Interim report
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Nordic Financials Q2 2026 Final.pdf Name Method Signed at Larneng, Kristine Malm BANKID 2026-08-27 17:59 GMT+02 Skaset, Nils Petter BANKID 2026-08-27 17:11 GMT+02 Tjoflaat, Halldor Christen BANKID 2026-08-27 19:30 GMT+02 Harto, Jan Peter BANKID 2026-08-27 17:24 GMT+02 List of Signatures Page 1/1 This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. External reference: 352D8FF3A08544F8B605B3095E682333
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 1 Nordic Financials Interim report Q2 and first half 2026
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 2 Contents About Nordic Financials ................................ ................................ ................................ ................................ ........................... 3 Quarterly report Q2/26, and first half 2026 ................................ ................................ ................................ ............................ 4 Highlights of the first half of 2026 ................................ ................................ ................................ ................................ ....... 4 Subsequent events ................................ ................................ ................................ ................................ ............................... 4 Letter from the CEO ................................ ................................ ................................ ................................ .............................. 5 Consolidated statement of comprehensive income ................................ ................................ ................................ ....... 8 Consolidated balance sheet................................ ................................ ................................ ................................ ................ 9 Consolidated statement of cash flows ................................ ................................ ................................ ............................ 10 Consolidated statement of changes in equity ................................ ................................ ................................ ............... 11 Notes ................................ ................................ ................................ ................................ ................................ ..................... 12 Responsibility statement ................................ ................................ ................................ ................................ ................... 16 CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 3 About Nordic Financials Nordic Financials ASA is a company listed on Euronext Expand in Oslo. Nordic Financials concentrates its investments on the Nordic markets. Our goal is to invest for the benefit of the company and our shareholders. The company’s head office is in Oslo (NO). CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 4 Quarterly report Q2/26, and first half 2026 Highlights of the first half of 2026 • Divestment of the Two Snowball Software Group bonds. • In April 2026, Nordic Financials AS has been allocated 450,000 Shares in Heder Bank ASA in what for Nordic Financials is a strategic investment. Subsequent events • Listing of Gold Road International plc on Euronext Growth. The listing price represented a mark-up compared to our cost price. • The General Meeting of Nordic Financials ASA resolved on 28 May 2026 to reduce the Company's share capital by reducing the par value of each share from NOK 1.75 to NOK 0.5, to NOK 9,847,025.00. The share capital reduction was registered in August. CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 5 Letter from the CEO Dear Shareholders, The first half of 2026 reaffirmed the strategic direction we have established over the past two years. Having established Nordic Financials ASA as a debt-free, capital-light and agile investment company, our focus has shifted firmly towards building and developing a concentrated portfolio of high-quality positions. During the second quarter we remained active across a broad range of opportunities. Consistent with our communicated strategy, we continuously screen the market and participate in a number of smaller investments, including the divestment of our bond holdings in Snowball Software Group during the period. While these are individually of limited size and are not detailed here, they form an integral part of how we deploy capital and develop our pipeline. Against this backdrop, two larger positions continue to anchor the portfolio and warrant particular attention: our holdings in Gold Road and in Heder Bank. Gold Road, a producing gold mine in the historic Oatman mining district in Arizona, was admitted to trading on Euronext Growth Oslo on 1 July 2026, giving us a clearer market reference point for a position we regard as core to the portfolio. Heder Bank, our position taken in April, has developed well during the half: the bank secured a strong new principal shareholder in EGD Holding, and has announced an ambition to complete a stock- exchange listing before the end of 2026, which we expect would provide a similar reference point for this investment. We will provide further updates on both positions as matters progress. Alongside these two anchor positions, we also took steps during the half to simplify the Company’s capital structure. Following approval by the General Meeting on 28 May 2026, the par value of each share was reduced from NOK 1.75 to NOK 0.50, a reduction registered in August without affecting shareholders’ underlying economic interests. Also following this reduction, we reaffirm our stated ambition that any future capital increases will be carried out with pre-emptive rights for existing shareholders on equal terms. Taken together with our ongoing, smaller-scale activity, these developments reflect the strategy we have set out, concentrating capital in a small number of situations where we believe the combination of quality, structure and timing can deliver meaningful long-term returns, while continuously cultivating a wider pipeline. We remain debt-free, cost-conscious and committed to a lean operating model whose full financial benefit we expect to materialise through 2026. Our ambitions remain long-term. We intend to build Nordic Financials ASA brick by brick, position by position, and we believe an investment in the Company should be approached as one made for value creation over time rather than short-term gains. At the same time, we believe that a larger capital base would, over time, also support greater liquidity in the share. As we have consistently communicated, Nordic Financials ASA remains a relatively small participant in a large and competitive market, and our ambitions extend well beyond our current scale. The opportunities we are evaluating reinforce our view that increased financial capacity would allow us to act on a wider set of attractive situations, and we will continue to pursue this with discipline and with the support of our shareholders. Best regards, Halldor Christen Tjoflaat CEO CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 6 Operational development Nordic Financials ASA has used Q2 2026 to continue our investment activity and to develop and research for further development. The group moves forward with investment activities and our next steps to develop the company and its capital base further. We continue to see opportunities in participating in pre-IPO capital raises, and during the quarter we made one new such investment in Heder Bank. Financial development During the quarter the group has had income from our investment activities. They are still limited as we are in the phase of ramping this up. Risks and uncertainties The risk and uncertainties are at acceptable levels through Q2. Funding aspects and need for growth in capital base would still be purposeful. However, from a risk perspective we believe the risk to be more concentrated towards rational and profitable investments. Overall, the total number of uncertainties and perceived risk should be at the same level as the previous quarter. Forward-looking statement This report contains statements regarding the future in connection with the growth initiatives, profit figures, outlook, strategies and objectives. In particular, the section “Outlook” contains forward- looking statements regarding future expectations. All statements regarding the future are subject to inherent risks and uncertainties, and many factors can lead to actual results and developments deviating substantially from what has been expressed or implied in such statements. These factors include the risk factors related to the group’s activities as described in the above section “Risks and Uncertainties”. Outlook The group is currently pursuing several investment opportunities. Nordic Financials remains optimistic regarding our deal flow and access to capital. CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 7 Condensed financial statements CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 8 Consolidated statement of comprehensive income The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes. (tNOK) Continuing operations Note Q2 2026 (unaudited) Q2 2025 (unaudited) H1 2026 (unaudited) H1 2025 (unaudited) 2025 (audited) Net income/(-loss) from shares and bonds 1,4 -344 7 -35 7 1 122 Operating Income -344 7 -35 7 1 122 Personnel expenses -243 -48 -431 -961 -1 336 Other operating expenses 3 -2 053 -3 185 -3 949 -4 351 -8 931 EBITDA -2 640 -3 226 -4 415 -5 305 -9 146 Depreciation and amortization 0 0 0 0 0 Operating profit -2 640 -3 226 -4 415 -5 305 -9 146 Net finance 14 -322 5 -322 -2 769 Profit before income tax -2 627 -3 548 -4 410 -5 627 -11 915 Income tax 0 0 0 0 0 Profit from continuing operations -2 627 -3 548 -4 410 -5 627 -11 915 Loss from discontinued operation 0 0 0 0 0 Profit for the period -2 627 -3 548 -4 410 -5 627 -11 915 Other comprehensive income Items that may be reclassified to profit and loss Translation differences 0 0 0 0 0 Total comprehensive income -2 627 -3 548 -4 410 -5 627 -11 915 Total comprehensive income attributable to: Equity holders of the parent company -2 627 -3 548 -4 410 -5 627 -11 915 Q2 2026 (unaudited) Q2 2025 (unaudited) H1 2026 (unaudited) H1 2025 (unaudited) 2025 (audited) Earnings per share for profit from continuing operations attributable to the ordinary equity holders of the company Basic earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Diluted earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Earnings per share for profit attributable to the ordinary equity holders of the company Basic earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Diluted earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Avg. no of shares 19 694 050 1 100 103 094 19 694 050 1 002 874 733 1 302 163 338 CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 9 Consolidated balance sheet (tNOK) Note 30.06.2026 31.12.2025 ASSETS Investment in shares 5 15 487 6 725 Investment in bonds 5 0 5 943 Non-current assets 15 487 12 668 Other current assets 214 475 Cash and short term deposits 8 879 16 595 Current assets 9 093 17 070 TOTAL ASSETS 24 581 29 738 EQUITY AND LIABILITIES Share capital 2 34 465 34 465 Share premium 45 184 45 184 Paid in capital 79 649 79 649 Other equity -55 226 -50 816 Foreign Currency translation reserve 1 0 0 Other equity -55 226 -50 816 Total equity 24 423 28 833 Total non-current liabilities 0 0 Trade payables and other payables 157 905 Total current liabilities 157 905 Total liabilities 157 905 TOTAL EQUITY AND LIABILITIES 24 581 29 738 CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 10 Consolidated statement of cash flows (tNOK) Note H1 2026 (unaudited) H1 2025 (unaudited) 2025 (audited) Profit before taxes from continuing operations -4 410 -5 627 -11 915 Profit/Loss before taxes from discontinued operations 0 0 0 Profit before tax -4 410 -5 627 -11 915 Depreciation 0 0 0 Changes in trade receivables and trade payables -296 474 -311 Changes in other accruals -324 -2 071 -3 569 Loss on other receivables 0 0 2 685 Adjustments for income from shares and bonds 4 35 0 -1 122 Proceeds from sale of shares and bonds 5 11 077 0 3 223 Payments for purchase of shares and bonds 5 -14 226 0 -13 703 Interest income from bonds 5 245 0 133 Dividends received 30 0 0 Net finance without cash effect 0 363 363 Other non-cash items 120 97 -61 Cash flow from operations -7 749 -6 764 -24 275 Acquisition of subsidiary, net of cash acquired 0 -100 0 Cash flow from investments 0 -100 0 Proceeds from convertible loan issue 0 1 000 1 000 Proceeds from issue of share capital (net of rights issue costs) 0 9 550 38 213 Interest payment 34 0 0 Proceeds from repayment of loans 0 0 1 000 Cash flow from financing 34 10 550 40 213 Cash at beginning of period 16 595 656 656 Net change in cash and cash equivalents -7 715 3 686 15 939 Cash at end of period 8 879 4 342 16 595 CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 11 Consolidated statement of changes in equity Share capital Share premium Other Paid in Equity Other equity Currency translation reserve Total equity (tNOK) Equity 31.12.25 34 465 45 184 0 -50 816 0 28 833 Profit for the period - - - -4 410 - -4 410 Other comprehensive income - - - - - - Equity 30.06.26 34 465 45 184 0 -55 226 0 24 423 Share capital Share premium Other Paid in Equity Other equity Currency translation reserve Total equity (tNOK) Equity 31.12.24 11 896 38 838 0 -50 559 0 175 Profit for the period - - - -11 915 - -11 915 Other comprehensive income - - - - - - Capital reduction #1 -11 658 - - 11 658 - - Capital increase - rights issue #1 10 000 - - - - 10 000 Capital increase - convertible loan 2 360 - - - - 2 360 Capital increase - rights issue #2 20 000 10 000 - - - 30 000 Capital increase - underwriting commission 1 333 667 - - - 2 000 Capital increase - rights issue #3 533 267 - - - 800 Underwriting commission cost - -2 000 - - - -2 000 Rights Issue Costs - -2 587 - - - -2 587 Equity 31.12.25 34 465 45 184 0 -50 816 0 28 833 CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 12 Notes Note 1: General information and summary of significant accounting policies General information Nordic Financials ASA is a public limited company, incorporated and domiciled in Norway. The parent company was listed on Euronext Expand in 2011. The registered office of Nordic Financials ASA is Thunes Vei 2, NO-0274 Oslo, Norway. Basis for preparing the interim financial statements The condensed interim consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. The condensed interim consolidated financial statements do not include complete information or disclosures required for the annual financial statement in accordance with IFRS® Accounting Standards (IFRS) as adopted by the European Union and should be read in conjunction with the Group’s annual consolidated statements of 2025. The condensed interim consolidated financial statements are unaudited. The Group’s functional and presentation currency is the Norwegian krone (NOK) and all amounts are presented in NOK thousands unless otherwise stated. Balance sheet items in group companies with a functional currency other than the NOK are converted to NOK by applying the currency rate applicable on the balance sheet date. Currency translation differences are booked against other comprehensive income. Income statement items are converted by applying the average currency rate for the period. The interim financial report has been prepared on the assumption that the company is a going concern. Changes in standards that entered into force on 1 January 2026 have had no material impact on these condensed interim consolidated financial statements. See the annual report for a full overview of the accounting principles applied by the group. Key risk factors We believe the risk to be concentrated towards rational and profitable investments to support further growth. Overall, the total number of uncertainties and perceived risk is equal to the previous quarters. Note 2: Shares and shareholder information As of 30 June 2026, Nordic Financials ASA had a share capital of NOK 34,464,587.50 comprising of 19,694,050 shares with a par value of NOK 1.75. Nordic Financials ASA has only one share class. All shares have equal voting rights and rights to dividends from the Company. All shares are fully paid. Q2 2026 (unaudited) Q2 2025 (unaudited) H1 2026 (unaudited) H1 2025 (unaudited) 2025 (audited) Earnings per share for profit from continuing operations attributable to the ordinary equity holders of the company Basic earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Diluted earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Earnings per share for profit attributable to the ordinary equity holders of the company Basic earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Diluted earnings per share -0,13 0,00 -0,22 -0,01 -0,01 Avg. no of shares 19 694 050 1 100 103 094 19 694 050 1 002 874 733 1 302 163 338 CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 13 Largest 20 shareholders as of 30 June 2026: Note 3: Related party transactions Mr. Halldor Chr. Tjoflaat is engaged as Chief Executive Officer (CEO) through his wholly owned company, Hardanger Consulting AS. From 1 June 2025, his monthly remuneration is NOK 100,000. Prior to his appointment as CEO, Mr. Tjoflaat was also contracted through Hardanger Consulting AS. Mr. Svend Egil Larsen, Chief Investment Officer (CIO), is engaged through his wholly owned company, Mutual Fun AS. From 1 June 2025, his monthly remuneration is NOK 100,000. During the period ended 30 June 2026, the Company purchased consulting and management services from a company wholly owned by the Chairman of the Board for NOK 140,000, based on a fixed monthly fee of NOK 35,000. No amounts were payable, and no guarantees or collateral were outstanding at the reporting date. As of 30 June 2026, Mr. Tjoflaat, Mr. Larsen and related parties’ control 3,058,582 shares, representing 15.5 percent of the outstanding shares. Shareholders Share Percentage SELACO AS 2 631 000 13,36 % NORDNET LIVSFORSIKRING AS 2 085 180 10,59 % RYDLAND INVEST AS 1 016 274 5,16 % MORO AS 702 858 3,57 % PREBEN OSEBERG 440 776 2,24 % DAN VARE JOHNSEN 435 071 2,21 % FRODE TONNY MYRVANG-MARTIN 269 716 1,37 % Merrill Lynch International 251 457 1,28 % Nordnet Bank AB 246 329 1,25 % Helge Stuve 237 521 1,21 % HARDANGER CONSULTING AS 228 572 1,16 % VKL HOLDING AS 225 258 1,14 % JAN PETER HARTO 210 286 1,07 % FRANK GUNDERSEN 200 000 1,02 % SIMEN FALCK ENGELSTAD 190 000 0,96 % LEDAAL INVEST AS 185 975 0,94 % ROBERT VOLLEN 171 429 0,87 % ABRAHAM AIMUT TEWOLDE 170 000 0,86 % MAMALAO AS 169 496 0,86 % DNB BANK ASA 163 100 0,83 % Total 20 largest shareholders 10 230 298 51,95 % Nordic Financials ASA outstanding shares 19 694 050 100,00 % CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 14 Note 4: Net income from shares and bonds Note 5: Financial Investments During the first half of 2026, Nordic Financials AS made new investments in listed shares and bonds and completed divestments of the bond holdings. During the period ended 30 June 2026 the company recorded a loss from shares and bonds, reflecting slightly negative market developments. In April 2026, Nordic Financials AS was allocated 450,000 shares in Heder Bank ASA for a consideration of NOK 3,150,000 and 450,000 warrants in Heder Banks NOK 220 million private placement. The warrants expire 12 months from grant. Note 6: Subsequent events Subsequent listing of investment On 1 July 2026, after the reporting date, the shares of Gold Road International p.l.c. were admitted to trading on Euronext Growth Oslo. On 30 June 2026, Nordic Financials AS held 1,400,000 shares, representing approximately 2.4 percent of the shares and the investment was unlisted. The listing did not change the carrying amount of the investment as at the reporting date. Capital reduction The General Meeting of Nordic Financials ASA resolved on 28 May 2026 to reduce the Company's share capital by NOK 24,617,562.50, from NOK 34,464,587.50 to NOK 9,847,025.00, by reducing the nominal value of each share from NOK 1.75 to NOK 0.50. The share capital reduction was registered 15 august 2026. Following such Net income from shares and bonds (tNOK) 30.06.2026 31.12.2025 Interest income from bonds 90 133 Net gain/(loss) from shares and bonds -384 -24 Changes in fair value 259 20 Income from underwriting fee 0 992 Net income from shares and bonds -35 1 122 Shares (tNOK) 30.06.2026 31.12.2025 Balance as of 1 January 6 725 1 093 Additions 14 533 7 851 Sales -6 029 -2 255 Changes in fair value 259 36 Balance at end of period 15 487 6 725 Bonds (tNOK) 30.06.2026 31.12.2025 Balance as of 1 January 5 943 0 Additions 2 460 5 959 Sales -8 403 0 Changes in fair value 0 -15 Balance at end of period 0 5 943 CONTENTS / ABOUT NORDIC FINANCIALS / QUARTERLY REPORT / FINANCIAL STATEMENTS
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 15 registration, the Company's new share capital is NOK 9,847,025 divided into 19,694,050 shares and voting rights, each share with a nominal value of NOK 0.50.
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 16 Responsibility statement We confirm that, to the best of our knowledge, the condensed interim financial statement for the period 1 January 2026 to 30 June 2026 has been prepared in accordance with IAS 34 Interim Financial Reporting, and that the information gives a true and fair view of the Group’s assets, liabilities, financial position and result for the period. We also confirm that the interim report includes a fair review of any significant events which arose during the period and their effect on the financial report and any significant related party transactions. The report includes, to the best of our knowledge, a description of the material risks which the board of directors deems at the time of this report might have a significant impact on the financial performance of the company. Oslo, 27 August 2026 Nils Petter Skaset Chairman (electronically signed) Jan Peter Harto Board member (electronically signed) Kristine Malm Larneng Board member (electronically signed) Halldor Christen Tjoflaat CEO (electronically signed)
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This file is sealed with a digital signature. The seal is a guarantee for the authenticity of the document. Document ID: 352D8FF3A08544F8B605B3095E682333 Nordic Financials ASA Q2 report 2026 17 Nordic Financials ASA Thunes vei 2 0274 Oslo, Norway E-mail: hct@nofin.no