Annual report
2024
Spir Group ASA
Annual Report 2024
Contents
01 This is Spir Group 3
02 2024 in brief 4
03 CEO letter 7
04 Our management and board 9
05 Our values 13
06 Spir Group company structure 14
07 Sikri 16
08 Ambita 19
09 Boligmappa 22
10 Metria 25
11 Iverdi 29
12 Building position and brands 31
13 Innovation and growth strategy 33
14 Sustainability report 34
15 Board of Directors’ report 46
16 Consolidated financial statements 61
17 Bridge Q4 and Annual Report 118
18 Spir Group ASA financial statements 119
19 Auditor’s report 135
3
Spir Group ASA
Annual Report 2024
01 This is Spir Group
Spir Group (or “the company”), delivers mission-critical software and data within two
main business areas – Real Estate and Public Administration.
Within Real Estate, Spir Group offers software and
data to streamline real estate processes in Norway
and Sweden. The company delivers a wide range of
specialized software and data used throughout the
property life cycle, from a property is built, maintained,
renovated and sold. The Company’s services are used
in 9 out of 10 real estate transactions in Norway, and in
Sweden, Spir Group is the number one provider of real
estate and geo-information.
Spir Group is one of Norway’s leading Public
Administration software providers, delivering solutions
for case management, archiving, quality management
and internal control systems to the public sector in
Norway. Spir Group’s software systems ensure that
public entities comply with Norwegian laws and
regulations. The public sector market is known for its
high level of recurring revenue, long-term contracts,
and low churn.
Based on deep domain knowledge, broad and unique
datasets, and modern technology platforms, the
Spir companies are market leaders in their respective
businesses. Spir Group has a significant footprint,
delivering mission-critical software to a wide variety
of customers within the public and private sector.
The customers range from municipalities,
governmental agencies, real estate agents, banks,
insurance companies, appraisers, property developers,
media companies, builders, property owners,
engineers, power companies, and building materials
production companies. The key underlying driver for
development is the pressing need for accelerated
digitization of complex processes.
Spir Group delivers its offerings as recurring
subscriptions, transaction-based data & software
sales, and consulting services. The subscription-based
revenues are primarily Software-as-a-Service licenses
to customers, characterized by long-term contracts
and low churn. Transaction based revenues are driven
by the developments in the real estate markets in
Norway and Sweden, particularly properties put up for
sale, properties sold and the volume of new housing
projects. Revenue from consulting constitutes a small
part of total revenue in Spir Group, but the services
are an important success factor for implementation
and utilization of the group’s solutions.
The Spir Group companies have 368 full-time
employees in addition to 73 external consultants.
The company’s commitment lies in leveraging
extensive industry expertise with data, technology
and artificial intelligence to optimize the everyday
activities of our clients.
Spir Group is playing a central role in the green
transition. The company achieves this through the
facilitation of data and technical solutions, digitizing
processes mandated by law that were once manual
and time-consuming. By ensuring the reuse of data
and implementing near-complete digitization of
processing chains, Spir Group replaces traditional
paper-based methods with fully digital solutions. Spir
Group operates within international frameworks and
adheres to best practices, meeting all requirements
pertaining to social issues and corporate governance.
Spir Group’s ambition is to become the leading
Nordic player within its business areas, expanding
on the existing number one positions established
in Norway and Sweden. The Group seeks to grow
through a combination of organic growth and bolt-
on acquisitions, strengthening and broadening
the Group’s offerings to existing customers and
geographically.
4
Spir Group ASA
Annual Report 2024
7%
Revenue growth
With a strong presence and market-leading
positions, Spir Group plays a key role in
delivering mission-critical software to the
public sector and the real estate industry.
The Groups ambition is to be a leading Nordic
software player within Public Administration and
Real Estate, building on Spir’s existing number one
market positions, deep domain knowledge and unique
datasets. The key underlying driver for growth is the
pressing need for accelerated digitization of complex
business processes within both the public sector and
the real estate industry.
Some highlights
for the year
02 2024 in brief
MNOK 1 127
Overall revenue in 2024
in Spir Group
Revenue per company 2024
MNOK 443
Annual recurring revenue
(ARR)
11%
Growth in ARR
MNOK 95
Cash EBITDA
30%
Cash EBITDA
Sikri MNOK 269,5
Ambita MNOK 481,8
Boligmappa MNOK 58,1
Metria MNOK 304,6
Iverdi MNOK 13,1
5
Spir Group ASA
Annual Report 2024
18%
Adjusted EBITDA
margin
61%
Gross margin
6%
Adjusted EBITDA
increase
M&A
acquisition of the
remaining shares in
Unbolt and 15% in
Prosper AI
53%
Equity ratio
8%
Gross profit
MNOK 2024 2023
Revenue 1 127 1 057
Real Estate 858 770
Public Administration 270 275
Other/elimination 0 12,4
Gross profit 691 642
Gross margin% 61% 61%
EBITDA 193 169
Other income and expenses 8 20
Adjusted EBITDA 201 189
Adjusted EBITDA margin% 18% 18%
Cash EBITDA 95 73
More highlights for the year
Key numbers
6
Spir Group ASA
Annual Report 2024
Key facts and figures
368
Employees in Spir Group
Share of genders
in the Group
Share of genders
in Management
Other
Women Men Women Men
235 5132
1
6
7
Spir Group ASA
Annual Report 2024 1) See organizational structre on page 15.
Dear stakeholders,
2024 was a year marked by significant progress across
the portfolio as we continue to lay the foundation for
sustainable, long-term value creation. Our focus has
been on building best-in-class software, maintaining
our talented workforce, and continuing to be our
customers’ number one trusted advisor in the areas
where we deliver mission-critical technology
and solutions.
The Spir companies hold market-leading positions
and advanced technological capabilities, and key KPIs
are on the rise. Our strategic initiatives implemented
over the past few years have resulted in improved
financials in 2024. Total revenues improved by 7
percent, while Cash EBITDA of NOK 95 million is
an improvement of 30 percent compared to 2023.
Net income has also improved significantly, up from
negative NOK 9 million in 2023 to positive NOK 51
million in 2024. We are confident that the potential is
even higher, and that 2025 will prove to be another
solid step in the right direction.
Spir Group provides mission-critical software and data
across our two core business areas, real estate and
public administration. Both areas contain a high share
of recurring revenue. In 2024, Spir Group’s annual
recurring revenue (ARR) increased by 11 percent
compared to a year ago, reaching NOK 443 million,
including NOK 15 million in new ARR from Iverdi.
Going forward, we will continue providing innovative
tools that digitalize our customers’ operations across
our two business areas, further strengthening the
Group’s market share and profitability.
In the second half of the year, Spir Group closed
the acquisition of the remaining shares of Unbolt,
and a key target for us has been to successfully
integrate the company, and its subsidiaries, into
the Group. Unbolt has built a Nordic ecosystem
around property condition data, providing unique
insights and analytics about the building stock. By
taking control of Unbolt, we strengthen our position
within real estate transactions, complementing the
Groups property data offerings with unique property
condition and energy data. In December 2024, we
completed a 100-day integration plan with focus on
operations, people, synergies and data. As a result,
Unbolt’s subsidiary Iverdi, which is a major player in
Norway within software for real-estate appraisal, was
established as a separate segment, while Unbolt has
been rebranded as Spir Data in early 2025
1
.
Iverdi owns the software, IVIT which is Norway’s most
used professional software for valuation engineers.
The software offers effective process support, data-
driven quality assurance and a variation of different
03 CEO letter
valuation reports. It allows direct interaction and
sharing of information between real estate agents
and valuers’ systems for increased security and
efficiency, further strengthening our real estate
offering. As an innovative software house, developing
new functionalities and enhancing existing products
to reinforce our market-leading position, along with
expanding our product portfolio, is essential for future
growth.
Over the past year, we have worked diligently to
strengthen internal sustainability competence
and knowledge among our employees, enabling
us to approach ESG in a strategic manner. Most
importantly, we have focused on ensuring compliance
with and measuring the effectiveness of the initiatives
we have implemented. Spir Group respects the UN’s
17 Sustainable Development Goals and has prioritized
four of them in our strategic agenda: #5 gender
equality, #8 decent work and economic growth, #12
responsible consumption and production, and #16
peace, justice and strong institutions. We have also
begun preparations and work to ensure compliance
with the CSRD starting from the 2025 financial year.
As we have entered 2025, our outlook remains
positive. The demand for secure and efficient IT
solutions is growing across our business areas, as
8
Spir Group ASA
Annual Report 2024
customers increasingly seek to reduce costs by
streamlining and digitizing their operations. We
expect our subscription-based revenues to continue
to grow steadily with low churn as they are primarily
based on long-term contracts. Meanwhile, there are
positive developments in the real estate market both
in Norway and Sweden. We are excited for the year
ahead, with solid plans in place to further strengthen
our operational and financial growth.
At last, I want to extend my gratitude to all my
colleagues at Spir Group, as well as our customers,
partners and shareholders, for their trust and
confidence during the year. We remain dedicated to
continuously upholding and strengthening this trust in
2025 and beyond.
Per Haakon Lomsdalen
Chief Executive Officer
The Spir companies hold market-
leading positions and advanced
technological capabilities, and key
KPIs are on the rise.
9
Spir Group ASA
Annual Report 2024
04 Our management and board
Spir Group has
a dedicated and
experienced
management team.
The management
represents different
disciplines and varied
experiences and
consists of 45 percent
men and 55 percent
females. Per Haakon Lomsdalen
Chief Executive Officer
Lomsdalen (1973), CEO of
Spir Group from August 2023.
Lomsdalen joined Spir Group
from the position as Country
General Manager of Salesforce
in Norway and Iceland and has
previously held the position
as COO of SAP in the Nordics
and Country General Manager
of SAP in Norway. He also has
many years of experience in
various leadership positions at
IBM. He is a Norwegian citizen,
residing in Drammen, Norway.
Cecilie Brænd Hekneby
Chief Financial Officer & IR
1
Hekneby (1972), CFO of Spir
Group from February 2024.
Hekneby joined Spir Group after
seven years as CFO & IR of Self
Storage Group. Before this,
Hekneby was Finance Manager
in Selvaag Self-Storage, Group
Controller in Color Line and
Project Manager and Financial
Controller in Posten Norge.
Hekneby is Siviløkonom from
the Norwegian School of Econo-
mics and Business Administra-
tion (NHH). She is a Norwegian
citizen, residing in Oslo, Norway.
Mia Ryan
Chief Technology Officer
Ryan (1980), CTO of Spir Group
from March 2024. Before
joining Spir Group Ryan was
Head of platform and central
tech in Lendo Group, part of
Schibsted. She has extensive
experience with strategic work
on technology, cloud and AI,
from the financial sectors. She is
a Norwegian citizen, residing in
Oslo, Norway.
Erling Olaussen
Chief Strategy and M&A Officer
Olaussen (1970), Chief Strategy
and M&A Officer from 2024.
Olaussen has extensive expe-
rience from various technology
companies, having served as
both Development Manager
and CIO in Infront AS, before
he became technology director
at Ambita in 2015, and head of
Boligmappa from 2018 to Au-
gust 2024. He is a Norwegian
citizen, residing in Nordre Follo,
Norway.
Anita Fragaat
Chief of Staff
Fragaat (1973), Chief of Staff
of Spir Group from October
2023. Before joining Spir Group
Fragaat has extensive experien-
ce from the IT software industry,
within event management
and communications, and held
various strategic positions in
IBM and Salesforce. She is a
Norwegian citizen, residing in
Bærum, Norway.
1) Line Cecilie Stenseth will succeed Cecilie Brænd Hekneby as Interim CFO from 15.5.2025.
10
Spir Group ASA
Annual Report 2024
Arild Elverum
Managing Director, Ambita AS
Elverum (1974), Managing
Director of Ambita AS from
August 2021. Elverum has broad
experience in management,
sales and marketing in the IT
and telecom sector. Before
joining Ambita, Elverum worked
with digitization and conversion
to new business opportunities in
companies such as EVRY, Micro-
soft, Nokia and Telenor. He is a
Norwegian citizen, residing in
Nedre Eiker, Norway.
Arnhild Schia
Managing Director, Iverdi AS
Schia (1963), Managing Director
of Iverdi AS from March 2021.
Schia has more than 20-year
experience in the IT, Softwa-
re, Telecommunications and
Media industries across several
functional areas including top
management positions as CEO,
CCO, CMO/CPO and Senior
Vice President in several inter-
national software companies
and as IT director in Telenor.
She has extensive international
experience from working and
leading teams across Europe,
USA, Latin America and APAC.
She is a Norwegian citizen,
residing in Oslo, Norway.
Raymond Vaaler-Hansen
Managing Director,
Boligmappa AS
Vaaler-Hansen (1976), Mana-
ging Director of Boligmappa
from August 2024. Vaaler-Han-
sen has a broad background
from the technology industry,
with experience from campani-
es such as IBM, Salesforce and
Microsoft. He has extensive
experience leading teams in
Norway and Nordic across sa-
les, industry, marketing, channel
and technology advisory. He is
a Norwegian citizen, residing in
Bærum, Norway.
Jonas Åkermann
Managing Director, Metria AB
Åkermann (1973), Managing
Director of Metria AB from
August 2022. Åkerman has held
different executive positions
within the digital business infor-
mation and IT services industry.
He has held roles as Managing
Director, Business Area Director
and Sales Director in companies
such as Bisnode and InfoTrader.
He is a Swedish citizen, residing
in Stockholm, Sweden.
Hege Moe Tveit
Managing Director, Sikri AS
Tveit (1973), Managing Director
of Sikri AS from August 2022.
Tveit was previously responsi-
ble for strategy and business
development in Spir Group and
strategy, product and business
development in Ambita. Tveit
has also held various manage-
ment roles in Telenor within de-
velopment and operations. She
is a Norwegian citizen, residing
in Bærum, Norway.
Anny Margrethe Bratterud
HR Director
Bratterud (1967), HR director
in Spir Group from 2021. Prior
to joining Spir Group Bratterud
held several management posi-
tions in IT and in Ambita before
she became HR director in 2011.
Bratterud has a master’s degree
in technology and management
from BI. She is a Norwegian
citizen, residing in Nedre Eiker,
Norway.
11
Spir Group ASA
Annual Report 2024
Board of Directors
Spir Group’s Board of Directors consists of five members, elected by the
annual general meeting. The Board is comprised of directors with varied
backgrounds and represents a broad range of experience both within and
outside the IT sector. The collective knowledge contributes to safeguard
and develop Spir Group’s long-term growth strategy. The share of
females in the Board of Directors is 40 percent.
Rolv Erik Ryssdal
Chairperson
Ryssdal (1962), Ryssdal has held
multiple Managing Director and
CEO positions at Aftonbladet,
Schibsted and Adevinta. Ryss-
dal led Adevinta’s IPO in 2019
and the acquisition of eBay
Classifieds Group in 2021. Chair-
person of Spir Group´s Board of
Directors since November 2022.
Board member in Orkla ASA
and Schibsted Marketplaces,
chairperson in Simployer Group
and Niss, Risan & Partners.
Holds a Master of Business
Administration from Insead
and Master of Science from
Handelshøyskolen BI. He is a
Norwegian citizen, residing in
Oslo, Norway.
Jens Rugseth
Board Member
Rugseth (1962), Chairperson of
Karbon invest, and member of
the board of Crayon Group, Link
Mobility and Techstep. Co-fo-
under of Crayon Group, Link
Mobility, Basefarm, Mnemonic
and Spir Group. Chairperson of
Spir Group during January 2020
- May 2021, and Board member
since June 2021. Rugseth stu-
died business economics at BI
Norwegian Business School. He
is a Norwegian citizen, currently
residing in Luzern, Switzerland.
Sigrun Syverud
Board Member
Syverud (1987), Currently COO
in the med-tech company Nors
Care (Nørs), co-founder and for-
mer CEO of fashion-tech star-
tup FJONG (Vibrent). Previously
held positions within consulting
& finance, including in Arctic
Securities, McKinsey and
Arkwright Corporate Finance.
Syverud holds a MSc in Finance
from Norges Handelshøyskole
(NHH) og BA in economics from
Humboldt University, Berlin. Bo-
ard member of Spir Group since
June 2022. She is a Norwegian
citizen, residing in Oslo, Norway.
12
Spir Group ASA
Annual Report 2024
Preben Rasch-Olsen
Board Member
Rasch-Olsen (1974), Investment
Director in Rasche Investeringer.
Chairman in Rift Labs. Former
Financial Analyst in Handels-
banken and Carnegie. Board
member of Spir Group since
January 2020. Holds a master’s
in finance from BI Norwegian
Business School, and an AFA,
Finance from Norwegian School
of Economics (NHH). He is a
Norwegian citizen, residing in
Bærum, Norway.
Monica Beate Tvedt
Board Member
Tvedt (1980), Group Chief
Technology Officer at Forte
Digital, where she oversees the
company´s unified technology
strategy and tech divisions
across international markets,
including Norway, Poland,
Germany, Denmark, Austria and
Switzerland. Monica previously
served as Agency Director at
Sopra Steria and as Head of
SaaS Development at UMS
ASA. With a rich background as
an advisor, computer engineer,
and lead architect, she brings
a wealth of tech expertise to
the board. Board Member Spir
Group since June 2024.
13
Spir Group ASA
Annual Report 2024
We create seamless digital services to enable powerful insight and easy
interaction between people, the private and public sector. Together we
create value and shape a sustainable future, promoting transparency and
building trust — insight and interactions made effortless.
We are building the leading Nordic ecosystem for public administration,
property technology, analysis, and data.
05 Our values
Innovation
Innovation is at the core of Spir Group’s identity. We believe in staying ahead of the curve,
embracing emerging technologies, and constantly challenging ourselves to explore new
horizons. We don’t just think outside the box, we tear down its barriers.
Collaborataion
We work together within each company and across Spir Group, with our partners, clients
and the public to create digital eco-systems that in turn enable society to work together and
interact seamlessly. All because we believe collaboration is key to building a sustainable future.
Sustainability
Sustainability is a major inherent part of all our solutions. We believe in clever and responsible
utilization of digital possibilities to reach our common goals. Reduced costs, effort and spent
resources benefit people, society and the planet.
Trust
We earn the trust of our colleagues, partners and clients, and strengthen trust in society by
creating digital services that promote transparency and enable smooth interaction between all.
In our organization, the customer is first, in everything we do!
1
2
3
4
An attractive workplace with diversity and room for development
is key for our growth journey.
With an efficient, agile and learning organization where trust
and responsibility are core values, we act quickly on the needs
of our customers and to changing market conditions.
We have a growth mindset and through innovation, development,
and collaboration, we continuously seek new opportunities together
with our customers and partners.
To reach our high ambitions and to be the
best possible partner for our customers, we
set high goals for the Spir team.
14
Spir Group ASA
Annual Report 2024
Spir Group ASA is a public limited liability company
organized and existing under the laws of Norway
pursuant to the Norwegian Public Limited Liability
Companies Act. The Company’s main office is in
Norway, Dronning Mauds gate 10, 0250 Oslo. The
Company has several locations in Norway and
Sweden.
Spir Group’s business is organized and reported
according to a company structure comprised of
the following five companies in 2024: Sikri, Ambita,
Boligmappa, Metria and Iverdi*.
Spir Group Companies
Real Estate
Ambita – Ambita is a Norwegian company offering
digital solutions based on real estate data. Ambita
provides professional players involved in developing,
buying, and selling property with crucial services
securing quality, transparency, and efficiency in
their workflows. The portfolio of services is based
on a combination of unique datasets and deep
domain knowledge and includes Infoland with agent
documents, digital registration services, digital
building applications and a range of other services.
06 Spir Group company structure
Boligmappa – Boligmappa is a Norwegian company
delivering a digital platform where property
owners can take control of the value, condition,
and documentation of their property and where
craftsmen and other professionals can register work
and documentation on the property required by law.
By the services offered, homeowners have access to
key tools for securing and developing what for most
consumers represents their largest investment - both
when owning, selling, and buying a home. 4Cast
Media AS was merged with Boligmappa in December
2024.
Metria – Metria is a Swedish company offering
services and solutions within geodata, property & real
estate, consultancy & analysis, and cloud solutions.
The acquisition of Metria in 2022 allowed Spir Group
to gain a strong position in Sweden and strengthened
the company competitively, geographically and from
a product offering and competence perspective.
Spir Data – Spir Data delivers insight, analytics and
data-as-a-service. With a broad range of structured
property related data sources in a Nordic data
platform, Spir Data provide a broad range of data
deliveries and services including risk, renovation cost,
energy, construction procurement and condition.
Iverdi – Iverdi is a Norwegian company delivering
Norway’s most used professional software for
valuation engineers. The software offers effective
process support, data-driven quality assurance and
a variation of different valuation reports and allows
direct interaction and sharing of information between
real estate agents and valuers’ systems for increased
security and efficiency. Spir Group holds 60% of the
shares in Iverdi through Spir Data, the remaining 40%
is owned by Norsk Takst.
Public Administration
Sikri – Sikri is a Norwegian company providing
critical software solutions to the public sector for
case processing, building applications, archiving,
and document management with strong number
one positions in its markets. These solutions create
value for the Norwegian public sector through
better collaboration, improved administration of
documentation and data driven decision-making. AIoT
AS were merged with Sikri in October 2024.
Other brands
In addition, Spir Group owns PixEdit AB, Unbolt AB,
Unbolt ApS and Entelligence AS (60%), in addition to
minority ownership in Supertakst AS, Prosper Ai AS
and Simien AS, operating within real estate appraisal
and energy software and data.
* From September 2024.
15
Spir Group ASA
Annual Report 2024
Legal structure
Spir Group ASA is the ultimate holding company. The
Company is not an operating entity, and Spir Group’s
operations are thereby carried out through the
Company’s operating subsidiaries.
See note 19 and 20 for further information.
Spir Group ASA
Ambita AS
(100%)
Sikri AS
(100%)
Metria AB
(100%)
PixEdit AB
(100%)
Energiportalen AS
(65%)
Unbolt Aps
(100%)
Spir Data
(100%)
Iverdi AS
(60%)
Boligmappa
(94.8%)
Unbolt AB
(100%)
16
Spir Group ASA
Annual Report 2024
07 Company review: Sikri
Spir Group, through Sikri AS, is a key player in the market for managing and archiving
documents through the software platforms Elements and eByggesak.
Sikri provides critical software solutions to the public
sector for case processing, building applications,
archiving, and document management. The
solutions create value for customers through
better collaboration, improved administration of
documentation and data driven decision-making.
Providing user-centric, coherent services is an
important, shared goal for the public sector in
Norway. Working closely with customers, partners,
and national premise providers is essential for Sikri.
The number one mission is assisting the public sector
in reaching its goals of efficient use of resources and
better services for citizens.
Sikri’s product portfolio includes case management,
document management and digitization, archiving
systems and risk and compliance tools. Products and
services are mainly targeting the Norwegian public
sector, but the customer base also includes several
international clients.
Sikri has strong number one positions within scanning,
data capture, digitization, and optimization of
documents.
As a bi-annual offering, Sikri provided hardware and
scanning services for more than 100 Norwegian
municipalities and counties as part of the Norwegian
Municipality and County Council Election in 2023
and will in 2025 deliver services to the Parliamentary
Election. The election project generated a total
revenue of 12 MNOK in 2023.
17
Spir Group ASA
Annual Report 2024
Products and services
Sikri
Elements, Sak-Arkiv
Elements, Sak-Arkiv (Case Management) is a
core system for all types of businesses. It is an
off-the-shelf product that can be configured
to suit each business’ needs. The solution
is compliant with NOARK, the Norwegian
standard for electronic archiving for the public
sector. Sikri has extensive experience with
integrating and applying national standards
and Elements is developed to communicate
with most professional systems and joint
solutions used in the public sector through an
extensive number of integrations. Examples of
offered integrations are Altinn, The National
Population Register (“Folkeregisteret”) and
other public registers and Microsoft Office
applications as well as hundreds of different
professional systems.
The Elements platform is based on universal
design, a key feature for solutions offered to
the public sector.
Elements eByggesak
Elements eByggesak is a dedicated
software specialized for construction case
processing developed for the Norwegian
public sector, securing, and simplifying case
management of building permits. Elements
eByggesak is developed according to a
national product specification developed
by KS (Kommunesektorens organisasjon)
in collaboration with DIBK (Direktoratet for
byggkvalitet) and Norwegian municipalities.
Samsvar
Samsvar is a quality system that helps
customers keep track of their legal
requirements related to privacy and
information security, including non-
conformance reporting, and conducting risk
vulnerability analyzes. The offering is being
expanded to include risk management and
broader compliance tools.
PixEdit
PixEdit is a software for automating the
processing of scanning, data capture,
digitalization and optimization and interactive
editing, converting all types of files/
documents, enriching them with the right
valuable digital content. The solution is based
on artificial intelligence and is cloud-based.
AIoT
AIoT is a platform for easy collection of data,
both from public and proprietary sources,
including sensor data from IoT devices,
APIs, databases, and other sources. The
solution collects and aggregates data and
has functionality for both visualization and
reporting.
18
Spir Group ASA
Annual Report 2024
Financial performance
• In 2024 Sikri had revenues of MNOK 270, down
2% from NOK275 in 2023, but up 3% when
adjusting for bi-annual election in 2023.
• Revenue from subscription sales increased by 6%
to MNOK 204 following steady growth in annual
recurring revenue (ARR) and constitutes in total of
76% of total revenue in Sikri, up from 70% in 2023.
• At the end of December 2024, run rate ARR was
MNOK 210, an increase of 6% compared to one
year earlier.
• Reduction in upgrade projects as majority of
customers are migrated to cloud leads to lower
consulting revenue, and lower COGS.
Product and technology advancements
• During 2024, Sikri has collaborated closely
with customers, modernizing the Elements
user interface. The new version of the case
management part of Elements was launched late
2024 after a successful pilot.
• Sikri was the first provider to implement the
transmission of structured decisions from
municipalities to applicants with the solution
“eByggesak”.
• Sikri has a growing business delivering digital
automation with the use of AI and RPA (Robotic
Process Automation) and offers automation “as
a service” and manages all aspects related to this
technology.
• Sikri has continued to develop their AIoT platform,
which collects and analyzes data from various
types of sources, including real-time recordings
from IoT devices and IoT sensors, as well as publicly
available data sources and historical data.
• In 2024 new product portfolio of PixEdit was
launched, PixEdit Office. The new portfolio
includes AI-functionality identifying and redacting
sensitive information.
Strategic partnerships, recognitions
and customer wins
• Sikri had a win rate of 68% of the tenders
submitted in 2024.
• Key wins in 2024 are Norsk Tipping, Nasjonal
ID-senter, Trygderetten, Stavanger Municipality,
Ikomm (Lillehammer, Gausdal and Øyer),
Nesodden Municipality,
• Sikri was runner up in Skatteetaten’s pre-
acquisition pilot using AI for automated archiving
and the pilot will be commercialized in 2025 and
will be a valuable offering towards existing and
new customers.
• One of Sikris Swedish customers Karlskrona
Municipality signed for migrating to cloud.
• In Q3 Sikri signed a partner agreement with
Telenor, Norway’s leading telecom operator, for
sales and distribution of its solution AIoT. The
partnership combines Telenor´s expertise in
telecom with Sikri’s advanced technology for data
collection and analysis.
• The Treffpunkt customer conference in Oslo was
a great success gathering 398 participants from
134 businesses and the Sikri Treffpunkt Norge
Roadshow visited 11 cities and met 503 customers
from 185 businesses around the country.
• A joint marketing-sales ”Automation-tour” in
Q1 visited 8 locations and brought together
105 participants from 45 customers for a one-
day workshop. The aim was to increase the
customers’ knowledge and see opportunities with
automation. At the same time, we got a detailed
insight into the customers’ needs.
2024 highlights
Sikri
19
Spir Group ASA
Annual Report 2024
Ambita offers products and services across the real estate and construction value chain,
enabling a more efficient and transparent market for all parties involved. The vision is to
create the property market of tomorrow.
08 Company review: Ambita
Ambita has a diversified customer base, primarily
in the private sector including all the major players
within the industry. The largest segments are real
estate agencies, banks, and finance institutions in
addition to construction and engineering. Most of
Ambita’s offerings represent number one positions in
their field.
The services are based and developed on a broad
range of data sources, both public and private.
Ambita’s offerings covers the entire “lifecycle” of the
property: development, transactions, and ownership.
Our value propositions focus on helping our customers
with insight and making their work processes more
efficient and secure.
Ambita is organized in autonomous multidisciplinary
product area teams. The interdisciplinary aspect
ensures that we prioritize and make decisions from a
360-perspective. Important success factors are our in-
depth expertise and customer insight, joint ownership,
and clear direction.
20
Spir Group ASA
Annual Report 2024
Infoland
Maintaining the position as Norway’s largest
provider of real estate information, continuously
offering new products and services. Infoland
is a data source for the real estate market in
Norway, distributing both internal and external
data including data from all municipalities,
more than 40 housing cooperatives and 50
other data suppliers. Real estate information
and maps are delivered through several
channels, including the Infoland web portal,
APIs and system integrations. Real estate
agents, appraisers, lawyers, private persons, and
different players in the construction industry use
Infoland every day to retrieve the information
they need, either through the web portal or
through an integrated component in different
professional systems.
Infoland is part of a complex ecosystem
that digitize processes related to buying,
selling and developing property. The service is
customer-driven with frequent end-customer
dialogue to continuously improve the service
and enhance the customer experience.
Land registry & interaction services
Ambita is at the forefront of digitizing the
settlement process in real estate transactions.
The solutions are built mainly for banks, real
estate agents and lawyers enabling them to
validate, sign and register documents with
the Mapping Authority digitally. The services
are delivered both as APIs and as a portal,
streamlining our users’ everyday lives while
contributing to a better customer experience
for our customers’ customers.
Data services
Launching and developing new services
making the real estate agent’s work processes
more efficient and secure. The portfolio of
data services includes a variety of services
connected to the land registry and technical
information from the cadaster, combined with
other public data sources. Ambita has a team
of experts that works closely witch customers
and partners to develop services that
ensure efficient and correct decision-making
processes in and connected to the real estate.
Products and services
Ambita
Byggesøknaden
Byggesøknaden is a jointly owned (Norconsult
and Ambita) digital building application for
professionals. The service enables our applicants
to file building applications through a digital
process application to the municipality
instead of filing by paper or e-mail. As a result,
paperwork is vastly reduced, and the process
of informing neighbors and the municipality is
significantly better organized and more efficient.
During the last three years, Byggesøknaden
has more than doubled its revenue, and 2024 is
expected to deliver further growth.
Propfinder
Propfinder is a map service designed for property
developers. The service compiles data from
the public and private sectors in an innovative
way, which enables property developers to
conduct site analysis, feasibility studies and
other early phase analysis related to property
development quickly and efficiently.
21
Spir Group ASA
Annual Report 2024
2024 highlights
Ambita
Financial performance
• In 2024, revenues in Ambita increased by 9% to
MNOK 481.8 compared to 2023, driven by strong
development in the transaction-based real estate
market.
• In a year characterized by heightened activity
in the real estate market with a high number of
properties put up for sale, Ambita has preserved
its strong market position and achieved strong
growth in revenue compared to 2023.
• In a competitive market Ambita delivered an
adjusted EBITDA of MNOK 81.7 which is is up 3%
to from 2023. Cash EBITDA increased by 2% to
68.2.
Technology advancements
• During Q1 Ambita launched a digital solution that
will improve the process for change of ownership
in relation to inheritance and estate division
(Arv og Skifte) towards the lawyer segment. This
high-margin product will transform what has
traditionally been a cumbersome, paper-based
procedure requiring in-person meetings and
manual signatures and provide an overall more
efficient solution with improved user experience,
security and quality, and impact gross margin
positively.
• In Q1, Ambita launched a service that automates
the sharing of purchase contracts between
brokers and banks.
• In Q4 Ambita launched a solution to streamline
the electronic registration of title declarations.
Initially available to lawyers via etinglysing.no,
the solution supports various transfer scenarios,
including inheritance cases
• In 2024, Ambita was able to introduce Prosper AI
(Prosper AI ensures an efficient sales task through
artificial intelligence) to real estate agents. This
resulted in more pilot customers and secured
revenue for 2025.
Strategic partnerships and recognitions
• In Q1 Holte and Ambita established a joint
service for purchasing maps, map data and real
estate services. A new integration between the
Infoland portal and the HoltePortalen now makes
obtaining documentation easier.
• In Q2, Ambita invested in the Norwegian
start-up Prosper Ai, a tech company that has
developed a ground-breaking service that
uses artificial intelligence to generate detailed
property prospects based on condition reports,
self-declarations and neighborhood profiles. The
technology is designed to significantly increase
the efficiency of real estate agents and dispose of
human errors when producing sales prospectuses.
• Byggesøknaden.no, a joint service from Ambita
and Norconsult Digital, won a bid from the
Directorate for Building Quality (Direktoratet for
Byggkvalitet). The project aims to analyze the use
of responsibility statuses in implementation plans.
The delivery includes user insights from applicants
and caseworkers to identify improvement needs
and document user stories.
• Ambita and Norconsult Digital secured a tender
for Altinn-insight, reflecting their commitment to
digitalizing the property sector.
22
Spir Group ASA
Annual Report 2024
Boligmappa consists of several services
and products, such as Boligmappa.no,
Boligmappa for professionals and Hjemla,
all operating in the real estate and property
owner market.
We collect, process and distribute data on all
properties in Norway.
09 Company review: Boligmappa
Boligmappa wants to help people make better
housing decisions, by delivering digital platforms
where property owners can take control of the value,
condition, and documentation of their property
through documentation and unique insights. By
the services offered, homeowners and professionals
have access to key tools for securing and developing
what for most consumers represents their largest
investment - both when owning, selling, and buying
a home.
23
Spir Group ASA
Annual Report 2024
Boligmappa
Boligmappa is a digital platform connecting all sides of the housing and real estate lifecycle, from private homeowners to
large professional contractors. Boligmappa has become the established market platform aggregating data on homes
from public registers, craftsmen and homeowners. Renovations and refurbishments are logged on individual home
folders by professionals on the platform. The home folder is designed for a specific home and thus follows the lifetime
of the building, creating transparency and traceability. The solution is offered through a cloud-based platform with
a Software-as-a-service (”SaaS”) business model targeting professional customers. Boligmappa’s customer base
consists of electricians, plumbers, craftsmen, real estate agents, house manufacturers, contractors and real estate
developers, as well as other companies involved in the real estate market. The subscription-based go to market model
gives a fully recurring revenue base, excluding some one-offs, and different customer tiers with different prices based
on number of employees.
Boligmappa.no is an online service that makes it easier for homeowners to manage their property, which for most
people also represents their largest financial asset. Electricians, plumbers and other craftsmen document their work
directly in Boligmappa, and combined with information uploaded by the user, value-adding property data is safely
stored and maintained over time.
Boligmappa Professional is used by craftsmen and other professionals to register work, documentation and other
data in Boligmappa. The user searches in the Land Registry and connects to the correct property. The solution is
available as a web application or as an integration in more than 70 ERP systems, such as Visma Contracting, Cordel,
Tripletex and more.
ByggeBolig.no is Norway’s largest online forum dedicated to homeowners and enthusiasts interested in house
construction, renovation, and related problem-solving with over 600.000 registered users. It serves as a platform
where professionals and amateurs share experiences, knowledge, and advice on various topics related to building and
home improvement. The website features discussions, articles, and resources aimed at assisting individuals with their
construction and renovation projects.Additionally, ByggeBolig.no offers digital marketing opportunities for businesses
in the construction industry.
Boligmappa Data Platform is used by all the above, as well as property appraisers, electrical supervisors and more.
Hjemla
Hjemla is a real estate platform
focusing on the value of
residential properties. Hjemla
utilizes machine learning to
provide automated valuation
models and neighborhood
statistics to empower
consumers. The solution consists
of a comprehensive library
of real estate data, creating
an ecosystem by combining
consumer inputs with external
data sources.
The service can be found on the
proprietary web app hjemla.no,
on the mobile app Hjemla GO
and on several partner services.
The application employs state-
of-the art machine learning
technologies to derive insights
about the true monetary value
of a home, historically, at the
present and future projections.
Products and services
Boligmappa
24
Spir Group ASA
Annual Report 2024
2024 highlights
Boligmappa
Financial performance
• In 2024 revenues in Boligmappa increased by
32% to MNOK 58.1 compared to 2023 and with
adjusted EBITDA of MNOK 1.7. (In Q4 the fully
owned subsidiary 4Cast Media was merged with
Boligmappa with effect from 1.1.2024, so 2024
numbers show the financial of the combined
company.)
• A major part of revenue in Boligmappa is
subscription revenue towards B2B. At the end
of Q4 2024, run rate annual recurring revenue
(ARR) was MNOK 52.7 which is an increase of 30
percent compared to one year earlier.
Product and technology advancements
• Launch of two new B2C subscription services,
Boligmappa+ and Hjemla Premium, a place with
access to extra features, benefits, discounts, and
the availability to test new releases first.
• In Q2, Boligmappa’s website was redesigned. The
new pages are easier to use, faster, and more
user-friendly.
• In 2024 a new concept called ”Boligens Utvalgte
Leverandører” (Selected Home Suppliers) was
launched. This concept provides consumers with
valuable guidance on choosing the right products
and systems for their homes.
• In Q4, Boligmappa launched a new service
for professional craftsmen with several new
and in-demand features, including automatic
documentation.
Strategic partnerships and recognitions
• In Q2, Boligmappa entered into the banking
and insurance industry with agreements with
both If Insurance and Sparebank 1 Sør Norge,
for both Boligmappa & Hjemla, yielding large
opportunities for more distribution power and
commercial growth.
• In Q3 the new CEO of Boligmappa joined Spir
Group with a particular focus on how to scale
sales towards the market for professional
craftsmen.
• In Q4 2024 the fully owned subsidiary 4 Cast
Media (4CM) was merged with Boligmappa with
effect from 1.1.2024. 4CM delivers Byggebolig,
the biggest renovation forum in Norway with
>600.000 unique visitors each month.
• Throughout 2024, Boligmappa renewed
agreements with major organizations, including
VB Gruppen, VVS Eksperten, ElteraGruppen,
Elnett Gruppen, and Håndverksgruppen.
Collaborations with industry associations like
Fagrådet for våtrom and Malermestrenes
Landsforbund were also strengthened,
underscoring Boligmappa’s commitment to
supporting professionals in the housing sector.
• Boligmappa continued its tradition of honoring
companies excelling in documentation. By
December 8th, 2024, a total of 2,589,150 new
documents had been uploaded to Boligmappa.
The top performers in 2023 were recognized
in categories such as Electrical, Plumbing,
Construction, and Other Trades.
25
Spir Group ASA
Annual Report 2024
Metria is an expert in digital solutions and services within geographical and real estate related information in Sweden. Metria
offers geographic information services for business benefit and community development. Metria has a wide product portfolio
spanning across information deliveries, Software-as-a-Service (SaaS) products, expert analysis and customer-specific IT deliveries.
10 Company review: Metria
The business offer covers the entire chain from
identifying customer needs such as information
demands, process support or analysis to collecting and
visualizing data to create insights that lead to smarter,
safer, and greener decisions. With an extended business
information offering, the company can combine, for
example, property valuations with analyzed climate
factors - both as a packaged service or customer-
specific analyses.
Metria holds ISO-certificates within environment,
quality, and information security. A competitive
advantage to ensure that Metria is a compliant
supplier in the prioritized market segments.
Metria has specialists in IT development, geodata, GIS,
remote sensing as well as real estate and business
information. Metria’s customers include banking and
insurance, authorities, forestry, energy and telecom.
26
Spir Group ASA
Annual Report 2024
Geodata and real estate information services
Within Metria’s information deliveries, Metria offers services and
solutions spanning across the domains of geographical information,
property and real estate information, climate and environment. Metria
creates information sets and analyses within the aforementioned areas.
Information is delivered in the way most suitable for the customer, ranging
from web solutions, file deliveries, modern APIs, seamlessly integrated
widgets, as well as within Metria’s e-commerce platform.
Providing high-quality information is a cornerstone of Metria’s deliveries.
For that reason, the information is quality assured and often enhanced
in terms of quality to provide as much value for customers as possible.
Added dimensions of insights and value creation are generated by
combining different data sets and utilizing Metria’s know-how and analysis
capabilities.
For property and real estate, information is primarily provided through
“Metria FastighetSök” and “Metria Fastighetsuttag”. Metria FastighetSök
is an online service for daily updates from the general Swedish Property
Registry, including ownership, collateral, and mortgage information. This
is a flexible tool that can be integrated with customers’ IT systems or be
provided via the standardized web-based version. Metria Fastighetsuttag
provides information upon request from customers regarding properties in
specified geographic regions.
Products and services
Metria
27
Spir Group ASA
Annual Report 2024
Consultancy & analysis
Metria’s expert analysis offering mainly focuses on nature, environmental
and climate analysis based on geographical data, including satellite data
and lidar data. This includes for example land cover mapping of large areas,
analysis of nature preservation connected to infrastructure, ecosystem
impact analysis and risk mapping and analysis. The analysis is developed in
close cooperation with the customers and often combines open data with
the customers own data, using for example machine learning algorithms.
Customer-specific IT deliveries
Within customer-specific IT deliveries, Metria’s offering includes IT
development and design, system operations, lifecycle management
and support. Furthermore, the offering includes forestry and real estate
valuation, IT support to administer forestry and felling, digital support, and
validation and report of environmental data. The customers span from
public sector to telecom, forestry and energy.
Products and services
Metria
Software-as-a-Service (SaaS) solutions
Metria’s Software-as-a-Service (SaaS) products consists of web solutions
and applications based on refined and packaged geodata from an
extensive geodata warehouse as well as API connections. High-quality
topographic maps are available as off-the-shelf products. Data is
sourced from Lantmäteriet (The Swedish Mapping, Cadastral and
Land Registration Authority) and selected other data providers, before
it is processed through a streamlined, automated, and comprehensive
data processing to ensure quality and add value. Geodata customers
primarily consist of public sector organizations, forest companies, energy
sector companies, banks, and insurance companies as well as industrial
companies. An example use case is forest companies using Metria Maps
to determine routes for forest harvesting machines, or energy companies
planning grid constructions.
Markkoll is a Software-as-a-Service (Saas) based tool, collecting, and
connecting relevant geodata, business data and other infrastructure data
from a range of sources. With increased market traction in Sweden, Spir
Group is looking to secure such positive synergies for the company across
borders, targeting an introduction to the Norwegian market.
28
Spir Group ASA
Annual Report 2024
2024 highlights
Metria
Financial performance
• In 2024, revenues in Metria were MNOK 304.6
which is 8% higher than 2023.
• Subscription revenue ended at MNOK 118.4, up
8% YoY, transaction-based revenue is MNOK 105.5
which is at the same level as 2023, and consulting
revenue is MNOK 76.9 which is up 31% YoY.
• Adjusted EBITDA is up 1% to MNOK 51.5 and cash
EBITDA increased by 15% MNOK to 25.1.
Product and technology advancements
• Metria has launched a new information API-
platform with extended and more flexible services.
Customers are now successfully using it for
deliveries.
• An improved e-commerce offering was launched
during 2024, with new functionality and widened
product offering.
• During 2024 considerable modernizations have
been made to Metria’s IT platform to enable
a more comprehensive and scalable product
delivery.
• Improvements have been made in Metria Markkoll
to strengthen Metria’s footprint in the land use
domain. The improvements facilitate extended
coverage both geographically and to new
customer segments.
Operational highlights and customer wins
• Metria won an important tender with Svenska
kraftnät. Svenska kraftnät is the authority
responsible for ensuring that Sweden’s
transmission system for electricity is safe,
environmentally sound and cost-effective –
today and in the future. Sweden’s electricity grid
requires major expansion. Metria Markkoll will be
the solution for Visual Property Data at Svensk
Kraftnät.
• Two new customers within Banking & Finance
ordered Metrias new climate offering, Metria
Klimatindex – an important step to establish
Metrias sustainability offering within the Banking
and Finance industry.
• The forest industry is an important market
segment for Metria and during the year important
contracts have been successfully renegotiated,
maintaining a strong position within the segment.
• During 2024 Metria has experienced a strong
demand for consultancy services within GIS and
IT-solutions. Naturvårdsverket ordered projects
for the next version of operational support system
and national land cover data for Sweden. These
projects leverage AI technologies developed in
recent years.
29
Spir Group ASA
Annual Report 2024
11 Company review: Iverdi
Iverdi is the company behind IVIT, a professional system
for valuation engineers – designed to make home sales
faster and safer for real estate agents, valuation firms
and home sellers.
The information company Iverdi is the Nordic region’s largest software
house, specializing in tailor-made professional systems for the
valuation and real estate industry. Iverdi’s professional system, IVIT, is
a comprehensive process-support system for valuation engineers in
Norway. It provides clear guidance on the key checkpoints valuation
engineers must go through when preparing condition reports for
different types of properties. Additionally, the system offers a range of
features that make the workday of valuation engineers more efficient.
Approximately 90 000 condition reports are generated through
the Iverdi system every year, providing extensive information about
the condition of Norwegian homes. Combined with data sources
from other Spir group companies this will broaden Spir Group’s real
estate data coverage with unique information about the condition of
Norwegian houses.
IVIT
IVIT is a specialized software solution developed by Iverdi AS, designed
to streamline and enhance the workflows of professionals in the sector of
real estate and property inspection. Serving as a comprehensive process
support system, IVIT assists appraisers in producing accurate and reliable
condition reports for various property types. The platform is user-friendly
and offers guidance on the necessary checkpoints during property
assessments, ensuring that all evaluations comply with current regulations
and standards.
One of IVIT’s key strengths is its seamless integration with other
industry systems, including those used by real estate agents and
financial institutions. This integration facilitates efficient data flow and
communication among stakeholders, reducing the risk of errors and
enhancing the overall quality of property transactions. By automating
various aspects of the property inspection process, IVIT enables
professionals to handle a higher volume of assignments without
compromising on quality.
Products and services
Iverdi
30
Spir Group ASA
Annual Report 2024
2024 highlights
Iverdi
Financial performance
• Iverdi was fully consolidated from 26 August 2024
impacting Spir Groups 2024 full year results with
four months, which amounts to MNOK 13.1 of
revenue.
• Run rate annual recurring revenue (ARR) from
subscription was MNOK 15.4 at the end of
December 2024, and adjusted EBITDA in 2024
was MNOK 3.2.
Technology advancements
• In Q2 the Area measurement report
“Arealmålings-rapport” was launched. This
offering has been a request from the valuation
engineers to meet the requirements of new area
standard and for measurement of newly built
homes. The new report has also a link to Ambita
for direct upload of property information and
existing area information.
• Integration between IVIT and the two major
industry specific systems Vitex Next and Visma
Core, which was also extended with integration of
structured data to feed automatically into the real
estate management system and the sales report -
“Back-2-Broker”. With this, legally required condition
data is fed directly into the broker´s system.
• In Q3 the new claims report was launched. The
report has been developed in collaboration
with valuation engineers and facilitates
documentation for claims assignment.
Strategic partnerships and recognitions
• With Iverdi’s integration into Spir through Unbolt’s
acquisition in Q3 2024, Spir Group strengthens its
real estate solutions by combining property data
with condition and energy insights. This move
expands its dataset, enhances official registry
information, and solidifies its position as a leading
real estate software provider in Norway.
• Through the partnership with Norsk Takst, Iverdi
ensures that its IVIT system aligns with Norsk
Takst’s standards, supporting valuation engineers
with digital tools that improve accuracy and
streamline workflows. This collaboration helps
maintain high-quality property assessments and
increases the efficiency and speed of property
transactions.
• Iverdi is partnering with Eiendomsverdi to
strengthen property valuation and reporting
processes. By integrating Eiendomsverdi’s
market data with Iverdi’s advanced property
inspection tools, valuation professionals gain
access to property insights and price trends. This
collaboration streamlines valuation workflows,
improves valuation accuracy and reduce risk
for real estate and finance professionals across
Norway.
• Iverdi is also partnering with Diakrit to streamline
the creation of high-quality 2D and 3D property
sketches. This integration allows property
inspectors to order detailed floor plans directly
from the IVIT system, reducing the need for
manual processes. By simplifying this process, the
solution enhances efficiency, reduces turnaround
times, and ensures good visual representations of
properties.
31
Spir Group ASA
Annual Report 2024
12 Building position and brands
Spir Group is a house of brands, with strong number one positions
that enjoy high standings within their customer segments.
Through strategic branding and a commitment to excellence, Spir Group fosters an
environment where each company retains its individual identity and strengths.
Spir Group offers a broad range of products and services, all aiming to provide
valuable insight to our customers. The Group carries well-known brands such as
Ambita, Sikri, Metria and Infoland. Our leading brand towards the consumer market
is Boligmappa, which surpassed 1 million registered users in Norway in 2024.
Spir Group has actively been building position and brands though a wide variety of
market activities. Our overall goal is to build awareness, trust and partnerships with
customers and key players in the industry. The key focus of our sales and marketing
activities is ensuring steady growth through targeting new customers, building
customer loyalty and creating more value from our existing customer base.
Our sales and market activities consist of a mix of the following initiatives:
• Digital marketing
• Roadshow
• Webinars and online courses
• Self-hosted conferences
• Third-party conferences
• Podcast
• PR and media
• Employee branding
32
Spir Group ASA
Annual Report 2024
These initiatives are executed across all market
segments. Some of the highlights of 2024 were:
Arendalsuka
”Arendalsuka” is a political festival in Norway and an
important meeting arena for our stakeholders. Spir
Group attended with all our brands, and we hosted
a debate with the topic “How do we get more girls
into coding?” The debate was led by Boligmappa’s
Communications Director, Eirik Vigeland, and
participants included key stakeholders, Monica Beate
Tvedt, partner and CTO of Forte Digital, Ida Dahl,
board member at Girl Tech, Elin Bursberg, Head of
development at Vitec Megler AS, Camilla Dybendal,
Director at Capgemini Invent, Tor Morten Grønli from
Kristiania Unviersity of Applied Sciences, as well as our
own CTO of Spir Group, Mia Ryan.
We simoultaneously launched the #hunkoder
campaign, with intention of getting more girls into
coding at an earlier age.
Boligmappa also recorded a live episode of their
podcast, Boligsnakk, at the venue Madam Reiersen.
The topic was a new report discussing if it has become
safer to buy a property in the wake of the new
avhendingslov of 2022. The panel was wide, with key
stakeholders such as Carste Pihl from the Norwegian
Homeowners Association and several insurance
companies.
Ambita hosted a networking event with the
Norwegian Real Estate Association, an important
partner for the company. Together, we invited around
100 real estate agents from the south of Norway.
This is a great way to create new networks across
the industry, gather feedback from customers, and
simultaneously create lasting memories together. The
event has become an annual tradition, and we receive
positive feedback every year.
Anne Mette Havaas from Sikri participated in
a debate arranged by Computerworld about
digitalisation of the building industry.
Treffpunkt Tour
For the third time, Sikri went on the TREFFPUNKT
Norway tour, and from April to June, and visited 15
cities all over Norway. The aim of the tour is branding,
product awareness, and lead generation through
relevant and up-to-date content and practical utilities
of our solutions.
Treffpunkt Conference
From the 4th to 6th of November, the Sikri
TREFFPUNKT 3-day annual conference was held at
Clarion The Hub in Oslo, with 350 participants from
Norway and Sweden. The focus topic for the 2024
conference was ”Collaboration for the future”. The
main speakers included the national archivist Inga
Bolstad and Halvor Haukerud.
Summer with Boligmappa
On 4th June Boligmappa invited partners and
customers to a day with both keynote speakers, news
and debate. The main speaker was former prime
minister Erna Solberg, and the event was sold out
with approximately 150 participants.
33
Spir Group ASA
Annual Report 2024
Spir Group’s growth strategy is based on deep domain expertise and data,
strong market positions, long customer relationships and a continuous focus on
innovation. Long-term value creation is pursued through a balanced approach
that includes organic growth from core offerings, business development in
adjacent product areas, and disciplined M&A activity.
The strategy is built around scaling established products, developing new digital
solutions to meet evolving customer needs, and capturing synergies within Spir
Groups two business areas.
Public Administration: Product Expansion, Automation,
AI and Geographical Expansion
In the Public Administration segment, growth will primarily be driven by:
• Expansion of core products: Continued penetration of the Norwegian market
through broader deployment of digital solutions for archiving and case
handling. Growth is supported by increased usage within existing municipal
and governmental customers and broader adoption across new municipalities.
• AI and automation: Development and implementation of AI-powered features
will enhance process efficiency and end-user experience. Automating manual
workflows represents a significant opportunity for improved public service
delivery.
• Geographical expansion to Sweden: Selected product areas are being
prepared for market entry in Sweden, with focus on scalable solutions that
address common challenges across Nordic public entities.
13 Innovation and growth strategy
Real Estate: Deepening Value Creation and Unlocking Synergies
In the Real Estate segment, growth will be achieved through:
• Expanded offerings to existing customer segments: With a strong presence
among banks, real estate agents, insurance companies, appraisers, craftsmen,
utility companies and property owners, the opportunity exists to introduce
new products, data-as-a-service offerings and bundled solutions to increase
customer value.
• Customer-driven innovation: Innovation efforts are closely aligned with the
needs of core customer groups, with a focus on streamlining processes related
to property transactions, property development, loan and risk management,
property management, and land development.
• Product and data synergies: The real estate portfolio comprises many
specialized software and data products. Increased coordination of roadmaps,
shared data assets, and joint solution development will strengthen and broaden
the overall value propositions.
Strategic M&A
M&A continues to be a key element of the growth strategy. Target companies
typically offer complementary technology, strengthen positions in existing markets,
or enable expansion into adjacent verticals. The integration model emphasizes
maintaining entrepreneurial strength at the company level while unlocking strategic
and operational synergies within the Group.
34
Spir Group ASA
Annual Report 2024
14 Sustainability report
Preparing for Sustainability Reporting in Accordance
with the Corporate Sustainability Reporting Directive
In its ongoing commitment to sustainability, Spir Group
has initiated preparations for reporting in accordance
with the Corporate Sustainability Reporting Directive
(CSRD), the EU’s new directive for sustainability
reporting. As part of this initiative, the Group has
conducted a double materiality assessment aimed at
identifying material impacts, risks, and opportunities.
This assessment was performed prior to the EU
Commission’s presentation of the proposed changes to
CSRD, known as ”Omnibus.”
Spir Group is closely monitoring the development
and proposed changes, including the potential
transposition into national legislation, and will adjust
its approach as necessary going forward. The insights
gained from the double materiality assessment
contribute to this year’s sustainability reporting,
ensuring that the company’s disclosures are informed
and relevant.
In the upcoming year, Spir Group will focus on concretizing
and further advancing its sustainability initiatives.
The Double Materiality Assessment
Spir Group has conducted a double materiality
assessment in accordance with the Corporate
Sustainability Reporting Directive (CSRD). This
assessment involves identifying and evaluating
the company’s significant impacts, risks, and
opportunities related to climate, social conditions, and
corporate governance.
The double materiality assessment was carried out
based on the requirements of ESRS 1, with guidance
from EFRAG’s implementation guide for double
materiality analysis. The process was structured into
five main steps: defining the scope and ambition
level of the analysis, understanding the value chain
and relevant stakeholders, establishing a longlist
of sustainability themes, conducting the double
materiality assessment (identifying and evaluating
impacts, risks, and opportunities), and validating and
documenting the results.
This thorough approach ensures that Spir Group’s
sustainability reporting is grounded in a robust
understanding of its material issues, enabling
the company to address them effectively and
transparently.
Defining the Scope and Ambition Level
The scope of the analysis aligns with the consolidated
financial statements of Spir Group, encompassing all
consolidated entities. Representatives from each of
Spir Group’s reporting segments, as well as the parent
company Spir Group ASA and the Audit Committee,
were included in the double materiality assessment.
This inclusion was done to share expertise and embed
the materiality project across the Group, as well as to
ensure input on sustainability matters from the entire
organization.
The segment representatives were actively involved in
key tasks of the project, such as value chain analysis,
mapping of external and internal stakeholders,
workshops, and stakeholder interviews. This
comprehensive involvement ensures that company-
specific considerations are captured throughout the
analysis.
Value Chain and Stakeholder Identification
Value Chain: A comprehensive understanding of the
value chain is crucial for identifying relevant impacts,
risks, and opportunities. The value chain analysis
forms the foundation of the double materiality
assessment.
To ensure a complete overview of Spir Group’s
value chain, a detailed mapping was conducted.
This mapping focused on the main activities within
the various segments, as well as upstream and
downstream activities. Additionally, geography, key
suppliers, market segments, and support activities were
evaluated. Insights from due diligence assessments
carried out in connection with the Transparency Act
were also incorporated into this work.
35
Spir Group ASA
Annual Report 2024
Stakeholders: Spir Group has a diverse set of
stakeholders, each with distinct requirements and
expectations, including those related to sustainability.
While stakeholder dialogue primarily occurs through
daily operations, a targeted assessment was
conducted to ensure that key stakeholders had the
opportunity to provide input on relevant sustainability
issues for the double materiality assessment.
Stakeholder identification was based on existing insights
and understanding of the various segments within Spir
Group. Additionally, an evaluation was conducted to
identify stakeholders relevant to the entire group.
Stakeholders were selected based on the
following criteria:
• The stakeholder has a relationship with
sustainability and can provide relevant insights
for the analysis.
• The stakeholder uses the information and has
expectations or requirements regarding Spir
Group’s practices.
• The stakeholder can offer perspectives on how Spir
Group impacts the environment, people, and society.
Involvement of internal stakeholders is considered
met through the broad participation in the project
group, where they serve as representatives for their
respective areas. As previously described, they have
been continuously involved in the project, ensuring
adequate coverage.
For details on the involvement of external
stakeholders, please refer to the dedicated section
“Performing the Double Materiality Assessment”.
36
Spir Group ASA
Annual Report 2024
Establishing a Longlist of Sustainability Topics
Additionally, a comprehensive longlist of sustainability
topics was developed to support the completeness
of the materiality assessment. This list serves as
a foundation for identifying impacts, risks, and
opportunities. The longlist is based on the predefined
themes in AR 16 (topics, sub-topics, and sub-sub
topics), encompassing areas related to climate, social
conditions, and governance.
To identify these company-specific and industry-
specific topics, the following desktop research was
conducted:
• Analysis of other regulatory frameworks
(SASB; GRI)
• Peer analysis
• Media analysis
• Research on environmental impacts to
understand how Spir Group through its own
operations and activities in the value chain can
affect the environment.
This thorough approach ensures that all relevant
sustainability issues are considered, providing a robust
basis for the company’s materiality assessment and
subsequent reporting.
Performing the Double Materiality Assessment
The fourth step in Spir Group’s process was to perform
the double materiality assessment, which included
several sub-activities. The objective was to identify
impacts, risks, and opportunities and evaluate them
according to the criteria outlined in ESRS.
To identify and evaluate impacts, risks, and
opportunities, two main activities were conducted:
workshops and interviews. Representatives from each
segment participated in the workshops, along with
the CFO, Group Finance Manager, HR Director, and
CMO. The chair of the Audit Committee was also
present. The broad involvement aimed to ensure that
sufficient and appropriate expertise was captured
and included in the analysis.
During the workshops, all sustainability topics,
along with their sub-topics and sub-sub topics from
the longlist, were discussed to identify actual and
potential impacts, risks, and opportunities. Following
the identification, a scoring was conducted according
to the defined methodology.
Brief Methodology Summary: Impacts were
categorized as either positive or negative and
assessed for scale, scope, irremediability, and
likelihood. Identified risks and opportunities were
assessed for financial consequence and likelihood.
A scale from 1-5 was used to assess the given
parameters. Additionally, impacts, risks, and
opportunities were evaluated concerning the time
horizon: short (<1 year), medium (1-5 years), and
long (>5 years). The methodology is in line with the
requirements in ESRS.
Furthermore, interviews with external stakeholders
were conducted to gather their perspectives and
ensure that the analysis also reflects these views.
The results of the interviews largely aligned with the
assessments made in the various workshops, thereby
validating the findings of the analysis. For example,
two external stakeholders highlighted the importance
of compiling and making data accessible for making
informed decisions regarding climate and nature,
which had already been identified and included in the
materiality assessment, thus validating the content
and completeness of the analysis. At this stage,
affected stakeholders were not directly involved in the
analysis. This will be considered in a future update of
the assessment.
Stakeholder groups that have been invol-
ved in the double materiality assessment
Involvement
External Customers Interview
Suppliers Interview
Creditors Interview
Nature Desktop research
Internal Employees Workshop
Audit committee Workshop
37
Spir Group ASA
Annual Report 2024
Validation
After conducting workshops and interviews, an internal quality assurance and calibration process was done.
Furthermore, a materiality threshold was established to determine which sustainability matters that are
considered material for Spir Group. The findings from the materiality assessment serve as the basis for our
2024 sustainability report. The report, however, is not prepared in accordance with CSRD for 2024.
The following topics are considered material for Spir Group, based on the double materiality assessment:
Environmental Social Governance
Climate change
Climate change adaptation, climate
change mitigation, energy
Own Workforce
Working time, gender equality, training and
skills development, diversity
Business conduct
Corruption and bribery
Corporate culture
Pollution Workers in the value chain
Water and marine resources Local communities
Biodiversity and ecosystems
Impact on the extent and condition of eco-
systems, direct impact drivers of
biodiversity loss
Consumers and end-users
Access to quality information
Resource use and circular economy
Resource inflow/resource use,
waste (e-waste)
Boxes in grey are topics that are not material to the Group. Text in italics indicates the material sub-topics.
38
Spir Group ASA
Annual Report 2024
Environment
Spir Group is a software company, and its products
and services are largely focused on digitalization.
By reducing the reliance on paper and physical
documents, digitalization helps society become more
sustainable. Given the nature of its operations, the
company has relatively few direct negative impacts
on the climate and environment that are material.
However, Spir Group acknowledges that it does have
an environmental footprint, both through its own
activities and within its value chain.
The double materiality assessment has identified that
the key areas of environmental impact for Spir Group
are climate change and energy consumption, e-waste,
biodiversity and ecosystems, and resource use. Read
more about the different topics and how these are
relevant for the Group on the following pages.
Digitalization
Spir Group offers solutions that contribute to
the digitalization of society. This transition is
fundamentally positive, as it reduces the reliance on
paper and physical documents, while also contributing
to better and more efficient decision-making
processes. Moreover, digitalization is beneficial in
terms of resource efficiency beyond the use of paper.
A digital ”click” has replaced the need for transporting
documents between parties, saving time, reducing
transportation costs, and lowering carbon emissions
associated with physical delivery. The storage of
documents in physical archives, which often require
substantial space and maintenance, is substituted
with cloud-based solutions.
Digitalization of information also plays a crucial role
in enhancing society’s resilience to climate change.
As the frequency and intensity of extreme weather
events such as floods and wildfires increase, the need
for robust and secure information storage becomes
more important. When information is digitized
and stored in the cloud, it is less likely to be lost or
damaged compared to physical archives, which are
vulnerable to environmental hazards. Moreover,
digitalization supports disaster preparedness and
response efforts by enabling real-time data sharing
and collaboration.
Due to lower use of physical products, the overall
footprint of digital products is often smaller than that
of traditional products. Despite this, it is important
to recognize that digital products and services do
consume resources, particularly energy. Spir Group
is aware of the resource demands associated with
digitalization, while the company remains committed
to developing new technology and digital solutions.
Energy Consumption
Spir Group relies on data centers for its daily
operations. These centers are essential for storing,
processing, and distributing large volumes of data.
Currently, the company does not own or operate its
own data centers as these services are purchased
directly from providers.
Operating data centers requires substantial amounts
of energy for both data storage and processing.
Additionally, advanced cooling systems are used
to prevent server overheating, which is also energy
intensive. Consequently, Spir Group has value chain
emissions associated with data centers, contributing
to its overall environmental impact. The energy
consumption generates CO2 emissions, which
negatively affect the climate and environment.
The emissions related to data centers are included
in the company’s carbon accounting under Scope 3,
category X ”Purchased Goods and Services.” See page
X for the GHG inventory.
GHG accounting
GHG emissions 2024 (tOC
2
e)
Scope 1 0
Sum Scope 1 0
Scope 2 17
Sum Scope 2 17
1. Purchased Goods and Services 12 087
4. Upstream Transportation and Distribution 273
5. Waste 11
6. Business travel 268
7. Employee commuting 361
8. Upstream Leased Assets 1 189
15. Investments 2
Sum Scope 3 14 192
Total GHG Emissions 14 208
39
Spir Group ASA
Annual Report 2024
All companies that are consolidated into the financial
accounts are included in the calculation of GHG
emissions. Operational control has been adopted as
the principle for preparation, which is in accordance
with the GHG protocol. Since 2024 is the first year
that Spir Group is reporting on GHG emissions,
a spend-based method has been used for the
calculations.
Scope 1 is not relevant for Spir Group, as the company
does not own or control any sources of direct
emissions.
The scope 2 emissions are spend based for those
companies where energy costs are reported
separately. For the remaining companies the
emissions are estimated based on average emissions
per employee.
The scope 3 categories 12 (End-of-life treatment
of sold products) and category 14 (Franchises) are
identified as not relevant. Emissions for category 11
(Use of sold products) are not included for 2024. The
development of a consistent category methodology
for companies in Spir Group’s
industry is ongoing, and the Group will develop
its methodology in line with the consensus to be
established. Emissions from category 7 Employee
Commuting is estimated based on travel surveys.
Emissions from category 15 Investments are based
on Spir’s ownership share of estimated scope 2
emissions. The remaining categories in Scope 3 that
are not mentioned here or presented in the climate
accounting have been identified as potentially
relevant but not significant.
Spir Group acknowledges that the spend-based
method for preparing GHG accounting has some
weaknesses. Firstly, it relies on financial expenditure
data, which may not accurately reflect the actual
emissions associated with the purchased goods and
services. Moreover, the spend-based approach lacks
granularity, making it difficult to identify specific
emission sources and opportunities for reduction. In
the coming years, the company will work on improving
the quality of the GHG reporting and consider where
it might be appropriate to include activity data.
The calculation of spend based GHG emissions is
based on available conversion factors from DFØ
(Direktoratet for forvaltning og økonomistyring).
E-waste
As a software company, Spir Group uses a large
amount of electronic equipment, such as servers,
computers, and network devices. Additionally, the
company’s customers rely on electronic equipment to
access its services.
Proper disposal of electronic equipment is crucial
when it is no longer in use. E-waste can be harmful
to the environment if not managed correctly. This is
due to the fact that electronic devices often contain
hazardous substances that, when improperly disposed
of, can contaminate ecosystems and pose health
risks to humans and animals. Therefore, ensuring
responsible e-waste handling is essential to mitigate
the risk of pollution.
To avoid unintended pollution as a consequence of
poor handling of e-waste, Spir Group has established
practices for handling electronic equipment. The
ground rule is that all equipment that is no longer in
use is to be stored for recycling at the various offices.
Furthermore, the company has entered into an
agreement with Atea for the collection and recycling
of equipment. The agreement is relatively new and
has not yet been implemented, but it is intended
to ensure that e-waste is properly collected and
managed. Spir Group does not have documented
history on e-waste recycling for 2024, but will receive
reports from Atea starting in 2025.
Biodiversity and Ecosystems
Spir Group has not identified any material negative
impacts on nature and ecosystems through its own
operations. On the contrary, the company’s subsidiary
Metria AB offers services related to the collection
and analysis of climate and nature data, which
enhance the data foundation for better decision-
making regarding biodiversity and ecosystems. In
2024, Metria delivered almost 100 such projects,
contributing positively to efforts aimed at preserving
nature.
Metria’s clients are primarily government agencies,
but also entities such as forestry companies. Since
Metria produces a significant amount of data for
government agencies that subsequently becomes
open data, the end users span across the entire
society.
The data production and analyses are based on
various types of geographical data. This can include
satellite data, laser data, various open data, and
the client’s own data. By combining these data in
different ways, Metria generates the outputs its
customers need, such as maps, reports, and statistics.
40
Spir Group ASA
Annual Report 2024
One of Metria’s most important clients is the Swedish
Environmental Protection Agency (Naturvårdsverket),
which Metria assists with several analyses:
• Land Cover Mapping: Creating a land cover map
of Sweden to provide basic information about the
landscape and changes over time. This constitutes
an important basis for work on biological diversity,
sustainable land use, ecosystem services, urban
development and planning, as well as climate and
vulnerability. The data is used by municipalities,
universities, government agencies, and private
entities to conduct various analyses. Examples
of specific uses include environmental impact
assessments, species protection studies, and
ecosystem mapping.
• Digitalization of Wetland Inventory:
A digitalization project related to wetlands,
where Metria has digitized the old analogue
interpretation sketches of the wetlands by
scanning or photographing the sketches and
then geocorrecting them using orthophotos. The
purpose is to create a basis for preserving and
strategically managing the wetlands in Sweden.
• Natura Habitat Map (NNK): The mapping covers
Natura 2000 areas, nature reserves, and national
parks, describing the current state and showing
where different Natura habitat types are located.
It is used for EU reporting and helps manage and
monitor these habitats within protected areas.
In addition to nature analysis, Metria also provides
detailed climate risk assessments. This is done by
using satellite images, mapping services, and property
information. The climate risk assessments provide
insight that is relevant not only to existing properties
and communities, but also for planning urban areas
that are resilient to climate change. By understanding
potential climate-related risks, one can develop
strategies and implement measures to mitigate the
identified risks and ensure resilience.
Spir Group is uniquely positioned to collect and
compile data that can improve society’s decision-
making regarding biodiversity and ecosystems. With
a growing focus on preserving and restoring nature,
Metria AB may see increased demand for such
services in the future.
Resource Use and Environmental Impact
Although Spir Group develops and creates software,
the company is dependent on purchasing and owning
hardware. These are products that both require a
lot of resources and cause environmental disruption,
leading to negative impacts in our value chain.
Firstly, the production of computer hardware can
pose risks to biodiversity and ecosystems. The initial
stage of the value chain involves the extraction of raw
materials, including metals and rare earth elements.
Such activities typically have adverse effects on
nature and biodiversity, including deforestation, soil
pollution, and land degradation. The consequences
of this include loss of biological diversity and soil
deterioration.
Another challenge with the production of hardware
is the significant resources used in the process. These
resources are predominantly virgin, meaning they are
extracted directly from nature to be incorporated
into the product. This includes metals such as copper,
aluminum, and rare earth elements, as well as other
materials like plastic and glass. These resources
are non-renewable, which means they cannot be
regenerated or replaced naturally within a short
timeframe.
The challenges described above apply to society as
a whole and are not only relevant to Spir Group’s
business. That being said, the company recognizes
its role in the collective responsibility and will work
to address the challenges related to hardware in the
coming years. Spir Group will do this by extending
the lifespan of its electronic equipment, for example,
through upgrading or repairing rather than replacing
it. Additionally, the company will look into how it can
collaborate with its hardware supplier to ensure more
sustainable practices.
41
Spir Group ASA
Annual Report 2024
Own workforce
Employees
Spir Group’s employees are the most valuable
assets for the company’s growth and innovation.
The expertise and skills of the employees are
critical for designing, developing, and maintaining
the services offered by the Group, as well as for
meeting future demands and needs. The software
industry is characterized by frequent technological
advancements, making the employees’ ability to
develop new tools and solutions essential for Spir
Group’s market adaptation. Attracting and retaining
employees is therefore a key priority.
As an employer, Spir Group contributes to both
positive and negative impacts on its employees, in
varying degrees. The double materiality assessment
has identified the key areas of impact to be work-life
balance, equality and diversity, and training and skills
development.
Code of Conduct
Spir Group has an established code of conduct that
sets guidelines and clear expectations regarding
ethical behaviour. This includes protecting human
rights, ensuring an inclusive and professional work
environment free from any discrimination, and
maintaining health and safety for all employees.
These guidelines shape the company’s culture and
must be adhered to at all times.
Characteristics of Spir Group’s Workforce
The vast majority of Spir Group’s workforce are full-
time employees. Only a few employees are engaged
on part-time contracts. These are workers who choose
to work reduced hours or students who work on an
hourly basis. Part-time employment at Spir Group
is primarily due to retirement, health reasons, and
educational pursuits. The company does not have
instances of involuntary part-time work within its
organization.
Company Total
Group 14
Metria 133
Sikri AS 104
Ambita 70
Boligmappa/4CM 26
Unbold 4
Iverdi 14
Total in the Group 368
Men 235
Women 132
Other 1
As of year-end 2024, Spir Group had 368 employees in
the Group. All employees have permanent contracts.
The company had no temporary employees in 2024.
Process and Routines for Engaging with
Employees
To ensure employees feel valued and supported, Spir
Group conducts regular follow-up meetings directly
between the employee and their supervisor. These
one-on-one meetings, held at least once a month,
are grounded in the company’s internal leadership
principles. The sessions provide an opportunity to
discuss progress and development, address concerns,
and assess overall well-being. Moreover, the meetings
serve as an opportunity to discuss specific negative
and positive impacts that the employee experiences
or is subjected to.
All supervisors are evaluated twice a year on the
execution of these meetings with their employees,
ensuring follow-up is consistently carried out. This
approach is integral to fostering a supportive and
transparent work environment, contributing to the
overall well-being and professional growth of the
employees.
Work-Life Balance
Attracting and retaining employees is a key priority
for Spir Group. This is achieved, among other things,
by offering employees a flexible and balanced work
environment. The company believes that employees
with a good work-life balance will thrive better at
work, which positively impacts their motivation,
engagement, and overall well-being. It allows for
recharging and fosters creativity and innovation.
Additionally, work-life balance is an important
component in facilitating family life and personal
relationships.
Spir Group
Sick leave 2024
Short term 1,7%
Long term 1,8%
42
Spir Group ASA
Annual Report 2024
For employees working in the administration or with
the development of Spir Group’s services, work-life
balance is largely self-managed. However, fostering
open communication between employees and their
direct supervisors is essential to ensure that employees’
needs related to work-life balance are effectively met.
This is maintained on a daily basis through regular one-
to-one meetings between employees and their closest
supervisors. For employees working at the customer
service center, working hours are primarily determined
by the shift schedule. Nevertheless, the company
strives to accommodate individual needs as much as
possible, ensuring all employees achieve a balanced
and fulfilling work-life experience. This is achieved by
involving customer service employees in the planning
and prioritization of task execution, including decisions
on where and when tasks should be carried out.
Work-life balance is assessed through the annual
employee survey, which consistently yields high
scores in this domain. Employees report feeling well-
supported and believe that Spir Group effectively
accommodates their needs. All employees throughout
the Group receive the survey.
Equality and Diversity
Striving for equality is important both at an individual
level and for the organization as a whole. Spir Group
believes that equality is essential for creating a
positive work environment where employees can
thrive. Equality implies ensuring that everyone at
Spir Group has the same opportunities and is treated
equally, regardless of individual differences.
Another crucial element in fostering an inclusive work
environment at Spir Group is diversity.
This involves recognizing and valuing the differences
between people, which is reflected in the company’s
overarching goal of being an attractive workplace.
Spir Group does not accept discrimination based
on gender, pregnancy, childbirth, or adoption leave,
caregiving responsibilities, ethnicity, religion, belief,
disability, sexual orientation, gender identity, gender
expression, or age.
The status of gender balance within the Group for the
year 2024 is as follows:
Moreover, the HR department facilitates all
recruitment processes and prioritizes internal mobility
by providing existing employees with opportunities
before considering external candidates. This
approach is a regular item on the agenda in executive
management meetings, emphasizing the company’s
commitment to supporting and developing its current
workforce.
Flexible Work Arrangements
Spir Group offers flexibility and makes
accommodations for employees to ensure their needs
are met, e.g., reduced working hours to support
family life. This is clearly communicated internally to
ensure that employees are aware of their rights and
the opportunities available to them. The company’s
efforts related to flexibility are closely tied to work-life
balance, as described above.
Fair Compensation
Spir Group conducts internal salary reviews to
ensure equal pay for equal work. The HR Director is
responsible for this process, comparing salaries across
the companies for identical positions.
The company offers full salary to employees during
illness, pregnancy, and parental leave.
Campaigns Promoting Equality: Spir Group
participated in the #hunkoder campaign, which
encourages more young girls to choose education
within programming and IT.
Promoting Women in Leadership Position
Spir Group has clearly communicated internally its
ambition of increasing the number of women in
Men 63,86%
Other 0,27%
Women 35,87%
Spir Group’s work with equality and diversity is
conducted through several initiatives:
Inclusive Recruitment Process and Practices
Spir Group is dedicated to ensuring inclusive
recruitment processes that promote diversity and
fairness. This commitment is upheld by involving
the HR Director in the interview processes up to
the final stages for executive management and
daily managers, ensuring thorough and consistent
recruitment practices. Additionally, all hiring decisions
are overseen by the HR department to maintain
uniform standards and procedures.
43
Spir Group ASA
Annual Report 2024
leadership positions. Additionally, the company is
actively working to recruit women into traditionally
male-dominated roles, recognizing the positive
impact this can have across the company. To support
this initiative, Spir Group has implemented targeted
training programs for female candidates, ensuring
they have the skills and opportunities needed to
succeed. Through these efforts, the company aims to
foster a more inclusive and equitable workplace.
Guidelines and policies govern Spir Group’s efforts
in relation to equality and diversity. The objective is
to ensure that practices concerning employees are
uniformly applied throughout the organization. The
policies are available for all employees on Slack. The
key policies are:
Code of Conduct
Sets clear guidelines and expectations related to
creating a work environment that is free from any
form of discrimination, such as religion, skin color, sex,
sexual orientation, age, nationality, ethnic origin, or
disability.
Wage Policy
Serves as a basis for all local wage negotiations and
adjustments.
Whistleblowing Policy
Outlines the procedures for reporting concerns and is
established to encourage and protect employees who
experience and report unethical behavior.
Training and Skills Development
As previously stated, employees are the most
important resource for Spir Group. To grow, develop,
and pursue new opportunities, the company relies
on attracting and retaining employees with the right
expertise and capabilities. Their knowledge and skills
are a central driver for innovation, which is at the core
of Spir Group’s identity. Moreover, opportunities for
learning and personal growth are important factors
for keeping employees motivated and engaged.
Developing existing employees is a key component
in realizing the strategic objectives of the Group.
Competence development is therefore one of several
prioritized initiatives in the Group’s strategy. To ensure
that employees experience personal growth and
possess the necessary skills required, Spir Group has
several initiatives:
Training Portals
Eduhouse: This is a platform for learning through
online courses and is available to all employees in
Spir Group. The platform offers over 650 courses,
targeted at digital skills, HR and leadership, personal
development, and finance. Spir Group will work on
increasing the completion rate of these over the next
year.
Metria Academy: A portal that all new employees in
Metria must visit. It contains mandatory courses.
Ambita University: A portal that provides technical
courses which all developers working in the Group are
required to take.
Leadership Development Program
Designed to enhance leadership skills for current
leaders and those with potential to assume leadership
roles. Three important focus areas for future leaders
are: digital transformation leadership, boundary-
breaking leadership across organizations and cultures,
and relationship- and network-oriented leadership
with a coaching approach.
Informal arenas for personal development
This includes professional forums, breakfast seminars,
meetups, and similar events aiming to enhance
competence on a specific subject.
To ensure that Spir Group possesses the necessary
competencies for growth and to meet market
demands, a comprehensive assessment has been
conducted. As part of this initiative, internal surveys
have been carried out to evaluate employees’ skills
and their experiences with personal development.
The results of these surveys are not yet finalized, but
the objective is to use the insights gained to define
specific measures related to competence and skills
development.
Over the next year, Spir Group will begin the work of
establishing a comprehensive overview of completed
courses and other activities that contribute to skills
development.
44
Spir Group ASA
Annual Report 2024
Consumers and End-Users
Spir Group offers a diverse range of products and
services to public entities, private businesses, and
individuals. A key feature of the company’s offerings
is the ability to collect and structure data, thereby
enhancing accessibility for users. This empowers users
to make informed decisions based on reliable and
high-quality information.
The impact on consumers and end-users is primarily
focused on providing access to high-quality
information. Here, it is particularly the products
related to the property sector that are relevant
to highlight. These include various platforms
and solutions that provide users with access to
information related to area analyses, zoning plans,
historical land registry, analyses for energy-saving
measures, cost estimates for fixing discrepancies
identified during property valuation, and more. The
information made available to the user positions
them to make informed decisions.
Relevant examples are:
• PropFinder: Aggregates ownership information,
demographic statistics for an area, cadastral
reports, land registry copies, etc., all in one place.
This simplifies the process for users to conduct
analyses related to property development.
• Boligmappa: A platform where craftsmen can
store documentation related to the properties
where they have performed work. This includes
work done by carpenters, electricians, plumbers,
and others. The information is stored in a folder
directly linked to a specific property or home.
This service enables homeowners to easily archive
documentation and ensure that it follows the
property over time. This allows individuals to
access documentation related to the property,
make informed decisions, and contribute to safe
home purchases.
• Buildflow: When you have a valuation of a
property, you should also be able to estimate the
cost of fixing identified discrepancies. Buildflow
collects information from various warehouses to
provide estimates on the cost of repairs.
• Reduce AS: Offers digital analyses of energy-
saving measures. This solution generates
proposals for energy efficiency improvements
In addition to property-related analyses, the Group
also offers analyses related to climate and nature,
providing users with access to quality information.
Read more about these analyses in the chapter
covering environmental impacts.
45
Spir Group ASA
Annual Report 2024
Governance and business
conduct
The risk of bribery, corruption, and unethical actions
is a widespread challenge, which is relevant to Spir
Group as a company and throughout its value chain.
Such actions undermine trust, integrity, and fairness,
and can potentially lead to a range of negative
consequences for both Spir Group and society as a
whole. Consequently, the company has zero tolerance
for unethical conduct of business.
Business Conduct and Corporate Culture
Spir Group upholds its ethical standards through
its Code of Conduct. This document provides clear
guidelines for all employees and is fundamental
for creating and maintaining a strong corporate
culture. The Code of Conduct outlines the company’s
commitment to integrity, respect, and professionalism,
guiding daily operations and interactions. It covers
a broad range of topics, from business ethics to
relations with customers and suppliers, and helps
foster a strong and positive work environment and
culture across the group.
It is the line managers’ responsibility to ensure
that everyone is aware of and complies with
these guidelines. Onboarding routines and regular
communication also ensure that all employees
understand and adhere to rules and guidelines.
The Code of Conduct applies to all employees of Spir
Group and contractors, and is available through the
company’s intranet pages.
Corruption and Bribery
In order to prevent cases of corruption and bribery,
guidelines for purchasing have been implemented
throughout the organization. Spir Group has
implemented a strict process for the assessment of
new and existing suppliers, and places high demands.
A specific example is that suppliers must have
measures or systems in place for their operations
to prevent corruption and trade in influence. Such
measures include an internal control regime, ethical
guidelines for all employees, and the creation of a
notification channel. The company has not identified
any instances of corruption or bribery during 2024.
Beyond its own operations and procurement
practices, Spir Group also contributes to limiting
the scope for corruption, bribery, and undeclared
work in society through the services provided by
Boligmappa. Boligmappa is used by craftsmen
and other professional actors to register work
and documentation required by law. The platform
makes it easy for homeowners to archive and collect
documentation. Moreover, Boligmappa makes it
easier for craftsmen to operate legitimately and for
individuals to choose legal work. Currently, thousands
of craftsmen and professionals use the service, and
all users of Boligmappa are vetted for company
structure, financial stability, and professional
competence. These are important factors in limiting
money laundering and ensuring compliance with legal
processes. Spir Group believes that Boligmappa can
help build trust in an industry that has traditionally
been perceived as having lower ethical standards
concerning corruption and bribery.
The Transparency Act
Spir Group conducts due diligence assessments
and publishes statements in accordance with the
Transparency Act. The purpose of the due diligence
assessments is to identify, prevent, and address
actual and potential negative impacts related to
human rights and decent working conditions. The
statement is published annually and is available on
the company’s website.
Governance Principles
Corporate governance provides the basis for value
creation for the benefit of Spir Group’s shareholders,
employees, and other stakeholders. The Board
of Directors of Spir Group has adopted a set of
governance principles to ensure a clear division of
roles between the Board, executive management, and
shareholders. These corporate governance guidelines
are found on the company’s web pages (https://
spirgroup.com/corporate-governance). The principles
are based on the Norwegian Code of Practice for
Corporate Governance.
46
Spir Group ASA
Annual Report 2024
15.1 Operational review
The Board of Directors’ Report reflects the
development of Spir Group (or “the Company”) unless
otherwise stated. The Company is headquartered
in Oslo, Norway, and has offices in Bergen, Harstad,
Kristiansand and Sandefjord in Norway, and
Stockholm, Gävle, Umeå and Luleå in Sweden.
Spir Group has developed from a software house
specializing in software and services towards the
public sector, to also become a large player within
real estate data and deliver software and data within
two main business areas– Real Estate and Public
Administration.
The Spir Group companies, totaling 368 employees
in addition to 73 external consultants, provide unique
competence and data. Our commitment lies in
our team of professionals with extensive industry
expertise leveraging artificial intelligence, data, and
technology to optimize the everyday activities of our
clients. In 2024, the sick leave for Spir Group was 3.5
percent.
Business activities and strategy
Within Real Estate, Spir Group offers specialized and
niche software and data to streamline real estate
processes in Norway and Sweden. When a property
is sold, banks, real estate agents, appraisers, and
insurance companies use a variety of digital solutions
and data from Spir Group. The Company’s services are
used in 9 out of 10 real estate transactions in Norway,
and in Sweden, Spir Group is the number one provider
of real estate and geo-information.
In addition, the Company helps digitize real estate
processes still digitally immature, i.e. development
of new properties and management and renovation
of existing housing. Spir Group is one of Norway’s
leading Public Administration software providers,
delivering solutions for case management, archiving,
quality management and internal control systems
to the public sector in Norway. Spir Group’s software
systems ensure that public entities comply with
Norwegian laws and regulations. The public sector
market is known for its high level of recurring revenue,
long-term contracts, and low churn. Based on deep
domain knowledge, broad and unique datasets, and
modern technology platforms, the Spir companies are
market leaders in their respective business areas.
Spir Group has a significant footprint, delivering
mission-critical software to a wide variety of
customers within the public and private sector. The
customers range from municipalities, governmental
agencies, real estate agents, banks, insurance
companies, appraisers, property developers, media
companies, builders, property owners, engineers,
power companies, and building materials production
companies. The key underlying driver for our
development is the pressing need for accelerated
digitization of complex processes. Spir Group delivers
its offerings like recurring subscriptions, transaction-
based data & software sales, and consulting services.
The subscription-based revenues are primarily based
on Softwareas-a-Service licenses to customers,
characterized by long-term contracts and low
churn. Transaction based revenues are driven by the
developments in the real estate markets in Norway
and Sweden, particularly properties put up for sale,
properties sold and the volume of new housing
projects. Revenue from consulting constitutes a
small part of total revenue in Spir Group, but our
consulting service is an important success factor for
implementation.
Spir Group’s ambition is to become the leading
Nordic player within its business areas, expanding
on the existing number one positions established
in Norway and Sweden. The Group seeks to grow
through a combination of organic growth and bolt-
on acquisitions, strengthening and broadening
the Group’s offerings to existing customers and
geographically.
Sales activity
Spir Group has five reporting segments: Sikri, Ambita,
Boligmappa, Metria and Iverdi.
15 Board of Directors’ report
47
Spir Group ASA
Annual Report 2024
Sikri’s revenues increased by 3 percent in 2024 when
adjusting for bi-annual election in 2023 to 270
MNOK. Elements Case Management and Archiving
Solution is Sikri’s largest product area. With Elements,
Sikri won 68 percent of the public tenders where the
company submitted offers in 2024, with Trygderetten,
Stavanger Municipality and Ikomm (Lillehammer,
Gausdal and Øyer) being three of the main wins
during the year.
Sikri has a growing business delivering digital
automation with the use of AI and RPA (Robotic
Process Automation). Sikri’s AIoT platform collects
and analyzes data from various types of sources,
including real-time recordings from IoT devices and
IoT sensors, as well as publicly available data sources
and historical data. Sales within the other product
areas in Sikri continues to develop positively, and
several new ebyggesak – customers have been
onboarded during 2024.
Ambita’s revenues increased by 9 percent in 2024 to
482 MNOK. For Ambita, revenue is highly correlated
with the real estate market and hence impacted
by seasonality and marked fluctuations. The
company has been successful in maintaining focus
on customers and ensuring a steady, high customer
satisfaction and retention. The product Infoland
maintaining the position as Norway’s largest provider
of real estate information, continuously offering new
products and services.
During 2024, the share of Norwegian digitally
registered property transactions reached an all-
time high of more than 70 percent. Ambita plays
a key role in this transformation, working hand-in-
hand with clients and partners to facilitate a digital
revolution within the real estate sector. By offering
the most comprehensive functionality in the market
and making our services accessible through multiple
portals via our APIs, Ambita has positioned itself as an
industry leader in digitalization and innovation.
Byggesøknaden, a vendor for digital building case
management data, had a growth of revenue of 14
percent, despite a challenging construction market
showing the markets adaption to digital solutions.
As a step to further solidify the position within the real
estate segment Ambita invested in the Norwegian
tech start-up Prosper AI in 2024. They have developed
a ground-breaking service that uses artificial
intelligence to generate detailed property prospects
based on condition reports, self-declarations and
neighborhood profiles. This will increase Ambita’s
offerings towards the real estate segment and
strengthen the position as key driver of innovation
within the industry.
Boligmappa’s revenues increased by 32 percent
in 2024 to 58 MNOK. A major part of revenue in
Boligmappa is subscription revenue towards B2B,
while transaction-based revenues are related to
new product launched late 2023 directed towards
the consumer market leveraging Boligmappa’s
substantial volume of homeowners, now slightly
above 1 000 000 registered users.
Boligmappa continues to explore new revenue streams
and partnerships. These efforts include development
of the company’s solutions, expansion of functionality,
refinement of user interfaces, increased emphasis on
market visibility, and readiness for upcoming revenue
models. Boligmappa’s services are increasingly
gaining attention from the media, politicians, industry
associations and significant industrial players withing
the banking and insurance sector.
Metria increased revenue by 8 percent in 2024 to 305
MNOK. Factors that impact the revenue of Metria
is correlated with the number of properties sold and
size of mortgages taken out. After a slow start for
the housing market, the market recovered in the
second half of 2024. The number of apartments sold
increased by 14 percent in FY 2024 compared to FY
2023, while the number of houses sold increased by 16
percent, according to “Svensk Mäklarstatistik.”
Metria continued to show growth in SaaS-solutions,
mainly driven by Metria Maps, with 8 percent.
During the year Metria won an important tender
with Svenska kraftnät, the authority responsible for
Sweden’s transmission system. Sweden’s electricity
grid requires major expansion, and Metria Markkoll
will be the solution for Visual Property Data at
Svenska kraftnät.
The forest industry is an important market segment
for Metria and during the year important contracts
have been successfully renegotiated, maintaining a
strong position within the segment.
In 2024 Metria has experienced a strong demand
for consultancy services within GIS and IT-solutions.
Naturvårdsverket ordered projects for the next version
of operational support system and national land
cover data for Sweden. These projects leverage AI
technologies developed in recent years.
48
Spir Group ASA
Annual Report 2024
Following the full acquisition of Unbolt AS in August
2024, Spir Group successfully completed a 100-
day integration plan in December, with focus on
operations, people, synergies and data. The subsidiary
Iverdi, which is a major player in Norway within
software for real-estate appraisal, was established as
a separate segment.
Iverdi is the company behind IVIT, a professional
system for valuation engineers used in approximately
90 000 condition reports yearly. The software is
designed to streamline and enhance the workflows
of professionals in the real estate sector and property
inspection sellers. Iverdi’s revenue is closely tied to the
number of properties put up for sale and is subject to
seasonality and marked fluctuations.
IVIT is integrated with Norway’s largest industry
systems for real estate agents, Vitec Next and
Visma Core. In 2024 Iverdi launched “Back-2-Broker”
a solution sending legally required condition data
directly to the real estate agent’s system, providing
a more secure and efficient solution for reporting of
condition data.
Unbolt AS was rebranded as Spir Data AS in Q1 2025
and serve as a horizontal entity within the Group,
delivering advanced data services. Leveraging the
strengths of the Group to create a unified approach
to the Nordic real estate market, the acquisition of
Unbolt AS is unlocking new opportunities through:
• Advanced Data Services: Spir Group is uniquely
positioned to cross-leverage data sources across
the Group’s companies, products, and data
sources. This creates deeper market insights,
stronger analytics, and smarter decision-making
for our clients and partners.
• Business Development Acceleration: The new
structure enables seamless bundling and
presentation of real estate strategies, delivering
greater value and efficiency to stakeholders.
• Next-Generation Data Platform: Establishing a
robust platform that enables data bundling and
delivery ensures that the Group acts as a one-
stop partner for real estate intelligence and digital
transformation.
Unbolt and its main subsidiaries (incl. Iverdi) are
consolidated from 26 August 2024 and impacts
full year revenue with MNOK 14 and add 15 MNOK
in new ARR.
Spir Group is involved in many ongoing tenders
and is continuously investing in our sales force.
Our market knowledge, close customer dialogue
and market monitoring gives us direct invitation to
customer cases.
15.2 Financial review
Profit and loss
Spir Group continued to deliver strong growth, both
organically and structurally, in 2024.
For FY 2024 Spir Group’s overall revenue increased
by 7 percent compared to FY 2023 to MNOK 1 127.1.
Revenue in FY 2023 was impacted by MNOK 12 in
bi-annual election revenue. In addition, Sikri had an
extraordinary churn of MNOK 10 in the beginning of
2024. Adjusted for these factors, the revenue growth
was 9 percent.
Subscription-related revenue increased by 8 percent
during 2024 following steady growth in ARR.
Transaction-based revenues also increased by 8
percent in a strong real estate market after a slow
start. Consulting revenue is an important service to
secure customer success but not a growth area and
are at steady pace up 1 percent.
Gross profit increased by 8 percent to MNOK 690.9
in FY 2024 following growth in revenues with lower
cost of providing services and initiatives to improve
margins across the revenue streams.
Personnel expenses amounted to MNOK 373.7 in FY
2024 (33 percent of revenues), compared to MNOK
347.3 in FY 2023 (33 percent of revenues). MNOK 7.4
of personnel expenses in FY 2024 is non-recurring
cost related to restructuring in the organization
and attributed to other income and expenses (OIE),
compared to MNOK 10.9 in FY 2023. The increase
in personnel expenses is related to annual wage
adjustment and some new positions at group level
compared to one year earlier, in addition to new
personnel costs from Unbolt and subsidiaries.
Other operating expenses amounted to MNOK 124.2
(11 percent of revenue), compared to MNOK 124.7 (12
percent of revenue) in FY 2023. There were MNOK 0.6
in non-recurring items attributed to OIE in FY 2024,
while MNOK 8.8 was defined as non-recurring items
in FY 2023.
49
Spir Group ASA
Annual Report 2024
EBITDA was MNOK 193.0 in FY 2024, an increase of
14 percent compared with one year earlier. EBITDA
adjusted for OIE was MNOK 201.0 in FY 2024, an
increase of 6 percent from FY 2023, with adj. EBITDA
margin of 18 percent.
The capitalization of development costs was MNOK
98.5 in FY 2024, which is MNOK 1.9 higher than
in FY 2023 including MNOK 7 in new capex from
Unbolt and subsidiaries (4 months). As an innovative
software house, the development of new functionality
and new features on existing products to strengthen
our market leading positions, and expansion of the
product portfolio is vital for future growth. Spir Group
has made significant investments in Boligmappa to
scale the platform to cater for high volume growth.
Now, there is less need for new development, and
total CAPEX for Boligmappa (standalone before the
merger with 4CM) is down by MNOK 10 for FY 2024
compared to FY 2023. Capex in Metria is MNOK 3
higher than in FY 2023 due to investments in new
product offerings and core products to capitalize
on growth potential. For Ambita and Sikri capex will
vary by type of ongoing development projects but
are expected to be stable. The level of capitalization
of development costs for FY 2025 is planned to be in
the range of MNOK 90-95 compared to MNOK 115 in
FY 2024 with full year effect of capex in Unbolt with
subsidiaries.
Spir Group had depreciation and amortization
expenses of MNOK 140.8 in FY 2024, up from MNOK
119.2 in FY 2023. A major part of the increase is related
to higher amortization of intangible assets, while
MNOK 2.7 is related to Unbolt and subsidiaries.
Operating profit (EBIT) was MNOK 50.3 in FY 2024,
compared to MNOK 50.2 in FY 2023.
Net finance of MNOK 0.2 is up MNOK 55.0 from FY
2023 impacted by increased financial income related
to a one-off non-cash financial gain following the
consolidation of Unbolt AS of MNOK 38.4, gain in fair
value interest rate swaps of MNOK 13.4 and interest
on bank deposits.
Profit from discontinued operations in FY 2024
includes a settlement of MSEK 10.5 related to a claim
from Sweco after the divestment of Metria’s Planning
& Surveying business in 2023.
Net income was MNOK 34.7 in FY 2024, up MNOK
50.4 from FY 2023.
Financial position
Spir Group’s total assets at the end of December
2024 were MNOK 2,396.9 compared to MNOK
2,145.5 at the end of December 2023. Cash available
at the end of December 2024 was MNOK 43.1 in
addition to the available credit facility of MNOK
50.0. Intangible assets amounted to MNOK 2,089.3
at the end of December 2024 compared to MNOK
1,854.6 at the end of December 2023. The increase
in intangible assets is due to the acquisition of
Unbolt AS and capitalized development costs and
translation differences. Total receivables were MNOK
133.1 at the end of December, compared to MNOK
142.2 at year end 2023. Spir Group’s total liabilities
were MNOK 1,137.4 at the end of December 2024
compared to NOK 1,054.8 million at the end of
2023. Current liabilities amounted to MNOK 417.8,
while non-current liabilities were MNOK 719.6 at the
end of December 2024. Net interest-bearing debt
(NIBD) as of 31.12.2024 was MNOK 707.7 of which
lease liabilities comprise of MNOK 72.7. In relation
to the acquisition of the remaining 57 percent of
shares in Unbolt AS, the company increased the loan
facility by MNOK 80.0. In addition, the company
utilized MNOK 50 of the revolving credit facility in
Q4 2024. In comparison, NIBD at 31.12.2023 was
MNOK 650.8 where lease liabilities comprise MNOK
43.5. The development mainly relates to reduced
cash flow following investment in Unbolt, capitalized
development, borrowing instalment and interest
payment. The increase in lease liability is related
to new lease agreements. 60.0 percent of interest-
bearing debt as of 31.12.24 is covered by interest-rate
swaps at favorable terms. Spir Group’s total equity
was MNOK 1,259.5 at 31.12.24 and the equity ratio
was 52.5 percent. At the end of 2023, the company’s
equity was MNOK 1,090.7, implying an equity ratio of
50.8 percent. The share capital of Spir Group ASA was
NOK 2,651,523.98 as of 31 December 2024, consisting
of 132 576 199 ordinary shares with a nominal value of
NOK 0.02.
Cash flow
Cash and cash equivalents at the end of December
2024 amounted to MNOK 43.1 compared to MNOK
54.5 at the end of December 2023. A major share
of the subscription revenue in Sikri AS is annually
invoiced in advance in January, enhancing the cash
position. Spir Group had a positive cash flow from
operating activities of MNOK 218.8 in FY 2024. Cash
flow from investing activities was negative with
MNOK 174.7 in the full year, due to investments in
development, acquisition of 15 percent of the shares
in Prosper AI in May 2024 and the acquisition of
50
Spir Group ASA
Annual Report 2024
56.9 percent of shares in Unbolt AS bringing total
ownership to 100 percent of the shares in August
2024. Capitalized development costs in 2024 were
MNOK 98.5. Cash flow from financing activities
was negative with MNOK 55.5 in FY2024, following
increased external borrowing with MNOK 83.4 and
utilizing MNOK 50 of the revolving credit facility and
repayment of loan in FY 2024 of MNOK 118.8.
Parent company
The parent company had revenue of MNOK 37.1 in FY
2024, up from MNOK 24.3 in FY 2023. The revenue is
attributable to services performed for subsidiaries in
the Group. Personnel expenses amounted to MNOK
38.4 (31.5) while other operating expenses was MNOK
20.6 (17.0). Operating profit in FY 2024 was MNOK
-22.2 compared to MNOK -24.2 in FY 2023.
The parent company’s equity was MNOK 1,017 was at
31.12.2024, up from MNOK 1,003 at 31.12.2023.
Going concern
Based on the aforementioned comments about Spir
Group ASA’s accounts, the Board of Directors confirms
that the annual financial statements for 2024 have
been prepared on the basis of a going concern
assumption, and that this assumption has been made
in accordance with Section 3-3a of the Norwegian
Accounting Act.
Allocation of the profit for Spir Group ASA
Loss for the year 2024 attributable to owners of
the parent was negative of NOK 15.6 million.
The Board has proposed that the loss be allocated
to other equity.
The ongoing crisis in Ukraine and the impact
on Spir Group
The current situation in Ukraine, for the time being
has an impact, albeit not significant, on Spir Group.
The Group uses some external development capacity
in Ukraine, through third parties, and this capacity
has been impacted by the ongoing crisis. Developers
have not been available full time, and there are
some challenges with connectivity and also locating
safe areas for these resources to operate from. Spir
Group is monitoring the situation closely and we are
in ongoing dialogue with our suppliers. For the time
being, as this capacity comprises less than 10 percent
of the Group’s development capacity, Spir Group is
able to compensate through measures such as re-
prioritization of tasks, and higher utilization of other
staff. The long-term impact is not expected to harm
our development plans, but there is a risk that we will
need to utilize other suppliers in other geographical
locations.
Financial risk and risk management
The Group is exposed to risks from its use of financial
instruments, including credit risk, liquidity risk and
market risk.
Credit risk is the risk that customers are unable
to settle their obligations as they mature. A high
number of the Sikri segments customers are within
the public sector, where the risk related to these trade
receivables is nearly non-existent. In regards to the
Group’s private sector customers, procedures are in
place for limiting exposure by using credit ratings and
risk assessments upon engaging in assignments. All
receivables are monitored closely, and any overdue
receivables are followed up.
Liquidity risk arises from the Group’s management of
working capital and the finance charges and principal
repayments on its debt instruments. It is the risk
that the Group will encounter difficulty in meeting
its financial obligations as they fall due. The Group’s
policy is to ensure that it will always have sufficient
cash to allow it to meet its liabilities when they
become due as well as being able to take advantage
of acquisition opportunities. Management of liquidity
risk is performed at Group level, where the Finance
department monitors liquidity flows in short-term and
long-term reporting. In additional to a cash reserve
at 31 December 2024 the Group also has liquidity
reserves available through credit facilities with its
primary bank Nordea.
Market risk is the risk that the future cash flows
will fluctuate because of changes in market prices.
Market risk includes interest risk and currency risk.
Financial instruments affected by market risk include
borrowings, deposits and debt. As most of the Group’s
customers are Norwegian organisations, there is low
exposure to currency risk.
Interest rate changes have only a marginal direct effect
on consolidated operating income and cash flows
from operating activities. The Group’s interest rate risk
is related to floating interest rates on bank accounts
and bank loans. Interest-bearing debt is covered by
interest-rate swaps from November 2023 of MNOK
243 at 3.24 percent (mature in 2032), and MNOK
162 at 3.25 percent (mature in 2028). The company is
therefore exposed to fair value interest rate risk.
Further information on risk management can be
found in Note 28.
51
Spir Group ASA
Annual Report 2024
Transactions with related parties
Jens Rugseth, a member of the Board of Spir Group
ASA also holds positions as a member of the Board
in Link mobility, Crayon Group Holding ASA and
Techstep ASA. Trade between Spir Group and related
companies is disclosed in Note 29.
There were no other material transactions with
related parties during the period.
Research and development
The Spir Group’s R&D efforts are focused on develop-
ment of own software, using own resources and external
development expertise. Spir Group has capitalized
personnel cost and external costs related to R&D, as
well as received some funding from the “SkatteFUNN”
tax incentive scheme. Our R&D is focused on developing
new or improved software for our customers, using
innovative tools and the newest technology.
Corporate social responsibility
Spir Group aims to be a responsible company which
respects people, society, and the environment. The
Company has developed a CSR policy, committing
Spir Group to responsible business practices in the
areas of human rights, labour, anti-corruption and the
environment. At Spir Group, we actively work to create
a safe working environment without harassment or
discrimination. We have in place a Code of Conduct
which each employee is committed to follow, and a
whistle blowing policy and external process in place to
ensure adherence and to protect our employees. No
accidents or incidents were reported in 2024.
Spir Groups philosophy is to be an equal opportunity
employer, and we promote equal rights regardless
of gender, gender identification or expression, ethnic
identity, religion, or other beliefs, sexual- orientation
or age. We permit no form of discrimination and work
actively to promote diversity across the Company and
functions.
We strive to beat the IT industry average in terms
of gender distribution, which is approximately 30
percent. At Spir Group we are 35.4 percent women,
above industry average.
Environmental responsibility
Spir Group consists of multiple technology companies
specializing in creating mission-critical software
solutions, providing businesses and communities
with reliable solutions. Increasing demands from
our consumers, customers, employees, and partners,
not least investors, drive us to work purposefully
and strategically to be a company that operates
sustainably, meeting all requirements related to social
issues and corporate governance.
Through our digital products, we ensure reuse of
data and near 100 percent digitization of the data
processing chain. “eSignering” and “eTinglysning”
are examples of products we deliver that reduce the
amount of paper for our customers by digitizing the
document flow in the process. In the land registry
service, paper as a format has been replaced with
fully digital solutions. Boligmappa ensures sustainable
use of materials and the development of buildings by
safeguarding and storing data and documentation
and have a guidance model with the intention to
prevent undeclared work.
Spir Group strives to be at the forefront of
environmental protection and takes initiatives
to promote greater environmental responsibility.
We adhere to relevant local and internationally
recognized standards, minimize environmental
impact, and continuously work to improve our
environmental footprint by promoting the
development and implementation of eco-friendly
technologies.
We have a continuous focus on improvement and
have experienced that the certification has improved
our reputation and increased our competitiveness. We
are more attractive for current and future employees
and can provide a safer working environment with
reduced risk of environmental accidents. To make
employees aware of the company’s environmental
impact is a key priority for Spir Group.
• Reduce our impact on the external environment
by setting requirements for sustainable awareness
when choosing partners and suppliers.
• To the extent financially sound, prioritize eco-
labeled, sustainable, or environmentally friendly
products and suppliers.
• Take the external environment into account when
evaluating new products, methodologies, or
technologies.
• Through communication, awareness and inclusion,
contribute to strengthening environmental
awareness among employees.
• Prioritize reuse of hardware over submission and
destruction.
• Reduce CO2 emissions in connection with travel
and the use of company cars.
52
Spir Group ASA
Annual Report 2024
A statement on Spir Group´s corporate governance
principles and practices is provided in section 14.3 in
Board of Director’s report. A statement on Spir Group’s
work with ESG is provided in section 13.
Transparency Act
The Norwegian Transparancy Act (“Åpenhetsloven”)
grants anyone the right to request information from
the Company on how we handle negative impacts on
human rights and working conditions, as well as specific
information related to goods and services. This includes
information about Spir Group’s organization and
structure, the policies, and the procedures established to
prevent negative consequences. Furthermore, it includes
how the negative consequences are identified and how
they are addressed, and the impact of any measures we
have taken.
Assessments are regularly conducted and are
proportional to the size, nature, and segments of the
various companies within Spir Group, as well as the
severity and likelihood of negative consequences for
basic human rights and decent working conditions.
The main focus is on how the business impacts people
both inside and outside the organization.
In addition to our permanent employees in Norway
and Sweden, the Company also employs contractors
in some other countries. We conduct due diligence
assessments when approaching potential projects/
businesses in other countries and have our own
guidelines for our suppliers. Suppliers are required
to maintain high ethical standards, good business
practices, and not act in violation of applicable
laws and regulations, key UN conventions, and
national labour laws at the production site. The UN
Declaration on Human Rights must be respected.
Whenever conventions, national legislation, and
regulations cover the same issue, the highest
standard shall always prevail.
Anyone who wishes to obtain information under the
Transparency Act may contact Spir Group in writing
and request information on how we handle actual
and potential negative impacts on basic human rights
and decent working conditions that we may have
identified. Currently, no risk elements that have failed
to meet specific measures have been identified. HR is
responsible for this task within the Company.
The yearly statement on the Company’s due diligence
assessments will be made available on the Company’s
website once approved by the Board of Directors and
no later than June 30, 2025.
Shareholder information
As of 31 December 2024, Spir Group ASA’s share
capital was NOK 2,651,523.98, consisting of
132,576,199 ordinary shares with a nominal value of
NOK 0.02. At the end of 2024, Spir Group held 2,075
own shares.
The 10 largest shareholders held 81 percent of
the shares outstanding. The company’s largest
shareholder, Karbon Invest AS, held 33.6 percent of the
shares at year end.
The final share price at the close of the year, on 29
December 2023, was NOK 8.48.
For detailed shareholder information, see Note 25 in
the consolidated financial statements for 2024.
Insurance for Board members and CEO
Spir Group has in place an insurance that covers
members of the Board and the Group CEO, for their
potential responsibility towards the Group and its
companies, as well as third parties. The insurance also
covers the Boards and CEOs of subsidiary companies,
and coverage is maximum MNOK 100.
Events after the reporting period
On 1 January 2025, a total of 88,589 RSUs were
eligible for settlement under the RSU program from
2023, giving the RSU holders the right to subscribe
for 88,589 shares in total, each with a par value of
NOK 0.02, at a subscription price of NOK 0.02 per
share. On the basis of the authorisation granted to it
by the annual general meeting held on 31 May 2024,
the Board resolved on 10 January 2025 to increase
the Company’s share capital by up to NOK 1,771.78
by issuing up to 88,589 new shares at a subscription
price of NOK 0.02, corresponding to the nominal
value of the Company’s shares.
The share capital increase of NOK 1,771.78 pertaining
to the issuance of the 88,589 new shares was
registered with the Norwegian Register of Business
Enterprises on 17 January 2025. The Company’s
new share capital is NOK 2,653,295.76, divided on
132,664,788 shares, each with a nominal value of NOK
0.02.
Following settlement of the abovementioned RSUs,
no other RSUs remains outstanding under the RSU
program.
On 13 February 2025, the Board resolved to adopt a
new 3-year share option program for management and
53
Spir Group ASA
Annual Report 2024
key employees. The 2024 Option Program is based on
the same terms and conditions as the 2023 Option
Program and is in compliance with the Company’s
applicable guidelines for remuneration of executive
management and the authorisation granted to the
Company’s board of directors by the annual general
meeting in 2024 to increase the Company’s share
capital in connection with incentive schemes.
Outlook
Entering 2025, our outlook remains positive. The
demand for secure and efficient IT solutions is
growing across our business areas, as customers
increasingly seek to reduce costs by streamlining and
digitizing their operations. We expect our subscription-
based revenues to continue to grow steadily with
low churn as they are primarily based on long-term
customer contracts.
Transaction based revenues are mainly driven by the
developments in the real estate markets in Norway
and Sweden, particularly properties put up for sale (in
Norway), properties sold (in Sweden) and the volume
of new housing projects in both countries. The market
conditions for property transactions fluctuate based
on seasonality and general property buyer and seller
sentiments. In Norway, the number of properties put
out for sale in Q4 2024 was higher than same period
last year according to “Eiendom Norge” (‘Real Estate
Norway’). This trend continued in January 2025, as
the number of properties put up for sale increased by
27 percent compared to January 2024. In Sweden,
the number of apartments and houses sold increased
by 14 and 16 percent, respectively, in 2024 compared
to 2023, according to Svensk Mäklarstatistik (‘Real
Estate Broker Statistics Agency’). The number of
houses sold was on an all-time high in the second
half of 2024, suggesting that the Swedish real estate
market is recovering, which ultimately will have
positive impacts for Spir Group’s Swedish operations,
as also seen in Q4 2024.
Revenue from consulting is an important success
factor for implementation and utilization of our
solutions. With most of our customers on cloud
solutions, we expect fewer upgrade-projects going
forward. Meanwhile, Metria continues to face high
demand for its consulting services within IT solutions
and expert consulting within the climate and nature
domain. Thus, we expect the consulting revenues to
continue to remain stable over time.
The Group plans to optimize investments to enhance
margins, improve cash flow, and prioritize ROI, with a
projected capital expenditure range of MNOK 90-95
for FY 2025. We expect our investments in product
development to materialize in improved margins and
an improved cash flow yield over time. Furthermore,
Spir Group is pursuing bolt-on acquisitions in
Norway and Sweden to strengthen and broaden our
position in the real estate ecosystem, exemplified
by the Unbolt acquisition in Q3 2024 to consolidate
our position as the leading provider of real estate
software and data in Norway.
Metria and Spir are positive about the opportunities
the implementation of open data in Sweden creates
within new data sources and product development
going forward. Revenue in Metria is expected to be
negatively affected however it opens opportunities
within new data sources and product development,
which is expected to drive continued growth in
gross profit.
Cost control and efficiency improvements remain
a continuous focus and are now beginning to
positively impact on the Group’s profits. We have
initiated research and analysis on how generative
AI solutions can optimize and streamline our
operational way of work.
Overall, we have solid building blocks in place and
foresee continued growth in our software business
for 2025.
54
Spir Group ASA
Annual Report 2024
15.3 Corporate Governance
statement
Corporate governance provides the basis for value
creation for the benefit of Spir Group’s shareholders,
employees, and other stakeholders. The Board
of Directors of Spir Group has adopted a set of
governance principles to ensure a clear division of
roles between the Board, executive management and
shareholders.
The principles are based on the Norwegian Code of
Practice for Corporate Governance. As Spir Group
complies with the Norwegian Accounting Act, the
company follows the annual corporate governance
reporting requirements under section 3-3b of the
Norwegian Accounting Act and the Norwegian Code
of Practice for Corporate Governance.
The Accounting Act may be found (in Norwegian) on
www.lovdata.no. The Norwegian Code of Practice
for Corporate Governance, which was last revised on
14 October 2021 (the Code), may be found on www.
nues.no. Spir Group’s 2024 corporate governance
statement follows below.
01 CORPORATE GOVERNANCE PRINCIPLES
Spir Group aims to maintain a high standard of
corporate governance. The Company’s guidelines
for corporate governance aim to provide the basis
for long-term value creation and to strengthen
the confidence in the Company, to the benefit of
shareholders, employees and other stakeholders.
In order to comply with the Code, the Company will
apply the ”comply or explain principle”. The Company
provides an overall report on corporate governance
in this section of the annual report. The Company’s
corporate governance principles are based on the
Code, and includes the following main objectives:
• Create value for shareholders of the Company in a
sustainable manner
• The Board shall be autonomous and independent
of management
• Clear division of roles and responsibilities between
board and management
• Equal treatment of all shareholders
The Company’s governance documents set out
principles for how business should be conducted,
including ethical guidelines and guidelines for
corporate social responsibility. The Company’s
corporate governance regime is approved by the
Board of Directors of the Company.
02 BUSINESS
The Company’s business objective is stated in
the Articles of Association to be as follows: The
Company’s business objective is to invest in, own,
develop and sell or otherwise realize, wholly or
partially, businesses and companies, both domestic
and foreign, and everything in connection with the
foregoing.
The Company’s business activities shall be carried out
so that the Company creates value for shareholders in
a sustainable manner. The Board sets the direction for
the Company by determining the objectives, strategy
and risk profile of the business within the parameters
of the Articles of Association such that the Company
creates value for shareholders in a sustainable
manner and takes into account financial, social and
environmental considerations. These objectives,
strategies and risk profiles are evaluated on an annual
basis by the Board through a designated strategy
process. Information concerning the objectives and
principal strategies of the Company and changes
thereto as well as business risks aspects are disclosed
to the market in the context of the Company’s annual
report, its quarterly reporting, market presentations
and on the Company’s website.
03 EQUITY AND DIVIDENDS
3.1 Equity
The Board ensures that the Company’s capital
structure is suitable for the Company’s objectives,
strategy and approved risk profile, by regularly
monitoring the capital situation and immediately take
adequate steps should it be apparent at any time that
the Company’s equity or liquidity is less than adequate.
The share capital of the Company was was NOK
2,651,523.98 as of 31. December 2024, consisting of
132,451,719 ordinary shares with a nominal value of
NOK 0.02.
3.2 Dividend
The Board shall establish a clear and predictable
dividend policy as the basis for the Board’s proposals
on dividend payments that it makes to the general
meeting. The background to any proposal for the
Board to be given an authorization to approve the
distribution of dividends shall be explained. The
dividend policy is available in the Prospectus as of
11 November 2022, located in the investor relations
55
Spir Group ASA
Annual Report 2024
section of the Company’s website.
The company’s strategy does not provide for
dividend distributions at this stage of the business
development process. The Board does not propose
any dividend payment for the fiscal year 2024.
3.3 Capital increases and purchases of own shares
Any authorizations granted to the Board to increase
the Company’s share capital shall be restricted to
defined purposes. If the Board authorization covers
several purposes, each such authorization shall
be considered separately by the general meeting.
Authorizations granted to the Board to increase the
share capital or purchase treasury shares shall be
limited in time and shall not be given for a period
longer than until the next annual general meeting.
The Board considers that Spir Group has a capital
structure as of the end of 2024 that is appropriate for
its objectives, strategy, and risk profile.
04 EQUAL TREATMENT OF SHAREHOLDERS
4.1.1 General information
Spir Group has been listed on Euronext Oslo Børs
since 7 July 2022 and has only one share class. Each
share in the Company carries one vote and otherwise
has equal rights in the Company including the right to
participate in general meetings. All shareholders shall
be treated on an equal basis unless there is just cause
for treating them differently.
4.1.2 Capital increases without preferential rights and
transactions in the Company’s own shares
All existing shareholders have pre-emptive rights
to subscribe for shares in the event of share capital
increases. The general meeting may by a qualified
majority set aside the pre-emptive rights of existing
shareholders. Any deviations from such rights must
be justified by the common interest of the Company
and the shareholders. Explanation of the justification
by the Board shall be included in the agenda for
the shareholders meeting. Where the Board has
authorizations to increase the Company’s share
capital and waive the pre-emption rights of existing
shareholders, a stock exchange notice will be issued
containing the reasoning for the deviation.
Any transaction by the Company in its own shares
shall take place either through the stock exchange or
otherwise at prevailing stock exchange prices. In the
event there is limited liquidity in the company’s shares,
the Company will consider other ways to ensure equal
treatment of all shareholders.
05 FREE TRANSFERABILITY
Spir Group’s shares are listed on the Oslo Stock
Exchange under the ticker SPIR and are freely
transferable. There are no restrictions on the
transferability of shares in The Company in the
Articles of Association.
There are no general restrictions on the purchase
or sale of shares by members of Spir Group’s
management as long as they comply with the
regulations on insider trading and in the Market
Abuse Regulation (MAR).
06 GENERAL MEETING
6.1 Exercise of rights
The Board shall arrange for as many shareholders
as possible to be able to exercise their rights to
participate in the Company’s annual general meeting
(AGM). The AGM of 2024 was held on 31 May 2024,
while the 2025 AGM will take place on 28 May 2025.
The company’s financial calendar is published via Oslo
Stock Exchange and in the investor relations section
of Spir Group’s website.
The Board ensures that the annual general meeting
is an effective meeting place for shareholders and the
Board, through, among other things, ensuring that:
a) the notice and agenda documents for the general
meeting, including the nomination committee’s
recommendations, are published on the Company’s
website at the latest 21 days before the general
meeting is to be held;
b) the resolutions and supporting information are
sufficiently detailed for shareholders to be able
to take a position on all matters that are to be
considered;
c) the deadline for shareholders to give notice of
attendance is to be set as close to the meeting
as practically possible and in accordance with the
provisions in the Articles of Association;
d) the Board and the person chairing the meeting
shall ensure that the general meeting is able to vote
on each of the candidates for appointment to the
56
Spir Group ASA
Annual Report 2024
Company’s corporate bodies;
e) all representatives of the Board and the
chairperson of the nomination committee should be
present at general meetings. Representatives of the
nomination committee, the remuneration committee
and the audit committee, as well as the auditor
should be present at general meetings where matters
of relevance for such committees/persons are on the
agenda;
f) arrangements are in place to ensure an
independent chair of the general meeting; and
g) shareholders who are unable to attend the meeting
in person shall be given the opportunity to vote by
proxy. The Company shall prepare a proxy form, which
shall in so far as this is possible, be set up so that it is
possible to vote on each of the items on the agenda
and each of the candidates that are nominated for
election. Information on the procedure for attending
by proxy and a proxy form shall be included in the
notice convening the general meeting. A shareholder
may be represented through power of attorney.
07 NOMINATION COMMITTEE
According to the Company’s Articles of Association,
the Company shall have a nomination committee.
The nomination committee shall consist of two to
three members elected by the general meeting for a
term of up to two years. The general meeting shall
determine the remuneration of the committee’s
members and approve instructions for the committee.
The members of the nomination committee shall be
selected to consider the interests of the shareholders
in general. All the members of the committee shall be
independent of the Board and executive personnel.
The nomination committee should not include the
company’s board members or the CEO or any other
executive personnel.
The nomination committee shall issue explained
proposals to the general meeting regarding the
election of shareholder-elected members, deputy
members and Chair of the Board, and election of
members and Chair of the nomination committee.
The nomination committee shall also issue a proposal
regarding the remuneration of the Board and the
nomination committee.
The Company shall provide information on who the
members of the committee are and any deadlines
for presenting proposals to the committee on the
Company’s website. The nomination committee
shall hold individual discussions with members of the
Board.
08 CORPORATE ASSEMBLY, BOARD
COMPOSITION AND INDEPENDENCE
The Company does not have a corporate assembly.
The Company aims to ensure a balanced composition
of the Board taking to ensure that the Board can
attend to the common interest of all shareholders and
meets the Company’s need for expertise, capacity and
diversity. Attention will be paid to ensuring that the
Board can function effectively as a collegiate body.
The Board shall be composed so that it can act
independently of any special interests. The majority
of the shareholder-elected members shall be
independent of the Company’s executive personnel
and significant business contacts. At least two of
the shareholder-elected board members shall be
independent of the Company’s major shareholder(s).
For the purposes of these Corporate Governance
Guidelines, a major shareholder shall mean a
shareholder that owns or controls 10 percent or more
of the Company’s shares or votes, and independence
shall entail that there are no circumstances or
relations that may be expected to be able to influence
independent assessments of the person in question.
No member of the Company’s executive personnel
are members of the Board. The chair of the Board is
elected by the general meeting.
The term of office for board members shall not be
longer than two years at a time. Members of the
Board may be re-elected.
The Company’s annual report will provide information
on participation at board meetings and on matters
that can illustrate the Board members’ expertise. In
addition, information shall be given on which board
members are considered to be independent.
Board members shall be encouraged to own shares in
the Company.
Information on each of the Board members regarding
experience, qualifications and ownership of options/
shares is available on the Company’s website.
57
Spir Group ASA
Annual Report 2024
Three of the current five board members three are
men (60 percent), and two are women (40 percent).
Board of Directors composition as on
31 December 2024:
Name Position
Rolv Erik Ryssdal Chairman
Jens Rugseth Board member
Sigrun Syverud Board member
Preben Rasch-Olsen Board member
Monica Beate Tvedt Board member
Participation in Board meetings in 2024:
Name
Board
meetings
Audit
committee
meetings
Remu-
neration
committee
meetings
Rolv Erik Ryssdal 18 2
Jens Rugseth 16
Sigrun Syverud 18 2
Martine Drageset* 6 2
Preben Rasch-Olsen 17 6
Monica Beate Tvedt** 12 3
* To 31 May 2024
** From 31 May 2024
09 THE WORK OF THE BOARD
The Board’s duties are laid down by Norwegian law.
The Board has the ultimate responsibility for the
management and control of the Company and its
operations which should be conducted in accordance
with the Articles of Association and guidelines and
framework given by the shareholders through the
general meeting. The Board will produce an annual
schedule for its work, focusing particularly on
objectives, strategies and implementation.
The Board will implement instructions for the Board
and the CEO, focusing on determining allocation of
internal responsibilities and duties. These instructions
shall also state how the Board and executive
management shall handle agreements with related
parties, including whether an independent valuation
must be obtained. Any such agreements shall be
presented by the Board in their annual directors’
report.
Discussions of any matter in which the chair is, or has
been, actively involved will be chaired by some other
member of the Board.
The Company has established an audit committee
and adopted mandate and instructions for its work.
The duties and composition of the audit committee
are in compliance with the Norwegian Public Limited
Companies Act. The audit committee shall comprise
of at least two shareholder representatives from the
Board. The majority of the members of the committee
should be independent.
The Company has established a remuneration
committee and adopted mandate and instructions
for its work, to help ensure thorough and independent
preparation of matters relating to compensation
paid to the executive personnel. The remuneration
committee shall comprise of at least two shareholder
representatives from the Board executive personnel,
and those representatives shall be independent of the
Company’s executive personnel.
Both the board committees will assist the Board
with preparing its work, but decisions should be
taken by the whole board. Information regarding the
appointment of board committees shall be provided
in the annual report.
The Board shall perform an annual evaluation of its
own performance and expertise.
10 RISK MANAGEMENT AND INTERNAL CONTROLS
It is the responsibility of the Board of Directors to
ensure that the company has sound and appropriate
internal control and systems for risk management
reflecting to the extent and nature of the Company’s
activities. Sound and appropriate risk management
is of importance in ensuring long-term value creation
and strengthening confidence in the Company.
Risk management and internal control is performed
through various processes, both on a board level
and in the daily management of the Company. As
a part of the Company’s risk management and
internal control arrangements, risks are identified and
evaluated with respect to probability of occurrence
and the impact of the risk. Actions are defined in order
to monitor or mitigate the risk. The outcome of such
processes is reported to and reviewed by the Board at
least annually. As a part of the risk management, the
Board has developed and adopted a risk profile as set
out in the Company’s internal policies.
In respect of its internal control and risk management,
the Company shall approve adequate policies and
guidelines which, inter alia, address ethics, corporate
social responsibility, risk management, financial
reporting, and internal communication.
58
Spir Group ASA
Annual Report 2024
The Board performs risk management and internal
control through board meetings. The Board shall
regularly receive reports from executive personnel
outlining the financial and operational performance
of the Company. In connection with the annual
planning and budgeting process, the Board carries out
an annual review of the Company’s most important
areas of exposure to risk.
11 REMUNERATION OF THE BOARD
The remuneration to the Board is proposed by the
nomination committee and decided by the annual
general meeting. The Board’s remuneration shall
reflect the Board ’s responsibilities, expertise, and
use of time and the complexity of the business.
Remuneration shall not be linked to financial results
and no options shall be issued to board members.
Board members, or companies associated with board
members, shall not engage in specific assignments
for the Company in addition to their appointments as
board members. If they, nonetheless, do take on such
assignments the entire board must be informed and
the consideration for such additional duties is subject
to approval by the Board.
Any consideration paid to board members in addition
to their board remuneration shall be specifically
identified.
Neither the Board of Directors nor the Company’s
general meeting of shareholders have adopted any
resolutions which are deemed to have a material
impact on the Group’s corporate governance regime.
12 REMUNERATION OF THE MANAGEMENT
The Board shall prepare guidelines for the
remuneration of management and key personnel
pursuant to the Norwegian Public Limited Liability
Companies Act section 6-16a, including the main
principles for the Company’s remuneration policy
and should contribute to aligning the interests of
shareholders and management. These guidelines shall
be approved by the general meeting at least every
fourth year and are binding for the Board from the
time they are approved. The guidelines shall be clear
and easily understandable and provide the framework
for the remuneration of key personnel in the Company
and aim to support the Company’s business strategy,
long-term interests and financial viability. The
Board shall also prepare a report on remuneration
to management and key personnel pursuant to
the Norwegian Public Limited Liability Companies
Act section 6-16b. The remuneration committee is
responsible for, amongst other, to prepare the Board’s
proposal to the guidelines for remuneration for key
personnel and yearly remuneration report.
Performance-related remuneration should be subject
to an absolute limit.
The Company has established an employee share
purchase program where the employees and board
members of the Company have been invited to
purchase Shares in the Company. Subject to the
employee not selling its Shares acquired under the
ESPP and remaining an employee in the Company for a
3-year period, the employees will be entitled to receive
1 bonus share per 3 Shares purchased in the ESPP.
Except that each employee must pay the nominal value
of each bonus share upon delivery, the bonus shares
will be delivered free of charge to the employees. The
Company has also established an option program for
the management and certain key employees.
13 INFORMATION AND COMMUNICATION
The Company shall continuously provide its owners,
Oslo Børs and other players in the financial markets
with timely and precise information about the
Company and its operations. Relevant information
shall be given in the form of annual reports, quarterly
reports, investor presentations, stock exchange
notices and press releases in accordance with what is
appropriate from time to time.
The Company shall maintain an open dialog with
shareholders and other participants in the securities
market. The Company has established principles
for investor relations which include guidelines for
the Company’s contact with shareholders and the
financial community.
Information shall be given to owners and other
players in the markets simultaneously and with the
most efficient methods. The disclosure of financial
information and other information shall be accurate,
timely and based on openness and equal treatment
59
Spir Group ASA
Annual Report 2024
of the owners and players in the financial market. In
accordance with the market abuse regulation (MAR),
the Norwegian Securities Trading Act and the Stock
Exchange Act, notifications are distributed to Oslo
Børs and national and international news agencies
and are published on our website.
The Company’s financial calendar will be published
through Oslo Børs and on the website with important
dates for investors, such as the date of the general
meeting and quarterly reports.
The Company has established separate guidelines for
handling of inside information and rules for primary
insiders and its close associates.
For 2024, the Company has published an annual
electronic financial calendar with an overview of dates
for important events, such as the general meeting,
interim financial reports and public presentations.
The calendar and information therein are available in
English. Subject to any applicable exemptions that are
invoked, the Company will promptly disclose all inside
information.
14 TAKEOVERS
The Board has set out the main principles for how
it will act in the event of a take-over bid. In a take-
over process, the Board and management each
have an individual responsibility to help ensure that
the Company’s shareholders are treated equally
and that there are no unnecessary interruptions
to the Company’s business activities. The Board
has a particular responsibility in ensuring that the
shareholders have sufficient information and time to
assess the offer.
In the event of a take-over process, the Board shall
seek to comply with the principles in the Code, in
addition to relevant legislation and regulations.
The Board must be aware of the particular duty it
has to ensure that the values and interests of the
shareholders are protected. The Board should not
seek to hinder or obstruct any takeover bid for the
Company’s operations or shares unless there are
particular reasons for doing so. The Board should not
undertake any actions intended to give shareholders
or others an unreasonable advantage at the expense
of other shareholders or the Company. The Board
should not institute measures with the intention of
protecting the personal interests of its members at
the expense of the interests of the shareholders.
If an offer is made for the Company’s shares,
the Board shall issue a statement making a
recommendation as to whether shareholders should
or should not accept the offer. The Board’s statement
on the offer should make it clear whether the views
expressed are unanimous, and if this is not the case,
it will explain the basis on which specific members
of the Board have excluded themselves from the
Board’s statement. The Board shall also seek to
arrange a valuation from an independent expert. Any
transaction that is decided by a general meeting.
15 AUDITOR
The general meeting elects the auditor. The auditor
shall annually present the main features of the plan
for work with the audit of the Company to the Board
or the audit committee.
The auditor shall participate in the Board meeting
that approves the annual financial statements. In
this meeting, the auditor will describe the views on
accounting matters and principles, risk areas, and
internal control. The Company’s internal control shall
be reviewed by the auditor at least once a year.
The auditor shall at least once a year present to
the Board or the audit committee a review of the
Company’s internal control procedures, including
the identification of weaknesses and proposals for
improvement.
The audit committee shall hold a meeting with
the auditor at least once a year at which no
representative of the management is present.
The Board shall specify the management’s right to
use the auditor for other purposes than auditing.
The Board shall report the remuneration paid
to the auditor to the shareholders at the annual
general meeting, including a breakdown of the fee
paid for audit work and fees paid for other specific
60
Spir Group ASA
Annual Report 2024
assignments, if any.
Responsibility statement
Oslo, 29 April 2025
From the Board of Directors and CEO of Spir Group ASA
The Board and CEO have considered and approved the consolidated set of financial statements for the period 1 January to 31 December 2024. We confirm to the best
of our knowledge that the consolidated set of financial statements for the above-mentioned period has been prepared in accordance with IFRS (International Financial
Reporting Standards), and they present a true and fair view of Spir Group’s assets, liabilities, financial position, and overall result for the period viewed in their entirety.
Furthermore, we declare that the Board of Directors report gives a true and fair overview of any significant events that arose during the above-mentioned period and
their effect on the financial report, and that it gives a correct view of any significant related parties’ transactions, principal risks and uncertainties faced by Spir Group.
Sigrun Syverud
Board Member
Monica Beate Tvedt
Board Member
Preben Rasch-Olsen
Board Member
Rolv Erik Ryssdal
Chairperson
Per Haakon Lomsdalen
CEO
Jens Rugseth
Board Member
Sign. Sign. Sign. Sign. Sign. Sign.
61
Spir Group ASA
Annual Report 2024
16 Consolidated financial statements
161
Consolidated statement of profit and loss 62
16.2
Consolidated statement of comprehensive income 63
16.3
Consolidated statement of financial position 64
16.4
Consolidated statement of changes in equity 66
16.5
Consolidated cash flow statement 68
16.6
Notes 70
16.7
Alternative performance measures 116
62Annual Report 2024
Spir Group ASA
16.1
Consolidated statement
of profit and loss
NOK 1 000 Note 2024 2023
Revenue **) 5,6,11 1 127 141 1 056 716
Cost of providing services 7 436 254 415 266
Gross profit 690 886 641 450
Personnel expenses 8,9,11 373 717 347 324
Other operating expenses 10 124 198 124 695
EBITDA 192 971 169 431
Depreciation and amortization expenses 12 140 873 119 221
Impairment losses 12 1 821
Operating profit 50 277 50 210
Financial income 14 66 101 7 492
Financial expenses 14 -65 916 -62 257
Profit before income tax 50 462 -4 555
Income tax expense 15 7 695 4 248
Profit from continuing operations 42 767 -8 803
Profit from discontinued operations 4 -8 064 -6 866
Net income 34 703 -15 669
Profit for the period is attributable to:
Owners of Spir Group ASA 33 585 -14 886
Non-controlling interests 1 118 -783
34 703 -15 669
Earnings per share:
Basic earnings per share 16 0.25 -0.12
Diluted earnings per share 16 0.25 -0.12
Basic earnings per share continuing operations 16 0.32 -0.06
Diluted earnings per share continuing operations 16 0.32 -0.06
63
Spir Group ASA
16.2
Consolidated statement
of comprehensive
income
NOK 1 000 Note 2024 2023
Net income 34 703 -15 669
Other comprehensive income (net of tax):
Items that will or may be reclassified to profit or loss:
Exchange differences on translation of foreign operations* 18 526 57 034
Total comprehensive income for the period 53 229 41 366
Total comprehensive income for the period is attributable to:
Owners of Sikri Holding AS 52 111 42 149
Non-controlling interest 1 118 -783
53 229 41 366
* Adjustment prior year see note 33.
Annual Report 2024
64
Spir Group ASA
16.3
Consolidated statement
of financial position
NOK 1 000 Note 31.12.2024 31.12.2023
Assets
Non-current assets
Equipment and fixtures 17 11 799 9 857
Right-of-use assets 21 72 922 42 571
Intangible assets* 11,13,18 2 089 276 1 854 573
Other investments 20,22,30 45 472 38 246
Total non-current assets 2 219 469 1 945 247
Current assets
Trade and other receivables 22,23 133 081 142 241
Contract assets 6 1 277 3 562
Cash and cash equivalents 22,24 43 120 54 475
Total current assets 177 477 200 278
Total assets 2 396 946 2 145 525
Equity and liabilities
Equity
Share capital 25 2 652 2 601
Share premium 1 043 655 1 013 695
Other equity 117 859 71 336
Non-controlling interests 95 347 3 079
Total equity* 1 259 512 1 090 712
* Adjustment prior year Total Equity see note 18 & 33
Reported equity 31.12.2023 1 062 414
Adjusted translation differences 28 298
Restated equity 31.12.2023 1 090 712
Annual Report 2024
65
Spir Group ASA
16.3
Consolidated statement
of financial position
Continued
NOK 1 000 Note 31.12.2024 31.12.2023
Liabilities
Non-current liabilities
Borrowings 22,26 539 318 542 992
Lease liabilities 21 54 652 25 968
Deferred tax liabilities 3,15 125 636 99 578
Total non-current liabilities 719 606 668 538
Current liabilities
Trade and other payables 22,27 219 188 217 676
Contract liabilities 6 29 382 22 067
Current tax liabilties 15 12 415 10 210
Borrowings 22,26 138 778 118 778
Lease liabilities 21 18 066 17 544
Total current liabilities 417 827 386 276
Total liabilities 1 137 433 1 054 814
Total equity and liabilities 2 396 946 2 145 525
Monika Beate Tvedt
Board Member
Oslo,
29 April 2025
Sigrun Syverud
Board Member
Preben Rasch-Olsen
Board Member
Rolv Erik Ryssdal
Chairperson
Per Haakon Lomsdalen
CEO
Jens Rugseth
Board Member
Sign. Sign.
Sign. Sign. Sign. Sign.
Annual Report 2024
66
Spir Group ASA
16.4
Consolidated statement
of changes in equity
Attributable to owners of Spir Group ASA
NOK 1 000
Note
Share
capital
Share
premium
Cumulative
translation
differences
Other
equity Total
Non-
controlling
interests
Total
equity
Balance at 31 December 2022 2 549 1 005 748 7 273 17 754 1 033 324 3 341 1 036 666
Adjustment on corrections of error 0 0 0 -315 -315 70 -245
Balance at 1 Jabuary 2023 (restated) 2 549 1 005 748 7 273 17 439
1 033 009
3 411 1 036 421
Profit or loss for the period -14 886 -14 886 -783 -15 669
Other comprehensive income
Translation differences 28 737 0 28 737 28 737
Adjustment of error 33 28 298 28 298 28 298
Total comprehensive income for the period 57 035 -14 886 42 149 -783 41 366
Contributions by and distributions to owners:
Issue of share capital net of
transaction costs and tax
25 52 7 947 0 0 7 999 7 999
Acquisition of
non-controlling interests
3 452 452
Share-based payments 9 4 475 4 475 4 475
Balance at 31 December 2023 2 601 1 013 695 64 308 7 029 1 087 633 3 079 1 090 712
Annual Report 2024
67
Spir Group ASA
16.4
Consolidated statement
of changes in equity
Continued
Annual Report 2024
Attributable to owners of Spir Group ASA
NOK 1 000
Note
Share
capital
Share
premium
Cumulative
translation
differences
Other
equity Total
Non-
controlling
interests
Total
equity
Balance at 1 January 2024 2 601 1 013 695 64 308 7 029 1 087 633 3 079 1 090 712
Adjustment of corrections of error* 11 190 0 -7 016 4 174 1 433 5 607
Balance at 1 Jan. 2024 (restated) 2 601 1 024 885 64 308 12 1 091 807 4 512 1 096 319
Profit or loss for the period 33 585 33 585 1 118 34 703
Other comprehensive income
Translation differences 18 526 18 526 18 526
Total comprehensive income for the period 0 0 18 526 33 585 52 112 1 118 53 230
Contributions by and distributions to owners:
Issue of share capital net of
transaction costs and tax
25 51 18 770 0 -144 18 677 18 677
Capital contribution
non-controlling interests
-1 138 -1 138 1 138
Acquisition of
non-controlling interests
3 88 578 88 578
Share-based payments 9 2 708 2 708 2 708
Balance at 31 December 2024 2 652 1 043 656 82 835 36 162 1 165 304 95 347 1 259 512
* Adjustment of correction of error
Capital increase 31.12.2023 not registered 11 190
Reststatement of deferred tax position 1.1.2024 -12 965
Other 7 382
Total adjustment 5 607
68
Spir Group ASA
16.5
Consolidated statement
of cash flows
NOK 1 000 Note 2024 2023
Cash flows from operating activities
Profit before income tax 50 462 -13 203
Adjustments for
Depreciation and amortisation expenses 12 140 873 119 221
Impairment losses 12 1 821
Depreciation and amortisation expenses (discontinued) 3 144
Share-based payment expense 2 708 4 475
Net gain on sale of subsidiary 2 107
Interest received and paid - net 14 -185 49 742
Share of post-tax profits and equity accounted assosiates 5 266 -2 726
Net exchange differences 9 077 854
Change in operating assets and liabilities, net of effects from purchase of subsidiaries
Change in trade and other receivables and contract assets 15 909 42 350
Change in trade and other payables and contract liabilities 7 658 -10 078
Income taxes paid -14 801 -1 767
Net cash inflow from operating activities 218 789 194 119
Cash flows from investing activities
Payment for shares and other investments 3,30 -68 905
Payment for equipment and fixtures 17 -7 245 -1 654
Payment of capitalised development costs 18 -98 517 -96 580
Payment for associates and other financial assets -9 698
Proceeds from sale of equipment and fixtures 81
Proceeds from sale of subsidiaries 4 81 026
Net cash inflow/outflow from investing activities -174 667 -26 825
Annual Report 2024
69
Spir Group ASA
16.5
Consolidated statement
of cash flows
Continued
NOK 1000 Note 2024 2023
Cash flows from financing activities
Proceeds from issuance of ordinary shares 25 2 897 7 999
Proceeds from borrowings 26 133 417 30 000
Repayment of borrowings 26 -118 778 -128 478
Principal element of lease payments 21 -20 874 -23 504
Interest paid 14 -52 137 -49 743
Net cash inflow/outflow from financing activities -55 475 -163 725
Net increase/decrease in cash and cash equivalents
-11 354 3 570
Cash and cash equivalents at the beginning of the period 54 475 50 905
Cash and cash equivalents at the end of the period 43 120 54 475
Annual Report 2024
70
Spir Group ASA
16.6
Notes
Spir Group ASA is a public limited liability company incorporated in Norway. Spir Group ASA is listed on
Euronext Oslo Børs under the ticker SPIR. Spir Group ASA is the parent company of Spir Group. Refer to note 19
for a list of the subsidiaries. The Group`s head office is located at Dronning Mauds Gate 10, 0250 Oslo, Norway.
The Group was established in 2020.
The Group reports into five segments which reflects the company names delivering the services; Sikri, Ambita,
Boligmappa, Metria and Iverdi. In addition, the Other/elimination category includes Spir Group ASA and
smaller companies within the group. Sikri offers sale of software and services. Ambita offers sale of property
data, software and data services. Boligmappa offers sale of software and services within documentation and
value estimates on residential properties to professionals within the real estate market. Metria offers services,
software and solutions in the Swedish market within geoinformation. Iverdi offers sale of software and services
within documentation and value estimates on residential properties to appraisers within the real estate
market. Refer to note 5 for more information on the segments.
The consolidated financial statements of Spir Group ASA for the fiscal year 2024 were approved in the board
meeting on 29 April 2025.
Note 1 - General information
Annual Report 2024
71
Spir Group ASA
Annual Report 2024
Note 2 - Summary of significant accounting policies and estimates
Statement of compliance
The consolidated financial statements of Spir Group ASA have been prepared
in accordance with IFRS® Accounting Standards as adopted by the EU , and
Norwegian disclose requirements regulated in the Norwegian Accounting Act as of
31 December 2024.
Basis of preparation
The consolidated financial statements of Spir Group ASA for the year ended 31
December 2024 comprise the Company and its subsidiaries except for PixEdit
AB, Unbolt AB and Unbolt ApS which is not consolidated as the entities are
immaterial to the Group (together referred to as the ”Group”). The consolidated
financial statements consists of statement of comprehensive income, statement
of financial position, cash flow statement, statement of changes in equity and
disclosures. Further, the consolidated financial statements are prepared based on
the going consern assumption
The consolidated financial statements are based on historical cost, with the
exception of financial instruments at fair value through profit or loss (ref note 22).
The consolidated financial statements have been prepared on the basis of uniform
accounting policies for similar transactions and events under otherwise similar
circumstances.
The Group’s presentation currency is NOK. This is also the parent company’s
functional currency.
Basis for consolidation
The Group’s consolidated financial statements comprise the parent company and
it’s subsidiaries as of 31 December 2024.
There is a presumption that if the Group has the majority of the voting rights in
an entity, the entity is considered as a subsidiary. To support this presumption
and when the Group has less than a majority of the voting or similar rights of an
investee, the Group considers all relevant facts and circumstances in assessing
whether it has power over the entity. Including ownership interests, voting rights,
ownership structure and relative power, as well as options controlled by the Group
and shareholder’s agreement or other contractual agreements.
The assessments are done for each individual investment.
The Group re-assesses whether or not it controls an entity if facts and circumstances
indicate that there are changes to one or more of the three elements of control.
Business combinations are accounted for by using the acquisition method, see
note 3 - business combinations. Consolidation of a subsidiary begins when the
Group obtains control over the subsidiary and ceases when the Group loses control
of the subsidiary.
Profit or loss and each component of other comprehensive income (OCI) are
attributed to the equity holders of the parent of the Group and to the non-
controlling interests, even if this results in the non-controlling interests having
a deficit balance. When necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting policies into line with the
Group’s accounting policies. All intra-group assets and liabilities, equity, income,
expenses and cash flows relating to transactions between members of the Group
are eliminated in full on consolidation.
Non-controlling interests is presented separately under equity in the Group’s
balance sheet.
72
Spir Group ASA
Annual Report 2024
Note 2, continued
Foreign currency
Transactions in foreign currencies are translated to the functional currency of the
Group entities at the exchange rate at the date of the transaction. Monetary
assets and liabilities denominated in foreign currencies at the balance sheet date
are retranslated to the functional currency at the exchange rate on that date.
Foreign exchange translation differences are recognized as part of financial items
in profit or loss.
Assets and liabilities in foreign subsidiaries, whose functional currency differ from
the presentation currency, are converted to NOK using the exchange rate in effect
at the balance sheet date. Income and expenses from foreign companies are
converted to NOK using the quarterly average rate of exchange.
The use of estimates and assessment of accounting
policies when preparing the annual accounts
Estimates and assumptions
The management has used estimates and assumptions that have affected
assets, liabilities, incomes, expenses and information on potential liabilities. This
particularly applies to the depreciation of intangible assets, evaluations related
to acquisitions and impairment test of goodwill. It is reasonably possible, based
on existing knowledge, that outcomes within the next financial year are different
from the assumptions made which may lead to these estimates being materially
changed. Estimates and their underlying assumptions are reviewed on a regular
basis and are based on best estimates and historical experience.
Judgements
The management has, when preparing the financial statements; made certain
significant assessments based on critical judgment when it comes to application
of the accounting policies. The following notes include the Group’s assessments
regarding:
• Business combinations (refer to note 3)
• Impairment test of goodwill and other intangible assets (refer to note 13)
• Important estimates and assessments regarding the length of the leases and
calculation of incremental borrowing rate (refer to note 21)
New requirements in IFRS 18 Presentation and Disclosure in Financial
Statements which replaces IAS 1
IFRS 18 is effective for reporting periods starting on or after 1 January 2027. It
introduces several new requirements that are expected to impact the presentation
and disclosure of most, if not all entites. These include:
• The requirements to classify all income and expenses into specified categories
and provide specified total and subtotals in the statement of profit and loss
• Enhanced guidance on the aggregation, location and labeling of items across
the primary financial statements and notes
• Mandatory disclosures about management-defined performance measures (a
subset of alternative performance measures).
• IFRS 18 also makes consequential amendments to other accounting
standards, incuding IAS 7 Statement of Cash Flows, IAS 33 Earnings per Share
73
Spir Group ASA
Annual Report 2024
Accounting principles
Business combinations are accounted for using the acquisition method as of
the acquisition date, which is when control is transferred to the Group. The
consideration transferred in the acquisition is generally measured at fair value, as
are the identifiable net assets acquired. Any contingent consideration is measured
at fair value at the date of acquisition.
The excess of the consideration transferred in a business combination, non-
controlling interests, and the acquisition-date fair value of any previous equity
interest in the acquired entity over the fair value of identifiable net assets of the
acquired entity is recognised as goodwill in the balance sheet. Goodwill that arises
from a business combination is tested annually for impairment. If the sum is less
than the entity’s net assets, the difference is immediately recognised in the profit
or loss. Acquisition related transaction costs are expensed as incurred.
Critical judgements and significant estimates
The acquisitions require the use of substantial judgement when assessing the
fair value of the consideration transferred, identifying, and valuation of intangible
assets such as capitalised development, customer contracts and trademarks.
Business combinations completed in 2024
Unbolt AS
On 26 August 2024 Spir Group ASA, through itswholly owned subsidiary Ambita
AS, aquired 56.85% of the remaining shares in Unbolt AS not already owned by
Ambita AS, making Unbolt a wholly owned subsidiary of the Spir Group. The
purhaces price for the remaining shares values Unbolt to MNOK 140.
Unbolt AS owns 59.925% of Iverdi AS. Assessed value of 100% of Iverdi AS in the
transaction is MNOK 221, wheras the 40.075% minority interest is MNOK 88.5. The
assessed value of Unbolt exclusive Iverdi was MNOK 7.5.
Note 3 - Business combinations Below the fair values recognized on aquisition are presented.
NOK 1 000 UnboltAssetsTrademarks 23 400Customer Relations 56 100Technology Development 26 580Equipment and fixtures 769Trade and other receivable 12 160Cash and cash equivalents 8 936Total Assets 127 945LiabilitiesPension liability 1 019Borrowings 3 412Deferred tax liability 17 490Trade and other payables 10 092Prepayments from customers 5 973Total Liabilities 37 986Net identifiable assets and liabilities 89 959Non-controlling interests -88 578Goodwill 138 617Purchase consideration transferred 139 998The consideration consists ofShares purchased in previous periods 40 520Revaluation of shares purchased in previous periods 19 885Issuance of 1 961 370 consideration shares in Spir Group at NOK 8.1184 per share 15 923Cash consideration 63 670Total consideration 139 998Net decrease/increase in cashCash consideration 63 670Cash and cash equivalent received 8 936Purchase consideration transferred 72 606
74
Spir Group ASA
Annual Report 2024
Unbolt provides software and analyses utilized by the major real estate appraisers
across Norway. The product portfolio of Software-as a-Service has significant
growth potential. There are multiple synergies between Unbolt and Spir Group
through bundling opportunities and common data platform.
The goodwill of MNOK 138.6 reflects a highly skilled workforce, knowledge
and technical expertise. No part of the goodwill is deductible for tax purposes.
Transactions costs of TNOK 187 releated to the acquisition is reflected as an
operational expense in 2024.
The fair value of the trade receivables acquired are MNOK 3.9.
The Group decided to recognize the non-controlling interest in Unbolt in its
proportionate share of the aquired net identifiable assets, including goodwill.
This decision is made on an aquisition-by aquisition basis. The acquired business
contributed revenues of MNOK 13.7 million for the period from 26 August to 31
December 2024.
Since the aquisition date was 26 August 2024, the aquired business did not
contribute to revenues and profit during the first eight months of 2024.
If the aquisition had occured on 1 January 2024, consolidated proforma revenue
and operating result for the period ending 31 December 2024 would have been
MNOK 43.2 and MNOK -8.4 respectively. These amounts have been calculated
using the subsidiaries consolidated results adjusted for the differences in the
accounting policies and additional amortization that would have been charged
assuming the fair value adjustments to the asset had been applied from
1 January 2024.
The purchase price allocation should be considered as a preliminary allocation
and will consequently be subject to an updated evaluation before the end of third
quarter 2025.
Note 3, continued
1 Januar - 31 December 2024NOK 1 000 YTD ProformaRevenues 43 254Cost of providing services 12 571Gross Profit 30 683Personnel expenses 14 518Other operating expenses 11 986EBITDA 4 179Depreciation and amortization 12 596Net operating profit -8 417
75
Spir Group ASA
Annual Report 2024
Accounting principles
Discontinued operations is a component of the entity that has been disposed, and
relates to separate major lines of business. The results of discontinued operations
are presented separately in the statement of profit or loss, and historical numbers
There are no discontinued operations in 2024.
Discontinued operations 2023
On 17 April 2023, Spir Group’s fully owned subsidiary Metria AB entered into an
agreement to divest the Planning and Surveying (P&S) business area in Sweden
to Sweco Sverige AB. Closing of the transaction tok place 2 May 2023. The agreed
purchase price for the business unit was SEK 52.5 million.
The profit and loss for the disposed Planning and Surveying part of Metria AB
presents as follows:
Note 4 - Discontinued operations
NOK 1 000 2024 2023Revenue 38 201Cost of providing services 3 754Gross Profit 34 447Personnel expenses 25 150Other operating expenses**) 10 156 12 010EBITDA -10 156 -2 713Depreciation and amortization expenses 3 144Operating Profit -10 156 -5 857Financial Income 46Financial expenses -182Profit before income tax -10 156 -5 993Income tax expenses 2 092 -1 235Profit after income tax of the discontinued operations -8 064 -4 757Loss on sale of the subsidiary after income tax -2 107Profit from discontinued operations -8 064 -6 866
Details of the sale of the business area:
NOK 1000 2024 2023Consideration received or recivable: Cash 54 532Transaction cost -11 005Cash effect 43 527Total disposal consideration 54 532Carrying amount of net assets sold 56 639Loss on sale -2 107Net cash flow from operating activities -2 849Net cash flow from investing activities *) 43 169Net cash flow from financing activities -1 905Net increase in cash generated by business area 38 415
*) The group had a cash inflow of TNOK 43 526 from the sale of the Planning and Survey business of Metria AB;
**) Settlement with Sweco, see note 31.
76
Spir Group ASA
Annual Report 2024
Accounting principles
Spir Group is a house of brands, and thus the opereting segments of the
Group consist of the main conpanies. The Group’s CEO is the chief operating
decision maker.
Description
The Group has divided the business into five reportable segments: Sikri, Ambita,
Boligmappa, Metria and Iverdi. These five reportable segments represent the
main companies in the Group, in addition to Other/elimination.
Sikri: Sales of software solutions and services for case processing, building
applications, archiving and document management towards the public sector.
Ambita: Sale of services within digital real estate and construction offerings in
Norway, enabling digital transformation and providing digital services
Boligmappa: Sale of services within documentation and value estimates on
residential properties to professionals and private customers within the real
estate market.
Metria: Sale of services and solutions within geoinformation and real estate
related information
Iverdi: Sale of services within documentation and value estimates on residential
properties to professionals and private customers within the real estate market.
Note 5 - Segment information
Other/elimination: The holding company of the Group, Spir Group ASA, except
management fee is not allocated to any of the reportable segments but is
included in the other/elimination column together with acquisition-related
expenses and group eliminations. The subsidiaries Unbolt AS, Unbolt Entelligens
AS are also part of the segment. The subsidiaries AB and Unbolt ApS have not
been considated. 4CastMedia AS was merged with Boligmappa AS in December
2024 but results for 2023 is included in the segment.
Following the on-going integration activities, the way the Group is organised can
change and this can have consequences for the reportable segments in the future.
Major products and services are included as disagregated revenue information
in note 6.
77
Spir Group ASA
Annual Report 2024
Note 5, continued
1 January - 31 December 2024
NOK 1 000 Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupRevenue 269 549 481 751 58 102 304 583 13 091 66 1 127 141Inter-segment revenue 1 932 5 804 1 277 0 0 -9 013 0Cost of providing services 32 412 280 657 1 028 120 781 4 297 -2 920 436 254Gross profit 239 070 206 898 58 351 183 802 8 794 -6 027 690 886Personnel expenses 120 382 80 700 25 063 105 086 3 759 38 727 373 717Other operating expenses 39 415 43 184 29 266 30 792 1 884 -20 343 124 198EBITDA 79 272 83 013 4 022 47 924 3 150 -24 411 192 971Depreciation and amortisation expenses 41 939 34 992 19 970 35 001 2 618 6 353 140 873Impairment losses 1 821 1 821Operating profit 37 333 46 200 -15 948 12 923 532 -30 764 50 276Operating profit from discontinued operationsNet operation profit 37 333 46 200 -15 948 12 923 532 -30 764 50 277
1 January - 31 December 2023
NOK 1 000 Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupRevenue 274 466 444 573 50 747 282 046 4 883 1 056 716Inter-segment revenue 0 1 882 1 144 0 -3 025 0Cost of providing services 44 345 263 949 806 105 140 1 026 415 266Gross profit 230 121 182 506 51 086 176 905 832 641 450Personnel expenses 112 190 72 335 24 886 107 026 30 886 347 324Other operating expenses 41 809 30 149 30 303 28 992 -6 558 124 695EBITDA 76 122 80 022 -4 103 40 887 -23 496 169 431Depreciation and amortisation expenses 39 334 30 817 18 483 28 908 1 679 119 221Impairment losses 0Operating profit 36 787 49 205 -22 587 11 979 -25 175 50 210Operating profit from discontinued operations -6 866 -6 866Net operation profit 36 787 49 205 -22 587 5 113 -25 175 43 344
78
Spir Group ASA
Annual Report 2024
Note 5, continued
Segment assets and liabilities
31 December 2024
NOK 1 000 Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupSegment assets 249 054 964 816 87 013 883 495 33 484 179 084 2 396 946Segment liabilties 80 863 86 691 30 221 95 088 12 593 831 979 1 137 43431 December 2023NOK 1 000 Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupSegment assets 314 766 1 018 093 148 256 830 719 -166 309 2 145 525Segment liabilties 152 855 101 536 31 314 101 712 667 396 1 054 813
Significant customers and non-current assets
The Group conducts its sales directly and through channel partners. No customer or channel partner represents more than 10% of the Group’s revenue.
Revenues by geographical area
31 December 2024NOK 1 000 Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupNorway 265 396 481 751 58 102 2 192 13 091 66 820 596Sweden 1 600 290 386 291 986Other 2 553 12 006 14 558Total 269 549 481 751 58 102 304 583 13 091 66 1 127 14131 December 2023NOK 1 000 Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupNorway 271 119 443 863 45 322 1236 8 354 769 894Sweden 2022 1110 275 005 73 278 210Other 1 325 1 482 5 805 8 612Total 274 466 446 455 45 322 282 046 0 8 427 1 056 716
79
Spir Group ASA
Annual Report 2024
Note 6 - Revenues
Accounting principles
The sources of revenue from contracts with customers are mainly:
Subscriptions: Recurring contracts for the delivery of products and services. This
includes Software-as-a-Service (SaaS), support services, software maintenance,
data subscriptions and hosting and operations.
Transaction based: Service offerings a predefined set of reports, data or services
for customers to choose fixed price per transaction delivered directly, through
portals, applications or APIs.
Consulting services: Installation, implementation, integration, configuration,
training, and other consulting services within expert consulting and IT-solutions.
Other: One time deliveries and none-core revenue.
Description of contracts with customers
Subscriptions
Subscriptions include Software-as-a-Service (SaaS) arrangements (in which
software maintenance is integrated) and user support related to both SaaS
arrangements and on-premises software licences. Subscriptions also include
software maintenance related to on-premises software licences and data-driven
subscriptions.
Software-as-a-Service (SaaS)
A SaaS subscription is accounted for as a service and does not include the transfer
of a license of intellectual property (IP). The company is providing a series of
distinct services that represent a single performance obligation satisfied over time
as the customer simultaneously receives and consumes the benefits provided. The
appropriate measure of progress is day by day over the period in which the service
is available.
Transaction based services
Transaction based services includes several sub categories of services which are
listed below.
Support services
The promise to the customer is to provide support when it is needed. The delivery
of the service is based on requests from the customer. These requests can come
un-evenly distributed over time or not at all. The performance obligation is
satisfied over time because the customer simultaneously receives and consumes
the benefits of the company’s performance which is making the support service
available over the period of the contract. The appropriate measure of progress is
day by day over the period in which the customer has a right to receive support
services.
Software maintenance
The Group provides software maintenance related to on-premises software
licences. As long as the software maintenance is unspecified, and for instance
only give the customer a right to software maintenance when and if updates
are available, the performance obligation is satisfied over time. The appropriate
measure of progress is day by day over the period in which the customer has a
right to receive the maintenance.
Data subscriptions
The Group provides a predefined set of reports and data tailored with specific
information in response to the individual customer’s needs. The data-driven
subscriptions are accounted for as a service and is a promise to deliver end product
based on requests from the customer.
The delivery of the service is based on requests from the customer, unevenly
distributed in time and in volume over the period in which the customer has a right
to receive the predefined reports and data. The performance obligation is satisfied
over time because the customer simultaneously receives and consumes the
benefits of the company’s performance which is ensuring the services availability
80
Spir Group ASA
Annual Report 2024
Note 6, continued
over the period of the contract. The appropriate measure of progress is day by day
over the period in which the customer has a right to receive the predefined set of
report or data.
Data-driven queries
The Group provides service offerings a pre-defined set of reports and data
for customers to choose at a fixed price per query. The data-driven queries
are accounted for as a service and is a promise to deliver an end product. The
performance obligation is satisfied at the point in time when the report or data is
delivered.
Consulting services
The Group provides consulting services including installation, implementation,
integration, configuration, training and other consulting services connected to its
core offerings. The consulting services can either be a promise to deliver each and
every hour (time and material type of contracts) or an end result or product.
For the first type of consulting services the performance obligation is satisfied at
a point in time, when each hour is delivered. This can be considered to be a series
of distinct services that represents a single performance obligation satisfied over
time, but the solution for revenue recognition would be the same since accrued
hours would be the appropriate measure of progress.
For the other type of consulting services, it is also concluded that the performance
obligation is satisfied over time as there is no alternative use for the work
performed and the entity has an enforceable right to payment.
Change of service category headlines versus prior years
Please note that the categry headlines have been updated in 2024. This does not
constitute a change of service offerings, but management believes that the new
headlines provides a better description of the service offerings.
Invoicing and payment terms
Invoices are issued periodically, for some yearly subscriptions on a yearly basis,
for most other services on a monthly basis. Invoices are generally payable within
30 days.
Contract costs
Contract costs are amortised on a systematic basis that is consistent with the
Group’s transfer of the related services to the customer.
The Group has applied the practical expedient and recognises contract costs,
such as commissions, as an expense when incurred if the amortisation period
of the asset that the entity otherwise would have recognised is one year or less.
No contract costs are recognised in the statement of financial position as of 31
December 2024 and 31 December 2023.
Presentation
Contract balances
Contract assets
A contract asset is the right to consideration in exchange for products or services
transferred to the customer. In the Group, there is earned but not invoiced income
related to projects into Metria. The income booked as a provision according to the
proportion of the project that has been completed.
Contract liabilities
A contract liability is the obligation to transfer products or services to a customer
for which the Group has received consideration (or an amount of consideration
is due) from the customer. The Groups contract liabilities are related to advance
payment of licences/subscriptions.
81
Spir Group ASA
Annual Report 2024
Note 6, continued
Disaggregated revenue information 2024
Revenue by major products and services
NOK 1000 Share% Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupSubscriptions 37% 203 721 42 218 51 584 118 412 5 084 0 421 019Transaction based 49% 0 431 954 6 286 105 459 6 758 0 550 457Consulting services 12% 55 370 0 0 76 880 0 0 132 250Other revenues 2% 10 458 7 579 232 3 832 1 249 66 23 415Total revenues 100% 269 549 481 751 58 102 304 583 13 091 66 1 127 141
Disaggregated revenue information 2023
Revenue by major products and services NOK 1000 Share% Sikri Ambita Boligmappa Metria Iverdi Other/elimination GroupSubscriptions 37% 192 345 44 005 49 603 112 693 -8 477 390 169Transaction based 48% 0 387 523 0 108 881 11 452 507 857Consulting services 13% 69 002 6 085 0 60 471 0 135 558Other revenues 2% 13 120 6 960 2 906 147 23 133Total revenues 100% 274 466 444 574 52 508 282 045 3 122 1 056 716
82
Spir Group ASA
Annual Report 2024
Note 6, continued
Contract balances
Changes in contract assets
NOK 1 000 2024 2023Balance at 1 January 5 342 8 904Business combinationsReclassifications to accounts receivablesChange in the period -4 065 -3 562Impairment losses and allowances recognisedBalance at 31 December 1 277 5 342
Changes in contract liabilities related to performance obligations
NOK 1 000 2024 2023Balance at 1 January 22 067 38 092Business combinationsDivestment Revenue recognised in the period that was included in the contract liability at the beginning of the year -22 067 -38 092and acquired in business combinationsAdditions in the period 29 382 22 067Balance at 31 December 29 382 22 067
The performance obligations that constitute the contract liability at year end are
in its entirety expected to be performed within one year.
Note 7 - Cost of providing services
Description
Cost of providing services is a group of variable costs directly connected with
delivering a service, and are recognized when the corresponding service is delivered
to the customer. Cost of providing services mainly consists of third-party software
licenses, external platform costs (mainly ASP costs) and external consultants hired
on customer projects. Other cost of services provided are mainly fees to third
parties, as part of deliveries to customers (non-license costs).
Specification of cost of providing services
NOK 1 000 2024 2023Third-party software licenses 13 565 10 378Services/goods from Data suppliers 377 699 362 853Goods for resale 125 6 741External consultants 16 315 17 953Other cost of services provided 28 551 17 340Total cost of services provided 436 255 415 266
83
Spir Group ASA
Annual Report 2024
More detailed information on the compensation to the Group’s Senior executives
and members of the Board of Directors is provided in a separate remuneration
report prepared in accordance with the Norwegian Public Limited Liability
Companies Act § 6-16b. The report for the financial year 2024 is published on Spir
Group’ s website www.spirgroup.com under “General meetings”.
Average number of emplyees (full-time equivalents) was 365 (362 in 2023).
At the end of the year the Group had 368 employees (354 in 2023).
Specification of salary and personnel costs
NOK 1 000 Note 2024 2023Salaries 254 539 227 443Bonuses 12 128 7 638Pension costs 29 342 26 625Share-based payment 9 2 439 4 335Payroll tax 66 939 68 839Other benefits 8 330 12 445Salary and personnel costs 373 717 347 324
Capitalised personnel costs related to research and development in 2024 was
MNOK 54.1 (2023 MNOK 50.6)
Note 8 - Personnel expenses and number of employees
Pension cost
The Group is required to have an occupational pension scheme for all employees
in accordance with the Norwegian and Sewdish laws on required occupational
pensions. The Group’s pension scheme meets the requirements of that relevant
laws. The pension schemes in the Group are defined contribution schemes and the
total cost of these schemes was MNOK 29.3 in 2024 (MNOK 26.6 in 2023
inc. Planning and Surveying operations in Sweden and MNOK 21.2 ex. Planning
and Surveying).
Loan to management
Per Haakon Lomsdalen is given a loan of MNOK 3.2 through Arlberg Invest AS as a
contingent deferred payment of shares.
Loan to the chairman of the board
Rolv Erik Ryssdal is given a loan of MNOK 8.1 through Barney Invest AS as a
contingent deferred payment of shares.
84
Spir Group ASA
Annual Report 2024
Note 8, continued
Compensation and benefits to the management
Compensation and benefits to the management in 2024
NOK 1 000 Base salary Salary paid Benefits in kind Bonus earned Sign-on bonus Other salary Pension expenses Total remunerationPer Haakon Lomsdalen (CEO) 2) 3 668 3 645 142 1 074 192 5 053Other executive management 18 240 16 861 1 286 2 517 1 604 1 781 24 049
Compensation and benefits to the management in 2023
NOK 1 000 Base salary Salary paid Benefits in kind Bonus earned Sign-on bonus Other salary Pension expenses Total remunerationNicolay Moulin (CEO) 1) 1 167 64 2 591 92 3 915Per Haakon Lomsdalen (CEO) 2) 3 500 1 422 4 136 2 000 35 3 598Other executive management 16 406 14 397 1 123 601 1 321 17 442
Sharebased payment to the management at end of 2024* (Refer to note 9)
2023 Options program Grant year Award date Vesting period Strike price (3) Options awarded Options unvested 31.12.2024Per Haakon Lomsdalen (CEO) 2023 12.06.2023 01.01.24-01.01.26 9,48 127 443 84 962 Other executive management 2023 12.06.2023 01.01.24-01.01.26 9,48 637 215 424 810
2023 The RSU Program Grant year Award date Vesting period Strike price (3) Options awarded Options unvested 31.12.2024Other executive management 2023 12.06.2023 01.01.2025 0,02 54 834 46 652
*The 2024 Option program was established on 13 February 2025 and had no liabilities as of 31.12.2024
1) CEO until August 2023. Other salary is linked to 1 year’s severance pay; 2) CEO from August 2023; 3) Strike prices in the
table are subject to annual increases of 10% effective from 1 January each year, first time 1 January 2025.
85
Spir Group ASA
Annual Report 2024
Accounting principles
The Group has a share option program for its key employees and an employee
share purchase program involving bonus shares that are accounted for as equity
settled. The future potential shares, both in the form of options and bonus shares,
are valued at fair value at the grant date and recognised as an employee benefit
expense during the vesting period with a corresponding entry in equity.
The expense determined at the grant date is based on the Group’s estimate
of the number of shares that will ultimately vest. The estimate is reviewed at
each reporting date and the potential impact of any adjustments to the initial
estimates is recognised in profit or loss and a corresponding adjustment is made
to equity.
Significant accounting estimates and assumptions
The fair value of the options and the right to bonus shares is determined when
they are allotted and expensed over the vesting period. The vesting period is when
the employees’ service conditions are met, and the employee has the right to
exercise the option.
The following table list til input to the model used for the plans for the years ended
31. December 2024 and 31. December 2023, respectively.
2024* 2023Weighted average fair values at the measurement date (NOK) 0.00 1.93Dividend yield (%) 0.00 0.00Expected volatility (%) 0.00 55.90%Risk-fee interest rate (%) 0.00 3.68%Expected life of share options (years) 0.00 2.55Weighted average share price (NOK) 0.00 7.48Weighted average exercise price (NOK) 0.00 10.46Model used BSM
The expected share price volatility is based on historical volatility for a selection of
comparable listed companies. The risk-free rate is based on published government
zero-coupon yields published by the Central Bank of Norway.
Description
ESPP-program (RSU)
The Group has established a share purchase programme (”ESPP”) for the
employees approved by the Board on 14 May 2020. Under the ESPP employees
and board members have been invited to purchase shares in the Company. There
have been 4 different ESPP programs with the same terms (2020 ESPP, 2021
ESPP, 2022 ESPP and 2023 ESPP.
The employees participating in the ESPP will receive bonus shares if they does not
sell their shares under the ESPP and continues employment with the group for a
three-year period. The employee will be entitled to receive 5 bonus share per 15
shares purchased in the ESPP 2020, ESPP 2021 and ESPP 2022 (1 bonus share per
3 shares pre split) and 1 bonus share per 3 shares purchased in the ESPP 2023. The
employees must pay the nominal value of each bonus share upon delivery.
The members of the Board of Directors participate in the ESPP on the same terms
and conditions as the employees, except that entitlement to bonus shares is only
subject to the board members not selling the shares acquired under the ESPP for
the three-year period.
Under the ESPP, the company has the right to settle the bonus shares in cash.
* There were no allocations of options in 2024.
Note 9 - Share-based payment
86
Spir Group ASA
Annual Report 2024
Note 9, continued
Overview of outstanding shares at 31.12.20242024 WAEP 2024 2023 WAEP 20223 (NOK)Number(NOK)NumberOutstanding options 1. January 0.02 652 333 0.02 663 191Options granted 0.02 146 657 0.02 456 814Options released 0.02 -191 919 0.02 -301 595Options adjusted 0.02 0 0.02 -115Options terminated 0.02 -27 087 0.02 -165 967Outstanding options 31. December 0.02 579 984 0.02 652 328
The weighted average remaining contractual life for the RSU outstanding as of 31.
December 2024 was 1.69 years. (2023: 1.76 years).
Share option program
The Group has implemented a share option program for management and key
employees. The original option program, established in 2020, was cancelled in
2023, and replaced by the 2023 restricted share unit plan (the RSU program). The
RSU holders received for no consideration 1 new share option (each an RSU) per 3
share options vested under the previous option programs. No additional RSUs will
be offered for the non-vested share options. The RSUs replacing the 2020 option
program can be converted into ordinary shares in the Company on 1 January 2024
(to the last vesting date of the share options granted under the 2020 Option
Program in 2020) and 1 January 2025 (corresponding to the last vesting date of
the share options granted under the 2020 Option Program in 2021).
Under the RSU program, 217,593 RSUs were granted on 13 June 2023.
Furthermore, the Group implemented a 2023 option program for management
and key employees. The program includes employment vesting conditions.
Overview of outstanding shares at 31.12.2024
2024 WAEP 2024 2023 WAEP 20223 (NOK)Number(NOK)NumberOutstanding options 1. January 13.03 1 406 491 22.91 2 091 680Options granted 0.00 0 10.46 1 274 430Options cancelled 0.00 0 22.89 -1 285 540Options terminated 10.95 -84 962 20.02 -674 079Outstanding options 31. December 13.16 1 321 529 13.03 1 406 491
The weighted average remaining contractual life for the options outstanding as of
31. December 2024 was 2.36 years (2023: 3,46 years).
Weighted Number of Number of options Exercise price (NOK)average remaining outstanding optionsexercisablecontractual life9.48 352 592 3.00 352 59210.43 310 111 3.00 011.47 310 111 4.00 019.58 130 775 1.11 130 77521.54 130 785 1.11 130 78521.60 87 155 2.00 87 155Total 1 321 529 701 307
87
Spir Group ASA
Annual Report 2024
NOK 1 000 2024 2023Statutory audit 3 193 3 259Other assurance services 450 335Other non-assurance services 0 0Tax consultant services 0 0Total auditor's fees 3 643 3 595
VAT is not included in the fees specified above.
Accounting principles
Government grants are recognised when it is reasonably certain that the
Group will meet the conditions stipulated for the grants and that the grants
will be received. Grants related to an expense item is recognized as income on a
systematic basis over the periode that the related costs, for which it is intended
to comprensate, is expensed. This applies to Innovasjon Norge, Norsk
Forskningsråd and Oslo Kommune. Grants related to SkatteFUNN is regognized as
a reduction of intangible assets if the costs are related to capitalized development
costs. Otherwise this is recogniced as a cost reduction of either salary or other
operation expenses.
Specification of government grants
NOK 1 000 2024 2023SkatteFUNN *) 5 423 7 152Innovasjon Norge 477Norsk Forskningsråd 4 070Oslo Kommune**) 360Total government grants 5 423 12 059
* The SkatteFUNN is a government program designed to stimulate research and development in Nor-
wegian trade and industry. The incentive is a tax credit and comes in the form of a possible deduction
from a company’s payable corporate tax.
** Salary compensation from Oslo Kommune - ”Company-internal training”.
Note 11 - Government grantsNote 10 - Other operating expenses
Specification of other operating expenses
NOK 1 000 Note 2024 2023General IT, licenses and hosting 39 332 44 339Advisors and consultants 39 049 42 669Acquisition costs3 188Facilities and office costs3 707 7 523Sales and marketing8 650 10 699Travel expenses10 525 8 161Loss in receivables23 910 627Other operating expenses21 839 10 677Total other operating expenses 124 198 124 695
Specification of the auditor’s fees
88
Spir Group ASA
Annual Report 2024
Accounting principles
Equipment and fixtures
Depreciations are calculated on a straight-line basis over the assets’ expected
useful life and adjusted for any impairment charges. Expected useful lives are
reviewed annually. If this differs significantly from previous estimates, depreciation
plans are changed accordingly.
Leases
The Group applies the depreciation requirements in IAS 16 Property, Plant and
Equipment in depreciating the right-of-use asset, except that the right-of-use
asset is depreciated from the commencement date to the earlier of the lease term
and the remaining useful life of the right-of-use asset.
Intangibles
Assets acquired as a part of a business combination are recognised at their fair
value at the date of acquisition and are subsequently amortised on a straight-
line basis over their estimated useful lives. Capitalised development costs are
amortised on a straight-line basis over the estimated useful life of the asset.
Note 12 - Depreciation and amortisation
Depreciation and amortization expenses
NOK 1 000 Note 2024 2023Equipment and fixtures 17 6 164 4 000Right-of-use assets 21 21 649 21 610Intangible assets 18 113 060 93 610Total depreciation and amortisation expenses 140 873 119 221NOK 1 000 Note 2024 2023Intangible assets 18 1 821 0Total impairment expenses 1 821 0
Specification of amortisation expenses (intangible assets)
Amortisation expenses
NOK 1 000 2024 2023TechnologyAmortisation on internally developed 62 128 47 111Amortisation on acquired in business combinations 12 772 12 963Total technology 74 900 60 074Customer contracts/relationsAmortisation on internally developed 377 377Amortisation on acquired in business combinations 36 810 32 650Total customer contracts/relations 37 186 33 027TrademarksAmortisation on internally developedAmortisation on acquired in business combinations 974 509Total trademarks 974509Impairment expensesImpairment of internally developed 1 821Total impairment expenses 18 1 821 0
89
Spir Group ASA
Annual Report 2024
Accounting principles
Goodwill and intangible assets that have an indefinite useful life are not subject to
amortisation and are tested annually for impairment, or more frequently if events
or changes in circumstances indicate that they might be impaired. Other assets
are tested for impairment whenever events or changes in circumstances indicate
that the carrying amount may not be recoverable.
Non-financial assets other than goodwill that suffered an impairment are
reviewed for possible reversal of the impairment at the end of each reporting
period.
Critcal judgements and significant estimates
The recoverable amount for the cash-generating units was determined based on
value-in-use calculations that require management estimates on highly uncertain
conditions, such as sales, macroeconomic outlook and impact on markets and
prices, developments in demand, inflation, operating costs, and legal regulation.
The Group bases its assessments on budgets for next year and internal business
plans, in addition to the best estimate for long-term development in the markets
where it operates, discount rates and other relevant information. A cash flow
forecast is prepared for the next five years with projections thereafter. This cash
flow is discounted using WACC.
Note 13 - Impairment tests
Impairment testing of goodwill, trademarks and intangibles assets that have an
indefinite useful life and intangible assets in progress
Goodwill and intangible assets that have an indefinite useful life and intangible
assets in progress were tested for impairment at the end of 2024. No impairment
losses were recognised, as the determined recoverable amounts exceeded the the
carrying values.The Group is organised in five businesses which are Ambita, Sikri,
Boligmappa, Metria and Iverdi. The five businesses form the Group’s operating
segments, see note 5 for more information about the segments. The businesses
form the cash generating units (CGU) providing services to selected customers
in their market segments, and represent the lowest level at which goodwill is
monitored for internal management purposes.
Carrying amount of goodwill and trademarks by CGUs
Recognised goodwill in the Group amounts to MNOK 1 184 as of 31 December
2024. Goodwill is derived from the acquisitions. The recent one is described in
note 3. For the purposes of impairment testing, goodwill acquired in a business
combination is, from the acquisition date, allocated to cash-generating units or
groups of cash generating units as presented in the table below.
Intangible assets that have an indefinite useful life comprise the trademarks
acquired as a part of the acquisitions. The carrying values of thhe trademarks and
their respective cash-generating units are summarised in the table below.
Goodwill Trademarks TotalNOK 1 000 31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023Sikri 63 629 59 818 4 480 4 480 68 109 64 298 Ambita 515 820 515 820 118 196 118 196 634 016 634 016 Proptech 5 662 - 5 662 Boligmappa 80 124 80 124 16 222 16 222 96 346 96 346 Metria 385 350 382 344 44 409 44 915 429 758 427 259 Iverdi 138 617 22 528 161 145 Total goodwill 1 183 540 1 043 768 205 834 183 813 1 389 374 1 227 581
90
Spir Group ASA
Annual Report 2024
Subsequent to the five-year projections period, the terminal rate uses is 2% for all
CGUs. The terminal growth assumes that it does not exceed the expectation of
growth in real terms.
The discount rate applied to the cash flow projections is the weighted average
pre-tax cost of capital (WACC). The componens a of the WACC rates risk-free
rate, market premium, country risk premium, industry specific beta, cost of debt
and debt to equity ratio. The risk-free rate has been based on the year Norwegian
and Swedish government bond rates . The discount rates are also adjusted for the
additional business risk of the CGUs. The pre-tax discount ratess for the CGUs vary
between 12.5% and 17.8%.
Key assumptions used in the discounting the cash flow
projections by the CGUs
Pre-tax WACCAvg. Terminal Key Revenue EBITDA- CAPEX/growth 2024 2023assumptionsgrowthmarginRevenuerateSikri 8% 27% 13% 2% 14.7% 14.4%Ambita 8% 17% 3% 2% 14.7% 14.4%Boligmappa 15% 34% 28% 2% 17.8% 18.2%Metria 9% 21% 8% 2% 12.5% 12.7%Iverdi 27% 28% 10% 2% 14.7% NA
The business development assumptions are based on managements judgment on a
combination of top line growth and efficiency improvements in the testing period.
Revenue growth rate
Average rates of growth in operating revenue and gross profit are based on
management’s expectations of growth within the cash-generating units. A decrease
of the growth assumption of 5 percent units for Sikri would lead to a significant
change in the value in use, but it would still be significantly higher than the carrying
value and no impairment loss would be recognised. For Boligmappa, Ambita,
Iverdi and Metria the value in use will exceed the carrying value to with around 3%
decrease and of the growth assumption, but with limited additional headroom.
Note 13, continued
EBITDA margin
EBITDA margins are based on the volume/margins achieved historically, adjusted
for expected future developments in market conditions. A reduction in the EBITDA
margin of 10 percent units for Sikri would lead to a significant change in the value
in use, but it would still be significantly higher than the carrying values and no
impairment loss would be recognised. For Ambita, Boligmappa, Iverdi and Metria
a reduction of 3 percent units, the value in use will still exceed the carrying value,
however with limited additional headroom.
Weighted cost of Capital
Future cash flows are discounted to present value using a discount rate based on
a calculation of a weighted average cost of capital (WACC) adjusted for tax. An
increase by 1 percent units for Sikri would lead to a significant change in the value
in use, but it would still be significantly higher than the carrying values and no
impairment loss would be recognised. For Ambita, Boligmappa, Iverdi and Metria
the value in use will exceed the carrying value to the point of around 1 percent
units increase in the WACC, however with limited additional headroom.
Result of impairment testing
Spir Group is affected by the development in the real estate market. Management
concluded that the carrying amount exceeded the recoverable amount for all the
CGUs.
The results of the impairment test indicate headroom for all the CGUs, in which
no reasonable change in key assumptions would result in recognition of an
impairment loss.
The testing also included sensitivty testing assuming (separately) 1% increase
in WACC and 3% to 10% decline in EBITDA. Management concluded that the
sensitivty testing confirmed that the carrying amounts exceeds the recoverable
amounts for all the CGUs.
Compared to 31 December 2023, the goodwill balance inceased due to business
integration of Iverdi and exchange rate fluctuations of NOK 2.6 million.
91
Spir Group ASA
Annual Report 2024
Specification of financial income and expenses Accounting principles
The tax expense consists of tax payable and changes to deferred tax. Tax is
recognised in the income statement, except to the extent that it relates to items
recognized in other comprehensive income or directly in equity. The reported
income taxes are recognised in the amount expected to be payable on the basis of
the statutory regulations in force or enacted on the balance sheet date.
Deferred tax assets and liabilities are calculated on the basis of temporary
differences between the carrying amount of assets and liabilities in the statement
of financial position and their tax basis, together with tax losses carried forward
at the balance sheet date. Deferred tax assets and liabilities are calculated based
on the tax rates and tax legislation that are expected to apply when the assets
are realized or the liabilities are settled, based on the tax rates and tax legislation
that have been enacted or substantially enacted on the balance sheet date.
Deferred tax is not recognised for temporary differences arising on the initial
recognition of goodwill.
Deferred tax assets are recognised when it is probable that the company will
have sufficient taxable profit in subsequent periods to utilise the tax asset.
Deferred tax and deferred tax assets are recognised at their nominal value
and classified as non-current assets (non-current liabilities) in the statement of
financial position. Deferred tax assets and liabilities are offset when there is a
legally enforceable right to offset current tax assets against current tax liabilities
and when the deferred taxes assets and liabilities relate to income taxes in the
same taxable entity.
The income tax liability as of 31 December 2024 is higher than the income
tax payable for 2024 because the the final tax settlement payment for
the tax payable for the 2023 financial year in the Swedish subsidiary
is settled in March 2025.
Note 14 - Financial income and expenses Note 15 - Income tax
Financial income
NOK 1000 Note 2024 2023Interest income from bank deposits 14 166 5 361Foreign exchange gains 146 527Share of profit - associated companies 0 1 500Fair value of financial instruments 13 427Other financial income 38 362 103Total financial income 66 101 7 492
Financial expenses
NOK 1000 Note 2024 2023Interest on debts and borrowings 26 55 828 50 471Foreign exchange losses 586 859Share of loss - associated companies 5 266 4 226Interest expense on lease liabilities 21 2 093 1 865Other financial expenses 2 142 4 835Total financial expenses 65 916 62 257Net financial items 185 -54 765
92
Spir Group ASA
Annual Report 2024
Note 15, continued
Specification of income tax expense
NOK 1 000 2024 2023Current taxTaxes payable on this year's taxable income 9 714 28 604Income tax expense accrued prior to the business combination 0Correction of previous years current income taxes 0Deferred taxChanges in deferred taxes -4 208 -26 137Total income tax expense 5 506 2 468Total income tax expense 5 506 2 466Income tax expense discontinued operations -2 189 -1 782Income tax expense continuing operations 7 695 4 248
Temporary differences - basis for recognised deferred tax
NOK 1 000 31.12.24 31.12.23Equipment and fixtures -2 980 -13 311Intangible assets 572 449 454 655Right-of-use assets 79 922 42 571Receivables -1 154 -1 295Lease liabilities -72 718 -43 513Interest rate swap market value -14 361Tax losses carried forward -9 990 0Other 13 849 13 520Total temporary differences - basis for recognised deferred tax 586 739 452 627Deferred tax asset - gross -7 520 -9 990Deferred tax liabilities - gross 133 156 109 569Net deferred tax asset(-)/liability(+) 125 636 99 579
Recognition of tax expense
The income tax expense differs from the amounts computed when applying
the Norwegian statutory tax rate to income before income taxes as a result
of the following:
NOK 1 000 2024 2023Profit before income tax 50 462 -4 555Income taxes calculated at 22% 11 102 -1 002Utilzation of tax losses carried forward -1 718Changes in deferred taxes -2 019 1 328Permanent differences (non-deductible expenses) 9 929 4 293Non-taxable income -9 745 0Effect of lower tax rate in Sweden 147 -372Income tax expense 7 695 4 248
Changes in net deferred tax liability
NOK 1 000 Note 2024 2023Opening balance as of 1 January 99 579 115 527Adjustment of opening balance 12 965 -114Deferred tax liabilities attributable to business combinations 3 17 490 0Other -190 0Change in deferred taxes recognised -4 208 -15 834in profit and loss statementNet deferred tax asset(-)/liability(+) at 31 December 125 636 99 579
93
Spir Group ASA
Annual Report 2024
Basic and diluted earnings per share
NOK 1 000 2024 2023Profit for the year 33 585 196 -15 669 170Non-controlling interest 1 118 104 -783 113Owners of Spir Group ASA 32 467 092 -14 886 057Weighted average number of ordinary shares (basic)Issued ordinary shares at 1 January 130 050 352 127 442 977Effect of shares issued in the period 680 374 637 593Effect of own shares -2 075 -2 075Weighted average number of ordinary shares (basic) outstanding 130 728 651 128 078 495Basic earnings per share 0.25 -0.12Weighted average number of ordinary shares (diluted)Weighted average number of ordinary shares (basic) 131 855 433 128 661 010Effect of share options on issueWeighted average number of ordinary shares (diluted) 131 855 433 128 661 010outstandingDiluted earnings per share 0.25 -0.12Number of share options on issue that could potentially dilute basic earnings per share in the future that are antidilutive 580 440 580 440in the period
2024 2023Number of outstanding ordinary shares at 1 January 130 050 352 127 442 997Number of outstanding ordinary shares at 31 December 132 576 199 130 050 352
Basic and diluted earnings per share continuing operations
NOK 1 000 2024 2023Profit for the year 42 767 202 -8 803 416Non-controlling interest 1 118 104 -783 113Owners of Spir Group ASA 41 649 098 -8 020 303Weighted average number of ordinary shares (basic)Issued ordinary shares at 1 January 130 050 352 127 442 977Effect of shares issued in the period 680 374 637 593Effect of own shares -2 075 -2 075Weighted average number of ordinary shares (basic) outstanding 130 728 651 128 078 495Basic earnings per share 0.32 -0.06Weighted average number of ordinary shares (diluted)Weighted average number of ordinary shares (basic) 129 641 069 128 661 010Effect of share options on issueWeighted average number of ordinary shares (diluted) 129 641 069 128 661 010outstandingDiluted earnings per share 0.32 -0.06Number of share options on issue that could potentially dilute basic earnings per share in the future that are antidilutive 580 440 580 440in the period
2024 2023Number of outstanding ordinary shares at 1 January 130 050 352 127 442 977Number of outstanding ordinary shares at 31 December 132 576 199 130 050 352
Note 16 - Earnings per share
94
Spir Group ASA
Annual Report 2024
Accounting principles
Equipment and fixtures are stated at historical cost less accumulated depreciation
and any impairment charges. Refer to note 12 for further information on the
depreciation policy and costs. Ordinary repairs and maintenance costs are charged
to the income statement during the financial period in which they are incurred.
Gains and losses on disposals are determined by comparing the disposal proceeds
with the carrying amount and are included in operating profit.
Equipment and fixtures are reviewed for potential impairment if events or changes
in circumstances indicate that the carrying amount of an asset exceeds its
recoverable amount. The difference between the assets carrying amount and its
recoverable amount is recognised in the income statement as impairment charges.
Equipment and fixtures that are impaired are reviewed for possible reversal of the
impairment at each reporting date. If the basis for an impairment loss recognised
in previous periods no longer is present, the impairment loss is reversed up to a
maximum of the amortised/depreciated cost.
Note 17 - Equipment and fixtures
Reconciliation of equipment and fixtures
Year ended 31 December 2024
Office, equipment, NOK 1 000 Notefurniture etc.Accumulated cost at 1 January 23 545Additions 7 245Acquisitions of business 3 769Sale/disposal 0Translation difference 208Closing balance accumulated cost at 31 December 31 767Accumulated depreciations and impairment at 1 January 13 688Depreciation charge 12 6 164Depreciation charge discontinued operations 51Sale/disposal 64Closing balance accumulated depreciations and impairment 19 967Closing net book amount at 31 December 11 799Useful life 3-5 yearsDepreciation plan Linear
95
Spir Group ASA
Annual Report 2024
Note 17, continued Note 18 - Intangible assets
Reconciliation of equipment and fixtures
Year ended 31 December 2023
Office, equipment, NOK 1 000 Notefurniture etc.Accumulated cost at 1 January 33 389Additions 1 654Acquisitions of business 3 0Sale/disposal -15 259Translation difference 3 762Closing balance accumulated cost at 31 December 23 546Accumulated depreciations and impairment at 1 January 11 603Depreciation charge 12 4 000Depreciation charge discontinued operations 1 239Sale/disposal -4 366Translation difference 1 213Closing balance accumulated depreciations and impairment 13 689Closing net book amount at 31 December 9 857Useful life 3-5 yearsDepreciation plan Linear
Accounting principles
Restatement book values 31 December 2023
Book values 31. December 2023 was adjusted due to recalculation of translation
differences. The total adjustment was TNOK 28 298. The allocation has been
described in note 33.
Intangible assets acquired in business combinations
Acquired Intangible assets comprise capitalised development, customer contracts/
customer relations and trademarks. Assets acquired as a part of a business
combination are recognised at their fair value at the date of acquisition and are
subsequently amortised on a straight-line basis over their estimated useful lives.
Business combinations are further described in note 3.
Goodwill
Goodwill is recognised as the aggregate of the consideration transferred and the
amount of any non-controlling interest and deducted by the net of the acquisition-
date amounts of the identifiable assets acquired and the liabilities assumed.
Goodwill is not depreciated but is tested at least annually for impairment.
Accounting principles related to impairment testing are described in note 13.
Development cost
Expenses relating to research activities are recognised in the income statement
they incur. Expenses relating to development activities are capitalised to the
extent that the product or process is technically and commercially viable and the
Group has sufficient resources to complete the development work. Expenses that
are capitalised include the costs of materials, direct wage costs and a share of
the directly attributable common expenses. Capitalised development costs are
recognised at their cost minus accumulated amortisation and impairment losses.
Development costs are amortised on a straight-line basis over the estimated
useful life of the asset. Funds received from Forskningsrådet through Skattefunn
reduces development costs.
96
Spir Group ASA
Annual Report 2024
Note 18, continued
Impairment
Intangible assets are reviewed for potential impairment if events or changes
in circumstances indicate that the carrying amount of an asset exceeds its
recoverable amount. The difference between the assets carrying amount and its
recoverable amount is recognised in the income statement as impairment.
Goodwill acquired in a business combination and intangible assets with
indefinite useful life is tested annually for impairment. Refer to note 13 for further
information. An impairment charge of NOK 1 821 thousand regarding two research
and development projects were recognised in 2024.
Critical judgements and significant estimates
Development of the software that constitutes the core business of the Group is a
continuous process. The customers expect an up to date service and the software
is updated/changed on a regular basis. The useful life of a development project is
difficult to estimate and monitor. The estimated useful life for such development
projects is 5-10 years, and differs between the group companies. The estimates
that are made are based on, among other things, the length of the customer’s
contract and the competitive landscape.
For customer contracts/customer relations, an amortisation period of 10 years is
applied. This estimate is based on the length of the customer’s contract and low
observable churn rate.
The Group works continuously with improvements of technical platforms. This
work involves both maintenance, research and development. These activities are
integrated, and it can be challenging to separate them for accounting purposes.
Management have, to their best effort, assessed the projects and expenses that
qualify for capitalisation and the remaining part is expensed.
The impairment test of goodwill is largely based on judgements and significant
estimates. Refer to note 13 for further information.
97
Spir Group ASA
Annual Report 2024
Note 18, continued
Reconciliation of intangible assets
Year ended 31 December 2024
Customer contracts/NOK 1 000 Note Goodwill Development costTrademarks TotalrelationsOpening balance accumulated cost 1 043 768 444 196 416 919 186 107 2 090 990Additions 0 98 517 0 0 98 517Disposals 0Acquisitions of business 3 138 617 26 580 56 100 23 400 244 697Translation difference 1 155 0 1 155Closing balance accumulated cost 1 183 540 569 293 473 019 209 506 2 435 359
Customer contracts/NOK 1 000 Note Goodwill Development costTrademarks TotalrelationsOpening balance accumulated amortisation and impairment 137 675 96 452 2 291 236 418Amortisation charge 12 74 900 37 186 974 113 060Impairment 1 821 1 821Sale/disposal -7 792 -7 792Acquisitions of business -Translation differences 1 342 823 408 2 574Closing balance accumulated amortisation and impairment 207 946 134 462 3 672 346 082Closing net book amount 1 183 540 361 347 338 557 205 834 2 089 276Useful life 5-10 years 10 years 10 years/ indefiniteAmortisation plan Linear Linear Linear
98
Spir Group ASA
Annual Report 2024
Note 18, continued
Reconciliation of intangible assets
Year ended 31 December 2023
Customer contracts/NOK 1 000 Note Goodwill Development costTrademarks TotalrelationsOpening balance accumulated cost 1 045 892 345 813 412 266 184 657 1 988 626Additions 0 96 580 0 96 580Sale/disposal -32 904 -7 685 -9 551 -50 139Translation difference 30 780 9 488 14 204 1 450 55 922Closing balance accumulated cost 1 043 768 444 196 416 919 186 107 2 090 989
Customer contracts/
NOK 1 000 Note Goodwill Development costTrademarks TotalrelationsOpening balance accumulated amortisation and impairment 79 723 61 117 1 516 142 358Amortisation charge 13 59 572 33 529 509 93 610Amortisation charge from discontinued operations 0 0 0Sale/disposal -1 361 -479 -1 840Translation differences -260 2 286 268 2 294Closing balance accumulated amortisation and impairment 137 675 96 452 2 294 236 421Closing net book amount 1 043 768 306 522 320 468 183 813 1 854 573Useful life 5-10 years 10 years 10 years/ indefiniteAmortisation plan Linear Linear Linear
The closing carrying value of capitalised development as of 31 December 2023 comprise only completed development activities that are released and depreciated
according to plan in accordance with the products expected life cycle.
99
Spir Group ASA
Annual Report 2024
Subsidiaries as of 31 December 2024
Date of Consolidated Registered Ownership Company Country acquisition(Yes/No)officeshareSikri AS Norway 01.03.2020 Yes Oslo 100%1PixEdit AB Sweden 01.05.2020 NoHagfors 100%Ambita AS Norway 03.05.2021 Yes Oslo 100%2Boligmappa ASNorway 03.05.2021 Yes Oslo 94.8%4Unbolt AS Norway 26.08.2024 YesOslo 100%5Unbolt ApS Denmark 26.08.2024 NoThisted 100%5Unbolt AB Sweden 26.08.2024 NoStockholm 100%4Iverdi AS Norway 27.08.2024 YesOslo 60%Entelligens AS Norway 03.05.2021 Yes Oslo 65%Metria AB Sweden 01.04.2022 Yes Stockholm 100%
1) PixEdit AB is considered immaterial to the Group and is not consolidated. Book value of the shares in
PixEdit AB at 31 December 2024 is TNOK 136.4. Net result in PixEdit AB in 2023 was TSEK - 385 and the
equity was TSEK - 1391.
2) 4 CastMedia AS was merged with Boligmappa AS with effect from 01.01.2024
3) AIOT AS were merged with Sikri AS with effect from 01.01.2024
4) The remaining 56.85% of the shares in Unbolt AS was aquired on 26 August 2024 resulting in a
100% ownership of the company at that date.
5) Unbolt AB and Unbolt ApS are 100% owned subsidaries of Unbolt AS. These companies are
considered immaterial and are not consolidated. The book values of the shares in Unbolt AB is TNOK
26 and in Unbolt ApS TNOK 61. Net result in Unbolt AB in 2024 was TSEK -299 and equity was TSEK
-274. Net result in Unbolt ApS in 2024 was TDKK -784 and equity was TDKK -745.
Subsidiaries as of 31 December 2023
Date of Consolidated Registered Ownership Company Country acquisition(Yes/No)officeshareSikri AS Norway 01.03.2020 Yes Oslo 100%1PixEdit AB Sweden 01.05.2020 NoHagfors 50%Ambita AS Norway 03.05.2021 Yes Oslo 100%2Boligmappa ASNorway 03.05.2021 Yes Oslo 94.4%34CastMedia ASNorway 03.05.2021 Yes Oslo 100%Entelligens AS Norway 03.05.2021 Yes Oslo 65%Metria AB Sweden 01.04.2022 Yes Stockholm 100%4AIOT AS Norway 02.05.2023 NoOslo 100%
Buildflow was used as a part of a capital increase in Unbolt AS
1) PixEdit AB is considered immaterial to the Group and is not consolidated. Book value of the shares in
PixEdit AB at 31 December 2023 is TNOK 60.4. Net result in PixEdit AB in 2023 was TSEK 21.7 and the
equity was TSEK 507.3.
1) PixEdit AB is considered immaterial to the Group and is not consolidated. Book value of the shares in
PixEdit AB at 31 December 2022 is TNOK 60.4. Net result in PixEdit AB in 2022 was TSEK 93.8 and the
equity was TSEK 485.6.
2) Virdi AS was merged with Boligmappa AS with effect from 01.01.2023
3) Sikri Growth AS and Mahoom were merged with 4CastMedia AS with effect from 01.01.2023
4) AIOT AS is considered immaterial to the Group and is not consolidated. Book value of the shares in
AIOT AS at 31 December 2023 is TNOK 2 000. Net result in AOIT AS in 2023 was TNOK 449.8 and the
equity was TNOK 463.4.
Note 19 - Subsidiaries
100
Spir Group ASA
Annual Report 2024
Associates are all entities over which the Group has significant influence but not
control or joint control. This is generally the case where the Group holds between
20% and 50% of the voting rights. Investments in associates are accounted for
using the equity method of accounting. See note 30 for investments below 20%.
Associates as of 31 December 2024
Company Country Date of acquisition Registered office Ownership shareSimien AS Norway 03.05.2021 Oslo 26.9%Prosper AI AS Norway 05.05.2024 Oslo 15.0%
1) The remaining shares of Unbolt was bought on 26 August 2024 establising Unbolt as a 100% owned
subsidary and Iverdi AS as a 60% owned company.
2) Buildflow AS and Reduce AS was merged with Unbolt AS with effect from 01.01.2024
Associates as of 31 December 2023
Company Country Date of acquisition Registered office Ownership shareUnbolt AS Norway 03.05.2021 Oslo 43.1%Simien AS Norway 03.05.2021 Oslo 26.9%Iverdi AS Norway 03.05.2021 Oslo 25.9%Buildflow Norway 01.10.2023 Oslo 43.1%Reduce Norway 03.05.2021 Oslo 43.1%
Accounting policies
Spir Group have leasing contracts on office space and office-/IT-equipment. Before
the divestmet of the Planning and Surveying business in Metria (ref. note 4) the
company also had leasing contracts in vehicles.
Recognition of leases and exemptions
At the lease commencement date, the Group recognises a lease liability and
corresponding right-of-use asset for all lease agreements in which it is the lessee,
except for the following exemptions applied:
• Short-term leases (defined as 12 months or less)
• Low value assets (with an underlying value of less than NOK 50 thousands)
For these leases, the Group recognises the lease payments as other operating
expenses in the statement of profit or loss on a systematic basis, usually on a
straight-line basis over the lease term.
Critical judgements and significant estimates
Important estimates and assessments regarding the length of the leases
When the lease’s length is determined, management takes into account all
available information that provides a financial incentive to use an extension
option, or to not use an option to terminate an agreement. Possibilities of
extending an agreement are only included in the lease’s length if it is reasonably
certain that the agreement will be extended. Implicit interest has been used in the
calculations.
The leasing period is reviewed if an option is used (or not used) or if the Group is
forced to use the option (or not use it). The assessment whether it is reasonably
certain is reviewed only if a significant event or changes in circumstances arise
that affect this assessment and the change is within the lessee’s control. During
the current financial year we have extended some of owr existing leasing contracts
on office space in Norway.
Note 20 - Associates Note 21 - Leases - right-of-use assets and lease liabilities
101
Spir Group ASA
Annual Report 2024
Description
The Group has several leasing contracts for rental of premises and other
underlying assets which are included in the calculation below.
Right-of-use assets
Year ended 31 December 2024
NOK 1 000 Other assets Buildings TotalOpening balance accumulated cost 1 497 41 075 42 572Adjustment -82 17 593 17 511Additions 370 33 961 34 331Derecognition 0Divestment 0Acquisitions of business 0Depreciation charge -1 216 -20 433 -21 649FX translation differences 19 138 157Closing net book amount 588 72 334 72 922Useful life 1 - 3 years 2 - 6 yearsDepreciation plan Linear Linear
Note 21, continued
Year ended 31 December 2023
NOK 1 000 Other assets Buildings TotalOpening balance accumulated cost 6 345 41 255 47 600Adjustment 54 25 008 25 061Additions 1 607 1 607Derecognition 0Divestment -3 737 -7 357 -11 094Acquisitions of business 0Depreciation charge -1 361 -20 687 -22 048FX translation differences 196 1 250 1 447Closing net book amount 1 497 41 075 42 572Useful life 1 - 3 years 2 - 6 yearsDepreciation plan Linear Linear
102
Spir Group ASA
Annual Report 2024
Lease liabilities
Undiscounted lease liabilities and maturity of cash outflows
NOK 1 000 2024 2023Less than 1 year 20 901 18 9591-5 years 57 671 24 489More than 5 years 1 390 3 968Total undiscounted lease liabilities at 31 December 79 962 47 416
Changes in lease liabilities
NOK 1 000 Note 2024 2023Balance at 1 January 43 513 48 389Adjustment 14 210 26 268Business combinations 3Additions 34 331 400Derecognition 0Divestment -10 987Lease payments -22 977 -23 504Interest on the lease liability 14 2 093 2 947FX translation differences 1 548Total lease liabilities at 31 December 72 718 43 513Current lease liabilities 18 065 17 544Non-current lease liabilities 54 652 25 968Total cash outflows for leases 22 977 23 504
Note 21, continued
Summary of other lease expenses recognised in profit or loss
NOK 1 000 2024 2023Operating expenses in the period related to low value assets *) 11 677 15 315Total lease expenses included in other operating expenses 11 677 15 315
* including long-term low value assets.
The leases do not contain any restrictions on the Group’s dividend policy or
financing. The Group does not have significant residual value guarantees related
to its leases to disclose.
Practical exemptions applied
The Group also rents office machines, IT equipment etc with typical lease terms
from 1 to 3 years. The Group has decided not to recognize leases where the
underlying asset has low value, and thus does not recognize lease obligations
and right-of-use assets for any of these leases. Instead, the rental payments are
expensed when they occur. The group also does not recognize lease obligations
and rights-of-use assets for short-term leases, as presented in the table above.
Options to extend a lease and purchase options
As of 31 December 2024, there are no significant future potential lease payments
that are not included in the lease obligations as a result of extension or purchase
options.
Interest rates applied
Actual borrowing interst rate has been applied in the calculations.
103
Spir Group ASA
Annual Report 2024
Accounting principles
Financial assets
Financial assets are recognized at fair value when the Group becomes a party to
the terms of the financial asset. The financial assets in Spir Group includes cash
and cash equivalents, trade and other receivables and other investments such as
interest rate swap and smaller ownership stakes.
The subsequent measurement of the financial assets depends on which
category they have been classified into at inception: Financial investments at
amortised cost, at fair value through profit or loss, and at fair value through
other comprehensive income. The classification is based on an evaluation of the
contractual terms and the business model applied.
Short-term highly liquid investments with original maturity exceeding 3 months
are classified as current financial investments. Current financial investments are
primarily accounted for at amortised cost
Trade receivables are carried at the original invoice amount less a provision
for doubtful receivables which represent expected losses computed on a
probabilityweighted basis.
Financial assets are derecognised when rights to cash flows and risks and rewards
of ownership are transferred through a sales transaction or the contractual rights
to the cash flows expire, are redeemed, or cancelled.
Financial liabilities
Financial liabilities are initially recognised at fair value when Spir becomes a party
to the contractual provisions of the liability. The Group classifies its financial
liabilities in the following categories: At fair value through profit or loss, or
amortised cost. The classification is determined based on the contractual cash
flow characteristic of the instrument and the business model the instrument is
held within.
Note 22 - Financial instruments
Financial liabilities are presented as current if the liability is expected to be settled
within 12 months after the balance sheet date. Due to the short-term nature of
the current payables, their carrying amount is considered to be the same as their
fair value.
Financial liabilities are derecognised when the contractual obligations are settled,
or if they expire, are discharged or cancelled.
For the borrowings, the fair values are not materially different from their carrying
amounts, since the interest payable on those borrowings is close to current market
rates.
Derivative financial instruments
Spir Group uses derivative financial instruments to manage exposures to
fluctuations in interest rates. Derivatives are carried as assets when the fair value
is positive and as liabilities when the fair value is negative. Derivative assets or
liabilities expected to be settled, or with the legal right to be settled more than 12
months after the balance sheet date, are classified as non-current.
The interest rate swaps are recognized at fair value through profit or loss (Refer to
note 26).
Other investments
Other investments are valued in accordance with level 3 (IFRS 13 definiton).
There are no observable market data available to asses the vaue of the assets.
Estimated cash flow analyses are utlised to asses the market value.
104
Spir Group ASA
Annual Report 2024
Categories of financial instruments in the balance sheet
Note 22, continued
Year ended 31 December 2024
Assets at fair Assets at NOK 1 000 Notevalue through Total amortised costprofit/lossFinancial assetsInterest rate swap 30 14 361 14 361Other investments 30 8 007 19 515 27 522Trade receivables 23 110 002 110 002Other receivables 23 23 076 23 076Cash and cash equivalents 24 43 120 43 120Total Financial assets 22 368 195 714 218 082
Liabilities at fair Liabilities at NOK 1 000 Notevalue through Total amortised costprofit/lossFinancial liabilitiesBorrowings 26 678 096 678 096Trade and other payables 27 219 188 219 188Lease liabilities 21 72 718 72 718Total financial liabilities 0 970 001 970 001
Year ended 31 December 2023
Assets at fair Assets at NOK 1 000 Notevalue through Total amortised costprofit/lossFinancial assetsOther investments 26,30 5 815 8 755 14 569Trade receivables 23 111 194 111 194Other receivables 23 6 473 6 473Cash and cash equivalents 24 54 475 54 475Total Financial assets 5 815 180 897 186 712
Liabilities at fair Liabilities at NOK 1 000 Notevalue through Total amortised costprofit/lossFinancial liabilitiesBorrowings 26 661 769 661 769Trade and other payables 27 217 676 217 676Lease liabilities 21 43 513 43 513Total financial liabilities 0 922 958 922 958
105
Spir Group ASA
Annual Report 2024
Accounting principles
Trade receivables are amounts due from customers for services performed in the
ordinary course of business. They are generally due for settlement within 30 days
and are therefore all classified as current.
Due to the short-term nature of the current receivables, their carrying amount is
considered to be the same as their fair value.
Impairment and risk exposure
The Group applies the IFRS 9 simplified approach to measuring expected credit
losses using a lifetime expected credit loss provision for trade receivables and
contract assets. To measure expected credit losses on a collective basis, trade
receivables and contract assets are grouped based on similar credit risk and aging.
The contract assets have similar risk characteristics to the trade receivables for
similar types of contracts.
The expected loss rates are based on the Group’s historical credit losses
experienced over the three year period prior to the period end. The historical
loss rates are then adjusted for current and forward-looking information on
macroeconomic factors affecting the Group’s customers.
The provision for impairment of trade receivables is TNOK 2 940 at 31 December
2024 ( TNOK 2 478 at 31 December 2023). The credit loss of the Group recognised
in 2024 was TNOK 382 (2023: TNOK 415). Actual and expected credit losses
on trade receivables are classified as other operating expense in the income
statement.
Specification of trade and other receivables
NOK 1 000 Note 31.12.24 31.12.23Trade receivables 110 002 111 194Prepaid expenses 23 033 24 574Other short-term receivables 46 6 473Total trade and other receivables 133 081 142 241
Specification of trade receivables
NOK 1 000 Note 31.12.24 31.12.23Trade receivables related to revenue from 112 942 113 572contracts with customersTrade receivables from related parties 29 0 101Total trade receivables (gross) 112 942 113 673Allowance for expected credit losses -2 940 -2 478Total trade receivables (net) 110 002 111 194
Change in the provision for impairment of trade receivables
NOK 10 00 2024 2023Provision at 1 January -2 478 -3 105Provisions in companies acquired in business combinations -80This years provision for trade receivables impairment 627Trade receivables written off during the year as uncollectible -382Unused amount reversedProvision at 31 December -2 940 -2 478
Note 23 - Trade and other receivables
106
Spir Group ASA
Annual Report 2024
At 31 December the aging of the company’s trade receivables (gross)
was as follows:
NOK 1 000 Tota l Not due <30 days 30-90 days >90 days2024 104 579 88 290 13 637 2 211 4422023 113 668 87 209 25 742 1 142 -425
Note 23, continued Note 24 - Cash and cash equivalents
Specification
NOK 1 000 Note 31.12.24 31.12.23Cash and cash equivalents 43 120 54 475Restricted cash -11 714 -9 794Free available cash 31 407 44 681Available credit facility 1) 26 50 000 70 000Liquidity reserve 81 407 114 681
1) Includes revolving facility of MNOK 20 in 2023. in 2024 it is fully utilized.
Liquidity reserve is a useful measure as it provides information of the Group’s
financing capabilities.
Specification of restricted cash
NOK 1 000 31.12.24 31.12.23Guarantees for leases and credit from suppliersTaxes withheld -11 714 -9 794Total restricted cash -11 714 -9 794
The Group has implemented a Global Cash Pool that includes the operating
accounts of the group companies. The subsidiaries have the same interests as the
parent company has with the bank. The subsidiaries included in this arrangement
is Sikri AS, Ambita AS, Metria AB and Unbolt As
107
Spir Group ASA
Annual Report 2024
Spir Group ASA has only one class of shares and all shares have the same voting
rights. The holders of shares are entitled to receive dividends as and when
declared, and are entitled to one vote per share at general meetings of the
Company.
Dividend distribution to the company’s shareholders is recognised as a liability in
the Group’s financial statements in the period in which the dividends are approved
by the company’s shareholders.
At 31 December 2024
NOK 1 000 Number of shares Nominal amount Book value Ordinary shares 132 574 154 0.02 2 651 483Total 132 574 154 0.02 2 651 483
Spir Group ASA holds 2,075 of its own shares at 31 December 2024.
Change in number of shares
NOK 1 000 2024 2023Number of shares at 1 January 130 050 352 127 442 977Share issue in the period 2 525 847 2 607 375Number of shares at 31 December 132 576 199 130 050 352
Dividend distribution
No dividend is proposed related to the 2024 annual accounts.
Ownership structure
Specification of the largest shareholders as of 31 December 2024
Number of NOK 1 000% of sharesshares1Karbon Invest AS 44 464 295 34%Carucel Finance AS 15 604 794 12%Stella Industrier AS 15 095 825 11%Varner Kapital AS 12 853 156 10%State Street Bank and Trust Comp 4 900 000 4%JPMorgan Chase Bank, N.A., London 3 207 912 2%Verdipapirfondet DNB SMB 3 200 008 2%JP Morgan Chase Bank N.A., London 2 925 388 2%ES Aktiehandel AB 2 033 024 2%Holmen Spesialfond 1 877 536 1%2Barney Invest AS 1 733 102 1%Total 107 895 040 81%Others (ownership < 1%) 24 681 159 19%Total number of shares 132 576 199 100%Own shares 2 045Total number of outstanding shares 132 574 154
1) Karbon Invest AS is controlled by board member Jens Rugseth
2) Barney Invest AS is owned by Chairman of the Board of Directors Rolv Erik Ryssdal
Note 25 - Share capital, shareholder information and dividend
108
Spir Group ASA
Annual Report 2024
Accounting principles
Reference is made to note 22 Financial instruments for description of accounting
principles.
Liabilities to credit institutions
In 2022, the Group obtained a loan facility totaling MNOK 905. The amount of
facility C and D is changed during 2023 and 2024. The loan is distributed between
4 facilities as described below.
Year ended 31 December 2024
NOK 1 000 Current Non-current Total SecuredBank borrowings 138 778 535 901 674 679Total secured borrowings 138 778 535 901 674 679Unsecured3 4170Total unsecured borrowings 0 3 417 3 417Total borrowings 138 778 539 318 678 096
Year ended 31 December 2023
NOK 1000 Current Non-current Total SecuredBank borrowings 118 778 542 992 661 770Total secured borrowings 118 778 542 992 661 770Unsecured0Total unsecured borrowings 0 0 0Total borrowings 118 778 542 992 661 770
Liabilities to credit institutions
In 2022, the Group obtained a loan facility totalling MNOK 905. The amount of
facility C and facility D is changed during 2023 and 2024. The loan is distributed
between 4 facilities as described below.
Note 26 - Borrowings and securities/pledges
109
Spir Group ASA
Annual Report 2024
Information about bank borrowings in Nordea Bank, Norway
Amount Nominal Maturity Facility Original amountCurrency131.12.2024interest ratedateFacility A - Term loan bullet 405 000 000 450 000 000 NOK Nibor+2.50% 30.04.20272Facility B - Term loan amortising400 000 000 174 678 618 NOK Nibor+2.25% 30.10.20263) 3)Facility C - Overdraft 50 000 000 50 000 000 NOK4) 4)Facility D - Revolving facility 50 000 000 50 000 000 NOK
1) The basis for the nominal interest rates is NIBOR (3 months) if not otherwise stated.
2) The loan was repaid over 10 equal semi-annual instalments NOK 44.388.389 until the instalment paid in April 2024.
Starting from the third quarter of 2024, the payment plan was amende to quarterly payments of NOK 22.122.444. The
first instalment of the new payment plan was paid in July 2024.
3) Facility C is an overdraft facility of MNOK 50.0 that is to be renewed yearly and with the next renewal on 1 April 2025.
The nominal interest rate is NIBOR (7 days) + 2,25 per cent and a commission of 0,25 per cent of the limit per quarter. The
facility has not been utilised as of 31 December 2024.
4) Facility D is a revolving facility of MNOK 50.0 at a nominal interest rate of Nibor+2.25 per cent and a commitment
fee of 35 per cent of the margin on unutilised amounts. During a period of 12 months Facility D shall be fully repaid for a
minimum of 5 banking days. The period between each fully repayment cannot be shorter than 3 months or longer than 15
months. The facility has been utilised by MNOK 50 as of 31 December 2024.
Security, terms and covenants - bank borrowing in Nordea Bank
Carrying value NOK 1 00031.12.2024Bank accounts 43 120Trade receivables in Sikri AS and Ambita AS 50 759Equipment and fixtures in Sikri AS and Ambita AS 5 137
In order to enter into and maintain the Nordea Bank loan facilities
described above, Spir Group ASA (consolidated) is obliged to have a
ratio between net interest-bearing debt (NIBD) and earnings before
interest, taxes, depreciation and amortisation ( EBITDA) of less or
equal to 4.25 up to and including 30.06.2023, less or equal to 4 on
30.09.2023 and 31.12.2023, 3.75 on 31.03.2024 and 30.06.2024, 3.5
on 30.09.2024 and 31.12.2024 and 3.25 on 31.03.2025 and each
following quarter thereafter. For the purpose of calculation of the
ratios above, EBITDA should be the pro forma last twelve months
(LTM) EBITDA adjusted for non-recurring items. The adjustments
can not exceed 10% of pre-adjusted EBITDA. Furthermore, the
Group must also report CAPEX equal to or less than MNOK 95 for
financial reporting year 2022, equal or less than MNOK 105 for 2023,
equal or less than MNOK 115 for 2024, equal or less than MNOK 120
for 2025 and equal or less than MNOK 125 for 2026.
In connection with the transaction to purchase 56.85% of Unbolt
AS, Spir Group has increased its bullet loan with MNOK 80, from
MNOK 370 to MNOK 450, in order to (i) finance cash consideration
of the purchase price, and (ii) provide Spir Group with available
liquidity in order for it to continue its support of its subsidiaries,
including Unbolt AS. The loan’s maturity date in April 2027 remains
unchanged following the increase, however the Company’s covenant
for NIBD/EBITDA under the loan agreement, was increased to 4.1x
with a gradual decline quarter by quarter to 3.2x in Q1 2026.
The Group has complied with the financial covenants of its
borrowing facilities during the 2024 reporting period. The Groups
business plan for 2025 does not indicate any signifianct risk of non-
complance with the financial covenants for the 2025 financial year.
Note 26, continued
110
Spir Group ASA
Annual Report 2024
Note 26, continued Note 27 - Trade and other payables
Other loans
Amount Nominal Maturity Facility Original amountCurrency131.12.2024interest ratedate1Unbolt AS2 500 2 500 NOK 9.1% 15.06.20292Iverdi AS917 917 NOK 7.6% 30.04.2026
1) The loan is to Nordea AbB, Norwegian branck office.
The loan has been granted within the growth guarantee scheme of Innovation Norway
2) The loan is from the minorty shareholder Norsk Takst Holding AS.
Interest rate swaps
As of 31. December 2024, Spir Group has two interest rate swaps. Thare are no margin calls
related to the interest swaps.
Interest rate swaps are recorded at fair value through profit and loss. A gain of tNOK 13.427 for
2024 related to hedging of interest is included the finance income/expence.
Facility Amount (MNOK) Maturity date Interest rateNordea 243 03.05.2032 3.24%Nordea 162 03.11.2028 3.25%
Specification of trade and other payables
NOK 1 000 31.12.24 31.12.23Trade payables 65 257 60 595Payroll tax and other statutory liabilities 29 054 44 740Accrued salary and vacation pay 48 626 42 433Accrued expenses 15 574 9 763Other current payables 61 448 60 145Total - trade and other payables 219 187 217 676
Trade payables are non-interest bearing and are normally settled on
30-day terms.
111
Spir Group ASA
Annual Report 2024
Note 28 - Financial risk management
The Group’s activities expose it to a variety of financial risks; market risk (including
currency risk, interest rate risk and commodity risk), credit risk and liquidity risk.
The operative management is respsonible for managing the Group’s fiancial
risk position and maintaining adequate liquidity. This includes measuring and
managing liquidity risk, interest rate risk, foreign exhange risk and counter-party
risk. The Group reviews and monitors financial risk on a regular basis.
Credit risk management
Credit risk is the risk that a counterparty will not meet its obligations under a
financial instrument (see note 26) or customer contract (see note 6), leading to
a financial loss. The Group is exposed to credit risk from its operating activities
(primarily trade receivables) and from its financing activities, including deposits
with banks, debt instruments and account receivables.
Approximately 40% of Group’s revenue is generated from customers within the
public sector where by the risk related to these trade receivables is nearly non-
existent. The majority of the last 60 % are within the private sector, in which
exposure is limited by using credit ratings and risk assesments upon engaging in
assignments. The Group also has a small portion of sales to private individuals
which pays upfront. All receivables are monitored closely, and any overdue
receivables are followed up. The credit loss of the Group recognised in 2024 was
TNOK 382 (2023: TNOK 415).
Despite histoically minimal bad debt losses, the Group has in place processes for
credit rating and risk evaluation of new customers, and a monthly process for
follow up of overdue receivables. Invoices are issued periodically, for some yearly
subscriptions on a yearly basis, for most other services on a monthly basis. Invoices
are generally payable within 30 days.
Also refer to note 23 - Trade and other receivables.
Liquidity risk management and funding
Liquidity risk arises from the Group’s management of working capital and the
finance charges and principal repayments on its debt instruments. It is the risk
that the Group will encounter difficulty in meeting its financial obligations as they
fall due. The Group’s policy is to ensure that it will always have sufficient cash to
allow it to meet its liabilities when they become due as well as beeing able to take
advantage of acquisition opportunities.
Management of liquidity risk is performed at Group level, where the Finance
department monitors liquidity flows in short-term and long-term reporting.
Management of liquidity risk is performed at Group level, where the Finance
department monitors liquidity flows in short-term and long-term reporting.
The Group has a revolving credit facility of MNOK 50 which was fully utilzed at the
end of December. In addition, the Group has an overdraft facility of MNOK 50 ,
which was not in use at the end of December 2024. Both the facilities are provided
by Nordea Bank ApB.
The Group has two loan facilities from Nordea Bank ApB. One facility of MNOK
450 which matures at 30 April 2027 and another facility of NOK 175 which
matures on 30 April 2026.
The maturity profile of the Group’s financial liabilities are shown in note 22 -
Financial instruments.
The liquidity reserve, presented in note 24, is a useful measure as it provides
information of the Group’s financing capabilities. The liquidity reserve at 31
December 2024 is MNOK 81.4. The maturity profile of the Group’s financial
liabilities are shown in note 26 - Financial instruments.
112
Spir Group ASA
Annual Report 2024
Maturity profile of the Group’s financial liabilities - undiscounted contractual cash flows
Year ended 31 December 2024
Contracual cash flow
NOK 1 000 <1 year 1-3-years 3-5 years > 5 years Tota lBorrowings 138 780 535 901 3 419 678 100Trade and other payables 219 188 219 188Lease liabilities 20 901 20 557 29 870 8 634 79 962Total financial liabilities 378 868 556 459 29 870 12 053 977 249
Year ended 31 December 2023
Contracual cash flow
NOK 1 000 <1 year 1-3-years 3-5 years > 5 years Tota lBorrowings 118 778 172 991 370 000 661 769Trade and other payables 217 676 217 676Lease liabilities 18 959 13 147 11 341 3 968 47 415Total financial liabilities 355 413 186 138 381 341 3 968 926 860
Market risk management
Market risk is the risk that the future cash flows will fluctuate because of changes
in market prices. Market risk includes interest risk and currency risk. Financial
instruments affected by market risk include borrowings, deposits and debt.
Foreign currency risk
The foreign currency risk is insignificant to the Group as the turnover and
monetary items / costs are mainly nominated in the same currencies (NOK or
SEK) and thus have a natural hedge. More than 60% percent of the revenue of the
Group in 2024 was nominated in NOK. Measures to reduce currency risk are so far
not considered necessary but will be reassessed if the currency risk increases.
Interest rate risk
Interest rate changes have only a marginal direct effect on consolidated operating
income and cash flows from operating activities. The Group’s interest rate risk is
related to floating interest rates on bank accounts and bank loans. A 60% share
of the debt is sequred by an interest rate swap. The table below shows how an
increase/decrease of the interest rate on the Companys’ term loans would have
affected profit before income tax in 2024. Also refer to note 26 - Borrowings.
Interest rate risk - sensitivity analysis
NOK 1 000 Impact on profit income tax in 2024Interest rates (NIBOR) - increase by 100 basis points 5 188Interest rates (NIBOR) - decrease by 100 basis points -5 188
Note 28, continued
113
Spir Group ASA
Annual Report 2024
Description
The Group companies have entered into transactions with related parties. The
transactions are summarised below. Sales to and purchases from related parties
are made on normal market terms and conditions and at market prices. There are
no commitments or contingencies on behalf of related parties.
The Group companies have entered into the following transactions with related
parties who are not members of the Group:
Year ended 31 December 2024
NOK 1000Sale of products Purchase of products Balance Balance Related partyand services to and services from owed from owed to Crayon 528 26 937 0 2 445Techstep 442 343Link Mobility 307
Year ended 31 December 2023
NOK 1000Sale of products Purchase of products Balance Balance Related partyand services to and services from owed from owed to Crayon 419 31 347 101 2 024Techstep 170 14Link Mobility 321
The companies listed above are related parties as a result of Board members of
the Group also being Board members of these companies. Compensation and
benefits to the management are described in the remuneration report and note 8.
Note 29 - Related parties
Capital management
The objective is to keep the capital structure on a level to secure financial
flexibility for the operations. The capital stucture of the Group is being continously
monitored through Net debt/EBITDA ratio. The ratio is calulated by dividing
interest-bearing net debt with the last 12 months EBITDA of the Group. Net debt/
EBITDA ratio is a covenant used in the main funding arrangement. SPIR group is
within limits for this covenant as at the reporting date and comparative period.
The key figures in the table below are not comparable to the covenants described
in note 26 – Borrowings. The key figures below are based on the actual reported
numbers and the covenants described in note 26 are based on pro forma last
twelve months EBITDA adjusted for non-recurring items.
NOK 1 000 Note 2024 2023Non-current interest-bearing borrowings 26 539 318 542 992Current interest-bearing borrowings 26 138 778 118 778Non-current lease liabilities 21 54 652 25 968Current lease liabilities 21 18 066 17 544Less: Cash and cash equivalents 24 43 120 54 475Net interest bearing debt (NIBD) 795 958 761 780Total equity 1 259 512 1 090 712Total assets 2 396 946 2 145 525EBITDA (unadjusted, actual) 192 971 169 431Net financial expenses -185 54 765Key figuresNIBD/EBITDA 4.1 4.5Interest cover ratio (EBITDA/Net financial expenses) -1 042.5 3.1Equity ratio (Total equity/Total assets) 53% 51%
Note 28, continued
114
Spir Group ASA
Annual Report 2024
Note 30 - Other investments and associated companies
Accounting principles
Other investments comprise non-current receivables at amortized cost, loan to
associates, investment in non-listed equity instruments at fair value through profit
or loss, investments in other financial instruments (funds) at fair value through
profit and loss, investments in assosiates accounted by the equity method and
pension assets in the form of prepaid pension contributions.
Specifications
NOK 1 000 Note 31.12.24 31.12.23Investment in associated companies 22 2 158 22 838Financial assets at fair value 22 22 368 5 815Financial assets at amortised cost 22 19 515 8 755Prepaid pension contributions 1 430 838Total 45 472 38 246
Specifications of investments in associates
NOK 1 000 Note Ownership share 31.12.24 31.12.23Unbolt AS 43.1% - 11 697Iverdi AS 25.9% - 1 500Buildflow 43.1% - 4 722Reduce 43.1% - -171Simien AS 26.9% 2 158 5 089Total 2 158 22 838
The remaining shares of Unbolt AS and subsidiares were acquried in August 2024.
Specification of financial assets at fair value
NOK 1 000 Note Ownership share 31.12.24 31.12.23Supertakst AS 22 10% 2 530 2 530AIOT AS* 22 100% - 2 150Pixedit AB 22 100% 136 60Unbolt ApS 22 100% 61Unbolt AB 22 100% 26Other investments 22 < 10% 5 254 56Interest rate swap 22,26 14 361 1 018Total 22 368 5 815
Specification of financial assets at amortised cost
NOK 1 000 Note 31.12.24 31.12.23Deposits 22 3 808 3 875Loan to associates 22 756Loan to the CEO 3 443Loan to the Chairman of the Board 8 065Loan to affiliated companies 22 4 199 4 123Total 19 515 8 755
115
Spir Group ASA
Annual Report 2024
Note 31 - Claims and litigation Note 32, continued
Note 32 - Subsequent events
Note 33 - Adjustment prior year balance sheet
Metria received a notice of breach from Sweco Sverige AB (Sweco) in July 2024
regarding an alleged breach of the business transfer agreement between Metria
and Sweco in connection with the divestment of Metria’s Planning & Surveying
(P&S) business to Sweco. The purchase price was agreed at SEK 52.5 million and
the divestment was completed on 17 April 2023. Metria was formerly owned by the
Government Offices of the Kingdom of Sweden and was acquired by Spir Group on
1 April 2022. Metria and Sweco has reached an agreement settling all outstanding
claims and matters between the parties. As part of the settlement agreement,
Metria has agreed to pay Sweco a fixed amount of SEK 10.5 million.
On 13 February 2025, the Board resolved to adopt a new 3-year share option
program for management and key employees. The 2024 Option Program is
based on the same terms and conditions as the 2023 Option Program and is
in compliance with the Company’s applicable guidelines for remuneration of
executive management and the authorisation granted to the Company’s board of
directors by the annual general meeting in 2024 to increase the Company’s share
capital in connection with incentive schemes.
On 1 January 2025, a total of 88,589 RSUs were eligible for settlement under
the RSU program from 2023, giving the RSU holders the right to subscribe for
88,589 shares in total, each with a par value of NOK 0.02, at a subscription price
of NOK 0.02 per share. On the basis of the authorisation granted to it by the
annual general meeting held on 31 May 2024, the Board resolved on 10 January
2025 to increase the Company’s share capital by up to NOK 1,771.78 by issuing up
to 88,589 new shares at a subscription price of NOK 0.02, corresponding to the
nominal value of the Company’s shares.
The share capital increase of NOK 1,771.78 pertaining to the issuance of the 88,589
new shares was registered with the Norwegian Register of Business Enterprises on
17 January 2025. The Company’s new share capital is NOK 2,653,295.76, divided on
132,664,788 shares, each with a nominal value of NOK 0.02.
Following settlement of the abovementioned RSUs, no other RSUs remains
outstanding under the RSU program.
Adjustment Net equity 31.12.2023
NOK 1 000 31.12.2023Equity prior to adjustment 1 062 414Restated exchange rate differences 28 298Equity post restatement 1 090 712
Adjustment is reflected in Book Value Intangible Assets
NOK 1 000 Pre- adjustment Adjustment Post- adjustmentGoodwill 1 027 385 16 383 1 043 768Capitalised development 303 018 3 504 306 522Customer contracts/relations 314 137 6 333 320 470Trademarks 181 736 2 077 183 813Total intangible assets1 826 27628 297 1 854 573
The adjustment is due to wrongly applied foreign exchange rates in 2023. No other
balance sheet (or profit and loss) items than mentioned above have been affected
by the adjustment.
116
Spir Group ASA
Annual Report 2024
Spir Group ASA
16.7
Alternative
performance measures
The Group’s financial information in this report is prepared under International Financial Reporting Standards
(IFRS), as adopted by the EU. To enhance the understanding of the Group’s performance, the Company has
presented a number of alternative performance measures (APMs) that are regularly reviewed by management.
An APM is defined by ESMA guidelines as a financial measure of historical or future financial performance,
financial position, or cash flows, other than a financial measure defined or specified in the relevant financial
reporting framework (IFRS).
Annual recurring revenue (ARR) is defined as recurring revenue of the reporting period’s last month,
annualized. For the Group, recurring revenue used in ARR calculation is defined as revenue from time-limited
contracts where the purchase is recurring in nature; software subcriptions and related maintenance contracts,
data and analysis subscriptions and other recurring time-limited agreements.
Gross profit is calculated as operating revenue less cost of services provided.
EBIT: Earnings before interest expense, other financial items and income taxes.
EBITDA: Earnings before interest expense, other financial items, income tax and depreciations and amortization.
EBITDA before other income and other expenses (Adjusted EBITDA) is defined as EBITDA adjusted for
costs of a nonrecurring nature. Such non-recurring costs include, but are not limited to; integration costs,
restructuring costs, acquisition costs, one-time advisory costs and other non-recurring costs. This measure is
useful to users of the Group’s financial information in evaluating underlying operating profitability.
The adjusted EBITDA margin presented is defined as EBITDA before other income and other expenses divided
by total revenues.
Net Interest Bearing Debt (NIBD) is non-current interest-bearing debt plus current interest-bearing liabilities
less cash and cash equivalents.
Alternative performance measure
Annual Report 2024
117
Spir Group ASA
Annual Report 2024
Reconciliation of alternative performance measures
NOK 1 000 31.12.24 31.12.23
Revenue 1 127 141 1 056 716
(-) Cost of providing services 436 254 415 266
Gross Profit 690 886 641 450
NOK 1 000 31.12.24 31.12.23
Operating profit 50 277 50 210
(+) Depreciation and amortisation 140 873 119 221
(+) Impairment losses 1 821
EBITDA 192 971 169 431
Revenue 1 127 141 1 056 716
EBITDA 192 971 169 431
EBITDA% (EBITDA / Revenue) 17% 16%
NOK 1 000 31.12.24 31.12.23
EBITDA 192 971 169 431
(+) Other income and expenses 7 994 19 598
Adjusted EBITDA 200 965 189 029
Revenue 1 127 141 1 056 716
Adjusted EBITDA 200 965 189 029
Adjusted EBITDA% (Adjusted EBITDA / Revenue) 18% 18%
Alternative performance measures, continued
Specification of other income and expenses
NOK 1 000 31.12.24 31.12.23
Other M&A and integration costs 1 903 6 163
Restructuring personel 7 412 10 862
Restructuring other -1 321 2 137
Divestment 0 436
Total other income (-) and expenses (+) 7 994 19 598
NOK 1 000 31.12.24 31.12.23
Interest-bearing debt 678 096 661 769
(+) Lease liabilities 72 718 43 513
(-) Cash and cash equivalents 43 120 54 475
NIBD 707 693 650 807
118
Spir Group ASA
Annual Report 2024
Bridge Q4 reporting and Annual Report
NOK 1 000 Comments
Net result Q4-24 Report 35 421
Adjustments:
Other Financial Income 6 096 Restatement of gain in relation to business integration in 2024 ( reference to note3)
Provision Sweco claim -8 064 Agreements to settle the claim from Sweco regarding the divestment in 2023 of Metrias Planning and Surveying business
Recalculated tax provision 2024 1 250
Net result Annual report 34 703
Net equity Q4 reporting 1 277 398
Adjustments:
Adjustment deferred tax opening balance -12 965 Restatement of error in the deferred tax position in the 2023 consolidated balance sheet impacting opening balanse 2024
Other Financial Income 6 096 Restatement of gain in relation to business integration in 2024 ( reference to note3)
Reversal translation difference -6 096 Reversal is connected to the above adjustment
Sweco Claim -8 064
Recalculated tax provison 1 250
Other adjustments translation difference 1 893
Net equity Annual report 1 259 512
17 Bridge Q4 and Annual Report
119
Spir Group ASA
Annual Report 2024
18 Spir Group ASA financial statements
18.1
Revenue statement Spir Group ASA 120
18.2
Balance sheet Spir Group ASA 121
18.3
Changes in shareholders’ equity Spir Group ASA 123
18.4
Cash flow statement Spir Group ASA 124
18.5
Notes 126
120Annual Report 2024
Spir Group ASA
18.1
Revenue statement
Spir Group ASA
NOK 1 000 Note 2024 2023
Revenue 37 110 24 333
Cost of providing services 1 67 0
Gross profit 37 042 24 333
Personnel expenses 2 38 424 31 505
Other operating expenses 3 20 648 17 036
EBITDA -22 030 -24 208
Depreciation and amortization expenses 4 148 39
Operating profit -22 178 -24 248
Financial income 5 84 668 60 422
Financial expenses 5 73 334 74 581
Profit before income tax -10 844 -38 406
Income tax expense 6 4 783 -171
Profit from continuing operations -15 627 -38 235
Attributable to:
Transferred from other equity 15 627 38 235
Total 15 627 38 235
121Annual Report 2024
Spir Group ASA
18.2
Balance sheet
Spir Group ASA
NOK 1 000 Note 31.12.2024 31.12.2023
Assets
Non-current assets
Equipment and fixtures 4 407 219
Investment in subsidiaries 7 1 825 756 1 823 671
Loan to group companies 8 - 50 000
Other long term receivables 11 508 3 273
Total non-current assets 1 837 671 1 877 163
Current assets
Other short term receivables 4 047 3 187
Receivables from group companies 8 76 838 92 358
Cash and cash equivalents 9 26 189 45 145
Total current assets 107 073 140 690
Total assets 1 944 744 2 017 852
Equity and liabilities
Equity
Share capital 2 652 2 601
Share premium 1 043 655 1 016 895
Other equity -29 165 -16 247
Total equity 1 017 141 1 003 249
122Annual Report 2024
Spir Group ASA
18.2
Balance sheet
Spir Group ASA
Continued
NOK 1 000 Note 31.12.2024 31.12.2023
Liabilities
Non-current liabilities
Deferred tax liability 6 729 1 124
Borrowings 11 535 901 661 624
Total non-current liabilities 536 629 662 748
Current liabilities
Borrowings 11 138 778
Trade and other payables 8 4 694 2 563
Current tax liabilties 6 5 178 -
Public duties payable 2 570 2 026
Liabilities to group companies 8 221 360 330 068
Other current liabilities 18 393 17 199
Total current liabilities 390 973 351 855
Total liabilities 927 603 1 014 603
Total equity and liabilities 1 944 744 2 017 852
Monika Beate Tvedt
Board Member
Oslo,
29 April 2025
Sigrun Syverud
Board Member
Preben Rasch-Olsen
Board Member
Rolv Erik Ryssdal
Chairperson
Per Haakon Lomsdalen
CEO
Jens Rugseth
Board Member
Sign. Sign.
Sign. Sign. Sign. Sign.
123Annual Report 2024
Spir Group ASA
18.3
Changes in
shareholders’ equity
Spir Group ASA
NOK 1 000
Share capital Share premium Other equity Total equity
Balance at 31 December 2023 2 549 1 005 748 18 038 1 026 335
Profit or loss for the period -38 235 -38 235
Contributions by and distributionsto owners:
Issue of share capital net of transaction
costs and tax
52 11 147 0 11 199
Share-based payments 3 951 3 951
Balance at 31 December 2023 2 601 1 016 895 -16 247 1 003 249
Balance at 1 January 2024 2 601 1 016 895 -16 247 1 003 249
Profit or loss for the period -15 627 -15 627
Contributions by and distributionsto owners:
Issue of share capital net of transaction
costs and tax
51 26 760 26 810
Share-based payments 2 708 2 708
Balance at 31 December 2023 2 652 1 043 655 -29 165 1 017 141
124Annual Report 2024
Spir Group ASA
18.4
Cash flow statement
Spir Group ASA
NOK 1 000 Note 2024 2023
Cash flows from operating activities
Profit before income tax -10 844 -38 406
Adjustments for
Depreciation and amortisation expenses 12 148 39
Share-based payment expense 2 708 1 662
Net gain on sale of subsidiary
Interest received and paid - net 14 11 334 14 159
Share of post-tax profits and equity accounted assosiates
Net exchange differences
Change in operating assets and liabilities, net of effects from purchase of subsidiaries
Change in trade and other receivables and contract assets 14 661 4 341
Change in trade and other payables and contract liabilities 9 048 -9 744
Net cash inflow from operating activities 27 054 -27 949
Cash flows from investing activities
Payment for shares and other investments 3,26
Payment for equipment and fixtures 17
Payment of capitalised development costs 18
Payment for associates and other financial assets
Proceeds from sale of equipment and fixtures
Proceeds from sale of subsidiaries 4 -259
Proceeds from other investments 20 000
Net cash inflow/outflow from investing activities 0 19 741
125Annual Report 2024
Spir Group ASA
18.4
Cash flow statement
Spir Group ASA
Continued
NOK 1 000 Note 2024 2023
Cash flows from financing activities
Proceeds from issuance of ordinary shares 25 18 820 7 999
Proceeds from borrowings 26 131 832 30 000
Repayment of borrowings 26 -118 778 -116 944
Interest paid 14 -39 273 -54 559
Change in group account -108 708 106 171
Proceeds form group contributions 70 097 52 602
Net cash inflow/outflow from financing activities -46 010 25 269
Net increase/decrease in cash and cash equivalents -18 956 17 062
Cash and cash equivalents at the beginning of the period 45 145 28 083
Cash and cash equivalents at the end of the period 26 189 45 145
126
Spir Group ASA
18.5
Notes
General information
Spir Group ASA is a public limited liability company incorporated in Norway. Spir Group ASA is listed on
Euronext Oslo Børs under the ticker SPIR. Spir Group ASA is the parent company of Spir Group. Refer to note 7
for a list of the subsidiaries. The Group`s head office is located at Dronning Mauds Gate 10, 0250 Oslo, Norway.
The Group was established in 2020.
The consolidated financial statements of Spir Group ASA for the fiscal year 2024 were approved in the board
meeting on 29 April 2025.
Spir Group ASA has been granted exemption from the Norwegian Tax Authority to publish its Annual Report in
English only.
The Company, as used in these financial statements, is the Parent Company under the Consolidated Financial
Statements also inclueden in this Annual Report.
Summary material accounting policies and significant estimates
Basis of preparation
The Company’s financial statements have been prepared in accordance with the Norwegian Accounting Act
and generally accepted accounting principles (NGAAP). The functional and presentation currency is Norwegian
krone (NOK).
Going concern
The annual accounts have been prepaed based on the going concern assumption in accordance with section3-
3a of the Norwegian Accounting Act. This is based on the Group’s plans, budgets and level of activity going
forward.
Estimates and assumptions
The management has used estimates and assumptions that have affected assets, liabilities, incomes, expenses
and information on potential liabilities. This particularly applies evaluations related to acquisitions . It is reasonably
possible, based on existing knowledge, that outcomes within the next financial year are different from the
assumptions made which may lead to these estimates being materially changed. Estimates and their underlying
assumptions are reviewed on a regular basis and are based on best estimates and historical experience.
Annual Report 2024
127
Spir Group ASA
Annual Report 2024
Tax
The tax charge in the profit and loss account consists of tax payable for the period
and the change in deferred tax. The deferred tax is calculated at the tax rate of
22% on the basis of tax-reducing and tax-increasing temporary differences that
exists between accounting and tax values, and the tax losses carried forward
at the end of the accounting year. Tax-increasing and tax reducing temporary
differences that reverse in the same period are set off and entered net. The net
deferred tax receivable is entered on the balance sheet to the extent that it is likely
that it can be utilised.
Classification and valuation of fixed assets
Fixed assets consist of assets intended for long-term ownership and use. Fixed
assets are valued at acquisition coss less depreciation and write-downs. Long-
term liabilities are entered on the balance sheet at the nominal amount at the
time of the transaction.
Classification and valuation of current assets
Current assets and short-term liabilities consist normally of items that fall due for
payment within one year of the balance sheet date, as well as items related to the
stock cycle. Current assets are valued at the lower of acqusition cost and fair value.
Short-term liabilities are entered on the balance sheet at the nominal amount at
the time of the transaction.
Subsidiaries and associated companies
Subsidiaries and associated companies are valued using the cost method in the
company accounts. The investment is valued at acquistion cost for the shares
unless a write-down to fair value is made when fall in value due to reasons that
cannot be expected to be temporary and such write-down must be considered as
necessary in accordance with good accounting practice. Write downs are reversed
when the basis for the write down no longer present.
Dividends, group contributions and other distribution from subsidiaries are posted
to income in the same year as provided for in the distributors’s accounts. To the
extent that dividends/group contributions exceeds the share of profit’s earned
after the date of acquistion, the excess amounts represents a repayment of
invested capital, and distributions are deducted from the investment’s value in
the balance sheet of the parent company.
Receivables
Receivables from customers ands other receviables are entered at par value after
deducting a provision for expected losses. The provision for losses is made on the
basis of an individual assessment of the respective receivable. In addition, an
unspecified provision is made to cover expected losses on claims in respect of
customer receivables.
Revenues
Income from sales of services are recognized at fair value, net after deduction of
VAT, returns, discounts and reductions.
Share-based payments
Equity-settled share-based payments to employees and others providing services
are measured at the fair value of the equity instruments at the grant date. The fair
value measured at the grant date is determined using the Black-Scholes model,
which takes into account the exercise price, the expected lifetime of the option, the
current price of the underlying shares, the expected volitality of the share price, any
dividend expected on the shares and the risk-free interest rate for the life of the
option. The expected share price volitality is based on the historical volitality for a
section of comparable listed companies. The risk-free rate is based onth published
government zero-coupon yields by the Central Bank of Norway.
Pensions
The Company has defined contribution pension plan for its employees which
satisfies the statutory requirements in the Norwegian law on the required
occupational pension (’’lov om obligatorisk tjenestepensjon’’). The scheme is a
defined contribution plans and charged to the income statement in the period to
which the contributions relate. Once the contribution have been paid, there are no
further payment obligations.
128
Spir Group ASA
Annual Report 2024
Foreign currency
Foreign currency transactions are translated at the exchange rate on the date of
the transaction. Monetary foreign currency items are transalted to NOK at the
exchange rate on the balance sheet fate. Non-monetary items that are measured
at fair value in a foreign currency are translated to NOK using the exhange rate on
the measurement date. Exchange fluctuations are posted to the profit and loss
account as they arise under other financial items.
Cash flow statement
The cash flow statement has been prepared using the indircet method. Cah and
cash equivalents consists of cash, bank deposits and other short-term liquid
investments.
Spir Group ASA proved services within management, finance, accounting and
general administration, handling join supplier agreements and other services that
belongs under intra-group services. These services are invoiced to subsidiaries that
are directly or indirectly owned (>90%).
Revenue
NOK 1 000 2024 2023
Revenues for services performed 37 110 24 333
Total 37 110 24 333
Geographical distribution
NOK 1 000 2024 2023
Norway 32 117 22 153
Sweden 4 993 2 180
Total 37 110 24 333
Specification of salary and personnel costs
NOK 1 000 2024 2023
Salaries 26 262 21 625
Pension costs 1 790 3 847
Share-based payment 660 902
Payroll tax 4 784 1 662
Other benefits 4 928 3 468
Salary and personnel costs 38 424 31 505
Average number of FTE 15 14
Note 2 - Personnel expenses and number of employees
Note 1 - Revenue
129
Spir Group ASA
Annual Report 2024
Pension obligations
The Company is required to have an occupational pension scheme for all
employees in accordance with the Norwegian law on required occupational
pension (”lov om obligatorisk tjenestepensjon”). The Compay’s pension scheme
meets the requirements of that law. The pension scheme in the Compnay are a
defined contribution scheme.
Loan to management
Per Haakon Lomsdalen is given a loan of MNOK 3.2 through Arlberg Invest AS as a
contingent deferred payment of shares.
Loan to the chairman of the board
Rolv Erik Ryssdal is given a loan of MNOK 8.1 through Barney Invest AS as a
contingent deferred payment of shares.
Bonus and share-based payment
For further details about bonus and share-based spayment programs, see note 8
and 9 to the consolidated financial statements.
Remuneration to Corporate Management and Board of Directors
Information about remuneration of the Board of Directors and the executive
management, see note 8 to the consolidated financial statements. For
information about bonus and share-based payment programs, see note 9 for the
consolidated financial statements.
Specification of other operating expenses
NOK 1 000 2024 2023
General IT, licenses and hosting 6 038 4 425
Advisors and consultants 6 484 7 962
Facilities and office costs 4 052 2 391
Sales and marketing 1 301 548
Travel expenses 2 773 1 711
Total other operating expenses 20 648 17 036
Specification of the auditor’s fees
NOK 1 000 2024 2023
Statutory audit 1 150 1 148
Other assurance services 113 131
Other non-assurance services 59 21
Total auditor's fees 1 322 1 299
Note 2, continued Note 3 - Other operating expenses
130
Spir Group ASA
Annual Report 2024
1 January to 31 December 2024
NOK 1 000 2024 2023
Opening balance accumulated cost 258 0
Additions 451 258
Disposals -115
Closing balance accumulated cost 594 258
Opening balance accumulated depreciation 39 0
Depreciation charge 148 39
Disposals
Closing balance accumulated depreciation 187 39
Closing net book amount 407 219
This year's depreciation
Useful life 3-5 years 3-5 years
Depreciation plan Linear Linear
Specification of financial income and expenses
Financial income
NOK 1 000 2024 2023
Group contributions from subsidiaries 70 097 52 602
Interest from group entities 1 458 3 500
Profit on foreign exchange 35 57
Other financial income 13 077 4 263
Total financial income 84 668 60 422
Financial expenses
NOK 1 000 2024 2023
Interest expense to group companies 15 779 13 098
Other interest expense 57 511 52 449
Loss on foreing exchange 44 34
Write-down of long-term financial assets - 9 000
Total financial expenses 73 334 74 581
Net financial items 11 334 -14 159
Note 4 - Equipment and fixtures Note 5 - Financial income and expenses
131
Spir Group ASA
Annual Report 2024
Note 6 - Income tax
Specification of income tax expense
NOK 1 000 2024 2023
Current tax
Taxes payable on this year's taxable income 5 178 -
Income tax expense accrued prior to the business combination 0
Correction of previous years current income taxes 1 401 0
Deferred tax
Changes in deferred taxes -1 796 -171 082
Total income tax expense 4 783 -171 081
Temporary differences - basis for recognised deferred tax
NOK 1 000 31.12.24 31.12.23 Changes
Equipment and fixtures 15 22 7
Other differences 3 377 5 209 1 832
Provisions -80 -123 -44
Total temporary differences -
basis for recognised deferred tax
3 312 5 108 1 796
Net deferred liability 22% 729 1 124 395
Reconciliation of tax expense
The income tax expense differs from the amounts computed when applying
the Norwegian statutory tax rate to income before income taxes as a result
of the following:
NOK 1 000 2024 2023
Pre-tax profit -10 844 -38 406
Change in temporary differences 1 796 1 843
Permanent differences (non-deductible expenses) 32 583 37 629
Utilization of tax losses carried forward - -1 066
Taxable income 23 535 0
132
Spir Group ASA
Annual Report 2024
Investments in subsidiaries are recognised according to the cost method in the Company’s financal statements. The table below sets forth Spir Group ASA’s ownership
interest in subsidiaries. Information about indirect owned subsidiaries are included in note 19 for the consolidation financial statements.
Revenue
Company Country Date of acquisition Book value 31.12.2024 Book value 31.12.2023 Registered office Ownership share Voting rights
Sikri AS Norway 01.03.2020 145 258 144 337 Oslo 100% 100%
Ambita AS Norway 03.05.2021 994 943 994 018 Oslo 100% 100%
Metria AB Sweden 01.04.2022 685 555 685 316 Stockholm 100% 100%
Total 1 825 756 1 823 671
Note 7 - Subsidiaries
133
Spir Group ASA
Annual Report 2024
The Group companies have entered into transactions with related parties. The
transactions are summarised below. Revenueas are mainly sale of intra-group
services to other Group companies. Purchases from other Group companies
consist mainly of consulatancy fees in strategic Group projects, property lease,
IT-operations and maintenance. Spir Group ASA conducts the man part of external
debt financing in the Group and provides loans and receives depostis from Group
companies. Transactions between companies will therefore also consist of interest
income. All transactions with related parties are made on normal market terms
and conditions and at market prices. There are no commitments or contingencies
on behalf of related parties. In addition, Group contributions and dividends from
Group companies are recognised as financial incme in the year of disposal and
balances related to this are included in receivables on Group companies.
The Group companies have entered into the following transactions with related
parties who are not members of the Group:
NOK 1 000 2024 2023
Sale of services 37 105 24 331
Purchase of services 3 627 1 440
Loan interest received 1 483 3 500
Interest paid on borrowings 15 779 13 098
Receivables with related parties
NOK 1 000 2024 2023
Long-term receivables 50 000
Trade and other receivables 6 741 5 921
Group contribution received 70 097 86 437
Total 76 838 142 358
Payables with related parties
NOK 1 000 2024 2023
Group cash pooling 221 360 330 068
Account payable 2 220 -
Total 223 581 330 068
Spri Group ASA is the main account holder in a cash polling agreement. Cash
holdings of the participants are classified as short-temr receivables in the Group
companies financial statements. All participants are jointly and severally liable for
any oustanding balance on the group account.
Note 9 - Cash and cash equivalents
Restricted funds
NOK 1 000 31.12.24 31.12.23
Cash and cash equivalents 26 189 45 145
Restricted cash -1 546 -1 247
Free available cash 24 643 43 898
Available credit facility 1) 50 000 70 000
Liquidity reserve 74 643 113 898
Note 8 - Related parties
134
Spir Group ASA
Annual Report 2024
Spir Group ASA has only one class of shares and all shares have the same voting
rights. The holders of shares are entitled to receive dividends as and when
declared, and are entitled to one vote per share at general meetings of the
Company. For information of the shareholders see note 25 to the consolidated
financial statements.
Number of shares Nominal amount Book value
Ordinary shares 132 576 199 0.02 2 651 524
Total 132 576 199 0.02 2 651 524
Spir Group ASA holds 2,075 of its own shares at 31 December 2024.
Changes in number of shares
NOK 1 000 2024 2023
Number of shares at 1 January 130 050 352 127 442 977
Share issue in the period 2 525 847 2 607 375
Number of shares at 31 December 132 576 199 130 050 352
Reference is made to note 22 Financial instruments in the consolidated
statements for description of accounting principles.
A first priority pledge has been placed on the share in the subsidiaries as security
for the debt to credit institutions. For more information about securities, terms and
covenants for debt to credit institutions, see note 22 and 26 in the consolidated
financial statements.
Year ended 31 December 2024
NOK 1 000 Current Non-current Total
Secured
Bank borrowings 138 778 535 901 674 679
Total secured borrowings 138 778 535 901 674 679
Year ended 31 December 2023
NOK 1 000 Current Non-current Total
Secured
Bank borrowings 118 778 542 846 661 624
Total secured borrowings 118 778 542 846 661 624
Note 10 - Share capital, shareholder information and dividend Note 11 - Borrowings and securities/pledges
135
Spir Group ASA
Annual Report 2024
19 Auditor’s report
136
Spir Group ASA
Annual Report 2024
137
Spir Group ASA
Annual Report 2024
138
Spir Group ASA
Annual Report 2024
Image credits:
Page 2 and 6: iStock
Page 35: Unsplash/Tobias Weinhold
Page 44: Shutterstock
Spir Group ASA
Dronning Mauds gate 10
0250 Oslo, Norway
spirgroup.com
549300VZZ36ASJJOMO232024-01-012024-12-31549300VZZ36ASJJOMO232023-01-012023-12-31549300VZZ36ASJJOMO232024-12-31549300VZZ36ASJJOMO232023-12-31549300VZZ36ASJJOMO232022-12-31SPI:IssuedCapitalRegisteredMember549300VZZ36ASJJOMO232022-12-31SPI:IssuedCapitalRegisteredMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232022-12-31SPI:IssuedCapitalRegisteredMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232023-01-012023-12-31SPI:IssuedCapitalRegisteredMember549300VZZ36ASJJOMO232023-12-31SPI:IssuedCapitalRegisteredMember549300VZZ36ASJJOMO232022-12-31ifrs-full:SharePremiumMember549300VZZ36ASJJOMO232022-12-31ifrs-full:SharePremiumMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232022-12-31ifrs-full:SharePremiumMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232023-01-012023-12-31ifrs-full:SharePremiumMember549300VZZ36ASJJOMO232023-12-31ifrs-full:SharePremiumMember549300VZZ36ASJJOMO232022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300VZZ36ASJJOMO232022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300VZZ36ASJJOMO232023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300VZZ36ASJJOMO232022-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMember549300VZZ36ASJJOMO232022-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232022-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232023-01-012023-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMember549300VZZ36ASJJOMO232023-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMember549300VZZ36ASJJOMO232022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300VZZ36ASJJOMO232022-12-31ifrs-full:EquityAttributableToOwnersOfParentMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232022-12-31ifrs-full:EquityAttributableToOwnersOfParentMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300VZZ36ASJJOMO232023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300VZZ36ASJJOMO232022-12-31ifrs-full:NoncontrollingInterestsMember549300VZZ36ASJJOMO232022-12-31ifrs-full:NoncontrollingInterestsMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232022-12-31ifrs-full:NoncontrollingInterestsMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember549300VZZ36ASJJOMO232023-12-31ifrs-full:NoncontrollingInterestsMember549300VZZ36ASJJOMO232022-12-31549300VZZ36ASJJOMO232022-12-31ifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232022-12-31ifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232023-12-31SPI:IssuedCapitalRegisteredMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232024-01-012024-12-31SPI:IssuedCapitalRegisteredMember549300VZZ36ASJJOMO232024-12-31SPI:IssuedCapitalRegisteredMember549300VZZ36ASJJOMO232023-12-31ifrs-full:SharePremiumMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232023-12-31ifrs-full:SharePremiumMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232024-01-012024-12-31ifrs-full:SharePremiumMember549300VZZ36ASJJOMO232024-12-31ifrs-full:SharePremiumMember549300VZZ36ASJJOMO232023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232024-01-012024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300VZZ36ASJJOMO232024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300VZZ36ASJJOMO232023-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232023-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232024-01-012024-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMember549300VZZ36ASJJOMO232024-12-31SPI:RetainedEarningsAndMiscellaneousOtherReservesMember549300VZZ36ASJJOMO232023-12-31ifrs-full:EquityAttributableToOwnersOfParentMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232023-12-31ifrs-full:EquityAttributableToOwnersOfParentMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232024-01-012024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300VZZ36ASJJOMO232024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300VZZ36ASJJOMO232023-12-31ifrs-full:NoncontrollingInterestsMemberifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232023-12-31ifrs-full:NoncontrollingInterestsMemberifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMember549300VZZ36ASJJOMO232024-01-012024-12-31ifrs-full:NoncontrollingInterestsMember549300VZZ36ASJJOMO232024-12-31ifrs-full:NoncontrollingInterestsMember549300VZZ36ASJJOMO232023-12-31ifrs-full:FinancialEffectOfCorrectionsOfAccountingErrorsMember549300VZZ36ASJJOMO232023-12-31ifrs-full:OpeningBalanceAfterAdjustmentCumulativeEffectAtDateOfInitialApplicationMemberiso4217:NOKiso4217:NOKxbrli:shares