Interim report
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1 Q1 2025 Financial Report
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2 Highlights 3 Business review 4 Financial review 5 Financial statements and notes 7 Alternative Performance Measures and definitions 18
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3 Highlights In Q1, 2025: - Gross Sales increased 25% to NOK 17.4bn. - Gross Profit increased 5% (3% in constant currency) to NOK 1,546m. - Adjusted EBITDA ended at NOK 186m, corresponding to a margin of 12% (14%). - Net working capital ended at minus NOK 1,486m, an improvement of NOK 401m compared to Q1, 2024. Key figures See the last section for details on Alternative Performance Measures (APM). Revenue NOK millions Gross Profit NOK millions Adjusted EBITDA NOK millions Full year Q1 2025 Q1 2024 2024 (NOK millions) Unaudited Unaudited Audited Gross Sales 17,354 13,936 59,601 Revenue 1,741 1,633 7,012 Gross profit 1,546 1,474 6,283 EBITDA 170 178 1,090 Adjusted EBITDA 186 203 1,174 Operating profit/EBIT 82 98 753 Net income 43 10 267 Cash flow from operations 87 97 1,333 Adjusted EBITDA margin (%) 12.1% 13.8% 18.7% Basic earnings per share (NOK) 0.54 0.14 2.90 Diluted earnings per share (NOK) 0.53 0.14 2.86 Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 Net interest-bearing debt 415 1,214 361 Liquidity reserve 3,348 2,669 3,518 Leverage ratio (multiple) 0.4 1.2 0.3 Net working capital -1,486 -1,085 -1,473 Full time equivalents (FTE) 4,058 4,057 4,182
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4 Business review (Figures in parentheses refer to the same period in the previous year) In Q1, 2025 Gross Sales grew 25%, while Gross Profit grew 5% to NOK 1,546m. Activity remains high, and the company is securing new contract wins to ensure future up and cross sell opportunities. While growth in the Nordics was a bit soft at 7%, Gross Profit growth was strong in the international markets with Europe growing 19% and APAC & MEA 12%. In addition, the groups Gross Profit was impacted by the development in the HQ line item, as Q1, 2024 had an exceptionally high incentive payout, mainly in the form of marketing support in connection with the launch of Copilot of approximately NOK 60m. Consequently, year over year Adj. EBITDA development was negative, and decreased from NOK 203m to 186m, reflecting a margin of 12.1% (13.8%). Net working capital ended at minus NOK 1,486m, another record-setting level. Crayon continued to focus on implementing changes to improve net working capital performance and has as a result delivered a strong improvement six consecutive quarters in a row. Market Clusters Gross Profit in the Nordics grew 7% to NOK 612m. Growth in the Software and Cloud Direct business was soft, with only 3% growth. The Consulting business, which represents around 45% of Nordics Gross Profit grew by 5% compared to Q1, 2024. Adj. EBITDA increased by NOK 35, ending at NOK 183m, reflecting a margin of 30%. This is a strong improvement of 4 percentage points compared to Q1, 2024 and is driven mainly by improved profitability in the Consulting business. In Europe Gross Profit grew 19% to NOK 362m. Software and Cloud Direct grew 15%, while Consulting grew 71%. Adj. EBITDA ended at NOK 7m, reflecting a margin of 2%, an increase of 3 percentage points compared to the same quarter in the previous year. Gross Profit in APAC & MEA increased by 12% to NOK 368m. The region experienced strong growth in the Software and Cloud business with Direct and Channel growing by 14% and 16% respectively. Adj. EBITDA margin ended at 15%, a strong improvement from 11% in the same quarter of the previous year. In the US Gross Profit grew 15% to NOK 181m. Direct grew 14% and Channel grew 31%. Gross Profit in Software and Cloud Economics remains solid with 14% growth, while Consulting grew 10%. Adj. EBITDA ended at minus NOK 8m, a decline from last year. Business areas Software & Cloud Direct grew 7% to NOK 514m. Adj. EBITDA increased by NOK 26m, to a margin of 44% (42%). Gross profit in the Channel business grew 12%, while Adj. EBITDA ended at NOK 244, an increase of NOK 22m compared to the same quarter the prior year. Combined, the Software & Cloud businesses grew 9% and Adj. EBITDA increased with NOK 48m, reflecting a margin of 54% (54%). Demand remains solid across multiple vendors. Gross Profit in the Service segments increased 13% to NOK 683m. The increase was driven by strong performance in the Consulting segment, which grew 16% to NOK 463m. Consulting in the Nordics which represents approximately 60% of the Gross Profit in the Consulting business, grew 5%, having a slow start to the quarter, but with increasing utilization throughout the quarter. Adj. EBITDA margin in services combined increased from minus 1% to 9% in Q1, 2025. This reflects an increase of NOK 67m. The improvement is driven by the actions taken in the beginning of 2024 to increase utilization in the Consulting business. Software & Cloud Gross Profit NOK millions Services Gross Profit NOK millions Gross Profit by Market Cluster NOK millions Adj. EBITDA by Market Cluster NOK millions
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5 Financial review (Figures in parentheses refer to the same period in the previous year) Revenue and Gross Profit Revenue in the quarter increased 7% YoY to NOK 1,741m. Gross Profit increased 5% to NOK 1,546m. The overall activity was high and gross sales increased 25%. Revenue, Gross Profit and EBITDA are impacted by seasonality largely due to recurring annual agreements and holiday seasons. Historically, Q2 and Q4 provide higher volume and EBITDA compared to Q1 and Q3. The change in Gross Profit from NOK 1,637m in Q4, 2024 to NOK 1,546m in Q1, 2025, is impacted by seasonality. Adjusted EBITDA Adjusted EBITDA was NOK 186m for the quarter compared to NOK 203m last year. The decrease is mainly due to the payroll expenses increasing slightly higher than the Gross Profit in addition to an exceptionally high incentive payout last year of approximately NOK 60m related to the launch of Copilot marketing support. The adjusted EBITDA margin ended at 12.1% (13.8%). Net adjustments for the quarter consist of expenses related to M&A, discontinuing certain operations in APAC and share-based compensation. The M&A expenses are mainly related to the ongoing SoftwareOne process. See the APM section for further information. Net income Depreciation and amortization amounted to NOK 88m, a slight decrease from the last quarter and NOK 7m increase from last year. Interest expense for the quarter decreased YoY by NOK 9m to NOK 63m. The interest expense is positively impacted by the refinancing in Q2, 2024, and the beneficial development of the NWC, partly offset by increased interest cost on cash pool arrangements. The increased use of multi-currency cash pool arrangements improve flexibility and access to our cash cross border and provides opportunities for fair value hedging arrangements, but also increases the net interest cost due to the marginal cost on overdrafts versus deposits in the different currencies. Net other financial items ended at an income for the quarter of NOK 28m compared to an expense of NOK 10m last year. Net currency gain amounted to NOK 24m in the quarter compared to a loss of NOK 10m last year. Income tax expense ended at NOK 4m for the quarter, compared to NOK 7m last year. Net income amounted to NOK 43m for the quarter, versus NOK 10m last year. The improvement mainly relates to decreased interest expenses and turning the net currency effect from loss to gain. Basic and diluted earnings per share for the quarter amounted to NOK 0.54 and 0.53 respectively (0.14 and 0.14). Gross Profit by Market Cluster NOK millions Adj. EBITDA by Market Cluster NOK millions
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6 1) On an LTM basis, excluding non-controlling interests. Balance sheet Total non-current assets decreased by NOK 167m to NOK 4,756m during the quarter, mainly due to currency effects on goodwill. Total current assets increased by 12% to NOK 14,423m compared to last year, less than the increase in gross sales of 25% for the same period being the main driver for the growth in the working capital. Net working capital improved by NOK 401m from Q1 last year and closed at NOK -1,486m at the end of the quarter. Non-recourse factoring agreements reduced accounts receivable by NOK 122m end of the quarter, compared to NOK 247m last year. Underlying net working capital year over year improvements, adjusted for factoring, were NOK 526m. The seasonality of our business significantly impacts our net working capital. Historically, gross sales, negative net working capital and cash peak in Q2 and Q4, with reductions in Q3 and Q1. Due to the Q1 strong year-over-year gross sales growth, the net working capital slightly decreased during the quarter. The process of collecting the significant overdue public sector receivables toward the Department of Budget and Management Procurement Services (“PS-DBM”) in the Philippines developed positively during Q4, 2024 but with no further significant changes during Q1, 2025. The receivables originate from 2022 at about USD 45m. To be able to release the payment, Microsoft and Crayon have filed a money claim under an accelerated process that is expected to be resolved within 3-6 months. The money claim combines both Crayon’s and Microsoft’s unsettled receivables for license and cloud consumption from the start of the agreement until a new partner agreement was operating. The extended payment terms on certain accounts payables offsetting most of the negative net working capital impact for Crayon continue and are expected to be valid until the receivables are settled. A bad debt provision of NOK 7m has been considered related to the time value of the expected settlement. The provision is unchanged from Q4, 2024. Total bad debt provision decreased during the quarter by NOK 3m to NOK 163m at the end of the quarter. Allowance for doubtful accounts increased by NOK 9m, offset by currency effects. Interest-bearing debt decreased by NOK 112m to NOK 1,849m during the quarter. Total cash & cash equivalents of NOK 1,459m decreased by NOK 195m from the last quarter, and net interest-bearing debt increased by NOK 54m to NOK 415m. Total equity decreased by NOK 254m to NOK 2,701m during the quarter driven by the negative other comprehensive income exceeding the NOK 43m net income. The equity ratio was 14%. Cash flow Cash flow from operations in Q1 was NOK 87m, compared to NOK 97m last year. Net cash paid for investing activities amounted to NOK 61m in the quarter (NOK 42m) and mainly relates to ordinary CAPEX of tangible and intangible assets. Net cash flow from financing activities in the quarter amounted to NOK -150m (NOK -169m). The liquidity reserve consisting of non-restricted cash and available credit facilities ended at NOK 3,348m compared to NOK 2,669m last year. Leverage Net interest-bearing debt as of March 31, 2025, was NOK 415m, with a corresponding leverage ratio of 0.4x Adj. EBITDA0F 1), providing significant headroom with regards to bank covenants at 4.0x Adj. EBITDA1 0F at the end of the quarter. Employees Our people are our greatest asset and we strive to continuously attract, develop, and retain top talent, but even more importantly, we empower our employees to perform at the best of their abilities every day. The number of full-time equivalents on March 31, 2025 was 4,058, compared to 4,057 full-time equivalents on March 31, 2024. In the Software & Cloud business division, full-time equivalents increased by 126, while in the Services business division decreased by 205 employees. The decrease in Service business division is affected by the wind-down of non-core operations in Philippines end of 2024. Adjusted for the wind-down, there is an increase of 44 FTEs. Other employees increased by 80 YoY.
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7 Condensed Consolidated Statement of Income Full year Q1 2025 Q1 2024 2024 (NOK millions) Note Unaudited Unaudited Audited Revenue 6 1,741 1,633 7,012 Cost of sales -195 -159 -729 Gross profit 1,546 1,474 6,283 Payroll and related expenses -1,168 -1,081 -4,329 Other operating expenses -191 -190 -779 Share-based compensation 7 -2 -8 -35 Other income and expenses -15 -17 -49 EBITDA 170 178 1,090 Adjustments 17 25 84 Adjusted EBITDA 186 203 1,174 Depreciation and amortization 4 -88 -81 -337 Operating profit/EBIT 82 98 753 Share of profit (loss) from associated companies 0 0 2 Interest expense -63 -71 -279 Other financial income/expense (-), net 5 28 -10 -81 Net income before tax 48 16 396 Income tax expense on ordinary result -4 -7 -128 Net income 43 10 267 Comprehensive income Items that are or may be reclassified subsequently to profit or loss Currency translation -299 91 167 Comprehensive income net of tax -256 100 435 Allocation of net income Non-controlling interests -4 -3 10 Owners of Crayon Group Holding ASA 48 12 258 Net income allocated 43 10 267 Earnings per share (NOK) 0.54 0.14 2.90 Diluted earnings per share (NOK) 0.53 0.14 2.86 Allocation of comprehensive income Non-controlling interests -5 -2 11 Owners of Crayon Group Holding ASA -251 103 424 Comprehensive income allocated -256 100 435
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8 Condensed Consolidated Balance Sheet Statement (NOK millions) Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 ASSETS Note Unaudited Unaudited Audited Non-current assets: Goodwill 9 3,162 3,314 3,331 Other intangible assets 8 574 657 613 Deferred tax asset 228 133 170 Equipment 113 107 106 Right-of-use assets 12 462 554 502 Investment in associated companies 45 43 45 Other non-current assets 172 176 156 Total non-current assets 4,756 4,984 4,923 Current assets: Accounts receivable 11 9,956 8,385 10,113 Other current receivables and current assets 13 3,007 2,389 2,860 Cash & cash equivalents 10 1,459 1,402 1,654 Total current assets 14,423 12,176 14,627 Total assets 19,179 17,160 19,550 (NOK millions) Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 LIABILITIES AND SHAREHOLDERS' EQUITY Note Unaudited Unaudited Audited Shareholders' equity: Share capital 90 90 90 Own shares -12 -100 -12 Share premium 1,821 1,821 1,821 Total paid-in equity 1,898 1,810 1,898 Retained earnings 814 797 1,063 Total equity attributable to parent company shareholders 2,712 2,607 2,961 Non-controlling interests -11 -17 -6 Total shareholders' equity 2,701 2,590 2,955 Non-current liabilities: Interest-bearing liabilities 10 1,182 1,793 1,185 Deferred tax liabilities 157 120 166 Lease liabilities 10 400 492 434 Other non-current liabilities 23 27 21 Total non-current liabilities 1,761 2,432 1,807 Current liabilities: Accounts payable 11,246 9,311 11,313 Income taxes payable 36 57 60 Public duties 620 600 816 Current lease liabilities 10 108 101 113 Other current interest-bearing liabilities 10 160 177 230 Other current liabilities 2,548 1,891 2,256 Total current liabilities 14,717 12,138 14,788 Total liabilities 16,478 14,569 16,595 Total equity and liabilities 19,179 17,160 19,550
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9 Condensed Consolidated Statement of Cash Flows Full year Q1 2025 Q1 2024 2024 (NOK millions) Unaudited Unaudited Audited Cash flows from operating activities: Net income before tax 48 16 396 Taxes paid -47 -19 -125 Depreciation, amortization and impairment 88 81 337 Net interest expense 54 66 247 Interest received 9 5 32 Changes in trade working capital 89 38 313 Changes in other working capital and other adjustments -153 -90 133 Net cash flow from operating activities 87 97 1,333 Cash flows from investing activities: Payment for capitalized assets -56 -32 -150 Acquisition of subsidiaries - (net of cash acquired) 0 0 -34 Change in other investments -6 -14 -10 Net cash flow from investing activities -61 -46 -194 Cash flows from financing activities: Interest paid -64 -71 -298 Repurchase of shares 0 0 46 Acquisition/disposal of non-controlling interests 0 0 -15 Repayment of bond loan 0 0 -637 Payment of lease liability -28 -24 -107 Proceeds from RCF drawdown 1,300 400 4,480 Repayment of RCF -1,300 -400 -4,480 Proceeds from supplier financing 334 299 1,605 Repayment of supplier financing -358 -287 -1,547 Proceeds from other credit facilities utilization 1,290 1,158 5,751 Repayment of other credit facilities -1,324 -1,244 -5,832 Dividends paid to non-controlling interests 0 0 -7 Net cash flow from financing activities -150 -169 -1,043 Net increase (decrease) in cash and cash equivalents -124 -118 96 Cash and cash equivalents at beginning of period 1,654 1,467 1,467 Currency translation -71 53 91 Cash and cash equivalents at end of period 1,459 1,402 1,654
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10 Condensed Consolidated Statement of Changes in Shareholder’s Equity Year to date period ending Mar 31, 2024 Share Own Share Translation Total (NOK millions) capital shares premium difference Other Equity equity Balance at Jan 1, 2024 90 -100 1,821 394 292 2,497 -17 2,479 Net income 0 0 0 0 12 12 -3 10 Other comprehensive income 0 0 0 90 0 90 1 91 Total comprehensive income 0 0 0 90 12 103 -2 100 Share-based compensation 0 0 0 0 8 8 0 8 Transactions with non-controlling interests 0 0 0 0 0 0 0 0 Other changes 0 0 0 0 -0 -0 2 2 Transactions with owners 0 0 0 0 8 8 3 10 Balance as of end of period 90 -100 1,821 484 312 2,607 -17 2,590 Mar 31, 2025 Share Own Share Translation Total (NOK millions) capital shares premium difference Other Equity equity Balance at Jan 1, 2025 90 -12 1,821 561 502 2,961 -6 2,955 Net income 0 0 0 0 48 48 -4 43 Other comprehensive income 0 0 0 -299 0 -299 -1 -299 Total comprehensive income 0 0 0 -299 48 -251 -5 -256 Share-based compensation 0 0 0 0 3 3 0 3 Transactions with non-controlling interests 0 0 0 0 0 0 0 0 Other changes 0 0 0 0 -1 -1 -0 -1 Transactions with owners 0 0 0 0 2 2 0 2 Balance as of end of period 90 -12 1,821 262 552 2,712 -11 2,701 Attributable to equity holders of Crayon Group Holding ASA Total Non-controlling interests Attributable to equity holders of Crayon Group Holding ASA Total Non-controlling interests
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11 Notes Note 1 – Corporate information The Board of Directors has approved the condensed interim financial statements as at March 31, 2025, for publication on May 21, 2025. These Group financial statements have not been subject to audit or review. Crayon Group Holding ASA is a public limited company registered in Norway. The headquarters is located at Gullhaug Torg 5, 0484 Oslo, Norway. Crayon Group Holding ASA is listed on Oslo Stock Exchange (Oslo Børs) under the ticker “CRAYN”. Crayon specializes in supporting customers across all industry sectors with complex local, regional and global IT estates. Crayon helps clients specify, plan, deploy, manage and optimize technology ecosystems. Crayon had 4,058 full-time equivalents across 46 countries at the end of the period. Note 2 – Basis of preparation The consolidated condensed interim financial statements have been prepared in accordance with International Financial Reporting Standard (IFRS), IAS 34 “Interim Financial Reporting”. The condensed interim financial statements do not include all information and disclosures required in the annual financial statement and should be read in accordance with the Group’s Annual Report for 2024, which has been prepared according to IFRS as adopted by EU. The preparation of interim financial statements requires the Group to make certain estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Estimates and judgements are continually evaluated by the management based on historical experience and other factors, including expectations of future events that are deemed to be reasonable under the circumstances. Actual results may differ from these estimates. The most significant judgements used in preparing these interim financial statements and the key areas of estimation uncertainty are the same as those applied in the consolidated annual report for 2024. Note 3 – Significant accounting principles The accounting policies applied in the preparation of the consolidated interim financial statement are consistent with those applied in the preparation of the annual IFRS financial statement for the year ended December 31, 2024. In the quarterly cash flow statement, comparative figures related to proceeds and repayment of RCF, supplier financing and other credit facilities are changed from net to gross presentation to conform to the current year presentation, implemented for the 2024 annual report and from the Q1, 2025 reporting. The change was included to provide better information on the total cash flows from financing activities.
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12 Note 4 – Depreciation, amortization and impairment Depreciation, amortization and impairment consist of the following: See Note 8 for breakdown of intangible assets. See Note 12 for more information on Right-of-use assets. Note 5 – Other financial income and expenses Other financial income and expenses consist of the following: Included in the other financial expense full year 2024 is non-recurring termination costs related to refinancing the bond and the RCF of NOK 38m and an expense of NOK 20m related to write-off of a loan to the owners of our prior subsidiary in Russia. Note 6 – Segment information The Group regularly reports revenue, gross profit and adjusted EBITDA in operating segments and geographical market clusters to the Board of Directors and executive management (the Group’s chief operating decision makers). While Crayon uses all three measures to analyze performance, the Group’s strategy of profitable growth means that adjusted EBITDA is the prevailing measure of performance. The reporting segments are Software & Cloud Direct, Software & Cloud Channel, Software & Cloud Economics and Consulting in addition to General & Administration. Further information is found in Note 2 Revenue and Note 3 Segment information in the Annual report 2024. • Software & Cloud Direct is Crayon's license offering directly towards end-user, e.g. under Enterprise Agreements (EA). Sale of software and cloud licenses including advisory, support and access to Crayon’s reporting portal. • Software & Cloud Channel is Crayon's offering towards channel partners (hosters, MSPs and ISVs), who are the end-users point-of-contact, e.g. under Service Provider License Agreements (SPLA). Sale of software and cloud licenses including access to Crayon’s CloudIQ platform. • Software & Cloud Economics services include processes and tools for optimizing costs of cloud platforms and infrastructure, license spend optimization and support for clients in vendor audits. • Consulting consists of Cloud Consulting and Solution Consulting services related to infrastructure consulting, cloud migration and deployment, bespoke software deployment and follow-up of applications. • General & Administration includes certain Group incentives and internal and external administrative income and expenses. The market clusters are composed of operations in the different geographical areas. Crayon operates with five main geographical areas: Nordics, Europe, APAC & MEA and US in addition to HQ. HQ includes certain Group incentives and internal and external administrative income and expenses. Group Adjustments include certain IFRS 15 adjustments related to timing of revenue recognition following the IFRIC decision related to the principal versus agent assessment for software resellers incorporated in 2022. Full year (NOK millions) Q1 2025 Q1 2024 2024 Depreciation 43 40 167 Amortization of intangibles 45 40 170 Total 88 81 337 Full year (NOK millions) Q1 2025 Q1 2024 2024 Interest income 9 5 32 Foreign currency gain/loss (-), net 24 -10 -26 Other financial expense -4 -5 -87 Total 28 -10 -81
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13 Segment information March 31, 2025 (NOK millions) Software & Cloud Direct Software & Cloud Channel Software & Cloud Economics Consulting General & Administration Eliminations Total Revenue Nordics 210 73 57 373 3 0 716 Europe 143 59 69 190 4 0 466 APAC & MEA 101 180 17 149 4 0 450 US 50 18 113 19 0 0 200 HQ 21 0 0 6 97 0 123 Group Adjustments -11 27 0 0 0 0 16 Eliminations 0 0 0 0 0 -230 -230 Revenue 514 357 256 736 108 -230 1,741 Gross profit Nordics 210 73 51 275 3 0 612 Europe 143 59 56 99 4 0 362 APAC & MEA 101 180 14 70 4 0 368 US 50 18 99 14 0 0 181 HQ 21 0 0 6 97 0 123 Group Adjustments -11 27 0 0 0 0 16 Eliminations 0 0 0 0 0 -116 -116 Gross profit 514 357 220 463 108 -116 1,546 Payroll and other operating expenses -289 -113 -203 -419 -452 116 -1,360 Adjusted EBITDA 225 244 17 44 -344 0 186 Q3 updated Segment information March 31, 2024 (NOK millions) Software & Cloud Direct Software & Cloud Channel Software & Cloud Economics Consulting General & Administration Eliminations Total Revenue Nordics 203 65 47 367 3 0 685 Europe 125 54 70 100 3 0 353 APAC & MEA 88 155 20 133 1 0 399 US 44 14 104 23 0 0 186 HQ 22 0 -0 -1 140 0 161 Group Adjustments -4 32 0 0 -0 0 28 Eliminations 0 0 0 0 0 -177 -177 Revenue 479 320 241 623 148 -177 1,633 Gross profit Nordics 203 65 41 262 3 0 574 Europe 125 54 63 57 3 0 303 APAC & MEA 88 155 14 69 1 0 328 US 44 14 87 12 0 0 158 HQ 22 0 -0 -1 140 0 161 Group Adjustments -4 32 0 0 0 0 28 Eliminations 0 0 0 0 0 -77 -77 Gross profit 479 320 204 400 148 -77 1,474 Payroll and other operating expenses -280 -98 -192 -417 -360 77 -1,271 Adjusted EBITDA 199 222 12 -17 -212 -0 203 Software & Cloud Services Software & Cloud Services Q1 2024 Q1 2025 Full year (NOK millions) Q1 2025 Q1 2024 2024 Adj EBITDA - Operating Segment - Software & Cloud Direct 225 199 1,199 - Software & Cloud Channel 244 222 757 Total Adj EBITDA - Software & Cloud 469 420 1,957 - Software & Cloud Economics 17 12 49 - Consulting 44 -17 142 Total Adj EBITDA - Services 62 -5 191 General & Administration -344 -212 -974 Total Adjusted EBITDA 186 203 1,174 Full year (NOK millions) Q1 2025 Q1 2024 2024 Adj EBITDA per Market Cluster - Nordics 183 148 740 - Europe 7 -2 203 - APAC & MEA 55 37 256 - US -8 -1 7 - HQ -65 -7 -109 - Group Adjustments 16 28 77 Total Adjusted EBITDA 186 203 1,174
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Note 7 – Share based compensation Please refer to Note 6 in Annual Report 2024 for overview and details on the different ongoing option and employee share purchase programs. Cost related to share-based compensation is displayed in the table below. Note 8 – Intangible assets The company recognizes intangible assets if it is likely that the expected future economic benefits attributable to the asset will flow to the company and the cost of the asset can be measured reliably. Intangible assets with a limited useful life are measured at cost less accumulated amortization and any impairments. Amortization is recognized on a straight-line basis over the estimated useful life. Amortization period is reviewed minimum annually. Amortization of intangible assets identified as fair value adjustments as part of purchase price allocation from acquisitions amount to NOK 22m year to date. The company divides its Intangible assets into the following categories in the balance sheet: Software licenses (IP): Intangible assets from historical acquisitions. Development cost: Crayon capitalizes expenses related to development activities according to IAS 38. Expenses capitalized include costs of materials and services used or consumed in generating the intangible asset and costs of employee benefits arising from the generation of the intangible asset. Capitalized development costs are amortized on a straight-line basis over the estimated useful life. Customer relationships: The intangible asset value related to customer relationships is mainly from the acquisitions of Sensa and rhipe. These assets are amortized on a straight-line basis over the estimated useful lifetime. Technology and software: Technology and software include intangible assets arising from the business combinations of Anglepoint and rhipe. Anglepoint contains capitalized software and technology developed internally by Anglepoint. Intangible assets from the rhipe acquisition are related to an internally developed subscription management platform used in the licensing business. Note 9 – Goodwill Goodwill arising on business combinations is initially measured at cost, being the excess of the cost of an acquisition over the net identifiable assets (including intangible assets) and liabilities assumed at the date of acquisition and relates to the future economic benefits arising from assets which are not capable of being identified and separately recognized. Following initial recognition, goodwill is measured at cost less accumulated impairment losses. Reconciliation of the carrying amount of goodwill is presented below: The Group performs impairment test for goodwill on an annual basis or when there are impairment indicators. There were no impairment indicators during Q1, 2025. See Note 9 in the Annual Report for 2024 for further information. Note 10 – Net interest-bearing debt Interest-bearing debt is recognized at amortized cost. On April 8, 2024, the company completed a senior unsecured bond loan of NOK 1,200m within a maximum borrowing limit of NOK 2,500. The tenor of the bond is 4 years with maturity date 8 April 2028. The bonds carry an interest rate at 3M NIBOR + 2.75% margin. Transaction costs of NOK 10m related to the NOK 1,200m bond are carried at amortized cost. The previous bond of NOK 1,800m was simultaneously settled. On July 2, 2024, Crayon signed and entered a NOK 1,500m revolving credit facility (RCF) through a bank syndication. It is a senior secured facility with a 3-year tenor and two 1-year extension options. The syndication consists of three international banks – Danske Bank as the facility agent, ING and Citibank, reflecting Crayon’s growth footprint with a need of expansion on banking coverage provided globally. Any Full year (NOK millions) Q1 2025 Q1 2024 2024 Cost related to equity-settled share-based compensation transactions 3 9 28 Change in accrued employee social security tax -1 -1 7 Total 2 8 35 (NOK millions) Software licenses (IP) Development costs Customer relationships Technology and software Total Cost at Jan 1, 2025 9 668 715 143 1,535 Additions 0 32 0 0 32 Currency translation -0 -16 -39 -10 -65 Cost at Mar 31, 2025 9 684 677 133 1,502 Amortization and impairment Jan 1, 2025 8 496 290 129 922 Amortization 0 23 20 2 45 Currency translation 0 -13 -16 -9 -38 Accumulated amortization and impairment at Mar 31, 2025 8 506 293 122 929 Net book value at Mar 31, 2025 1 178 383 11 574 (NOK millions) Goodwill Acquisition cost at Jan 1, 2025 3,441 Additions 0 Currency translation -169 Acquisition cost at Mar 31, 2025 3,271 Impairment at Jan 1, 2025 110 Impairment during the period 0 Accumulated impairment at Mar 31, 2025 110 Net book value at Mar 31, 2025 3,162
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15 drawdown on the RCF is presented as non-current liabilities. As of March 31, 2025, the RCF was not utilized. Transaction costs of NOK 10m related to the RCF are carried at amortized cost. During 2024, Crayon established secured ancillary facilities including an overdraft of NOK 300m and a guarantee facility of NOK 100m with Danske Bank, in addition to an unsecured EUR 10m overdraft facility established with ING. The overdraft facilities are not utilized as of March 31, 2025. The Group entered into short-term supplier financing agreements during Q2, 2023. Total liability at the end of the quarter amounted to NOK 159m. Total unused credit facilities (RCF and cash pool) amounted to NOK 1,913m at the end of the quarter. Net interest-bearing debt means senior debt to credit institutions and other interest-bearing debt including leasing less non-restricted cash: Note 11 – Financial Risk Crayon Group is exposed to several financial risks, including foreign currency exchange risk, interest rate risk, liquidity risk and credit risk. For a detailed description of these risks and how they are managed, please see the 2024 Annual Report, Note 19. Market risk Interest rate exposure The Group’s interest rate risk arises from interest-bearing debt at floating rates (cash flow interest rate risk). The Group is sensitive to changes in NIBOR having an impact on the NOK 1,200m bond, utilized amounts under the NOK 1,500m RCF and NOK balances in the multicurrency cash pool. The Group can also be sensitive to interest in other currencies due to separate currency balances in the multicurrency cash-pool arrangements and to other interest-bearing debt, including lease liabilities. No interest positions are hedged. Foreign currency risk exposure Crayon has revenues and operating costs in various currencies. The global expansion of Crayon has led to significant business growth as well as currency exposure. The gross sales and cost of licenses and proceeds for incentives are largely determined in international markets, primarily denominated in Euro (EUR), US Dollar (USD), Australian Dollar (AUD) and Swedish Kroner (SEK) in addition to Norwegian Kroner (NOK), while our gross sales, revenues and operating cost can be denominated in other local currencies. A rather comprehensive volume of transactions and balances in foreign currencies make the group volatile for exchange rate changes. The Group assesses business opportunities carefully to mitigate any current and future currency risks. Crayon seeks primarily natural hedge to the extent it is economically viable, e.g. by having gross sales and gross cost of licenses sold in same currency. By having operational units in different functional currencies, the Group is exposed to currency translation risks related to subsidiaries. Crayon aims to establish natural hedging positions if this is possible and economically viable. Liquidity risk Liquidity risk is the risk that the Group will be unable to meet its financial obligations when they are due, and that financing will not be available at a reasonable price. Crayon Group is impacted by liquidity fluctuation associated with its gross sales and growth. The cash flow from operating activities is mainly impacted by EBITDA and changes in the net working capital managed by the subsidiaries. The Group’s financial covenant is attached to the RCF. Net interest-bearing debt as of March 31, 2025, was NOK 415m, with a corresponding leverage ratio of 0.4x of Adj. EBITDA, providing significant headroom with regards to bank covenants (4.0x Adj. EBITDA) as of the end of the quarter. The completion of the refinancing of a senior secured RCF and a senior unsecured bond issuance throughout 2024, secured the long-term financing of the group. The Group Treasury Department is responsible for optimizing and monitoring liquidity flows centrally through reliable forecasting and cash concentration. The Group has significant liquidity reserves available both through cash, multicurrency cash-pools and RCF, amounting to NOK 3,348m at the end of the quarter and the liquidity risk is therefore considered low. Credit risk The Group is exposed to credit risk from its operational activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions. The Group has deposits with sound financial institutions. Management makes assessments of the credit risk and updates its estimates of losses and the corresponding provision for bad debt on a regular basis. Historical losses and ageing are analyzed, and additional credit risk premium based on geographical analysis and other statistic information on country risk have been incorporated in the loss provision model. Crayon measures allowance for bad debt based on lifetime expected credit losses (ELCs). This involves both backward and forward-looking information and analysis. The management estimate is most sensitive to the forward-looking analysis. The Group Treasury overlooks the credit risk on a centralized level whilst the subsidiaries are responsible for enforcing standard payment and delivery terms and conditions towards the clients. Credit risk exposure is largely impacted by outstanding receivables related to gross sales and contract assets. Credit check and control procedures conducted by local subsidiaries ensure the credit quality of the customers of Crayon. The Group continues to maximize the collection efforts over accounts receivable to reduce any risk. (NOK millions) Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 Bond loan, non-current liabilities 1,192 1,793 1,191 Other non-current interest-bearing liabilities 0 0 5 Revolving credit facility -10 0 -11 Supplier financing 159 146 198 Lease liabilities 400 492 434 Current lease liabilities 108 101 113 Other current interest-bearing liabilities 0 32 31 Cash & cash equivalents -1,459 -1,402 -1,654 Restricted cash 25 52 53 Net interest-bearing debt 415 1,214 361
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16 Crayon presents losses on accounts receivable as operating expenses. The impact of accounts receivable is presented below. Allowance for doubtful accounts in the balance sheet Profit or loss effect of bad debt The process of collecting the significant overdue public sector receivables toward the Department of Budget and Management Procurement Services (“PS-DBM”) in the Philippines developed positively during Q4, 2024 but with no further significant changes during Q1, 2025. The receivables originate from 2022 at about USD 45m. To be able to release the payment, Microsoft and Crayon have filed a money claim under an accelerated process that is expected to be resolved within 3-6 months. The money claim combines both Crayon’s and Microsoft’s unsettled receivables for license and cloud consumption from the start of the agreement until a new partner agreement was operating. The extended payment terms on certain accounts payables offsetting most of the negative net working capital impact for Crayon continue and are expected to be valid until the receivables are settled. A bad debt provision of NOK 7m has been considered related to the time value of the expected settlement. The provision is unchanged from Q4, 2024. Note 12 – Right-of-use assets Note 13 – Contract assets Contract assets are included in Other current receivables and amount to: Contract assets are subsequent period net payments for multiple-period contracts where Crayon transfers services to a customer before the customer pays consideration. The assets are related to contracts under the software and cloud divisions. Note 14 – Seasonality of operations The Group's operating results and cash flows exhibit strong seasonality effects, leading to volatility from quarter to quarter. These seasonal effects are expected to continue. The main driver of the seasonality is higher volumes in Q2 and Q4 compared to Q1 and Q3, as annual contract renewals have been skewed towards these quarters based on factors such as year-end for certain vendors and end of the calendar year incentives. Furthermore, holiday periods impact on the service delivery capacity leading to fluctuations in revenue from services. This seasonality in revenue and gross profit leads to a similar seasonality in EBITDA, as the cost base is more stable quarter by quarter. Finally, this also leads to seasonality in the cash and net working capital position, as both the underlaying gross sales seasonality and effects such as bank days toward the end of the period have an impact on collections and payments and as such the working capital position leads to significant volatility between quarters in the cash flow from operations. (NOK millions) Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 Balance at Jan 1 166 197 197 Currency translation -13 12 16 Net reversal/allowance 9 22 -47 Closing balance 163 231 166 Full year (NOK millions) Q1 2025 Q1 2024 2024 Realized losses 2 3 72 Allowance for doubtful accounts 9 22 -47 Net accounting losses on trade receivables 11 25 25 (NOK millions) Right-of-use assets Acquisition cost at Jan 1, 2025 791 Additions 4 Disposals -9 Adjustments -2 Currency translation -21 Acquisition cost at Mar 31, 2025 762 Depreciation at Jan 1, 2025 290 Depreciation during the period 30 Disposals -9 Currency translation -10 Accumulated amortization at Mar 31, 2025 300 Net book value at Mar 31, 2025 462 (NOK millions) Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 Contract assets 346 281 330 Total 346 281 330
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17 Note 15 – SoftwareOne transaction On December 19, 2024, SoftwareOne Holding AG and Crayon Group Holding ASA, announced an agreement to combine. On March 14, 2025 SoftwareOne announced a takeover prospectus and launch of a recommended voluntary share and cash offer for all issued and outstanding shares in Crayon at a price of NOK 69 in cash and 0.8233 (rounded down) newly issued shares in SoftwareOne per Crayon share. The offer was subject to conditions such as minimum acceptance of 90% and regulatory approvals. It is expected that the offer will be concluded in Q2, 2025. Any expenses, cash settlements or reclassifications contingent of the transaction to take place, are not considered in the Q1 report. This could include change of control conditions in loan agreements, cash settlement of the ongoing share-based payment programs and any other transaction cost. Ongoing expenses are recognised as they occur. External fees related to the transaction are reflected in adjusted EBITDA. Refer also to the “Other income and expenses” under the “Alternative Performance Measures”. Note 16 – Events after the balance sheet date On May 7, SoftwareOne announced a final result of acceptances under the offer, which, taken together with the shares already owned or controlled by SoftwareOne, aggregate 91.6% of the issued and outstanding share capital and voting rights in Crayon. The offer remains subject to the remaining closing conditions, including outstanding regulatory approvals. Subject to fulfilment of the remaining closing conditions, settlement of the offer will be made pursuant to the terms of the prospectus and take place no later than twenty business days after the date on which SoftwareOne has announced a settlement notification. Upon a successful completion of the offer, SoftwareOne intends to carry out a compulsory acquisition of the remaining Crayon shares pursuant to section 4-25 of the Norwegian Public Limited Liability Companies Act and section 6-22 of the Norwegian Securities Trading Act.
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18 Alternative Performance Measures and definitions The financial information in this report is prepared under International Financial Reporting Standards (IFRS), as adopted by the EU. To enhance the understanding of Crayon's performance, the company has presented several alternative performance measures (APMs). 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 accounting rules (IFRS). Alternative performance measures should not be viewed as a substitute for financial information presented in accordance with IFRS but rather as a complement. The Group believes that APMs such as adjusted EBITDA are commonly reported by companies in the markets in which Crayon compete and are widely used by investors in comparing performance on a consistent basis without regard to factors such as other share-based payments and other income and expenses, which can vary significantly from period to period, especially due to M&A transactions, related reorganizations or other significant non-recurring items. Crayon discloses the APMs to permit a more complete and comprehensive analysis of its underlying operating performance relative to other companies and across periods. Because companies may calculate gross sales, gross profit, adjusted EBITDA, other income and expenses, net working capital and liquidity reserve differently, the Company’s presentation of these APMs may not be comparable to similar titled measures used by other companies. Crayon uses the following APM's and definitions: Adjusted (Adj) EBITDA: EBITDA excluding share-based compensation and other income and expenses. The measure is valuable for investors and other stakeholders in assessing operating profitability on a variable cost basis, excluding depreciation, amortization and impairment expenses, as well as other non- recurring items. This approach allows for a clearer evaluation of operating performance in comparison to Crayon's competitors. Adjusted EBITDA margin: Adjusted EBITDA / Gross Profit. The measure enables comparison between segments and competitors. CAPEX: Capital expenditures that mainly consist of office equipment and capitalizes expenses related to development activities according to IAS 38. Capex is a measure of investments made in the operations in the relevant period and is useful to investors and stakeholders evaluating the capital intensity of the operations. Constant currency: Foreign currency transactions converted to constant currency. EBIT: Earnings before interest expense, other financial items, and income taxes. EBITDA: Earnings before interest expense, other financial items, income taxes, depreciation and amortization. Gross Profit: Operating Revenue less cost of goods or services sold. Gross sales: Gross revenues assuming we were principal and not agent on all software resales being restated and reflect the actual billing for the relevant period. Leverage ratio: Net interest-bearing debt (Note 10) divided by LTM adjusted EBITDA corrected for net income attributed to non-controlling interests. The measure provides useful information about the strength of our financial position aligned to our bank covenant. Liquidity reserve: Non-restricted cash and available credit facilities in each company where Crayon operates. The liquidity reserve does not consider any restrictions on cross-border cash transfers. LTM: Last twelve months. Net interest-bearing debt: Interest-bearing debt including leasing less unrestricted cash (Note 10). Net interest-bearing debt is a measure of the Group’s net indebtedness that provides an indicator of the overall balance sheet strength. Net Working Capital: Non- interest-bearing current assets less non- interest-bearing current liabilities. Net Working Capital gives a measure of the funding required by the operations of the business. Full year (NOK millions) Q1 2025 Q1 2024 2024 EBITDA 170 178 1,090 Adjustments: Share based compensation 2 8 35 Other income and expenses 15 17 49 Adjusted EBITDA 186 203 1,174 Full year (NOK millions) Q1 2025 Q1 2024 2024 Gross Sales 17,354 13,936 59,601 Full year (NOK millions) Q1 2025 Q1 2024 2024 Net interest-bearing debt 415 1,214 361 LTM adjustment EBITDA 1,158 938 1,174 Net income attributable to non-controlling interests 8 -46 10 Leverage ratio 0.4 1.2 0.3 (NOK millions) Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 Cash & cash equivalents 1,459 1,402 1,654 Restricted cash -25 -52 -53 Non-restricted cash 1,434 1,350 1,601 Available credit facility 1,913 1,319 1,918 Liquidity reserve 3,348 2,669 3,518
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19 Other income and expenses: Other income and expenses consist of M&A expenses and directly related reorganizations, subsequent adjustment of contingent considerations or other subsequent adjustments in business combinations including earn-out payments recognized in profit or loss and any other significant non-recurring items. Expenses related to discontinued units mainly relates to wind-down of certain non-core operations in the Philippines, in addition to our subsidiary in South-Korea. Other non-recurring items in 2024 consist of restructuring cost in Q1, 2024 related to severance packages for consultants made redundant. Organic growth: Comparable growth excluding effect of business combinations. RCF: Revolving credit facility. Trade Working Capital: The net amount of inventory, accounts receivables and accounts payables. Restricted cash: The amount consists of employee taxes withheld and cash as collateral for bank guarantees. YTD: Year to date. YoY: Year over year, i.e. comparable period (e.g. quarter or YTD) last year. (NOK millions) Mar 31, 2025 Mar 31, 2024 Dec 31, 2024 Accounts receivable 9,956 8,385 10,113 Accounts payable -11,246 -9,311 -11,313 Trade working capital -1,290 -926 -1,201 Unbilled gross sales 2,020 1,434 1,760 Public duty receivables 414 443 545 Contract assets 346 281 330 Prepaid expenses & other 228 231 225 Income taxes payable -36 -57 -60 Public duties -620 -600 -816 Accruals -1,930 -1,344 -1,605 Employee benefits related accruals -442 -429 -486 Prepayments & other -176 -119 -166 Other working capital -196 -159 -272 Net working capital -1,486 -1,085 -1,473 Full year (NOK millions) Q1 2025 Q1 2024 2024 M&A expenses -9 -1 -21 Contingent considerations, fair value adjustments 0 -5 -4 Expenses related to discontinued units -6 0 -12 Other non-recurring items 0 -11 -11 Other income and expenses -15 -17 -49
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20 Crayon Group Holding ASA Gullhaug Torg 5 P.O. box 4384 Nydalen 0484 Oslo, Norway +47 23 00 67 00 www.crayon.com Investor Relations https://www.crayon.com/investor-relations ir@crayon.com