement of financial position
Statement of cash flows
Notes to the financial statements
Auditor’s report
Alternative performance measures
APPENDIX
Fair value measurement
Fair value of financial instruments that are traded in active markets (such as securities that are available
for sale or held for trading) are based on the observable market price at the reporting date. For financial
assets, the bid price is used. For financial liabilities, the ask price is used. Fair value of interest rate swaps
is calculated as the present value of estimated future cash flows. Fair value of foreign exchange forward
contracts is calculated based on observable market forward rates at the reporting date.
The company’s risk management policies and procedures are reviewed regularly to take into account
changes in the market and both the company’s and the Group’s activities. For a detailed description of
management’s financial risk management policies, please see Note 26 Financial instruments of the
consolidated financial statements.
Derivatives
Derivatives are only used for economic hedging purposes and not as speculative investments. However,
where derivatives do not meet the hedging criteria, they are classified as “held for trading” for accounting
purposes below. The Group has the following derivative financial instruments:
2023 2022
(Amounts in NOK million at December 31)
Non-current assets
Interest rate swap contracts 36 47
Total non-current derivative financial instrument assets 36 47
Current assets
Interest rate swap contracts 6 0
Total current derivative financial instrument assets 6 0
Derivatives are classified as held for trading and accounted for at fair value through profit or loss unless
they are designated as hedges. They are presented as current assets or liabilities if they are expected to be
settled within twelve months after the end of the reporting period.
Foreign exchange risk
For risk management purposes, management has identified three types of exchange exposures:
• Effect on covenants from profit after tax in foreign currency
• Internal loans in foreign currency
• Borrowings in foreign currency
As an international group, SATS is exposed to the risk associated with converting the currency related to
legal entities with a functional currency different from the Group’s presentation currency. Such translation
exposure does not yield an immediate result on the cash flow. It can still affect the Group’s financial
covenants and is therefore closely monitored. Exposure of foreign subsidiaries’ equity is partly naturally
hedged through borrowings in corresponding currency.
The Group’s business model is such that the subsidiaries’ sales and operating expenses are incurred in
local currency, reducing the exposure to foreign exchange rate fluctuations in the profit or loss. The net
of those cash flows are meant to be able to cover the borrowings in local currency, reducing the exposure
related to borrowings in local currency due to changes in the foreign exchange rates.
Please see Note 26 Financial instruments in the consolidated financial statements for further disclosures.
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FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Auditor’s report
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To the General Meeting of SATS ASA
INDEPENDENT AUDITOR’S REPORT
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of SATS ASA, which comprise:
• The financial statements of the parent company SATS ASA (the Company), which comprise the statement of
financial position as at 31 December 2023, statement of profit or loss and statement of cash flows for the
year then ended, and notes to the financial statements, including a summary of significant accounting
policies.
• The consolidated financial statements of SATS ASA and its subsidiaries (the Group), which comprise the
statement of financial position as at 31 December 2023, statement of profit or loss, statement of
comprehensive income, statement of changes in equity and statement of cash flows for the year then
ended, and notes to the financial statements, including material accounting policy information.
In our opinion
• the financial statements comply with applicable statutory requirements,
• the financial statements give a true and fair view of the financial position of the Company as at 31
December 2023, and its financial performance and its cash flows for the year then ended in accordance
with simplified application of International Accounting Standards according to the Norwegian Accounting
Act section 3-9, and
• the consolidated financial statements give a true and fair view of the financial position of the Group as at 31
December 2023, and its financial performance and its cash flows for the year then ended in accordance
with IFRS Accounting Standards as adopted by the EU.
Our opinion is consistent with our additional report to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements
section of our report. We are independent of the Company and the Group as required by relevant laws and
regulations in Norway and the International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (IESBA Code), and we have fulfilled our
other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit Regulation
(537/2014) Article 5.1 have been provided.
The company was listed in 2019. We have been the company's elected auditor since before the company became
listed. We have been the company's elected auditor continuously for 5 years since the company became listed,
including the year of listing.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
financial statements of 2023. These matters were addressed in the context of our audit of the financial statements as
a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
side 2
Independent auditor’s report
SATS
ASA
Carrying amount of goodwill
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Refer to note 13 in the group financial statements for
descriptions of management’s impairment testing
process and key assumptions. Refer also to note 4 for
a description of related estimates and assumptions.
As disclosed in note 13 the Group has recognized
goodwill of NOK 2.535 million per 31 December 2023.
Management performed impairment testing of
goodwill allocated to the Cash Generating Units
(‘CGU’s) to determine recoverable amount in
accordance with the requirements of IAS 36
‘Impairment of Assets’ (‘IAS 36’). Management
assessed the recoverable amount of goodwill by
determining the value in use. No impairment was
identified per 31 December 2023.
Estimating value in use requires management to make
significant judgements and estimations. Management
judgements are based on the Group’s strategic five-
year plan, including estimation of future outcomes
and assumptions of cash flows (for example customer
growth and retention, changes in subscription rates,
operating costs etc.), along with the discount rate to
be applied to those cash flows.
Management’s impairment evaluation is a key audit
matter due to the significance of the carrying amount
of goodwill, and level of management judgement
involved in determining assumptions used in the
evaluation of impairment.
We challenged management’s assumptions used in its
impairment model for assessing the recoverability of
the carrying amount of goodwill. We focused on the
appropriateness of CGU identification, methodology
applied to estimate recoverable amount, discount
rates and forecasted cash flows. Specifically:
• We obtained a detailed understanding of
management’s process for performing the
CGU impairment assessment. As part of this
we assessed the design and implementation
of the key controls.
• We tested the methodology applied to
estimate recoverable amount as compared to
the requirements of IAS 36;
• We tested the mathematical accuracy of
management’s impairment models;
• We obtained an understanding of and
assessed the basis for the key assumptions
for the Group’s five-year strategic plan;
• We evaluated and challenged management’s
cash flow forecasting included in the five-year
plan and the growth rate beyond this period
with reference to the recent and historical
performance of the CGU’s;
• We evaluated management’s sensitivity
analysis;
• We assessed the discount rates applied by
benchmarking against independent data.
We used Deloitte valuations specialists in our audit of
the carrying value of goodwill.
We considered the appropriateness of the related
disclosures provided in note 13.
Other Information
The Board of Directors and the Managing Director (management) are responsible for the information in the Board of
Directors’ report and the other information accompanying the financial statements. The other information comprises
information in the annual report, but does not include the financial statements and our auditor’s report thereon. Our
opinion on the financial statements does not cover the information in the Board of Directors’ report nor the other
information accompanying the financial statements.
In connection with our audit of the financial statements, our responsibility is to read the Board of Directors’ report
and the other information accompanying the financial statements. The purpose is to consider if there is material
inconsistency between the Board of Directors’ report and the other information accompanying the financial
statements and the financial statements or our knowledge obtained in the audit, or whether the Board of Directors’
report and the other information accompanying the financial statements otherwise appear to be materially
PAGE 127 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
side 3
Independent auditor’s report
SATS
ASA
misstated. We are required to report if there is a material misstatement in the Board of Directors’ report or the
other information accompanying the financial statements. We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors’ report
• is consistent with the financial statements and
• contains the information required by applicable statutory requirements.
Our opinion on the Board of Directors’ report applies correspondingly to the statements on Corporate Governance
and Corporate Social Responsibility.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation of financial statements of the Company that give a true and fair view
in accordance with simplified application of International Accounting Standards according to the Norwegian
Accounting Act section 3-9, and for the preparation of the consolidated financial statements of the Group that give a
true and fair view in accordance with IFRS Accounting Standards as adopted by the EU. Management is responsible
for such internal control as management determines is necessary to enable the preparation of financial statements
that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s and the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless management either intends to liquidate the Company or the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism
throughout the audit. We also:
• identify and assess the risks of material misstatement of the financial statements, whether due to fraud or
error. We design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of the Company’s and the Group's internal control.
• evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
• conclude on the appropriateness of management’s use of the going concern basis of accounting, and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Company’s and the Group's ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the
related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the Company and the Group to cease to continue as a going concern.
side 4
Independent auditor’s report
SATS
ASA
• evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves a true and fair view.
• obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the consolidated financial statements. We are
responsible for the direction, supervision and performance of the group audit. We remain solely responsible
for our audit opinion.
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify during
our audit.
We also provide the Audit Committee with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of most
significance in the audit of the financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Report on Other Legal and Regulatory Requirements
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
Opinion
As part of the audit of the financial statements of SATS ASA, we have performed an assurance engagement to obtain
reasonable assurance about whether the financial statements included in the annual report, with the file name
SATSasa-2023-12-31-en, have been prepared, in all material respects, in compliance with the requirements of the
Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and
regulation pursuant to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to
the preparation of the annual report in XHTML format and iXBRL tagging of the consolidated financial statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all material respects,
in compliance with the ESEF regulation.
Management’s Responsibilities
Management is responsible for the preparation of the annual report in compliance with the ESEF regulation. This
responsibility comprises an adequate process and such internal control as management determines is necessary.
Auditor’s Responsibilities
Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in all material respects,
the financial statements included in the annual report have been prepared in compliance with ESEF. We conduct our
work in compliance with the International Standard for Assurance Engagements (ISAE) 3000 – “Assurance
engagements other than audits or reviews of historical financial information”. The standard requires us to plan and
perform procedures to obtain reasonable assurance about whether the financial statements included in the annual
report have been prepared in compliance with the ESEF Regulation.
As part of our work, we have performed procedures to obtain an understanding of the Company’s processes for
preparing the financial statements in compliance with the ESEF Regulation. We examine whether the financial
statements are presented in XHTML-format. We evaluate the completeness and accuracy of the iXBRL tagging of the
consolidated financial statements and assess management’s use of judgement. Our procedures include reconciliation
of the iXBRL tagged data with the audited financial statements in human-readable format. We believe that the
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion
PAGE 128 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
side 5
Independent auditor’s report
SATS
ASA
Oslo, 22 March 2023
Deloitte AS
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PAGE 129 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Alternative performance measures
The Group reports its financial results in accordance with accounting principles IFRS as issued by the
IASB and as endorsed by the EU. However, management believes that certain Alternative Performance
Measures (APMs) provide management and other users with additional meaningful financial information
that should be considered when assessing the Group’s ongoing performance. These APMs are non-IFRS
financial measures and should not be viewed as a substitute for any IFRS financial measure. Management,
the Board of Directors and the long-term lenders regularly use supplemental APMs to understand, manage
and evaluate the business and its operations. These APMs are among the factors used in planning for and
forecasting future periods, including compliance with financial covenants.
Alternative Performance Measures reflect adjustments based on the following items:
EBITDA
EBITDA is a measure of earnings before deducting net financial items, taxes, amortization and depreciation
charges. The Group has presented this APM because it considers it to be an important supplemental
measure to understand the overall picture of profit generation in the Group’s operating activities. Please
see reconciliation to profit or loss before tax in the table below.
EBITDA before impact of IFRS 16
EBITDA before impact of IFRS 16 is a measure of EBITDA adjusted for lease expenses applying IAS 17
Leases, and the Group has presented this APM because it considers it to be an important supplemental
measure to understand the underlying profit generation in the Group’s operating activities. Please see
reconciliation to profit or loss before tax in the table below.
EBITDA before impact of IFRS 16 Margin
EBITDA before impact of IFRS 16 divided by total revenue.
Reconciliation of EBITDA before impact of IFRS 16 for the period to Country EBITDA before impact of
IFRS 16
TOTAL 2023 2022
(Amounts in NOK million)
EBITDA before impact of IFRS 16 614 99
Extraordinary items 0 46
EBITDA before impact of IFRS 16 excluding extraordinary items 614 145
Group overhead and cost allocation 339 338
Country EBITDA before impact of IFRS 16 953 484
NORWAY 2023 2022
(Amounts in NOK million)
EBITDA before impact of IFRS 16 387 123
Extraordinary items 0 24
EBITDA before impact of IFRS 16 excluding extraordinary items 387 147
Group overhead and cost allocation -173 -190
Country EBITDA before impact of IFRS 16 560 337
SWEDEN 2023 2022
(Amounts in NOK million)
EBITDA before impact of IFRS 16 185 14
Extraordinary items 0 18
EBITDA before impact of IFRS 16 excluding extraordinary items 185 32
Group overhead and cost allocation -145 -160
Country EBITDA before impact of IFRS 16 330 192
FINLAND 2023 2022
(Amounts in NOK million)
EBITDA before impact of IFRS 16 25 -20
Extraordinary items 0 1
EBITDA before impact of IFRS 16 excluding extraordinary items 25 -19
Group overhead and cost allocation -23 -20
Country EBITDA before impact of IFRS 16 48 1
PAGE 130 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
DENMARK 2023 2022
(Amounts in NOK million)
EBITDA before impact of IFRS 16 -13 -74
Extraordinary items 0 2
EBITDA before impact of IFRS 16 excluding extraordinary items -13 -72
Group overhead and cost allocation -28 -25
Country EBITDA before impact of IFRS 16 15 -46
Net debt
Current and non-current borrowings for the period (excluding property lease liabilities recognized under
IFRS 16) less cash and cash equivalents for the period. Net debt is a non-IFRS financial measure, which
the Group considers to be an APM, and this measure should not be viewed as a substitute for any IFRS
financial measure. The Group has presented this APM as it is useful indicator of the Group’s indebtedness,
financial flexibility and capital structure because it indicates the level of borrowings after taking account of
cash and cash equivalents within the Group’s business that could be utilized to pay down the outstanding
borrowings. Net debt is also used as part of the assessment of compliance with financial covenants.
Please see Note 23 Borrowings for reconciliation to Total interest-bearing liabilities.
Leverage ratio
Net debt divided by last twelve months EBITDA before impact of IFRS 16.
Capital expenditure
Capital expenses (CAPEX) is a measure of total investments in the period both in the operations and
in new business either through business combinations (acquisitions) or through new club openings
(greenfields). Capital expenditures consist of both upgrades and maintenance CAPEX and expansion
CAPEX, and the source of CAPEX is the Statement of cash flows.
Upgrades and maintenance CAPEX
Upgrades and maintenance capital expenditures are a measure of investments made in the operations and
consists of investments in tangible and intangible assets, excluding business combinations (acquisitions)
and greenfields. The measure is defined as the sum of purchase of property, plant and equipment from
the Statement of cash flows less investments in greenfields. Upgrades and maintenance CAPEX can be
divided into IT CAPEX and Club portfolio CAPEX where IT CAPEX is investments and development of
common software programs used by the whole Group and Club portfolio CAPEX is physical investments at
the clubs.
Expansion CAPEX
Expansion capital expenditures is a measure of business combinations (acquisitions) and investments in
greenfield, and digital expansion. The measure is defined as the sum of Acquisition of subsidiary from the
Statement of cash flows inaddition to investments in greenfields and difital expansion.
Operating cash flow
Operating cash flow is a measure of how much cash that is generated by the operations and is used to
evaluate SATS’s liquidity. The definition is EBITDA excluding IFRS 16 less Upgrades and maintenance
CAPEX and working capital.
Cash Conversion
Operating cash flow divided by EBITDA before impact of IFRS 16.
Appendix
PAGE 131 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
Appendix
PAGE 132 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
Task Force on Climate-related Financial Disclosures report
Introduction
SATS has conducted a review of climate-related risks and
opportunities relevant for its organization. The review has
been based on the general framework developed by the Task
Force on Climate-related Financial Disclosures (TCFD), with
recommendations for disclosing clear, comparative, and
consistent information about the risks and opportunities
presented by climate change. This report summarizes key
findings and recommendations for SATS.
The main input has been identified using the double materiality
assessment carried out during the fall of 2023, which
included climate-related risks and opportunities as part of
the assessment, and the TCFD review initially carried out in
November 2020 by the Governance Group, which to a large
extent is still accurate for SATS and its operations. Climate-
related risks and opportunities related to the eleven disclosure
items put forward by the TCFD have been considered.
Key findings
SATS places high value on ESG and is continuously working
to meet market and stakeholder expectations. SATS has
conducted a double materiality assessment in accordance
with the requirements pursuant to the Corporate Sustainability
Reporting Directive (CSRD).
As part of the double materiality assessment, Climate
mitigation, Energy management and Circular economy were
considered to be material topics for SATS. Although these
topics are material, they have a relatively low score when
considering both impact materiality and financial materiality.
Overall, climate-related risks are considered to be low for SATS.
SATS’ increasingly formalized and organized focus on ESG
within its organization shows that SATS is well-positioned
to respond to climate changes and stricter climate-related
regulations and requirements. The Board of Directors has
climate risks on its agenda. From a management perspective,
ESG matters, including climate risks, are integrated into SATS’
risk management system and three-year strategy.
Recommendations
SATS has noted the following priority actions within the area of
climate risks:
1. Communicate and disclose SATS’ systematic approach to
climate risk management and ESG to the market. This will
help attract talent, investors and customers, and ensure
compliance with upcoming reporting requirements for
listed companies.
The most relevant climate-related risks identified in this
assessment relate to renting non-energy-efficient buildings and
facilities and the circular economy. In order to mitigate these
risks, the following key actions are recommended:
2. Include due diligence regarding energy efficiency and
building suitability/resilience when considering premises
for new clubs or extension of existing contracts.
3. Set requirements for access to energy from low-emission
technology (heat pumps, solar cells, solar collectors, etc.)
and efficient energy management systems in at least new
clubs and clubs subject to renovation.
4. Consider becoming climate neutral by lowering our
emissions and offsetting (high-quality CO2-certificates).
Carbon neutrality is essentially a financial commitment to
offset unavoidable emissions, whereas we should aim for
climate neutrality.
5. Reduce pressure on natural resources, particularly in
connection with opening new clubs and renovating
existing clubs, and use recycled materials and consider
circularity in our retail operations.
PAGE 133 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
IDENTIFIED RISKS AND OPPORTUNITIES
Type Description of risk
Physical risks Disruption in operations: Operation time might be impacted in certain periods due to physical impacts such as water ingress, poor drainage, over-heating, etc. Moreover, some members
may not be able to get to some of the clubs and internal logistics might be impacted due to regional weather and temperature changes. Being positioned in the Nordics, the risks related
to disruptions due to natural disasters are more limited than for businesses operating in higher-risk areas. With more than 276 clubs, downtime on some clubs and/or transportation
routes will not significantly impact SATS. Members nevertheless have monthly subscriptions, which ensures stable income for SATS despite minor and temporary disruptions.
Increased costs of input factors: Extreme weather events, such as droughts, might have direct consequences for SATS’ energy consumption. SATS could be affected both when
considering energy prices and costs related to energy efficiency initiatives required as a consequence of energy shortage. SATS is working to reduce its energy consumption and will
continue initiating relevant measures.
Inbound supply of equipment and retail goods: Extreme weather events might impact parts of the supply chain, in particular the production and transport of training equipment, retail
goods and materials required for opening new clubs or renovating existing clubs. SATS does, however, have a network of clubs that can supply impacted areas if there are any delays in
production or delivery.
Chronic changes to the environment: Changes in temperature or to sea levels might impact SATS, but not more than it would impact other companies operating in the Nordics. All
buildings are leased, which means that SATS has flexibility when it comes to location should there be any permanent changes in the nearby environment.
Regulatory risks Regulations related to CO2-emissions: The GHG emissions from SATS’ operations are limited. The majority of SATS’ GHG emissions are related to Scope 3, which implies that the direct
control over reducing them is quite limited, and that regulations addressing GHG emissions will hit suppliers in the first instance. When considering the climate accounts as a whole,
Scope 1 only relates to SATS’ use of fossil cars, which are mainly service cars. Being located in the Nordics, SATS also has access to and uses renewable energy in its operations.
Requirements related to energy efficiency: All clubs are subject to continuous monitoring of power consumption, but not all buildings have systems for optimization of energy
use. Although SATS’ clubs are not very energy intensive when it comes to power use, especially when comparing SATS with production companies, requirements may urge SATS to
further plan and control our energy consumption. An example is the need to transition to LED lights in all clubs due to regulatory requirements for light bulb producers, which makes
it impossible for SATS to acquire non-LED light bulbs going forward. Furthermore, SATS should be more conscious of energy classifications and climate issues when choosing new
premises for clubs and long-term leasing contracts.
Market and technology risks Changes in customer behavior: SATS’ members are becoming increasingly environmentally conscious and may want to exercise more outdoors than in physical clubs, which could
result in lower membership growth. SATS’ experience is nevertheless that the weather conditions in the Nordics make it less attractive for people to work out outdoors, particularly year-
round. Furthermore, members might have higher expectations when it comes to circularity, requiring that SATS to a larger extent uses recycled materials when renovating its clubs, in
training equipment, retail, etc.
Investor preference for environmentally certified buildings: Increased environmental interest among investors may ensure that building characteristics such as BREEAM certifications
becomes a requirement. This is not expected to be a significant issue for SATS, as we only lease small parts of buildings.
Stranded assets – machines: Rapid innovation related to the design and functionality of fitness equipment (such as treadmills or bicycles generating electricity) might impact SATS.
Most machines/equipment are used for up to ten years, meaning that innovative trends could make our machines/equipment dated. It is, however, more likely that SATS’ equipment
will be scrapped before any such new trend has gained a foothold in the industry, and in any case, SATS’ CAPEX base ensures that the company could turn around quickly if there are
any significant trends in the market that we need to follow. When considering this more wholistic approach, it is more likely that any such innovative initiatives that we do not follow in a
timely manner (or at all) could have reputational consequences for a smaller group of passionate members.
Reputational risks Goodwill and brand value: When it comes to reputational risks relating to climate and the environment, our assessment is that SATS is not very impacted. This is primarily related to our
relatively low GHG emissions, which also means that SATS is not a key part of the solution to climate related challenges, although we will contribute our part to making the planet better.
For SATS, it is therefore important to make smaller changes, such as when it comes to the use of recycled materials in our SATS branded apparel, use less plastic and/or paper towels in
our operations, and prolong the lifespan of our equipment and machines.
Recruit and retain employees: SATS’ employees are young and concerned about the environment. However, because the company, as a service provider, is not associated directly with
environmental harms, environmental performance is more likely to become a reputational opportunity rather than a risk.
Opportunities Profiling SATS as climate-neutral company: Profiling the company as climate neutral will mostly mean a reputational upside if SATS chooses to invest in such measures (carbon
reduction and offsetting). We are a service company first and foremost, using renewable energy and with the majority of our GHG emissions in our supply chain, where we have little to
no influence as a small player in a global market. Therefore, it is not very likely that SATS will be punished for not committing to climate neutrality.
Benefitting from changing customer behavior: The demand for sustainable products is increasing across the Nordics, affecting which products/services they choose. Because
SATS’ environmental impacts are low, we may be perceived by members as an attractive brand to be associated with. Moreover, by having our main cluster of clubs near larger public
transportation hubs in the Nordic cities, members do not need to rely on their own car to use our services or spend much time in transit to visit our clubs.
Attracting employees: SATS’ employees are young and concerned about the environment. Having relatively limited GHG emissions compared to certain other businesses, in
combination with a sustainability strategy and focus on improving public health and members’ individual health and well-being, might make SATS an attractive employer for many
people. Profiling SATS as an environmentally conscious company and a company that takes all sustainability matters seriously could be key when recruiting and retaining talented
employees.
Benefitting from changes in investor behavior: There is an opportunity to gain access to lower cost capital by branding SATS as an environmentally friendly and a socially responsible
company. Although SATS will not qualify as a green company (providing a green solution, given that the majority of our GHG emissions are Scope 3), building a more visible greener
profile could still attract investors.
PAGE 134 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
DETAILED DISCLOSURES
# Disclosure Summary of findings
GOVERNANCE
1 Describe the board’s oversight of climate-related risks and
opportunities.
Sustainability matters, including climate and climate-related risks, are on the agenda for SATS’ Board of Directors. One of the largest shareholders
of SATS, Altor, who also is represented on the Board, has set expectations for all their portfolio companies to commit to SBTi by 2025, which SATS
is exploring. Although environmental considerations were given less attention in the stakeholder dialogues than other parts of sustainability, SATS’
stakeholders generally expect there to be a reduction in the company’s environmental footprint.
SATS’ risk profile, including climate related risks, is followed up through the company’s risk management system. The main risks, being risks that
reach a certain threshold of materiality for the company, end up with the Board of Directors for further discussion. The Board of Directors is informed
about the company’s work within sustainability matters, including climate risks and opportunities identified.
2 Describe management’s role in assessing and managing
climate-related risks and opportunities.
SATS was listed on the Oslo Stock Exchange in 2019, and we have since then put in considerable effort to formalize our risk management system.
We report the main highlights of our risk profile to the market annually in the annual report. Since listing, an increasing number of regulatory repor-
ting initiatives and requirements have been and are planned to be introduced for larger listed companies, covering for example the EU Taxonomy
and, from the financial year 2023, the CSRD, which also addresses the subject of climate risks and opportunities.
Climate risks and opportunities were relevant topics for management discussions as part of the double materiality analysis carried out in 2023.
Based on the results, management will continue to consider the risks, implications and future strategies when it comes to climate related issues,
including how to reduce our environmental footprint and whether to commit to SBTi in the near term. SATS prepares climate accounts that are
assessed and discussed annually by the management team.
Because SATS has a lower impact materiality and financial materiality within environmental matters, when comparing these to the social and
governance aspects of sustainability, our core primary focus in the coming years will therefore be on members’ health and well-being, public health,
privacy /data management, working conditions and corporate culture. These are the most material topics for SATS within sustainability, and where
we can make the most difference to our surroundings. With that said, environmental aspects of our operations are nevertheless relevant to consider,
and it is important to make better choices when and where we can.
STRATEGY
3 Describe the climate-related risks and opportunities the
organisation has identified over the short, medium, and long
term.
See the table Identified risks and opportunities above.
4 Describe the impact of climate-related risks and
opportunities on the organisation’s businesses, strategy, and
financial planning
See the table Identified risks and opportunities above.
SATS’ material sustainability topics are well aligned with its current three-year strategy, which was revised during fall of 2023. Primary focus will be
on material topics in the Social and Governance part of the E, S and Gs since these topics score the highest when considering SATS’ impact materi-
ality and financial materiality. Any major initiatives or targets related to environmental matters, such as climate risk mitigation, will not be prioritized.
SATS will instead continue working on replacing its fossil service cars to electric cars where this is possible as well as optimize its energy manage-
ment.
5 Describe the resilience of the organisation’s strategy, taking
into consideration different climate-related scenarios,
including a 2°C or lower scenario.
SATS’ strategy has not been stress-tested against different climate-related scenarios, but as the review of risks and opportunities shows, the compa-
ny is impacted relatively little by climate-related risks. The question is rather whether the company will be able to take advantage of the related
opportunities.
PAGE 135 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
RISK MANAGEMENT
6 Describe the organisation’s processes for identifying and
assessing climate-related risks.
Company risks are systematically identified and assessed as part of the risk management framework, where different risk areas (strategy, operati-
ons, finance and compliance) are assessed annually. Several roles within the SATS organization are involved in the process to ensure that the key
risks of each operative area are captured. Within the compliance category, SATS considers ESG-related risks, which includes screening for environ-
mental issues more broadly.
7 Describe the organisation’s processes for managing climate-
related risks.
The process for managing an identified risk depends on the risk in question, including which operative area owns the risk. If the risk is considered
grave, it is lifted to the Nordic management group for further discussion and for purposes of resolving which adequate mitigating actions should be
implemented.
8 Describe how processes for identifying, assessing, and
managing climate-related risks are integrated into the
organisation’s overall risk management.
Risks related to the company’s operations, including ESG risks, are part of the company’s risk management system and managed as described abo-
ve. With respect to risk follow-up, the group reports annually to the Board of Directors, including the Audit Committee, as well as the Nordic manage-
ment group. Otherwise, ad-hoc reporting is carried out as needed if there are any material changes to the group’s risk profile.
METRICS AND TARGETS
9 Disclose the metrics used by the organisation to assess
climate-related risks and opportunities in line with its
strategy and risk management process.
SATS applies certain KPIs related to ESG, particularly for the five most material topics identified through the double materiality assessment
carried out during fall of 2023. As this assessment showed, SATS impact materiality and financial materiality are relatively low when it comes to
environmental topics. Consequently, SATS will not prioritize applying KPIs to climate-related matters as of now. However, this will be reassessed
regularly. Going forward, SATS will consider developing targets directly linked to Climate change mitigation, Energy management, and/or Circular
economy.
10 Disclose Scope 1, Scope 2, and, if appropriate, Scope 3
greenhouse gas (GHG) emissions, and the related risks.
SATS’ GHG emissions in Scope 1, Scope 2 and Scope 3 are presented in the 2023 Climate Accounts. The main risks within each scope include the
following:
• Scope 1: The infrastructure for electric cars in the Nordic countries in combination with the quality of electric cars dictates whether SATS will be
able to replace all fossil service cars with electric vehicles. We are dependent on being able to drive longer distances and have heavy loads to
move around (e.g., fitness equipment).
• Scope 2: Implementing initiatives that further reduce our energy consumption could take time and require significant investments from SATS,
given the size of our club portfolio.
• Scope 3: The majority of SATS’ GHG emissions are indirect through our suppliers’ operations. As a third party, we do not control emissions
associated with our suppliers’ operations. Moreover, for global corporations, SATS also has limited negotiation power and influence. We are
therefore not well-positioned to put significant pressure on our suppliers.
11 Describe the targets used by the organisation to manage
climate-related risks and opportunities and performance
against targets.
No specific targets related to climate risks are in place as of now, as described above.
PAGE 136 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
GENERAL DISCLOSURES
Disclosure # Disclosure name Reference and/or response
ORGANIZATIONAL PROFILE
102-1 Name of the organization SATS ASA
102-2 Activities, brands, products and services
SATS in short
102-3 Location of headquarters Oslo, Norway
102-4 Location of operations
Where we operate
102-5 Ownership and legal form
Shareholder information
102-6 Markets served
Where we operate
102-7 Scale of the organization
SATS in short and Consolidated financial
statements
102-8 Information on employees and other workers
Working conditions and Diversity, equality
and inclusion at SATS
102-9 Supply chain
Supplier management
102-10 Significant changes to the organization and
its supply chain
N/A
102-11 Precautionary Principle or approach
Sustainability governance
102-12 External initiatives
Sustainability governance, SATS and the
UN’s sustainable development goals
102-13 Membership of associations
Sustainability governance
STRATEGY
102-14 Statement from senior decision-maker
Letter from the CEO
ETHICS AND INTEGRITY
102-16 Values, principles, standards, and norms of
behavior
Sustainability governance
GOVERNANCE
102-18 Governance structure
Sustainability governance
Disclosure # Disclosure name Reference and/or response
SHAREHOLDER ENGAGEMENT
102-40 List of stakeholder groups
Stakeholders of SATS
102-41 Collective bargaining agreements
Employee dialogue
102-42 Identifying and selecting stakeholders
Stakeholders and stakeholder
involvement
102-43 Approach to stakeholder engagement
Stakeholders and stakeholder
involvement
102-44 Key topics and concerns raised
Key sustainability topics raised through
stakeholder dialogue
REPORTING PRACTICE
102-45 Entities included in the consolidated
financial statements
About the sustainability report, Note 17
Interest in other entities in the Group
102-46 Defining report content and topic boundaries
About the sustainability report
102-47 List of material topics
Results of the double materiality
assessment – the material sustainability
topics for SATS
102-48 Restatements of information
About the sustainability report
102-49 Changes in reporting
About the sustainability report,
Management approach – the double
materiality assessment
102-50 Reporting period 2023
102-51 Date of previous report Published in April 2023, reporting period
2022
102-52 Reporting cycle Annual
102-53 Contact point for questions regarding the
report
sustainability@sats.com
102-54 Claims of reporting in accordance with the
GRI standards
About the sustainability report
102-55 GRI content index
GRI Index
102-56 External assurance External assurance not practiced for this
sustainability report
GRI Index
PAGE 137 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
SPECIFIC STANDARD DISCLOSURES
Disclosure # Disclosure name Reference and/or response
GRI 200 ECONOMIC STANDARDS
103-1 to 103-3 Management approach for economic
standards and disclosures
Management approach – the double
materiality assessment
201-1 Direct economic value generated and
distributed
SATS in short
201-2 Financial implications and other risks and
opportunities due to climate change
Climate risk
201-4 Financial assistance received from
government
205-3 Confirmed incidents of corruption and
actions taken
Anti-corruption
GRI 300 ENVIRONMENTAL STANDARDS
103-1 to 103-3 Management approach for economic
standards and disclosures
Management approach – the double
materiality assessment
302-1 Energy consumption within the organization
Climate accounts
305-1 Direct (Scope 1) GHG emissions
Climate accounts, Scope 1 emissions
305-2 Energy indirect (Scope 2) GHG emissions
Climate accounts, Scope 2 emissions
305-3 Other indirect (Scope 3) GHG emissions
Climate accounts, Scope 2 emissions
307-1 Non-compliance with environmental laws
and regulations
No incidents reported in 2023
Disclosure # Disclosure name Reference and/or response
GRI 400 SOCIAL STANDARDS
103-1 to 103-3 Management approach for economic stan-
dards and disclosures
Management approach – the double
materiality assessment
402-1 Minimum notice periods regarding operatio-
nal changes
Employee dialogue
403-1 Occupational health and safety
Employee safety
403-2 Hazard identification, risk assessment, and
incident investigation
Employee safety
403-3 Occupational health services
Employee safety
403-4 Worker participation, consultation and
communication on health and safety
Employee safety
403-5 Worker training on occupational health and
safety
Employee safety
403-6 Promotion of worker health
Employee safety
403-7 Prevention and mitigation of occupational
health and safety impacts directly linked by
business relationships
Employee safety
403-8 Workers covered by an occupational health
and safety management
Employee safety
403-9 Work-related injuries
Employee safety
403-10 Work-related ill health
Employee safety
404-2 Programs for upgrading employee skills and
transition assistance programs
Skills and education
404-3 Percentage of employees receiving regular
performance and career development
reviews
Employee dialogue
405-1 Diversity of governance bodies and employ-
ees
Diversity, equality and inclusion at SATS
(introductory part)
405-2 Ratio of basic salary and remuneration of
women to men
Diversity, equality and inclusion at SATS
(introductory part)
414-1 New suppliers that were screened using
social criteria
Supplier management
416-1 Assessment of the health and safety im-
pacts of product and service categories
Product safety – services
418-1 Substantiated complaints concerning
breaches of customer privacy and losses of
customer data
Privacy and data management
419-1 Non-compliance with laws and regulations
in the social and economic area
No incidents reported in 2023
PAGE 138 BROWSE SEARCHCONTENT
ANNUAL REPORT
Introduction
Board of Directors’ report
Corporate governance
SUSTAINABILITY REPORT
Sustainability highlights
Sustainability at SATS
Environment
Social
Governance
Statement on the EU taxonomy
for sustainable economic
activities 2023
FINANCIAL STATEMENTS
Consolidated financial statements
Financial statements parent company
Auditor’s report
Alternative performance measures
APPENDIX
Task Force on Climate-related
Financial Disclosures report
GRI Index
Definitions
Definitions
Term Definition
Adjusted EBITDA before impact of IFRS 16 EBITDA adjusted for (i) closed clubs; (ii) certain comparability items; and (iii) the impact of implementation of the IFRS 16 lease standard
Average number of members per club Outgoing member base divided by outgoing number of clubs
Average revenue per member (ARPM) Calculated as monthly total revenue divided by the average member base
Capex: Expansion capital expenditures The sum of investments related to acquisitions and greenfields, as well as capex related to the perfect club initiative and digital expansion
Capex: Upgrades and maintenance capital expenditures Club upgrades and maintenance and IT capital expenditures
Cash conversion Operating cash flow divided by EBITDA before impact of IFRS 16
Country EBITDA before impact of IFRS 16 EBITDA before impact of IFRS 16 less allocation of Group overhead and cost allocations
EBITDA Profit/(loss) before net financial items, income tax expense, depreciation and amortization
EBITDA before impact of IFRS 16 EBITDA adjusted for the impact of implementation of the IFRS 16 lease standard
Group overhead Consists of group services such as commercial functions, IT, finance and administration
Leverage ratio Net debt divided by last twelve months EBITDA before impact of IFRS 16
Member base Number of members, including frozen memberships, excluding free memberships
Operating cash flow EBITDA before impact of IFRS 16 less upgrades and maintenance capital expenditures and working capital
Other yield Calculated as monthly other revenue in the period, divided by the average member base
Total overhead The sum of country overhead and group overhead
Underlying operating cash flow Operating cash flow less expansion capital expenditures
Yield Calculated as monthly member revenue in the period, divided by the average member base
PAGE 139 BROWSE SEARCHCONTENT
2241071 • BOLT.as
Investor Relations Contacts
Cecilie Elde
CFO
+47 92 41 41 95
cecilie.elde@sats.no
Jonas Sortland Fougner
Investor Relations
+47 94 80 58 51
jonas.sortland.fougner@sats.no
-
SATS ASA
Telefon +47 23 30 70 00
www.satsgroup.com
SATS ASA © 2023